8-K

VORNADO REALTY TRUST (VNO)

8-K 2020-08-04 For: 2020-08-03
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Added on April 05, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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):

August 3, 2020

VORNADO REALTY TRUST

(Exact Name of Registrant as Specified in Charter)

Maryland No. 001-11954 No. 22-1657560
(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)

VORNADO REALTY L.P.

(Exact Name of Registrant as Specified in Charter)

Delaware No. 001-34482 No. 13-3925979
(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
888 Seventh Avenue
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New York, New York 10019
(Address of Principal Executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 894-7000

Former name or former address, if changed since last report: N/A

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 (see General Instructions A.2.):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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. o

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

Registrant Title of each class Name of each exchange on which registered
Vornado Realty Trust Common Shares of beneficial interest, .04 par value per share New York Stock Exchange
Cumulative Redeemable Preferred Shares of beneficial interest, liquidation preference 25.00 per share:
Vornado Realty Trust 5.70% Series K New York Stock Exchange
Vornado Realty Trust 5.40% Series L New York Stock Exchange
Vornado Realty Trust 5.25% Series M New York Stock Exchange

All values are in US Dollars.


Item 2.02. Results of Operations and Financial Condition.

On August 3, 2020, Vornado Realty Trust (the “Company”), the general partner of Vornado Realty L.P., issued a press release announcing its financial results for the second quarter of 2020.  That press release referred to certain supplemental financial information that is available on the Company’s website.  That press release and the supplemental financial information are attached to this Current Report on Form 8-K as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

Exhibits 99.1 and 99.2 hereto 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 under that Section and shall not be deemed to be incorporated by reference into any filing of the Company or Vornado Realty L.P. under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

The following exhibits are being furnished as part of this Current Report on Form 8-K: 99.1 Vornado Realty Trust Press Release Dated August 3, 2020
99.2 Vornado Realty Trust supplemental operating and financial data for the quarter ended June 30, 2020

2


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

VORNADO REALTY TRUST
(Registrant)
By: /s/ Matthew Iocco
Name: Matthew Iocco
Title: Chief Accounting Officer (duly authorized<br><br>officer and principal accounting officer)

Date: August 4, 2020

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

VORNADO REALTY L.P.
(Registrant)
By: VORNADO REALTY TRUST,
Sole General Partner
By: /s/ Matthew Iocco
Name: Matthew Iocco
Title: Chief Accounting Officer of Vornado<br><br>Realty Trust, sole General Partner of Vornado Realty<br><br>L.P. (duly authorized officer and principal accounting<br><br>officer)

Date: August 4, 2020

3

		Exhibit

EXHIBIT 99.1

vnortlogoblack2a37.jpg

Vornado Announces Second Quarter 2020 Financial Results

August 3, 2020 04:30 PM Eastern Standard Time

NEW YORK.......VORNADO REALTY TRUST (NYSE: VNO) reported today:

Quarter Ended June 30, 2020 Financial Results

NET LOSS attributable to common shareholders for the quarter ended June 30, 2020 was $197,750,000, or $1.03 per diluted share, compared to net income attributable to common shareholders of $2.400 billion, or $12.56 per diluted share, for the prior year's quarter. Adjusting for the items that impact period-to-period comparability listed in the table on the following page, net loss attributable to common shareholders, as adjusted (non-GAAP) for the quarter ended June 30, 2020 was $8,599,000, or $0.04 per share, and net income attributable to common shareholders, as adjusted for the quarter ended June 30, 2019 was $42,552,000, or $0.22 per diluted share.

FUNDS FROM OPERATIONS ("FFO") attributable to common shareholders plus assumed conversions (non-GAAP) for the quarter ended June 30, 2020 was $203,256,000, or $1.06 per diluted share, compared to $164,329,000, or $0.86 per diluted share, for the prior year's quarter.  Adjusting for the items that impact period-to-period comparability listed in the table on page 3, FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the quarters ended June 30, 2020 and 2019 was $105,750,000 and $173,775,000, or $0.55 and $0.91 per diluted share, respectively.

Six Months Ended June 30, 2020 Financial Results

NET LOSS attributable to common shareholders for the six months ended June 30, 2020 was $192,787,000, or $1.01 per diluted share, compared to net income attributable to common shareholders of $2.582 billion, or $13.51 per diluted share, for the six months ended June 30, 2019. Adjusting for the items that impact period-to-period comparability listed in the table on the following page, net income attributable to common shareholders, as adjusted (non-GAAP) for the six months ended June 30, 2020 and 2019 was $10,704,000 and $67,466,000, or $0.06 and $0.35 per diluted share, respectively.

FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the six months ended June 30, 2020 was $333,616,000, or $1.75 per diluted share, compared to $412,013,000, or $2.16 per diluted share, for the six months ended June 30, 2019. Adjusting for the items that impact period-to-period comparability listed in the table on page 3, FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the six months ended June 30, 2020 and 2019 was $242,840,000 and $323,790,000, or $1.27 and $1.70 per diluted share, respectively.

1


The following table reconciles our net (loss) income attributable to common shareholders to net (loss) income attributable to common shareholders, as adjusted (non-GAAP):

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>June 30, For the Six Months Ended<br>June 30,
2020 2019 2020 2019
Net (loss) income attributable to common shareholders $ (197,750 ) $ 2,400,195 $ (192,787 ) $ 2,581,683
Per diluted share $ (1.03 ) $ 12.56 $ (1.01 ) $ 13.51
Certain expense (income) items that impact net (loss) income attributable to common shareholders:
Non-cash impairment loss on our investment in Fifth Avenue and Times Square JV, reversing a portion of the $2.559 billion gain recognized on the April 2019 transfer to the joint venture attributable to the GAAP required write-up of the retained interest $ 305,859 $ $ 305,859 $
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260 ) 101,092 (70,260 ) 101,092
After-tax net gain on sale of 220 Central Park South ("220 CPS") condominium units (49,005 ) (88,921 ) (108,916 ) (219,875 )
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 13,369
Our share of loss from real estate fund investments 6,089 20,758 62,247 23,662
Net gain on transfer to Fifth Avenue and Times Square retail JV, net of $11,945 attributable to noncontrolling interests (2,559,154 ) (2,559,154 )
Real estate impairment losses 7,500 7,500
Mark-to-market (increase) decrease in Pennsylvania Real Estate Investment Trust ("PREIT") common shares (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) (1,313 ) 4,938 14,336
Net gain from sale of Urban Edge Properties ("UE") common shares (sold on March 4, 2019) (62,395 )
Prepayment penalty in connection with redemption of $400 million 5.00% senior unsecured notes due January 2022 22,540
Mark-to-market increase in Lexington Realty Trust ("Lexington") common shares (sold on March 1, 2019) (16,068 )
Other 2,019 2,802 9,915 3,954
200,810 (2,517,236 ) 217,152 (2,684,408 )
Noncontrolling interests' share of above adjustments (11,659 ) 159,593 (13,661 ) 170,191
Total of certain expense (income) items that impact net (loss) income attributable to common shareholders $ 189,151 $ (2,357,643 ) $ 203,491 $ (2,514,217 )
Net (loss) income attributable to common shareholders, as adjusted (non-GAAP) $ (8,599 ) $ 42,552 $ 10,704 $ 67,466
Per diluted share (non-GAAP) $ (0.04 ) $ 0.22 $ 0.06 $ 0.35

2


The following table reconciles our FFO attributable to common shareholders plus assumed conversions (non-GAAP) to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP):

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>June 30, For the Six Months Ended<br>June 30,
2020 2019 2020 2019
FFO attributable to common shareholders plus assumed conversions (non-GAAP)^(1)^ $ 203,256 $ 164,329 $ 333,616 $ 412,013
Per diluted share (non-GAAP) $ 1.06 $ 0.86 $ 1.75 $ 2.16
Certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions:
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs $ (70,260 ) $ 77,156 $ (70,260 ) $ 77,156
After-tax net gain on sale of 220 CPS condominium units (49,005 ) (88,921 ) (108,916 ) (219,875 )
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 13,369
Our share of loss from real estate fund investments 6,089 20,758 62,247 23,662
Prepayment penalty in connection with redemption of $400 million 5.00% senior unsecured notes due January 2022 22,540
Other 2,459 1,092 6,664 2,298
(104,609 ) 10,085 (96,896 ) (94,219 )
Noncontrolling interests' share of above adjustments 7,103 (639 ) 6,120 5,996
Total of certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions, net $ (97,506 ) $ 9,446 $ (90,776 ) $ (88,223 )
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 105,750 $ 173,775 $ 242,840 $ 323,790
Per diluted share (non-GAAP) $ 0.55 $ 0.91 $ 1.27 $ 1.70

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(1) See page 13 for a reconciliation of our net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three and six months ended June 30, 2020 and 2019.

3


COVID-19 Pandemic

In December 2019, a novel strain of coronavirus (“COVID-19”) was identified in Wuhan, China and by March 11, 2020, the World Health Organization had declared it a global pandemic. Many states in the U.S., including New York, New Jersey, Illinois and California implemented stay-at-home orders for all "non-essential" business and activity in an aggressive effort to curb the spread of the virus. In May 2020, certain states implemented phased re-opening plans for businesses and activities that were previously ordered to close, with limitations on occupancy and certain other restrictions. It is uncertain as to how long these restrictions will continue or if additional restrictions or closures will be imposed. As a result of the COVID-19 pandemic, the U.S. economy has suffered and there has been significant volatility in the financial markets. Many U.S. industries and businesses have been negatively affected and millions of people have filed for unemployment.

As our first priority, we are following strict protocols and taking all measures to protect our employees, tenants, and communities.

Our properties, which are concentrated in New York City, and in Chicago and San Francisco, have been adversely affected as a result of the COVID-19 pandemic and the preventive measures taken to curb the spread of the virus. Some of the effects on us include the following:

With the exception of grocery stores and other "essential" businesses, many of our retail tenants closed their stores in March 2020 and began reopening when New York City entered phase two of its state-mandated reopening plan on June 22, 2020.
While our buildings remain open, many of our office tenants are working remotely.
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We have temporarily closed the Hotel Pennsylvania.
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We have cancelled trade shows at theMART for the remainder of 2020.
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Because certain of our development projects were deemed "non-essential," they were temporarily paused in March 2020 due to New York State executive orders and resumed once New York City entered phase one of its state mandated reopening plan on June 8, 2020.
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As of April 30, 2020, we placed 1,803 employees on temporary furlough, which included 1,293 employees of Building Maintenance Services LLC ("BMS"), a wholly owned subsidiary, which provides cleaning, security and engineering services primarily to our New York properties, 414 employees at the Hotel Pennsylvania and 96 corporate staff employees. As of July 31, 2020, 542 employees have been taken off furlough and returned to work, which included 503 employees of BMS and 39 corporate staff employees.
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Effective April 1, 2020, our executive officers waived portions of their annual base salary for the remainder of 2020.
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Effective April 1, 2020, each non-management member of our Board of Trustees agreed to forgo his or her $75,000 annual cash retainer for the remainder of 2020.
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While we believe our tenants are required to pay rent under their leases, in limited circumstances, we have agreed to and may continue to agree to rent deferrals and rent abatements for certain of our tenants. We have made a policy election in accordance with the Financial Accounting Standards Board (“FASB”) Staff Q&A which provides relief in accounting for leases during the COVID-19 pandemic, allowing us to continue recognizing rental revenue on a straight-line basis for rent deferrals, with no impact to revenue recognition, and to recognize rent abatements as a reduction to rental revenue in the period granted.

For the quarter ended June 30, 2020, we collected 88% (94% including rent deferrals) of rent due from our tenants, comprised of 93% (98% including rent deferrals) from our office tenants and 72% (78% including rent deferrals) from our retail tenants. Rent deferrals generally require repayment in monthly installments over a period not to exceed twelve months.

Based on our assessment of the probability of rent collection of our lease receivables, we have written off $36,297,000 of receivables arising from the straight-lining of rents, primarily for the JCPenney lease at Manhattan Mall and the New York & Company, Inc. lease at 330 West 34th Street, both tenants have filed for Chapter 11 bankruptcy, and $8,822,000 of tenant receivables deemed uncollectible, resulting in a reduction of lease revenues and our share of income from partially owned entities for the three and six months ended June 30, 2020. Prospectively, revenue recognition for these tenants will be based on actual amounts received.

4


COVID-19 Pandemic - continued

In light of the evolving health, social, economic, and business environment, governmental regulation or mandates, and business disruptions that have occurred and may continue to occur, the impact of the COVID-19 pandemic on our financial condition and operating results remains highly uncertain but the impact could be material. The impact on us includes lower rental income and potentially lower occupancy levels at our properties which will result in less cash flow available for operating costs, to pay our indebtedness and for distribution to our shareholders. During the second quarter of 2020, we experienced a decrease in cash flow from operations due to the COVID-19 pandemic, including reduced collections of rents billed to certain of our tenants, the temporary closure of Hotel Pennsylvania, the cancellation of trade shows at theMART through 2020, and lower revenues from BMS and signage. In addition, we have concluded that our investment in Fifth Avenue and Times Square JV is "other-than-temporarily" impaired and recorded a $306,326,000 non-cash impairment loss, before noncontrolling interests of $467,000, on our consolidated statements of income for the second quarter of 2020. The value of our real estate assets may continue to decline, which may result in additional non-cash impairment charges in future periods and that impact could be material.

FFO, as Adjusted Bridge - Q2 2020 vs. Q2 2019

The following table bridges our FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended June 30, 2019 to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended June 30, 2020:

FFO, as Adjusted
Amount Per Share
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended June 30, 2019 $ 173.8 $ 0.91
(Decrease) increase in FFO, as adjusted due to:
Write-offs of straight-line rent receivables - non-cash ($36.3) and tenant receivables deemed uncollectible ($8.8) (45.1 )
theMART (primarily $8.2 from the cancellation of trade shows) (13.1 )
Hotel Pennsylvania temporary closure since April 1, 2020 (12.5 )
PENN District out of service for redevelopment (8.7 )
Lower revenues from BMS ($4.0) and Signage ($2.2) (6.2 )
Asset sales (4.9 )
Interest expense decrease (partially offset by lower capitalized interest) and other, net 7.5
Other tenant related items (primarily lease termination income) 5.5
Lower general and administrative expense 4.4
(73.1 )
Noncontrolling interests' share of above items 5.1
Net decrease (68.0 ) (0.36 )
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended June 30, 2020 $ 105.8 $ 0.55

See page 13 for a reconciliation of our net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three and six months ended June 30, 2020 and 2019. Reconciliations of FFO attributable to common shareholders plus assumed conversions to FFO attributable to common shareholders plus assumed conversions, as adjusted are provided on page 3 of this press release.

5


Dispositions:

PREIT

On January 23, 2020, we sold all of our 6,250,000 common shares of PREIT, realizing net proceeds of $28,375,000. We recorded a $4,938,000 loss (mark-to-market decrease) for the six months ended June 30, 2020.

220 CPS

During the three months ended June 30, 2020, we closed on the sale of four condominium units at 220 CPS for net proceeds aggregating $156,972,000 resulting in a financial statement net gain of $55,695,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. In connection with these sales, $6,690,000 of income tax expense was recognized on our consolidated statements of income. During the six months ended June 30, 2020, we closed on the sale of 11 condominium units at 220 CPS for net proceeds aggregating $348,188,000 resulting in a financial statement net gain of $124,284,000. In connection with these sales, $15,368,000 of income tax expense was recognized in our consolidated statements of income. From inception to June 30, 2020, we closed on the sale of 76 units for aggregate net proceeds of $2,168,320,000 resulting in financial statement net gains of $809,901,000.

Financings:

Unsecured Term Loan

On February 28, 2020, we increased our unsecured term loan balance to $800,000,000 (from $750,000,000) by exercising an accordion feature. Pursuant to an existing swap agreement, $750,000,000 of the loan bears interest at a fixed rate of 3.87% through October 2023, and the balance of $50,000,000 floats at a rate of LIBOR plus 1.00% (1.18% as of June 30, 2020). The entire $800,000,000 will float thereafter for the duration of the loan through February 2024.

Leasing Activity For The Three Months Ended June 30, 2020:

304,000 square feet of New York Office space (291,000 square feet at share) at an initial rent of $70.71 per square foot and a weighted average lease term of 5.2 years. The initial rent of $70.71 excludes the rent on 174,000 square feet as the starting rent will be determined in 2021 based on fair market value. The change in the GAAP and cash mark-to-market rent on the 82,000 square feet of second generation space were positive 12.1% and 14.1%, respectively. Tenant improvements and leasing commissions were $4.93 per square foot per annum, or 7.0% of initial rent.
23,000 square feet of New York Retail space (all at share) at an initial rent of $130.92 per square foot and a weighted average lease term of 3.8 years. The change in the GAAP and cash mark-to-market rent on the 22,000 square feet of second generation space were positive 0.2% and 0.1%, respectively. Tenant improvements and leasing commissions were $8.60 per square foot per annum, or 6.6% of initial rent.
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42,000 square feet at theMART (all at share) at an initial rent of $56.03 per square foot and a weighted average lease term of 4.1 years. The change in the GAAP and cash mark-to-market rent on the 40,000 square feet of second generation space were negative 0.3% and 3.1%, respectively. Tenant improvements and leasing commissions were $3.34 per square foot per annum, or 6.0% of initial rent.
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5,000 square feet at 555 California Street (3,000 square feet at share) at an initial rent of $91.00 per square foot and a weighted average lease term of 5.0 years. The change in the GAAP and cash mark-to-market rent on the 3,000 square feet of second generation space were positive 25.7% and 15.0%, respectively. Tenant improvements and leasing commissions were $2.88 per square foot per annum, or 3.2% of initial rent.
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6


Leasing Activity For The Six Months Ended June 30, 2020:

615,000 square feet of New York Office space (588,000 square feet at share) at an initial rent of $84.88 per square foot and a weighted average lease term of 5.9 years. The initial rent of $84.88 excludes the rent on 174,000 square feet as the starting rent will be determined in 2021 based on fair market value. The change in the GAAP and cash mark-to-market rent on the 357,000 square feet of second generation space were negative 0.7% and positive 3.2%, respectively. Tenant improvements and leasing commissions were $8.75 per square foot per annum, or 10.3% of initial rent.
38,000 square feet of New York Retail space (36,000 square feet at share) at an initial rent of $236.93 per square foot and a weighted average lease term of 5.9 years. The change in the GAAP and cash mark-to-market rent on the 31,000 square feet of second generation space were positive 55.7% and 48.3%, respectively. Tenant improvements and leasing commissions were $32.88 per square foot per annum, or 13.9% of initial rent.
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273,000 square feet at theMART (all at share) at an initial rent of $48.64 per square foot and a weighted average lease term of 9.3 years. The change in the GAAP and cash mark-to-market rent on the 268,000 square feet of second generation space were positive 2.0% and negative 1.5%, respectively. Tenant improvements and leasing commissions were $4.39 per square foot per annum, or 9.0% of initial rent.
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11,000 square feet at 555 California Street (8,000 square feet at share) at an initial rent of $105.66 per square foot and a weighted average lease term of 3.0 years. The change in the GAAP and cash mark-to-market rent on the 8,000 square feet of second generation space were positive 36.7% and 23.7%, respectively. Tenant improvements and leasing commissions were $2.86 per square foot per annum, or 2.7% of initial rent.
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Same Store Net Operating Income ("NOI") At Share:

The percentage (decrease) increase in same store NOI at share and same store NOI at share - cash basis of our New York segment, theMART and 555 California Street are summarized below.

Total New York theMART^(2)^ 555 California Street
Same store NOI at share % (decrease) increase^(1)^:
Three months ended June 30, 2020 compared to June 30, 2019 (24.5 )% (23.4 )% (42.5 )% (5.0 )%
Six months ended June 30, 2020 compared to June 30, 2019 (13.9 )% (12.9 )% (29.8 )% 0.1 %
Three months ended June 30, 2020 compared to March 31, 2020 (20.3 )% (22.0 )% (14.0 )% (4.0 )%
Same store NOI at share - cash basis % decrease^(1)^:
Three months ended June 30, 2020 compared to June 30, 2019 (10.8 )% (6.4 )% (44.5 )% (4.3 )%
Six months ended June 30, 2020 compared to June 30, 2019 (6.3 )% (3.6 )% (30.0 )% (0.4 )%
Three months ended June 30, 2020 compared to March 31, 2020 (7.8 )% (7.0 )% (20.3 )% (2.1 )%

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(1) See pages 15 through 20 for same store NOI at share and same store NOI at share - cash basis reconciliations.
(2) The decreases in same store NOI at share and same store NOI at share - cash basis were primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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7


NOI At Share:

The elements of our New York and Other NOI at share for the three and six months ended June 30, 2020 and 2019 and the three months ended March 31, 2020 are summarized below.

(Amounts in thousands) For the Three Months Ended For the Six Months Ended<br>June 30,
June 30, March 31, 2020
2020 2019 2020 2019
New York:
Office^(1)(2)^ $ 161,444 $ 179,592 $ 183,205 $ 344,649 $ 363,132
Retail^(1)(3)^ 21,841 57,063 52,018 73,859 145,330
Residential 5,868 5,908 6,200 12,068 11,953
Alexander's Inc. ("Alexander's") 8,331 11,108 10,492 18,823 22,430
Hotel Pennsylvania^(4)^ (8,516 ) 4,031 (9,356 ) (17,872 ) (1,785 )
Total New York 188,968 257,702 242,559 431,527 541,060
Other:
theMART^(5)^ 17,803 30,974 21,113 38,916 54,497
555 California Street 14,837 15,358 15,231 30,068 29,859
Other investments^(6)^ 1,032 4,875 2,010 3,042 21,265
Total Other 33,672 51,207 38,354 72,026 105,621
NOI at share $ 222,640 $ 308,909 $ 280,913 $ 503,553 $ 646,681

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(1) Reflects the transfer of 45.4% of common equity in the properties contributed to Fifth Avenue and Times Square JV on April 18, 2019.
(2) The three and six months ended June 30, 2020 include $13,220 of non-cash write-offs of receivables arising from the straight-lining of rents, primarily for the New York & Company, Inc. lease at 330 West 34th Street and $940 of write-offs of tenant receivables deemed uncollectible.
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(3) The three and six months ended June 30, 2020 include $20,436 of non-cash write-offs of receivables arising from the straight-lining of rents, primarily for the JCPenney lease at Manhattan Mall and $6,731 of write-offs of tenant receivables deemed uncollectible. 2019 includes $13,199 of non-cash write-offs of receivables arising from the straight-lining of rents.
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(4) The decrease in NOI at share is primarily due to the effects of the COVID-19 pandemic. The Hotel Pennsylvania has been temporarily closed since April 1, 2020 as a result of the pandemic.
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(5) The decrease in NOI at share is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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(6) 2019 includes our share of PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) and UE (sold on March 4, 2019).
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8


NOI At Share - Cash Basis:

The elements of our New York and Other NOI at share - cash basis for the three and six months ended June 30, 2020 and 2019 and the three months ended March 31, 2020 are summarized below.

