UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K
xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 20152018
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                to                
Commission File Number: 1-13199 (SL Green Realty Corp.)
Commission File Number: 33-167793-02 (SL Green Operating Partnership, L.P.)

SL GREEN REALTY CORP.
SL GREEN OPERATING PARTNERSHIP, L.P.
(Exact name of registrant as specified in its charter)

SL Green Realty Corp.Maryland13-3956755
SL Green Operating Partnership, L.P.Delaware13-3960938
 
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
420 Lexington Avenue, New York, NY 10170
(Address of principal executive offices—Zip Code)

(212) 594-2700
(Registrant's telephone number, including area code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
Registrant Title of Each Class Name of Each Exchange on Which Registered
SL Green Realty Corp. Common Stock, $0.01 par value New York Stock Exchange
SL Green Realty Corp. 
6.500% Series I Cumulative Redeemable
Preferred Stock, $0.01 par value,
$25.00 mandatory liquidation preference
 New York Stock Exchange
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. 
SL Green Realty Corp.    Yes x    No o                SL Green Operating Partnership, L.P.    Yes o    No x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. 
SL Green Realty Corp.    Yes o    No x                SL Green Operating Partnership, L.P.    Yes o    No x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. 
SL Green Realty Corp.    Yes x    No o                SL Green Operating Partnership, L.P.    Yes x    No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). 
SL Green Realty Corp.     Yes x    No o                SL Green Operating Partnership, L.P.    Yes x    No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. 
SL Green Realty Corp.    o                    SL Green Operating Partnership, L.P.    o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
SL Green Realty Corp.
Large accelerated filerx
x
Accelerated filero
o
Non-accelerated filero
o
Smaller Reporting CompanyoEmerging Growth Companyo
  
(Do
If an emerging growth company, indicate by check mark if the registrant has elected not check if a
smaller reporting
company)
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
SL Green Operating Partnership, L.P.
Large accelerated filero
o
Accelerated filero
o
Non-accelerated filerx
x
Smaller Reporting CompanyoEmerging Growth Companyo
  (Do
If an emerging growth company, indicate by check mark if the registrant has elected not check if a
smaller reporting company)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
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). 
SL Green Realty Corp.    Yes o    No x                SL Green Operating Partnership, L.P.    Yes o    No x
The aggregate market value of the common stock held by non-affiliates of SL Green Realty Corp. (93,753,826(79,576,758 shares) was $10.3$8.0 billion based on the quoted closing price on the New York Stock Exchange for such shares on June 30, 2015.2018.
As of February 22, 2016, 100,055,03525, 2019, 84,325,436 shares of SL Green Realty Corp.'s common stock, par value $0.01 per share, were outstanding. As of February 22, 2016, 959,84425, 2019, 1,022,921 common units of limited partnership interest of SL Green Operating Partnership, L.P. were held by non-affiliates. There is no established trading market for such units.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the SL Green Realty Corp.'s Proxy Statement for its 20162019 Annual Stockholders' Meeting to be filed within 120 days after the end of the Registrant's fiscal year are incorporated by reference into Part III of this Annual Report on Form 10-K.
 



EXPLANATORY NOTE

This report combines the annual reports on Form 10-K for the year ended December 31, 20152018 of SL Green Realty Corp. and SL Green Operating Partnership, L.P. Unless stated otherwise or the context otherwise requires, references to "SL Green Realty Corp.," the "Company" or "SL Green" mean SL Green Realty Corp. and its consolidated subsidiaries; and references to "SL Green Operating Partnership, L.P.," the "Operating Partnership" or "SLGOP" mean SL Green Operating Partnership, L.P. and its consolidated subsidiaries. The terms "we," "our" and "us" mean the Company and all the entities owned or controlled by the Company, including the Operating Partnership.
The Company is a Maryland corporation which operates as a self-administered and self-managed real estate investment trust, or REIT, and is the sole managing general partner of the Operating Partnership. As a general partner of the Operating Partnership, the Company has full, exclusive and complete responsibility and discretion in the day-to-day management and control of the Operating Partnership.
TheAs of December 31, 2018, the Company owns 96.39%95.30% of the outstanding general and limited partnership interest in the Operating Partnership. The Company also owns 9,200,000 Series I Preferred Units of the Operating Partnership. As of December 31, 2015,2018, noncontrolling investors held, in aggregate, a 3.61%4.70% limited partnership interest in the Operating Partnership. We refer to these interests as the noncontrolling interests in the Operating Partnership.
The Company and the Operating Partnership are managed and operated as one entity. The financial results of the Operating Partnership are consolidated into the financial statements of the Company. The Company has no significant assets other than its investment in the Operating Partnership. Substantially all of our assets are held by, and our operations are conducted through, the Operating Partnership. Therefore, the assets and liabilities of the Company and the Operating Partnership are substantially the same.
Noncontrolling interests in the Operating Partnership, stockholders' equity of the Company and partners' capital of the Operating Partnership are the main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership. The common limited partnership interests in the Operating Partnership not owned by the Company are accounted for as partners' capital in the Operating Partnership’s consolidated financial statements and as noncontrolling interests, within mezzanine equity, in the Company's and the Operating Partnership's consolidated financial statements.
We believe combining the annual reports on Form 10-K of the Company and the Operating Partnership into this single report results in the following benefits:
Combined reports enhance investors' understanding of the Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;
Combined reports eliminate duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the Company's disclosure applies to both the Company and the Operating Partnership; and
Combined reports create time and cost efficiencies through the preparation of one combined report instead of two separate reports.
To help investors understand the significant differences between the Company and the Operating Partnership, this report presents the following separate sections for each of the Company and the Operating Partnership:
consolidated financial statements;
the following notes to the consolidated financial statements:
◦Note 11, Noncontrolling Interests on the Company’s Consolidated Financial Statements;
◦Note 12, Stockholders' Equity of the Company;
◦Note 13, Partners' Capital of the Operating Partnership;
◦Note 22, Quarterly Financial Data of the Company (unaudited); and
◦Note 23, Quarterly Financial Data of the Operating Partnership (unaudited).
This report also includes separate Part II, Item 5. Market for Registrants' Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities, Item 6. Selected Financial Data and Item 9A. Controls and Procedures sections and separate Exhibit 31 and 32 certifications for each of the Company and the Operating Partnership, respectively, in order to establish that the Chief Executive Officer and the Chief Financial Officer of the Company, in both their capacity as the principal executive officer and principal financial officer of the Company and the principal executive officer and principal financial officer of the general partner of the Operating Partnership, have made the requisite certifications and that the Company and the Operating Partnership are compliant with Rule 13a-15 and Rule 15d-15 of the Securities Exchange Act of 1934, as amended.amended, or the Exchange Act.



SL GREEN REALTY CORP. AND SL GREEN OPERATING PARTNERSHIP, L.P.
TABLE OF CONTENTS

PART I 
Item 1.
Business
4
Item 1A.
Risk Factors
1112
Item 1B.
Unresolved Staff Comments
23
Item 2.
Properties
24
Item 3.
Legal Proceedings
3332
Item 4.
Mine Safety Disclosures
3332
PART II  
Item 5.
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
3433
Item 6.
Selected Financial Data - SL Green Realty Corp.
3635
 
Selected Financial Data - SL Green Operating Partnership, L.P.
 
Item 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations
4039
Item 7A.
Quantitative and Qualitative Disclosures about Market Risk
6865
Item 8.
Financial Statements and Supplementary Data
7067
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
149138
Item 9A.
Controls and Procedures
149138
Item 9B.
Other Information
153142
PART III
Item 10.
Directors, Executive Officers and Corporate Governance
154143
Item 11.
Executive Compensation
154143
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
154143
Item 13.
Certain Relationships and Related Transactions, and Director Independence
154143
Item 14.
Principal Accounting Fees and Services
154143
PART IV 
Item 15.
Exhibits, Financial Statements and Schedules
155144
 
