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EX-99.2 - EX-99.2 - Empire State Realty Trust, Inc.d482618dex992.htm
8-K - FORM 8-K - Empire State Realty Trust, Inc.d482618d8k.htm

Exhibit 99.1

 

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EMPIRE STATE REALTY TRUST ANNOUNCES THIRD QUARTER 2017 RESULTS

- Earnings of $0.12 Per Fully Diluted Share -

- Core FFO of $0.26 Per Fully Diluted Share -

- Leased 487,854 Square Feet of Office Space -

New York, New York, October 31, 2017—Empire State Realty Trust, Inc. (NYSE: ESRT) (the “Company”), a real estate investment trust with office and retail properties in Manhattan and the greater New York metropolitan area, today reported its operational and financial results for the third quarter of 2017.

“We are pleased with our strong third quarter results,” stated John B. Kessler, Empire State Realty Trust’s President and Chief Operating Officer. “Core FFO increased 7.7% from the third quarter of 2016. We continue to consolidate, redevelop and re-lease space to larger, higher credit quality tenants at materially higher rents and create value. During the quarter, we leased over 487,000 square feet which resulted in attractive spreads on both new Manhattan office and total portfolio leases of 46.1% and 27.7%, respectively. This quarter, we signed major lease agreements with Fragomen, Del Rey, Bernsen & Loewy, LLP for 108,000 square feet at 1400 Broadway and the American Society of Composers, Authors and Publishers for 85,000 square feet at 250 West 57th Street. Tenants continue to be attracted to our well-located, amenity-rich office buildings which have all been modernized for the 21st Century.”

“Year-to-date, Observatory revenue grew 3.4% and Observatory net operating income grew 2.7%, as compared with the first nine months of 2016, driven by improved revenue mix despite unfavorable weather conditions,” added Kessler. “We further strengthened our balance sheet through the successful refinancing of our existing unsecured revolving credit facility and term loan which extended the credit facility maturity, lowered our borrowing costs and added flexibility to our financial covenants. We are well-positioned with the liquidity, strength, and flexibility of our balance sheet to fund future growth opportunities and create long-term value for our shareholders.”

 

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Third Quarter Highlights

 

    Achieved net income attributable to the Company of $0.12 per fully diluted share and Core Funds From Operations (“Core FFO”) of $0.26 per fully diluted share.

 

    Occupancy and leased percentages at September 30, 2017:

 

    Total portfolio was 89.8% occupied; including signed leases not commenced (“SLNC”), the total portfolio was 91.7% leased.

 

    Manhattan office portfolio (excluding the retail component of these properties) was 89.1% occupied; including SLNC, the Manhattan office portfolio was 91.5% leased.

 

    Retail portfolio was 94.1% occupied; including SLNC, the retail portfolio was 94.1% leased.

 

    Empire State Building was 93.3% occupied; including SLNC, was 93.5% leased.

 

    Signed 34 leases, representing 487,854 rentable square feet across the total portfolio, achieving a portfolio-wide 27.7% increase in mark-to-market rent over previous fully escalated rents on new, renewal, and expansion leases.

 

    Signed 13 new leases representing 276,964 rentable square feet for the Manhattan office portfolio (excluding the retail component of these properties), achieving an increase of 46.1% in mark-to-market rent over previous fully escalated rents.

 

    The Empire State Building Observatory revenue for the third quarter 2017 grew 3.1% to $39.3 million from $38.1 million in the third quarter 2016.

 

    Recast the Company’s $1.1 billion undrawn, unsecured revolving credit facility and $265 million term loan and extended the revolving credit facility maturity, lowered the borrowing costs and added flexibility to the financial covenants.

 

    Declared a dividend in the amount of $0.105 per share.

Financial Results for the Third Quarter 2017

Net income attributable to common stockholders was $18.8 million, or $0.12 per fully diluted share, compared to $16.0 million, or $0.12 per fully diluted share, in the third quarter of 2016.

Core FFO was $77.5 million, or $0.26 per fully diluted share, compared to $71.9 million, or $0.26 per fully diluted share, in the third quarter of 2016.

 

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Modified FFO was $75.3 million, or $0.25 per fully diluted share, compared to $71.9 million, or $0.26 per fully diluted share, in the third quarter of 2016.

FFO was $73.4 million, or $0.25 per fully diluted share, compared to $70.0 million, or $0.25 per fully diluted share, in the third quarter of 2016.

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

Financial Results for the Nine Months Ended September 30, 2017

Net income attributable to common stockholders was $45.4 million, or $0.29 per fully diluted share, compared to $34.5 million, or $0.27 per fully diluted share, in the nine months ended September 30, 2016.