(Amounts in thousands) For the Three Months Ended For the Six Months Ended<br>June 30,
June 30, March 31, 2020
2020 2019 2020 2019
New York:
Office^(1)(2)^ $ 175,438 $ 178,806 $ 187,035 $ 362,473 $ 363,176
Retail^(1)(3)^ 38,913 66,726 49,041 87,954 147,662
Residential 5,504 5,303 5,859 11,363 11,074
Alexander's 10,581 11,322 11,094 21,675 22,849
Hotel Pennsylvania^(4)^ (8,525 ) 3,982 (9,364 ) (17,889 ) (1,882 )
Total New York 221,911 266,139 243,665 465,576 542,879
Other:
theMART^(5)^ 17,765 31,984 22,705 40,470 56,896
555 California Street 15,005 15,595 15,435 30,440 30,340
Other investments^(6)^ 2,149 4,939 2,184 4,333 21,133
Total Other 34,919 52,518 40,324 75,243 108,369
NOI at share - cash basis $ 256,830 $ 318,657 $ 283,989 $ 540,819 $ 651,248

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(1) Reflects the transfer of 45.4% of common equity in the properties contributed to Fifth Avenue and Times Square JV on April 18, 2019.
(2) The three and six months ended June 30, 2020 include $940 of write-offs of tenant receivables deemed uncollectible.
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(3) The three and six months ended June 30, 2020 include $6,731 of write-offs of tenant receivables deemed uncollectible.
--- ---
(4) The decrease in NOI at share - cash basis is primarily due to the effects of the COVID-19 pandemic. The Hotel Pennsylvania has been temporarily closed since April 1, 2020 as a result of the pandemic.
--- ---
(5) The decrease in NOI at share - cash basis is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
--- ---
(6) 2019 includes our share of PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) and UE (sold on March 4, 2019).
--- ---

9


Penn District - Active Development/Redevelopment Summary as of June 30, 2020

(Amounts in thousands of dollars, except square feet)
Property<br>Rentable<br>Sq. Ft. Projected Incremental Cash Yield
Active Penn District Projects Segment Budget^(1)^ Amount<br>Expended Remainder to be Expended Stabilization Year
Farley (95% interest) New York 844,000 1,030,000 ^(2)^ 622,844 ^(3)^ 407,156 2022 7.4%
PENN2 - as expanded^(4)^ New York 1,795,000 750,000 69,686 680,314 2024 8.4%
PENN1^(5)^ New York 2,545,000 325,000 112,089 212,911 N/A 13.5%^(5)(6)^
Districtwide Improvements New York N/A 100,000 8,735 91,265 N/A N/A
Total Active Penn District Projects 2,205,000 813,354 1,391,646 ^(7)^ 8.3%

________________________________

(1) Excluding debt and equity carry.
(2) Net of 135,000 of historic tax credit investor contributions, of which 88,000 has been funded to date (at our 95% share).
--- ---
(3) The amount expended has been increased by 60,338 of expenditures and reduced by 88,000 of historic tax credit investor contributions for the three months ended June 30, 2020.
--- ---
(4) PENN2 (including signage) estimated impact on cash basis NOI and FFO of square feet taken out of service:
--- ---
2020 2021 2022
--- --- --- --- --- ---
Square feet out of service at end of year 1,140,000 1,190,000 1,200,000
Year-over-year reduction in Cash Basis NOI^(i)^ (25,000 ) (14,000 )
Year-over-year reduction in FFO^(ii)^ (19,000 )

________________________________

(i) After capitalization of real estate taxes and operating expenses on space out of service.

(ii) Net of capitalized interest on space out of service under redevelopment.

(5) Property is ground leased through 2098, as fully extended. Fair market value resets occur in 2023, 2048 and 2073. The 13.5% projected return is before the ground rent reset in 2023, which may be material.
(6) Achieved as existing leases roll; average remaining lease term 4.9 years.
--- ---
(7) Expected to be funded from 220 CPS net sales proceeds and existing cash.
--- ---

There can be no assurance that the above projects will be completed, completed on schedule or within budget. In addition, there can be no assurance that the Company will be successful in leasing the properties on the expected schedule or at the assumed rental rates.

Conference Call and Audio Webcast

As previously announced, the Company will host a quarterly earnings conference call and an audio webcast on Tuesday, August 4, 2020 at 10:00 a.m. Eastern Time (ET). The conference call can be accessed by dialing 888-771-4371 (domestic) or 847-585-4405 (international) and indicating to the operator the passcode 49760489. A live webcast of the conference call will be available on Vornado’s website at www.vno.com in the Investor Relations section and an online playback of the webcast will be available on the website following the conference call.

Contact

Joseph Macnow

(212) 894-7000

Supplemental Financial Information

Further details regarding results of operations, properties and tenants can be accessed at the Company’s website www.vno.com. Vornado Realty Trust is a fully - integrated equity real estate investment trust.

Certain statements contained herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. For a discussion of factors that could materially affect the outcome of our forward-looking statements and our future results and financial condition, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2019 and "Item 1A. Risk Factors" in Part II of our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020. Such factors include, among others, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors. Currently, one of the most significant factors is the ongoing adverse effect of the COVID-19 pandemic on our business, financial condition, results of operations, cash flows, operating performance and the effect it will have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general. The extent of the impact of the COVID-19 pandemic will depend on future developments, including the duration of the pandemic, which are highly uncertain at this time but that impact could be material. Moreover, you are cautioned that the COVID-19 pandemic will heighten many of the risks identified in "Item 1A. Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2019, as well as the risks set forth in "Item 1A. Risk Factors" in Part II of our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020.

10


VORNADO REALTY TRUST

CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except unit, share, and per share amounts) As of
June 30, 2020 December 31, 2019
ASSETS
Real estate, at cost:
Land $ 2,588,200 $ 2,591,261
Buildings and improvements 7,975,871 7,953,163
Development costs and construction in progress 1,541,432 1,490,614
Moynihan Train Hall development expenditures 1,087,669 914,960
Leasehold improvements and equipment 127,685 124,014
Total 13,320,857 13,074,012
Less accumulated depreciation and amortization (3,106,393 ) (3,015,958 )
Real estate, net 10,214,464 10,058,054
Right-of-use assets 376,958 379,546
Cash and cash equivalents 1,768,459 1,515,012
Restricted cash 94,882 92,119
Marketable securities 33,313
Tenant and other receivables 118,273 95,733
Investments in partially owned entities 3,648,651 3,999,165
Real estate fund investments 17,453 222,649
220 Central Park South condominium units ready for sale 426,623 408,918
Receivable arising from the straight-lining of rents 692,931 742,206
Deferred leasing costs, net of accumulated amortization of $186,740 and $196,229 348,473 353,986
Identified intangible assets, net of accumulated amortization of $97,489 and $98,587 27,660 30,965
Other assets 307,620 355,347
$ 18,042,447 $ 18,287,013
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgages payable, net $ 5,638,352 $ 5,639,897
Senior unsecured notes, net 446,279 445,872
Unsecured term loan, net 796,236 745,840
Unsecured revolving credit facilities 1,075,000 575,000
Lease liabilities 426,059 498,254
Moynihan Train Hall obligation 1,087,669 914,960
Special dividend/distribution payable 398,292
Accounts payable and accrued expenses 385,956 440,049
Deferred revenue 49,386 59,429
Deferred compensation plan 94,081 103,773
Other liabilities 395,604 265,754
Total liabilities 10,394,622 10,087,120
Commitments and contingencies
Redeemable noncontrolling interests:
Class A units - 13,773,407 and 13,298,956 units outstanding 620,269 884,380
Series D cumulative redeemable preferred units - 141,401 units outstanding 4,535 4,535
Total redeemable noncontrolling partnership units 624,804 888,915
Redeemable noncontrolling interest in a consolidated subsidiary 94,112
Total redeemable noncontrolling interests 718,916 888,915
Shareholders' equity:
Preferred shares of beneficial interest: no par value per share; authorized 110,000,000 shares; issued and outstanding 36,793,694 and 36,795,640 shares 891,164 891,214
Common shares of beneficial interest: $0.04 par value per share; authorized 250,000,000 shares; issued and outstanding 191,151,142 and 190,985,677 shares 7,625 7,618
Additional capital 8,095,774 7,827,697
Earnings less than distributions (2,415,500 ) (1,954,266 )
Accumulated other comprehensive loss (82,646 ) (40,233 )
Total shareholders' equity 6,496,417 6,732,030
Noncontrolling interests in consolidated subsidiaries 432,492 578,948
Total equity 6,928,909 7,310,978
$ 18,042,447 $ 18,287,013

11


VORNADO REALTY TRUST

OPERATING RESULTS

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>June 30, For the Six Months Ended<br>June 30,
2020 2019 2020 2019
Revenues $ 343,026 $ 463,103 $ 787,558 $ 997,771
(Loss) income from continuing operations $ (217,352 ) $ 2,596,633 $ (321,855 ) $ 2,809,814
Income (loss) from discontinued operations 60 (77 )
Net (loss) income (217,352 ) 2,596,693 (321,855 ) 2,809,737
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 17,768 (21,451 ) 140,155 (28,271 )
Operating Partnership 14,364 (162,515 ) 13,974 (174,717 )
Net (loss) income attributable to Vornado (185,220 ) 2,412,727 (167,726 ) 2,606,749
Preferred share dividends (12,530 ) (12,532 ) (25,061 ) (25,066 )
Net (loss) income attributable to common shareholders $ (197,750 ) $ 2,400,195 $ (192,787 ) $ 2,581,683
(Loss) income per common share - basic:
Net (loss) income per common share $ (1.03 ) $ 12.58 $ (1.01 ) $ 13.53
Weighted average shares outstanding 191,104 190,781 191,071 190,735
(Loss) income per common share - diluted:
Net (loss) income per common share $ (1.03 ) $ 12.56 $ (1.01 ) $ 13.51
Weighted average shares outstanding 191,104 191,058 191,071 191,030
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 203,256 $ 164,329 $ 333,616 $ 412,013
Per diluted share (non-GAAP) $ 1.06 $ 0.86 $ 1.75 $ 2.16
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 105,750 $ 173,775 $ 242,840 $ 323,790
Per diluted share (non-GAAP) $ 0.55 $ 0.91 $ 1.27 $ 1.70
Weighted average shares used in determining FFO attributable to common shareholders plus assumed conversions per diluted share 191,132 191,058 191,107 191,026

12


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS

The following table reconciles net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions:

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>June 30, For the Six Months Ended<br>June 30,
2020 2019 2020 2019
Reconciliation of our net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions:
Net (loss) income attributable to common shareholders $ (197,750 ) $ 2,400,195 $ (192,787 ) $ 2,581,683
Per diluted share $ (1.03 ) $ 12.56 $ (1.01 ) $ 13.51
FFO adjustments:
Depreciation and amortization of real property $ 85,179 $ 105,453 $ 170,315 $ 213,936
Net gain on transfer to Fifth Avenue and Times Square JV on April 18, 2019, net of $11,945 attributable to noncontrolling interests (2,559,154 ) (2,559,154 )
Real estate impairment losses 31,436 31,436
Net gain from sale of UE common shares (sold on March 4, 2019) (62,395 )
(Increase) decrease in fair value of marketable securities:
PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) (1,313 ) 4,938 14,336
Lexington (sold on March 1, 2019) (16,068 )
Other 1 (41 )
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at FFO:
Non-cash impairment loss on our investment in Fifth Avenue and Times Square JV, reversing a portion of the $2.559 billion gain recognized on the April 2019 transfer to the joint venture attributable to the GAAP required write-up of the retained interest 305,859 305,859
Depreciation and amortization of real property 39,736 34,631 80,159 59,621
(Increase) decrease in fair value of marketable securities (565 ) 1,709 3,126 1,697
430,209 (2,387,237 ) 564,397 (2,316,632 )
Noncontrolling interests' share of above adjustments (29,215 ) 151,357 (38,019 ) 146,933
FFO adjustments, net $ 400,994 $ (2,235,880 ) $ 526,378 $ (2,169,699 )
FFO attributable to common shareholders 203,244 164,315 333,591 411,984
Convertible preferred share dividends 12 14 25 29
FFO attributable to common shareholders plus assumed conversions $ 203,256 $ 164,329 $ 333,616 $ 412,013
Per diluted share $ 1.06 $ 0.86 $ 1.75 $ 2.16
Reconciliation of weighted average shares outstanding:
Weighted average common shares outstanding 191,104 190,781 191,071 190,735
Effect of dilutive securities:
Convertible preferred shares 28 34 29 35
Employee stock options and restricted share awards 243 2 256
AO LTIPs 5
Denominator for FFO per diluted share 191,132 191,058 191,107 191,026

FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of depreciable real estate assets, real estate impairment losses, depreciation and amortization expense from real estate assets and other specified items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are non-GAAP financial measures used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because it excludes the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies. A reconciliation of our net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions is provided above. In addition to FFO attributable to common shareholders plus assumed conversions, we also disclose FFO attributable to common shareholders plus assumed conversions, as adjusted. Although this non-GAAP measure clearly differs from NAREIT’s definition of FFO, we believe it provides a meaningful presentation of operating performance. Reconciliations of FFO attributable to common shareholders plus assumed conversions to FFO attributable to common shareholders plus assumed conversions, as adjusted are provided on page 3 of this press release.

13


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below is a reconciliation of net (loss) income to NOI at share and NOI at share - cash basis for the three and six months ended June 30, 2020 and 2019 and the three months ended March 31, 2020.

For the Three Months Ended For the Six Months Ended<br>June 30,
(Amounts in thousands) June 30, March 31, 2020
2020 2019 2020 2019
Net (loss) income $ (217,352 ) $ 2,596,693 $ (104,503 ) $ (321,855 ) $ 2,809,737
Depreciation and amortization expense 92,805 113,035 92,793 185,598 229,744
General and administrative expense 35,014 38,872 52,834 87,848 96,892
(Lease liability extinguishment gain) transaction related costs and impairment losses (69,221 ) 101,590 71 (69,150 ) 101,739
Loss (income) from partially owned entities 291,873 (22,873 ) (19,103 ) 272,770 (30,193 )
Loss from real estate fund investments 28,042 15,803 183,463 211,505 15,970
Interest and other investment loss (income), net 2,893 (7,840 ) 5,904 8,797 (12,885 )
Interest and debt expense 58,405 63,029 58,842 117,247 165,492
Net gain on transfer to Fifth Avenue and Times Square JV (2,571,099 ) (2,571,099 )
Net gains on disposition of wholly owned and partially owned assets (55,695 ) (111,713 ) (68,589 ) (124,284 ) (332,007 )
Income tax expense 1,837 26,914 12,813 14,650 56,657
(Income) loss from discontinued operations (60 ) 77
NOI from partially owned entities 69,487 82,974 81,881 151,368 150,376
NOI attributable to noncontrolling interests in consolidated subsidiaries (15,448 ) (16,416 ) (15,493 ) (30,941 ) (33,819 )
NOI at share 222,640 308,909 280,913 503,553 646,681
Non cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 34,190 9,748 3,076 37,266 4,567
NOI at share - cash basis $ 256,830 $ 318,657 $ 283,989 $ 540,819 $ 651,248

NOI at share represents total revenues less operating expenses including our share of partially owned entities. NOI at share - cash basis represents NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We consider NOI at share - cash basis to be the primary non-GAAP financial measure for making decisions and assessing the unlevered performance of our segments as it relates to the total return on assets as opposed to the levered return on equity. As properties are bought and sold based on NOI at share - cash basis, we utilize this measure to make investment decisions as well as to compare the performance of our assets to that of our peers. NOI at share and NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies. NOI at share - cash basis includes rent that has been deferred as a result of the COVID-19 pandemic. Rent deferrals generally require repayment in monthly installments over a period of time not to exceed twelve months.

14


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the three months ended June 30, 2020 compared to June 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the three months ended June 30, 2020 $ 222,640 $ 188,968 $ 17,803 $ 14,837 $ 1,032
Less NOI at share from:
Development properties (7,376 ) (7,372 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,516 8,516
Other non-same store income, net (9,373 ) (8,283 ) (58 ) (1,032 )
Same store NOI at share for the three months ended June 30, 2020 $ 214,407 $ 181,829 $ 17,803 $ 14,775 $
NOI at share for the three months ended June 30, 2019 $ 308,909 $ 257,702 $ 30,974 $ 15,358 $ 4,875
Less NOI at share from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (5,479 ) (5,479 )
Dispositions (3,696 ) (3,696 )
Development properties (14,538 ) (14,538 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (4,031 ) (4,031 )
Other non-same store expense (income), net 2,792 7,459 6 202 (4,875 )
Same store NOI at share for the three months ended June 30, 2019 $ 283,957 $ 237,417 $ 30,980 $ 15,560 $
Decrease in same store NOI at share for the three months ended June 30, 2020 compared to June 30, 2019 $ (69,550 ) $ (55,588 ) $ (13,177 ) $ (785 ) $
% decrease in same store NOI at share (24.5 )% (23.4 )% (42.5 )% ^(1)^ (5.0 )% %

____________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.

Same store NOI at share represents NOI at share from operations which are in service in both the current and prior year reporting periods. Same store NOI at share - cash basis is same store NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We present these non-GAAP measures to (i) facilitate meaningful comparisons of the operational performance of our properties and segments, (ii) make decisions on whether to buy, sell or refinance properties, and (iii) compare the performance of our properties and segments to those of our peers. Same store NOI at share and same store NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies.

15


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the three months ended June 30, 2020 compared to June 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended June 30, 2020 $ 256,830 $ 221,911 $ 17,765 $ 15,005 $ 2,149
Less NOI at share - cash basis from:
Development properties (9,475 ) (9,471 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,525 8,525
Other non-same store (income) expense, net (13,174 ) (11,072 ) 47 (2,149 )
Same store NOI at share - cash basis for the three months ended June 30, 2020 $ 242,706 $ 209,893 $ 17,765 $ 15,048 $
NOI at share - cash basis for the three months ended June 30, 2019 $ 318,657 $ 266,139 $ 31,984 $ 15,595 $ 4,939
Less NOI at share - cash basis from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (5,183 ) (5,183 )
Dispositions (3,879 ) (3,879 )
Development properties (23,364 ) (23,364 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (3,982 ) (3,982 )
Other non-same store (income) expense, net (10,214 ) (5,409 ) 6 128 (4,939 )
Same store NOI at share - cash basis for the three months ended June 30, 2019 $ 272,035 $ 224,322 $ 31,990 $ 15,723 $
Decrease in same store NOI at share - cash basis for the three months ended June 30, 2020 compared to June 30, 2019 $ (29,329 ) $ (14,429 ) $ (14,225 ) $ (675 ) $
% decrease in same store NOI at share - cash basis (10.8 )% (6.4 )% (44.5 )% ^(1)^ (4.3 )% %

____________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.

16


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the three months ended June 30, 2020 compared to March 31, 2020.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the three months ended June 30, 2020 $ 222,640 $ 188,968 $ 17,803 $ 14,837 $ 1,032
Less NOI at share from:
Development properties (7,380 ) (7,376 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,516 8,516
Other non-same store income, net (9,010 ) (7,920 ) (58 ) (1,032 )
Same store NOI at share for the three months ended June 30, 2020 $ 214,766 $ 182,188 $ 17,803 $ 14,775 $
NOI at share for the three months ended March 31, 2020 $ 280,913 $ 242,559 $ 21,113 $ 15,231 $ 2,010
Less NOI at share from:
Development properties (12,996 ) (12,996 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 9,356 9,356
Other non-same store (income) expense, net (7,705 ) (5,434 ) (422 ) 161 (2,010 )
Same store NOI at share for the three months ended March 31, 2020 $ 269,568 $ 233,485 $ 20,691 $ 15,392 $
Decrease in same store NOI at share for the three months ended June 30, 2020 compared to March 31, 2020 $ (54,802 ) $ (51,297 ) $ (2,888 ) $ (617 ) $
% decrease in same store NOI at share (20.3 )% (22.0 )% (14.0 )% ^(1)^ (4.0 )% %

____________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.

17


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the three months ended June 30, 2020 compared to March 31, 2020.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended June 30, 2020 $ 256,830 $ 221,911 $ 17,765 $ 15,005 $ 2,149
Less NOI at share - cash basis from:
Development properties (9,478 ) (9,474 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,525 8,525
Other non-same store (income) expense, net (12,772 ) (10,670 ) 47 (2,149 )
Same store NOI at share - cash basis for the three months ended June 30, 2020 $ 243,105 $ 210,292 $ 17,765 $ 15,048 $
NOI at share - cash basis for the three months ended March 31, 2020 $ 283,989 $ 243,665 $ 22,705 $ 15,435 $ 2,184
Less NOI at share - cash basis from:
Development properties (17,024 ) (17,024 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 9,364 9,364
Other non-same store income, net (12,521 ) (9,858 ) (422 ) (57 ) (2,184 )
Same store NOI at share - cash basis for the three months ended March 31, 2020 $ 263,808 $ 226,147 $ 22,283 $ 15,378 $
Decrease in same store NOI at share - cash basis for the three months ended June 30, 2020 compared to March 31, 2020 $ (20,703 ) $ (15,855 ) $ (4,518 ) $ (330 ) $
% decrease in same store NOI at share - cash basis (7.8 )% (7.0 )% (20.3 )% ^(1)^ (2.1 )% %

____________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.

18


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the six months ended June 30, 2020 compared to June 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the six months ended June 30, 2020 $ 503,553 $ 431,527 $ 38,916 $ 30,068 $ 3,042
Less NOI at share from:
Development properties (21,642 ) (21,638 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,516 8,516
Other non-same store (income) expense, net (17,533 ) (14,172 ) (422 ) 103 (3,042 )
Same store NOI at share for the six months ended June 30, 2020 $ 472,894 $ 404,233 $ 38,494 $ 30,167 $
NOI at share for the six months ended June 30, 2019 $ 646,681 $ 541,060 $ 54,497 $ 29,859 $ 21,265
Less NOI at share from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (35,770 ) (35,770 )
Dispositions (7,096 ) (7,096 )
Development properties (35,131 ) (35,131 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (4,031 ) (4,031 )
Other non-same store (income) expense, net (15,586 ) 5,054 345 280 (21,265 )
Same store NOI at share for the six months ended June 30, 2019 $ 549,067 $ 464,086 $ 54,842 $ 30,139 $
(Decrease) increase in same store NOI at share for the six months ended June 30, 2020 compared to June 30, 2019 $ (76,173 ) $ (59,853 ) $ (16,348 ) $ 28 $
% (decrease) increase in same store NOI at share (13.9 )% (12.9 )% (29.8 )% ^(1)^ 0.1 % %

____________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.

19


VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the six months ended June 30, 2020 compared to June 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the six months ended June 30, 2020 $ 540,819 $ 465,576 $ 40,470 $ 30,440 $ 4,333
Less NOI at share - cash basis from:
Development properties (27,591 ) (27,587 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,525 8,525
Other non-same store income, net (26,130 ) (21,366 ) (422 ) (9 ) (4,333 )
Same store NOI at share - cash basis for the six months ended June 30, 2020 $ 495,623 $ 425,148 $ 40,048 $ 30,427 $
NOI at share - cash basis for the six months ended June 30, 2019 $ 651,248 $ 542,879 $ 56,896 $ 30,340 $ 21,133
Less NOI at share - cash basis from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (32,905 ) (32,905 )
Dispositions (7,460 ) (7,460 )
Development properties (47,703 ) (47,703 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (3,982 ) (3,982 )
Other non-same store (income) expense, net (30,379 ) (9,797 ) 345 206 (21,133 )
Same store NOI at share - cash basis for the six months ended June 30, 2019 $ 528,819 $ 441,032 $ 57,241 $ 30,546 $
Decrease in same store NOI at share - cash basis for the six months ended June 30, 2020 compared to June 30, 2019 $ (33,196 ) $ (15,884 ) $ (17,193 ) $ (119 ) $
% decrease in same store NOI at share - cash basis (6.3 )% (3.6 )% (30.0 )% ^(1)^ (0.4 )% %