SIGNATURES
161150

Table of Contents


PART I

ITEM 1. BUSINESS

General
SL Green Realty Corp. is a self-managed real estate investment trust, or REIT, with in-house capabilitiesengaged in propertythe acquisition, development, ownership, management acquisitions and dispositions, financing, developmentoperation of commercial and redevelopment, construction and leasing.residential real estate properties, principally office properties, located in the New York metropolitan area. We were formed in June, 1997 for the purpose of continuing the commercial real estate business of S.L. Green Properties, Inc., our predecessor entity. S.L. Green Properties, Inc., which was founded in 1980 by Stephen L. Green, who serves as a member and the chairman emeritus of the Company's Chairman,board of directors, had been engaged in the business of owning, managing, leasing, acquiring and repositioning office properties in Manhattan, a borough of New York City. Reckson Associates Realty Corp., or Reckson, and Reckson Operating Partnership, L.P., or ROP, are wholly-owned subsidiaries of SL Green Realty Corp.
As of December 31, 2015,2018, we owned the following interests in properties in the New York Metropolitanmetropolitan area, primarily in midtown Manhattan. Our investments in the New York Metropolitan area also include investments in Brooklyn, Long Island, Westchester County, Connecticut and New Jersey, whichlocated outside of Manhattan are collectively knownreferred to as the Suburban properties:
    Consolidated Unconsolidated Total
Location Property Type Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet 
Weighted Average Occupancy(1)
Commercial:              
Manhattan Office 27
 21,003,606
 5
 3,024,981
 32
 24,028,587
 94.2%
  Retail 9
(2)408,993
 9
 347,970
 18
 756,963
 89.1%
  Development/Redevelopment 3
 42,635
 4
 1,952,782
 7
 1,995,417
 59.0%
  Fee Interest 2
 783,530
 —
 —
 2
 783,530
 100.0%
    41
 22,238,764
 18
 5,325,733
 59
 27,564,497
 91.7%
Suburban Office 26
 4,235,300
 3
 705,641
 29
 4,940,941
 79.0%
  Retail 1
 52,000
 —
 —
 1
 52,000
 100.0%
  Development/Redevelopment 1
 1,000
 1
 —
 2
 1,000
 100.0%
    28
 4,288,300
 4
 705,641
 32
 4,993,941
 79.2%
Total commercial properties 69
 26,527,064
 22
 6,031,374
 91
 32,558,438
 89.8%
Residential:                
Manhattan Residential 4
(2)762,587
 17
 2,193,424
 21
 2,956,011
 94.2%
Suburban Residential 1
(3)66,611
 —
 —
 1
 66,611
 94.4%
Total residential properties 5
 829,198
 17
 2,193,424
 22
 3,022,622
 94.2%
Total portfolio 74
 27,356,262
 39
 8,224,798
 113
 35,581,060
 90.1%

    Consolidated Unconsolidated Total
Location Property Type Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet Number of Properties Approximate Square Feet 
Weighted Average Occupancy(1)
Commercial:              
Manhattan Office 20
 12,387,091
 10
 11,329,183
 30
 23,716,274
 94.5%
  Retail 7
(2)325,648
 9
 352,174
 16
 677,822
 96.7%
  Development/Redevelopment 5
 486,101
 2
 347,000
 7
 833,101
 54.1%
  Fee Interest —
 —
 1
 —
 1
 —
 —%
    32
 13,198,840
 22
 12,028,357
 54
 25,227,197
 93.2%
Suburban Office 13
 2,295,200
 —
 —
 13
 2,295,200
 91.3%
  Retail 1
 52,000
 —
 —
 1
 52,000
 100.0%
  Development/Redevelopment 1
 1,000
 —

—
 1
 1,000
 —%
    15
 2,348,200
 —
 —
 15
 2,348,200
 91.4%
Total commercial properties 47
 15,547,040
 22
 12,028,357
 69
 27,575,397
 93.1%
Residential:                
Manhattan Residential 2
(2)445,105
 10
 2,156,751
 12
 2,601,856
 91.5%
Suburban Residential —
 —
 —
 —
 —
 —
 —%
Total residential properties 2
 445,105
 10
 2,156,751
 12
 2,601,856
 91.5%
Total portfolio 49
 15,992,145
 32
 14,185,108
 81
 30,177,253
 92.9%
(1)The weighted average occupancy for commercial properties represents the total occupied square feet divided by total available rentable square feet.footage at acquisition. The weighted average occupancy for residential properties represents the total occupied units divided by total available units.
(2)As of December 31, 2015,2018, we owned a building at 315 West 33rd Street, also known as The Olivia, that was comprised of approximately 270,132 square feet of retail space and approximately 222,855 square feet of residential space. For the purpose of this report, we have included the building in the number of retail properties countwe own. However, we have included only the retail square footage in the retail approximate square footage, and have bifurcatedlisted the balance of the square footage into the retail andas residential components.
(3)This property was held for sale as of December 31, 2015. In February 2016, the property was sold.square footage.
As of December 31, 2015,2018, we also managed antwo office building with approximately 336,000 square feet, which isbuildings owned by a third party,parties encompassing approximately 2.1 million square feet, and held debt and preferred equity investments with a book value of $1.7 billion.$2.1 billion, including $0.1 billion of debt and preferred equity investments and other financing receivables that are included in balance sheet line items other than the Debt and Preferred Equity Investments line item.
Our corporate offices are located in midtown Manhattan at 420 Lexington Avenue, New York, New York 10170. As of December 31, 2015,2018, we employed 1,058 employees, 310 of whom were employed in our corporate staff consisted of 296 persons, including 187 professionals experienced in all aspects of commercial real estate.offices. We can be contacted at (212) 594-2700. We maintain a website at www.slgreen.com. On our website, you can obtain, free of charge, a copy of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after we file such material electronically with, or furnish it to, the Securities and Exchange Commission, or the SEC. We have also made available on our website our audit committee charter, compensation committee charter, nominating and corporate governance committee charter,

4
Table of Contents


code of business conduct and ethics and corporate governance principles. We do not intend for information contained on our website to be part of this annual report on Form 10-K. You can also read and copy any materials we file with the SEC at its Public Reference Room at 100 F Street, NE, Washington,

4
Table of Contents


DC 20549 (1-800-SEC-0330). The SEC maintains an Internet sitea website (http://www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.
Unless the context requires otherwise, all references to the "Company," "SL Green," "we," "our" and "us" in this annual report means SL Green Realty Corp., a Maryland corporation, and one or more of its subsidiaries, including the Operating Partnership, or, as the context may require, SL Green only or the Operating Partnership only, and "S.L. Green Properties" means S.L. Green Properties, Inc., a New York corporation, as well as the affiliated partnerships and other entities through which Stephen L. Green has historically conducted commercial real estate activities.

Corporate Structure
In connection with the Company's initial public offering, or IPO, in August 1997, the Operating Partnership received a contribution of interests in real estate properties as well as a 95% economic, non-voting interest in the management, leasing and construction companies affiliated with S.L. Green Properties. We refer to these management, leasing and construction entities, which are owned by SLS.L. Green Management Corp, as the "Service Corporation." The Company is organized so as to qualify, and havehas elected to qualify as a REIT, under the Internal Revenue Code of 1986, as amended, or the Code.
Substantially all of our assets are held by, and all of our operations are conducted through, the Operating Partnership. We are the sole managing general partner of the Operating Partnership, and as of December 31, 2015,2018, we owned 96.39%95.30% of its economic interests. All of the management and leasing operations with respect to our wholly-owned properties are conducted through SL Green Management LLC, or Management LLC. The Operating Partnership owns a 100% interest in Management LLC.
In order to maintain the Company's qualification as a REIT while realizing income from management, leasing and construction contracts with third parties and joint venture properties, all of these service operations are conducted through the Service Corporation, a consolidated variable interest entity. We, through our Operating Partnership, expect to receive substantially all of the cash flow from the Service Corporation's operations. All of the voting common stock of the Service Corporation is held by an entity owned and controlled by Stephen L. Green, who serves as a member and as the chairman emeritus of the Company's board of directors.

Business and Growth Strategies
SL Green is New York City's largest commercial landlordowner of office real estate and an investment-grade S&P 500 company that is focused primarily on acquiring,owning, managing and maximizing the value of Manhattan commercial properties.
Our core business is the ownership of high quality commercial properties and our primary business objective is to maximize the total return to stockholders, through growth in net income attributable to common stockholders and funds from operations, or FFO, and through asset value appreciation. The commercial real estate expertise resulting from owning, operating, investing, developing, redeveloping and lending on real estate in Manhattan for over 3538 years has enabled us to invest in a collection of premier office and retail properties, selected multifamily residential assets, and high quality debt and preferred equity investments. We also own high quality officecommercial properties in the surrounding markets of Brooklyn, Long Island, Westchester County, Connecticut and New Jersey.York metropolitan area.
We are led by a strong, experienced management team that provides a foundation of skills in all aspects of property ownership and managementreal estate, including acquisitions, dispositions, management, leasing, operations, capital improvements,development, redevelopment, and financing. It is with this team that we have achieved a market leading position in our targeted submarkets.
We seek to enhance the value of our company by executing strategies that include the following:
Leasing and property management, which capitalizes on our extensive presence and knowledge of the marketplaces in which we operate;
Acquiring office, retail and residential properties and employing our local market skills to reposition these assets to create incremental cash flow and capital appreciation;
Identifying properties well suited for development/redevelopment and maximizing the value of those properties through redevelopment or reconfiguration to match current workplace, retail and housing trends;
Investing in debt and preferred equity positions that generate consistentconsistently strong risk-adjusted returns, increase the breadth of our market insight, foster key market relationships and source potential future investment opportunities;
Executing dispositions through sales or joint ventures that harvest embedded equity thatwhich has been generated through management's value enhancing activities; and
Maintaining a prudently levered, liquid balance sheet with consistent access to diversified sources of property level and corporate capital.