Core FFO was $212.0 million, or $0.71 per fully diluted share, compared to $194.8 million, or $0.72 per fully diluted share, in the nine months ended September 30, 2016.

Modified FFO was $209.9 million, or $0.70 per fully diluted share, compared to $194.2 million, or $0.72 per fully diluted share, in the nine months ended September 30, 2016.

FFO was $204.0 million, or $0.68 per fully diluted share, compared to $188.3 million, or $0.69 per fully diluted share, in the nine months ended September 30, 2016.

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

Portfolio Operations

As of September 30, 2017, the Company’s total portfolio contained 10.1 million rentable square feet of office and retail space. The Company’s occupancy levels fluctuate in certain periods due to the timing lag that exists between the date of tenants’ move out and the date of Company’s completion of redevelopment work for new leases to commence. As of September 30, 2017, the Company’s portfolio was occupied and leased as follows. Leased percentages include signed leases not commenced.

 

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     September 30, 2017     June 30, 2017     September 30, 2016  

Percent occupied:

      

Total portfolio

     89.8     89.2     87.9

Total office

     89.5     88.7     88.0

Manhattan office

     89.1     88.3     86.6

Empire State Building

     93.3     92.1     90.1

Retail

     94.1     95.9     86.3

Percent leased:

      

Total portfolio

     91.7     91.3     90.3

Total office

     91.5     90.9     90.4

Manhattan office

     91.5     90.7     89.5

Empire State Building

     93.5     92.4     91.5

Retail

     94.1     96.0     88.3

Leasing

For the three months ended September 30, 2017, the Company signed 34 new, renewal, and expansion leases within the total portfolio, comprising 487,854 rentable square feet with an average starting rental rate of $52.52 per rentable square foot, representing an increase of 27.7% over the previous fully escalated rent.

On a blended basis, the 27 new, renewal, and expansion office leases signed within the Manhattan office portfolio during the quarter had an average starting rental rate of $58.46 per rentable square foot, representing an increase of 41.1% over the previous fully escalated rent.

 

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Leases Signed in the Third Quarter 2017 for the Manhattan Office Portfolio

 

    13 new leases, comprising 276,964 rentable square feet, with an average starting rental rate of $58.79 per rentable square foot, representing an increase of 46.1% over the previous fully escalated rent, and

 

    14 renewal leases, comprising 38,180 rentable square feet, with an average starting rental rate of $56.12 per rentable square foot, representing an increase of 12.2% over the previous fully escalated rent.

Significant Leases Executed During the Third Quarter 2017

 

    At 1400 Broadway, the Company signed a new three full floor office lease, totaling 108,000 rentable square feet, with Fragomen, Del Rey, Bernsen & Loewy, LLP, for a term of 16 years.

 

    At 250 West 57th Street, the Company signed a new four floor office lease, totaling 85,000 rentable square feet, with American Society of Composers, Authors and Publishers (ASCAP) for a term of 16.3 years.

 

    At the Empire State Building, the Company signed a lease to expand the Priceline Group’s Agoda International USA Inc. to a 27,000 rentable square foot full floor office lease, for a term of 10.8 years.

 

    At First Stamford Place, the Company signed an early renewal office lease, totaling 87,000 rentable square feet, with Odyssey Reinsurance Company for a term of 15 years.

Empire State Building

The Company continues to renovate and lease the 2.8 million rentable square foot Empire State Building, its flagship property. As previously announced in the second quarter 2017, the Company commenced the first phase of a capital project to enhance the experience of office and retail tenants and Observatory visitors. The first phase will move the Observatory entrance to a new, larger, designated entrance at the western side of the Empire State Building on 34th Street which will improve the commercial tenant and office visitor experience and the value of the Empire State Building’s 34th Street retail. At September 30, 2017, the Empire State Building was 93.3% occupied; including SLNC, the Empire State Building was 93.5% leased.

 

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During the third quarter 2017, the Company signed eight office leases at the Empire State Building, representing 51,651 rentable square feet in the aggregate.

Observatory revenue for the third quarter 2017 was $39.3 million, a 3.1% increase from $38.1 million in the third quarter 2016. The Observatory hosted approximately 1,276,000 visitors in the third quarter 2017 compared to 1,340,000 visitors in the third quarter 2016, a decrease of 4.8%. In the third quarter 2017, there were 14 bad weather days compared to 10 bad weather days in the third quarter 2016. For the third quarter, the Company estimates that bad weather resulted in approximately thirty-five to forty thousand net fewer visitors than in the prior year period.