____________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.

20

		Exhibit

EXHIBIT 99.2

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INDEX
Page
COVID-19 PANDEMIC 3 - 4
BUSINESS DEVELOPMENTS 5 - 6
FINANCIAL INFORMATION
Financial Highlights 7
FFO, As Adjusted Bridge 8
Net (Loss) Income Attributable to Common Shareholders (Consolidated and by Segment) 9 - 12
Net Operating Income at Share (by Segment and by Subsegment) 13 - 16
Same Store NOI at Share and NOI at Share - Cash Basis and NOI at Share By Region 17
Consolidated Balance Sheets 18
LEASING ACTIVITY AND LEASE EXPIRATIONS
Leasing Activity 19 - 20
Leasing Expirations 21 - 23
TRAILING TWELVE MONTH PRO-FORMA CASH NOI AT SHARE 24
DEBT AND CAPITALIZATION
Capital Structure 25
Common Shares Data 26
Debt Analysis 27
Debt Maturities 28
UNCONSOLIDATED JOINT VENTURES 29 - 31
DEVELOPMENT ACTIVITY AND CAPITAL EXPENDITURES
Penn District Active Development/Redevelopment Summary 32
Other Development/Redevelopment Summary 33
Capital Expenditures, Tenant Improvements and Leasing Commissions 34 - 38
PROPERTY STATISTICS
Square Footage 39
Top 30 Tenants 40
Occupancy and Residential Statistics 41
Ground Leases 42
Property Table 43 - 53
EXECUTIVE OFFICERS AND RESEARCH COVERAGE 54
APPENDIX: DEFINITIONS AND NON-GAAP RECONCILIATIONS
Definitions i
Reconciliations ii - xvi

Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of future performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as "approximates," "believes," "expects," "anticipates," "estimates," "intends," "plans," "would," "may" or other similar expressions in this supplemental package. We also note the following forward-looking statements: in the case of our development and redevelopment projects, the estimated completion date, estimated project cost, projected incremental cash yield, stabilization date and cost to complete; and estimates of future capital expenditures, dividends to common and preferred shareholders and operating partnership distributions. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Item 1A. Risk Factors" in Part 1 of our Annual Report on Form 10-K for the year ended December 31, 2019 and "Item 1A. Risk Factors" in Part II of our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020. Currently, one of the most significant factors is the ongoing adverse effect of the novel strain of coronavirus ("COVID-19") pandemic on our business, financial condition, results of operations, cash flows, operating performance and the effect it will have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general. The extent of the impact of the COVID-19 pandemic will depend on future developments, including the duration of the pandemic, which are highly uncertain at this time but that impact could be material. Moreover, you are cautioned that the COVID-19 pandemic will heighten many of the risks identified in "Item 1A. Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2019, as well as the risks set forth in "Item 1A. Risk Factors" in Part II of our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this supplemental package. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this supplemental package. This supplemental package includes certain non-GAAP financial measures, which are accompanied by what the Company considers the most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These include Funds From Operations ("FFO"), Funds Available for Distribution ("FAD"), Net Operating Income ("NOI") and Earnings Before Depreciation and Amortization for Real Estate Companies ("EBIDTAre"). Quantitative reconciliations of the differences between the most directly comparable GAAP financial measures and the non-GAAP financial measures presented are provided within this Supplemental package. Definitions of these non-GAAP financial measures and statements of the reasons why management believes the non-GAAP measures provide useful information to investors about the Company's financial condition and results of operations, and, if applicable, the purposes for which management uses the measures, can be found in the Definitions section of this Supplemental package starting on page i.

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COVID-19 PANDEMIC

In December 2019, a novel strain of coronavirus (“COVID-19”) was identified in Wuhan, China and by March 11, 2020, the World Health Organization had declared it a global pandemic. Many states in the U.S., including New York, New Jersey, Illinois and California implemented stay-at-home orders for all "non-essential" business and activity in an aggressive effort to curb the spread of the virus. In May 2020, certain states implemented phased re-opening plans for businesses and activities that were previously ordered to close, with limitations on occupancy and certain other restrictions. It is uncertain as to how long these restrictions will continue or if additional restrictions or closures will be imposed. As a result of the COVID-19 pandemic, the U.S. economy has suffered and there has been significant volatility in the financial markets. Many U.S. industries and businesses have been negatively affected and millions of people have filed for unemployment.

As our first priority, we are following strict protocols and taking all measures to protect our employees, tenants, and communities.

Our properties, which are concentrated in New York City, and in Chicago and San Francisco, have been adversely affected as a result of the COVID-19 pandemic and the preventive measures taken to curb the spread of the virus. Some of the effects on us include the following:

With the exception of grocery stores and other "essential" businesses, many of our retail tenants closed their stores in March 2020 and began reopening when New York City entered phase two of its state-mandated reopening plan on June 22, 2020.
While our buildings remain open, many of our office tenants are working remotely.
--- ---
We have temporarily closed the Hotel Pennsylvania.
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We have cancelled trade shows at theMART for the remainder of 2020.
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Because certain of our development projects were deemed "non-essential," they were temporarily paused in March 2020 due to New York State executive orders and resumed once New York City entered phase one of its state mandated reopening plan on June 8, 2020.
--- ---
As of April 30, 2020, we placed 1,803 employees on temporary furlough, which included 1,293 employees of Building Maintenance Services LLC ("BMS"), a wholly owned subsidiary, which provides cleaning, security and engineering services primarily to our New York properties, 414 employees at the Hotel Pennsylvania and 96 corporate staff employees. As of July 31, 2020, 542 employees have been taken off furlough and returned to work, which included 503 employees of BMS and 39 corporate staff employees.
--- ---
Effective April 1, 2020, our executive officers waived portions of their annual base salary for the remainder of 2020.
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Effective April 1, 2020, each non-management member of our Board of Trustees agreed to forgo his or her $75,000 annual cash retainer for the remainder of 2020.
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COVID-19 PANDEMIC

While we believe our tenants are required to pay rent under their leases, in limited circumstances, we have agreed to and may continue to agree to rent deferrals and rent abatements for certain of our tenants. We have made a policy election in accordance with the Financial Accounting Standards Board (“FASB”) Staff Q&A which provides relief in accounting for leases during the COVID-19 pandemic, allowing us to continue recognizing rental revenue on a straight-line basis for rent deferrals, with no impact to revenue recognition, and to recognize rent abatements as a reduction to rental revenue in the period granted.

For the quarter ended June 30, 2020, we collected 88% (94% including rent deferrals) of rent due from our tenants, comprised of 93% (98% including rent deferrals) from our office tenants and 72% (78% including rent deferrals) from our retail tenants. Rent deferrals generally require repayment in monthly installments over a period not to exceed twelve months.

Based on our assessment of the probability of rent collection of our lease receivables, we have written off $36,297,000 of receivables arising from the straight-lining of rents, primarily for the JCPenney lease at Manhattan Mall and the New York & Company, Inc. lease at 330 West 34th Street, both tenants have filed for Chapter 11 bankruptcy, and $8,822,000 of tenant receivables deemed uncollectible, resulting in a reduction of lease revenues and our share of income from partially owned entities for the three and six months ended June 30, 2020. Prospectively, revenue recognition for these tenants will be based on actual amounts received.

In light of the evolving health, social, economic, and business environment, governmental regulation or mandates, and business disruptions that have occurred and may continue to occur, the impact of the COVID-19 pandemic on our financial condition and operating results remains highly uncertain but the impact could be material. The impact on us includes lower rental income and potentially lower occupancy levels at our properties which will result in less cash flow available for operating costs, to pay our indebtedness and for distribution to our shareholders. During the second quarter of 2020, we experienced a decrease in cash flow from operations due to the COVID-19 pandemic, including reduced collections of rents billed to certain of our tenants, the temporary closure of Hotel Pennsylvania, the cancellation of trade shows at theMART through 2020, and lower revenues from BMS and signage. In addition, we have concluded that our investment in Fifth Avenue and Times Square JV is "other-than-temporarily" impaired and recorded a $306,326,000 non-cash impairment loss, before noncontrolling interests of $467,000, on our consolidated statements of income for the second quarter of 2020. The value of our real estate assets may continue to decline, which may result in additional non-cash impairment charges in future periods and that impact could be material.

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BUSINESS DEVELOPMENTS

Disposition Activity

Pennsylvania Real Estate Investment Trust ("PREIT")

On January 23, 2020, we sold all of our 6,250,000 common shares of PREIT, realizing net proceeds of $28,375,000. We recorded a $4,938,000 loss (mark-to-market decrease) for the six months ended June 30, 2020.

220 Central Park South ("220 CPS")

During the three months ended June 30, 2020, we closed on the sale of four condominium units at 220 CPS for net proceeds aggregating $156,972,000 resulting in a financial statement net gain of $55,695,000 which is included in "net gains on disposition of wholly owned and partially owned assets" on our consolidated statements of income. In connection with these sales, $6,690,000 of income tax expense was recognized on our consolidated statements of income. During the six months ended June 30, 2020, we closed on the sale of 11 condominium units at 220 CPS for net proceeds aggregating $348,188,000 resulting in a financial statement net gain of $124,284,000. In connection with these sales, $15,368,000 of income tax expense was recognized in our consolidated statements of income. From inception to June 30, 2020, we closed on the sale of 76 units for aggregate net proceeds of $2,168,320,000 resulting in financial statement net gains of $809,901,000.

Financing Activity

Unsecured Term Loan

On February 28, 2020, we increased our unsecured term loan balance to $800,000,000 (from $750,000,000) by exercising an accordion feature. Pursuant to an existing swap agreement, $750,000,000 of the loan bears interest at a fixed rate of 3.87% through October 2023, and the balance of $50,000,000 floats at a rate of LIBOR plus 1.00% (1.18% as of June 30, 2020). The entire $800,000,000 will float thereafter for the duration of the loan through February 2024.

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BUSINESS DEVELOPMENTS

Leasing Activity For The Three Months Ended June 30,2020:

304,000 square feet of New York Office space (291,000 square feet at share) at an initial rent of $70.71 per square foot and a weighted average lease term of 5.2 years. The initial rent of $70.71 excludes the rent on 174,000 square feet as the starting rent will be determined in 2021 based on fair market value. The change in the GAAP and cash mark-to-market rent on the 82,000 square feet of second generation space were positive 12.1% and 14.1%, respectively. Tenant improvements and leasing commissions were $4.93 per square foot per annum, or 7.0% of initial rent.

23,000 square feet of New York Retail space (all at share) at an initial rent of $130.92 per square foot and a weighted average lease term of 3.8 years. The change in the GAAP and cash mark-to-market rent on the 22,000 square feet of second generation space were positive 0.2% and 0.1%, respectively. Tenant improvements and leasing commissions were $8.60 per square foot per annum, or 6.6% of initial rent.

42,000 square feet at theMART (all at share) at an initial rent of $56.03 per square foot and a weighted average lease term of 4.1 years. The change in the GAAP and cash mark-to-market rent on the 40,000 square feet of second generation space were negative 0.3% and 3.1%, respectively. Tenant improvements and leasing commissions were $3.34 per square foot per annum, or 6.0% of initial rent.

5,000 square feet at 555 California Street (3,000 square feet at share) at an initial rent of $91.00 per square foot and a weighted average lease term of 5.0 years. The change in the GAAP and cash mark-to-market rent on the 3,000 square feet of second generation space were positive 25.7% and 15.0%, respectively. Tenant improvements and leasing commissions were $2.88 per square foot per annum, or 3.2% of initial rent.

Leasing Activity For The Six Months Ended June 30, 2020:

615,000 square feet of New York Office space (588,000 square feet at share) at an initial rent of $84.88 per square foot and a weighted average lease term of 5.9 years. The initial rent of $84.88 excludes the rent on 174,000 square feet as the starting rent will be determined in 2021 based on fair market value. The change in the GAAP and cash mark-to-market rent on the 357,000 square feet of second generation space were negative 0.7% and positive 3.2%, respectively. Tenant improvements and leasing commissions were $8.75 per square foot per annum, or 10.3% of initial rent.

38,000 square feet of New York Retail space (36,000 square feet at share) at an initial rent of $236.93 per square foot and a weighted average lease term of 5.9 years. The change in the GAAP and cash mark-to-market rent on the 31,000 square feet of second generation space were positive 55.7% and 48.3%, respectively. Tenant improvements and leasing commissions were $32.88 per square foot per annum, or 13.9% of initial rent.

273,000 square feet at theMART (all at share) at an initial rent of $48.64 per square foot and a weighted average lease term of 9.3 years. The change in the GAAP and cash mark-to-market rent on the 268,000 square feet of second generation space were positive 2.0% and negative 1.5%, respectively. Tenant improvements and leasing commissions were $4.39 per square foot per annum, or 9.0% of initial rent.

11,000 square feet at 555 California Street (8,000 square feet at share) at an initial rent of $105.66 per square foot and a weighted average lease term of 3.0 years. The change in the GAAP and cash mark-to-market rent on the 8,000 square feet of second generation space were positive 36.7% and 23.7%, respectively. Tenant improvements and leasing commissions were $2.86 per square foot per annum, or 2.7% of initial rent.

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FINANCIAL HIGHLIGHTS (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Six Months Ended<br>June 30,
June 30, March 31, 2020
2020 2019 2020 2019
Total revenues $ 343,026 $ 463,103 $ 444,532 $ 787,558 $ 997,771
Net (loss) income attributable to common shareholders $ (197,750 ) $ 2,400,195 $ 4,963 $ (192,787 ) $ 2,581,683
Per common share:
Basic $ (1.03 ) $ 12.58 $ 0.03 $ (1.01 ) $ 13.53
Diluted $ (1.03 ) $ 12.56 $ 0.03 $ (1.01 ) $ 13.51
Net (loss) income attributable to common shareholders, as adjusted (non-GAAP) $ (8,599 ) $ 42,552 $ 20,233 $ 10,704 $ 67,466
Per diluted share (non-GAAP) $ (0.04 ) $ 0.22 $ 0.11 $ 0.06 $ 0.35
FFO attributable to common shareholders plus assumed conversions, as adjusted<br><br>(non-GAAP) $ 105,750 $ 173,775 $ 137,567 $ 242,840 $ 323,790
Per diluted share (non-GAAP) $ 0.55 $ 0.91 $ 0.72 $ 1.27 $ 1.70
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 203,256 $ 164,329 $ 130,360 $ 333,616 $ 412,013
FFO - Operating Partnership Basis ("OP Basis") (non-GAAP) $ 216,539 $ 175,013 $ 138,819 $ 355,210 $ 438,682
Per diluted share (non-GAAP) $ 1.06 $ 0.86 $ 0.68 $ 1.75 $ 2.16
Dividends per common share $ 0.66 $ 0.66 $ 0.66 $ 1.32 $ 1.32
FFO payout ratio (based on FFO attributable to common shareholders plus assumed conversions, as adjusted) 90.4 % ^(1)^ 72.5 % 91.7 % 91.0 % ^(1)^ 77.6 %
FAD payout ratio 106.5 % 93.0 % 106.5 % 105.6 % 89.2 %
Weighted average common shares outstanding (REIT basis) 191,104 190,781 191,038 191,071 190,735
Convertible units:
Class A 12,408 12,143 12,332 12,370 12,113
Equity awards - unit equivalents 111 556 176 36 543
Weighted average shares used in determining FFO attributable to Class A unitholders plus assumed conversions per diluted share (OP basis) 203,623 203,480 203,546 203,477 203,391

________________________________

(1) Excludes the impact of $36,297 of non-cash write-offs of receivables arising from the straight-lining of rents primarily for the JCPenney lease at Manhattan Mall and the New York & Company, Inc. lease at 330 West 34th Street.

Please refer to the Appendix for reconciliations of GAAP to non-GAAP measures.

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FFO, AS ADJUSTED BRIDGE - Q2 2020 VS. Q2 2019 (unaudited)
(Amounts in millions, except per share amounts)
FFO, as Adjusted
--- --- --- --- --- --- ---
Amount Per Share
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended June 30, 2019 $ 173.8 $ 0.91
(Decrease) increase in FFO, as adjusted due to:
Write-offs of straight-line rent receivables - non-cash ($36.3) and tenant receivables deemed uncollectible ($8.8) (45.1 )
theMART (primarily $8.2 from the cancellation of trade shows) (13.1 )
Hotel Pennsylvania temporary closure since April 1, 2020 (12.5 )
PENN District out of service for redevelopment (8.7 )
Lower revenues from BMS ($4.0) and Signage ($2.2) (6.2 )
Asset sales (4.9 )
Interest expense decrease (partially offset by lower capitalized interest) and other, net 7.5
Other tenant related items (primarily lease termination income) 5.5
Lower general and administrative expense 4.4
(73.1 )
Noncontrolling interests' share of above items 5.1
Net decrease (68.0 ) (0.36 )
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended June 30, 2020 $ 105.8 $ 0.55

Please refer to the Appendix for reconciliations of GAAP to non-GAAP measures.

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CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
For the Three Months Ended
June 30, March 31, <br>2020
2020 2019 Variance
Property rentals^(1)(2)^ $ 282,660 $ 368,165 $ (85,505 ) $ 355,060
Tenant expense reimbursements^(1)^ 33,025 51,084 (18,059 ) 52,173
Amortization of acquired below-market leases, net 5,200 4,643 557 4,206
Straight-lining of rents (5,691 ) (2,593 ) (3,098 ) (10,165 )
Total rental revenues 315,194 421,299 (106,105 ) 401,274
Fee and other income:
BMS cleaning fees 21,115 32,570 (11,455 ) 32,466
Management and leasing fees 1,837 4,500 (2,663 ) 2,867
Other income 4,880 4,734 146 7,925
Total revenues 343,026 463,103 (120,077 ) 444,532
Operating expenses (174,425 ) (220,752 ) 46,327 (230,007 )
Depreciation and amortization (92,805 ) (113,035 ) 20,230 (92,793 )
General and administrative (35,014 ) (38,872 ) 3,858 (52,834 )
(Expense) benefit from deferred compensation plan liability (6,356 ) (1,315 ) (5,041 ) 11,245
Lease liability extinguishment gain (transaction related costs and impairment losses) 69,221 (101,590 ) 170,811 (71 )
Total expenses (239,379 ) (475,564 ) 236,185 (364,460 )
(Loss) income from partially owned entities^(3)^ (291,873 ) 22,873 (314,746 ) 19,103
Loss from real estate fund investments (28,042 ) (15,803 ) (12,239 ) (183,463 )
Interest and other investment (loss) income, net (2,893 ) 7,840 (10,733 ) (5,904 )
Income (loss) from deferred compensation plan assets 6,356 1,315 5,041 (11,245 )
Interest and debt expense (58,405 ) (63,029 ) 4,624 (58,842 )
Net gain on transfer to Fifth Avenue and Times Square JV 2,571,099 (2,571,099 )
Net gains on disposition of wholly owned and partially owned assets 55,695 111,713 (56,018 ) 68,589
(Loss) income before income taxes (215,515 ) 2,623,547 (2,839,062 ) (91,690 )
Income tax expense (1,837 ) (26,914 ) 25,077 (12,813 )
(Loss) income from continuing operations (217,352 ) 2,596,633 (2,813,985 ) (104,503 )
Income from discontinued operations 60 (60 )
Net (loss) income (217,352 ) 2,596,693 (2,814,045 ) (104,503 )
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 17,768 (21,451 ) 39,219 122,387
Operating Partnership 14,364 (162,515 ) 176,879 (390 )
Net (loss) income attributable to Vornado (185,220 ) 2,412,727 (2,597,947 ) 17,494
Preferred share dividends (12,530 ) (12,532 ) 2 (12,531 )
Net (loss) income attributable to common shareholders $ (197,750 ) $ 2,400,195 $ (2,597,945 ) $ 4,963
Capitalized expenditures:
Development payroll $ 3,569 $ 5,923 $ (2,354 ) $ 5,307
Interest and debt expense 9,446 19,812 (10,366 ) 12,055

________________________________

(1) "Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.
(2) Reduced by $37,587 and $14,492 for the three months ended June 30, 2020 and 2019, respectively, for the write-off of lease receivables deemed uncollectible (primarily write-offs of receivables arising from the straight-lining of rents).
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(3) Beginning April 18, 2019, "(loss) income from partially owned entities" includes the previously consolidated properties contributed to Fifth Avenue and Times Square JV.
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CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
For the Six Months Ended June 30,
2020 2019 Variance
Property rentals^(1)(2)^ $ 637,720 $ 796,545 $ (158,825 )
Tenant expense reimbursements^(1)^ 85,198 117,196 (31,998 )
Amortization of acquired below-market leases, net 9,406 11,168 (1,762 )
Straight-lining of rents (15,856 ) (3,733 ) (12,123 )
Total rental revenues 716,468 921,176 (204,708 )
Fee and other income:
BMS cleaning fees 53,581 62,355 (8,774 )
Management and leasing fees 4,704 6,737 (2,033 )
Other income 12,805 7,503 5,302
Total revenues 787,558 997,771 (210,213 )
Operating expenses (404,432 ) (467,647 ) 63,215
Depreciation and amortization (185,598 ) (229,744 ) 44,146
General and administrative (87,848 ) (96,892 ) 9,044
Benefit (expense) from deferred compensation plan liability 4,889 (6,748 ) 11,637
Lease liability extinguishment gain (transaction related costs and impairment losses) 69,150 (101,739 ) 170,889
Total expenses (603,839 ) (902,770 ) 298,931
(Loss) income from partially owned entities^(3)^ (272,770 ) 30,193 (302,963 )
Loss from real estate fund investments (211,505 ) (15,970 ) (195,535 )
Interest and other investment (loss) income, net (8,797 ) 12,885 (21,682 )
(Loss) income from deferred compensation plan assets (4,889 ) 6,748 (11,637 )
Interest and debt expense (117,247 ) (165,492 ) 48,245
Net gain on transfer to Fifth Avenue and Times Square JV 2,571,099 (2,571,099 )
Net gains on disposition of wholly owned and partially owned assets 124,284 332,007 (207,723 )
(Loss) income before income taxes (307,205 ) 2,866,471 (3,173,676 )
Income tax expense (14,650 ) (56,657 ) 42,007
(Loss) income from continuing operations (321,855 ) 2,809,814 (3,131,669 )
Loss from discontinued operations (77 ) 77
Net (loss) income (321,855 ) 2,809,737 (3,131,592 )
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 140,155 (28,271 ) 168,426
Operating Partnership 13,974 (174,717 ) 188,691
Net (loss) income attributable to Vornado (167,726 ) 2,606,749 (2,774,475 )
Preferred share dividends (25,061 ) (25,066 ) 5
Net (loss) income attributable to common shareholders $ (192,787 ) $ 2,581,683 $ (2,774,470 )
Capitalized expenditures:
Development payroll $ 8,876 $ 10,515 $ (1,639 )
Interest and debt expense 21,501 43,137 (21,636 )

