8-K

VORNADO REALTY TRUST (VNO)

8-K 2020-11-03 For: 2020-11-02
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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):

November 2, 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
--- --- ---
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 November 2, 2020, Vornado Realty Trust (the “Company”), the general partner of Vornado Realty L.P., issued a press release announcing its financial results for the third 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:
99.1vno-093020xxex991xearn.htm Vornado Realty Trust Press Release Dated November 2, 2020
99.2 Vornado Realty Trust supplemental operating and financial data for the quarter ended September 30, 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 TRUST
(Registrant)
By: /s/ Matthew Iocco
Name: Matthew Iocco
Title: Chief Accounting Officer (duly authorized<br>officer and principal accounting officer)

Date: November 3, 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>Realty Trust, sole General Partner of Vornado Realty<br>L.P. (duly authorized officer and principal accounting<br>officer)

Date: November 3, 2020

3

Document

EXHIBIT 99.1

vnortlogoblack2a411a.jpg

Vornado Announces Third Quarter 2020 Financial Results

November 2, 2020 04:30 PM Eastern Standard Time

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

Quarter Ended September 30, 2020 Financial Results

NET INCOME attributable to common shareholders for the quarter ended September 30, 2020 was $53,170,000, or $0.28 per diluted share, compared to $322,906,000, or $1.69 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 September 30, 2020 was $16,613,000, or $0.09 per diluted share, and net income attributable to common shareholders, as adjusted for the quarter ended September 30, 2019 was $52,624,000, or $0.28 per diluted share.

FUNDS FROM OPERATIONS ("FFO") attributable to common shareholders plus assumed conversions (non-GAAP) for the quarter ended September 30, 2020 was $278,507,000, or $1.46 per diluted share, compared to $279,509,000, or $1.46 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 September 30, 2020 and 2019 was $112,595,000 and $170,966,000, or $0.59 and $0.89 per diluted share, respectively.

Nine Months Ended September 30, 2020 Financial Results

NET LOSS attributable to common shareholders for the nine months ended September 30, 2020 was $139,617,000, or $0.73 per diluted share, compared to net income attributable to common shareholders of $2.905 billion, or $15.20 per diluted share, for the nine months ended September 30, 2019. 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 nine months ended September 30, 2020 was $6,523,000, or $0.03 per diluted share, and net income attributable to common shareholders, as adjusted for the quarter ended September 30, 2019 was $120,372,000, or $0.63 per diluted share, respectively.

FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the nine months ended September 30, 2020 was $612,123,000, or $3.20 per diluted share, compared to $691,522,000, or $3.62 per diluted share, for the nine months ended September 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 nine months ended September 30, 2020 and 2019 was $356,065,000 and $494,936,000, or $1.86 and $2.59 per diluted share, respectively.

The following table reconciles our net income (loss) 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>September 30, For the Nine Months Ended<br>September 30,
2020 2019 2020 2019
Net income (loss) attributable to common shareholders $ 53,170 $ 322,906 $ (139,617) $ 2,904,589
Per diluted share $ 0.28 $ 1.69 $ (0.73) $ 15.20
Certain (income) expense items that impact net income (loss) attributable to common shareholders:
After-tax net gain on sale of 220 Central Park South ("220 CPS") condominium units $ (186,909) $ (109,035) $ (295,825) $ (328,910)
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 103,201 409,060
Severance accrual related to Hotel Pennsylvania closure, net of $3,145 of income tax benefit 6,101 6,101
Our share of loss (income) from real estate fund investments 2,524 (1,455) 64,771 22,207
Net gains on sale of real estate (primarily our 25% interest in 330 Madison Avenue in 2019) (178,769) (178,769)
Mark-to-market 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) 4,875 4,938 19,211
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260) 101,092
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 13,369
Net gain on transfer to Fifth Avenue and Times Square retail JV, net of $11,945 attributable to noncontrolling interests (2,559,154)
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)
Real estate impairment losses 7,500
Other 766 (4,811) 10,681 (857)
(74,317) (289,195) 142,835 (2,973,603)
Noncontrolling interests' share of above adjustments 4,534 18,913 (9,741) 189,386
Total of certain (income) expense items that impact net income (loss) attributable to common shareholders $ (69,783) $ (270,282) $ 133,094 $ (2,784,217)
Net (loss) income attributable to common shareholders, as adjusted (non-GAAP) $ (16,613) $ 52,624 $ (6,523) $ 120,372
Per diluted share (non-GAAP) $ (0.09) $ 0.28 $ (0.03) $ 0.63

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>September 30, For the Nine Months Ended<br>September 30,
2020 2019 2020 2019
FFO attributable to common shareholders plus assumed conversions (non-GAAP)(1) $ 278,507 $ 279,509 $ 612,123 $ 691,522
Per diluted share (non-GAAP) $ 1.46 $ 1.46 $ 3.20 $ 3.62
Certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions:
After-tax net gain on sale of 220 CPS condominium units $ (186,909) $ (109,035) $ (295,825) $ (328,910)
Severance accrual related to Hotel Pennsylvania closure, net of $3,145 of income tax benefit 6,101 6,101
Our share of loss (income) from real estate fund investments 2,524 (1,455) 64,771 22,207
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260) 77,156
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 13,369
Prepayment penalty in connection with redemption of $400 million 5.00% senior unsecured notes due January 2022 22,540
Other 381 (5,229) 7,045 (2,931)
(177,903) (115,719) (274,799) (209,938)
Noncontrolling interests' share of above adjustments 11,991 7,176 18,741 13,352
Total of certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions, net $ (165,912) $ (108,543) $ (256,058) $ (196,586)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 112,595 $ 170,966 $ 356,065 $ 494,936
Per diluted share (non-GAAP) $ 0.59 $ 0.89 $ 1.86 $ 2.59

____________________________________________________________

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

COVID-19 Pandemic

Our business has 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 closed the Hotel Pennsylvania. In connection with the closure, we accrued $9,246,000 of severance for furloughed Hotel Pennsylvania union employees and recognized a corresponding $3,145,000 income tax benefit for the three and nine months ended September 30, 2020.

•We have cancelled trade shows at theMART for the remainder of 2020.

•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 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 October 31, 2020, 40% of the furloughed employees have returned to work.

•Effective April 1, 2020, our executive officers waived portions of their annual base salary for the remainder of 2020.

•Effective April 1, 2020, each non-management member of our Board of Trustees agreed to forgo their $75,000 annual cash retainer for the remainder of 2020.

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 September 30, 2020, we collected 93% (95% including rent deferrals) of rent due from our tenants, comprised of 95% (97% including rent deferrals) from our office tenants and 82% (85% 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 $13,873,000 and $50,170,000 of receivables arising from the straight-lining of rents for the three and nine months ended September 30, 2020, respectively, including the JCPenney retail lease at Manhattan Mall and the New York & Company, Inc. office lease at 330 West 34th Street. Both tenants have filed for Chapter 11 bankruptcy. In addition, we have written off $12,364,000 and $21,186,000 of tenant receivables deemed uncollectible for the three and nine months ended September 30, 2020, respectively. These write-offs resulted in a reduction of lease revenues and our share of income from partially owned entities. 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 2020, we have 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 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 non-cash impairment losses, net of noncontrolling interests, of $103,201,000 and $409,060,000, respectively, during the three and nine months ended September 30, 2020. The impairment losses are included in “(loss) income from partially owned entities” on our consolidated statements of income. 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 - Q3 2020 vs. Q3 2019

The following table bridges our FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2019 to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 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 September 30, 2019 $ 171.0 $ 0.89
(Decrease) increase in FFO, as adjusted due to:
Write-offs of straight-line rent receivables - non-cash ($13.9) and tenant receivables deemed uncollectible ($12.4) (26.3)
Hotel Pennsylvania closed since April 1, 2020 (10.6)
Other tenant related items (9.1)
theMART (primarily $5.6 from the cancellation of trade shows) (7.5)
PENN District out of service for redevelopment (6.3)
Lower revenues from Signage ($4.0) and BMS ($2.1) (6.1)
Asset sales (2.0)
Interest expense decrease (partially offset by lower capitalized interest) and other, net 7.1
(60.8)
Noncontrolling interests' share of above items 2.4
Net decrease (58.4) (0.30)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2020 $ 112.6 $ 0.59

See page 13 for reconciliations of our net income (loss) attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three and nine months ended September 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.

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 nine months ended September 30, 2020.

220 CPS

During the three months ended September 30, 2020, we closed on the sale of 19 condominium units at 220 CPS for net proceeds of $591,104,000 resulting in a financial statement net gain of $214,578,000 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, $27,669,000 of income tax expense was recognized on our consolidated statements of income. During the nine months ended September 30, 2020, we closed on the sale of 30 condominium units at 220 CPS for net proceeds of $939,292,000 resulting in a financial statement net gain of $338,862,000. In connection with these sales, $43,037,000 of income tax expense was recognized on our consolidated statements of income. From inception to September 30, 2020, we have closed on the sale of 95 units for net proceeds of $2,759,424,000 resulting in financial statement net gains of $1,024,479,000.

Financings:

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% (1.15% as of September 30, 2020). The entire $800,000,000 will float thereafter for the duration of the loan through February 2024.

On August 12, 2020, we amended the $700,000,000 mortgage loan on 770 Broadway, a 1.2 million square foot Manhattan office building, to extend the term one year through March 2022.

On September 14, 2020, Alexander's, Inc. (NYSE: ALX) ("Alexander's"), in which we have a 32.4% ownership interest, amended and extended the $350,000,000 mortgage loan on the retail condominium of 731 Lexington Avenue. Under the terms of the agreement, Alexander's paid down the loan by $50,000,000 to $300,000,000, extended the maturity date to August 2025 and guaranteed the interest payments and certain leasing costs. The principal of the loan is non-recourse to Alexander's. The interest-only loan remains at the same rate, LIBOR plus 1.40% (1.56% as of September 30, 2020).

On October 15, 2020, we completed a $500,000,000 refinancing of PENN11, a 1.2 million square foot Manhattan office building. The interest-only loan carries a rate of LIBOR plus 2.75% (currently 2.90%) and matures in October 2025, as fully extended. The loan replaces the previous $450,000,000 loan that bore interest at a fixed rate of 3.95% and was scheduled to mature in December 2020.

On October 23, 2020, Alexander's completed a $94,000,000 financing of The Alexander, a 312-unit residential building that is part of Alexander's residential and retail complex located in Rego Park, Queens, New York. The interest-only loan has a fixed rate of 2.63% and matures in November 2027.

On November 2, 2020, we repaid the $52,476,000 mortgage loan on our land under a portion of the Borgata Hotel and Casino complex. The 10-year fixed rate amortizing loan bore interest at 5.14% and was scheduled to mature in February 2021.

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

•1,453,000 square feet of New York Office space (1,121,000 square feet at share) at an initial rent of $92.74 per square foot and a weighted average lease term of 19.6 years. Primarily resulting from 730,000 square feet (694,000 at our share) for the new Facebook lease at Farley Office and 633,000 square feet (348,000 at our share) for the New York University long-term renewal at One Park Avenue. The changes in the GAAP and cash mark-to-market rent on the 419,000 square feet of second generation space were positive 26.2% and 7.7%, respectively. Tenant improvements and leasing commissions were $8.86 per square foot per annum, or 9.6% of initial rent.

•25,000 square feet of New York Retail space (22,000 square feet at share) at an initial rent of $311.39 per square foot and a weighted average lease term of 7.1 years. The changes in the GAAP and cash mark-to-market rent on the 11,000 square feet of second generation space were negative 15.3% and 27.8%, respectively. Tenant improvements and leasing commissions were $14.49 per square foot per annum, or 4.7% of initial rent.

•44,000 square feet at theMART (all at share) at an initial rent of $59.38 per square foot and a weighted average lease term of 5.2 years. The changes in the GAAP and cash mark-to-market rent on the 44,000 square feet of second generation space were negative 1.5% and 1.8%, respectively. Tenant improvements and leasing commissions were $3.00 per square foot per annum, or 5.1% of initial rent.

•90,000 square feet at 555 California Street (63,000 square feet at share), which resulted from a tenant's exercise of a five-year renewal option. The renewal has been excluded from the leasing activity statistics as the starting rent will be determined in 2021 based on fair market value.

Leasing Activity For The Nine Months Ended September 30, 2020:

•2,068,000 square feet of New York Office space (1,709,000 square feet at share) at an initial rent of $90.62 per square foot and a weighted average lease term of 14.9 years. The initial rent of $90.62 excludes the rent on 174,000 square feet as the starting rent will be determined in 2021 based on fair market value. The changes in the GAAP and cash mark-to-market rent on the 777,000 square feet of second generation space were positive 12.0% and 5.3%, respectively. Tenant improvements and leasing commissions were $8.84 per square foot per annum, or 9.8% of initial rent.

•63,000 square feet of New York Retail space (59,000 square feet at share) at an initial rent of $265.44 per square foot and a weighted average lease term of 6.3 years. The changes in the GAAP and cash mark-to-market rent on the 42,000 square feet of second generation space were positive 18.4% and 6.7%, respectively. Tenant improvements and leasing commissions were $25.25 per square foot per annum, or 9.5% of initial rent.

•317,000 square feet at theMART (all at share) at an initial rent of $50.12 per square foot and a weighted average lease term of 8.8 years. The changes in the GAAP and cash mark-to-market rent on the 312,000 square feet of second generation space were positive 1.5% and negative 1.6%, respectively. Tenant improvements and leasing commissions were $4.24 per square foot per annum, or 8.5% of initial rent.

•101,000 square feet at 555 California Street (71,000 square feet at share) at an initial rent of $105.66 per square foot and a weighted average lease term of 4.8 years. The initial rent of $105.66 excludes the rent on a five-year renewal option for 90,000 square feet (63,000 square feet at share) as the starting rent will be determined in 2021 based on fair market value. The changes 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 $0.19 per square foot per annum, or 0.2% of initial rent.

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 555 California Street
Same store NOI at share % (decrease) increase(1):
Three months ended September 30, 2020 compared to September 30, 2019 (16.4) % (14.5) % (46.3) % 2.0 %
Nine months ended September 30, 2020 compared to September 30, 2019 (14.7) % (13.4) % (34.9) % 0.7 %
Three months ended September 30, 2020 compared to June 30, 2020 7.1 % 10.5 % (26.6) % 6.2 %
Same store NOI at share - cash basis % (decrease) increase(1):
Three months ended September 30, 2020 compared to September 30, 2019 (10.6) % (9.0) % (31.7) % 1.3 %
Nine months ended September 30, 2020 compared to September 30, 2019 (7.7) % (5.4) % (30.5) % 0.2 %
Three months ended September 30, 2020 compared to June 30, 2020 (3.0) % (3.6) % (1.1) % 3.4 %

____________________

(1)See pages 15 through 20 for same store NOI at share and same store NOI at share - cash basis reconciliations.

NOI At Share:

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

(Amounts in thousands) For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2020
2020 2019 2020 2019
New York:
Office(1)(2) $ 159,981 $ 177,469 $ 161,444 $ 504,630 $ 540,601
Retail(1)(3) 35,294 68,159 21,841 109,153 213,489
Residential 4,536 5,575 5,868 16,604 17,528
Alexander's 6,830 11,269 8,331 25,653 33,699
Hotel Pennsylvania(4) (16,821) 3,012 (8,516) (34,693) 1,227
Total New York 189,820 265,484 188,968 621,347 806,544
Other:
theMART(5) 13,171 24,862 17,803 52,087 79,359
555 California Street 15,618 15,265 14,837 45,686 45,124
Other investments(6) 1,924 1,919 1,032 4,966 23,184
Total Other 30,713 42,046 33,672 102,739 147,667
NOI at share $ 220,533 $ 307,530 $ 222,640 $ 724,086 $ 954,211

____________________

(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)    Includes the impact of non-cash write-offs of receivables arising from the straight-lining of rents, including the New York & Company, Inc. lease at 330 West 34th Street, of $4,368, $13,220 and $17,588, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020. In addition, includes the impact of write-offs of tenant receivables deemed uncollectible of $5,112, $940 and $6,052, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020.

(3)    Includes the impact of non-cash write-offs of receivables arising from the straight-lining of rents, including the JCPenney lease at Manhattan Mall, of $4,688, $20,436 and $25,124, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020. In addition, includes the impact of write-offs of tenant receivables deemed uncollectible of $4,668, $6,731 and $11,399, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020. The nine months ended September 30, 2019 includes $13,832 of non-cash write-offs of receivables arising from the straight-lining of rents.

(4)    The Hotel Pennsylvania has been closed since April 1, 2020 as a result of the COVID-19 pandemic. The three and nine months ended September 30, 2020 include a $9,246 severance accrual for furloughed union employees.

