NEW YORK--(BUSINESS WIRE)--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 operational and financial results for the third quarter 2014.
“We are very pleased with our performance in our first year as a public company. We have consistently stated and executed on the plans we set out prior to our IPO. In the third quarter we redeveloped and leased office and retail space to high quality tenants at very strong leasing spreads and continued towards the completion of our base building redevelopment at the Empire State Building. We added two quality assets with what we think is very good upside to our portfolio through the exercise of our options at 112 West 34th Street and 1400 Broadway, and meaningfully enhanced our balance sheet flexibility. Our third quarter leasing to high quality tenants at very strong positive spreads on new leases underscores the inherent opportunity in our ongoing redevelopment program. Looking ahead, Empire State Realty Trust is well positioned to continue delivering compelling built-in growth and drive value for all shareholders,” stated Anthony E. Malkin, Empire State Realty Trust’s Chairman, Chief Executive Officer, and President.
Third Quarter Highlights
- Achieved Core Funds From Operations (“Core FFO”) of $0.25 per fully diluted share and net income attributable to the Company of $0.09 per fully diluted share;
- Total portfolio was 88.7% occupied; including signed leases not commenced (“SLNC”), the total portfolio was 89.7% leased at September 30, 2014;
- Same store portfolio (defined as the total portfolio excluding 112 West 34th Street and 1400 Broadway) was 89.2% occupied, up 60 basis points from June 30, 2014; including SLNC, the same store portfolio was 90.3% leased at September 30, 2014;
- Manhattan office portfolio (excluding the retail component of these properties) was 87.6% occupied; including SLNC, the Manhattan office portfolio was 88.7% leased at September 30, 2014. On a same store basis, the Manhattan office portfolio was 88.1% occupied, up 40 basis points from June 30, 2014; including SLNC, the Manhattan office portfolio same store was 89.4% leased at September 30, 2014;
- Retail portfolio was 92.3% occupied; including SLNC, the Company’s retail portfolio was 92.8% leased at September 30, 2014. On a same store basis, the retail portfolio was 92.1% occupied, down 40 basis points from June 30, 2014; including SLNC, the Company’s retail portfolio was 92.7% leased at September 30, 2014;
- Empire State Building was 86.0% occupied, up 40 basis points from June 30, 2014; including SLNC, the Empire State Building was 87.6% leased at September 30, 2014;
- Executed 57 leases, representing 181,743 rentable square feet across the total portfolio, achieving a 19.8% increase in mark-to-market rent over previously fully escalated rents on new, renewal, and expansion leases; 42 of these leases, representing 133,117 rentable square feet, were within the Manhattan office portfolio capturing a 24.9% increase in mark-to-market rent over previously fully escalated rents on new, renewal and expansion leases;
- Signed 22 new leases representing 97,424 rentable square feet of new leases in the third quarter 2014 for the Manhattan office portfolio (excluding the retail component of these properties), achieving an increase of 37.2% in mark-to-market rent over expired previously fully escalated rents;
- The Empire State Building Observatory revenue for the third quarter 2014 grew 10.2% to $35.7 million, from $32.4 million in the third quarter 2013;
- Purchased the ground and operating leases at 112 West 34th Street (and the fee title to 122 West 34th Street) and the ground lease at 1400 Broadway (the “option properties”) for a total of approximately $734 million in assumption of debt, cash, common stock and operating partnership units adding 1.6 million square feet of office and retail, including approximately 600,000 square feet of space for redevelopment, to the Manhattan portfolio;
- Completed a private placement of $250 million aggregate principal amount of 2.625% Exchangeable Senior Notes and completed an exchange of private perpetual preferred units on a one-for-one basis for 1,609,813 common operating partnership units; and
- Declared a dividend in the amount of $0.085 per share for the third quarter 2014, which was paid on September 30, 2014.
Financial Results for the Third Quarter 2014
Core FFO was $65.1 million, or $0.25 per fully diluted share. Core FFO excludes the impact of acquisition costs, private perpetual preferred unit exchange offering costs, and the amortization of below-market ground leases. Funds from Operations (“FFO”), which includes these items, was $60.3 million, or $0.23 per fully diluted share.
Net income attributable to common stockholders was $8.3 million, or $0.09 per fully diluted share. The Company began operations upon the completion of its formation transactions and initial public offering in October 2013 and therefore had no comparative results to report for the third quarter 2013.