Leasing and Property Management

5
Table of Contents


Leasing and Property Management
We seek to capitalize on our management's extensive knowledge of the Manhattan and Suburban marketsthe New York metropolitan area and the needs of our tenants through proactive leasing and management programs, which include: (i) use of in-depth market experience resulting from managing and leasing tens of millions of square feet of office, retail and retailresidential space since the Company was founded, predominantly in Manhattan;founded; (ii) careful tenant management, which results in long average lease terms and a manageable lease expiration schedule; (iii) utilization of an extensive network of third-party brokers to supplement our in-house leasing team; (iv) use of comprehensive building management analysis and planning; and (v) a commitment to tenant satisfaction by providing high quality tenant services at competitive rental rates.
It is our belief that our proactive leasing efforts have directly contributed to our average portfolio occupancy consistently exceeding the market average.
Property Acquisitions
We acquire core properties for long-term value appreciation and earnings growth. We also acquire non-core properties that are typically held for shorter periods during which we intend to create significant increases in value. This strategy has resulted in capital gains that increase our investment capital base. In implementing this strategy, we continually evaluate potential acquisition opportunities. These acquisitionsopportunities may come from new properties as well as propertiesacquisitions in which we already hold a joint venture interest or, from time to time, from our debt and preferred equity investments.
Through intimate knowledge of our markets we have developed an ability to source transactions with superior risk-adjusted returns by capturing off-market opportunities that lead to acquisitions at meaningful discounts to replacement costs.opportunities. In rising markets, we primarily seek to acquire strategic vacancies that provide the opportunity to take advantage of our exceptional leasing and repositioning capabilities to increase cash flow and property value. In stable or falling markets, we primarily target assets featuring credit tenancies with fully escalated in-place rents to provide cash flow stability near-term and the opportunity for increases over time.
Over the last several years, we have expanded our acquisition activities into selected high value retail locations in Manhattan, and multifamily properties.  Management’s breadth of activities and expertise in New York City havehas also enabled us to identify and acquire off-market retail properties in prime Manhattan locations.  Combining our real estate skills and ability to attract premier tenants in an environment of growing retail rents has resulted in transactions that have provided significant capital appreciation.  In addition, thisThis same market penetration has permitted us to grow a portfolio of high quality, well-located multifamily properties
InWe believe that we have many advantages over our competitors in acquiring core and non-core properties, both directly orand through our joint ventures withventure program that includes a predominance of high quality institutional investors, we believe that we have the followinginvestors. Those advantages over many of our competitors:include: (i) senior management's average 2731 years of experience leading a full-service, fully-integrated real estate company focused, primarily, on the Manhattan office market; (ii) the ability to offer tax-advantagedtax-efficient structures to sellers through the exchange of ownership interests, including units in our Operating Partnership; and (iii) the ability to underwrite and close transactions quickly despiteon an expedited basis even when the transaction requires a complicated structures.structure.
Property Repositioning
Our extensive knowledge of the markets in which we operate and our ability to efficiently plan and execute capital projects provide the expertise to enhance returns by repositioning properties that are underperforming. Many of the retail and commercial office properties we own or seek to acquire feature unique architectural design elements, including large floor plates, and other amenities and characteristics that can be appealing to tenants when fully exploited. Our strategic investment in these properties, combined with our active management and pro-active leasing, provide the opportunity to creatively meet market needs and generate favorable returns.
Debt and Preferred Equity Investments
We invest in well-collateralized debt and preferred equity investments that generate attractive yields. See Note 5, "Debt and Preferred Equity Investments," in the accompanying consolidated financial statements. Knowledge of our markets and our leasing and asset management expertise provide underwriting capabilities that enable a highly educated assessment of risk and return. The benefits of this investment program, which has a carefully managed aggregate size generally not to exceed 10% of our total enterprise value, include the following:
Our typical investments generally provide high current returns and, in certain cases, the potential for future capital gains. Because we are the largest commercial landlord in Manhattan, our expertise and operating capabilities provide both insight and operating skills that mitigate risk.
In certain cases, these investments may also serve as a potential source of real estate acquisitions for us. This is particularly true when a property's current ownership seeks an efficient off-market transaction, because the current ownership knows that we have already gained knowledge of the asset through the existing investment, and that we can close more efficiently than others if we believe such acquisition would be beneficial.
These investments are concentrated in Manhattan, which helps us gain market insight, awareness of upcoming investment opportunities and foster key relationships that may provide access to future investment opportunities.

6
Table of Contents


Property Dispositions
We continually evaluate our propertiesportfolio to identify those properties that are most suitablelikely to meet our long-term earnings and cash flow growth objectives and contribute to increasing portfolio value. Properties that no longer meet our objectives are evaluated for sale, or in certain cases, joint venture to release equity created through management's value enhancement programs or to take advantage of opportuneattractive market valuations.
TheWe seek to efficiently deploy the capital proceeds generated from these dispositions can be efficiently re-deployed into property acquisitions and debt and preferred equity investments that we expect will provide enhanced future capital gains and earnings growth opportunities. Management may also elect to utilize the capital proceeds from these dispositions to repurchase shares of our common stock, repay existing indebtedness of the Company or its subsidiaries, or increase cash liquidity.
Property Repositioning
Our extensive knowledge of the markets in which we operate and our ability to efficiently plan and execute capital projects provide the expertise to enhance returns by repositioning properties that are underperforming. Many of the properties we own or seek to acquire feature unique architectural design elements or other amenities and characteristics that can be appealing to tenants when fully exploited. Our strategic investment in these properties, combined with our active management and pro-active leasing, provide the opportunity to creatively meet market needs and generate favorable returns.
Development / Redevelopment
Our constant interactions with tenants and other market participants keep us abreast of innovations in workplace layout, store design and smart living. We leverage this information to identify properties primed for development or redevelopment to meet these demands and unlock value. The expertise and relationships that we have built from managing complex construction projects in New York City and its surrounding areas allow us to cost efficiently add new and renovated assets of the highest quality and desirability to our operating portfolio.

6
Table of Contents


Debt and Preferred Equity Investments
We invest in well-collateralized debt and preferred equity investments in the markets in which we operate, primarily New York City, that generate attractive yields. See Note 5, "Debt and Preferred Equity Investments," in the accompanying consolidated financial statements. Knowledge of our markets and our leasing and asset management expertise provide underwriting capabilities that enable a highly educated assessment of risk and return. The benefits of this investment program, which has a carefully managed aggregate size, include the following:
Our typical investments provide high current returns at conservative exposure levels and, in certain cases, the potential for future capital gains. Our expertise and operating capabilities provide both insight and operating skills that mitigate risk.
In certain instances, these investments serve as a potential source of real estate acquisitions for us when a borrower seeks an efficient off-market transaction. Ownership knows that we are fully familiar with the asset through our existing investment, and that we can close more efficiently and quickly than others. Property owners may also provide us the opportunity to consider off-market transactions involving other properties because we have previously provided debt or preferred equity financing to them.
These investments are concentrated in Manhattan, which helps us gain market insight, awareness of upcoming investment opportunities and foster key relationships that may provide access to future investment opportunities.
Capital Resources
Our objective is to maintain numerousmultiple sources of corporate and property level capital sources to obtain the most appropriate and lowest cost financings.of capital. This objective is supported by:
Property operations that generally provide stable and growing cash flows through market cycles due to constraints on new supplyfavorable supply/demand metrics in Manhattan, long average lease terms, high credit quality tenants and superior leasing, operating and asset management skills;
Concentration of our activities in a Manhattan market that is consistently attractive to property investors and lenders through market cycles relative to other market participants;markets;
Maintaining strong corporate liquidity and careful management of future debt maturities; and
Maintaining access to corporate capital markets through balanced financing and investment activities that result in strong balance sheet and cash flow metrics.
Competition
The leasing of real estate is highly competitive, especially in the Manhattan office market. We compete for tenants with landlords and developers of similar properties located in our markets primarily on the basis of location, rent charged, services provided, balance sheet strength and liquidity and the design and condition of our properties. We face competition from other real estate companies, including other REITs that currently invest in markets other than or in addition to Manhattan, private real estate funds, domestic and foreign financial institutions, life insurance companies, pension trusts, partnerships, individual investors and others that may have greater financial resources or access to capital than we do or that are willing to acquire properties in transactions which are more highly leveraged or with different financial attributes than we are willing to pursue.