Observatory revenue was $94.2 million for the nine months ended September 30, 2017, a 3.4% increase from $91.1 million for the nine months ended September 30, 2016. For the nine months ended September 30, 2017, the Observatory hosted approximately 3,038,000 visitors, compared to 3,183,000 visitors for the same period in 2016, a decrease of 4.6%. For the nine months ended September 30, 2017, there were 51 bad weather days compared to 31 bad weather days in the nine months ended September 30, 2016.

Balance Sheet

At September 30, 2017, the Company had total debt outstanding of approximately $1.6 billion, with a weighted average interest rate of 4.05% per annum, and a weighted average term to maturity of 6.2 years. As of September 30, 2017, the Company had no debt maturing during the remainder of 2017 and $262.2 million of debt maturing in 2018. As of September 30, 2017, the Company had cash and cash equivalents of $432.1 million. The Company’s consolidated net debt to total market capitalization was approximately 15.7% as of September 30, 2017, and consolidated net debt to EBITDA was 3.3x.

During the third quarter 2017, the Company recast its unsecured credit facility in the original principal amount of $1.365 billion, which consists of a $1.1 billion revolving credit facility and a $265 million term loan facility. The recast credit facility replaced the prior revolving credit facility which had been due to mature in January 2019 and was undrawn as of September 30, 2017. The term loan facility was borrowed in full at closing and was used to repay a $265 million term loan that had been due in 2022. The Company has the ability to further increase the total capacity of the new unsecured credit facility to $1.75 billion through the exercise of an accordion option during the term.

 

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The new revolving credit facility matures on August 29, 2021, and may be extended by two additional six-month periods at the option of the Company. The new term loan facility matures on August 29, 2022.

Initial interest rates on the new facility, which may change based on the Company’s leverage levels, are LIBOR plus 120 basis points for the term loan and LIBOR plus 110 basis points for any drawn portion of the revolving credit facility, a savings of 40 and 5 basis points, respectively, from the prior facilities. In addition, the initial annual revolving credit facility fee decreased from 20 basis points to 15 basis points.

Dividend

On September 30, 2017, the Company paid a dividend of $0.105 per share for the third quarter 2017 to holders of the Company’s Class A common stock and Class B common stock and to holders of the operating partnership’s Series ES, Series 250 and Series 60 operating partnership units (NYSE Arca: ESBA, FISK and OGCP, respectively) and Series PR operating partnership units. The Company paid a dividend of $0.15 per unit for the third quarter 2017 to holders of the operating partnership’s private perpetual preferred units.

Webcast and Conference Call Details

Empire State Realty Trust, Inc. will host a webcast and conference call, open to the general public, on Wednesday, November 1, 2017 at 8:30 am Eastern time.

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

The conference call can also be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers. A dial-in replay will be available starting shortly after the call until November 8, 2017, which can be accessed by dialing 1-844-512-2921 for domestic callers or 1-412-317-6671 for international callers. The passcode for this dial-in replay is 13672125.

 

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

About Empire State Realty Trust

Empire State Realty Trust, Inc. (NYSE: ESRT), a leading real estate investment trust (REIT), owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the world’s most famous building. Headquartered in New York, New York, the Company’s office and retail portfolio covers 10.1 million rentable square feet, as of September 30, 2017, consisting of 9.4 million rentable square feet in 14 office properties, including nine in Manhattan, three in Fairfield County, Connecticut, and two in Westchester County, New York; and approximately 700,000 rentable square feet in the retail portfolio.

Forward-Looking Statements

This press release includes “forward looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “pro forma,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: changes in our industry, the real estate markets, either nationally or in Manhattan or the greater New York metropolitan area; resolution of legal proceedings involving the company; reduced demand for office or retail space; general volatility of the capital and credit markets and the market price of our Class A common stock and our publicly-traded operating partnership units; changes in our business strategy; changes in technology and market competition which affect utilization of our broadcast or other facilities; changes in domestic or international tourism, including geopolitical events and currency exchange rates; defaults on, early terminations of, or non-renewal of, leases by tenants; fluctuations in interest rates; declining real estate valuations and impairment charges; termination or expiration of our ground leases; our failure to obtain or maintain necessary outside financing, including our unsecured revolving credit facility; our leverage;

 

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decreased rental rates or increased vacancy rates; our failure to redevelop and reposition properties, or to execute any newly planned capital project, successfully or on the anticipated timeline or at the anticipated costs; difficulties in identifying properties to acquire and completing acquisitions; risks of real estate development (including our Metro Tower development site) and capital projects, including the cost of construction delays and cost overruns; impact of changes in governmental regulations, tax law and rates and similar matters; and our failure to qualify as a real estate investment trust, or REIT. For a further discussion of these and other factors that could impact the Company’s future results, performance or transactions, see the section entitled “Risk Factors” in the Annual Report on Form 10-K for the year ended December 31, 2016, and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.