(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 UE (sold on March 4, 2019).

NOI At Share - Cash Basis:

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

(Amounts in thousands) For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2020
2020 2019 2020 2019
New York:
Office(1)(2) $ 162,357 $ 174,796 $ 175,438 $ 524,830 $ 537,972
Retail(1)(3) 36,476 65,636 38,913 124,430 213,298
Residential 4,178 5,057 5,504 15,541 16,131
Alexander's 9,899 11,471 10,581 31,574 34,320
Hotel Pennsylvania(4) (16,829) 2,964 (8,525) (34,718) 1,082
Total New York 196,081 259,924 221,911 661,657 802,803
Other:
theMART(5) 17,706 26,588 17,765 58,176 83,484
555 California Street 15,530 15,325 15,005 45,970 45,665
Other investments(6) 2,197 1,656 2,149 6,530 22,789
Total Other 35,433 43,569 34,919 110,676 151,938
NOI at share - cash basis $ 231,514 $ 303,493 $ 256,830 $ 772,333 $ 954,741

____________________

(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)    Includes the impact of write-offs of tenant receivables deemed uncollectible of $5,112, $940 and $6,052, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020.

(3)    Includes the impact of write-offs of tenant receivables deemed uncollectible of $4,668, $6,731 and $11,399, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020.

(4)    The Hotel Pennsylvania has been closed since April 1, 2020 as a result of the COVID-19 pandemic. The three and nine months ended September 30, 2020 include a $9,246 severance accrual for furloughed union employees.

(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).

Penn District - Active Development/Redevelopment Summary as of September 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) 736,155 (3) 293,845 2022 7.4%
PENN2 - as expanded(4) New York 1,795,000 750,000 80,684 669,316 2024 8.4%
PENN1(5) New York 2,545,000 325,000 137,048 187,952 N/A 13.5%(5)(6)
Districtwide Improvements New York N/A 100,000 15,538 84,462 N/A N/A
Total Active Penn District Projects 2,205,000 969,425 1,235,575 (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 reduced by 88,000 of historic tax credit investor contributions to date.

(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 4.8 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 Wednesday, November 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 49978074. 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 September 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 September 30, 2020.

VORNADO REALTY TRUST

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands, except unit, share, and per share amounts) As of
September 30, 2020 December 31, 2019
ASSETS
Real estate, at cost:
Land $ 2,589,452 $ 2,591,261
Buildings and improvements 8,004,206 7,953,163
Development costs and construction in progress 1,514,941 1,490,614
Moynihan Train Hall development expenditures 1,223,600 914,960
Leasehold improvements and equipment 128,642 124,014
Total 13,460,841 13,074,012
Less accumulated depreciation and amortization (3,155,416) (3,015,958)
Real estate, net 10,305,425 10,058,054
Right-of-use assets 374,805 379,546
Cash and cash equivalents 1,411,047 1,515,012
Restricted cash 79,291 92,119
Marketable securities 33,313
Tenant and other receivables 103,051 95,733
Investments in partially owned entities 3,504,328 3,999,165
Real estate fund investments 3,739 222,649
220 Central Park South condominium units ready for sale 181,041 408,918
Receivable arising from the straight-lining of rents 678,381 742,206
Deferred leasing costs, net of accumulated amortization of $191,093 and $196,229 385,089 353,986
Identified intangible assets, net of accumulated amortization of $95,567 and $98,587 25,746 30,965
Other assets 510,955 355,347
$ 17,562,898 $ 18,287,013
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Mortgages payable, net $ 5,639,151 $ 5,639,897
Senior unsecured notes, net 446,482 445,872
Unsecured term loan, net 796,499 745,840
Unsecured revolving credit facilities 575,000 575,000
Lease liabilities 425,646 498,254
Moynihan Train Hall obligation 1,223,600 914,960
Special dividend/distribution payable 398,292
Accounts payable and accrued expenses 430,446 440,049
Deferred revenue 45,473 59,429
Deferred compensation plan 98,543 103,773
Other liabilities 302,622 265,754
Total liabilities 9,983,462 10,087,120
Commitments and contingencies
Redeemable noncontrolling interests:
Class A units - 13,670,466 and 13,298,956 units outstanding 594,934 884,380
Series D cumulative redeemable preferred units - 141,401 units outstanding 4,535 4,535
Total redeemable noncontrolling partnership units 599,469 888,915
Redeemable noncontrolling interest in a consolidated subsidiary 94,282
Total redeemable noncontrolling interests 693,751 888,915
Shareholders' equity:
Preferred shares of beneficial interest: no par value per share; authorized 110,000,000 shares; issued and outstanding 36,793,402 and 36,795,640 shares 891,156 891,214
Common shares of beneficial interest: $0.04 par value per share; authorized 250,000,000 shares; issued and outstanding 191,260,981 and 190,985,677 shares 7,629 7,618
Additional capital 8,123,524 7,827,697
Earnings less than distributions (2,463,635) (1,954,266)
Accumulated other comprehensive loss (89,834) (40,233)
Total shareholders' equity 6,468,840 6,732,030
Noncontrolling interests in consolidated subsidiaries 416,845 578,948
Total equity 6,885,685 7,310,978
$ 17,562,898 $ 18,287,013

VORNADO REALTY TRUST

OPERATING RESULTS

(Amounts in thousands, except per share amounts) For the Three Months Ended<br>September 30, For the Nine Months Ended<br>September 30,
2020 2019 2020 2019
Revenues $ 363,962 $ 465,961 $ 1,151,520 $ 1,463,732
Income (loss) from continuing operations $ 68,736 $ 363,857 $ (253,119) $ 3,173,671
Loss from discontinued operations (8) (85)
Net income (loss) 68,736 363,849 (253,119) 3,173,586
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 848 (5,774) 141,003 (34,045)
Operating Partnership (3,884) (22,637) 10,090 (197,354)
Net income (loss) attributable to Vornado 65,700 335,438 (102,026) 2,942,187
Preferred share dividends (12,530) (12,532) (37,591) (37,598)
Net income (loss) attributable to common shareholders $ 53,170 $ 322,906 $ (139,617) $ 2,904,589
Income (loss) per common share - basic:
Net income (loss) per common share $ 0.28 $ 1.69 $ (0.73) $ 15.22
Weighted average shares outstanding 191,162 190,814 191,102 190,762
Income (loss) per common share - diluted:
Net income (loss) income per common share $ 0.28 $ 1.69 $ (0.73) $ 15.20
Weighted average shares outstanding 191,162 191,024 191,102 191,027
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 278,507 $ 279,509 $ 612,123 $ 691,522
Per diluted share (non-GAAP) $ 1.46 $ 1.46 $ 3.20 $ 3.62
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 112,595 $ 170,966 $ 356,065 $ 494,936
Per diluted share (non-GAAP) $ 0.59 $ 0.89 $ 1.86 $ 2.59
Weighted average shares used in determining FFO attributable to common shareholders plus assumed conversions per diluted share 191,188 191,024 191,155 191,024

VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS

The following table reconciles net income (loss) 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>September 30, For the Nine Months Ended<br>September 30,
2020 2019 2020 2019
Net income (loss) attributable to common shareholders $ 53,170 $ 322,906 $ (139,617) $ 2,904,589
Per diluted share $ 0.28 $ 1.69 $ (0.73) $ 15.20
FFO adjustments:
Depreciation and amortization of real property $ 99,045 $ 89,479 $ 269,360 $ 303,415
Net gains on sale of real estate (178,769) (178,769)
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)
Real estate impairment losses 31,436
Net gain from sale of UE common shares (sold on March 4, 2019) (62,395)
Decrease (increase) in fair value of marketable securities:
PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) 4,875 4,938 19,211
Lexington (sold on March 1, 2019) (16,068)
Other (7) (48)
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 103,201 409,060
Depreciation and amortization of real property 38,987 37,696 119,146 97,317
Decrease in fair value of marketable securities 385 291 3,511 1,988
241,618 (46,435) 806,015 (2,363,067)
Noncontrolling interests' share of above adjustments (16,292) 3,024 (54,311) 149,957
FFO adjustments, net $ 225,326 $ (43,411) $ 751,704 $ (2,213,110)
FFO attributable to common shareholders 278,496 279,495 612,087 691,479
Convertible preferred share dividends 11 14 36 43
FFO attributable to common shareholders plus assumed conversions $ 278,507 $ 279,509 $ 612,123 $ 691,522
Per diluted share $ 1.46 $ 1.46 $ 3.20 $ 3.62
Reconciliation of weighted average shares outstanding:
Weighted average common shares outstanding 191,162 190,814 191,102 190,762
Effect of dilutive securities:
Convertible preferred shares 26 34 28 35
Employee stock options and restricted share awards 176 25 227
Denominator for FFO per diluted share 191,188 191,024 191,155 191,024

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 (loss) 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.

VORNADO REALTY TRUST

NON-GAAP RECONCILIATIONS - CONTINUED

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

For the Three Months Ended For the Nine Months Ended<br>September 30,
(Amounts in thousands) September 30, June 30, 2020
2020 2019 2020 2019
Net income (loss) $ 68,736 $ 363,849 $ (217,352) $ (253,119) $ 3,173,586
Depreciation and amortization expense 107,013 96,437 92,805 292,611 326,181
General and administrative expense 32,407 33,237 35,014 120,255 130,129
Expense from transaction related costs and impairment losses and (gain from lease liability extinguishment), net 584 1,576 (69,221) (68,566) 103,315
Loss (income) from partially owned entities 80,909 (25,946) 291,873 353,679 (56,139)
Loss (income) from real estate fund investments 13,823 (2,190) 28,042 225,328 13,780
Interest and other investment (income) loss, net (1,729) (3,045) 2,893 7,068 (15,930)
Interest and debt expense 57,371 61,448 58,405 174,618 226,940
Net gain on transfer to Fifth Avenue and Times Square JV (2,571,099)
Net gains on disposition of wholly owned and partially owned assets (214,578) (309,657) (55,695) (338,862) (641,664)
Income tax expense 23,781 23,885 1,837 38,431 80,542
Loss from discontinued operations 8 85
NOI from partially owned entities 78,175 86,024 69,487 229,543 236,400
NOI attributable to noncontrolling interests in consolidated subsidiaries (25,959) (18,096) (15,448) (56,900) (51,915)
NOI at share 220,533 307,530 222,640 724,086 954,211
Non cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 10,981 (4,037) 34,190 48,247 530
NOI at share - cash basis $ 231,514 $ 303,493 $ 256,830 $ 772,333 $ 954,741

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.

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 September 30, 2020 compared to September 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the three months ended September 30, 2020 $ 220,533 $ 189,820 $ 13,171 $ 15,618 $ 1,924
Less NOI at share from:
Development properties (4,284) (4,288) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,821 16,821
Other non-same store (income) expense, net (3,273) (1,318) (102) 71 (1,924)
Same store NOI at share for the three months ended September 30, 2020 $ 229,797 $ 201,035 $ 13,069 $ 15,693 $
NOI at share for the three months ended September 30, 2019 $ 307,530 $ 265,484 $ 24,862 $ 15,265 $ 1,919
Less NOI at share from:
Development properties (18,299) (18,299)
Hotel Pennsylvania (closed beginning April 1, 2020) (3,012) (3,012)
Other non-same store (income) expense, net (11,446) (9,121) (524) 118 (1,919)
Same store NOI at share for the three months ended September 30, 2019 $ 274,773 $ 235,052 $ 24,338 $ 15,383 $
(Decrease) increase in same store NOI at share for the three months ended September 30, 2020 compared to September 30, 2019 $ (44,976) $ (34,017) $ (11,269) $ 310 $
% (decrease) increase in same store NOI at share (16.4) % (14.5) % (46.3) % 2.0 % %

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.

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 September 30, 2020 compared to September 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended September 30, 2020 $ 231,514 $ 196,081 $ 17,706 $ 15,530 $ 2,197
Less NOI at share - cash basis from:
Development properties (7,729) (7,733) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,829 16,829
Other non-same store (income) expense, net (5,165) (2,865) (131) 28 (2,197)
Same store NOI at share - cash basis for the three months ended September 30, 2020 $ 235,449 $ 202,312 $ 17,575 $ 15,562 $
NOI at share - cash basis for the three months ended September 30, 2019 $ 303,493 $ 259,924 $ 26,588 $ 15,325 $ 1,656
Less NOI at share - cash basis from:
Dispositions (693) (693)
Development properties (23,839) (23,839)
Hotel Pennsylvania (closed beginning April 1, 2020) (2,964) (2,964)
Other non-same store (income) expense, net (12,631) (10,156) (863) 44 (1,656)
Same store NOI at share - cash basis for the three months ended September 30, 2019 $ 263,366 $ 222,272 $ 25,725 $ 15,369 $
(Decrease) increase in same store NOI at share - cash basis for the three months ended September 30, 2020 compared to September 30, 2019 $ (27,917) $ (19,960) $ (8,150) $ 193 $
% (decrease) increase in same store NOI at share - cash basis (10.6) % (9.0) % (31.7) % 1.3 % %

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 nine months ended September 30, 2020 compared to September 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the nine months ended September 30, 2020 $ 724,086 $ 621,347 $ 52,087 $ 45,686 $ 4,966
Less NOI at share from:
Development properties (25,935) (25,935)
Hotel Pennsylvania (closed beginning April 1, 2020) 25,337 25,337
Other non-same store (income) expense, net (20,796) (15,480) (524) 174 (4,966)
Same store NOI at share for the nine months ended September 30, 2020 $ 702,692 $ 605,269 $ 51,563 $ 45,860 $
NOI at share for the nine months ended September 30, 2019 $ 954,211 $ 806,544 $ 79,359 $ 45,124 $ 23,184
Less NOI at share from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (35,770) (35,770)
Dispositions (7,358) (7,358)
Development properties (53,439) (53,439)
Hotel Pennsylvania (closed beginning April 1, 2020) (7,043) (7,043)
Other non-same store (income) expense, net (26,762) (3,795) (180) 397 (23,184)
Same store NOI at share for the nine months ended September 30, 2019 $ 823,839 $ 699,139 $ 79,179 $ 45,521 $
(Decrease) increase in same store NOI at share for the nine months ended September 30, 2020 compared to September 30, 2019 $ (121,147) $ (93,870) $ (27,616) $ 339 $
% (decrease) increase in same store NOI at share (14.7) % (13.4) % (34.9) % 0.7 % %

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 nine months ended September 30, 2020 compared to September 30, 2019.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the nine months ended September 30, 2020 $ 772,333 $ 661,657 $ 58,176 $ 45,970 $ 6,530
Less NOI at share - cash basis from:
Development properties (35,338) (35,338)
Hotel Pennsylvania (closed beginning April 1, 2020) 25,354 25,354
Other non-same store (income) expense, net (31,287) (24,222) (553) 18 (6,530)
Same store NOI at share - cash basis for the nine months ended September 30, 2020 $ 731,062 $ 627,451 $ 57,623 $ 45,988 $
NOI at share - cash basis for the nine months ended September 30, 2019 $ 954,741 $ 802,803 $ 83,484 $ 45,665 $ 22,789
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 (8,153) (8,153)
Development properties (71,547) (71,547)
Hotel Pennsylvania (closed beginning April 1, 2020) (6,947) (6,947)
Other non-same store (income) expense, net (43,004) (19,946) (519) 250 (22,789)
Same store NOI at share - cash basis for the nine months ended September 30, 2019 $ 792,185 $ 663,305 $ 82,965 $ 45,915 $
(Decrease) increase in same store NOI at share - cash basis for the nine months ended September 30, 2020 compared to September 30, 2019 $ (61,123) $ (35,854) $ (25,342) $ 73 $
% (decrease) increase in same store NOI at share - cash basis (7.7) % (5.4) % (30.5) % 0.2 % %

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 September 30, 2020 compared to June 30, 2020.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share for the three months ended September 30, 2020 $ 220,533 $ 189,820 $ 13,171 $ 15,618 $ 1,924
Less NOI at share from:
Development properties (4,284) (4,288) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,821 16,821
Other non-same store (income) expense, net (2,958) (1,003) (102) 71 (1,924)
Same store NOI at share for the three months ended September 30, 2020 $ 230,112 $ 201,350 $ 13,069 $ 15,693 $
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 (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 $
Increase (decrease) in same store NOI at share for the three months ended September 30, 2020 compared to June 30, 2020 $ 15,346 $ 19,162 $ (4,734) $ 918 $
% increase (decrease) in same store NOI at share 7.1 % 10.5 % (26.6) % 6.2 % %

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 September 30, 2020 compared to June 30, 2020.