________________________________

(1) "Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.
(2) Reduced by $38,631 and $15,382 for the six months ended June 30, 2020 and 2019, respectively, for the write-off of lease receivables deemed uncollectible (primarily write-offs of receivables arising from the straight-lining of rents).
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(3) Beginning April 18, 2019, "(loss) income from partially owned entities" includes the previously consolidated properties contributed to Fifth Avenue and Times Square JV.
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NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands) For the Three Months Ended June 30, 2020
--- --- --- --- --- --- --- --- --- ---
Total New York Other
Property rentals^(1)(2)^ $ 282,660 $ 221,522 $ 61,138
Tenant expense reimbursements^(1)^ 33,025 25,276 7,749
Amortization of acquired below-market leases, net 5,200 5,007 193
Straight-lining of rents (5,691 ) (6,156 ) 465
Total rental revenues 315,194 245,649 69,545
Fee and other income:
BMS cleaning fees 21,115 22,405 (1,290 )
Management and leasing fees 1,837 1,701 136
Other income 4,880 873 4,007
Total revenues 343,026 270,628 72,398
Operating expenses (174,425 ) (140,207 ) (34,218 )
Depreciation and amortization (92,805 ) (69,794 ) (23,011 )
General and administrative (35,014 ) (12,174 ) (22,840 )
Expense from deferred compensation plan liability (6,356 ) (6,356 )
Lease liability extinguishment gain (transaction related costs) 69,221 70,260 (1,039 )
Total expenses (239,379 ) (151,915 ) (87,464 )
(Loss) income from partially owned entities (291,873 ) (292,359 ) 486
Loss from real estate fund investments (28,042 ) (28,042 )
Interest and other investment (loss) income, net (2,893 ) 1,009 (3,902 )
Income from deferred compensation plan assets 6,356 6,356
Interest and debt expense (58,405 ) (28,802 ) (29,603 )
Net gains on disposition of wholly owned and partially owned assets 55,695 55,695
Loss before income taxes (215,515 ) (201,439 ) (14,076 )
Income tax (expense) benefit (1,837 ) 3,991 (5,828 )
Net loss (217,352 ) (197,448 ) (19,904 )
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 17,768 (2,136 ) 19,904
Net loss attributable to Vornado Realty L.P. (199,584 ) $ (199,584 ) $
Less net income attributable to noncontrolling interests in the Operating Partnership 14,405
Preferred unit distributions (12,571 )
Net loss attributable to common shareholders $ (197,750 )
For the three months ended June 30, 2019:
Net income attributable to Vornado Realty L.P. $ 2,575,242 $ 2,515,168 $ 60,074
Net income attributable to common shareholders $ 2,400,195

________________________________

(1) "Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.
(2) Reduced by $37,587 and $14,492 for the three months ended June 30, 2020 and 2019, respectively, for the write-off of lease receivables deemed uncollectible (primarily write-offs of receivables arising from the straight-lining of rents).
--- ---
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NET LOSS ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands) For the Six Months Ended June 30, 2020
--- --- --- --- --- --- --- --- --- ---
Total New York Other
Property rentals^(1)(2)^ $ 637,720 $ 499,210 $ 138,510
Tenant expense reimbursements^(1)^ 85,198 67,132 18,066
Amortization of acquired below-market leases, net 9,406 9,020 386
Straight-lining of rents (15,856 ) (14,980 ) (876 )
Total rental revenues 716,468 560,382 156,086
Fee and other income:
BMS cleaning fees 53,581 56,834 (3,253 )
Management and leasing fees 4,704 4,575 129
Other income 12,805 4,452 8,353
Total revenues 787,558 626,243 161,315
Operating expenses (404,432 ) (323,238 ) (81,194 )
Depreciation and amortization (185,598 ) (139,692 ) (45,906 )
General and administrative (87,848 ) (29,631 ) (58,217 )
Benefit from deferred compensation plan liability 4,889 4,889
Lease liability extinguishment gain (transaction related costs) 69,150 70,260 (1,110 )
Total expenses (603,839 ) (422,301 ) (181,538 )
(Loss) income from partially owned entities (272,770 ) (275,055 ) 2,285
Loss from real estate fund investments (211,505 ) (211,505 )
Interest and other investment (loss) income, net (8,797 ) 1,160 (9,957 )
Loss from deferred compensation plan assets (4,889 ) (4,889 )
Interest and debt expense (117,247 ) (60,488 ) (56,759 )
Net gains on disposition of wholly owned and partially owned assets 124,284 124,284
Loss before income taxes (307,205 ) (130,441 ) (176,764 )
Income tax (expense) benefit (14,650 ) 2,676 (17,326 )
Net loss (321,855 ) (127,765 ) (194,090 )
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 140,155 (4,593 ) 144,748
Net loss attributable to Vornado Realty L.P. (181,700 ) $ (132,358 ) $ (49,342 )
Less net income attributable to noncontrolling interests in the Operating Partnership 14,056
Preferred unit distributions (25,143 )
Net loss attributable to common shareholders $ (192,787 )
For the six months ended June 30, 2019:
Net income attributable to Vornado Realty L.P. $ 2,781,466 $ 2,597,958 $ 183,508
Net income attributable to common shareholders $ 2,581,683

________________________________

(1) "Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.
(2) Reduced by $38,631 and $15,382 for the six months ended June 30, 2020 and 2019, respectively, for the write-off of lease receivables deemed uncollectible (primarily write-offs of receivables arising from the straight-lining of rents).
--- ---
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NET OPERATING INCOME AT SHARE BY SEGMENT (unaudited)
(Amounts in thousands) For the Three Months Ended June 30, 2020
--- --- --- --- --- --- --- --- --- ---
Total New York Other
Total revenues $ 343,026 $ 270,628 $ 72,398
Operating expenses (174,425 ) (140,207 ) (34,218 )
NOI - consolidated 168,601 130,421 38,180
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (15,448 ) (8,504 ) (6,944 )
Add: NOI from partially owned entities 69,487 67,051 2,436
NOI at share 222,640 188,968 33,672
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other 34,190 32,943 1,247
NOI at share - cash basis $ 256,830 $ 221,911 $ 34,919
For the Three Months Ended June 30, 2019
--- --- --- --- --- --- --- --- --- ---
Total New York Other
Total revenues $ 463,103 $ 376,381 $ 86,722
Operating expenses (220,752 ) (187,819 ) (32,933 )
NOI - consolidated 242,351 188,562 53,789
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (16,416 ) (10,030 ) (6,386 )
Add: NOI from partially owned entities 82,974 79,170 3,804
NOI at share 308,909 257,702 51,207
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other 9,748 8,437 1,311
NOI at share - cash basis $ 318,657 $ 266,139 $ 52,518
For the Three Months Ended March 31, 2020
--- --- --- --- --- --- --- --- --- ---
Total New York Other
Total revenues $ 444,532 $ 355,615 $ 88,917
Operating expenses (230,007 ) (183,031 ) (46,976 )
NOI - consolidated 214,525 172,584 41,941
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (15,493 ) (8,433 ) (7,060 )
Add: NOI from partially owned entities 81,881 78,408 3,473
NOI at share 280,913 242,559 38,354
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other 3,076 1,106 1,970
NOI at share - cash basis $ 283,989 $ 243,665 $ 40,324

________________________________

See Appendix page vii for details of NOI at share components.

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NET OPERATING INCOME AT SHARE BY SEGMENT (unaudited)
(Amounts in thousands) For the Six Months Ended June 30, 2020
--- --- --- --- --- --- --- --- --- ---
Total New York Other
Total revenues $ 787,558 $ 626,243 $ 161,315
Operating expenses (404,432 ) (323,238 ) (81,194 )
NOI - consolidated 383,126 303,005 80,121
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (30,941 ) (16,937 ) (14,004 )
Add: NOI from partially owned entities 151,368 145,459 5,909
NOI at share 503,553 431,527 72,026
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 37,266 34,049 3,217
NOI at share - cash basis $ 540,819 $ 465,576 $ 75,243
For the Six Months Ended June 30, 2019
--- --- --- --- --- --- --- --- --- ---
Total New York Other
Total revenues $ 997,771 $ 819,666 $ 178,105
Operating expenses (467,647 ) (385,914 ) (81,733 )
NOI - consolidated 530,124 433,752 96,372
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (33,819 ) (21,437 ) (12,382 )
Add: NOI from partially owned entities 150,376 128,745 21,631
NOI at share 646,681 541,060 105,621
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 4,567 1,819 2,748
NOI at share - cash basis $ 651,248 $ 542,879 $ 108,369

________________________________________

See Appendix page vii for details of NOI at share components.

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NET OPERATING INCOME AT SHARE BY SUBSEGMENT (unaudited)
(Amounts in thousands) For the Three Months Ended For the Six Months Ended<br>June 30,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
June 30, March 31, <br>2020
2020 2019 2020 2019
NOI at share:
New York:
Office^(1)(2)^ $ 161,444 $ 179,592 $ 183,205 $ 344,649 $ 363,132
Retail^(1)(3)^ 21,841 57,063 52,018 73,859 145,330
Residential 5,868 5,908 6,200 12,068 11,953
Alexander's Inc. ("Alexander's") 8,331 11,108 10,492 18,823 22,430
Hotel Pennsylvania^(4)^ (8,516 ) 4,031 (9,356 ) (17,872 ) (1,785 )
Total New York 188,968 257,702 242,559 431,527 541,060
Other:
theMART^(5)^ 17,803 30,974 21,113 38,916 54,497
555 California Street 14,837 15,358 15,231 30,068 29,859
Other investments^(6)^ 1,032 4,875 2,010 3,042 21,265
Total Other 33,672 51,207 38,354 72,026 105,621
NOI at share $ 222,640 $ 308,909 $ 280,913 $ 503,553 $ 646,681

____________________

(1) Reflects the transfer of 45.4% of common equity in the properties contributed to Fifth Avenue and Times Square JV on April 18, 2019.
(2) The three and six months ended June 30, 2020 include $13,220 of non-cash write-offs of receivables arising from the straight-lining of rents, primarily for the New York & Company, Inc. lease at 330 West 34th Street and $940 of write-offs of tenant receivables deemed uncollectible.
--- ---
(3) The three and six months ended June 30, 2020 include $20,436 of non-cash write-offs of receivables arising from the straight-lining of rents, primarily for the JCPenney lease at Manhattan Mall and $6,731 of write-offs of tenant receivables deemed uncollectible. 2019 includes $13,199 of non-cash write-offs of receivables arising from the straight-lining of rents.
--- ---
(4) The decrease in NOI at share is primarily due to the effects of the COVID-19 pandemic. The Hotel Pennsylvania has been temporarily closed since April 1, 2020 as a result of the pandemic.
--- ---
(5) The decrease in NOI at share is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
--- ---
(6) 2019 includes our share of PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) and Urban Edge Properties ("UE") (sold on March 4, 2019).
--- ---
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NET OPERATING INCOME AT SHARE BY SUBSEGMENT (unaudited)
(Amounts in thousands) For the Three Months Ended For the Six Months Ended<br>June 30,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
June 30, March 31, <br>2020
2020 2019 2020 2019
NOI at share - cash basis:
New York:
Office^(1)(2)^ $ 175,438 $ 178,806 $ 187,035 $ 362,473 $ 363,176
Retail^(1)(3)^ 38,913 66,726 49,041 87,954 147,662
Residential 5,504 5,303 5,859 11,363 11,074
Alexander's 10,581 11,322 11,094 21,675 22,849
Hotel Pennsylvania^(4)^ (8,525 ) 3,982 (9,364 ) (17,889 ) (1,882 )
Total New York 221,911 266,139 243,665 465,576 542,879
Other:
theMART^(5)^ 17,765 31,984 22,705 40,470 56,896
555 California Street 15,005 15,595 15,435 30,440 30,340
Other investments^(6)^ 2,149 4,939 2,184 4,333 21,133
Total Other 34,919 52,518 40,324 75,243 108,369
NOI at share - cash basis $ 256,830 $ 318,657 $ 283,989 $ 540,819 $ 651,248

____________________

(1) Reflects the transfer of 45.4% of common equity in the properties contributed to Fifth Avenue and Times Square JV on April 18, 2019.
(2) The three and six months ended June 30, 2020 include $940 of write-offs of tenant receivables deemed uncollectible.
--- ---
(3) The three and six months ended June 30, 2020 include $6,731 of write-offs of tenant receivables deemed uncollectible.
--- ---
(4) The decrease in NOI at share - cash basis is primarily due to the effects of the COVID-19 pandemic. The Hotel Pennsylvania has been temporarily closed since April 1, 2020 as a result of the pandemic.
--- ---
(5) The decrease in NOI at share - cash basis is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
--- ---
(6) 2019 includes our share of PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) and UE (sold on March 4, 2019).
--- ---
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| SAME STORE NOI AT SHARE AND NOI AT SHARE - CASH BASIS (NON-GAAP) (unaudited) | | --- || | | Total | | New York | | theMART^(2)^ | | 555 California Street | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Same store NOI at share % (decrease) increase^(1)^: | | | | | | | | | | | | Three months ended June 30, 2020 compared to June 30, 2019 | (24.5 | )% | (23.4 | )% | (42.5 | )% | (5.0 | )% | | | Six months ended June 30, 2020 compared to June 30, 2019 | (13.9 | )% | (12.9 | )% | (29.8 | )% | 0.1 | % | | | Three months ended June 30, 2020 compared to March 31, 2020 | (20.3 | )% | (22.0 | )% | (14.0 | )% | (4.0 | )% | | Same store NOI at share - cash basis % decrease^(1)^: | | | | | | | | | | | | Three months ended June 30, 2020 compared to June 30, 2019 | (10.8 | )% | (6.4 | )% | (44.5 | )% | (4.3 | )% | | | Six months ended June 30, 2020 compared to June 30, 2019 | (6.3 | )% | (3.6 | )% | (30.0 | )% | (0.4 | )% | | | Three months ended June 30, 2020 compared to March 31, 2020 | (7.8 | )% | (7.0 | )% | (20.3 | )% | (2.1 | )% |

________________________________

(1) See pages viii through xiii in the Appendix for same store NOI at share and same store NOI at share - cash basis reconciliations.
(2) The decreases in same store NOI at share and same store NOI at share - cash basis were primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
--- ---
NOI AT SHARE BY REGION (unaudited)
--- For the Three Months Ended June 30, For the Six Months Ended June 30,
--- --- --- --- --- --- --- --- ---
2020 2019 2020 2019
Region:
New York City metropolitan area 85 % 85 % 86 % 86 %
Chicago, IL 8 % 10 % 8 % 9 %
San Francisco, CA 7 % 5 % 6 % 5 %
100 % 100 % 100 % 100 %
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CONSOLIDATED BALANCE SHEETS (unaudited)
(Amounts in thousands)
As of Increase<br><br>(Decrease)
June 30, 2020 December 31, 2019
ASSETS
Real estate, at cost:
Land $ 2,588,200 $ 2,591,261 $ (3,061 )
Buildings and improvements 7,975,871 7,953,163 22,708
Development costs and construction in progress 1,541,432 1,490,614 50,818
Moynihan Train Hall development expenditures 1,087,669 914,960 172,709
Leasehold improvements and equipment 127,685 124,014 3,671
Total 13,320,857 13,074,012 246,845
Less accumulated depreciation and amortization (3,106,393 ) (3,015,958 ) (90,435 )
Real estate, net 10,214,464 10,058,054 156,410
Right-of-use assets 376,958 379,546 (2,588 )
Cash and cash equivalents 1,768,459 1,515,012 253,447
Restricted cash 94,882 92,119 2,763
Marketable securities 33,313 (33,313 )
Tenant and other receivables 118,273 95,733 22,540
Investments in partially owned entities 3,648,651 3,999,165 (350,514 )
Real estate fund investments 17,453 222,649 (205,196 )
220 Central Park South condominium units ready for sale 426,623 408,918 17,705
Receivable arising from the straight-lining of rents 692,931 742,206 (49,275 )
Deferred leasing costs, net 348,473 353,986 (5,513 )
Identified intangible assets, net 27,660 30,965 (3,305 )
Other assets 307,620 355,347 (47,727 )
Total Assets $ 18,042,447 $ 18,287,013 $ (244,566 )
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net $ 5,638,352 $ 5,639,897 $ (1,545 )
Senior unsecured notes, net 446,279 445,872 407
Unsecured term loan, net 796,236 745,840 50,396
Unsecured revolving credit facilities 1,075,000 575,000 500,000
Lease liabilities 426,059 498,254 (72,195 )
Moynihan Train Hall obligation 1,087,669 914,960 172,709
Special dividend/distribution payable 398,292 (398,292 )
Accounts payable and accrued expenses 385,956 440,049 (54,093 )
Deferred revenue 49,386 59,429 (10,043 )
Deferred compensation plan 94,081 103,773 (9,692 )
Other liabilities 395,604 265,754 129,850
Total liabilities 10,394,622 10,087,120 307,502
Redeemable noncontrolling interests 718,916 888,915 (169,999 )
Shareholders' equity 6,496,417 6,732,030 (235,613 )
Noncontrolling interests in consolidated subsidiaries 432,492 578,948 (146,456 )
Total liabilities, redeemable noncontrolling interests and equity $ 18,042,447 $ 18,287,013 $ (244,566 )
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LEASING ACTIVITY (unaudited)
(Square feet in thousands)

The leasing activity and related statistics in the table below are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation relet space represents square footage that has not been vacant for more than nine months and tenant improvements and leasing commissions are based on our share of square feet leased during the period.

New York 555 California Street
Office Retail theMART
Three Months Ended June 30, 2020
Total square feet leased 304 23 42 5
Our share of square feet leased: 291 23 42 3
Initial rent^(1)^ $ 70.71 ^(2)^ $ 130.92 $ 56.03 $ 91.00
Weighted average lease term (years) 5.2 3.8 4.1 5.0
Second generation relet space:
Square feet 82 22 40 3
GAAP basis:
Straight-line rent^(3)^ $ 69.04 ^(2)^ $ 115.35 $ 53.62 $ 93.59
Prior straight-line rent $ 61.61 $ 115.16 $ 53.80 $ 74.44
Percentage increase (decrease) 12.1 % 0.2 % (0.3 )% 25.7 %
Cash basis (non-GAAP):
Initial rent^(1)^ $ 73.95 ^(2)^ $ 115.33 $ 56.25 $ 91.00
Prior escalated rent $ 64.83 $ 115.25 $ 58.03 $ 79.12
Percentage increase (decrease) 14.1 % 0.1 % (3.1 )% 15.0 %
Tenant improvements and leasing commissions:
Per square foot $ 25.63 $ 32.67 $ 13.69 $ 14.38
Per square foot per annum $ 4.93 $ 8.60 $ 3.34 $ 2.88
Percentage of initial rent 7.0 % 6.6 % 6.0 % 3.2 %

________________________________

See notes on following page.

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LEASING ACTIVITY (unaudited)
(Square feet in thousands)

The leasing activity and related statistics in the table below are based on leases signed during the period and are not intended to coincide with the commencement of rental revenue in accordance with GAAP. Second generation relet space represents square footage that has not been vacant for more than nine months and tenant improvements and leasing commissions are based on our share of square feet leased during the period.

New York 555 California Street
Office Retail theMART
Six Months Ended June 30, 2020
Total square feet leased 615 38 273 11
Our share of square feet leased: 588 36 273 8
Initial rent^(1)^ $ 84.88 ^(2)^ $ 236.93 $ 48.64 $ 105.66
Weighted average lease term (years) 5.9 5.9 9.3 3.0
Second generation relet space:
Square feet 357 31 268 8
GAAP basis:
Straight-line rent^(3)^ $ 84.38 ^(2)^ $ 223.95 $ 45.87 $ 107.37
Prior straight-line rent $ 85.00 $ 143.79 $ 44.95 $ 78.53
Percentage (decrease) increase (0.7 )% 55.7 % 2.0 % 36.7 %
Cash basis (non-GAAP):
Initial rent^(1)^ $ 85.71 ^(2)^ $ 221.86 $ 48.42 $ 105.66
Prior escalated rent $ 83.09 $ 149.61 $ 49.16 $ 85.39
Percentage increase (decrease) 3.2 % 48.3 % (1.5 )% 23.7 %
Tenant improvements and leasing commissions:
Per square foot $ 51.62 $ 193.98 $ 40.84 $ 8.57
Per square foot per annum $ 8.75 $ 32.88 $ 4.39 $ 2.86
Percentage of initial rent 10.3 % 13.9 % 9.0 % 2.7 %

________________________________

(1) Represents the cash basis weighted average starting rent per square foot, which is generally indicative of market rents. Most leases include free rent and periodic step-ups in rent which are not included in the initial cash basis rent per square foot but are included in the GAAP basis straight-line rent per square foot.
(2) Excludes the rent on 174,000 square feet as the starting rent will be determined in 2021 based on fair market value.
--- ---
(3) Represents the GAAP basis weighted average rent per square foot that is recognized over the term of the respective leases and includes the effect of free rent and periodic step-ups in rent.
--- ---
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LEASE EXPIRATIONS (unaudited)<br><br>NEW YORK SEGMENT
Period of Lease<br><br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases^(1)^ Weighted Average Annual<br><br>Rent of Expiring Leases Percentage of<br><br>Annualized<br><br>Escalated Rent
Total Per Sq. Ft.
Office: Month to Month 63,000 $ 4,315,000 $ 68.49 0.4 %
Third Quarter 2020 213,000 18,158,000 85.25 1.6 %
Fourth Quarter 2020 146,000 11,373,000 77.90 1.0 %
Total 2020 359,000 29,531,000 82.26 2.6 %
First Quarter 2021 280,000 19,721,000 70.43 1.8 %
Second Quarter 2021 363,000 33,812,000 93.15 3.0 %
Remaining 2021 311,000 21,794,000 70.08 1.9 %
2022 655,000 43,925,000 67.06 3.9 %
2023 1,869,000 ^(2)^ 165,839,000 88.73 14.7 %
2024 1,462,000 119,773,000 81.92 10.6 %
2025 839,000 67,986,000 81.03 6.0 %
2026 1,398,000 103,150,000 73.78 9.2 %
2027 1,131,000 82,349,000 72.81 7.3 %
2028 916,000 64,899,000 70.85 5.8 %
2029 683,000 55,190,000 80.81 4.9 %
2030 768,000 54,866,000 71.44 4.9 %
Thereafter 3,709,000 258,570,000 69.71 23.0 %
Retail: Month to Month 29,000 $ 3,294,000 $ 113.59 1.2 %
Third Quarter 2020 1,000 287,000 287.00 0.1 %
Fourth Quarter 2020 32,000 7,966,000 248.94 2.9 %
Total 2020 33,000 8,253,000 250.09 3.0 %
First Quarter 2021 125,000 12,808,000 102.46 4.6 %
Second Quarter 2021 20,000 1,921,000 96.05 0.7 %
Remaining 2021 55,000 5,794,000 105.35 2.1 %
2022 15,000 4,772,000 318.13 1.7 %
2023 49,000 25,022,000 510.65 9.0 %
2024 203,000 42,791,000 210.79 15.4 %
2025 37,000 12,623,000 341.16 4.6 %
2026 70,000 25,390,000 362.71 9.2 %
2027 30,000 22,060,000 735.33 7.9 %
2028 23,000 12,198,000 530.35 4.4 %
2029 46,000 19,867,000 431.89 7.2 %
2030 159,000 20,388,000 128.23 7.4 %
Thereafter 299,000 59,929,000 200.43 21.6 %

________________________________

(1) Excludes storage, vacancy and other.
(2) Assumes U.S. Post Office exercises lease renewal options at 909 Third Avenue for which the annual escalated rent is $13.89 per square foot on their 492,000 square feet space.
--- ---
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LEASE EXPIRATIONS (unaudited)<br><br>theMART
Period of Lease<br><br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases^(1)^ Weighted Average Annual<br><br>Rent of Expiring Leases Percentage of<br><br>Annualized<br><br>Escalated Rent
Total Per Sq. Ft.
Office / Showroom / Retail: Month to Month 12,000 $ 700,000 $ 58.33 0.4 %
Third Quarter 2020 44,000 2,436,000 55.36 1.5 %
Fourth Quarter 2020 33,000 1,690,000 51.21 1.0 %
Total 2020 77,000 4,126,000 53.58 2.5 %
First Quarter 2021 60,000 2,682,000 44.70 1.7 %
Second Quarter 2021 22,000 1,262,000 57.36 0.8 %
Remaining 2021 221,000 10,687,000 48.36 6.6 %
2022 451,000 22,582,000 50.07 13.9 %
2023 294,000 15,278,000 51.97 9.4 %
2024 343,000 17,271,000 50.35 10.7 %
2025 339,000 18,445,000 54.41 11.4 %
2026 303,000 15,087,000 49.79 9.3 %
2027 147,000 7,296,000 49.63 4.5 %
2028 642,000 28,337,000 44.14 17.6 %
2029 73,000 3,466,000 47.48 2.1 %
2030 5,000 313,000 62.60 0.2 %
Thereafter 317,000 14,400,000 45.43 8.9 %

________________________________

(1)    Excludes storage, vacancy and other.