Manhattan Office Market Overview
Manhattan is by far the largest office market in the United States containing more rentable square feet than the next fivefour largest central business district office markets combined. The properties in our portfolio are primarily concentrated in some of Manhattan's most prominent midtown locations.
According to Cushman and Wakefield Research Services as of December 31, 2015,2018, Manhattan has a total office inventory of approximately 394.7401.0 million square feet, including approximately 240.3242.5 million square feet in Manhattan. Cushman and Wakefield Reserch Services estimatesmidtown. We estimate that in midtown Manhattan, approximately 4.016.3 million square feet of new construction class-A buildings over 250,000 square feet will become available next year,between 2019 and 2023 in Manhattan, approximately 41.7%43.4% of which is pre-leased. ThisWe estimate that this increase is partially offset by approximately 1.44.4 million square feet that is projected towhich will be converted from office use to an alternative use. This will add only approximately 1.01%0.6% per year to Manhattan's total inventory, grossnet of conversions, over the next five years.
While the addition of new supply to the Manhattan office inventory is nominal relative to the size of the overall market, we view any additional supply as a positive to the Manhattan office market given the older vintage of the majority of Manhattan’s office inventory and 0.7% netthe desire of conversions.certain tenants to occupy new, high quality, efficient office space, which often isn’t available in older vintage properties. In addition, Manhattan’s office inventory has only grown by approximately 3.4 million square feet over the last 25 years.
General Terms of Leases in the Manhattan Markets
Leases entered into for space in Manhattan typically contain terms that may not be contained in leases in other U.S. office markets. The initial term of leases entered into for space in Manhattan is generally seven to fifteen years. Tenants leasing space in excess of 10,000 square feet for an initial term of 10 years or longer often will negotiate an option to extend the term of the lease for one or two renewal periods, typically for a term of five years each. The base rent during the initial term often will provide for agreed-upon periodic increases over the term of the lease. Base rent for renewal terms is most often based upon the then fair market rental value of the premises as of the commencement date of the applicable renewal term (generally determined by binding arbitration in the event the landlord and the tenant are unable to mutually agree upon the fair market value), though base rent for a renewal period may be set at 95% of the then fair market rent. Very infrequently, leases may contain termination options whereby

7
Table of Contents


a tenant can terminate the lease obligation before the lease expiration date upon payment of a penalty together with repayment of the unamortized portion of the landlord's transaction costs (e.g., brokerage commissions, free rent periods, tenant improvement allowances, etc.).

7
Table of Contents


In addition to base rent, a tenant will generally also pay its pro rata share of increases in real estate taxes and operating expenses for the building over a base year, which is typically the year during which the term of the lease commences, based upon the tenant's proportionate occupancy of the building. In some smaller leases (generally less than 10,000 square feet), in lieu of paying additional rent based upon increases in building operating expenses, base rent will be increased each year during the lease term by a set percentage on a compounding basis (though the tenant will still pay its pro rata share of increases in real estate taxes over a base year).
Tenants typically receive a free rent period following commencement of the lease term, which in some cases may coincide with the tenant's construction period.
The landlord most often supplies electricity either on a sub-metered basis at the landlord's cost plus a fixed percentage or a rent inclusion basis (i.e., a fixed fee is added to the base rent for electricity, which amount may increase based upon increases in electricity rates or increases in electrical usage by the tenant). Base building services, other than electricity, such as heat, air conditioning, freight elevator service during business hours and base building cleaning typically are provided at no additional cost, but are included in the building's operating expenses. The tenant will typically pay additional rent only for services which exceed base building services or for services which are provided other than during normal business hours.
In a typical lease for a new tenant renting in excess of 10,000 square feet, the landlord will deliver the premises with existing improvements demolished. In such instances, the landlord will typically provide a tenant improvement allowance, which is a fixed sum that the landlord makes available to the tenant to reimburse the tenant for all or a portion of the tenant's initial construction of its premises. Such sum typically is payable as work progresses, upon submission by the tenant of invoices for the cost of construction and lien waivers. However, in certain leases (most often for relatively small amounts of space), the landlord will construct the premises for the tenant at a cost to the landlord not to exceed an agreed upon amount with the tenant paying any amount in excess of the agreed upon amount. In addition, landlords may rent space to a tenant that is "pre-built" (i.e., space that was constructed by the landlord in advance of lease signing and is ready to for the tenant to move in with the tenant selecting paint and carpet colors).
Occupancy
The following table sets forth the weighted average occupancy rates at our office properties based on space leased for properties owned by us as of December 31, 2015, 2014 and 2013:2018:
  
Percent Occupied as
of December 31,
Property 2015 2014 2013
Manhattan properties 94.2% 95.2% 94.3%
Suburban properties 79.0% 80.7% 80.4%
Same-Store properties(1)
 93.0% 91.6% 90.8%
Unconsolidated Joint Venture Properties 89.7% 92.4% 89.8%
Portfolio 91.6% 92.4% 91.5%

(1) Same-Store properties for 2015 represents 46 of our 53 consolidated office buildings owned by us at January 1, 2014 and still owned by us in the same manner at December 31, 2015.
  Percent Occupied as of December 31,
Property 2018 2017
Same-Store properties (1) - Manhattan
 93.7% 93.8%
Same-Store properties (1) - Suburban
 91.3% 92.3%
Manhattan properties 94.5% 93.8%
Suburban properties 91.3% 92.3%
Unconsolidated Joint Venture Properties 95.4% 96.8%
Portfolio 94.2% 93.7%
(1)Same-Store properties represents all operating properties owned by us at January 1, 2017 and still owned by us in the same manner at December 31, 2018, which totaled 40 of our 49 consolidated operating properties.
Rent Growth
We are constantly evaluating the conditionsour schedule of the markets in which we operate in orderfuture lease expirations to assess the potentialmitigate occupancy risk while maximizing rent growth embedded ingrowth. We proactively manage future lease expirations based on our portfolio. Weview of estimated that rents in place at December 31, 2015 for all leases expiring incurrent and future periods,market asking rents. The following table sets forth our future lease expirations, excluding triple net leases, in our Manhattan and Suburban consolidated operating properties were 16.3% and 7.4%, respectively, below management's estimates of current market asking rents. Taking rents are typically lower than asking rents and may vary from building to building. We estimated that rents in place at December 31, 2015 for all leases expiring in future periods, excluding triple net leases, in our Manhattan and Suburban operating properties owned through unconsolidated joint ventures were 8.4% and 2.3%, respectively, below management's estimates of current market asking rents. At December 31, 2014, the estimated rents in place for our Manhattan and Suburban consolidated operating properties were 13.6% and 3.2%, respectively, below management's estimates of the then current market asking rents. At December 31, 2014, the estimated rents in place for our Manhattan and Suburban unconsolidated operating properties were 8.3% and 1.8%, respectively, below management's estimates of the then current market asking rents. As of December 31, 2015, 33.0% and 52.7% of all leases in-place in our Manhattan and Suburban consolidated operating properties, respectively, were scheduled to expire during the next five years. As of December 31, 2015, 38.3% and 40.1% of all leases in-place in our Manhattan and Suburban operating properties owned through unconsolidated joint ventures, respectively, were also scheduled to expire during the next five years. There can be no assurances that our estimates of current market rents are accurate or that market rents currently prevailing will not erode or outperform in the future or that we will realize anyfuture.

8
Table of Contents


rent growth. However, we believe that rents, which in the current portfolio are below market, provide a potential for long-term internal growth.
  ANNUAL LEASE EXPIRATIONS - MANHATTAN OPERATING PROPERTIES
  Consolidated Properties Joint Venture Properties
Year of Lease Expiration Number of Expiring Leases (2)
Rentable Square Footage of Expiring Leases
Percentage of Total
Sq. Ft.

 Annualized Cash Rent of Expiring Leases
 
 Annualized Cash Rent Per Square Foot of Expiring Leases
$/psf (3)

Current Weighted Average Asking Rent
$/psf (4)

 Number of Expiring Leases (2)
Rentable Square Footage of Expiring Leases
Percentage of Total
Sq. Ft.