(Amounts in thousands) Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended September 30, 2020 $ 231,514 $ 196,081 $ 17,706 $ 15,530 $ 2,197
Less NOI at share - cash basis from:
Development properties (7,729) (7,733) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,829 16,829
Other non-same store (income) expense, net (4,846) (2,546) (131) 28 (2,197)
Same store NOI at share - cash basis for the three months ended September 30, 2020 $ 235,768 $ 202,631 $ 17,575 $ 15,562 $
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 (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 $
(Decrease) increase in same store NOI at share - cash basis for the three months ended September 30, 2020 compared to June 30, 2020 $ (7,337) $ (7,661) $ (190) $ 514 $
% (decrease) increase in same store NOI at share - cash basis (3.0) % (3.6) % (1.1) % 3.4 % %

20

Document

EXHIBIT 99.2

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INDEX
Page
COVID-19 PANDEMIC 3
BUSINESS DEVELOPMENTS 4 - 5
FINANCIAL INFORMATION
Financial Highlights 6
FFO, As Adjusted Bridge 7
Net Income (Loss) Attributable to Common Shareholders (Consolidated and by Segment) 8 - 11
Net Operating Income at Share (by Segment and by Subsegment) 12 - 15
Same Store NOI at Share and NOI at Share - Cash Basis and NOI at Share By Region 16
Consolidated Balance Sheets 17
LEASING ACTIVITY AND LEASE EXPIRATIONS
Leasing Activity 18 - 19
Lease Expirations 20 - 22
TRAILING TWELVE MONTH PRO-FORMA CASH NOI AT SHARE 23
DEBT AND CAPITALIZATION
Capital Structure 24
Common Shares Data 25
Debt Analysis 26
Consolidated Debt Maturities 27
UNCONSOLIDATED JOINT VENTURES 28 - 30
DEVELOPMENT ACTIVITY AND CAPITAL EXPENDITURES
Penn District Active Development/Redevelopment Summary 31
Other Development/Redevelopment Summary 32
Capital Expenditures, Tenant Improvements and Leasing Commissions 33 - 36
PROPERTY STATISTICS
Square Footage 37
Top 30 Tenants 38
Occupancy and Residential Statistics 39
Ground Leases 40
Property Table 41 - 51
EXECUTIVE OFFICERS AND RESEARCH COVERAGE 52
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 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 September 30, 2020. 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 has had and may continue to 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 September 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 Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre"). 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 on page i in the Appendix.

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COVID-19 PANDEMIC

Our business has 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 closed the Hotel Pennsylvania. In connection with the closure, we accrued $9,246,000 of severance for furloughed Hotel Pennsylvania union employees and recognized a corresponding $3,145,000 income tax benefit for the three and nine months ended September 30, 2020.

•We have cancelled trade shows at theMART for the remainder of 2020.

•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 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 October 31, 2020, 40% of the furloughed employees have returned to work.

•Effective April 1, 2020, our executive officers waived portions of their annual base salary for the remainder of 2020.

•Effective April 1, 2020, each non-management member of our Board of Trustees agreed to forgo their $75,000 annual cash retainer for the remainder of 2020.

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 September 30, 2020, we collected 93% (95% including rent deferrals) of rent due from our tenants, comprised of 95% (97% including rent deferrals) from our office tenants and 82% (85% 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 $13,873,000 and $50,170,000 of receivables arising from the straight-lining of rents for the three and nine months ended September 30, 2020, respectively, including the JCPenney retail lease at Manhattan Mall and the New York & Company, Inc. office lease at 330 West 34th Street. Both tenants have filed for Chapter 11 bankruptcy. In addition, we have written off $12,364,000 and $21,186,000 of tenant receivables deemed uncollectible for the three and nine months ended September 30, 2020, respectively. These write-offs resulted in a reduction of lease revenues and our share of income from partially owned entities. 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 2020, we have 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 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 non-cash impairment losses, net of noncontrolling interests, of $103,201,000 and $409,060,000, respectively, during the three and nine months ended September 30, 2020. The impairment losses are included in “(loss) income from partially owned entities” on our consolidated statements of income. 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 nine months ended September 30, 2020.

220 Central Park South ("220 CPS")

During the three months ended September 30, 2020, we closed on the sale of 19 condominium units at 220 CPS for net proceeds of $591,104,000 resulting in a financial statement net gain of $214,578,000 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, $27,669,000 of income tax expense was recognized on our consolidated statements of income. During the nine months ended September 30, 2020, we closed on the sale of 30 condominium units at 220 CPS for net proceeds of $939,292,000 resulting in a financial statement net gain of $338,862,000. In connection with these sales, $43,037,000 of income tax expense was recognized on our consolidated statements of income. From inception to September 30, 2020, we have closed on the sale of 95 units for net proceeds of $2,759,424,000 resulting in financial statement net gains of $1,024,479,000.

Financing Activity

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% (1.15% as of September 30, 2020). The entire $800,000,000 will float thereafter for the duration of the loan through February 2024.

On August 12, 2020, we amended the $700,000,000 mortgage loan on 770 Broadway, a 1.2 million square foot Manhattan office building, to extend the term one year through March 2022.

On September 14, 2020, Alexander's, Inc. (NYSE: ALX) ("Alexander's"), in which we have a 32.4% ownership interest, amended and extended the $350,000,000 mortgage loan on the retail condominium of 731 Lexington Avenue. Under the terms of the agreement, Alexander's paid down the loan by $50,000,000 to $300,000,000, extended the maturity date to August 2025 and guaranteed the interest payments and certain leasing costs. The principal of the loan is non-recourse to Alexander's. The interest-only loan remains at the same rate, LIBOR plus 1.40% (1.56% as of September 30, 2020).

On October 15, 2020, we completed a $500,000,000 refinancing of PENN11, a 1.2 million square foot Manhattan office building. The interest-only loan carries a rate of LIBOR plus 2.75% (currently 2.90%) and matures in October 2025, as fully extended. The loan replaces the previous $450,000,000 loan that bore interest at a fixed rate of 3.95% and was scheduled to mature in December 2020.

On October 23, 2020, Alexander's completed a $94,000,000 financing of The Alexander, a 312-unit residential building that is part of Alexander's residential and retail complex located in Rego Park, Queens, New York. The interest-only loan has a fixed rate of 2.63% and matures in November 2027.

On November 2, 2020, we repaid the $52,476,000 mortgage loan on our land under a portion of the Borgata Hotel and Casino complex. The 10-year fixed rate amortizing loan bore interest at 5.14% and was scheduled to mature in February 2021.

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BUSINESS DEVELOPMENTS

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

1,453,000 square feet of New York Office space (1,121,000 square feet at share) at an initial rent of $92.74 per square foot and a weighted average lease term of 19.6 years. Primarily resulting from 730,000 square feet (694,000 at our share) for the new Facebook lease at Farley Office and 633,000 square feet (348,000 at our share) for the New York University long-term renewal at One Park Avenue. The changes in the GAAP and cash mark-to-market rent on the 419,000 square feet of second generation space were positive 26.2% and 7.7%, respectively. Tenant improvements and leasing commissions were $8.86 per square foot per annum, or 9.6% of initial rent.

25,000 square feet of New York Retail space (22,000 square feet at share) at an initial rent of $311.39 per square foot and a weighted average lease term of 7.1 years. The changes in the GAAP and cash mark-to-market rent on the 11,000 square feet of second generation space were negative 15.3% and 27.8%, respectively. Tenant improvements and leasing commissions were $14.49 per square foot per annum, or 4.7% of initial rent.

44,000 square feet at theMART (all at share) at an initial rent of $59.38 per square foot and a weighted average lease term of 5.2 years. The changes in the GAAP and cash mark-to-market rent on the 44,000 square feet of second generation space were negative 1.5% and 1.8%, respectively. Tenant improvements and leasing commissions were $3.00 per square foot per annum, or 5.1% of initial rent.

90,000 square feet at 555 California Street (63,000 square feet at share), which resulted from a tenant's exercise of a five-year renewal option. The renewal has been excluded from the leasing activity statistics as the starting rent will be determined in 2021 based on fair market value.

Leasing Activity For The Nine Months Ended September 30, 2020:

2,068,000 square feet of New York Office space (1,709,000 square feet at share) at an initial rent of $90.62 per square foot and a weighted average lease term of 14.9 years. The initial rent of $90.62 excludes the rent on 174,000 square feet as the starting rent will be determined in 2021 based on fair market value. The changes in the GAAP and cash mark-to-market rent on the 777,000 square feet of second generation space were positive 12.0% and 5.3%, respectively. Tenant improvements and leasing commissions were $8.84 per square foot per annum, or 9.8% of initial rent.

63,000 square feet of New York Retail space (59,000 square feet at share) at an initial rent of $265.44 per square foot and a weighted average lease term of 6.3 years. The changes in the GAAP and cash mark-to-market rent on the 42,000 square feet of second generation space were positive 18.4% and 6.7%, respectively. Tenant improvements and leasing commissions were $25.25 per square foot per annum, or 9.5% of initial rent.

317,000 square feet at theMART (all at share) at an initial rent of $50.12 per square foot and a weighted average lease term of 8.8 years. The changes in the GAAP and cash mark-to-market rent on the 312,000 square feet of second generation space were positive 1.5% and negative 1.6%, respectively. Tenant improvements and leasing commissions were $4.24 per square foot per annum, or 8.5% of initial rent.

101,000 square feet at 555 California Street (71,000 square feet at share) at an initial rent of $105.66 per square foot and a weighted average lease term of 4.8 years. The initial rent of $105.66 excludes the rent on a five-year renewal option for 90,000 square feet (63,000 square feet at share) as the starting rent will be determined in 2021 based on fair market value. The changes 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 $0.19 per square foot per annum, or 0.2% of initial rent.

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FINANCIAL HIGHLIGHTS (unaudited)
(Amounts in thousands, except per share amounts)
For the Three Months Ended For the Nine Months Ended<br>September 30,
September 30, June 30, 2020
2020 2019 2020 2019
Total revenues $ 363,962 $ 465,961 $ 343,026 $ 1,151,520 $ 1,463,732
Net income (loss) attributable to common shareholders $ 53,170 $ 322,906 $ (197,750) $ (139,617) $ 2,904,589
Per common share:
Basic $ 0.28 $ 1.69 $ (1.03) $ (0.73) $ 15.22
Diluted $ 0.28 $ 1.69 $ (1.03) $ (0.73) $ 15.20
Net (loss) income attributable to common shareholders, as adjusted (non-GAAP) $ (16,613) $ 52,624 $ (8,599) $ (6,523) $ 120,372
Per diluted share (non-GAAP) $ (0.09) $ 0.28 $ (0.04) $ (0.03) $ 0.63
FFO attributable to common shareholders plus assumed conversions, as adjusted<br><br>(non-GAAP) $ 112,595 $ 170,966 $ 105,750 $ 356,065 $ 494,936
Per diluted share (non-GAAP) $ 0.59 $ 0.89 $ 0.55 $ 1.86 $ 2.59
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 278,507 $ 279,509 $ 203,256 $ 612,123 $ 691,522
FFO - Operating Partnership Basis ("OP Basis") (non-GAAP) $ 296,559 $ 297,837 $ 216,539 $ 651,924 $ 736,382
Per diluted share (non-GAAP) $ 1.46 $ 1.46 $ 1.06 $ 3.20 $ 3.62
Dividends per common share $ 0.53 $ 0.66 $ 0.66 $ 1.85 $ 1.98
FFO payout ratio (based on FFO attributable to common shareholders plus assumed conversions, as adjusted) 80.3 % (1) 74.2 % 90.4 % (1) 87.7 % (1) 76.4 %
FAD payout ratio 88.3 % 113.8 % 106.5 % 100.5 % 96.1 %
Weighted average common shares outstanding (REIT basis) 191,162 190,814 191,104 191,102 190,762
Convertible units:
Class A 12,392 12,195 12,408 12,378 12,141
Equity awards - unit equivalents 26 541 111 104 513
Weighted average shares used in determining FFO attributable to Class A unitholders plus assumed conversions per diluted share (OP basis) 203,580 203,550 203,623 203,584 203,416

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(1)Excludes the impact of non-cash write-offs of receivables arising from the straight-lining of rents (including the JCPenney retail lease at Manhattan Mall and the New York & Company, Inc. office lease at 330 West 34th Street) of $13,873, $36,297 and $50,170, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020.

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

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FFO, AS ADJUSTED BRIDGE - Q3 2020 VS. Q3 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 September 30, 2019 $ 171.0 $ 0.89
(Decrease) increase in FFO, as adjusted due to:
Write-offs of straight-line rent receivables - non-cash ($13.9) and tenant receivables deemed uncollectible ($12.4) (26.3)
Hotel Pennsylvania closed since April 1, 2020 (10.6)
Other tenant related items (9.1)
theMART (primarily $5.6 from the cancellation of trade shows) (7.5)
PENN District out of service for redevelopment (6.3)
Lower revenues from Signage ($4.0) and BMS ($2.1) (6.1)
Asset sales (2.0)
Interest expense decrease (partially offset by lower capitalized interest) and other, net 7.1
(60.8)
Noncontrolling interests' share of above items 2.4
Net decrease (58.4) (0.30)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended September 30, 2020 $ 112.6 $ 0.59

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

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CONSOLIDATED NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
For the Three Months Ended
September 30, June 30, 2020
2020 2019 Variance
Property rentals(1)(2) $ 281,068 $ 372,186 $ (91,118) $ 282,660
Tenant expense reimbursements(1) 41,702 55,772 (14,070) 33,025
Amortization of acquired below-market leases, net 3,648 4,393 (745) 5,200
Straight-lining of rents (4,165) (4,713) 548 (5,691)
Total rental revenues 322,253 427,638 (105,385) 315,194
Fee and other income:
BMS cleaning fees 24,054 30,677 (6,623) 21,115
Management and leasing fees 11,649 3,326 8,323 1,837
Other income 6,006 4,320 1,686 4,880
Total revenues 363,962 465,961 (101,999) 343,026
Operating expenses (195,645) (226,359) 30,714 (174,425)
Depreciation and amortization (107,013) (96,437) (10,576) (92,805)
General and administrative (32,407) (33,237) 830 (35,014)
Expense from deferred compensation plan liability (4,341) (974) (3,367) (6,356)
(Expense from transaction related costs and impairment losses) and gain from lease liability extinguishment, net (584) (1,576) 992 69,221
Total expenses (339,990) (358,583) 18,593 (239,379)
(Loss) income from partially owned entities (80,909) 25,946 (106,855) (291,873)
(Loss) income from real estate fund investments (13,823) 2,190 (16,013) (28,042)
Interest and other investment income (loss), net 1,729 3,045 (1,316) (2,893)
Income from deferred compensation plan assets 4,341 974 3,367 6,356
Interest and debt expense (57,371) (61,448) 4,077 (58,405)
Net gains on disposition of wholly owned and partially owned assets 214,578 309,657 (95,079) 55,695
Income (loss) before income taxes 92,517 387,742 (295,225) (215,515)
Income tax expense (23,781) (23,885) 104 (1,837)
Income (loss) from continuing operations 68,736 363,857 (295,121) (217,352)
Loss from discontinued operations (8) 8
Net income (loss) 68,736 363,849 (295,113) (217,352)
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 848 (5,774) 6,622 17,768
Operating Partnership (3,884) (22,637) 18,753 14,364
Net income (loss) attributable to Vornado 65,700 335,438 (269,738) (185,220)
Preferred share dividends (12,530) (12,532) 2 (12,530)
Net income (loss) attributable to common shareholders $ 53,170 $ 322,906 $ (269,736) $ (197,750)
Capitalized expenditures:
Development payroll $ 2,820 $ 2,158 $ 662 $ 3,569
Interest and debt expense 9,328 16,047 (6,719) 9,446

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(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 $22,135 and $1,106 for the three months ended September 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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CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
For the Nine Months Ended September 30,
2020 2019 Variance
Property rentals(1)(2) $ 918,788 $ 1,168,731 $ (249,943)
Tenant expense reimbursements(1) 126,900 172,968 (46,068)
Amortization of acquired below-market leases, net 13,054 15,561 (2,507)
Straight-lining of rents (20,021) (8,446) (11,575)
Total rental revenues 1,038,721 1,348,814 (310,093)
Fee and other income:
BMS cleaning fees 77,635 93,032 (15,397)
Management and leasing fees 16,353 10,063 6,290
Other income 18,811 11,823 6,988
Total revenues 1,151,520 1,463,732 (312,212)
Operating expenses (600,077) (694,006) 93,929
Depreciation and amortization (292,611) (326,181) 33,570
General and administrative (120,255) (130,129) 9,874
Benefit (expense) from deferred compensation plan liability 548 (7,722) 8,270
Lease liability extinguishment gain and (expense from transaction related costs and impairment losses), net 68,566 (103,315) 171,881
Total expenses (943,829) (1,261,353) 317,524
(Loss) income from partially owned entities(3) (353,679) 56,139 (409,818)
Loss from real estate fund investments (225,328) (13,780) (211,548)
Interest and other investment (loss) income, net (7,068) 15,930 (22,998)
(Loss) income from deferred compensation plan assets (548) 7,722 (8,270)
Interest and debt expense (174,618) (226,940) 52,322
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 338,862 641,664 (302,802)
(Loss) income before income taxes (214,688) 3,254,213 (3,468,901)
Income tax expense (38,431) (80,542) 42,111
(Loss) income from continuing operations (253,119) 3,173,671 (3,426,790)
Loss from discontinued operations (85) 85
Net (loss) income (253,119) 3,173,586 (3,426,705)
Less net loss (income) attributable to noncontrolling interests in:
Consolidated subsidiaries 141,003 (34,045) 175,048
Operating Partnership 10,090 (197,354) 207,444
Net (loss) income attributable to Vornado (102,026) 2,942,187 (3,044,213)
Preferred share dividends (37,591) (37,598) 7
Net (loss) income attributable to common shareholders $ (139,617) $ 2,904,589 $ (3,044,206)
Capitalized expenditures:
Development payroll $ 11,696 $ 12,673 $ (977)
Interest and debt expense 30,829 59,184 (28,355)

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(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 $60,766 and $16,488 for the nine months ended September 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).