Financial Results for the Nine Months Ended September 30, 2014
Core FFO was $162.2 million, or $0.65 per fully diluted share. Core FFO excludes the impact of acquisition costs, private perpetual preferred unit exchange offering costs, the amortization of below-market ground leases, and gains, net of income taxes, on the settlement of a lawsuit related to the Observatory. FFO, which includes these items, was $155.4 million, or $0.62 per fully diluted share.
Net income attributable to common stockholders was $22.5 million, or $0.23 per fully diluted share. The Company began operations upon the completion of its formation transactions and initial public offering in October 2013 and therefore had no comparative results to report for the nine months ended September 30, 2013.
Portfolio Operations
The Company reported that its total portfolio as of September 30, 2014, containing 10.0 million rentable square feet of office and retail space, was 88.7% occupied at the end of the third quarter 2014. Including SLNC, the Company’s portfolio was 89.7% leased at September 30, 2014.
The Company’s same store portfolio, defined as the total portfolio excluding 112 West 34th Street and 1400 Broadway and containing 8.4 million rentable square feet of office and retail space, was 89.2% occupied at the end of the third quarter 2014. Percentage occupied was up 60 basis points from 88.6% at the end of the second quarter 2014, and up 350 basis points from 85.7% at the end of the third quarter 2013. Including SLNC, the Company’s same store portfolio was 90.3% leased at September 30, 2014.
The Company’s office portfolio (excluding the retail component of these properties) as of September 30, 2014, containing 9.3 million rentable square feet, was 88.5% occupied at the end of the third quarter 2014. On a same store basis, the office portfolio was 89.0% occupied, up 70 basis points from the end of the second quarter 2014, and up 380 basis points from the end of the third quarter 2013. Including SLNC, the Company’s office portfolio (excluding the retail component of these properties) was 89.4% leased at September 30, 2014.
The Manhattan office portfolio (excluding the retail component of these properties) as of September 30, 2014, containing 7.5 million rentable square feet was 87.6% occupied at the end of the third quarter 2014. On a same store basis, the Manhattan office portfolio was 88.1% occupied, up 40 basis points from the end of the second quarter 2014, and up 440 basis points from the end of the third quarter 2013. Including SLNC, the Company’s Manhattan office portfolio (excluding the retail component of these properties), was 88.7% leased at September 30, 2014.
The Company’s retail portfolio as of September 30, 2014, containing approximately 731,000 rentable square feet, was 92.3% occupied at the end of the third quarter 2014. On a same store basis, the retail portfolio was 92.1% occupied, which compares to 92.5% at the end of the second quarter of 2014, and compares to 91.6% at the end of the third quarter 2013. Including SLNC, the Company’s retail portfolio was 92.8% leased at September 30, 2014.
Leasing
For the three months ended September 30, 2014, the Company executed 57 leases within the total portfolio, comprising 181,743 rentable square feet. Total leasing volume included 55 office leases, comprising 173,582 rentable square feet, and two retail leases, comprising 8,161 rentable square feet.
On a blended basis, the 57 new, renewal and expansion leases signed within the total portfolio during the quarter had an average starting rental rate of $51.11 per rentable square foot, representing an increase of 19.8% over the prior in-place rent on a fully escalated basis.
Leases signed in the Third Quarter 2014 for the Manhattan office portfolio included
- 22 new leases comprising 97,424 rentable square feet, with an average starting rental rate of $52.65 per rentable square foot, representing an increase of 37.2% over the prior in-place rent on a fully escalated basis, and
- 20 renewal leases, comprising 35,693 rentable square feet, with an average starting rental rate of $49.35 per rentable square foot, representing a decrease of 0.9% over the prior in-place rent on a fully escalated basis.
Significant Leases Executed During the Third Quarter included
- At the Empire State Building, the Company signed a 26,286 rentable square foot full floor new lease with BrightRoll, Inc., the leading independent video advertising technology platform, for a term of 10.4 years.
Empire State Building
The Company continues to renovate and re-lease the 2.8 million rentable square foot Empire State Building, its flagship property. At September 30, 2014, the Empire State Building was 86.0% occupied; including SLNC, the Empire State Building was 87.6% leased.
During the third quarter 2014, the Company executed six office leases at the Empire State Building, representing 53,876 rentable square feet in the aggregate.