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

Contact:

Investors

Empire State Realty Trust Investor Relations

(212) 850-2678

IR@empirestaterealtytrust.com

Media

Sard Verbinnen & Co.

(212) 687-8080

 

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Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

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

 

     Three Months Ended September 30,  
     2017     2016  

Revenues

    

Rental revenue

   $ 122,391     $ 115,634  

Tenant expense reimbursement

     20,346       19,176  

Observatory revenue

     39,306       38,093  

Third-party management and other fees

     345       404  

Other revenue and fees

     4,932       2,541  
  

 

 

   

 

 

 

Total revenues

     187,320       175,848  

Operating expenses

    

Property operating expenses

     41,270       38,585  

Ground rent expenses

     2,331       2,331  

General and administrative expenses

     12,899       11,798  

Observatory expenses

     8,648       7,250  

Real estate taxes

     26,901       24,691  

Acquisition expenses

     —         —    

Depreciation and amortization

     38,490       37,607  
  

 

 

   

 

 

 

Total operating expenses

     130,539       122,262  
  

 

 

   

 

 

 

Total operating income

     56,781       53,586  

Other expenses:

    

Interest expense

     (16,890     (17,939

Loss on early extinguishment of debt

     (2,157     —    

Loss from derivative financial instruments

     —         —    
  

 

 

   

 

 

 

Income before income taxes

     37,734       35,647  

Income tax expense

     (2,245     (2,750
  

 

 

   

 

 

 

Net income

     35,489       32,897  

Preferred unit distributions

     (234     (234

Net income attributable to non-controlling interests

     (16,449     (16,690
  

 

 

   

 

 

 

Net income attributable to common stockholders

   $ 18,806     $ 15,973  
  

 

 

   

 

 

 

Total weighted average shares

    

Basic

     158,102       136,831  
  

 

 

   

 

 

 

Diluted

     297,871       280,614  
  

 

 

   

 

 

 

Net income per share attributable to common stockholders

 

Basic

   $ 0.12     $ 0.12  
  

 

 

   

 

 

 

Diluted

   $ 0.12     $ 0.12  
  

 

 

   

 

 

 

 

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Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

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

 

     Nine Months Ended September 30,  
     2017     2016  

Revenues

    

Rental revenue

   $ 360,348     $ 343,155  

Tenant expense reimbursement

     53,889       56,350  

Observatory revenue

     94,212       91,112  

Third-party management and other fees

     1,088       1,372  

Other revenue and fees

     19,861       6,748  
  

 

 

   

 

 

 

Total revenues

     529,398       498,737  

Operating expenses

    

Property operating expenses

     122,009       115,075  

Ground rent expenses

     6,994       6,994  

General and administrative expenses

     36,566       35,623  

Observatory expenses

     23,079       21,900  

Real estate taxes

     76,001       71,773  

Acquisition expenses

     —         98  

Depreciation and amortization

     119,868       115,382  
  

 

 

   

 

 

 

Total operating expenses

     384,517       366,845  
  

 

 

   

 

 

 

Total operating income

     144,881       131,892  

Other expenses:

    

Interest expense

     (52,109     (52,758

Loss on early extinguishment of debt

     (2,157     (552

Loss from derivative financial instruments

     (289     —    
  

 

 

   

 

 

 

Income before income taxes

     90,326       78,582  

Income tax expense

     (4,333     (4,340
  

 

 

   

 

 

 

Net income

     85,993       74,242  

Preferred unit distributions

     (702     (702

Net income attributable to non-controlling interests

     (39,916     (39,050
  

 

 

   

 

 

 

Net income attributable to common stockholders

   $ 45,375     $ 34,490  
  

 

 

   

 

 

 

Total weighted average shares

    

Basic

     157,796       126,740  
  

 

 

   

 

 

 

Diluted

     298,089       271,028  
  

 

 

   

 

 

 

Net income per share attributable to common stockholders

 

Basic

   $ 0.29     $ 0.27  
  

 

 

   

 

 

 

Diluted

   $ 0.29     $ 0.27  
  

 

 

   

 

 

 

 

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Empire State Realty Trust, Inc.