 Annualized Cash Rent of Expiring Leases
 
 Annualized Cash Rent Per Square Foot of Expiring Leases
$/psf (3)

Current Weighted Average Asking Rent $/psf (4)
                 
2018 (1)
 9
22,898
0.19%$1,536,831 
$67.12

$100.62
 5
16,730
0.15%
$1,523,868
 
$91.09

$72.67
                 
1st Quarter 2019 13
85,157
0.70%$6,046,396 
$71.00

$73.38
 2
202,722
1.82%
$16,897,788
 
$83.35

$84.78
2nd Quarter 2019 
 20
64,365
0.53%5,505,414
 85.53
97.18
 7
42,193
0.38%3,638,127
 86.23
80.68
3rd Quarter 2019 9
97,569
0.80%7,135,581
 73.13
72.75
 10
82,738
0.74%5,586,862
 67.52
77.19
4th Quarter 2019 30
618,102
5.06%48,040,655
 77.72
69.10
 6
32,098
0.29%2,992,213
 93.22
109.60
                 
Total 2018 72
865,193
7.09%$66,728,046 
$77.13

$72.02
 25
359,751
3.23%
$29,114,990
 
$80.93

$84.77
                 
2020 92
2,272,494
18.60%
$152,163,212
 
$66.96

$70.30
 23
249,004
2.24%
$17,756,290
 
$71.31

$74.82
2021 105
1,191,293
9.75%72,109,224
 60.53
67.51
 32
932,426
8.39%69,555,534
 74.60
75.30
2022 90
1,048,783
8.58%72,400,832
 69.03
76.61
 33
348,017
3.13%39,195,339
 112.62
119.29
2023 73
853,016
6.98%52,668,025
 61.74
65.76
 18
459,849
4.14%38,188,805
 83.05
79.56
2024 35
299,349
2.45%21,359,670
 71.35
74.12
 24
1,031,059
9.27%101,559,921
 98.50
85.98
2025 36
554,077
4.54%53,524,504
 96.60
90.02
 12
497,458
4.47%39,844,313
 80.10
83.70
2026 30
788,512
6.45%51,612,141
 65.46
68.45
 17
480,419
4.32%49,691,923
 103.43
109.48
2027 38
578,686
4.74%44,650,725
 77.16
73.01
 17
310,167
2.79%26,193,603
 84.45
91.44
Thereafter 91
3,743,016
30.63%223,926,495
 59.83
67.40
 55
6,434,692
57.87%416,251,258
 64.69
81.74
  671
12,217,317
100.00%$812,679,705 
$66.52

$70.54
 261
11,119,572
100.00%
$828,875,844
 
$74.54

$84.16
  ANNUAL LEASE EXPIRATIONS - SUBURBAN OPERATING PROPERTIES
  Consolidated Properties Joint Venture Properties
Year of Lease Expiration Number of Expiring Leases (2)
Rentable Square Footage of Expiring Leases
Percentage of Total
Sq. Ft.

 Annualized Cash Rent of Expiring Leases
 
 Annualized Cash Rent Per Square Foot of Expiring Leases
$/psf (3)

Current Weighted Average Asking Rent
$/psf (4)

 Number of Expiring Leases (2)
Rentable Square Footage of Expiring Leases
Percentage of Total
Sq. Ft.

 Annualized Cash Rent of Expiring Leases
 
 Annualized Cash Rent Per Square Foot of Expiring Leases
$/psf (3)

Current Weighted Average Asking Rent
$/psf (4)

                 
2018 (1)
 9
71,273
3.64%$2,709,023 $38.01$38.17 —
—
—%
$—
 
$—

$—
                 
1st Quarter 2019 7
21,566
1.10%
$719,937
 
$33.38

$39.86
 —
—
—%
$—
 
$—

$—
2nd Quarter 2019 7
19,083
0.97%668,151
 35.01
36.57
 —
—
—%—
 —
—
3rd Quarter 2019 10
34,713
1.77%1,120,499
 32.28
37.28
 —
—
—%—
 —
—
4th Quarter 2019 6
172,242
8.79%5,122,185
 29.74
27.92
 —
—
—%—
 —
—
                 
Total 2018 30
247,604
12.63%
$7,630,772
 
$30.82

$30.94
 —
—
—%
$—
 
$—

$—
                 
2020 37
248,056
12.66%
$9,125,479
 
$36.79

$37.58
 —
—
—%
$—
 
$—

$—
2021 38
272,678
13.91%10,079,197
 36.96
37.16
 —
—
—%—
 —
—
2022 28
126,582
6.46%5,004,423
 39.54
39.05
 —
—
—%—
 —
—
2023 25
159,769
8.15%5,631,282
 35.25
35.14
 —
—
—%—
 —
—
2024 8
49,924
2.55%1,634,598
 32.74
32.02
 —
—
—%—
 —
—
2025 9
87,449
4.46%2,945,942
 33.69
35.08
 —
—
—%—
 —
—
2026 16
258,795
13.20%9,313,444
 35.99
36.96
 —
—
—%—
 —
—
2027 5
190,387
9.71%4,852,149
 25.49
27.42
 —
—
—%—
 —
—
Thereafter 16
247,434
12.63%6,970,040
 28.17
28.64
 —
—
—%—
 —
—
  221
1,959,951
100.00%
$65,896,349
 
$33.62

$34.15
 —
—
—%
$—
 
$—

$—
(1)Includes month to month holdover tenants that expired prior to December 31, 2018.
(2)Tenants may have multiple leases.
(3)Represents in place annualized rent allocated by year of expiration.
(4)Management's estimate of current average asking rents for currently occupied space as of December 31, 2018. Taking rents are typically lower than asking rents and may vary from property to property.
Industry Segments
The Company is a REIT that acquires, owns, repositions, managesis engaged in the acquisition, development, ownership, management and leasesoperation of commercial and residential real estate properties, principally office retail and multifamily properties, located in the New York Metropolitanmetropolitan area and has two reportable segments: real estate and debt and preferred equity investments. We evaluate real estate performance and allocate resources based on earnings contribution to income from continuing operations.Our industry segments are discussed in Note 21, "Segment Information," in the accompanying consolidated financial statements.
At December 31, 2015,2018, our real estate portfolio was primarily located in one geographical market, the New York Metropolitanmetropolitan area. The primary sources of revenue are generated from tenant rents and escalations and reimbursement revenue. Real estate property operating expenses consist primarily of cleaning, security, maintenance, utility costs, real estate taxes and, at certain properties, ground rent expense. As of December 31, 2015, three tenants2018, one tenant in our office portfolio contributed 9.7%, 9.1%, and 6.2%8.2% of our office portfolio share of

9
Table of Contents


annualized cash rent. No other tenant contributed more than 5.0% of our office portfolio annualized cash rent. Office portfolio annualized cash rent includes our consolidated annualized cash rent and our share of joint venture annualized cash rent. No property contributed in excess of 10.0% of our consolidated total revenue for 2015. Our industry segments2018.
At December 31, 2018, we held debt and preferred equity investments with a book value of $2.1 billion, including $0.1 billion of debt and preferred equity investments and other financing receivables that are discussedincluded in Note 22, "Segment Information,"balance sheet line items other than the Debt and Preferred Equity Investments line item. At December 31, 2018, the assets underlying our debt and preferred equity investments were located in the accompanying consolidated financial statements.New York metropolitan area. The primary sources of revenue are generated from interest and fee income.
In January 2016, the tenant that contributed 9.7% of our office portfolio annualized cash rent executed a purchase option provided to them in the lease for the property at 388-390 Greenwich Street in Manhattan. The sale of this property is scheduled to close in December 2017 (subject to customary closing conditions) and would reduce the tenant's contribution to our office portfolio annualized cash rent as of December 31, 2015 to 1.6%.

Employees
At December 31, 2015,2018, we employed 1,1771,058 employees, 187310 of whom were managers and professionals, 778 of whom were hourly-paid employees involvedemployed in building operations and 109 of whom were clerical, data processing and other administrative employees.our corporate offices. There are currently six collective bargaining agreements which cover the workforce that services substantially all of our properties.