(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 INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands) For the Three Months Ended September 30, 2020
--- --- --- --- --- --- ---
Total New York Other
Property rentals(1)(2) $ 281,068 $ 221,646 $ 59,422
Tenant expense reimbursements(1) 41,702 32,667 9,035
Amortization of acquired below-market leases, net 3,648 3,452 196
Straight-lining of rents (4,165) (2,848) (1,317)
Total rental revenues 322,253 254,917 67,336
Fee and other income:
BMS cleaning fees 24,054 25,592 (1,538)
Management and leasing fees 11,649 11,732 (83)
Other income 6,006 904 5,102
Total revenues 363,962 293,145 70,817
Operating expenses (195,645) (161,386) (34,259)
Depreciation and amortization (107,013) (85,161) (21,852)
General and administrative (32,407) (11,813) (20,594)
Expense from deferred compensation plan liability (4,341) (4,341)
Transaction related costs (584) (584)
Total expenses (339,990) (258,360) (81,630)
(Loss) income from partially owned entities (80,909) (81,345) 436
Loss from real estate fund investments (13,823) (13,823)
Interest and other investment income, net 1,729 913 816
Income from deferred compensation plan assets 4,341 4,341
Interest and debt expense (57,371) (28,369) (29,002)
Net gains on disposition of wholly owned and partially owned assets 214,578 214,578
Income (loss) before income taxes 92,517 (74,016) 166,533
Income tax (expense) benefit (23,781) 5,245 (29,026)
Net income (loss) 68,736 (68,771) 137,507
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 848 (7,164) 8,012
Net income (loss) attributable to Vornado Realty L.P. 69,584 $ (75,935) $ 145,519
Less net income attributable to noncontrolling interests in the Operating Partnership (3,842)
Preferred unit distributions (12,572)
Net income attributable to common shareholders $ 53,170
For the three months ended September 30, 2019:
Net income attributable to Vornado Realty L.P. $ 358,075 $ 263,559 $ 94,516
Net income attributable to common shareholders $ 322,906

________________________________

(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 $22,135 and $1,106 for the three months ended September 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 (INCOME) ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands) For the Nine Months Ended September 30, 2020
--- --- --- --- --- --- ---
Total New York Other
Property rentals(1)(2) $ 918,788 $ 720,856 $ 197,932
Tenant expense reimbursements(1) 126,900 99,799 27,101
Amortization of acquired below-market leases, net 13,054 12,472 582
Straight-lining of rents (20,021) (17,828) (2,193)
Total rental revenues 1,038,721 815,299 223,422
Fee and other income:
BMS cleaning fees 77,635 82,426 (4,791)
Management and leasing fees 16,353 16,307 46
Other income 18,811 5,356 13,455
Total revenues 1,151,520 919,388 232,132
Operating expenses (600,077) (484,624) (115,453)
Depreciation and amortization (292,611) (224,853) (67,758)
General and administrative (120,255) (41,444) (78,811)
Benefit from deferred compensation plan liability 548 548
Lease liability extinguishment gain and (expense from transaction related costs), net 68,566 70,260 (1,694)
Total expenses (943,829) (680,661) (263,168)
(Loss) income from partially owned entities (353,679) (356,400) 2,721
Loss from real estate fund investments (225,328) (225,328)
Interest and other investment (loss) income, net (7,068) 2,073 (9,141)
Loss from deferred compensation plan assets (548) (548)
Interest and debt expense (174,618) (88,857) (85,761)
Net gains on disposition of wholly owned and partially owned assets 338,862 338,862
Loss before income taxes (214,688) (204,457) (10,231)
Income tax (expense) benefit (38,431) 7,921 (46,352)
Net loss (253,119) (196,536) (56,583)
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 141,003 (11,757) 152,760
Net (loss) income attributable to Vornado Realty L.P. (112,116) $ (208,293) $ 96,177
Less net loss attributable to noncontrolling interests in the Operating Partnership 10,214
Preferred unit distributions (37,715)
Net loss attributable to common shareholders $ (139,617)
For the nine months ended September 30, 2019:
Net income attributable to Vornado Realty L.P. $ 3,139,541 $ 2,861,517 $ 278,024
Net income attributable to common shareholders $ 2,904,589

________________________________

(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 $60,766 and $16,488 for the nine months ended September 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 September 30, 2020
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 363,962 $ 293,145 $ 70,817
Operating expenses (195,645) (161,386) (34,259)
NOI - consolidated 168,317 131,759 36,558
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (25,959) (17,776) (8,183)
Add: NOI from partially owned entities 78,175 75,837 2,338
NOI at share 220,533 189,820 30,713
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other 10,981 6,261 4,720
NOI at share - cash basis $ 231,514 $ 196,081 $ 35,433 For the Three Months Ended September 30, 2019
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 465,961 $ 380,568 $ 85,393
Operating expenses (226,359) (188,159) (38,200)
NOI - consolidated 239,602 192,409 47,193
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (18,096) (9,574) (8,522)
Add: NOI from partially owned entities 86,024 82,649 3,375
NOI at share 307,530 265,484 42,046
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other (4,037) (5,560) 1,523
NOI at share - cash basis $ 303,493 $ 259,924 $ 43,569 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

________________________________

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 Nine Months Ended September 30, 2020
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 1,151,520 $ 919,388 $ 232,132
Operating expenses (600,077) (484,624) (115,453)
NOI - consolidated 551,443 434,764 116,679
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (56,900) (34,713) (22,187)
Add: NOI from partially owned entities 229,543 221,296 8,247
NOI at share 724,086 621,347 102,739
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 48,247 40,310 7,937
NOI at share - cash basis $ 772,333 $ 661,657 $ 110,676 For the Nine Months Ended September 30, 2019
--- --- --- --- --- --- ---
Total New York Other
Total revenues $ 1,463,732 $ 1,200,234 $ 263,498
Operating expenses (694,006) (574,073) (119,933)
NOI - consolidated 769,726 626,161 143,565
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries (51,915) (31,011) (20,904)
Add: NOI from partially owned entities 236,400 211,394 25,006
NOI at share 954,211 806,544 147,667
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 530 (3,741) 4,271
NOI at share - cash basis $ 954,741 $ 802,803 $ 151,938

________________________________________

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 Nine Months Ended<br>September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2020
2020 2019 2020 2019
NOI at share:
New York:
Office(1)(2) $ 159,981 $ 177,469 $ 161,444 $ 504,630 $ 540,601
Retail(1)(3) 35,294 68,159 21,841 109,153 213,489
Residential 4,536 5,575 5,868 16,604 17,528
Alexander's Inc. ("Alexander's") 6,830 11,269 8,331 25,653 33,699
Hotel Pennsylvania(4) (16,821) 3,012 (8,516) (34,693) 1,227
Total New York 189,820 265,484 188,968 621,347 806,544
Other:
theMART(5) 13,171 24,862 17,803 52,087 79,359
555 California Street 15,618 15,265 14,837 45,686 45,124
Other investments(6) 1,924 1,919 1,032 4,966 23,184
Total Other 30,713 42,046 33,672 102,739 147,667
NOI at share $ 220,533 $ 307,530 $ 222,640 $ 724,086 $ 954,211

____________________

(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)    Includes the impact of non-cash write-offs of receivables arising from the straight-lining of rents, including the New York & Company, Inc. lease at 330 West 34th Street, of $4,368, $13,220 and $17,588, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020. In addition, includes the impact of write-offs of tenant receivables deemed uncollectible of $5,112, $940 and $6,052, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020.

(3)    Includes the impact of non-cash write-offs of receivables arising from the straight-lining of rents, including the JCPenney lease at Manhattan Mall, of $4,688, $20,436 and $25,124, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020. In addition, includes the impact of write-offs of tenant receivables deemed uncollectible of $4,668, $6,731 and $11,399, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020. The nine months ended September 30, 2019 includes $13,832 of non-cash write-offs of receivables arising from the straight-lining of rents.

(4)    The Hotel Pennsylvania has been closed since April 1, 2020 as a result of the COVID-19 pandemic. The three and nine months ended September 30, 2020 include a $9,246 severance accrual for furloughed union employees.

(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 Nine Months Ended<br>September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2020
2020 2019 2020 2019
NOI at share - cash basis:
New York:
Office(1)(2) $ 162,357 $ 174,796 $ 175,438 $ 524,830 $ 537,972
Retail(1)(3) 36,476 65,636 38,913 124,430 213,298
Residential 4,178 5,057 5,504 15,541 16,131
Alexander's 9,899 11,471 10,581 31,574 34,320
Hotel Pennsylvania(4) (16,829) 2,964 (8,525) (34,718) 1,082
Total New York 196,081 259,924 221,911 661,657 802,803
Other:
theMART(5) 17,706 26,588 17,765 58,176 83,484
555 California Street 15,530 15,325 15,005 45,970 45,665
Other investments(6) 2,197 1,656 2,149 6,530 22,789
Total Other 35,433 43,569 34,919 110,676 151,938
NOI at share - cash basis $ 231,514 $ 303,493 $ 256,830 $ 772,333 $ 954,741

____________________

(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)    Includes the impact of write-offs of tenant receivables deemed uncollectible of $5,112, $940 and $6,052, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020.

(3)    Includes the impact of write-offs of tenant receivables deemed uncollectible of $4,668, $6,731 and $11,399, respectively, for the three months ended September 30, 2020 and June 30, 2020 and the nine months ended September 30, 2020.

(4)    The Hotel Pennsylvania has been closed since April 1, 2020 as a result of the COVID-19 pandemic. The three and nine months ended September 30, 2020 include a $9,246 severance accrual for furloughed union employees.

(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 | | 555 California Street | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | Same store NOI at share % (decrease) increase(1): | | | | | | | | | | | | Three months ended September 30, 2020 compared to September 30, 2019 | (16.4) | % | (14.5) | % | (46.3) | % | 2.0 | % | | | Nine months ended September 30, 2020 compared to September 30, 2019 | (14.7) | % | (13.4) | % | (34.9) | % | 0.7 | % | | | Three months ended September 30, 2020 compared to June 30, 2020 | 7.1 | % | 10.5 | % | (26.6) | % | 6.2 | % | | Same store NOI at share - cash basis % (decrease) increase(1): | | | | | | | | | | | | Three months ended September 30, 2020 compared to September 30, 2019 | (10.6) | % | (9.0) | % | (31.7) | % | 1.3 | % | | | Nine months ended September 30, 2020 compared to September 30, 2019 | (7.7) | % | (5.4) | % | (30.5) | % | 0.2 | % | | | Three months ended September 30, 2020 compared to June 30, 2020 | (3.0) | % | (3.6) | % | (1.1) | % | 3.4 | % |

________________________________

(1)See pages viii through xiii in the Appendix for same store NOI at share and same store NOI at share - cash basis reconciliations.

| NOI AT SHARE BY REGION (unaudited) | | --- || | For the Three Months Ended September 30, | | | | For the Nine Months Ended September 30, | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 2020 | | 2019 | | 2020 | | 2019 | | | Region: | | | | | | | | | | New York City metropolitan area | 87 | % | 87 | % | 87 | % | 86 | % | | Chicago, IL | 6 | % | 8 | % | 7 | % | 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>(Decrease)
September 30, 2020 December 31, 2019
ASSETS
Real estate, at cost:
Land $ 2,589,452 $ 2,591,261 $ (1,809)
Buildings and improvements 8,004,206 7,953,163 51,043
Development costs and construction in progress 1,514,941 1,490,614 24,327
Moynihan Train Hall development expenditures 1,223,600 914,960 308,640
Leasehold improvements and equipment 128,642 124,014 4,628
Total 13,460,841 13,074,012 386,829
Less accumulated depreciation and amortization (3,155,416) (3,015,958) (139,458)
Real estate, net 10,305,425 10,058,054 247,371
Right-of-use assets 374,805 379,546 (4,741)
Cash and cash equivalents 1,411,047 1,515,012 (103,965)
Restricted cash 79,291 92,119 (12,828)
Marketable securities 33,313 (33,313)
Tenant and other receivables 103,051 95,733 7,318
Investments in partially owned entities 3,504,328 3,999,165 (494,837)
Real estate fund investments 3,739 222,649 (218,910)
220 Central Park South condominium units ready for sale 181,041 408,918 (227,877)
Receivable arising from the straight-lining of rents 678,381 742,206 (63,825)
Deferred leasing costs, net 385,089 353,986 31,103
Identified intangible assets, net 25,746 30,965 (5,219)
Other assets 510,955 355,347 155,608
Total Assets $ 17,562,898 $ 18,287,013 $ (724,115)
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY
Liabilities:
Mortgages payable, net $ 5,639,151 $ 5,639,897 $ (746)
Senior unsecured notes, net 446,482 445,872 610
Unsecured term loan, net 796,499 745,840 50,659
Unsecured revolving credit facilities 575,000 575,000
Lease liabilities 425,646 498,254 (72,608)
Moynihan Train Hall obligation 1,223,600 914,960 308,640
Special dividend/distribution payable 398,292 (398,292)
Accounts payable and accrued expenses 430,446 440,049 (9,603)
Deferred revenue 45,473 59,429 (13,956)
Deferred compensation plan 98,543 103,773 (5,230)
Other liabilities 302,622 265,754 36,868
Total liabilities 9,983,462 10,087,120 (103,658)
Redeemable noncontrolling interests 693,751 888,915 (195,164)
Shareholders' equity 6,468,840 6,732,030 (263,190)
Noncontrolling interests in consolidated subsidiaries 416,845 578,948 (162,103)
Total liabilities, redeemable noncontrolling interests and equity $ 17,562,898 $ 18,287,013 $ (724,115)
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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 September 30, 2020
Total square feet leased 1,453 (1) 25 44 90
Our share of square feet leased: 1,121 22 44 63
Initial rent(2) $ 92.74 $ 311.39 $ 59.38 $ (3)
Weighted average lease term (years) 19.6 7.1 5.2 5.0
Second generation relet space:
Square feet 419 11 44
GAAP basis:
Straight-line rent(4) $ 82.29 $ 392.77 $ 56.02 $ (3)
Prior straight-line rent $ 65.22 $ 463.77 $ 56.86 $
Percentage increase (decrease) 26.2 % (15.3) % (1.5) % %
Cash basis (non-GAAP):
Initial rent(2) $ 65.29 $ 378.06 $ 59.38 $ (3)
Prior escalated rent $ 60.61 $ 523.92 $ 60.48 $
Percentage increase (decrease) 7.7 % (27.8) % (1.8) % %
Tenant improvements and leasing commissions:
Per square foot $ 173.73 $ 102.87 $ 15.62 $
Per square foot per annum $ 8.86 $ 14.49 $ 3.00 $
Percentage of initial rent 9.6 % 4.7 % 5.1 % %

________________________________

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
Nine Months Ended September 30, 2020
Total square feet leased 2,068 63 317 101
Our share of square feet leased: 1,709 59 317 71
Initial rent(2) $ 90.62 (5) $ 265.44 $ 50.12 $ 105.66 (3)
Weighted average lease term (years) 14.9 6.3 8.8 4.8
Second generation relet space:
Square feet 777 42 312 8
GAAP basis:
Straight-line rent(4) $ 83.25 (5) $ 267.19 $ 47.30 $ 107.37 (3)
Prior straight-line rent $ 74.32 $ 225.74 $ 46.62 $ 78.53
Percentage increase 12.0 % 18.4 % 1.5 % 36.7 %
Cash basis (non-GAAP):
Initial rent(2) $ 74.68 (5) $ 261.86 $ 49.95 $ 105.66 (3)
Prior escalated rent $ 70.95 $ 245.47 $ 50.75 $ 85.39
Percentage increase (decrease) 5.3 % 6.7 % (1.6) % 23.7 %
Tenant improvements and leasing commissions:
Per square foot $ 131.73 $ 159.09 $ 37.35 $ 0.93
Per square foot per annum $ 8.84 $ 25.25 $ 4.24 $ 0.19
Percentage of initial rent 9.8 % 9.5 % 8.5 % 0.2 %

________________________________

(1)Primarily 730 square feet (694 at our share) for the new Facebook lease at Farley Office and 633 square feet (348 at our share) for the New York University long-term renewal at One Park Avenue.