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

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

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

 

     Three Months Ended September 30,  
     2017     2016  

Net income

   $ 35,489     $ 32,897  

Preferred unit distributions

     (234     (234

Real estate depreciation and amortization

     38,134       37,318  
  

 

 

   

 

 

 

FFO attributable to common stockholders and non-controlling interests

     73,389       69,981  

Amortization of below-market ground leases

     1,957       1,957  
  

 

 

   

 

 

 

Modified FFO attributable to common stockholders and non-controlling interests

     75,346       71,938  

Loss on early extinguishment of debt

     2,157       —    

Acquisition expenses

     —         —    
  

 

 

   

 

 

 

Core FFO attributable to common stockholders and non-controlling interests

   $ 77,503     $ 71,938  
  

 

 

   

 

 

 

Total weighted average shares

    

Basic

     296,389       278,739  
  

 

 

   

 

 

 

Diluted

     297,871       280,614  
  

 

 

   

 

 

 

FFO per share

 

Basic

   $ 0.25     $ 0.25  
  

 

 

   

 

 

 

Diluted

   $ 0.25     $ 0.25  
  

 

 

   

 

 

 

Modified FFO per share

    

Basic

   $ 0.25     $ 0.26  
  

 

 

   

 

 

 

Diluted

   $ 0.25     $ 0.26  
  

 

 

   

 

 

 

Core FFO per share

    

Basic

   $ 0.26     $ 0.26  
  

 

 

   

 

 

 

Diluted

   $ 0.26     $ 0.26  
  

 

 

   

 

 

 

 

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Empire State Realty Trust, Inc.

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

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

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

 

     Nine Months Ended September 30,  
     2017     2016  

Net income

   $ 85,993     $ 74,242  

Preferred unit distributions

     (702     (702

Real estate depreciation and amortization

     118,690       114,779  
  

 

 

   

 

 

 

FFO attributable to common stockholders and non-controlling interests

     203,981       188,319  

Amortization of below-market ground leases

     5,873       5,873  
  

 

 

   

 

 

 

Modified FFO attributable to common stockholders and non-controlling interests

     209,854       194,192  

Loss on early extinguishment of debt

     2,157       552  

Acquisition expenses

     —         98  
  

 

 

   

 

 

 

Core FFO attributable to common stockholders and non-controlling interests

   $ 212,011     $ 194,842  
  

 

 

   

 

 

 

Total weighted average shares

    

Basic

     296,389       270,388  
  

 

 

   

 

 

 

Diluted

     298,089       271,028  
  

 

 

   

 

 

 

FFO per share

 

Basic

   $ 0.69     $ 0.70  
  

 

 

   

 

 

 

Diluted

   $ 0.68     $ 0.69  
  

 

 

   

 

 

 

Modified FFO per share

    

Basic

   $ 0.71     $ 0.72  
  

 

 

   

 

 

 

Diluted

   $ 0.70     $ 0.72  
  

 

 

   

 

 

 

Core FFO per share

    

Basic

   $ 0.72     $ 0.72  
  

 

 

   

 

 

 

Diluted

   $ 0.71     $ 0.72  
  

 

 

   

 

 

 

 

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Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)

 

     September 30,     December 31,  
     2017     2016  

Assets

    

Commercial real estate properties, at cost

   $ 2,608,138     $ 2,458,629  

Less: accumulated depreciation

     (631,916     (556,546
  

 

 

   

 

 

 

Commercial real estate properties, net

     1,976,222       1,902,083  

Cash and cash equivalents

     432,105       554,371  

Restricted cash

     64,020       61,514  

Tenant and other receivables

     34,661       22,542  

Deferred rent receivables

     172,665       152,074  

Prepaid expenses and other assets

     39,463       53,749  

Deferred costs, net

     268,132       277,081  

Acquired below market ground leases, net

     370,187       376,060  

Goodwill

     491,479       491,479  
  

 

 

   

 

 

 

Total assets

   $ 3,848,934     $ 3,890,953  
  

 

 

   

 

 

 

Liabilities and equity

    

Mortgage notes payable, net

   $ 720,830     $ 759,016  

Senior unsecured notes, net

     592,914       590,388  

Unsecured term loan facility, net

     263,546       262,927  

Unsecured revolving credit facility

     —         —    

Accounts payable and accrued expenses

     142,690       134,064  

Acquired below market leases, net

     70,013       82,300  

Deferred revenue and other liabilities

     41,320       32,212  

Tenants’ security deposits

     47,395       47,183  
  

 

 

   

 

 

 

Total liabilities

     1,878,708       1,908,090  

Total equity

     1,970,226       1,982,863  
  

 

 

   

 

 

 

Total liabilities and equity

   $ 3,848,934     $ 3,890,953  
  

 

 

   

 

 

 

 

14