Highlights from 20152018
Our significant activitiesachievements from 20152018 included:
Corporate
JoiningRepurchased 9.7 million shares of our common stock under our share repurchase program at an average price of $96.22 per share and increased the S&P 500 Index in recognitionsize of our share repurchase program by $1 billion to $2.5 billion. Through December 31, 2018 we have repurchased a cumulative total of 18.1 million shares of our common stock under the Company's stature among U.S. publicy traded companies.
Being recognized by the U.S. EPA as a 2015 ENERGRY STAR ®program at an average price of the year.
Receiving final approval from the New York City Council for the development of the 1,401 foot tall One Vanderbilt office tower directly west of Grand Central Terminal.$98.72 per share.
Leasing
Signing 187Signed 180 Manhattan office leases covering approximately 2.3 million square feet. The mark-to-market on signed Manhattan office leases was 15.3%6.5% higher in 20152018 than the previously fully escalated rents on the same spaces.
Signing 115Signed 49 Suburban office leases covering approximately 0.70.4 million square feet. The mark-to-market on signed Suburban office leases was 1.3% higher3.7% lower in 20152019 than the previously fully escalated rents on the same spaces.
Executing a new full-building, 49-year net leaseReached 52% leased at 562 Fifth Avenue.One Vanderbilt Avenue after signing leases with Greenberg Traurig, The lease contains an option for the lessee to purchase the property from the Company for $100.0 million with annual escalations in the purchase price after the third year.Carlyle Group, TD Securities, MFA Financial Inc. and McDermott Will & Emery
SigningSigned a new lease with Giorgio Armani Corp.Coty Inc. for 10,040 square feet at the retail flagship development 719 Seventh Avenue, now known as 30 Times Square.
Signed a new retail lease with sports brand PUMA for 24,000 square feet and a new lease with WeWork for 138,563 square feet, comprising the entire office portion of the building, at 609 Fifth Avenue.
Acquisitions
Took ownership of the leasehold interest at 2 Herald Square following the foreclosure of the asset and subsequently completed a recapitalization of the asset, which included securing $150.0 million of mortgage financing and selling a 49.0% interest in the property.
Announced that will allow Armaniwe had entered into an agreement to remainpurchase a majority and controlling interest in its flagship460 West 34th Street at a gross purchase price of $440 million.
Took possession of the retail co-op at 133 Greene Street in Soho. The 6,425 square foot retail space, at 760inclusive of 3,300 square feet on grade, is located along one of SoHo's most popular shopping corridors and is currently occupied by Dior Homme. This property previously served as collateral for a debt and preferred equity investment and was acquired through a negotiated transaction with the sponsor of the investment.
Took possession of 712 Madison Avenue on Manhattan's Upper East Side. The five-story building offers 6,362 square feet of retail space, which is currently occupied by David Yurman. This property previously served as collateral for a debt and preferred equity investment and was acquired through 2024.a negotiated transaction with the sponsor of the investment.
Signing
Dispositions
Closed on the sale of 600 Lexington Avenue for a 10-year leasegross asset valuation of $305.0 million.
Closed on the sale of an additional 13% interest in 1515 Broadway, thereby completing the previously announced sale of interests totaling 43% at a gross asset valuation of $1.950 billion.
Together with Adidasour joint venture partner, closed on the sale of the multi-family property at 115 Spring Street.1274 Fifth Avenue at a gross asset valuation of $44.1 million

Acquisitions
Closing on the acquisition of Eleven Madison Avenue in Midtown South for $2.285 billion plus approximately $300.0 million in costs associated with lease stipulated improvements to the property.

910
Table of Contents


Closing on the acquisition of two mixed-use properties located at 187 Broadway and 5-7 Dey Street in Downtown Manhattan for $63.7 million.
Closing on the off-market acquisition of a mixed-use residential and retail property located on the Upper East Side of Manhattan for $50.0 million.
Closing on the acquisition ofTogether with our joint venture partner's interest in 600 Lexington Avenuepartners, closed on the sale of Stonehenge Village, at a gross asset valuation for the consolidated investment of $284.0$287.0 million.
Closing on the acquisition of a 90.0 percent interest in The SoHo Building at 110 Greene Street basedClosed on a gross asset valuation of $255.0 million.
Closing on the acquisition of a stake in the 22-building, 2.6 million square foot Stonehenge portfolio,multi-faceted retail transaction, which included 2,724 rental apartments as of closing, for $40.2 million, expanding our presence in the New York City residential market.
Closing on the acquisition of additional ownership interests in the 526,000 square foot office building at 800 Third Avenue increasing our ownership to 60.5 percent.
Dispositions
Closing on the sales of Tower 45, 140-150 Grand Avenue, 180 Maiden Lane and the development properties at 570 & 574 Fifth Avenue for a total of $992.4 million.
Closing on the sale of an 80%substantially all of the Company's interest in 131-137 Spring Street for a total gross asset valuation724 Fifth Avenue to its joint venture partner, redemption of $277.8 million.
•
Together with our joint venture partners, closing on the sales of the Meadows Office Complex and 315 West 36th Street for total gross asset valuations of $236.1 million.
Entering into an agreement to sell 885 Thirdits investment in 720 Fifth Avenue, for $453.0 million, which closed in February 2016.and partial repayment of another partnership loan.
Together with our joint venture partner, entering into an agreementclosed on the sale of the leasehold office condominium at 1745 Broadway for a sale price of $633 million
Closed on the sale of the fee interest at 635 Madison Avenue for a sale price of $153.0 million.
Closed on the sale of Reckson Executive Park in Rye Brook, New York, 115-117 Stevens Avenue, in Valhalla, New York and our 11.7% interest in Jericho Plaza for asset valuations totaling $184.4 million.
Closed on the sale of our 48.9% interest in 3 Columbus Circle to sell 33 Beekman Streetthe Moinian Group, the owner of the remaining 51.1% interest, for total a gross asset valuation of $196.0$851.0 million
Closed on the sale of our interests in 1231 Third Avenue and an Upper East Side residential assemblage for a combined sales price of $143.8 million. The transaction is expected to be completed in the first half of 2016, subject to customary closing conditions.
EnteringEntered into an agreement to sell our 90%20.0% interest in 131-137 Spring Street to Invesco Real Estate, the residential condominium at 248-252 Bedford Avenue for a total gross asset valuationowner of $55.0 million, which closed in February 2016.the remaining 80.0% interest.
Debt and Preferred Equity Investments
OriginatingOriginated and retaining,retained, or acquiring, $781.4 millionacquired, $1.0 billion in debt and preferred equity investments, inclusive of advances under future funding obligations, discount and fee amortization, and paid-in-kind interest, net of premium amortization, and recording $520.2 millionrecorded $1.0 billion of proceeds from sales, repayments and participations.
Finance
Obtaining an upgrade in corporate credit rating to investment grade from Moody's Investors ServiceIssued $350.0 million aggregate principal amount of floating rate notes due 2021. The notes are callable by the Company, at par, after one year and an upgrade in corporate credit rating outlook from Stable to Positive from Standard & Poor's Ratings Services. Standard & Poor's Ratings Services increased the Company's credit rating to investment grade in January 2016.bear interest at a floating rate of 0.98% over LIBOR.
Expanding our unsecured corporate creditClosed on a $65.6 million financing of 115 Spring Street. The new mortgage has a 5-year term and bears interest at a floating rate of 3.40% over LIBOR.
Refinanced One Vanderbilt Avenue's construction facility, by $500 million, to $2.533 billion.
Issuing $100.0 million of 10-year 4.27% Senior Unsecured Notes via a private placement.
Repaying the $120.0 million mortgage on 711 Third Avenue, further increasing the Company’s unencumbered asset base.facility size from $1.5 billion to $1.75 billion and decreasing the interest rate by 75 basis points to 2.75% over LIBOR.
Together with our joint venture partner, closingClosed on a $350.0$225.0 million refinancing of 3 Columbus Circle.construction facility for 185 Broadway. The new 10-year, fixed rate loan at 3.61% replaces the previous $229.6 million floating rate mortgage.facility has a term of three years, with two one-year extension options and bears interest at an initial floating rate of 2.85% over LIBOR.


1011
Table of Contents


ITEM 1A.    RISK FACTORS
Declines in the demand for office space in the New York City,metropolitan area, and in particular midtown Manhattan, as well as our Suburban markets, including Westchester County, Connecticut, New Jersey and Long Island, could adversely affect the value of our real estate portfolio and our results of operations and, consequently, our ability to service current debt and to pay dividends and distributions to security holders.
The majority of our property holdings are comprised of commercial office properties located in midtown Manhattan. Our property holdings also include a number of retail properties and multifamily residential properties. As a result of the concentration of our holdings, our business is dependent on the condition of the New York Citymetropolitan area economy in general and the market for office space in midtown Manhattan in particular. Future weakness and uncertainty in the New York Citymetropolitan area economy could materially reduce the value of our real estate portfolio and our rental revenues, and thus adversely affect our cash flow and our ability to service current debt and to pay dividends and distributions to security holders. Similarly, future weakness and uncertainty in our suburban markets could adversely affect our cash flow and our ability to service current debt and to pay dividends and distributions to security holders.
We believe that job creation in the financial and professional services industries in New York City impacts our overall financial performance.  Both new leasing activity and overall asking rents could be negatively impacted by declining rates of job creation in the current or future periods.