The Observatory revenue for the third quarter grew 10.2% to $35.7 million, from $32.4 million in the third quarter 2013. The increase in Observatory revenue was driven by a combination of more visitors, higher admission prices, and a better mix of tickets purchased. The Observatory hosted approximately 1.4 million visitors in the third quarter 2014, representing a 0.9% increase from the same period of 2013.
For the nine months ended September 30, 2014, the Observatory recovered from bad weather in the quarter ended March 31, 2014 and hosted 3.3 million visitors, equal to record numbers from the same period in 2013. Observatory revenue was $83.4 million, a 9.2% increase from $76.4 million for the nine months ended September 30, 2013.
Acquisitions
On July 15, 2014, the Company acquired the ground and operating lease at 112 West 34th Street (and the fee title to 122 West 34th Street) for $423.6 million, consisting of $87.7 million by assumption of existing mortgage debt, $106.9 million in cash and $229.0 million in shares of Class A and Class B common stock and Series PR operating partnership units of Empire State Realty OP, L.P., the Company’s operating partnership (“ESRO”).
On July 15, 2014, the Company also acquired the ground lease at 1400 Broadway for $310.0 million, consisting of $80.0 million by assumption of existing mortgage debt, $79.7 million in cash and $150.3 million in shares of Class A and Class B common stock and Series PR operating partnership units of ESRO.
Balance Sheet and Financial Transactions
As of September 30, 2014, the outstanding balance on the Company’s term loan and credit facility was $355.6 million. The secured revolving and term credit facility has an accordion feature, allowing for an increase in its maximum aggregate principal balance to $1.25 billion under certain circumstances.
At September 30, 2014, the Company had total debt outstanding of approximately $1.6 billion, with a weighted average interest rate of 4.29% per annum, and a weighted average term to maturity of three years. At September 30, 2014, the Company had approximately $104.2 million of debt maturing during the remainder of 2014, and approximately $132.6 million maturing in 2015.
During the quarter, the Company’s operating partnership completed a private placement of $250 million aggregate principal amount of its 2.625% Exchangeable Senior Notes due 2019. The net proceeds, which totaled approximately $247.0 million, were used to finance the cash portion of the acquisition of the option properties and to repay mortgage debt outstanding.
During the quarter, the Company completed an exchange of private perpetual preferred units on a one-for-one basis for 1,609,813 common operating partnership units of ESRO. The private perpetual preferred units have a stated distribution entitlement of $0.60 per unit per annum. The exchange offer was made only to current holders of operating partnership units and was not made or offered to the public or holders of the Company’s common stock or any other security.
Subsequent to quarter end, the Company took advantage of a favorable prepayment option with its existing lender to refinance at a lower rate the mortgage loan on its Metro Center property, located in Stamford, Connecticut. The new $100 million mortgage loan has a ten year term and bears interest at a fixed rate of 3.59% with amortization on a 30 year schedule.
Dividend
The Company paid a dividend of $0.085 per share for the third quarter 2014 to holders of the Company’s Class A common stock and Class B common stock and to holders of ESRO’s Series ES, Series 250 and Series 60 operating partnership units (NYSE Arca: ESBA, FISK and OGCP, respectively) and Series PR operating partnership units on September 30, 2014. The Company paid a dividend of $0.15 per unit for the third quarter 2014 to holders of ESRO’s private perpetual preferred units.
Webcast and Conference Call Details
Empire State Realty Trust will host a webcast and conference call, open to the general public, on Thursday, October 30, 2014 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 a live broadcast, go to the site at least 15 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 be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers. A replay will be available shortly after the call and can be accessed by dialing 1-877-870-5176 for domestic callers or 1-858-384-5517 for international callers. The passcode for the replay is 13591471. A replay of the conference call will be available until November 6, 2014.
The Supplemental Package 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 office building. Headquartered in New York, New York, the Company’s office and retail portfolio covers 10.0 million rentable square feet, as of September 30, 2014, consisting of 9.3 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 731,000 rentable square feet in the retail portfolio. The Company also owns land at the Stamford, Connecticut Transportation Center that supports the development of an approximately 380,000 rentable square foot office building and garage.
Non-GAAP Financial Measures
The Company has used non-GAAP financial measures in this press release. A reconciliation of each non-GAAP financial measure and the comparable GAAP financial measure can be found on pages 12 and 13 of this release and in the Company’s supplemental package.