(2)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.

(3)Excludes the rent on 90 square feet (63 square feet at share) as the starting rent will be determined in 2021 based on fair market value.

(4)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.

(5)Excludes the rent on 174 square feet as the starting rent will be determined in 2021 based on fair market value.

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LEASE EXPIRATIONS (unaudited)<br>NEW YORK SEGMENT
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Weighted Average Annual<br>Rent of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office: Month to Month 51,000 $ 3,412,000 $ 66.90 0.3 %
Fourth Quarter 2020 228,000 18,666,000 81.87 1.7 %
First Quarter 2021 314,000 20,753,000 66.09 1.9 %
Second Quarter 2021 314,000 30,699,000 97.77 2.7 %
Third Quarter 2021 75,000 6,111,000 81.48 0.5 %
Fourth Quarter 2021 242,000 15,983,000 66.05 1.4 %
Total 2021 945,000 73,546,000 77.83 6.5 %
2022 708,000 47,872,000 67.62 4.3 %
2023 1,869,000 (2) 165,876,000 88.75 14.8 %
2024 1,460,000 120,274,000 82.38 10.8 %
2025 824,000 66,272,000 80.43 5.9 %
2026 1,407,000 105,104,000 74.70 9.5 %
2027 1,112,000 80,003,000 71.95 7.2 %
2028 939,000 66,583,000 70.91 6.0 %
2029 648,000 54,147,000 83.56 4.8 %
2030 767,000 55,935,000 72.93 5.0 %
Thereafter 3,712,000 259,539,000 69.92 23.2 %
Retail: Month to Month 23,000 $ 2,574,000 $ 111.91 0.9 %
Fourth Quarter 2020 31,000 7,878,000 254.13 2.9 %
First Quarter 2021 122,000 12,069,000 98.93 4.3 %
Second Quarter 2021 20,000 1,921,000 96.05 0.7 %
Third Quarter 2021 8,000 1,220,000 152.50 0.4 %
Fourth Quarter 2021 15,000 2,401,000 160.07 0.9 %
Total 2021 165,000 17,611,000 106.73 6.3 %
2022 15,000 4,349,000 289.93 1.6 %
2023 48,000 24,948,000 519.75 9.0 %
2024 207,000 46,020,000 222.32 16.6 %
2025 33,000 12,034,000 364.67 4.3 %
2026 70,000 25,389,000 362.70 9.1 %
2027 30,000 22,251,000 741.70 8.0 %
2028 23,000 12,806,000 556.78 4.6 %
2029 46,000 19,897,000 432.54 7.2 %
2030 161,000 20,610,000 128.01 7.4 %
Thereafter 307,000 61,251,000 199.51 22.1 %

________________________________

(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>theMART
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Weighted Average Annual<br>Rent of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office / Showroom / Retail: Month to Month 4,000 $ 108,000 $ 27.00 0.1 %
Fourth Quarter 2020 27,000 1,244,000 46.07 0.8 %
First Quarter 2021 51,000 2,569,000 50.37 1.6 %
Second Quarter 2021 3,000 179,000 59.67 0.1 %
Third Quarter 2021 41,000 2,248,000 54.83 1.4 %
Fourth Quarter 2021 188,000 8,530,000 45.37 5.4 %
Total 2021 283,000 13,526,000 47.80 8.5 %
2022 450,000 22,474,000 49.94 14.3 %
2023 296,000 15,347,000 51.85 9.8 %
2024 327,000 16,239,000 49.66 10.3 %
2025 342,000 18,429,000 53.89 11.7 %
2026 306,000 15,305,000 50.02 9.7 %
2027 169,000 8,420,000 49.82 5.3 %
2028 637,000 27,779,000 43.61 17.6 %
2029 73,000 3,451,000 47.27 2.2 %
2030 11,000 611,000 55.55 0.4 %
Thereafter 318,000 14,460,000 45.47 9.3 %

________________________________

(1)    Excludes storage, vacancy and other.

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LEASE EXPIRATIONS (unaudited)<br>555 California Street
Period of Lease<br>Expiration Our Share of<br><br>Square Feet<br><br>of Expiring<br><br>Leases(1) Weighted Average Annual<br>Rent of Expiring Leases Percentage of<br>Annualized<br>Escalated Rent
Total Per Sq. Ft.
Office / Retail: Month to Month $ $ 0.0 %
Fourth Quarter 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 1,150,000 60.53 1.1 %
Third Quarter 2021 %
Fourth Quarter 2021 17,000 1,789,000 105.24 1.8 %
Total 2021 37,000 3,034,000 81.97 3.0 %
2022 36,000 2,979,000 82.75 3.0 %
2023 133,000 10,094,000 75.89 10.0 %
2024 53,000 4,945,000 93.30 4.9 %
2025 436,000 34,756,000 79.72 34.5 %
2026 202,000 15,827,000 78.35 15.7 %
2027 65,000 5,756,000 88.55 5.7 %
2028 20,000 1,594,000 79.70 1.6 %
2029 74,000 7,206,000 97.38 7.2 %
2030 110,000 10,446,000 94.96 10.3 %
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
For the Trailing Twelve Months Ended September 30, 2020 June 30, 2020
NOI at Share -<br>Cash Basis BMS NOI Pro Forma NOI at Share - <br>Cash Basis Pro Forma NOI at Share - Cash Basis
Office:
New York $ 705,592 $ (21,765) $ 683,827 $ 693,868
theMART 82,822 82,822 91,704
555 California Street 60,461 60,461 60,256
Total Office 848,875 (21,765) 827,110 845,828
New York - Retail 178,787 178,787 198,863
New York - Residential 21,304 21,304 22,183
$ 1,048,966 $ (21,765) $ 1,027,201 $ 1,066,874
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CAPITAL STRUCTURE (unaudited)
(Amounts in thousands, except per share and per unit amounts)
As of
September 30, 2020
Debt (contractual balances) (non-GAAP):
Consolidated debt (1):
Mortgages payable $ 5,661,132
Senior unsecured notes 450,000
800 Million unsecured term loan 800,000
2.75 Billion unsecured revolving credit facilities 575,000
7,486,132
Pro rata share of debt of non-consolidated entities(2) 2,840,009
Less: Noncontrolling interests' share of consolidated debt        (primarily 1290 Avenue of the Americas and 555 California Street) (484,022)
9,842,119 (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)
September 30, 2020 Common Share Price
Equity:
Common shares $ 33.71 6,447,408
Class A units 33.71 415,577
Convertible share equivalents:
Equity awards - unit equivalents 33.71 45,273
D-13 preferred units 33.71 46,688
G1-G4 units 33.71 3,202
Series A preferred shares 33.71 876
6,959,024 (C)
Total Market Capitalization (A+B+C) $ 17,725,178

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):
Third Quarter 2020 Second Quarter 2020 First Quarter 2020 Fourth Quarter 2019
High price $ 39.98 $ 45.96 $ 68.68 $ 67.95
Low price $ 31.36 $ 30.31 $ 27.64 $ 61.78
Closing price - end of quarter $ 33.71 $ 38.21 $ 36.21 $ 66.50
Annualized quarterly dividend per share $ 2.12 $ 2.64 $ 2.64 $ 2.64
Special dividend 1.95 (1)
Total $ 2.12 $ 2.64 $ 2.64 $ 4.59
Annualized dividend yield - on closing price:
Quarterly dividends 6.3 % 6.9 % 7.3 % 4.0 %
Total 6.3 % 6.9 % 7.3 % 6.9 %
Outstanding shares, Class A units and convertible preferred units as converted (in thousands) 206,438 206,260 206,280 205,076
Closing market value of outstanding shares, Class A units and convertible preferred units as converted $ 7.0 Billion $ 7.9 Billion $ 7.5 Billion $ 13.6 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 September 30, 2020
Total Variable Fixed
(Contractual debt balances) (non-GAAP) Amount Weighted<br>Average<br>Interest Rate Amount Weighted<br>Average<br>Interest Rate Amount Weighted<br>Average<br>Interest Rate
Consolidated debt(1) $ 7,486,132 3.03% $ 2,399,418 1.61% $ 5,086,714 3.70%
Pro rata share of debt of non-consolidated entities(2) 2,840,009 2.81% 1,479,094 1.78% 1,360,915 3.93%
Total 10,326,141 2.97% 3,878,512 1.68% 6,447,629 3.75%
Less: Noncontrolling interests' share of consolidated debt (primarily 1290 Avenue of the Americas and 555 California Street) (484,022) (36,861) (447,161)
Company's pro rata share of total debt $ 9,842,119 2.93% $ 3,841,651 1.67% $ 6,000,468 3.73%
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% 45% Less than 60% 32%
Secured debt/total assets Less than 50% 33% Less than 50% 26%
Interest coverage ratio (annualized combined EBITDA to annualized interest expense) Greater than 1.50 2.42 N/A
Fixed charge coverage N/A Greater than 1.40 2.59
Unencumbered assets/unsecured debt Greater than 150% 443% N/A
Unsecured debt/cap value of unencumbered assets N/A Less than 60% 12%
Unencumbered coverage ratio N/A Greater than 1.50 4.69 Unencumbered EBITDA (non-GAAP)(4):
--- --- ---
Q3 2020<br>Annualized
New York $ 177,324
Other 4,596
Total $ 181,920

________________________________

(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 7.0% under the senior unsecured notes due 2025 and 6.0% under the unsecured revolving credit facilities and unsecured term loan.

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CONSOLIDATED DEBT MATURITIES (CONTRACTUAL BALANCES) (NON-GAAP) (unaudited)
(Amounts in thousands)
Property Maturity<br><br>Date (1) Spread over<br>LIBOR Interest <br>Rate 2020 2021 2022 2023 2024 Thereafter Total
PENN11 12/20 (2) 3.95% $ 443,600 $ $ $ $ $ $ 443,600
Borgata Land 02/21 (3) 5.14% 52,578 52,578
909 Third Avenue 05/21 3.91% 350,000 350,000
555 California Street 09/21 5.10% 540,536 540,536
theMART 09/21 2.70% 675,000 675,000
770 Broadway 03/22 (4) L+175 1.91% 700,000 700,000
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% (5) 800,000 800,000
435 Seventh Avenue - retail 02/24 L+130 1.46% 95,696 95,696
$1.5 Billion unsecured revolving credit facility 03/24 L+90 1.05% 575,000 575,000
150 West 34th Street 05/24 L+188 2.04% 205,000 205,000
606 Broadway 09/24 L+180 1.96% 73,722 73,722
33-00 Northern Boulevard 01/25 4.14% (6) 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 1.56% 120,000 120,000
888 Seventh Avenue 12/25 3.25% (7) 375,000 375,000
100 West 33rd Street - office and retail 04/26 L+155 1.71% 580,000 580,000
350 Park Avenue 01/27 3.92% 400,000 400,000
$ 443,600 $ 1,618,114 $ 1,650,000 $ $ 1,749,418 $ 2,025,000 $ 7,486,132
Weighted average rate 3.95 % 3.84 % 2.74 % % 2.44 % 2.94 % 3.03 %
Fixed rate debt $ 443,600 $ 1,618,114 $ 950,000 $ $ 750,000 $ 1,325,000 $ 5,086,714
Fixed weighted average rate expiring 3.95 % 3.84 % 3.34 % % 3.87 % 3.60 % 3.70 %
Floating rate debt $ $ $ 700,000 $ $ 999,418 $ 700,000 $ 2,399,418
Floating weighted average rate expiring % % 1.91 % % 1.36 % 1.68 % 1.61 %

________________________________

(1)Represents the extended maturity for certain loans in which we have the unilateral right to extend.

(2)On October 15, 2020, we completed a $500,000 refinancing of PENN11, a 1.2 million square foot Manhattan office building. The interest-only loan carries a rate of LIBOR plus 2.75% (currently 2.90%) and matures in October 2025, as fully extended.

(3)On November 2, 2020, we repaid the $52,476 amortizing mortgage loan on our land under a portion of the Borgata Hotel and Casino complex.

(4)On August 12, 2020, we amended the $700,000 mortgage loan on 770 Broadway, a 1.2 million square foot Manhattan office building, to extend the term one year through March 2022.

(5)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% (1.15% as of September 30, 2020). The entire $800,000 will float thereafter for the duration of the loan.

(6)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% (1.96% as of September 30, 2020).

(7)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% (1.84% as of September 30, 2020).

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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Joint Venture Name Asset<br>Category Percentage Ownership at September 30, 2020 Company's<br>Carrying<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% $ 2,811,374 $ 461,461 $ 950,000 Various Various Various
Alexander's Office/Retail 32.4% 84,534 346,856 (3) 1,070,544 Various Various Various
Partially owned office buildings/land:
One Park Avenue Office/Retail 55.0% 144,618 165,000 300,000 03/21 L+175 1.91%
280 Park Avenue Office/Retail 50.0% 103,596 600,000 1,200,000 09/24 L+173 1.89%
650 Madison Avenue Office/Retail 20.1% 98,960 161,024 800,000 12/29 N/A 3.49%
512 West 22nd Street Office/Retail 55.0% 59,219 64,093 116,532 06/24 L+200 2.16%
West 57th Street properties Office/Retail/Land 50.0% 42,477 10,000 20,000 12/22 L+160 1.76%
825 Seventh Avenue Office 50.0% 9,855 18,884 37,769 07/23 L+165 1.84%
61 Ninth Avenue Office/Retail 45.1% 4,672 75,543 167,500 01/26 L+135 1.51%
Other Office/Retail Various 4,101 17,465 50,150 Various Various Various
Other equity method investments:
Independence Plaza Residential/Retail 50.1% 63,244 338,175 675,000 07/25 N/A 4.25%
Rosslyn Plaza Office/Residential 43.7% to 50.4% 32,073 19,214 38,115 06/22 L+195 2.11%
Other Various Various 45,605 91,419 575,675 Various Various Various
$ 3,504,328 $ 2,369,134 $ 6,001,285
7 West 34th Street Office/Retail 53.0% (54,096) (4) 159,000 300,000 06/26 N/A 3.65%
85 Tenth Avenue Office/Retail 49.9% (11,142) (4) 311,875 625,000 12/26 N/A 4.55%
$ (65,238) $ 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 for 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 Ownership at September 30, 2020 Our Share of Net (Loss) Income for the Three Months Ended September 30, Our Share of NOI (non-GAAP) for the Three Months Ended September 30,
2020 2019 2020 2019
Joint Venture Name
New York:
Fifth Avenue and Times Square JV:
Non-cash impairment loss $ (107,023) $ $ $
Return on preferred equity, net of our share of the expense 9,430 9,545
Equity in net income 51.5% 7,694 9,891 32,250 35,584
(89,899) 19,436 32,250 35,584
One Park Avenue 55.0% 3,784 1,765 6,291 5,319
280 Park Avenue 50.0% 3,625 (2,130) 11,930 8,734
Alexander's(1) 32.4% 2,075 5,393 6,830 11,269
Independence Plaza 50.1% (1,877) (561) 4,086 6,455
85 Tenth Avenue 49.9% (1,786) (559) 3,819 4,762
7 West 34th Street 53.0% 1,009 1,003 3,518 3,500
61 Ninth Avenue 45.1% 763 558 1,693 1,873
650 Madison Avenue 20.1% (409) (860) 2,841 2,829
West 57th Street properties 50.0% (371) (102) (83) 259
512 West 22nd Street 55.0% (196) 146 1,450 779
Other, net Various 1,937 (363) 1,212 1,286
(81,345) 23,726 75,837 82,649
Other:
Alexander's corporate fee income 32.4% 1,296 1,299 710 720
Rosslyn Plaza 43.7% to 50.4% 64 68 1,144 1,238
Other, net Various (924) 853 484 1,417
436 2,220 2,338 3,375
Total $ (80,909) $ 25,946 $ 78,175 $ 86,024

_____________________

(1)2020 includes our $3,139 share of write-offs of lease receivables deemed uncollectible.