We may be unable to renew leases or relet space as leases expire.
If our tenants decide not to renew their leases upon their expiration, we may not be able to relet the space. Even if tenants do renew or we can relet the space, the terms of a renewal or new lease, taking into account among other things, the cost of improvements to the property and leasing commissions, may be less favorable than the terms in the expired leases. As of December 31, 2015,2018, approximately 8.3 million52.1% and approximately 1.3 million square feet, representing approximately 35.7% and approximately 38.6%21.3% of the rentable square feet, are scheduled to expire by December 31, 20202023 at our consolidated properties and unconsolidated joint venture properties, respectively, and as of December 31, 2015,2018, these leases had annualized escalated rent totaling $477.6$457.8 million and $86.9$195.3 million, respectively. We also have leases with termination options beyond 2020. In addition, changes in space utilization by our tenants may impact our ability to renew or relet space without the need to incur substantial costs in renovating or redesigning the internal configuration of the relevant property. If we are unable to promptly renew the leases or relet the space at similar rates or if we incur substantial costs in renewing or reletting the space, our cash flow and ability to service debt obligations and pay dividends and distributions to security holders could be adversely affected.
We face significant competition for tenants.
The leasing of real estate is highly competitive. The principal competitive factors are rent, location, services provided and the nature and condition of the property to be leased. We directly compete with all owners, developers and operators of similar space in the areas in which our properties are located.
Our commercial office properties are concentrated in highly developed areas of midtown Manhattan and certain Suburban central business districts, or CBDs.the New York metropolitan area. Manhattan is the largest office market in the United States. The number of competitive office properties in Manhattan and CBDs in which our Suburban properties are located,the New York metropolitan area, which may be newer or better located than our properties, could have a material adverse effect on our ability to lease office space at our properties, and on the effective rents we are able to charge.
The expiration of long term leases or operating sublease interests where we do not own a fee interest in the land could adversely affect our results of operations.
Our interests in 420 Lexington Avenue, 461 Fifth Avenue, 711 Third Avenue, 625 Madison Avenue, 1185 Avenue of the Americas, 1080 Amsterdam Avenue, 650 Fifth Avenue, 2 Herald Square, and 30 East 40th Street, all in Manhattan, and 1055 Washington Avenue, Stamford, Connecticut, are entirely or partially comprised of either long-term leasehold or operating sublease interests in the land and the improvements, rather than by ownership of fee interest in the land.
We have the ability to acquire the fee positionpositions at 461 Fifth Avenue and 2 Herald Square for a fixed priceprices on a specific date.dates and own 50% of the fee position at 711 Third Avenue. The average remaining term of these long-term leases as of December 31, 2015,2018, including our unilateral extension rights on each of the properties, is 4642 years. Pursuant to the leasehold arrangements, we, as tenant under the operating sublease, perform the functions traditionally performed by landlords with respect to our subtenants. We are responsible for not only collecting rent from our subtenants, but also maintaining the property and paying expenses relating to the property. OurAnnualized cash rents, including our share of joint venture annualized cash rents, of the commercial officefrom properties held through long-term leases or operating sublease interests at December 31, 20152018 totaled $99.8$321.3 million, or 7.2%23.7%, of our share of total Portfolio annualized cash rent. Unless we purchase a fee interest in the underlying land or extend the terms of these leases prior to their expiration, we will lose our right to operate these properties upon expiration of the leases, which could adversely affect our financial condition and results of operations. Rent payments under leasehold or operating sublease interests are adjusted, within the parameters of the contractual arrangements, at certain intervals. Rent adjustments may result in higher rents that could adversely affect our financial condition and results of operation.
We rely on five large properties for a significant portion of our revenue.
Five of our properties, 11 Madison Avenue, 1185 Avenue of the Americas, 420 Lexington Avenue, 1515 Broadway, and 1 Madison Avenue accounted for 32.4% of our Portfolio annualized cash rent, which includes our share of joint venture annualized cash rent, as of December 31, 2018.

1112
Table of Contents


Our revenue and cash available to service debt obligations and for distribution to our stockholders would be materially adversely affected if any of these properties were materially damaged or destroyed. Additionally, our revenue and cash available to service debt obligations and for distribution to our stockholders would be materially adversely affected if tenants at these properties fail to timely make rental payments due to adverse financial conditions or otherwise, default under their leases or file for bankruptcy or become insolvent.
Our results of operations rely on major tenants and insolvency or bankruptcy of these or other tenants could adversely affect our results of operations.
Giving effect to leases in effect as of December 31, 2018 for consolidated properties and unconsolidated joint venture properties, as of that date, our five largest tenants, based on annualized cash rent, accounted for 17.5% of our share of Portfolio annualized cash rent, with one tenant, Credit Suisse Securities (USA) LLC, accounting for 8.2% of our share of Portfolio annualized cash rent, respectively. Our business and results of operations would be adversely affected if any of our major tenants became insolvent, declared bankruptcy, or otherwise refused to pay rent in a timely fashion or at all. In addition, if business conditions in the industries in which our tenants are concentrated deteriorate, or economic volatility has a disproportionate impact on our clients, we may experience increases in past due accounts, defaults, lower occupancy and reduced effective rents across tenants in such industries, which could in turn have an adverse effect on our business and results of operations.
Construction is in progress at our development projects
The Company continues its significant ground-up development project, One Vanderbilt, as well as other smaller development projects. Construction of One Vanderbilt is expected to be completed in 2020. At this or other development projects, unforeseen matters could delay completion, result in increased costs or otherwise have a material effect on our results of operations. In addition, the extended time frame to complete these projects could cause them to be subject to shifts and trends in the real estate market which may not be consistent with our current business plans for the properties.
We are subject to risks that affect the retail environment.
Approximately 6.1% of our Portfolio annualized cash rent is generated by retail properties, principally in Manhattan. As a result, we are subject to risks that affect the retail environment generally, including the level of consumer spending and preferences, consumer confidence, electronic retail competition and levels of tourism in Manhattan. These factors could adversely affect the financial condition of our retail tenants and the willingness of retailers to lease space in our retail properties, which could in turn have an adverse effect on our business and results of operations.
Adverse economic and geopolitical conditions in general and the commercial office markets in the New York Metropolitan area in particular could have a material adverse effect on our results of operations and financial condition and, consequently, our ability to service debt obligations and to pay dividendsand distributions to security holders.
Our business may be affected by volatility in the financial and credit markets and other market, economic, or economicpolitical challenges experienced by the U.S. economy or the real estate industry as a whole.whole, including changes in law and policy and uncertainty in connection with any such changes. Future periods of economic weakness or volatility could result in reduced access to credit and/or wider credit spreads. Economic or political uncertainty, including concern about growth and the stability of the markets generally and changes in the federal interest rates, may lead many lenders and institutional investors to reduce, and in some cases, cease to provide funding to borrowers, which could adversely affect our liquidity and financial condition, and the liquidity and financial condition of our tenants. Our business may also be adversely affected by local economic conditions, as substantially all of our revenues are derived from our properties located in the New York Metropolitan area, particularly in New York, New Jersey and Connecticut. Because our portfolio consists primarily of commercial office buildings, located principally in midtown Manhattan, as compared to a more diversified real estate portfolio, if economic conditions deteriorate, then our results of operations, financial condition and ability to service current debt and to pay dividends to our stockholders may be adversely affected. Specifically, our business may be affected by the following conditions:
significant job losses or declining rates of job creation which may decrease demand for our office space, causing market rental rates and property values to be negatively impacted;
our ability to borrow on terms and conditions that we find acceptable may be limited, which could reduce our ability to pursue acquisition and development opportunities and refinance existing debt, reducing our returns from both our existing operations and our acquisition and development activities and increasing our future interest expense; and
reduced values of our properties, which may limit our ability to dispose of assets at attractive prices or to obtain debt financing secured by our properties and may reduce the availability of unsecured loans.
We rely on five large properties for a significant portion of our revenue.
Five of our properties, 420 Lexington Avenue, 11 Madison Avenue, 1185 Avenue of the Americas, 388-390 Greenwich and 1515 Broadway, accounted for 35.9% of our Portfolio annualized cash rent, which includes our share of joint venture annualized cash rent as of December 31, 2015. Citigroup, Inc. has exercised its option to purchase 388-390 Greenwich Street for $2.0 billion, net of any unfunded tenant concessions. The closing is scheduled for December 2017 and is subject to customary closing conditions. Closing of the sale would reduce Citigroup, Inc.'s tenant's contribution to our office portfolio annualized cash rent as of December 31, 2015 from 9.7% to 1.6%.
Our revenue and cash available to service debt obligations and for distribution to our stockholders would be materially adversely affected if any of these properties were materially damaged or destroyed. Additionally, our revenue and cash available to service debt obligations and for distribution to our stockholders would be materially adversely affected if tenants at these properties fail to timely make rental payments due to adverse financial conditions or otherwise, default under their leases or file for bankruptcy or become insolvent.
Our results of operations rely on major tenants and insolvency or bankruptcy of these or other tenants could adversely affect our results of operations.
Giving effect to leases in effect as of December 31, 2015 for consolidated properties and unconsolidated joint venture properties, as of that date, our five largest tenants, based on annualized cash rent, accounted for 28.4% of our share of Portfolio annualized cash rent, with three tenants, Citigroup, Inc., Viacom International Inc., and Credit Suisse Securities (USA) LLC accounting for 9.7%, 9.1%, and 6.2% of our share of Portfolio annualized cash rent, respectively. Our business and results of operations would be adversely affected if any of our major tenants became insolvent, declared bankruptcy, or otherwise refused to pay rent in a timely fashion or at all. Citigroup, Inc., our largest tenant as of December 31, 2015 by share of Portfolio annualized cash rent, has exercised its option to purchase 388-390 Greenwich Street as discussed above. In addition, if business conditions in the industries in which our tenants are concentrated deteriorate, we may experience increases in past due accounts, defaults, lower occupancy and reduced effective rents across tenants in such industries, which could in turn have an adverse effect on our business and results of operations.
Leasing office space to smaller and growth-oriented businesses could adversely affect our cash flow and results of operations.
Some of the tenants in our properties are smaller, growth-oriented businesses that may not have the financial strength of larger corporate tenants. Smaller companies generally experience a higher rate of failure than larger businesses. Growth-oriented firms may also seek other office space as they develop. Leasing office space to these companies could create a higher risk of tenant defaults, turnover and bankruptcies, which could adversely affect our cash flow and results of operations.