Forward-Looking Statements
This press release includes “forward looking statements”. 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: the factors included in (i) the Company's Annual Report on Form 10-K for the year ended December 31, 2013, including those set forth under the headings "Risk Factors," "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Business,” and “Properties" and (ii) in future periodic reports filed by the Company under the Securities and Exchange Act of 1934, as amended. 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, or new information, data or methods, future events or other changes after the date of this press release, except as required by applicable law. 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, 2013, and in the Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission. 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).
| Empire State Realty Trust, Inc. | |||||
| Condensed Consolidated Statement of Income | |||||
| (unaudited and amounts in thousands, except per share data) | |||||
| For the Three | |||||
| Months Ended | |||||
| September 30, | |||||
| 2014 | |||||
| Revenues | |||||
| Rental revenue | $ | 106,152 | |||
| Tenant expense reimbursement | 20,034 | ||||
| Observatory revenue | 35,684 | ||||
| Construction revenue | 5,804 | ||||
| Third-party management and other fees | 561 | ||||
| Other revenue and fees | 1,206 | ||||
| Total revenues | 169,441 | ||||
| Operating expenses | |||||
| Property operating expenses | 38,291 | ||||
| Ground rent expenses | 2,066 | ||||
| Marketing, general and administrative expenses | 10,071 | ||||
| Observatory expenses | 7,109 | ||||
| Construction expenses | 6,095 | ||||
| Real estate taxes | 21,870 | ||||
| Acquisition expenses | 2,647 | ||||
| Depreciation and amortization | 37,880 | ||||
| Total operating expenses | 126,029 | ||||
| Total operating income | 43,412 | ||||
| Interest expense | (17,674 | ) | |||
| Income before income taxes | 25,738 | ||||
| Income tax expense | (3,004 | ) | |||
| Net income | 22,734 | ||||
| Preferred unit distributions | (241 | ) | |||
| Net income attributable to non-controlling interests | (14,171 | ) | |||
| Net income attributable to common stockholders | $ | 8,322 | |||
| Total weighted average shares | |||||
| Basic | 97,729 | ||||
| Diluted | 263,041 | ||||
| Net income per share attributable to common stockholders | |||||
| Basic | $ | 0.09 | |||
| Diluted | $ | 0.09 | |||
| Empire State Realty Trust, Inc. | |||||
| Condensed Consolidated Statement of Income | |||||
| (unaudited and amounts in thousands, except per share data) | |||||
| For the Nine | |||||
| Months Ended | |||||
| September 30, | |||||
| 2014 | |||||
| Revenues | |||||
| Rental revenue | $ | 288,566 | |||
| Tenant expense reimbursement | 49,491 | ||||
| Observatory revenue | 83,374 | ||||
| Construction revenue | 33,730 | ||||
| Third-party management and other fees | 1,925 | ||||
| Other revenue and fees | 7,829 | ||||
| Total revenues | 464,915 | ||||
| Operating expenses | |||||
| Property operating expenses | 109,300 | ||||
| Ground rent expenses | 2,964 | ||||
| Marketing, general and administrative expenses | 29,786 | ||||
| Observatory expenses | 21,210 | ||||
| Construction expenses | 33,173 | ||||
| Real estate taxes | 58,429 | ||||
| Acquisition expenses | 3,382 | ||||
| Depreciation and amortization | 96,632 | ||||
| Total operating expenses | 354,876 | ||||
| Total operating income | 110,039 | ||||
| Interest expense | (46,640 | ) | |||
| Income before income taxes | 63,399 | ||||
| Income tax expense | (4,153 | ) | |||
| Net income | 59,246 | ||||
| Preferred unit distributions | (241 | ) | |||
| Net income attributable to non-controlling interests | (36,480 | ) | |||
| Net income attributable to common stockholders | $ | 22,525 | |||
| Total weighted average shares | |||||
| Basic | 96,226 | ||||