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LEASE EXPIRATIONS (unaudited)<br><br>555 California Street
Period of Lease<br><br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases^(1)^ Weighted Average Annual<br><br>Rent of Expiring Leases Percentage of<br><br>Annualized<br><br>Escalated Rent
Total Per Sq. Ft.
Office / Retail: Month to Month $ $ 0.0 %
Third Quarter 2020 0.0 %
Fourth Quarter 2020 7,000 673,000 96.14 0.7 %
Total 2020 7,000 673,000 96.14 0.7 %
First Quarter 2021 1,000 95,000 95.00 0.1 %
Second Quarter 2021 19,000 1,088,000 57.26 1.1 %
Remaining 2021 79,000 6,155,000 77.91 6.1 %
2022 36,000 2,978,000 82.72 3.0 %
2023 133,000 10,094,000 75.89 10.0 %
2024 61,000 5,746,000 94.20 5.7 %
2025 436,000 34,355,000 78.80 34.1 %
2026 140,000 11,243,000 80.31 11.2 %
2027 65,000 5,735,000 88.23 5.7 %
2028 20,000 1,548,000 77.40 1.5 %
2029 74,000 7,052,000 95.30 7.0 %
2030 110,000 10,491,000 95.37 10.4 %
Thereafter 55,000 3,385,000 61.55 3.4 %

________________________________

(1)    Excludes storage, vacancy and other.

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TRAILING TWELVE MONTH PRO-FORMA CASH NET OPERATING INCOME AT SHARE (unaudited)
(Amounts in thousands)
For the Trailing Twelve Months Ended June 30, 2020 For the Trailing<br> Twelve Months Ended<br> March 31, 2020
NOI at Share - Cash Basis Adjustments Pro Forma NOI at Share - <br>Cash Basis Pro Forma NOI at Share - Cash Basis
Office:
New York $ 718,031 $ (24,163 ) ^(1)^ $ 693,868 $ 689,236
theMART 91,704 91,704 105,923
555 California Street 60,256 60,256 60,846
Total Office 869,991 (24,163 ) 845,828 856,005
New York - Retail 207,947 (9,084 ) ^(2)^ 198,863 216,106
New York - Residential 22,183 22,183 21,982
$ 1,100,121 $ (33,247 ) $ 1,066,874 $ 1,094,093

________________________________

(1) Adjustment to deduct $23,874 of BMS NOI and $289 of 330 Madison Avenue NOI (sold on July 11, 2019).
(2) Adjusting for Topshop at 608 Fifth Avenue and 478-486 Broadway and the sale of 3040 M Street.
--- ---
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CAPITAL STRUCTURE (unaudited)
(Amounts in thousands, except per share and per unit amounts)
As of <br>June 30, 2020
Debt (contractual balances) (non-GAAP):
Consolidated debt (1):
Mortgages payable $ 5,662,657
Senior unsecured notes 450,000
800 Million unsecured term loan 800,000
2.75 Billion unsecured revolving credit facilities 1,075,000
7,987,657
Pro rata share of debt of non-consolidated entities(2) 2,854,867
Less: Noncontrolling interests' share of consolidated debt        (primarily 1290 Avenue of the Americas and 555 California Street) (484,068 )
10,358,456 (A)
Liquidation Preference
Perpetual Preferred:
5.00% preferred unit (D-16) (1 unit @ 1,000,000 per unit) 1,000
3.25% preferred units (D-17) (141,400 units @ 25 per unit) 3,535
5.70% Series K preferred shares $ 25.00 300,000
5.40% Series L preferred shares 25.00 300,000
5.25% Series M preferred shares 25.00 319,500
924,035 (B)
June 30, 2020 Common Share Price
Equity:
Common shares $ 38.21 7,303,880
Class A units 38.21 474,683
Convertible share equivalents:
Equity awards - unit equivalents 38.21 51,584
D-13 preferred units 38.21 46,693
G1-G4 units 38.21 3,324
Series A preferred shares 38.21 1,032
7,881,196 (C)
Total Market Capitalization (A+B+C) $ 19,163,687

All values are in US Dollars.

________________________________

(1) See reconciliation of consolidated debt, net (GAAP) to contractual debt (non-GAAP) on page xiv in the Appendix.
(2) Our pro rata share of debt of non-consolidated entities is net of our $16,200 share of Alexander's participation in its Rego Park II shopping center mortgage loan which is considered partially extinguished as the participation interest is a reacquisition of debt.
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COMMON SHARES DATA (NYSE: VNO) (unaudited)
Vornado Realty Trust common shares are traded on the New York Stock Exchange ("NYSE") under the symbol VNO. Below is a summary of performance and dividends for VNO common shares (based on NYSE prices):
Second Quarter 2020 First Quarter 2020 Fourth Quarter 2019 Third Quarter<br>2019
High price $ 45.96 $ 68.68 $ 67.95 $ 66.72
Low price $ 30.31 $ 27.64 $ 61.78 $ 58.60
Closing price - end of quarter $ 38.21 $ 36.21 $ 66.50 $ 63.67
Annualized quarterly dividend per share $ 2.64 $ 2.64 $ 2.64 $ 2.64
Special dividend 1.95 ^(1)^
Total $ 2.64 $ 2.64 $ 4.59 $ 2.64
Annualized dividend yield - on closing price:
Quarterly dividends 6.9 % 7.3 % 4.0 % 4.1 %
Total 6.9 % 7.3 % 6.9 % 4.1 %
Outstanding shares, Class A units and convertible preferred units as converted (in thousands) 206,260 206,280 205,076 205,024
Closing market value of outstanding shares, Class A units and convertible preferred units as converted $ 7.9 Billion $ 7.5 Billion $ 13.6 Billion $ 13.1 Billion

________________________________

(1) On December 18, 2019, Vornado's Board of Trustees declared a special dividend of $1.95 per share to common shareholders of record on December 30, 2019.
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DEBT ANALYSIS (unaudited)
(Amounts in thousands)
As of June 30, 2020
Total Variable Fixed
(Contractual debt balances) (non-GAAP) Amount Weighted<br><br>Average<br><br>Interest Rate Amount Weighted<br><br>Average<br><br>Interest Rate Amount Weighted<br><br>Average<br><br>Interest Rate
Consolidated debt^(1)^ $ 7,987,657 2.97% $ 2,197,797 1.42% $ 5,789,860 3.56%
Pro rata share of debt of non-consolidated entities^(2)^ 2,854,867 2.81% 1,493,887 1.80% 1,360,980 3.93%
Total 10,842,524 2.93% 3,691,684 1.57% 7,150,840 3.63%
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street) (484,068 ) (36,050 ) (448,018 )
Company's pro rata share of total debt $ 10,358,456 2.89% $ 3,655,634 1.57% $ 6,702,822 3.61% Debt Covenant Ratios:^(3)^ Senior Unsecured Notes due 2025 Unsecured Revolving Credit Facilities<br>and Unsecured Term Loan
--- --- --- --- ---
Required Actual Required Actual
Total outstanding debt/total assets^(4)^ Less than 65% 44% Less than 60% 32%
Secured debt/total assets Less than 50% 30% Less than 50% 23%
Interest coverage ratio (annualized combined EBITDA to annualized interest expense) Greater than 1.50 2.60 N/A
Fixed charge coverage N/A Greater than 1.40 2.73
Unencumbered assets/unsecured debt Greater than 150% 394% N/A
Unsecured debt/cap value of unencumbered assets N/A Less than 60% 16%
Unencumbered coverage ratio N/A Greater than 1.50 5.55 Unencumbered EBITDA (non-GAAP):^(4)^ Q2 2020
--- --- ---
Annualized
New York $ 225,400
Other 7,304
Total $ 232,704

________________________________

(1) See reconciliation of consolidated debt, net (GAAP) to contractual debt (non-GAAP) on page xiv in the Appendix.
(2) Our pro rata share of debt of non-consolidated entities is net of our $16,200 share of Alexander's participation in its Rego Park II shopping center mortgage loan which is considered partially extinguished as the participation interest is a reacquisition of debt.
--- ---
(3) Our debt covenant ratios are computed in accordance with the terms of our senior unsecured notes, unsecured revolving credit facilities, and unsecured term loan, as applicable. The methodology used for these computations may differ significantly from similarly titled ratios of other companies. For additional information regarding the methodology used to compute these ratios, please see our filings with the SEC of our revolving credit facilities, senior debt indentures and applicable prospectuses and prospectus supplements.
--- ---
(4) Total assets include EBITDA capped at 7.5% under the senior unsecured notes due 2022, 7.0% under the senior unsecured notes due 2025 and 6.0% under the unsecured revolving credit facilities and
--- ---

unsecured term loan.

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DEBT MATURITIES (CONTRACTUAL BALANCES) (NON-GAAP) (unaudited)
(Amounts in thousands)
Property Maturity<br><br>Date ^(1)^ Spread over<br><br>LIBOR Interest<br><br>Rate 2020 2021 2022 2023 2024 Thereafter Total
PENN11 12/20 3.95% $ 443,600 $ $ $ $ $ $ 443,600
Borgata Land 02/21 5.14% 52,867 52,867
770 Broadway 03/21 2.56% (2) 700,000 700,000
909 Third Avenue 05/21 3.91% 350,000 350,000
555 California Street 09/21 5.10% 543,393 543,393
theMART 09/21 2.70% 675,000 675,000
1290 Avenue of the Americas 11/22 3.34% 950,000 950,000
$1.25 Billion unsecured revolving credit facility 01/23 L+100 —%
$800 Million unsecured term loan 02/24 3.70% (3) 800,000 800,000
435 Seventh Avenue - retail 02/24 L+130 1.47% 95,696 95,696
$1.5 Billion unsecured revolving credit facility 03/24 L+90 1.09% 1,075,000 1,075,000
150 West 34th Street 05/24 L+188 2.05% 205,000 205,000
606 Broadway 09/24 L+180 1.98% 72,101 72,101
33-00 Northern Boulevard 01/25 4.14% (4) 100,000 100,000
Senior unsecured notes due 2025 01/25 3.50% 450,000 450,000
4 Union Square South - retail 08/25 L+140 1.57% 120,000 120,000
888 Seventh Avenue 12/25 3.25% (5) 375,000 375,000
100 West 33rd Street - office and retail 04/26 L+155 1.72% 580,000 580,000
350 Park Avenue 01/27 3.92% 400,000 400,000
$ 443,600 $ 2,321,260 $ 950,000 $ $ 2,247,797 $ 2,025,000 $ 7,987,657
Weighted average rate 3.95 % 3.46 % 3.34 % % 2.15 % 2.95 % 2.97 %
Fixed rate debt $ 443,600 $ 2,321,260 $ 950,000 $ $ 750,000 $ 1,325,000 $ 5,789,860
Fixed weighted average rate expiring 3.95 % 3.46 % 3.34 % % 3.87 % 3.60 % 3.56 %
Floating rate debt $ $ $ $ $ 1,497,797 $ 700,000 $ 2,197,797
Floating weighted average rate expiring % % % % 1.29 % 1.70 % 1.42 %

________________________________

(1) Represents the extended maturity for certain loans in which we have the unilateral right to extend.
(2) Pursuant to an existing swap agreement, the loan bears interest at 2.56% through September 2020. The rate was swapped from LIBOR plus 1.75% (1.93% as of June 30, 2020).
--- ---
(3) Pursuant to an existing swap agreement, $750,000 of the loan bears interest at a fixed rate of 3.87% through October 2023, and the balance of $50,000 floats at a rate of LIBOR plus 1.00% (1.18% as of June 30, 2020). The entire $800,000 will float thereafter for the duration of the loan.
--- ---
(4) Pursuant to an existing swap agreement, the loan bears interest at 4.14% through January 2025. The rate was swapped from LIBOR plus 1.80% (1.99% as of June 30, 2020).
--- ---
(5) Pursuant to an existing swap agreement, the loan bears interest at 3.25% through December 2020. The rate was swapped from LIBOR plus 1.70% (1.88% as of June 30, 2020).
--- ---
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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Joint Venture Name Asset<br><br>Category Percentage<br>Ownership at<br>June 30, 2020 Company's<br><br>Carrying<br><br>Amount Company's<br><br>Pro rata<br><br>Share of Debt^(1)^ 100% of<br><br>Joint Venture Debt^(1)^ Maturity Date^(2)^ Spread over LIBOR Interest Rate
Fifth Avenue and Times Square JV Retail/Office 51.5% $ 2,955,957 $ 461,461 $ 950,000 Various Various Various
Alexander's Office/Retail 32.4% 89,499 363,056 ^(3)^ 1,120,544 Various Various Various
Partially owned office buildings/land:
One Park Avenue Office/Retail 55.0% 140,833 165,000 300,000 03/21 L+175 1.93%
280 Park Avenue Office/Retail 50.0% 100,307 600,000 1,200,000 09/24 L+173 1.91%
650 Madison Avenue Office/Retail 20.1% 99,495 161,024 800,000 12/29 N/A 3.49%
512 West 22nd Street Office/Retail 55.0% 59,415 63,225 114,954 06/24 L+200 2.18%
West 57th Street properties Office/Retail/Land 50.0% 42,851 10,000 20,000 12/22 L+160 1.77%
825 Seventh Avenue Office 50.0% 9,855 18,219 36,438 07/23 L+165 1.84%
61 Ninth Avenue Office/Retail 45.1% 3,909 75,543 167,500 01/26 L+135 1.53%
Other Office/Retail Various 4,102 17,465 50,150 Various Various Various
Other equity method investments:
Independence Plaza Residential/Retail 50.1% 65,120 338,175 675,000 07/25 N/A 4.25%
Rosslyn Plaza Office/Residential 43.7% to 50.4% 32,009 19,340 38,364 06/22 L+195 2.12%
Other Various Various 45,299 91,484 575,865 Various Various Various
$ 3,648,651 $ 2,383,992 $ 6,048,815
7 West 34th Street Office/Retail 53.0% (52,549 ) ^(4)^ 159,000 300,000 06/26 N/A 3.65%
85 Tenth Avenue Office/Retail 49.9% (9,188 ) ^(4)^ 311,875 625,000 12/26 N/A 4.55%
$ (61,737 ) $ 470,875 $ 925,000

________________________________

(1) Represents the contractual debt obligations. All amounts are non-recourse to us except the $300,000 mortgage loan on 7 West 34th Street and the $500,000 mortgage loan on 640 Fifth Avenue, included in Fifth Avenue and Times Square JV.
(2) Represents the extended maturity for certain loans in which we have the unilateral right to extend.
--- ---
(3) Net of our $16,200 share of Alexander's participation in its Rego Park II shopping center mortgage loan which is considered partially extinguished as the participation interest is a reacquisition of debt.
--- ---
(4) Our negative basis results from distributions in excess of our investment.
--- ---
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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Percentage<br> Ownership at<br> June 30, 2020 Our Share of <br>Net Income (Loss) for the <br>Three Months Ended June 30, Our Share of NOI<br>(non-GAAP) for the<br>Three Months Ended June 30,
2020 2019 2020 2019
Joint Venture Name
New York:
Fifth Avenue and Times Square JV^(1)^:
Non-cash impairment loss $ (306,326 ) $ $ $
Return on preferred equity, net of our share of the expense 9,330 8,586
Equity in net income 51.5% 441 ^(2)^ 11,217 26,481 31,186
(296,555 ) 19,803 26,481 31,186
Alexander's 32.4% 3,929 3,597 8,331 11,108
85 Tenth Avenue 49.9% (1,821 ) 742 3,503 4,821
One Park Avenue 55.0% 1,596 1,490 4,273 5,203
7 West 34th Street 53.0% 1,081 771 3,591 3,281
280 Park Avenue 50.0% 1,074 (4,647 ) 9,381 7,542
512 West 22nd Street 55.0% (911 ) (36 ) 772 698
61 Ninth Avenue 45.1% 659 338 1,644 1,697
650 Madison Avenue 20.1% (524 ) (747 ) 2,759 2,952
West 57th Street properties 50.0% (349 ) (92 ) (81 ) 252
Independence Plaza 50.1% (329 ) (342 ) 5,323 6,818
330 Madison Avenue^(3)^ N/A 707 2,762
Other, net Various (209 ) (463 ) 1,074 850
(292,359 ) 21,121 67,051 79,170
Other:
Alexander's corporate fee income 32.4% 1,222 1,122 636 540
Rosslyn Plaza 43.7% to 50.4% 74 268 1,194 1,449
Other, net Various (810 ) 362 606 1,815
486 1,752 2,436 3,804
Total $ (291,873 ) $ 22,873 $ 69,487 $ 82,974

________________________________

(1) Entered into on April 18, 2019.
(2) The decrease in our share of net income was primarily due to (i) $4,737 of write-offs of lease receivables deemed uncollectible during the second quarter of 2020 and (ii) a $4,360 reduction in income related to a Forever 21 lease modification at 1540 Broadway.
--- ---
(3) Sold on July 11, 2019.
--- ---
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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Percentage<br> Ownership at<br> June 30, 2020 Our Share of<br> Net Income (Loss) for the<br> Six Months Ended June 30, Our Share of NOI<br>(non-GAAP) for the<br> Six Months Ended June 30,
2020 2019 2020 2019
Joint Venture Name
New York:
Fifth Avenue and Times Square JV^(1)^:
Non-cash impairment loss $ (306,326 ) $ $ $
Return on preferred equity, net of our share of the expense 18,496 8,586
Equity in net income 51.5% 5,937 ^(2)^ 11,217 59,695 31,186
(281,893 ) 19,803 59,695 31,186
Alexander's 32.4% 5,345 9,314 18,823 22,430
One Park Avenue 55.0% 3,448 3,147 9,249 10,496
85 Tenth Avenue 49.9% (2,811 ) 563 8,316 9,968
7 West 34th Street 53.0% 2,104 1,798 7,144 6,807
61 Ninth Avenue 45.1% 1,459 460 3,613 2,710
650 Madison Avenue 20.1% (896 ) (1,901 ) 5,593 5,410
512 West 22nd Street 55.0% (849 ) (78 ) 1,757 1,424
West 57th Street properties 50.0% (584 ) (192 ) 8 510
280 Park Avenue 50.0% 247 (6,485 ) 18,137 17,090
Independence Plaza 50.1% (164 ) (228 ) 11,062 13,717
330 Madison Avenue^(3)^ N/A 1,288 5,401
Other, net Various (461 ) (963 ) 2,062 1,596
(275,055 ) 26,526 145,459 128,745
Other:
Alexander's corporate fee income 32.4% 2,482 2,179 1,306 1,016
Rosslyn Plaza 43.7% to 50.4% 238 402 2,478 2,785
UE^(4)^ N/A 773 4,902
PREIT^(5)^ N/A 51 9,824
Other, net Various (435 ) 262 2,125 3,104
2,285 3,667 5,909 21,631
Total $ (272,770 ) $ 30,193 $ 151,368 $ 150,376

____________________

(1) Entered into on April 18, 2019.
(2) The decrease in our share of net income was primarily due to (i) $4,737 of write-offs of lease receivables deemed uncollectible during the second quarter of 2020 and (ii) a $4,360 reduction in income related to a Forever 21 lease modification at 1540 Broadway.
--- ---
(3) Sold on July 11, 2019.
--- ---
(4) Sold on March 4, 2019.
--- ---
(5) On March 12, 2019, we converted all of our PREIT operating partnership units into common shares and began accounting for our investment as a marketable security and on January 23, 2020, we sold all of our common shares.
--- ---
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PENN DISTRICT
ACTIVE DEVELOPMENT/REDEVELOPMENT SUMMARY - AS OF JUNE 30, 2020 (unaudited)
(Amounts in thousands of dollars, except square feet)
Property<br>Rentable<br>Sq. Ft. Projected Incremental Cash Yield
Active Penn District Projects Segment Budget^(1)^ Amount<br>Expended Remainder to be Expended Stabilization Year
Farley (95% interest) New York 844,000 1,030,000 ^(2)^ 622,844 ^(3)^ 407,156 2022 7.4%
PENN2 - as expanded^(4)^ New York 1,795,000 750,000 69,686 680,314 2024 8.4%
PENN1^(5)^ New York 2,545,000 325,000 112,089 212,911 N/A 13.5%^(5)(6)^
Districtwide Improvements New York N/A 100,000 8,735 91,265 N/A N/A
Total Active Penn District Projects 2,205,000 813,354 1,391,646 ^(7)^ 8.3%

________________________________

(1) Excluding debt and equity carry.
(2) Net of 135,000 of historic tax credit investor contributions, of which 88,000 has been funded to date (at our 95% share).
--- ---
(3) The amount expended has been increased by 60,338 of expenditures and reduced by 88,000 of historic tax credit investor contributions for the three months ended June 30, 2020.
--- ---
(4) PENN2 (including signage) estimated impact on cash basis NOI and FFO of square feet taken out of service:
--- ---
2020 2021 2022
--- --- --- --- --- ---
Square feet out of service at end of year 1,140,000 1,190,000 1,200,000
Year-over-year reduction in Cash Basis NOI^(i)^ (25,000 ) (14,000 )
Year-over-year reduction in FFO^(ii)^ (19,000 )

________________________________

(i) After capitalization of real estate taxes and operating expenses on space out of service.

(ii) Net of capitalized interest on space out of service under redevelopment.

(5) Property is ground leased through 2098, as fully extended. Fair market value resets occur in 2023, 2048 and 2073. The 13.5% projected return is before the ground rent reset in 2023, which may be material.
(6) Achieved as existing leases roll; average remaining lease term 4.9 years.
--- ---
(7) Expected to be funded from 220 CPS net sales proceeds and existing cash.
--- ---

There can be no assurance that the above projects will be completed, completed on schedule or within budget. In addition, there can be no assurance that the Company will be successful in leasing the properties on the expected schedule or at the assumed rental rates.