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UNCONSOLIDATED JOINT VENTURES (unaudited)
(Amounts in thousands)
Percentage Ownership at September 30, 2020 Our Share of Net (Loss) Income for the Nine Months Ended September 30, Our Share of NOI (non-GAAP) for the Nine Months Ended September 30,
2020 2019 2020 2019
Joint Venture Name
New York:
Fifth Avenue and Times Square JV(1):
Non-cash impairment loss $ (413,349) $ $ $
Return on preferred equity, net of our share of the expense 27,926 18,131
Equity in net income 51.5% 13,631 (2) 21,108 91,945 66,770
(371,792) 39,239 91,945 66,770
Alexander's(3) 32.4% 7,420 14,707 25,653 33,699
One Park Avenue 55.0% 7,232 4,912 15,540 15,815
85 Tenth Avenue 49.9% (4,597) 4 12,135 14,730
280 Park Avenue 50.0% 3,872 (8,615) 30,067 25,824
7 West 34th Street 53.0% 3,113 2,801 10,662 10,307
61 Ninth Avenue 45.1% 2,222 1,018 5,306 4,583
Independence Plaza 50.1% (2,041) (789) 15,148 20,172
650 Madison Avenue 20.1% (1,305) (2,761) 8,434 8,239
512 West 22nd Street 55.0% (1,045) 68 3,207 2,203
West 57th Street properties 50.0% (955) (294) (75) 769
330 Madison Avenue(4) N/A 1,333 5,669
Other, net Various 1,476 (1,371) 3,274 2,614
(356,400) 50,252 221,296 211,394
Other:
Alexander's corporate fee income 32.4% 3,778 3,478 2,016 1,736
Rosslyn Plaza 43.7% to 50.4% 302 470 3,622 4,023
UE(5) N/A 773 4,902
PREIT(6) N/A 51 9,824
Other, net Various (1,359) 1,115 2,609 4,521
2,721 5,887 8,247 25,006
Total $ (353,679) $ 56,139 $ 229,543 $ 236,400

____________________

(1)Entered into on April 18, 2019.

(2)Includes a $10,047 reduction in income related to a Forever 21 lease modification at 1540 Broadway and $2,997 of write-offs of lease receivables deemed uncollectible during 2020.

(3)2020 includes our $4,846 share of write-offs of lease receivables deemed uncollectible.

(4)Sold on July 11, 2019.

(5)Sold on March 4, 2019.

(6)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 SEPTEMBER 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) 736,155 (3) 293,845 2022 7.4%
PENN2 - as expanded(4) New York 1,795,000 750,000 80,684 669,316 2024 8.4%
PENN1(5) New York 2,545,000 325,000 137,048 187,952 N/A 13.5%(5)(6)
Districtwide Improvements New York N/A 100,000 15,538 84,462 N/A N/A
Total Active Penn District Projects 2,205,000 969,425 1,235,575 (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 reduced by 88,000 of historic tax credit investor contributions to date.

(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 4.8 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 SEPTEMBER 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 1,436,000 (1) 14,000 N/A
345 Montgomery Street (555 California Street) (70% interest) Other 78,000 46,000 38,645 7,355 2021
825 Seventh Avenue - office (50% interest) New York 165,000 15,000 12,909 2,091 2021
Total Other Projects 1,511,000 1,487,554 23,446
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, 488 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)
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 46,771 $ 93,226 $ 92,386
Tenant improvements 45,150 98,261 100,191
Leasing commissions 15,569 18,229 33,254
Recurring tenant improvements, leasing commissions and other capital expenditures 107,490 209,716 225,831
Non-recurring capital expenditures(1) 61,171 30,374 43,135
Total capital expenditures and leasing commissions $ 168,661 $ 240,090 $ 268,966
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
Farley Office and Retail $ 174,159 $ 265,455 $ 18,995 (2)
220 CPS 83,117 181,177 295,827
PENN1 75,247 51,168 8,856
PENN2 60,493 28,719 16,288
345 Montgomery Street 14,491 29,441 18,187
Other 40,660 93,096 60,033
$ 448,167 $ 649,056 $ 418,186

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

(2)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)
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 39,920 $ 80,416 $ 70,954
Tenant improvements 38,900 84,870 76,187
Leasing commissions 11,624 16,316 29,435
Recurring tenant improvements, leasing commissions and other capital expenditures 90,444 181,602 176,576
Non-recurring capital expenditures(1) 60,961 28,269 31,381
Total capital expenditures and leasing commissions $ 151,405 $ 209,871 $ 207,957
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
Farley Office and Retail $ 174,159 $ 265,455 $ 18,995 (2)
PENN1 75,247 51,168 8,856
PENN2 60,493 28,719 16,288
Other 36,787 86,593 44,976
$ 346,686 $ 431,935 $ 89,115

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

(2)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)
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 5,674 $ 9,566 $ 13,282
Tenant improvements 4,041 9,244 15,106
Leasing commissions 3,173 827 459
Recurring tenant improvements, leasing commissions and other capital expenditures 12,888 19,637 28,847
Non-recurring capital expenditures(1) 210 332 260
Total capital expenditures and leasing commissions $ 13,098 $ 19,969 $ 29,107
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
Common area enhancements $ 3,061 $ 476 $ 51
Other 775 1,846 10,739
$ 3,836 $ 2,322 $ 10,790

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

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CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS (unaudited)
555 CALIFORNIA STREET
(Amounts in thousands)
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for capital expenditures:
Expenditures to maintain assets $ 1,177 $ 3,244 $ 8,150
Tenant improvements 2,209 4,147 8,898
Leasing commissions 772 1,086 3,360
Recurring tenant improvements, leasing commissions and other capital expenditures 4,158 8,477 20,408
Non-recurring capital expenditures(1) 1,773 11,494
Total capital expenditures and leasing commissions $ 4,158 $ 10,250 $ 31,902
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
345 Montgomery Street $ 14,491 $ 29,441 $ 18,187
Other 3,896 445
$ 14,491 $ 33,337 $ 18,632

________________________________

(1)Primarily tenant improvements and leasing commissions on first generation space.

OTHER
(Amounts in thousands)
Nine Months Ended Year Ended December 31,
September 30, 2020 2019 2018
Amounts paid for development and redevelopment expenditures:
220 CPS $ 83,117 $ 181,177 $ 295,827
Other 37 285 3,822
$ 83,154 $ 181,462 $ 299,649
  • 36 -

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SQUARE FOOTAGE (unaudited)
(Square feet in thousands)
At Vornado's Share
At<br>100% Under Development or Not Available for Lease In Service
Total Office Retail Showroom Other
Segment:
New York:
Office 20,584 17,518 1,910 15,425 183
Retail 2,683 2,201 401 1,800
Residential - 1,678 units 1,526 793 793
Alexander's (32.4% interest), including 312 residential units 2,449 793 63 298 350 82
Hotel Pennsylvania (closed since April 1, 2020) 1,400 1,400 1,400
28,642 22,705 3,774 15,723 2,150 183 875
Other:
theMART 3,900 3,891 75 2,046 105 1,315 350
555 California Street (70% interest) 1,819 1,273 55 1,185 33
Other 2,837 1,339 189 212 827 111
8,556 6,503 319 3,443 965 1,315 461
Total square feet at September 30, 2020 37,198 29,208 4,093 19,166 3,115 1,498 1,336
Total square feet at June 30, 2020 37,202 29,212 4,075 19,181 3,121 1,500 1,335
Parking Garages (not included above): Square Feet Number of <br>Garages Number of <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 September 30, 2020 2,806 19 8,059
  • 37 -

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TOP 30 TENANTS (unaudited)
(Amounts in thousands, except square feet) Tenants Square<br><br>Footage<br><br>At Share Annualized<br><br>Revenues<br><br>At Share<br><br>(non-GAAP) % of Annualized<br><br>Revenues<br><br>At Share<br><br>(non-GAAP)(1)
--- --- --- --- --- ---
Facebook(2) 757,653 $ 79,292 4.5 %
IPG and affiliates 967,552 65,822 3.7 %
Bloomberg L.P. 303,147 39,139 2.2 %
Google/Motorola Mobility (guaranteed by Google) 728,483 36,400 2.0 %
Equitable 336,646 35,591 2.0 %
Verizon Media Group 327,138 32,594 1.8 %
Swatch Group USA 14,950 30,846 1.7 %
Amazon (including its Whole Foods subsidiary) 310,272 29,839 1.7 %
LVMH Brands 77,585 26,702 1.5 %
The City of New York 582,545 25,975 1.5 %
Neuberger Berman Group LLC 306,611 25,207 1.4 %
Madison Square Garden & Affiliates 409,215 24,768 1.4 %
AMC Networks, Inc. 326,061 23,885 1.3 %
Bank of America 247,460 23,178 1.3 %
Macy's 366,876 22,901 1.3 %
New York University 347,948 22,680 1.3 %
Victoria's Secret (guaranteed by L Brands, Inc.) 33,164 18,362 1.0 %
PwC 241,196 17,937 1.0 %
Ziff Brothers Investments, Inc. 127,815 14,707 0.8 %
U.S. Government 578,711 14,667 0.8 %
Fast Retailing (Uniqlo) 47,181 13,513 0.8 %
Apple 220,229 13,214 0.7 %
Cushman & Wakefield 127,314 13,041 0.7 %
New York & Company, Inc.(3) 193,140 12,215 0.7 %
Citadel 119,421 11,942 0.7 %
Hollister 11,306 11,170 0.6 %
Foot Locker 149,987 10,884 0.6 %
Manufacturers & Traders Trust 102,622 10,776 0.6 %
Kirkland & Ellis LLP 106,752 10,595 0.6 %
Forest Laboratories 168,673 10,594 0.6 %
40.8 %

________________________________

(1)See reconciliation of our annualized revenue at share on page xiv in the Appendix.

(2)Excludes Facebook lease at Farley Office for 730,000 square feet (694,000 at our share) not yet commenced.

(3)Filed for Chapter 11 bankruptcy on July 13, 2020.

  • 38 -

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OCCUPANCY (unaudited)
New York theMART 555 California Street
Occupancy rate at:
September 30, 2020 94.3 % 89.8 % 98.4 %
June 30, 2020 95.2 % 91.4 % 99.0 %
December 31, 2019 96.7 % 94.6 % 99.8 %
September 30, 2019 96.8 % 95.0 % 100.0 %
RESIDENTIAL STATISTICS in service (unaudited)
--- --- --- --- ---
Vornado's Ownership Interest
Number of Units Number of Units Occupancy Rate Average Monthly<br>Rent Per Unit
New York:
September 30, 2020 1,990 954 84.8% $3,758
June 30, 2020 1,989 953 89.9% $3,858
December 31, 2019 1,991 955 97.0% $3,889
September 30, 2019 1,991 955 96.8% $3,879
  • 39 -

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GROUND LEASES (unaudited)
(Amounts in thousands)
Property Current Annual<br>Rent at Share Next Option Renewal Date Fully Extended<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 1,379 (1) 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 4,254 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.

________________________________

(1)Excludes percentage rent.

  • 40 -

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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><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK:
Penn District:
PENN1
(ground leased through 2098)** Cisco, WSP USA, Hartford Fire Insurance,
-Office 100.0 % 87.2 % $ 69.72 2,274,000 2,105,000 169,000 United Healthcare Services, Inc., Siemens Mobility
-Retail 100.0 % 68.6 % 305.13 271,000 97,000 174,000 Bank of America, Shake Shack, Starbucks
100.0 % 86.5 % 76.26 2,545,000 2,202,000 343,000 $
PENN2
-Office 100.0 % 100.0 % 61.64 1,576,000 612,000 964,000 Madison Square Garden, EMC
-Retail 100.0 % 100.0 % 208.61 43,000 17,000 26,000 Chase Manhattan Bank
100.0 % 100.0 % 65.76 1,619,000 629,000 990,000 575,000 (3)
PENN11
Madison Square Garden, AMC Networks, Inc., Information Builders, Inc.*,
-Office 100.0 % 100.0 % 65.46 1,113,000 1,113,000 Apple, Macy's
-Retail 100.0 % 85.1 % 144.37 40,000 40,000 PNC Bank National Association, Starbucks
100.0 % 99.4 % 67.81 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 % 18.8% 142.38 256,000 256,000 181,598 Aeropostale, Express, Starbucks
330 West 34th Street
(65.2% ground leased through 2149)** New York & Company, Inc., Structure Tone,
-Office 100.0 % 100.0 % 68.54 703,000 703,000 Deutsch, Inc., Web.com, Footlocker, Home Advisor, Inc.
-Retail 100.0 % 34.5 % 148.14 21,000 21,000 Starbucks
100.0 % 98.6 % 69.11 724,000 724,000 50,150 (4)
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
138-142 West 32nd Street
-Retail 100.0 % 100.0 % 117.45 8,000 8,000
150 West 34th Street
-Retail 100.0 % 100.0 % 112.53 78,000 78,000 205,000 Old Navy
  • 41 -

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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><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<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 7,814,000 6,481,000 1,333,000 2,249,446
Midtown East:
909 Third Avenue
(ground leased through 2063)** IPG and affiliates, Forest Laboratories,
-Office 100.0 % 98.6 % 64.32(5) 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(6)
-Office 100.0 % 90.7 % 79.75 540,000 540,000 Castle Harlan, Tournesol Realty LLC (Peter Marino)
-Retail 100.0 % 13.1 % 17.86 3,000 3,000
100.0 % 90.3 % 79.71 543,000 543,000
715 Lexington Avenue
-Retail 100.0 % 100.0 % 256.79 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 % 92.8 % 93.41 870,000 870,000 Vornado Executive Headquarters, United Talent Agency
-Retail 100.0 % 100.0 % 320.06 15,000 15,000 Redeye Grill L.P.
100.0 % 92.9 % 95.59 885,000 885,000 375,000
57th Street - 2 buildings
-Office 50.0 % 77.4 % 60.83 81,000 81,000
-Retail 50.0 % 100.0 % 150.51 22,000 22,000
50.0 % 81.2 % 79.23 103,000 103,000 20,000
Total Midtown West 988,000 988,000 395,000
  • 42 -

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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><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Park Avenue:
280 Park Avenue Cohen & Steers Inc., Franklin Templeton Co. LLC,
-Office 50.0 % 97.9 % $ 104.36 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 % 103.79 1,262,000 1,262,000 $ 1,200,000
350 Park Avenue Kissinger Associates Inc., Ziff Brothers Investment Inc., Citadel,
-Office 100.0 % 98.1 % 111.24 556,000 556,000 MFA Financial Inc., M&T Bank, Square Mile Capital Management*
-Retail 100.0 % 100.0 % 276.66 18,000 18,000 Fidelity Investments, AT&T Wireless, Valley National Bank
100.0 % 98.1 % 116.40 574,000 574,000 400,000
Total Park Avenue 1,836,000 1,836,000 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 % 154.76 18,000 18,000 Citibank, Starbucks
100.0 % 98.8 % 80.42 956,000 956,000
510 Fifth Avenue
-Retail 100.0 % 51.5 % 221.37 66,000 66,000 The North Face
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 % 1,000.57 69,000 69,000 Victoria's Secret (guaranteed by L Brands, Inc.), Dyson
52.0 % 95.7 % 239.40 315,000 315,000 500,000
666 Fifth Avenue
-Retail 52.0 % 100.0 % 499.59 114,000(7) 114,000 Fast Retailing (Uniqlo), Hollister, Tissot
595 Madison Avenue Beauvais Carpets, Levin Capital Strategies LP,
-Office 100.0 % 85.3 % 82.84 298,000 298,000 Albea Beauty Solutions, Aerin LLC
-Retail 100.0 % 83.9 % 749.09 32,000 32,000 Fendi*, Berluti*
100.0 % 85.2 % 124.88 330,000 330,000
650 Madison Avenue Memorial Sloan Kettering Cancer Center, Sotheby's International Realty, Inc.,
-Office 20.1 % 96.5 % 116.61 564,000 564,000 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 % 96.7 % 152.26 601,000 601,000 800,000
689 Fifth Avenue
-Office 52.0 % 100.0 % 100.03 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 % 162.68 98,000 98,000
655 Fifth Avenue
-Retail 50.0 % 100.0 % 274.86 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 1,541,000 1,541,000 1,750,000
  • 43 -