| Diluted | 250,696 | ||||
| Net income per share attributable to common stockholders | |||||
| Basic | $ | 0.23 | |||
| Diluted | $ | 0.23 | |||
| Empire State Realty Trust, Inc. | |||||
| Reconciliation of Net Income to Funds From Operations ("FFO") | |||||
| and Core Funds From Operations ("Core FFO") | |||||
| (unaudited and amounts in thousands, except per share data) | |||||
| For the Three | |||||
| Months Ended | |||||
| September 30, | |||||
| 2014 | |||||
| Net income | $ | 22,734 | |||
| Preferred unit distributions | (241 | ) | |||
| Real estate depreciation and amortization | 37,797 | ||||
| FFO | 60,290 | ||||
| Private perpetual preferred exchange offering expenses | 407 | ||||
| Acquisition expenses | 2,647 | ||||
| Amortization of below-market ground leases | 1,750 | ||||
| Core FFO | $ | 65,094 | |||
| Total weighted average shares and Operating Partnership Units | |||||
| Basic | 263,041 | ||||
| Diluted | 263,041 | ||||
| FFO per share | |||||
| Basic | $ | 0.23 | |||
| Diluted | $ | 0.23 | |||
| Core FFO per share | |||||
| Basic | $ | 0.25 | |||
| Diluted | $ | 0.25 | |||
| Empire State Realty Trust, Inc. | |||||
| Reconciliation of Net Income to Funds From Operations ("FFO") | |||||
| and Core Funds From Operations ("Core FFO") | |||||
| (unaudited and amounts in thousands, except per share data) | |||||
| For the Nine | |||||
| Months Ended | |||||
| September 30, | |||||
| 2014 | |||||
| Net income | $ | 59,246 | |||
| Preferred unit distributions | (241 | ) | |||
| Real estate depreciation and amortization | 96,405 | ||||
| FFO | 155,410 | ||||
| Gain on settlement of lawsuit related to the Observatory, net of income taxes | (540 | ) | |||
| Private perpetual preferred exchange offering expenses | 1,357 | ||||
| Acquisition expenses | 3,382 | ||||
| Amortization of below-market ground leases | 2,602 | ||||
| Core FFO | $ | 162,211 | |||
| Total weighted average shares and Operating Partnership Units | |||||
| Basic | 250,696 | ||||
| Diluted | 250,696 | ||||
| FFO per share | |||||
| Basic | $ | 0.62 | |||
| Diluted | $ | 0.62 | |||
| Core FFO per share | |||||
| Basic | $ | 0.65 | |||
| Diluted | $ | 0.65 | |||
| Empire State Realty Trust, Inc. | ||||||||||
| Condensed Consolidated Balance Sheets | ||||||||||
| (unaudited and amounts in thousands) | ||||||||||
| September 30, | December 31, | |||||||||
| 2014 | 2013 | |||||||||
| Assets | ||||||||||
| Commercial real estate properties, at cost | $ | 2,107,610 | $ | 1,649,423 | ||||||
| Less: accumulated depreciation | (354,730 | ) | (295,351 | ) | ||||||
| Commercial real estate properties, net | 1,752,880 | 1,354,072 | ||||||||
| Cash and cash equivalents | 52,918 | 60,743 | ||||||||
| Restricted cash | 63,821 | 55,621 | ||||||||
| Tenant and other receivables | 29,837 | 24,817 | ||||||||
| Deferred rent receivables | 94,837 | 62,689 | ||||||||
| Prepaid expenses and other assets | 31,091 | 35,407 | ||||||||
| Deferred costs, net | 80,396 | 78,938 | ||||||||
| Acquired below market ground leases, net | 392,756 | 62,312 | ||||||||
| Acquired lease intangibles, net | 312,001 | 249,983 | ||||||||
| Goodwill | 491,479 | 491,479 | ||||||||
| Total assets | $ | 3,302,016 | $ | 2,476,061 | ||||||
| Liabilities and equity | ||||||||||
| Mortgage notes | $ | 1,005,569 | $ | 883,112 | ||||||
| Term loan and credit facility | 355,600 | 325,000 | ||||||||
| Exchangeable senior notes | 236,999 | - | ||||||||
| Accounts payable and accrued expenses | 97,413 | 81,908 | ||||||||
| Acquired below market leases, net | 148,493 | 129,882 | ||||||||
| Deferred revenue and other liabilities | 24,728 | 21,568 | ||||||||
| Tenants' security deposits | 40,111 | 31,406 | ||||||||
| Total liabilities | 1,908,913 | 1,472,876 | ||||||||
| Total equity | 1,393,103 | 1,003,185 | ||||||||
| Total liabilities and equity | $ | 3,302,016 | $ | 2,476,061 | ||||||