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OTHER DEVELOPMENT/REDEVELOPMENT SUMMARY - AS OF JUNE 30, 2020 (unaudited)
(Amounts in thousands of dollars, except square feet)
Property<br>Rentable<br>Sq. Ft. Stabilization Year
Other Active Projects Segment Budget Amount<br>Expended Remainder to be Expended
220 CPS - residential condominiums Other 397,000 1,450,000 1,419,000 ^(1)^ 31,000 N/A
345 Montgomery Street (555 California Street) (70% interest) Other 78,000 46,000 37,969 8,031 2021
825 Seventh Avenue - office (50% interest) New York 165,000 15,000 12,602 2,398 2021
Total Other Projects 1,511,000 1,469,571 41,429
Future Opportunities Segment Property<br>Zoning<br>Sq. Ft.
Penn District - multiple opportunities - office/residential/retail New York
Hotel Pennsylvania New York 2,052,000
260 Eleventh Avenue - office^(2)^ New York 280,000
Undeveloped Land
29, 31, 33 West 57th Street (50% interest) New York 150,000
484, 486 Eighth Avenue and 265, 267 West 34th Street New York 125,000
527 West Kinzie, Chicago Other 330,000
Rego Park III (32.4% interest) New York
Total undeveloped land 605,000

____________________

(1) Excludes land and acquisition costs of 515,426.
(2) The building is subject to a ground lease which expires in 2114.
--- ---

There can be no assurance that the above projects will be completed, completed on schedule or within budget.

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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
CONSOLIDATED
(Amounts in thousands)
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 34,335 $ 93,226 $ 92,386
Tenant improvements 35,756 98,261 100,191
Leasing commissions 15,360 18,229 33,254
Recurring tenant improvements, leasing commissions and other capital expenditures 85,451 209,716 225,831
Non-recurring capital expenditures 11,772 30,374 43,135
Total capital expenditures and leasing commissions $ 97,223 $ 240,090 $ 268,966
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
Farley Office and Retail $ 127,998 $ 265,455 $ 18,995 ^(1)^
220 CPS 62,450 181,177 295,827
PENN1 48,565 51,168 8,856
PENN2 44,810 28,719 16,288
345 Montgomery Street 9,775 29,441 18,187
Other 25,696 93,096 60,033
$ 319,294 $ 649,056 $ 418,186

________________________________

(1) Includes amounts paid for development from October 30, 2018, the date of consolidation of Farley Office and Retail.
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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
NEW YORK SEGMENT
(Amounts in thousands)
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 28,900 $ 80,416 $ 70,954
Tenant improvements 30,001 84,870 76,187
Leasing commissions 11,415 16,316 29,435
Recurring tenant improvements, leasing commissions and other capital expenditures 70,316 181,602 176,576
Non-recurring capital expenditures 11,767 28,269 31,381
Total capital expenditures and leasing commissions $ 82,083 $ 209,871 $ 207,957
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
Farley Office and Retail $ 127,998 $ 265,455 $ 18,995 ^(1)^
PENN1 48,565 51,168 8,856
PENN2 44,810 28,719 16,288
Other 23,877 86,593 44,976
$ 245,250 $ 431,935 $ 89,115

________________________________

(1) Includes amounts paid for development from October 30, 2018, the date of consolidation of Farley Office and Retail.
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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
theMART
(Amounts in thousands)
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 4,443 $ 9,566 $ 13,282
Tenant improvements 3,624 9,244 15,106
Leasing commissions 3,173 827 459
Recurring tenant improvements, leasing commissions and other capital expenditures 11,240 19,637 28,847
Non-recurring capital expenditures 5 332 260
Total capital expenditures and leasing commissions $ 11,245 $ 19,969 $ 29,107
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
Common area enhancements $ 1,135 $ 476 $ 51
Other 673 1,846 10,739
$ 1,808 $ 2,322 $ 10,790
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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
555 CALIFORNIA STREET
(Amounts in thousands)
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 992 $ 3,244 $ 8,150
Tenant improvements 2,131 4,147 8,898
Leasing commissions 772 1,086 3,360
Recurring tenant improvements, leasing commissions and other capital expenditures 3,895 8,477 20,408
Non-recurring capital expenditures 1,773 11,494
Total capital expenditures and leasing commissions $ 3,895 $ 10,250 $ 31,902
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
345 Montgomery Street $ 9,775 $ 29,441 $ 18,187
Other 3,896 445
$ 9,775 $ 33,337 $ 18,632
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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
OTHER
(Amounts in thousands)
Six Months Ended Year Ended December 31,
June 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
220 CPS $ 62,450 $ 181,177 $ 295,827
Other 11 285 3,822
$ 62,461 $ 181,462 $ 299,649
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SQUARE FOOTAGE (unaudited)
(Square feet in thousands)
At Vornado's Share
At<br><br>100% Under Development or Not Available for Lease In Service
Total Office Retail Showroom Other
Segment:
New York:
Office 20,581 17,515 1,891 15,441 183
Retail 2,690 2,208 407 1,801
Residential - 1,677 units 1,526 793 793
Alexander's (32.4% interest), including 312 residential units 2,449 793 63 298 350 82
Hotel Pennsylvania (temporarily closed since April 1, 2020) 1,400 1,400 1,400
28,646 22,709 3,761 15,739 2,151 183 875
Other:
theMART 3,900 3,891 75 2,045 105 1,317 349
555 California Street (70% interest) 1,819 1,273 55 1,185 33
Other 2,837 1,339 184 212 832 111
8,556 6,503 314 3,442 970 1,317 460
Total square feet at June 30, 2020 37,202 29,212 4,075 19,181 3,121 1,500 1,335
Total square feet at March 31, 2020 37,311 29,333 2,227 19,677 3,193 1,500 2,736
Parking Garages (not included above): Square Feet Number of<br><br>Garages Number of<br><br>Spaces
New York 1,669 10 4,875
theMART 558 4 1,637
555 California Street 168 1 453
Rosslyn Plaza 411 4 1,094
Total at June 30, 2020 2,806 19 8,059
  • 39 -

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TOP 30 TENANTS (unaudited)
(Amounts in thousands, except square feet)
Tenants Square<br><br>Footage<br><br>At Share^(1)^ Annualized<br><br>Revenues<br><br>At Share<br><br>(non-GAAP)^(1)^ % of Annualized<br><br>Revenues<br><br>At Share<br><br>(non-GAAP)^(2)^
--- --- --- --- --- ---
Facebook 757,653 $ 78,330 4.6 %
IPG and affiliates 967,552 65,822 3.9 %
Bloomberg L.P. 303,147 39,139 2.3 %
Google/Motorola Mobility (guaranteed by Google) 728,483 36,033 2.1 %
Equitable 336,646 35,389 2.1 %
Verizon Media Group 327,138 32,544 1.9 %
Swatch Group USA^(3)^ 14,950 30,835 1.8 %
Amazon (including its Whole Foods subsidiary) 310,272 29,839 1.8 %
LVMH Brands 77,585 26,669 1.6 %
The City of New York 582,545 25,781 1.5 %
Neuberger Berman Group LLC 306,611 25,207 1.5 %
Madison Square Garden & Affiliates 409,215 24,768 1.5 %
Macy's 366,876 24,339 1.4 %
AMC Networks, Inc. 326,061 23,885 1.4 %
Bank of America 247,460 22,768 1.3 %
New York University 347,948 20,885 1.3 %
Victoria's Secret (guaranteed by L Brands, Inc.)^(3)^ 33,164 18,101 1.2 %
PwC 241,196 17,937 1.1 %
Ziff Brothers Investments, Inc. 147,476 16,501 1.1 %
U.S. Government 578,711 14,668 1.0 %
Fast Retailing (Uniqlo)^(3)^ 47,181 13,510 0.9 %
Apple 220,229 13,214 0.8 %
Cushman & Wakefield 127,314 13,041 0.8 %
Citadel 119,421 11,942 0.8 %
New York & Company, Inc.^(4)^ 193,140 11,274 0.7 %
Hollister^(3)^ 11,306 11,170 0.7 %
Foot Locker 149,987 10,884 0.7 %
Manufacturers & Traders Trust 102,622 10,776 0.6 %
Forest Laboratories 168,673 10,594 0.6 %
Kirkland & Ellis LLP 106,752 10,527 0.6 %
43.6 %

________________________________

(1) Includes leases not yet commenced.
(2) See reconciliation of our annualized revenue at share on page xiv in the Appendix.
--- ---
(3) Tenant annualized revenues adjusted to reflect the transfer of the 45.4% interest in Fifth Avenue and Times Square JV.
--- ---
(4) Filed for Chapter 11 bankruptcy on July 13, 2020.
--- ---
  • 40 -

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OCCUPANCY (unaudited)
New York theMART 555 California Street
Occupancy rate at:
June 30, 2020 95.2 % ^(1)^ 91.4 % 99.0 %
March 31, 2020 96.7 % 91.9 % 99.8 %
December 31, 2019 96.7 % 94.6 % 99.8 %
June 30, 2019 96.5 % 94.8 % 99.5 %

_______________________________

(1)    Excludes the JCPenney lease at Manhattan Mall for 154,000 square feet which was rejected effective July 31, 2020 as part of its Chapter 11 bankruptcy filing.

RESIDENTIAL STATISTICS in service (unaudited)
Vornado's Ownership Interest
Number of Units Number of Units Occupancy Rate Average Monthly<br><br>Rent Per Unit
New York:
June 30, 2020 1,989 953 89.9% $3,858
March 31, 2020 1,990 954 96.1% $3,919
December 31, 2019 1,991 955 97.0% $3,889
June 30, 2019 1,995 959 95.9% $3,837
  • 41 -

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GROUND LEASES (unaudited)
(Amounts in thousands)
Property Current Annual<br><br>Rent at Share Next Option Renewal Date Fully Extended<br><br>Lease Expiration Rent Increases and Other Information
Consolidated:
New York:
Farley (95% interest) $ 4,750 None 2116 None
PENN1:
Land 2,500 2023 2098 Three 25-year renewal options at fair market value ("FMV").
Long Island Railroad Concourse 1,824 2023 2098 Three 25-year renewal options. Rent increases at a rate based on the increase in gross income reduced by the increase in real estate taxes and operating expenses. The next rent increase occurs in 2028 and every ten years thereafter.
260 Eleventh Avenue 4,191 None 2114 Rent increases annually by the lesser of CPI or 1.5% compounded. We have a purchase option exercisable at a future date for $110,000 increased annually by the lesser of CPI or 1.5% compounded.
888 Seventh Avenue 3,350 2028 2067 Two 20-year renewal options at FMV.
Piers 92 & 94 2,000 2060 2110 Five 10-year renewal options. FMV resets upon exercise of first and fourth renewal options. Fixed rent increases every 5 years through initial term.
330 West 34th Street -<br><br>65.2% ground leased 1,906 2021 2149 Three 30-year and one 39-year renewal option at FMV.
909 Third Avenue 1,600 2041 2063 One 22-year renewal option at current annual rent.
962 Third Avenue (the Annex building to 150 East 58th Street) - 50.0% ground leased 666 None 2118 Rent resets every ten years to FMV.
Other:
Wayne Town Center 4,466 2035 2064 Two 10-year renewal options and one 9-year renewal option. Rent increases annually by the greater of CPI or 6%.
Annapolis 328 None 2042 Fixed rent increases to $650 per annum in 2022 and to $750 per annum in 2032.
Unconsolidated:
61 Ninth Avenue<br><br>(45.1% interest) 3,240 None 2115 Rent increases in April 2021 and every three-years thereafter based on CPI, subject to a cap. In 2051, 2071 and 2096, rent resets based on the increase in the property's gross revenue net of real estate taxes, if greater than the CPI reset.
Flushing (Alexander's)<br><br>(32.4% interest) 259 2027 2037 One 10-year renewal option at 90% of FMV.
  • 42 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
NEW YORK:
Penn District:
PENN1
(ground leased through 2098)** Cisco, WSP USA, Hartford Fire Insurance,
-Office 100.0 % 90.2 % $ 70.29 2,274,000 2,105,000 169,000 United Healthcare Services, Inc., Siemens Mobility
-Retail 100.0 % 68.6 % 303.52 271,000 97,000 174,000 Bank of America, Shake Shack, Starbucks
100.0 % 89.4 % 76.56 2,545,000 2,202,000 343,000 $
PENN2
-Office 100.0 % 100.0 % 61.50 1,576,000 631,000 945,000 Madison Square Garden, EMC
-Retail 100.0 % 100.0 % 217.02 44,000 18,000 26,000 Chase Manhattan Bank
100.0 % 100.0 % 65.90 1,620,000 649,000 971,000 575,000 ^(3)^
PENN11
Madison Square Garden, AMC Networks, Inc., Information Builders, Inc.*,
-Office 100.0 % 100.0 % 66.84 1,113,000 1,113,000 Apple, Macy's
-Retail 100.0 % 95.2 % 138.42 40,000 40,000 PNC Bank National Association, Starbucks
100.0 % 99.8 % 69.22 1,153,000 1,153,000 443,600
100 West 33rd Street
-Office 100.0 % 100.0 % 68.61 859,000 859,000 398,402 IPG and affiliates
Manhattan Mall
-Retail 100.0 % 32.3 % ^(4)^ 113.91 256,000 256,000 181,598 Aeropostale, Express, Starbucks
330 West 34th Street
(65.2% ground leased through 2149)** New York & Company, Inc., Structure Tone,
-Office 100.0 % 100.0 % 67.22 703,000 703,000 Deutsch, Inc., Web.com, Footlocker, Home Advisor, Inc.
-Retail 100.0 % 34.5 % 147.72 21,000 21,000 Starbucks
100.0 % 98.6 % 67.81 724,000 724,000 50,150 ^(5)^
435 Seventh Avenue
-Retail 100.0 % 100.0 % 35.22 43,000 43,000 95,696 Forever 21
7 West 34th Street
-Office 53.0 % 100.0 % 73.38 458,000 458,000 Amazon
-Retail 53.0 % 89.3 % 369.29 19,000 19,000 Amazon, Lindt, Naturalizer (guaranteed by Caleres)
53.0 % 99.6 % 84.20 477,000 477,000 300,000
431 Seventh Avenue
-Retail 100.0 % 100.0 % 296.31 10,000 10,000
488 Eighth Avenue
-Retail 100.0 % 6,000 6,000
138-142 West 32nd Street
-Retail 100.0 % 100.0 % 114.93 8,000 8,000
150 West 34th Street
-Retail 100.0 % 100.0 % 112.53 78,000 78,000 205,000 Old Navy
  • 43 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
NEW YORK (Continued):
Penn District (Continued):
137 West 33rd Street
-Retail 100.0 % 100.0 % $ 102.22 3,000 3,000 $
131-135 West 33rd Street
-Retail 100.0 % 100.0 % 55.71 23,000 23,000
Other (3 buildings)
-Retail 100.0 % 84.8 % 192.30 16,000 16,000
Total Penn District 7,821,000 6,501,000 1,320,000 2,249,446
Midtown East:
909 Third Avenue
(ground leased through 2063)** IPG and affiliates, Forest Laboratories,
-Office 100.0 % 98.6 % 64.09 ^(6)^ 1,350,000 1,350,000 350,000 Geller & Company, Morrison Cohen LLP,
United States Post Office, Thomson Reuters LLC, Sard Verbinnen
150 East 58th Street^(7)^
-Office 100.0 % 94.2 % 78.56 540,000 540,000 Castle Harlan, Tournesol Realty LLC (Peter Marino)
-Retail 100.0 % 13.1 % 17.86 3,000 3,000
100.0 % 93.9 % 78.51 543,000 543,000
715 Lexington Avenue
-Retail 100.0 % 100.0 % 256.44 22,000 10,000 12,000 Orangetheory Fitness*, Casper, Santander Bank
966 Third Avenue
-Retail 100.0 % 100.0 % 109.85 7,000 7,000 McDonald's
968 Third Avenue
-Retail 50.0 % 100.0 % 167.91 7,000 7,000 Wells Fargo
Total Midtown East 1,929,000 1,917,000 12,000 350,000
Midtown West:
888 Seventh Avenue
(ground leased through 2067)** Axon Capital LP, Lone Star US Acquisitions LLC,
-Office 100.0 % 93.6 % 94.24 870,000 870,000 Vornado Executive Headquarters, United Talent Agency
-Retail 100.0 % 100.0 % 310.92 15,000 15,000 Redeye Grill L.P.
100.0 % 93.6 % 96.31 885,000 885,000 375,000
57th Street - 2 buildings
-Office 50.0 % 77.4 % 59.69 81,000 81,000
-Retail 50.0 % 100.0 % 150.51 22,000 22,000
50.0 % 81.2 % 78.33 103,000 103,000 20,000
Total Midtown West 988,000 988,000 395,000
  • 44 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
NEW YORK (Continued):
Park Avenue:
280 Park Avenue Cohen & Steers Inc., Franklin Templeton Co. LLC,
-Office 50.0 % 97.9 % $ 104.10 1,234,000 1,234,000 PJT Partners, Investcorp International Inc., GIC Inc., Wells Fargo
-Retail 50.0 % 100.0 % 79.14 28,000 28,000 Scottrade Inc., Starbucks, Fasano Restaurant
50.0 % 98.0 % 103.54 1,262,000 1,262,000 $ 1,200,000
350 Park Avenue Kissinger Associates Inc., Ziff Brothers Investment Inc., Citadel*,
-Office 100.0 % 96.6 % 110.90 554,000 554,000 MFA Financial Inc., M&T Bank, Square Mile Capital Management*
-Retail 100.0 % 100.0 % 280.74 18,000 18,000 Fidelity Investments, AT&T Wireless, Valley National Bank
100.0 % 96.7 % 116.29 572,000 572,000 400,000
Total Park Avenue 1,834,000 1,834,000 1,600,000
Grand Central:
90 Park Avenue Alston & Bird, Capital One, PwC, MassMutual,
-Office 100.0 % 99.3 % 79.40 938,000 938,000 Factset Research Systems Inc., Foley & Lardner
-Retail 100.0 % 72.8 % 154.74 18,000 18,000 Citibank, Starbucks
100.0 % 98.8 % 80.41 956,000 956,000
510 Fifth Avenue
-Retail 100.0 % 100.0 % 165.11 66,000 66,000 The North Face, Elie Tahari
Total Grand Central 1,022,000 1,022,000
Madison/Fifth:
640 Fifth Avenue Fidelity Investments, Owl Creek Asset Management LP,
-Office 52.0 % 95.6 % 102.34 246,000 246,000 Avolon Aerospace, GCA Savvian Inc.
-Retail 52.0 % 96.1 % 983.25 69,000 69,000 Victoria's Secret (guaranteed by L Brands, Inc.), Dyson
52.0 % 95.7 % 236.75 315,000 315,000 500,000
666 Fifth Avenue
-Retail 52.0 % 100.0 % 499.55 114,000 ^(8)^ 114,000 Fast Retailing (Uniqlo), Hollister, Tissot
595 Madison Avenue Beauvais Carpets, Levin Capital Strategies LP,
-Office 100.0 % 86.8 % 84.75 297,000 297,000 Albea Beauty Solutions, Aerin LLC
-Retail 100.0 % 83.9 % 749.09 32,000 32,000 Fendi*, Berluti*
100.0 % 86.6 % 126.09 329,000 329,000
650 Madison Avenue Memorial Sloan Kettering Cancer Center, Sotheby's International Realty, Inc.,
-Office 20.1 % 98.8 % 117.01 564,000 564,000 Polo Ralph Lauren, Willett Advisors LLC (Bloomberg Philanthropies)
-Retail 20.1 % 100.0 % 992.83 37,000 37,000 Moncler USA Inc., Tod's, Celine, Domenico Vacca, Balmain*
20.1 % 98.9 % 151.85 601,000 601,000 800,000
689 Fifth Avenue
-Office 52.0 % 100.0 % 99.13 81,000 81,000 Yamaha Artist Services Inc., Brunello Cucinelli USA Inc.
-Retail 52.0 % 9.3 % 3,636.19 17,000 17,000 MAC Cosmetics
52.0 % 85.3 % 161.80 98,000 98,000
655 Fifth Avenue
-Retail 50.0 % 100.0 % 282.45 57,000 57,000 Ferragamo
697-703 Fifth Avenue
-Retail 44.8 % 100.0 % 3,204.72 26,000 26,000 450,000 Swatch Group USA, Harry Winston
Total Madison/Fifth 1,540,000 1,540,000 1,750,000
  • 45 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
NEW YORK (Continued):
Midtown South:
770 Broadway
-Office 100.0 % 100.0 % $ 101.33 1,077,000 1,077,000 Facebook, Verizon Media Group
-Retail 100.0 % 92.0 % 69.58 105,000 105,000 Bank of America N.A., Kmart Corporation
100.0 % 99.3 % 98.89 1,182,000 1,182,000 $ 700,000
One Park Avenue New York University, Clarins USA Inc.,
BMG Rights Management, Robert A.M. Stern Architect,
-Office 55.0 % 100.0 % 60.75 865,000 865,000 automotiveMastermind
-Retail 55.0 % 100.0 % 86.11 78,000 78,000 Bank of Baroda, Citibank, Equinox, Men's Wearhouse
55.0 % 100.0 % 62.81 943,000 943,000 300,000
4 Union Square South
-Retail 100.0 % 94.5 % 136.98 204,000 204,000 120,000 Burlington, Whole Foods Market, DSW, Sephora*
692 Broadway
-Retail 100.0 % 100.0 % 98.07 36,000 36,000 Equinox, Verizon Media Group
Total Midtown South 2,365,000 2,365,000 1,120,000
Rockefeller Center:
1290 Avenue of the Americas Equitable, Hachette Book Group Inc., Venable LLP,
Bryan Cave LLP, Neuberger Berman Group LLC, SSB Realty LLC,
-Office 70.0 % 99.7 % 88.41 2,043,000 2,043,000 Cushman & Wakefield, Columbia University, LinkLaters
-Retail 70.0 % 100.0 % 197.67 75,000 75,000 Duane Reade, JPMorgan Chase Bank, Sovereign Bank, Starbucks
70.0 % 99.7 % 91.35 2,118,000 2,118,000 950,000
Wall Street/Downtown:
40 Fulton Street
-Office 100.0 % 76.0 % 53.61 246,000 246,000 Safety National Casualty Corp*, Fortune Media Corp.
-Retail 100.0 % 100.0 % 120.87 5,000 5,000 TD Bank
100.0 % 76.4 % 55.25 251,000 251,000
Soho:
478-486 Broadway - 2 buildings
-Retail 100.0 % 100.0 % 381.11 65,000 15,000 50,000 Madewell, J. Crew
-Residential (10 units) 100.0 % 100.0 % 20,000 20,000
100.0 % 85,000 35,000 50,000
606 Broadway (19 East Houston Street)
-Office 50.0 % 100.0 % 115.99 30,000 30,000 WeWork
-Retail 50.0 % 100.0 % 641.00 6,000 6,000 HSBC, Harman International
50.0 % 100.0 % 185.05 36,000 36,000 72,101
  • 46 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
NEW YORK (Continued):
Soho (Continued):
443 Broadway
-Retail 100.0 % 100.0 % $ 109.21 16,000 16,000 $ Necessary Clothing
304 Canal Street
-Retail 100.0 % 4,000 4,000
-Residential (4 units) 100.0 % 75.0 % 9,000 9,000
100.0 % 13,000 13,000
334 Canal Street
-Retail 100.0 % 4,000 4,000
-Residential (4 units) 100.0 % 75.0 % 11,000 11,000
100.0 % 15,000 15,000
155 Spring Street
-Retail 100.0 % 97.3 % 124.89 50,000 50,000 Vera Bradley
148 Spring Street
-Retail 100.0 % 100.0 % 200.00 8,000 8,000 Dr. Martens
150 Spring Street
-Retail 100.0 % 100.0 % 308.30 6,000 6,000 Sandro
-Residential (1 unit) 100.0 % 100.0 % 1,000 1,000
100.0 % 7,000 7,000
Total Soho 230,000 180,000 50,000 72,101
Times Square:
1540 Broadway Forever 21, Planet Hollywood, Disney, Sunglass Hut,
-Retail 52.0 % 100.0 % 197.17 161,000 161,000 MAC Cosmetics, U.S. Polo
1535 Broadway
-Retail 52.0 % 95.3 % 1,082.93 45,000 45,000 T-Mobile, Invicta, Swatch Group USA, Levi's, Sephora
-Theatre 52.0 % 100.0 % 14.25 62,000 62,000 Nederlander-Marquis Theatre
52.0 % 98.2 % 403.79 107,000 107,000
Total Times Square 268,000 268,000
Upper East Side:
828-850 Madison Avenue
-Retail 100.0 % 89.3 % 239.57 18,000 13,000 5,000 Christofle Silver Inc.
677-679 Madison Avenue
-Retail 100.0 % 100.0 % 534.70 8,000 8,000 Berluti
-Residential (8 units) 100.0 % 75.0 % 5,000 5,000
100.0 % 13,000 13,000
1131 Third Avenue
-Retail 100.0 % 100.0 % 184.09 23,000 23,000 Nike, Crunch LLC, J.Jill
  • 47 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
NEW YORK (Continued):
Upper East Side (Continued):
759-771 Madison Avenue (40 East 66th)
-Retail 100.0 % 8.9 % $ 723.76 14,000 14,000
-Residential (5 units) 100.0 % 100.0 % 12,000 12,000
100.0 % 26,000 26,000 $
Total Upper East Side 80,000 75,000 5,000
Long Island City:
33-00 Northern Boulevard (Center Building)
-Office 100.0 % 99.6 % 35.84 471,000 471,000 100,000 The City of New York, NYC Transit Authority
Chelsea/Meatpacking District:
260 Eleventh Avenue
(ground leased through 2114)**
-Office 100.0 % 100.0 % 54.57 184,000 184,000 The City of New York
85 Tenth Avenue Google, General Services Administration,
Telehouse International Corp., L-3 Communications,
-Office 49.9 % 100.0 % 90.49 584,000 584,000 Moet Hennessy USA. Inc.
-Retail 49.9 % 100.0 % 86.78 43,000 43,000 IL Posto LLC, L'Atelier
49.9 % 100.0 % 90.26 627,000 627,000 625,000
537 West 26th Street
-Other (event space) 100 % 14,000 14,000
61 Ninth Avenue (2 buildings)
(ground leased through 2115)**
-Office 45.1 % 100.0 % 129.91 155,000 155,000 Aetna Life Insurance Company
-Retail 45.1 % 44.8 % 355.90 37,000 37,000 Starbucks
45.1 % 91.9 % 146.16 192,000 192,000 167,500
512 West 22nd Street
-Office 55.0 % 37.6 % 133.77 164,000 164,000 Warner Media, Next Jump
-Retail 55.0 % 46.7 % 108.00 9,000 9,000 Galeria Nara Roesler*
38.0 % 132.17 173,000 173,000 114,954
Total Chelsea/Meatpacking District 1,190,000 1,176,000 14,000 907,454
Upper West Side:
50-70 W 93rd Street
-Residential (325 units) 49.9 % 91.0 % 283,000 283,000 82,500
Tribeca:
Independence Plaza
-Residential (1,327 units) 50.1 % 89.2 % 1,185,000 1,185,000
-Retail 50.1 % 100.0 % 65.80 72,000 56,000 16,000 Duane Reade
50.1 % 1,257,000 1,241,000 16,000 675,000
339 Greenwich Street
-Retail 100.0 % 100.0 % 117.76 8,000 8,000 Sarabeth's
Total Tribeca 1,265,000 1,249,000 16,000 675,000
New Jersey:
Paramus
-Office 100.0 % 87.2 % 24.37 129,000 129,000 Vornado's Administrative Headquarters
  • 48 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br>Ownership %<br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br>(non-GAAP)<br>(in thousands)^(2)^ Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Properties under Development:
Farley Office and Retail<br><br>(ground and building leased through 2116)**
-Office 95.0 % $ 730,000 730,000
-Retail 95.0 % 114,000 114,000
95.0 % 844,000 844,000 $
825 Seventh Avenue
-Office 50.0 % 165,000 165,000
-Retail 100.0 % 4,000 4,000
51.2 % 169,000 169,000 36,438
Total Property under Development 1,013,000 1,013,000 36,438
Properties to be Developed:
57th Street (3 properties)
-Land 50.0 %
Eighth Avenue and 34th Street (4 properties)
-Land 100.0 %
New York Office:
Total 96.5 % $ 80.60 20,581,000 18,572,000 2,009,000 $ 8,406,044
Vornado's Ownership Interest 96.4 % $ 77.99 17,515,000 15,624,000 1,891,000 $ 5,848,278
New York Retail:
Total 86.0 % $ 257.38 2,690,000 2,269,000 421,000 $ 1,124,395
Vornado's Ownership Interest 83.6 % $ 217.30 2,208,000 1,801,000 407,000 $ 839,881
New York Residential:
Total 90.1 % 1,526,000 1,526,000 $ 757,500
Vornado's Ownership Interest 89.9 % 793,000 793,000 $ 379,342
  • 49 -