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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><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Midtown South:
770 Broadway
-Office 100.0 % 100.0 % $ 102.23 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 % 99.72 1,182,000 1,182,000 $ 700,000
One Park Avenue New York University, Clarins USA Inc.,
BMG Rights Management LLC, Robert A.M. Stern Architect,
-Office 55.0 % 100.0 % 64.62 865,000 865,000 automotiveMastermind
-Retail 55.0 % 90.6 % 88.07 78,000 78,000 Bank of Baroda, Citibank, Equinox, Men's Wearhouse
55.0 % 99.2 % 66.36 943,000 943,000 300,000
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 % 100.59 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 % 88.55 2,043,000 2,043,000 Cushman & Wakefield, Columbia University, LinkLaters
-Retail 70.0 % 97.7 % 195.55 75,000 75,000 Duane Reade, JPMorgan Chase Bank, Sovereign Bank, Starbucks
70.0 % 99.7 % 91.37 2,118,000 2,118,000 950,000
Wall Street/Downtown:
40 Fulton Street
-Office 100.0 % 74.2 % 54.19 246,000 246,000 Safety National Casualty Corp*, Fortune Media Corp.
-Retail 100.0 % 100.0 % 120.87 5,000 5,000 TD Bank
100.0 % 74.7 % 55.86 251,000 251,000
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 73,722
  • 44 -

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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><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<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 % 100.0 % 100.00 4,000 4,000 Stellar Works*
-Residential (4 units) 100.0 % 50.0 % 9,000 9,000
100.0 % 13,000 13,000
334 Canal Street
-Retail 100.0 % 100.0 % 30.36 4,000 4,000
-Residential (4 units) 100.0 % 50.0 % 11,000 11,000
100.0 % 15,000 15,000
155 Spring Street
-Retail 100.0 % 97.3 % 125.68 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 % 308.93 6,000 6,000 Sandro
-Residential (1 unit) 100.0 % % 1,000 1,000
100.0 % 7,000 7,000
Total Soho 230,000 180,000 50,000 73,722
Times Square:
1540 Broadway Forever 21, Planet Hollywood, Disney, Sunglass Hut,
-Retail 52.0 % 100.0 % 196.34 161,000 161,000 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 % 185.75 23,000 23,000 Nike, Crunch LLC, J.Jill
  • 45 -

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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><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<br>for Lease
NEW YORK (Continued):
Upper East Side (Continued):
759-771 Madison Avenue (40 East 66th)
-Retail 100.0 % 76.1 % $ 667.81 14,000 14,000 Armani*
-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 % 36.26 471,000 471,000 100,000 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 % 92.57 584,000 584,000 Moet Hennessy USA. Inc.
-Retail 49.9 % 100.0 % 88.52 43,000 43,000 IL Posto LLC, L'Atelier
49.9 % 100.0 % 92.31 627,000 627,000 625,000
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 % 55.1 % 355.90 37,000 37,000 Starbucks
45.1 % 94.5 % 146.16 192,000 192,000 167,500
512 West 22nd Street
-Office 55.0 % 37.6 % 134.10 164,000 164,000 Warner Media, Next Jump
-Retail 55.0 % 46.7 % 108.02 9,000 9,000 Galeria Nara Roesler*
38.0 % 132.49 173,000 173,000 116,532
Total Chelsea/Meatpacking District 1,190,000 1,176,000 14,000 909,032
Upper West Side:
50-70 W 93rd Street
-Residential (325 units) 49.9 % 86.2 % 283,000 283,000 82,500
Tribeca:
Independence Plaza
-Residential (1,327 units) 50.1 % 84.0 % 1,185,000 1,185,000
-Retail 50.1 % 100.0 % 65.78 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 % 65.93 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 % 24.54 129,000 129,000 Vornado's Administrative Headquarters
  • 46 -

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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 Facebook*
-Retail 95.0 % 114,000 114,000
95.0 % 844,000 844,000 $
825 Seventh Avenue
-Office 50.0 % 165,000 165,000 37,769
-Retail 100.0 % 4,000 4,000
51.2 % 169,000 169,000 37,769
Total Properties under Development 1,013,000 1,013,000 37,769
Properties to be Developed:
57th Street (3 properties)
-Land 50.0 %
Eighth Avenue and 34th Street (5 properties)
-Land 100.0 %
New York Office:
Total 96.0 % $ 80.93 20,584,000 18,556,000 2,028,000 $ 8,408,953
Vornado's Ownership Interest 95.8 % $ 78.23 17,518,000 15,608,000 1,910,000 $ 5,849,811
New York Retail:
Total 82.9 % $ 265.70 2,683,000 2,268,000 415,000 $ 1,126,016
Vornado's Ownership Interest 79.9 % $ 225.63 2,201,000 1,800,000 401,000 $ 840,691
New York Residential:
Total 85.3 % 1,526,000 1,526,000 $ 757,500
Vornado's Ownership Interest 84.8 % 793,000 793,000 $ 379,342
  • 47 -

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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><br>(non-GAAP)<br><br>(in thousands)(2) Major Tenants
Property Total<br>Property In Service Under Development<br>or Not Available<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 % 276.78 155,000 155,000 300,000 The Home Depot, The Container Store, Hutong
32.4 % 99.0 % 147.67 1,075,000 1,075,000 800,000
Rego Park I, Queens (4.8 acres) 32.4 % 100.0 % 52.42 343,000 148,000 195,000 Burlington, Bed Bath & Beyond, Marshalls, IKEA
Rego Park II (adjacent to Rego Park I),
Queens (6.6 acres) 32.4 % 91.3 % 60.09 609,000 609,000 202,544(8) Century 21, Costco, Kohl's, TJ Maxx
Flushing, Queens (1.0 acre ground leased through 2037)** 32.4 % 100.0 % 31.75 167,000 167,000 New World Mall LLC
The Alexander Apartment Tower,
Rego Park, Queens, NY
Residential (312 units) 32.4 % 89.4 % 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 % 96.0 % 96.38 2,449,000 2,254,000 195,000 1,070,544
Hotel Pennsylvania(9) :
-Hotel (1,700 Rooms) 100.0 % 1,400,000 1,400,000
Total New York 94.8 % $ 97.24 28,642,000 24,604,000 4,038,000 $ 11,363,013
Vornado's Ownership Interest 94.3 % $ 90.63 22,705,000 18,931,000 3,774,000 $ 7,416,700

________________________________

*    Lease not yet commenced.

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

(1)Weighted average escalated annual rent per square foot and average occupancy percentage for office properties excludes garages and de minimis amounts of storage space. Weighted average escalated 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)Amount represents debt on land which is owned 34.8% by Vornado.

(5)Excludes US Post Office lease for which the annual escalated rent is $13.89 PSF.

(6)Includes 962 Third Avenue (the Annex building to 150 East 58th Street) 50.0% ground leased through 2118**.

(7)75,000 square feet is leased from 666 Fifth Avenue Office Condominium.

(8)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.

(9)Closed beginning April 1, 2020 and therefore square footage was taken out of service.

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OTHER
PROPERTY TABLE
%<br>Ownership %<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>Property In Service Under Development<br>or Not Available<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 % 88.5 % $ 44.21 2,046,000 2,046,000 ConAgra Foods Inc., Allstate Insurance Company
Steelcase, Baker, Knapp & Tubbs, Holly Hunt Ltd.,
-Showroom/Trade show 100.0 % 91.7 % 54.04 1,532,000 1,532,000 Allsteel Inc., Teknion LLC
-Retail 100.0 % 86.2 % 53.43 95,000 95,000
100.0 % 89.8 % 48.60 3,673,000 3,673,000 $ 675,000
Other (2 properties) 50.0 % 100.0 % 45.64 19,000 19,000 30,980
Total theMART, Chicago 3,692,000 3,692,000 705,980
Piers 92 and 94 (New York) (ground and building leased through 2110)** 100.0 % 208,000 133,000 75,000
Total theMART 89.9 % $ 48.58 3,900,000 3,825,000 75,000 $ 705,980
Vornado's Ownership Interest 89.8 % $ 48.59 3,891,000 3,816,000 75,000 $ 690,490
555 California Street:
555 California Street 70.0 % 98.1 % $ 83.69 1,506,000 1,506,000 $ 540,536 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 % 78.80 235,000 235,000 Bank of America, N.A., Regus, Ripple Labs Inc., Blue Shield,<br>Lending Home Corporation
345 Montgomery Street 70.0 % 78,000 78,000 Regus*
Total 555 California Street 98.4 % $ 83.03 1,819,000 1,741,000 78,000 $ 540,536
Vornado's Ownership Interest 98.4 % $ 83.03 1,273,000 1,218,000 55,000 $ 378,375

________________________________

*    Lease not yet commenced.

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

(1)Weighted average escalated 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>Ownership %<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>Property In Service Under Development<br>or Not Available<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 % $ 250.91 98,000 98,000 Sephora, Bank of America
-Residential (39 units) 100.0 % 84.6 % 59,000 59,000
100.0 % 94.2 % 157,000 157,000 $ 145,075
Crowne Plaza Times Square (0.64 acres owned in<br> fee; 0.18 acres ground leased through 2187 and<br> 0.05 acres ground leased through 2035)**
-Hotel (795 Rooms)
-Retail 75.3 % 99.3 % 177.72 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 % 74.56 246,000 246,000 274,355
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 % 61.4 % 180.06 51,000 51,000 Banana Republic
-Theatre 100.0 % 100.0 % 43.75 79,000 79,000 Regal Cinema
100.0 % 85.0 % 82.00 130,000 130,000 82,750
Total Real Estate Fund 88.8 % 95.3 % 542,000 542,000 $ 525,052
Vornado's Ownership Interest 28.6 % 96.4 % 155,000 155,000 $ 153,212

________________________________

*    Lease not yet commenced.

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

(1)Weighted average escalated 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>Ownership %<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>Property In Service Under Development<br>or Not Available<br>for Lease
Owned by<br>Company Owned by<br><br>Tenant(2)
OTHER:
Virginia:
Rosslyn Plaza
-Office - 4 buildings 46.2 % 67.8 % $ 47.16 736,000 432,000 304,000 Corporate Executive Board, Nathan Associates, Inc.
-Residential - 2 buildings (197 units) 43.7 % 82.2 % 253,000 253,000
989,000 685,000 304,000 $ 38,115
Fashion Centre Mall 7.5 % 85.5 % 43.98 868,000 868,000 410,000 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> (ground leased through 2064)** 100.0 % 100.0 % 34.96 682,000 191,000 443,000 48,000 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 86.2 % $ 39.84 2,837,000 2,042,000 443,000 352,000 $ 488,115
Vornado's Ownership Interest 92.6 % $ 33.94 1,339,000 707,000 443,000 189,000 $ 52,964

________________________________

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

(1)Weighted average escalated 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 Michael Lewis/Joab Dempsey
BMO Capital Markets Green Street Advisors Truist Securities
212-885-4115/415-591-2129 949-640-8780 212-319-5659/443-545-4245
Michael Bilerman/Emmanuel Korchman Anthony Paolone/Ray Zhong
Citi JP Morgan
212-816-1383/212-816-1382 212-622-6682/212-622-5411
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.

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre") - 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.

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NON-GAAP RECONCILIATIONSRECONCILIATION OF NET INCOME (LOSS) 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 Nine Months Ended<br>September 30,
September 30, June 30, 2020
2020 2019 2020 2019
Net income (loss) attributable to common shareholders $ 53,170 $ 322,906 $ (197,750) $ (139,617) $ 2,904,589
Per diluted share $ 0.28 $ 1.69 $ (1.03) $ (0.73) $ 15.20
Certain (income) expense items that impact net income (loss) attributable to common shareholders:
After-tax net gain on sale of 220 CPS condominium units $ (186,909) $ (109,035) $ (49,005) $ (295,825) $ (328,910)
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 103,201 305,859 409,060
Severance accrual related to Hotel Pennsylvania closure, net of 3,145 of income tax benefit 6,101 6,101
Our share of loss (income) from real estate fund investments 2,524 (1,455) 6,089 64,771 22,207
Net gains on sale of real estate (primarily our 25% interest in 330 Madison Avenue in 2019) (178,769) (178,769)
Mark-to-market decrease in PREIT common shares (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) 4,875 4,938 19,211
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260) (70,260) 101,092
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 13,369
Net gain on transfer to Fifth Avenue and Times Square retail JV, net of 11,945 attributable to noncontrolling interests (2,559,154)
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)
Real estate impairment losses 7,500
Other 766 (4,811) 2,019 10,681 (857)
(74,317) (289,195) 200,810 142,835 (2,973,603)
Noncontrolling interests' share of above adjustments 4,534 18,913 (11,659) (9,741) 189,386
Total of certain (income) expense items that impact net income (loss) attributable to common shareholders $ (69,783) $ (270,282) $ 189,151 $ 133,094 $ (2,784,217)
Per diluted share (non-GAAP) $ (0.37) $ (1.41) $ 0.99 $ 0.70 $ (14.57)
Net (loss) income attributable to common shareholders, as adjusted (non-GAAP) $ (16,613) $ 52,624 $ (8,599) $ (6,523) $ 120,372
Per diluted share (non-GAAP) $ (0.09) $ 0.28 $ (0.04) $ (0.03) $ 0.63

All values are in US Dollars.

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NON-GAAP RECONCILIATIONSRECONCILIATION OF NET INCOME (LOSS) 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 Nine Months Ended<br>September 30,
September 30, June 30, 2020
2020 2019 2020 2019
Reconciliation of our net income (loss) attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP):
Net income (loss) attributable to common shareholders $ 53,170 $ 322,906 $ (197,750) $ (139,617) $ 2,904,589
Per diluted share $ 0.28 $ 1.69 $ (1.03) $ (0.73) $ 15.20
FFO adjustments:
Depreciation and amortization of real property $ 99,045 $ 89,479 $ 85,179 $ 269,360 $ 303,415
Net gains on sale of real estate (178,769) (178,769)
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)
Real estate impairment losses 31,436
Net gain from sale of UE common shares (sold on March 4, 2019) (62,395)
Decrease (increase) in fair value of marketable securities:
PREIT (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) 4,875 4,938 19,211
Lexington (sold on March 1, 2019) (16,068)
Other (7) (48)
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 103,201 305,859 409,060
Depreciation and amortization of real property 38,987 37,696 39,736 119,146 97,317
Decrease (increase) in fair value of marketable securities 385 291 (565) 3,511 1,988
241,618 (46,435) 430,209 806,015 (2,363,067)
Noncontrolling interests' share of above adjustments (16,292) 3,024 (29,215) (54,311) 149,957
FFO adjustments, net $ 225,326 $ (43,411) $ 400,994 $ 751,704 $ (2,213,110)
FFO attributable to common shareholders (non-GAAP) $ 278,496 $ 279,495 $ 203,244 $ 612,087 $ 691,479
Convertible preferred share dividends 11 14 12 36 43
FFO attributable to common shareholders plus assumed conversions (non-GAAP) 278,507 279,509 203,256 612,123 691,522
Add back of FFO allocated to noncontrolling interests of the Operating Partnership 18,052 18,328 13,283 39,801 44,860
FFO - OP Basis (non-GAAP) $ 296,559 $ 297,837 $ 216,539 $ 651,924 $ 736,382
FFO per diluted share (non-GAAP) $ 1.46 $ 1.46 $ 1.06 $ 3.20 $ 3.62

All values are in US Dollars.