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NEW YORK SEGMENT
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
NEW YORK (Continued):
ALEXANDER'S, INC.:
New York:
731 Lexington Avenue, Manhattan
-Office 32.4 % 100.0 % $ 129.46 920,000 920,000 $ 500,000 Bloomberg
-Retail 32.4 % 93.4 % 276.35 155,000 155,000 350,000 The Home Depot, The Container Store, Hutong
32.4 % 99.0 % 147.62 1,075,000 1,075,000 850,000
Rego Park I, Queens (4.8 acres) 32.4 % 100.0 % 53.97 343,000 148,000 195,000 Burlington, Bed Bath & Beyond, Marshalls, IKEA*
Rego Park II (adjacent to Rego Park I),
Queens (6.6 acres) 32.4 % 92.0 % 60.54 609,000 609,000 202,544 ^(9)^ Century 21, Costco, Kohl's, TJ Maxx
Flushing, Queens (1.0 acre ground leased through 2037)** 32.4 % 100.0 % 29.18 167,000 167,000 New World Mall LLC
The Alexander Apartment Tower,
Rego Park, Queens, NY
Residential (312 units) 32.4 % 93.6 % 255,000 255,000
New Jersey:
Paramus, New Jersey
(30.3 acres ground leased to IKEA through 2041)** 32.4 % 100.0 % 68,000 IKEA (ground lessee)
Property to be Developed:
Rego Park III (adjacent to Rego Park II),
Queens, NY (3.4 acres) 32.4 %
Total Alexander's 32.4 % 96.7 % 96.27 2,449,000 2,254,000 195,000 1,120,544
Hotel Pennsylvania^(10)^ :
-Hotel (1,700 Rooms) 100.0 % 1,400,000 1,400,000
Total New York 95.6 % $ 96.71 28,646,000 24,621,000 4,025,000 $ 11,408,483
Vornado's Ownership Interest 95.2 % $ 90.16 22,709,000 18,948,000 3,761,000 $ 7,430,557

________________________________

*    Lease not yet commenced.

**    Term assumes all renewal options exercised, if applicable.

(1) Weighted average annual rent per square foot and average occupancy percentage for office properties excludes garages and de minimis amounts of storage space. Weighted average annual rent per square foot for retail excludes non-selling space.
(2) Represents contractual debt obligations.
--- ---
(3) Secured amount outstanding on revolving credit facilities.
--- ---
(4) Excludes the JCPenney lease at Manhattan Mall for 154,000 square feet which was rejected effective July 31, 2020 as part of its Chapter 11 bankruptcy filing.
--- ---
(5) Amount represents debt on land which is owned 34.8% by Vornado.
--- ---
(6) Excludes US Post Office lease for which the annual escalated rent is $13.89 PSF.
--- ---
(7) Includes 962 Third Avenue (the Annex building to 150 East 58th Street) 50.0% ground leased through 2118**.
--- ---
(8) 75,000 square feet is leased from 666 Fifth Avenue Office Condominium.
--- ---
(9) Net of $50,000 of Alexander's participation in its Rego Park II shopping center mortgage loan which is considered partially extinguished as the participation interest is a reacquisition of debt.
--- ---

(10) Temporarily closed beginning April 1, 2020 and therefore square footage was taken out of service.

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OTHER
PROPERTY TABLE
%<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
theMART:
theMART, Chicago Motorola Mobility (guaranteed by Google),
CCC Information Services, Publicis Groupe (Razorfish),
1871, ANGI Home Services, Inc, Yelp Inc., Paypal, Inc.,
Allscripts Healthcare, Kellogg Company,
Chicago School of Professional Psychology,
Innovation Development Institute, Inc., Chicago Teachers Union,
-Office 100.0 % 89.4 % $ 44.45 2,045,000 2,045,000 ConAgra Foods Inc., Allstate Insurance Company
Steelcase, Baker, Knapp & Tubbs, Holly Hunt Ltd.,
-Showroom/Trade show 100.0 % 94.0 % 54.49 1,533,000 1,533,000 Allsteel Inc., Teknion LLC
-Retail 100.0 % 93.3 % 55.91 95,000 95,000
100.0 % 91.4 % 49.03 3,673,000 3,673,000 $ 675,000
Other (2 properties) 50.0 % 100.0 % 45.57 19,000 19,000 31,097
Total theMART, Chicago 3,692,000 3,692,000 706,097
Piers 92 and 94 (New York) (ground and building leased through 2110)** 100.0 % 208,000 133,000 75,000
Total theMART 91.5 % $ 49.01 3,900,000 3,825,000 75,000 $ 706,097
Vornado's Ownership Interest 91.4 % $ 49.02 3,891,000 3,816,000 75,000 $ 690,549
555 California Street:
555 California Street 70.0 % 98.9 % $ 83.16 1,506,000 1,506,000 $ 543,393 Bank of America, N.A., Dodge & Cox, Goldman Sachs & Co.,
Jones Day, Kirkland & Ellis LLP, Morgan Stanley & Co. Inc.,
McKinsey & Company Inc., UBS Financial Services,
KKR Financial, Microsoft Corporation,
Fenwick & West LLP, Sidley Austin
315 Montgomery Street 70.0 % 100.0 % 77.49 235,000 235,000 Bank of America, N.A., Regus, Ripple Labs Inc., Blue Shield,<br><br>Lending Home Corporation
345 Montgomery Street 70.0 % 78,000 78,000 Regus*
Total 555 California Street 99.0 % $ 82.39 1,819,000 1,741,000 78,000 $ 543,393
Vornado's Ownership Interest 99.0 % $ 82.39 1,273,000 1,218,000 55,000 $ 380,375

________________________________

*    Lease not yet commenced.

**    Term assumes all renewal options exercised, if applicable.

(1) Weighted average annual rent per square foot excludes ground rent, storage rent and garages.
(2) Represents the contractual debt obligations.
--- ---
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REAL ESTATE FUND
PROPERTY TABLE
Fund %<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(2)^ Major Tenants
Property Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
VORNADO CAPITAL PARTNERS
REAL ESTATE FUND:
New York, NY:
Lucida, 86th Street and Lexington Avenue
(ground leased through 2082)** Target*, Hennes & Mauritz,
-Retail 100.0 % 100.0 % $ 252.09 98,000 98,000 Sephora, Bank of America
-Residential (39 units) 100.0 % 87.2 % 59,000 59,000
100.0 % 95.2 % 157,000 157,000 $ 145,075
Crowne Plaza Times Square (0.64 acres owned in<br><br>fee; 0.18 acres ground leased through 2187 and<br><br>0.05 acres ground leased through 2035)**
-Hotel (795 Rooms)
-Retail 75.3 % 99.3 % 178.10 50,000 50,000 New York Sports Club, Krispy Kreme, BHT Broadway
-Office 75.3 % 100.0 % 51.32 196,000 196,000 American Management Association, Open Jar, Association for Computing Machinery
75.3 % 99.9 % 74.63 246,000 246,000 274,355
501 Broadway 100.0 % 100.0 % 292.58 9,000 9,000 22,872 Capital One Financial Corporation
Miami, FL:
1100 Lincoln Road
-Retail 100.0 % 61.9 % 177.80 51,000 51,000 Banana Republic
-Theatre 100.0 % 100.0 % 43.75 79,000 79,000 Regal Cinema
100.0 % 85.1 % 79.50 130,000 130,000 82,750
Total Real Estate Fund 88.8 % 95.3 % 542,000 542,000 $ 525,052
Vornado's Ownership Interest 28.6 % 96.5 % 155,000 155,000 $ 153,212

________________________________

*    Lease not yet commenced.

**    Term assumes all renewal options exercised, if applicable.

(1) Weighted average annual rent per square foot excludes ground rent, storage rent and garages.
(2) Represents the contractual debt obligations.
--- ---
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OTHER
PROPERTY TABLE
Property %<br><br>Ownership %<br><br>Occupancy Weighted<br><br>Average Escalated<br><br>Annual Rent<br><br>PSF^(1)^ Square Feet Encumbrances<br><br>(non-GAAP)<br><br>(in thousands)^(3)^ Major Tenants
Total<br><br>Property In Service Under Development<br><br>or Not Available<br><br>for Lease
Owned by<br><br>Company Owned by<br><br>Tenant^(2)^
OTHER:
Virginia:
Rosslyn Plaza
-Office - 4 buildings 46.2 % 67.8 % $ 47.10 736,000 432,000 304,000 Corporate Executive Board, Nathan Associates, Inc.
-Residential - 2 buildings (197 units) 43.7 % 96.5 % 253,000 253,000
989,000 685,000 304,000 $ 38,364
Fashion Centre Mall 7.5 % 92.5 % 45.72 868,000 868,000 410,000 Macy's, Nordstrom
Washington Tower 7.5 % 75.0 % 54.20 170,000 170,000 40,000 The Rand Corporation
New Jersey:
Wayne Town Center, Wayne<br><br>(ground leased through 2064)** 100.0 % 100.0 % 34.98 682,000 196,000 443,000 43,000 JCPenney, Costco, Dick's Sporting Goods,
Nordstrom Rack
Maryland:
Annapolis<br><br>(ground and building leased through 2042)** 100.0 % 100.0 % 8.99 128,000 128,000 The Home Depot
Total Other 89.0 % $ 40.66 2,837,000 2,047,000 443,000 347,000 $ 488,364
Vornado's Ownership Interest 93.1 % $ 34.10 1,339,000 712,000 443,000 184,000 $ 53,090

________________________________

**    Term assumes all renewal options exercised, if applicable.

(1) Weighted average annual rent per square foot excludes ground rent, storage rent, garages and residential.
(2) Owned by tenant on land leased from the company.
--- ---
(3) Represents the contractual debt obligations.
--- ---
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INVESTOR INFORMATION
Executive Officers:
Steven Roth Chairman of the Board and Chief Executive Officer
David R. Greenbaum Vice Chairman
Michael J. Franco President
Joseph Macnow Executive Vice President - Chief Financial Officer and Chief Administrative Officer
Haim Chera Executive Vice President - Head of Retail
Barry S. Langer Executive Vice President - Development - Co-Head of Real Estate
Glen J. Weiss Executive Vice President - Office Leasing - Co-Head of Real Estate
RESEARCH COVERAGE - EQUITY
James Feldman/Elvis Rodriguez Richard Skidmore/Melissa Funk Nicholas Yulico/Joshua Burr
Bank of America/BofA Securities Goldman Sachs Scotia Capital (USA) Inc
646-855-5808/646-855-1589 801-741-5459/801-884-4127 212-225-6904/212-225-5415
John P. Kim/Frank Lee Daniel Ismail/Dylan Burzinski John W. Guinee/Aaron Wolf
BMO Capital Markets Green Street Advisors Stifel Nicolaus & Company
212-885-4115/415-591-2129 949-640-8780 443-224-1307/443-224-1206
Michael Bilerman/Emmanuel Korchman Anthony Paolone/Ray Zhong Michael Lewis/Alexei Siniakov
Citi JP Morgan SunTrust Robinson Humphrey
212-816-1383/212-816-1382 212-622-6682/212-622-5411 212-319-5659/212-590-0986
Derek Johnston/Tom Hennessy Vikram Malhotra/Adam J. Gabalski
Deutsche Bank Morgan Stanley
212-250-5683/212-250-4063 212-761-7064/212-761-8051
Steve Sakwa/Delia Whyte Alexander Goldfarb/Daniel Santos
Evercore ISI Piper Sandler
212-446-9462/212-446-9459 212-466-7937/212-466-7927
RESEARCH COVERAGE - DEBT
Andrew Molloy Jesse Rosenthal
Bank of America/Merrill Lynch CreditSights
646-855-6435 212-340-3816
Thierry Perrein Mark Streeter
Wells Fargo Securities JP Morgan
704-410-3262 212-834-5086
Research Coverage - Equity and Debt is provided as a service to interested parties and not as an endorsement of any report, or representation as to the accuracy of any information contained therein. Opinions, forecasts and other forward-looking statements expressed in analysts' reports are subject to change without notice.
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APPENDIX

DEFINITIONS AND NON-GAAP RECONCILIATIONS


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FINANCIAL SUPPLEMENT DEFINITIONS

The financial supplement includes various non-GAAP financial measures. Descriptions of these non-GAAP measures are provided below. Reconciliations of these non-GAAP measures to the most directly comparable GAAP measures are provided on the following pages.

Net Operating Income ("NOI") at Share and NOI at Share - Cash Basis - NOI at share represents total revenues less operating expenses including our share of partially owned entities. NOI at share - cash basis represents NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We consider NOI at share - cash basis to be the primary non-GAAP financial measure for making decisions and assessing the unlevered performance of our segments as it relates to the total return on assets as opposed to the levered return on equity. As properties are bought and sold based on NOI at share - cash basis, we utilize this measure to make investment decisions as well as to compare the performance of our assets to that of our peers. NOI at share and NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies. NOI at share - cash basis includes rent that has been deferred as a result of the COVID-19 pandemic. Rent deferrals generally require repayment in monthly installments over a period of time not to exceed twelve months.

Same Store NOI at Share and Same Store NOI at Share - Cash Basis - Same store NOI at share represents NOI at share from operations which are in service in both the current and prior year reporting periods. Same store NOI at share - cash basis is same store NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We present these non-GAAP measures to (i) facilitate meaningful comparisons of the operational performance of our properties and segments, (ii) make decisions on whether to buy, sell or refinance properties, and (iii) compare the performance of our properties and segments to those of our peers. Same store NOI at share and same store NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies.

Funds From Operations ("FFO") - FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts ("NAREIT"). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of depreciable real estate assets, real estate impairment losses, depreciation and amortization expense from real estate assets and other specified items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are non-GAAP financial measures used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because it excludes the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies.

Funds Available For Distribution ("FAD") - FAD is defined as FFO less (i) cash basis recurring tenant improvements, leasing commissions and capital expenditures, (ii) straight-line rents and amortization of acquired below-market leases, net, and (iii) other non-cash income, plus (iv) other non-cash charges. FAD is a non-GAAP financial measure that is not intended to represent cash flow and is not indicative of cash flow provided by operating activities as determined in accordance with GAAP. FAD is presented solely as a supplemental disclosure that management believes provides useful information regarding the Company's ability to fund its dividends.

  • i -

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NON-GAAP RECONCILIATIONSRECONCILIATION OF NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS TO NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS, AS ADJUSTED (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Six Months Ended<br>June 30,
June 30, March 31, <br>2020
2020 2019 2020 2019
Net (loss) income attributable to common shareholders $ (197,750 ) $ 2,400,195 $ 4,963 $ (192,787 ) $ 2,581,683
Per diluted share $ (1.03 ) $ 12.56 $ 0.03 $ (1.01 ) $ 13.51
Certain expense (income) items that impact net (loss) income attributable to common shareholders:
Non-cash impairment loss on our investment in Fifth Avenue and Times Square JV, reversing a portion of the 2.559 billion gain recognized on the April 2019 transfer to the joint venture attributable to the GAAP required write-up of the retained interest $ 305,859 $ $ $ 305,859 $
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260 ) 101,092 (70,260 ) 101,092
After-tax net gain on sale of 220 CPS condominium units (49,005 ) (88,921 ) (59,911 ) (108,916 ) (219,875 )
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 7,261 13,369
Our share of loss from real estate fund investments 6,089 20,758 56,158 62,247 23,662
Net gain on transfer to Fifth Avenue and Times Square retail JV, net of 11,945 attributable to noncontrolling interests (2,559,154 ) (2,559,154 )
Real estate impairment losses 7,500 7,500
Mark-to-market (increase) decrease in PREIT common shares (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) (1,313 ) 4,938 4,938 14,336
Net gain from sale of UE common shares (sold on March 4, 2019) (62,395 )
Prepayment penalty in connection with redemption of 400 million 5.00% senior unsecured notes due January 2022 22,540
Mark-to-market increase in Lexington Realty Trust common shares (sold on March 1, 2019) (16,068 )
Other 2,019 2,802 7,896 9,915 3,954
200,810 (2,517,236 ) 16,342 217,152 (2,684,408 )
Noncontrolling interests' share of above adjustments (11,659 ) 159,593 (1,072 ) (13,661 ) 170,191
Total of certain expense (income) items that impact net (loss) income attributable to common shareholders $ 189,151 $ (2,357,643 ) $ 15,270 $ 203,491 $ (2,514,217 )
Per diluted share (non-GAAP) $ 0.99 $ (12.34 ) $ 0.08 $ 1.07 $ (13.16 )
Net (loss) income attributable to common shareholders, as adjusted (non-GAAP) $ (8,599 ) $ 42,552 $ 20,233 $ 10,704 $ 67,466
Per diluted share (non-GAAP) $ (0.04 ) $ 0.22 $ 0.11 $ 0.06 $ 0.35

All values are in US Dollars.

  • ii -

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NON-GAAP RECONCILIATIONSRECONCILIATION OF NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS TO FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Six Months Ended<br>June 30,
June 30, March 31, <br>2020
2020 2019 2020 2019
Reconciliation of our net (loss) income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP):
Net (loss) income attributable to common shareholders $ (197,750 ) $ 2,400,195 $ 4,963 $ (192,787 ) $ 2,581,683
Per diluted share $ (1.03 ) $ 12.56 $ 0.03 $ (1.01 ) $ 13.51
FFO adjustments:
Depreciation and amortization of real property $ 85,179 $ 105,453 $ 85,136 $ 170,315 $ 213,936
Net gain on transfer to Fifth Avenue and Times Square JV on April 18, 2019, net of 11,945 attributable to noncontrolling interests (2,559,154 ) (2,559,154 )
Real estate impairment losses 31,436 31,436
Net gain from sale of UE common shares (sold on March 4, 2019) (62,395 )
(Increase) decrease in fair value of marketable securities:
PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) (1,313 ) 4,938 4,938 14,336
Lexington (sold on March 1, 2019) (16,068 )
Other 1 (41 )
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at FFO:
Non-cash impairment loss on our investment in Fifth Avenue and Times Square JV, reversing a portion of the 2.559 billion gain recognized on the April 2019 transfer to the joint venture attributable to the GAAP required write-up of the retained interest 305,859 305,859
Depreciation and amortization of real property 39,736 34,631 40,423 80,159 59,621
(Increase) decrease in fair value of marketable securities (565 ) 1,709 3,691 3,126 1,697
430,209 (2,387,237 ) 134,188 564,397 (2,316,632 )
Noncontrolling interests' share of above adjustments (29,215 ) 151,357 (8,804 ) (38,019 ) 146,933
FFO adjustments, net $ 400,994 $ (2,235,880 ) $ 125,384 $ 526,378 $ (2,169,699 )
FFO attributable to common shareholders (non-GAAP) $ 203,244 $ 164,315 $ 130,347 $ 333,591 $ 411,984
Convertible preferred share dividends 12 14 13 25 29
FFO attributable to common shareholders plus assumed conversions (non-GAAP) 203,256 164,329 130,360 333,616 412,013
Add back of FFO allocated to noncontrolling interests of the Operating Partnership 13,283 10,684 8,459 21,594 26,669
FFO - OP Basis (non-GAAP) $ 216,539 $ 175,013 $ 138,819 $ 355,210 $ 438,682
FFO per diluted share (non-GAAP) $ 1.06 $ 0.86 $ 0.68 $ 1.75 $ 2.16

All values are in US Dollars.

  • iii -

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NON-GAAP RECONCILIATIONSRECONCILIATION OF FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS TO FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS, AS ADJUSTED (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Six Months Ended<br>June 30,
June 30, March 31, <br>2020
2020 2019 2020 2019
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 203,256 $ 164,329 $ 130,360 $ 333,616 $ 412,013
Per diluted share (non-GAAP) $ 1.06 $ 0.86 $ 0.68 $ 1.75 $ 2.16
Certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions:
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs $ (70,260 ) $ 77,156 $ $ (70,260 ) $ 77,156
After-tax net gain on sale of 220 CPS condominium units (49,005 ) (88,921 ) (59,911 ) (108,916 ) (219,875 )
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 7,261 13,369
Our share of loss from real estate fund investments 6,089 20,758 56,158 62,247 23,662
Prepayment penalty in connection with redemption of 400 million 5.00% senior unsecured notes due January 2022 22,540
Other 2,459 1,092 4,205 6,664 2,298
(104,609 ) 10,085 7,713 (96,896 ) (94,219 )
Noncontrolling interests' share of above adjustments $ 7,103 $ (639 ) $ (506 ) $ 6,120 $ 5,996
Total of certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions, net $ (97,506 ) $ 9,446 $ 7,207 $ (90,776 ) $ (88,223 )
Per diluted share (non-GAAP) $ (0.51 ) $ 0.05 $ 0.04 $ (0.48 ) $ (0.46 )
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 105,750 $ 173,775 $ 137,567 $ 242,840 $ 323,790
Per diluted share (non-GAAP) $ 0.55 $ 0.91 $ 0.72 $ 1.27 $ 1.70

All values are in US Dollars.

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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF FFO ATTRIBUTABLE TO COMMON SHAREHOLDERS PLUS ASSUMED CONVERSIONS TO FAD (unaudited)
(Amounts in thousands)
For the Three Months Ended For the Six Months Ended<br>June 30,
June 30, March 31, <br>2020
2020 2019 2020 2019
FFO attributable to common shareholders plus assumed conversions (non-GAAP) (A) $ 203,256 $ 164,329 $ 130,360 $ 333,616 $ 412,013
Adjustments to arrive at FAD (non-GAAP):
Certain items that impact FAD (105,228 ) 2,913 5,630 (99,598 ) (102,564 )
Recurring tenant improvements, leasing commissions and other capital expenditures (35,030 ) (63,456 ) (53,479 ) (88,509 ) (104,577 )
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 34,190 9,748 3,076 37,266 4,567
Stock-based compensation expense 7,703 10,520 25,765 33,468 42,174
Amortization of debt issuance costs 6,032 7,828 5,276 11,308 18,653
Personal property depreciation 1,749 1,571 1,825 3,574 3,084
Noncontrolling interests in the Operating Partnership's share of above adjustments 6,151 1,958 781 6,969 8,791
FAD adjustments, net^(1)^ (B) (84,433 ) (28,918 ) (11,126 ) (95,522 ) (129,872 )
FAD (non-GAAP) (A+B) $ 118,823 $ 135,411 $ 119,234 $ 238,094 $ 282,141
FAD payout ratio^(2)^ 106.5 % 93.0 % 106.5 % 105.6 % 89.2 %

________________________________

(1) Certain prior year adjustments have been restated in order to conform to the current period presentation which includes our share of partially owned entities.
(2) FAD payout ratios on a quarterly basis are not necessarily indicative of amounts for the full year due to fluctuation in timing of cash based expenditures, the commencement of new leases and the seasonality of our operations.
--- ---
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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET (LOSS) INCOME TO NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS (unaudited)
(Amounts in thousands) For the Three Months Ended For the Six Months Ended<br>June 30,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
June 30, March 31, 2020
2020 2019 2020 2019
Net (loss) income $ (217,352 ) $ 2,596,693 $ (104,503 ) $ (321,855 ) $ 2,809,737
Depreciation and amortization expense 92,805 113,035 92,793 185,598 229,744
General and administrative expense 35,014 38,872 52,834 87,848 96,892
(Lease liability extinguishment gain) transaction related costs and impairment losses (69,221 ) 101,590 71 (69,150 ) 101,739
Loss (income) from partially owned entities 291,873 (22,873 ) (19,103 ) 272,770 (30,193 )
Loss from real estate fund investments 28,042 15,803 183,463 211,505 15,970
Interest and other investment loss (income), net 2,893 (7,840 ) 5,904 8,797 (12,885 )
Interest and debt expense 58,405 63,029 58,842 117,247 165,492
Net gain on transfer to Fifth Avenue and Times Square JV (2,571,099 ) (2,571,099 )
Net gains on disposition of wholly owned and partially owned assets (55,695 ) (111,713 ) (68,589 ) (124,284 ) (332,007 )
Income tax expense 1,837 26,914 12,813 14,650 56,657
(Income) loss from discontinued operations (60 ) 77
NOI from partially owned entities 69,487 82,974 81,881 151,368 150,376
NOI attributable to noncontrolling interests in consolidated subsidiaries (15,448 ) (16,416 ) (15,493 ) (30,941 ) (33,819 )
NOI at share 222,640 308,909 280,913 503,553 646,681
Non cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 34,190 9,748 3,076 37,266 4,567
NOI at share - cash basis $ 256,830 $ 318,657 $ 283,989 $ 540,819 $ 651,248
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NON-GAAP RECONCILIATIONS<br><br>COMPONENTS OF NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS (unaudited)
(Amounts in thousands) For the Three Months Ended June 30,
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Total Revenues Operating Expenses NOI Non-cash Adjustments^(1)^ NOI - cash basis
2020 2019 2020 2019 2020 2019 2020 2019 2020 2019
New York $ 270,628 $ 376,381 $ (140,207 ) $ (187,819 ) $ 130,421 $ 188,562 $ 34,216 $ 13,308 $ 164,637 $ 201,870
Other 72,398 86,722 (34,218 ) (32,933 ) 38,180 53,789 1,165 1,492 39,345 55,281
Consolidated total 343,026 463,103 (174,425 ) (220,752 ) 168,601 242,351 35,381 14,800 203,982 257,151
Noncontrolling interests' share in consolidated subsidiaries (26,180 ) (26,334 ) 10,732 9,918 (15,448 ) (16,416 ) (528 ) 218 (15,976 ) (16,198 )
Our share of partially owned entities 108,966 124,214 (39,479 ) (41,240 ) 69,487 82,974 (663 ) (5,270 ) 68,824 77,704
Vornado's share $ 425,812 $ 560,983 $ (203,172 ) $ (252,074 ) $ 222,640 $ 308,909 $ 34,190 $ 9,748 $ 256,830 $ 318,657 For the Three Months Ended March 31, 2020
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Total Revenues Operating Expenses NOI Non-cash Adjustments^(1)^ NOI - cash basis
New York $ 355,615 $ (183,031 ) $ 172,584 $ 5,423 $ 178,007
Other 88,917 (46,976 ) 41,941 1,965 43,906
Consolidated total 444,532 (230,007 ) 214,525 7,388 221,913
Noncontrolling interests' share in consolidated subsidiaries (26,909 ) 11,416 (15,493 ) 197 (15,296 )
Our share of partially owned entities 124,101 (42,220 ) 81,881 (4,509 ) 77,372
Vornado's share $ 541,724 $ (260,811 ) $ 280,913 $ 3,076 $ 283,989 For the Six Months Ended June 30,
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Total Revenues Operating Expenses NOI Non-cash Adjustments^(1)^ NOI - cash basis
2020 2019 2020 2019 2020 2019 2020 2019 2020 2019
New York $ 626,243 $ 819,666 $ (323,238 ) $ (385,914 ) $ 303,005 $ 433,752 $ 39,639 $ 8,225 $ 342,644 $ 441,977
Other 161,315 178,105 (81,194 ) (81,733 ) 80,121 96,372 3,130 3,399 83,251 99,771
Consolidated total 787,558 997,771 (404,432 ) (467,647 ) 383,126 530,124 42,769 11,624 425,895 541,748
Noncontrolling interests' share in consolidated subsidiaries (53,089 ) (54,566 ) 22,148 20,747 (30,941 ) (33,819 ) (331 ) 158 (31,272 ) (33,661 )
Our share of partially owned entities 233,067 231,729 (81,699 ) (81,353 ) 151,368 150,376 (5,172 ) (7,215 ) 146,196 143,161
Vornado's share $ 967,536 $ 1,174,934 $ (463,983 ) $ (528,253 ) $ 503,553 $ 646,681 $ 37,266 $ 4,567 $ 540,819 $ 651,248

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(1) Includes adjustments for straight-line rents, amortization of acquired below-market leases, net and other.
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED JUNE 30, 2020 COMPARED TO JUNE 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share for the three months ended June 30, 2020 $ 222,640 $ 188,968 $ 17,803 $ 14,837 $ 1,032
Less NOI at share from:
Development properties (7,376 ) (7,372 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,516 8,516
Other non-same store income, net (9,373 ) (8,283 ) (58 ) (1,032 )
Same store NOI at share for the three months ended June 30, 2020 $ 214,407 $ 181,829 $ 17,803 $ 14,775 $
NOI at share for the three months ended June 30, 2019 $ 308,909 $ 257,702 $ 30,974 $ 15,358 $ 4,875
Less NOI at share from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (5,479 ) (5,479 )
Dispositions (3,696 ) (3,696 )
Development properties (14,538 ) (14,538 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (4,031 ) (4,031 )
Other non-same store expense (income), net 2,792 7,459 6 202 (4,875 )
Same store NOI at share for the three months ended June 30, 2019 $ 283,957 $ 237,417 $ 30,980 $ 15,560 $
Decrease in same store NOI at share for the three months ended June 30, 2020 compared to June 30, 2019 $ (69,550 ) $ (55,588 ) $ (13,177 ) $ (785 ) $
% decrease in same store NOI at share (24.5 )% (23.4 )% (42.5 )% ^(1)^ (5.0 )% %

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(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE SIX MONTHS ENDED JUNE 30, 2020 COMPARED TO JUNE 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share for the six months ended June 30, 2020 $ 503,553 $ 431,527 $ 38,916 $ 30,068 $ 3,042
Less NOI at share from:
Development properties (21,642 ) (21,638 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,516 8,516
Other non-same store (income) expense, net (17,533 ) (14,172 ) (422 ) 103 (3,042 )
Same store NOI at share for the six months ended June 30, 2020 $ 472,894 $ 404,233 $ 38,494 $ 30,167 $
NOI at share for the six months ended June 30, 2019 $ 646,681 $ 541,060 $ 54,497 $ 29,859 $ 21,265
Less NOI at share from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (35,770 ) (35,770 )
Dispositions (7,096 ) (7,096 )
Development properties (35,131 ) (35,131 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (4,031 ) (4,031 )
Other non-same store (income) expense, net (15,586 ) 5,054 345 280 (21,265 )
Same store NOI at share for the six months ended June 30, 2019 $ 549,067 $ 464,086 $ 54,842 $ 30,139 $
(Decrease) increase in same store NOI at share for the six months ended June 30, 2020 compared to June 30, 2019 $ (76,173 ) $ (59,853 ) $ (16,348 ) $ 28 $
% (decrease) increase in same store NOI at share (13.9 )% (12.9 )% (29.8 )% ^(1)^ 0.1 % %

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(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED JUNE 30, 2020 COMPARED TO MARCH 31, 2020 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share for the three months ended June 30, 2020 $ 222,640 $ 188,968 $ 17,803 $ 14,837 $ 1,032
Less NOI at share from:
Development properties (7,380 ) (7,376 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,516 8,516
Other non-same store income, net (9,010 ) (7,920 ) (58 ) (1,032 )
Same store NOI at share for the three months ended June 30, 2020 $ 214,766 $ 182,188 $ 17,803 $ 14,775 $
NOI at share for the three months ended March 31, 2020 $ 280,913 $ 242,559 $ 21,113 $ 15,231 $ 2,010
Less NOI at share from:
Development properties (12,996 ) (12,996 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 9,356 9,356
Other non-same store (income) expense, net (7,705 ) (5,434 ) (422 ) 161 (2,010 )
Same store NOI at share for the three months ended March 31, 2020 $ 269,568 $ 233,485 $ 20,691 $ 15,392 $
Decrease in same store NOI at share for the three months ended June 30, 2020 compared to March 31, 2020 $ (54,802 ) $ (51,297 ) $ (2,888 ) $ (617 ) $
% decrease in same store NOI at share (20.3 )% (22.0 )% (14.0 )% ^(1)^ (4.0 )% %

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(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED JUNE 30, 2020 COMPARED TO JUNE 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended June 30, 2020 $ 256,830 $ 221,911 $ 17,765 $ 15,005 $ 2,149
Less NOI at share - cash basis from:
Development properties (9,475 ) (9,471 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,525 8,525
Other non-same store (income) expense, net (13,174 ) (11,072 ) 47 (2,149 )
Same store NOI at share - cash basis for the three months ended June 30, 2020 $ 242,706 $ 209,893 $ 17,765 $ 15,048 $
NOI at share - cash basis for the three months ended June 30, 2019 $ 318,657 $ 266,139 $ 31,984 $ 15,595 $ 4,939
Less NOI at share - cash basis from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (5,183 ) (5,183 )
Dispositions (3,879 ) (3,879 )
Development properties (23,364 ) (23,364 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (3,982 ) (3,982 )
Other non-same store (income) expense, net (10,214 ) (5,409 ) 6 128 (4,939 )
Same store NOI at share - cash basis for the three months ended June 30, 2019 $ 272,035 $ 224,322 $ 31,990 $ 15,723 $
Decrease in same store NOI at share - cash basis for the three months ended June 30, 2020 compared to June 30, 2019 $ (29,329 ) $ (14,429 ) $ (14,225 ) $ (675 ) $
% decrease in same store NOI at share - cash basis (10.8 )% (6.4 )% (44.5 )% ^(1)^ (4.3 )% %

________________________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE SIX MONTHS ENDED JUNE 30, 2020 COMPARED TO JUNE 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share - cash basis for the six months ended June 30, 2020 $ 540,819 $ 465,576 $ 40,470 $ 30,440 $ 4,333
Less NOI at share - cash basis from:
Development properties (27,591 ) (27,587 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,525 8,525
Other non-same store income, net (26,130 ) (21,366 ) (422 ) (9 ) (4,333 )
Same store NOI at share - cash basis for the six months ended June 30, 2020 $ 495,623 $ 425,148 $ 40,048 $ 30,427 $
NOI at share - cash basis for the six months ended June 30, 2019 $ 651,248 $ 542,879 $ 56,896 $ 30,340 $ 21,133
Less NOI at share - cash basis from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (32,905 ) (32,905 )
Dispositions (7,460 ) (7,460 )
Development properties (47,703 ) (47,703 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) (3,982 ) (3,982 )
Other non-same store (income) expense, net (30,379 ) (9,797 ) 345 206 (21,133 )
Same store NOI at share - cash basis for the six months ended June 30, 2019 $ 528,819 $ 441,032 $ 57,241 $ 30,546 $
Decrease in same store NOI at share - cash basis for the six months ended June 30, 2020 compared to June 30, 2019 $ (33,196 ) $ (15,884 ) $ (17,193 ) $ (119 ) $
% decrease in same store NOI at share - cash basis (6.3 )% (3.6 )% (30.0 )% ^(1)^ (0.4 )% %

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(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE THREE MONTHS ENDED JUNE 30, 2020 COMPARED TO MARCH 31, 2020 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended June 30, 2020 $ 256,830 $ 221,911 $ 17,765 $ 15,005 $ 2,149
Less NOI at share - cash basis from:
Development properties (9,478 ) (9,474 ) (4 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 8,525 8,525
Other non-same store (income) expense, net (12,772 ) (10,670 ) 47 (2,149 )
Same store NOI at share - cash basis for the three months ended June 30, 2020 $ 243,105 $ 210,292 $ 17,765 $ 15,048 $
NOI at share - cash basis for the three months ended March 31, 2020 $ 283,989 $ 243,665 $ 22,705 $ 15,435 $ 2,184
Less NOI at share - cash basis from:
Development properties (17,024 ) (17,024 )
Hotel Pennsylvania (temporarily closed beginning April 1, 2020) 9,364 9,364
Other non-same store income, net (12,521 ) (9,858 ) (422 ) (57 ) (2,184 )
Same store NOI at share - cash basis for the three months ended March 31, 2020 $ 263,808 $ 226,147 $ 22,283 $ 15,378 $
Decrease in same store NOI at share - cash basis for the three months ended June 30, 2020 compared to March 31, 2020 $ (20,703 ) $ (15,855 ) $ (4,518 ) $ (330 ) $
% decrease in same store NOI at share - cash basis (7.8 )% (7.0 )% (20.3 )% ^(1)^ (2.1 )% %

________________________________

(1) The decrease is primarily due to the effects of the COVID-19 pandemic, causing trade shows to be cancelled from late March 2020 through the remainder of the year.
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NON-GAAP RECONCILIATIONS
RECONCILIATION OF CONSOLIDATED REVENUES TO OUR PRO RATA SHARE OF REVENUES (ANNUALIZED) (unaudited)
(Amounts in thousands)
For the<br>Three Months Ended<br>June 30, 2020
Consolidated revenues $ 343,026
Noncontrolling interest adjustments (26,180 )
Consolidated revenues at our share (non-GAAP) 316,846
Unconsolidated revenues at our share (non-GAAP) 108,966
Our pro rata share of revenues (non-GAAP) $ 425,812
Our pro rata share of revenues (annualized) (non-GAAP) $ 1,703,248
RECONCILIATION OF CONSOLIDATED DEBT, NET TO CONTRACTUAL DEBT (NON-GAAP) (unaudited)
--- --- --- --- --- --- ---
(Amounts in thousands)
As of June 30, 2020
Consolidated<br><br>Debt, net Deferred Financing<br><br>Costs, Net and Other Contractual<br><br>Debt (non-GAAP)
Mortgages payable $ 5,638,352 $ 24,305 $ 5,662,657
Senior unsecured notes 446,279 3,721 450,000
$800 Million unsecured term loan 796,236 3,764 800,000
$2.75 Billion unsecured revolving credit facilities 1,075,000 1,075,000
$ 7,955,867 $ 31,790 $ 7,987,657
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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME (LOSS) TO EBITDAre (unaudited)
(Amounts in thousands)

EBITDAre (i.e., EBITDA for real estate companies) is a non-GAAP financial measure established by NAREIT, which may not be comparable to EBITDA reported by other REITs that do not compute EBITDA in accordance with the NAREIT definition. The White Paper on EBITDAre approved by the Board of Governors of NAREIT in September 2017 defines EBITDAre as GAAP net income (loss), plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property including losses and gains on change of control, plus impairment write-downs of depreciated property and of investments in unconsolidated joint ventures caused by a decrease in value of depreciated property in the joint venture, plus adjustments to reflect the entity's share of EBITDA of unconsolidated joint ventures. The Company has included EBITDAre because it is a performance measure used by other REITs and therefore may provide useful information to investors in comparing Vornado's performance to that of other REITs.

For the Three Months Ended For the Six Months Ended June 30,
June 30, March 31, <br>2020
2020 2019 2020 2019
Reconciliation of net (loss) income to EBITDAre (non-GAAP):
Net (loss) income $ (217,352 ) $ 2,596,693 $ (104,503 ) $ (321,855 ) $ 2,809,737
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 17,768 (21,451 ) 122,387 140,155 (28,271 )
Net income attributable to the Operating Partnership (199,584 ) 2,575,242 17,884 (181,700 ) 2,781,466
EBITDAre adjustments at share:
Non-cash impairment loss on our investment in Fifth Avenue and Times Square JV, reversing a portion of the $2.559 billion gain recognized on the April 2019 transfer to the joint venture attributable to the GAAP required write-up of the retained interest 305,859 305,859
Depreciation and amortization expense 126,664 141,655 127,384 254,048 276,641
Interest and debt expense 78,029 87,987 81,816 159,845 216,055
Net gain on transfer to Fifth Avenue and Times Square JV on April 18, 2019, net of $11,945 attributable to noncontrolling interests (2,559,154 ) (2,559,154 )
Real estate impairment losses 31,436 31,436
Income tax expense 1,752 27,006 12,892 14,644 56,930
EBITDAre at share 312,720 304,172 239,976 552,696 803,374
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries (6,484 ) 20,563 (111,737 ) (118,221 ) 40,372
EBITDAre (non-GAAP) $ 306,236 $ 324,735 $ 128,239 $ 434,475 $ 843,746
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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF EBITDAre TO EBITDAre, AS ADJUSTED (unaudited)
(Amounts in thousands)
For the Three Months Ended For the Six Months Ended June 30,
June 30, March 31, <br>2020
2020 2019 2020 2019
EBITDAre (non-GAAP) $ 306,236 $ 324,735 $ 128,239 $ 434,475 $ 843,746
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries 6,484 (20,563 ) 111,737 118,221 (40,372 )
Certain (income) expense items that impact EBITDAre:
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260 ) 77,156 (70,260 ) 77,156
Gain on sale of 220 CPS condominium units (55,695 ) (111,713 ) (68,589 ) (124,284 ) (269,612 )
Our share of loss from real estate fund investments 6,089 20,758 56,158 62,247 23,662
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 7,261 13,369
Mark-to-market decrease in PREIT common shares (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) (1,313 ) 4,938 4,938 14,336
Net gain from sale of UE common shares (sold on March 4, 2019) (62,395 )
Mark-to-market increase in Lexington common shares (sold on March 1, 2019) (16,068 )
Other 2,203 2,802 7,662 9,865 2,825
Total of certain (income) expense items that impact EBITDAre (111,555 ) (12,310 ) 7,430 (104,125 ) (230,096 )
EBITDAre, as adjusted (non-GAAP) $ 201,165 $ 291,862 $ 247,406 $ 448,571 $ 573,278
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