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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 Nine Months Ended<br>September 30,
September 30, June 30, 2020
2020 2019 2020 2019
FFO attributable to common shareholders plus assumed conversions (non-GAAP) $ 278,507 $ 279,509 $ 203,256 $ 612,123 $ 691,522
Per diluted share (non-GAAP) $ 1.46 $ 1.46 $ 1.06 $ 3.20 $ 3.62
Certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions:
After-tax net gain on sale of 220 CPS condominium units $ (186,909) $ (109,035) $ (49,005) $ (295,825) $ (328,910)
Severance accrual related to Hotel Pennsylvania closure, net of 3,145 of income tax benefit 6,101 6,101
Our share of loss (income) from real estate fund investments 2,524 (1,455) 6,089 64,771 22,207
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260) (70,260) 77,156
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 13,369
Prepayment penalty in connection with redemption of 400 million 5.00% senior unsecured notes due January 2022 22,540
Other 381 (5,229) 2,459 7,045 (2,931)
(177,903) (115,719) (104,609) (274,799) (209,938)
Noncontrolling interests' share of above adjustments 11,991 7,176 7,103 18,741 13,352
Total of certain (income) expense items that impact FFO attributable to common shareholders plus assumed conversions, net $ (165,912) $ (108,543) $ (97,506) $ (256,058) $ (196,586)
Per diluted share (non-GAAP) $ (0.87) $ (0.57) $ (0.51) $ (1.34) $ (1.03)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) $ 112,595 $ 170,966 $ 105,750 $ 356,065 $ 494,936
Per diluted share (non-GAAP) $ 0.59 $ 0.89 $ 0.55 $ 1.86 $ 2.59

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 Nine Months Ended<br>September 30,
September 30, June 30, 2020
2020 2019 2020 2019
FFO attributable to common shareholders plus assumed conversions (non-GAAP) (A) $ 278,507 $ 279,509 $ 203,256 $ 612,123 $ 691,522
Adjustments to arrive at FAD (non-GAAP):
Certain items that impact FAD (177,903) (117,506) (105,228) (277,501) (220,070)
Recurring tenant improvements, leasing commissions and other capital expenditures (24,057) (73,313) (35,030) (112,566) (176,628)
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 10,981 (4,037) 34,190 48,247 530
Amortization of debt issuance costs 6,370 6,934 6,032 17,678 25,587
Stock-based compensation expense 6,170 5,871 7,703 39,638 48,045
Personal property depreciation 1,825 1,673 1,749 5,399 4,757
Noncontrolling interests in the Operating Partnership's share of above adjustments 11,904 11,797 6,151 19,035 20,211
FAD adjustments, net(1) (B) (164,710) (168,581) (84,433) (260,070) (297,568)
FAD (non-GAAP) (A+B) $ 113,797 $ 110,928 $ 118,823 $ 352,053 $ 393,954
FAD payout ratio (2) 88.3 % 113.8 % 106.5 % 100.5 % 96.1 %

________________________________

(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 INCOME (LOSS) 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 Nine Months Ended<br>September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2020
2020 2019 2020 2019
Net income (loss) $ 68,736 $ 363,849 $ (217,352) $ (253,119) $ 3,173,586
Depreciation and amortization expense 107,013 96,437 92,805 292,611 326,181
General and administrative expense 32,407 33,237 35,014 120,255 130,129
Expense from transaction related costs and impairment losses and (gain from lease liability extinguishment), net 584 1,576 (69,221) (68,566) 103,315
Loss (income) from partially owned entities 80,909 (25,946) 291,873 353,679 (56,139)
Loss (income) from real estate fund investments 13,823 (2,190) 28,042 225,328 13,780
Interest and other investment (income) loss, net (1,729) (3,045) 2,893 7,068 (15,930)
Interest and debt expense 57,371 61,448 58,405 174,618 226,940
Net gain on transfer to Fifth Avenue and Times Square JV (2,571,099)
Net gains on disposition of wholly owned and partially owned assets (214,578) (309,657) (55,695) (338,862) (641,664)
Income tax expense 23,781 23,885 1,837 38,431 80,542
Loss from discontinued operations 8 85
NOI from partially owned entities 78,175 86,024 69,487 229,543 236,400
NOI attributable to noncontrolling interests in consolidated subsidiaries (25,959) (18,096) (15,448) (56,900) (51,915)
NOI at share 220,533 307,530 222,640 724,086 954,211
Non cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other 10,981 (4,037) 34,190 48,247 530
NOI at share - cash basis $ 231,514 $ 303,493 $ 256,830 $ 772,333 $ 954,741
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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 September 30,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
2020 2019 2020 2019 2020 2019 2020 2019 2020 2019
New York $ 293,145 $ 380,568 $ (161,386) $ (188,159) $ 131,759 $ 192,409 $ 8,216 $ (314) $ 139,975 $ 192,095
Other 70,817 85,393 (34,259) (38,200) 36,558 47,193 4,562 1,586 41,120 48,779
Consolidated total 363,962 465,961 (195,645) (226,359) 168,317 239,602 12,778 1,272 181,095 240,874
Noncontrolling interests' share in consolidated subsidiaries (38,339) (29,669) 12,380 11,573 (25,959) (18,096) (108) 552 (26,067) (17,544)
Our share of partially owned entities 118,890 129,873 (40,715) (43,849) 78,175 86,024 (1,689) (5,861) 76,486 80,163
Vornado's share $ 444,513 $ 566,165 $ (223,980) $ (258,635) $ 220,533 $ 307,530 $ 10,981 $ (4,037) $ 231,514 $ 303,493 For the Three Months Ended June 30, 2020
--- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
New York $ 270,628 $ (140,207) $ 130,421 $ 34,216 $ 164,637
Other 72,398 (34,218) 38,180 1,165 39,345
Consolidated total 343,026 (174,425) 168,601 35,381 203,982
Noncontrolling interests' share in consolidated subsidiaries (26,180) 10,732 (15,448) (528) (15,976)
Our share of partially owned entities 108,966 (39,479) 69,487 (663) 68,824
Vornado's share $ 425,812 $ (203,172) $ 222,640 $ 34,190 $ 256,830 For the Nine Months Ended September 30,
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Total Revenues Operating Expenses NOI Non-cash Adjustments(1) NOI - cash basis
2020 2019 2020 2019 2020 2019 2020 2019 2020 2019
New York $ 919,388 $ 1,200,234 $ (484,624) $ (574,073) $ 434,764 $ 626,161 $ 47,855 $ 7,911 $ 482,619 $ 634,072
Other 232,132 263,498 (115,453) (119,933) 116,679 143,565 7,692 4,985 124,371 148,550
Consolidated total 1,151,520 1,463,732 (600,077) (694,006) 551,443 769,726 55,547 12,896 606,990 782,622
Noncontrolling interests' share in consolidated subsidiaries (91,428) (84,235) 34,528 32,320 (56,900) (51,915) (439) 710 (57,339) (51,205)
Our share of partially owned entities 351,957 361,602 (122,414) (125,202) 229,543 236,400 (6,861) (13,076) 222,682 223,324
Vornado's share $ 1,412,049 $ 1,741,099 $ (687,963) $ (786,888) $ 724,086 $ 954,211 $ 48,247 $ 530 $ 772,333 $ 954,741

________________________________

(1)Includes adjustments for straight-line rents, amortization of acquired below-market leases, net and other.

  • vii -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2020 COMPARED TO SEPTEMBER 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share for the three months ended September 30, 2020 $ 220,533 $ 189,820 $ 13,171 $ 15,618 $ 1,924
Less NOI at share from:
Development properties (4,284) (4,288) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,821 16,821
Other non-same store (income) expense, net (3,273) (1,318) (102) 71 (1,924)
Same store NOI at share for the three months ended September 30, 2020 $ 229,797 $ 201,035 $ 13,069 $ 15,693 $
NOI at share for the three months ended September 30, 2019 $ 307,530 $ 265,484 $ 24,862 $ 15,265 $ 1,919
Less NOI at share from:
Development properties (18,299) (18,299)
Hotel Pennsylvania (closed beginning April 1, 2020) (3,012) (3,012)
Other non-same store (income) expense, net (11,446) (9,121) (524) 118 (1,919)
Same store NOI at share for the three months ended September 30, 2019 $ 274,773 $ 235,052 $ 24,338 $ 15,383 $
(Decrease) increase in same store NOI at share for the three months ended September 30, 2020 compared to September 30, 2019 $ (44,976) $ (34,017) $ (11,269) $ 310 $
% (decrease) increase in same store NOI at share (16.4) % (14.5) % (46.3) % 2.0 % %
  • viii -

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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 SEPTEMBER 30, 2020 COMPARED TO SEPTEMBER 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended September 30, 2020 $ 231,514 $ 196,081 $ 17,706 $ 15,530 $ 2,197
Less NOI at share - cash basis from:
Development properties (7,729) (7,733) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,829 16,829
Other non-same store (income) expense, net (5,165) (2,865) (131) 28 (2,197)
Same store NOI at share - cash basis for the three months ended September 30, 2020 $ 235,449 $ 202,312 $ 17,575 $ 15,562 $
NOI at share - cash basis for the three months ended September 30, 2019 $ 303,493 $ 259,924 $ 26,588 $ 15,325 $ 1,656
Less NOI at share - cash basis from:
Dispositions (693) (693)
Development properties (23,839) (23,839)
Hotel Pennsylvania (closed beginning April 1, 2020) (2,964) (2,964)
Other non-same store (income) expense, net (12,631) (10,156) (863) 44 (1,656)
Same store NOI at share - cash basis for the three months ended September 30, 2019 $ 263,366 $ 222,272 $ 25,725 $ 15,369 $
(Decrease) increase in same store NOI at share - cash basis for the three months ended September 30, 2020 compared to September 30, 2019 $ (27,917) $ (19,960) $ (8,150) $ 193 $
% (decrease) increase in same store NOI at share - cash basis (10.6) % (9.0) % (31.7) % 1.3 % %
  • ix -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2020 COMPARED TO SEPTEMBER 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share for the nine months ended September 30, 2020 $ 724,086 $ 621,347 $ 52,087 $ 45,686 $ 4,966
Less NOI at share from:
Development properties (25,935) (25,935)
Hotel Pennsylvania (closed beginning April 1, 2020) 25,337 25,337
Other non-same store (income) expense, net (20,796) (15,480) (524) 174 (4,966)
Same store NOI at share for the nine months ended September 30, 2020 $ 702,692 $ 605,269 $ 51,563 $ 45,860 $
NOI at share for the nine months ended September 30, 2019 $ 954,211 $ 806,544 $ 79,359 $ 45,124 $ 23,184
Less NOI at share from:
Change in ownership interests in properties contributed to Fifth Avenue and Times Square JV (35,770) (35,770)
Dispositions (7,358) (7,358)
Development properties (53,439) (53,439)
Hotel Pennsylvania (closed beginning April 1, 2020) (7,043) (7,043)
Other non-same store (income) expense, net (26,762) (3,795) (180) 397 (23,184)
Same store NOI at share for the nine months ended September 30, 2019 $ 823,839 $ 699,139 $ 79,179 $ 45,521 $
(Decrease) increase in same store NOI at share for the nine months ended September 30, 2020 compared to September 30, 2019 $ (121,147) $ (93,870) $ (27,616) $ 339 $
% (decrease) increase in same store NOI at share (14.7) % (13.4) % (34.9) % 0.7 % %
  • x -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE - CASH BASIS TO SAME STORE NOI AT SHARE - CASH BASIS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2020 COMPARED TO SEPTEMBER 30, 2019 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share - cash basis for the nine months ended September 30, 2020 $ 772,333 $ 661,657 $ 58,176 $ 45,970 $ 6,530
Less NOI at share - cash basis from:
Development properties (35,338) (35,338)
Hotel Pennsylvania (closed beginning April 1, 2020) 25,354 25,354
Other non-same store (income) expense, net (31,287) (24,222) (553) 18 (6,530)
Same store NOI at share - cash basis for the nine months ended September 30, 2020 $ 731,062 $ 627,451 $ 57,623 $ 45,988 $
NOI at share - cash basis for the nine months ended September 30, 2019 $ 954,741 $ 802,803 $ 83,484 $ 45,665 $ 22,789
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 (8,153) (8,153)
Development properties (71,547) (71,547)
Hotel Pennsylvania (closed beginning April 1, 2020) (6,947) (6,947)
Other non-same store (income) expense, net (43,004) (19,946) (519) 250 (22,789)
Same store NOI at share - cash basis for the nine months ended September 30, 2019 $ 792,185 $ 663,305 $ 82,965 $ 45,915 $
(Decrease) increase in same store NOI at share - cash basis for the nine months ended September 30, 2020 compared to September 30, 2019 $ (61,123) $ (35,854) $ (25,342) $ 73 $
% (decrease) increase in same store NOI at share - cash basis (7.7) % (5.4) % (30.5) % 0.2 % %
  • xi -

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NON-GAAP RECONCILIATIONS
RECONCILIATION OF NOI AT SHARE TO SAME STORE NOI AT SHARE FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2020 COMPARED TO JUNE 30, 2020 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share for the three months ended September 30, 2020 $ 220,533 $ 189,820 $ 13,171 $ 15,618 $ 1,924
Less NOI at share from:
Development properties (4,284) (4,288) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,821 16,821
Other non-same store (income) expense, net (2,958) (1,003) (102) 71 (1,924)
Same store NOI at share for the three months ended September 30, 2020 $ 230,112 $ 201,350 $ 13,069 $ 15,693 $
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 (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 $
Increase (decrease) in same store NOI at share for the three months ended September 30, 2020 compared to June 30, 2020 $ 15,346 $ 19,162 $ (4,734) $ 918 $
% increase (decrease) in same store NOI at share 7.1 % 10.5 % (26.6) % 6.2 % %
  • xii -

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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 SEPTEMBER 30, 2020 COMPARED TO JUNE 30, 2020 (unaudited)
(Amounts in thousands)
Total New York theMART 555 California Street Other
NOI at share - cash basis for the three months ended September 30, 2020 $ 231,514 $ 196,081 $ 17,706 $ 15,530 $ 2,197
Less NOI at share - cash basis from:
Development properties (7,729) (7,733) 4
Hotel Pennsylvania (closed beginning April 1, 2020) 16,829 16,829
Other non-same store (income) expense, net (4,846) (2,546) (131) 28 (2,197)
Same store NOI at share - cash basis for the three months ended September 30, 2020 $ 235,768 $ 202,631 $ 17,575 $ 15,562 $
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 (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 $
(Decrease) increase in same store NOI at share - cash basis for the three months ended September 30, 2020 compared to June 30, 2020 $ (7,337) $ (7,661) $ (190) $ 514 $
% (decrease) increase in same store NOI at share - cash basis (3.0) % (3.6) % (1.1) % 3.4 % %
  • xiii -

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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 Three Months Ended September 30, 2020
Consolidated revenues $ 363,962
Noncontrolling interest adjustments (38,339)
Consolidated revenues at our share (non-GAAP) 325,623
Unconsolidated revenues at our share (non-GAAP) 118,890
Our pro rata share of revenues (non-GAAP) $ 444,513
Our pro rata share of revenues (annualized) (non-GAAP) $ 1,778,052
RECONCILIATION OF CONSOLIDATED DEBT, NET TO CONTRACTUAL DEBT (NON-GAAP) (unaudited)
--- --- --- --- --- --- ---
(Amounts in thousands)
As of September 30, 2020
Consolidated<br><br>Debt, net Deferred Financing<br><br>Costs, Net and Other Contractual<br><br>Debt (non-GAAP)
Mortgages payable $ 5,639,151 $ 21,981 $ 5,661,132
Senior unsecured notes 446,482 3,518 450,000
$800 Million unsecured term loan 796,499 3,501 800,000
$2.75 Billion unsecured revolving credit facilities 575,000 575,000
$ 7,457,132 $ 29,000 $ 7,486,132
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NON-GAAP RECONCILIATIONS<br><br>RECONCILIATION OF NET INCOME (LOSS) TO EBITDAre (unaudited)
(Amounts in thousands) For the Three Months Ended For the Nine Months Ended September 30,
--- --- --- --- --- --- --- --- --- --- --- --- ---
September 30, June 30, 2020
2020 2019 2020 2019
Reconciliation of net income (loss) to EBITDAre (non-GAAP):
Net income (loss) $ 68,736 $ 363,849 $ (217,352) $ (253,119) $ 3,173,586
Less net loss (income) attributable to noncontrolling interests in consolidated subsidiaries 848 (5,774) 17,768 141,003 (34,045)
Net income (loss) attributable to the Operating Partnership 69,584 358,075 (199,584) (112,116) 3,139,541
EBITDAre adjustments at share:
Depreciation and amortization expense 139,857 128,848 126,664 393,905 405,489
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 103,201 305,859 409,060
Interest and debt expense 75,815 87,252 78,029 235,660 303,307
Income tax expense 23,449 24,012 1,752 38,093 80,942
Net gains on sales of depreciable real estate (178,769) (178,769)
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)
Real estate impairment losses 31,436
EBITDAre at share 411,906 419,418 312,720 964,602 1,222,792
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries 14,666 20,309 (6,484) (103,555) 60,681
EBITDAre (non-GAAP) $ 426,572 $ 439,727 $ 306,236 $ 861,047 $ 1,283,473
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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 Nine Months Ended September 30,
September 30, June 30, 2020
2020 2019 2020 2019
EBITDAre (non-GAAP) $ 426,572 $ 439,727 $ 306,236 $ 861,047 $ 1,283,473
EBITDAre attributable to noncontrolling interests in consolidated subsidiaries (14,666) (20,309) 6,484 103,555 (60,681)
Certain (income) expense items that impact EBITDAre:
Gain on sale of 220 CPS condominium units (214,578) (130,888) (55,695) (338,862) (400,500)
Healthcare and severance pay accruals related to Hotel Pennsylvania closure 9,246 9,246
Our share of loss (income) from real estate fund investments 2,524 (1,455) 6,089 64,771 22,207
Mark-to-market decrease in PREIT common shares (accounted for as a marketable security from March 12, 2019 and sold on January 23, 2020) 4,875 4,938 19,211
608 Fifth Avenue non-cash (lease liability extinguishment gain) impairment loss and related write-offs (70,260) (70,260) 77,156
Credit losses on loans receivable resulting from a new GAAP accounting standard effective January 1, 2020 6,108 13,369
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 85 (5,320) 2,203 9,950 (2,495)
Total of certain income items that impact EBITDAre (202,723) (132,788) (111,555) (306,848) (362,884)
EBITDAre, as adjusted (non-GAAP) $ 209,183 $ 286,630 $ 201,165 $ 657,754 $ 859,908
  • xvi -

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