13
Table of Contents


We may suffer adverse consequences if our revenues decline since our operating costs do not necessarily decline in proportion to our revenue.

12
Table of Contents


We earn a significant portion of our income from renting our properties. Our operating costs, however, do not necessarily fluctuate in direct proportion to changes in our rental revenue. As a result, our costs will not necessarily decline even if our revenues do. In such event, we may be forced to borrow to cover our costs, we may incur losses or we may not have cash available to service our debt and to pay dividends and distributions to security holders.
We face risks associated with property acquisitions.
We may acquire interests in properties, individual properties and portfolios of properties, including large portfolios that could significantly increase our size and alter our capital structure. Our acquisition activities may be exposed to, and their success may be adversely affected by, the following risks:
we may be unable to meet required closing conditions;
we may be unable to finance acquisitions and developments of properties on favorable terms or at all;
we may be unable to lease our acquired properties on the same terms or to the same level of occupancy as our existing properties;
acquired properties may fail to perform as we expected;
we may expend funds on, and devote management time to, acquisition opportunities which we do not complete, which may include non-refundable deposits;
our estimates of the costs we incur in renovating, improving, developing or redeveloping acquired properties may be inaccurate;
we may not be able to obtain adequate insurance coverage for acquired properties; and
we may be unable to quickly and efficiently integrate new acquisitions and developments, particularly acquisitions of portfolios of properties, into our existing operations, and therefore our results of operations and financial condition could be adversely affected.
We may acquire properties subject to both known and unknown liabilities and without any recourse, or with only limited recourse to the seller. As a result, if a liability were asserted against us arising from our ownership of those properties, we might have to pay substantial sums to settle it, which could adversely affect our cash flow. Unknown liabilities with respect to properties acquired might include:
claims by tenants, vendors or other persons arising from dealing with the former owners of the properties;
liabilities incurred in the ordinary course of business;
claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the properties; and
liabilities for clean-up of undisclosed environmental contamination.
Competition for acquisitions may reduce the number of acquisition opportunities available to us and increase the costs of those acquisitions.
We may acquire properties when we are presented with attractive opportunities. We may face competition for acquisition opportunities from other investors, particularly those investors who are willing to incur more leverage, and this competition may adversely affect us by subjecting us to the following risks:
an inability to acquire a desired property because of competition from other well-capitalized real estate investors, including publicly traded and privately held REITs, private real estate funds, domestic and foreign financial institutions, life insurance companies, sovereign wealth funds, pension trusts, partnerships and individual investors; and
an increase in the purchase price for such acquisition property.
If we are unable to successfully acquire additional properties, our ability to grow our business could be adversely affected. In addition, increases in the cost of acquisition opportunities could adversely affect our results of operations.
We face risks associated with property acquisitions.
Our acquisition activities may not be successful if we are unable to meet required closing conditions or unable to finance acquisitions and developments of properties on favorable terms or at all. Additionally, we have commenced constructionless visibility into the future performance of acquired properties than properties that we have owned for a period of time, and therefore, recently acquired properties may not be as profitable as our ground-up development project at One Vanderbilt Avenue.existing portfolio.
The Company has obtainedFurther, we may acquire properties subject to both known and unknown liabilities and without any recourse, or with only limited recourse to the approvals necessaryseller. As a result, if a liability were asserted against us arising from our ownership of those properties, we might have to commence its significant ground-up development project at One Vanderbilt Avenue, and has commenced demolition for that project. Constructionpay substantial sums to settle it, which could adversely affect our cash flow. Unknown liabilities with respect to properties acquired might include:
claims by tenants, vendors or other persons arising from dealing with the former owners of the project will not be completedproperties;
liabilities incurred in the ordinary course of business;
claims for several years. Asindemnification by general partners, directors, officers and others indemnified by the former owners of the properties; and
liabilities for clean-up of undisclosed environmental contamination.
Limitations on our ability to sell or reduce the indebtedness on specific properties could adversely affect the value of our common stock.
In connection with any ground-up development project, unforeseen delayspast and other mattersfuture acquisitions of interests in properties, we have or may agree to restrictions on our ability to sell or refinance the acquired properties for certain periods. These limitations could further delay completion, result in increased costsus holding properties which we would otherwise sell, or otherwiseprevent us from paying down or refinancing existing indebtedness, any of which may have adverse consequences on our business and result in a material adverse effect on our financial condition and results of operations. In addition, the extended time frame to complete the project will cause the project to be subject to shifts in market, which could result in leasing or other trends that are not consistent with our current business plans for this property and we may not realize the expected benefits of the project.

1314
Table of Contents


Potential losses may not be covered by insurance.
We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism, excluding nuclear, biological, chemical, and radiological terrorism ("NBCR")), within three property insurance programs and liability insurance. Separate property and liability coverage may be purchased on a stand-alone basis for certain assets, such as the development of One Vanderbilt. Additionally, one of our captive insurance companies, Belmont Insurance Company, or Belmont, provides coverage for NBCR terrorist acts above a specified trigger. Belmont's retention is reinsured by our other captive insurance company, Ticonderoga Insurance Company ("Ticonderoga"). If Belmont or Ticonderoga are required to pay a claim under our insurance policies, we would ultimately record the loss to the extent of required payments. However, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. Further, if we experience losses that are uninsured or that exceed policy limits, we could lose the capital invested in the damaged properties as well as the anticipated future cash flows from those properties. Additionally, our debt instruments contain customary covenants requiring us to maintain insurance and we could default under debt our instruments if the cost and/or availability of certain types of insurance make it impractical or impossible to comply with such covenants relating to insurance. Belmont and Ticonderoga provide coverage solely on properties owned by the Company or its affiliates.
Furthermore, with respect to certain of our properties, including properties held by joint ventures, or subject to risks that affecttriple net leases, insurance coverage is obtained by a third-party and we do not control the retail environment.
Approximately 3.8%coverage. While we may have agreements with such third parties to maintain adequate coverage and we monitor these policies, such coverage ultimately may not be maintained or adequately cover our risk of our Portfolio annualized cash rent is generated by retail properties, principally in Manhattan. As a result, we are subject to risks that affect the retail environment generally, including the level of consumer spending, consumer confidence and levels of tourism in Manhattan. These factors could adversely affect the financial condition of our retail tenants and the willingness of retailers to lease space in our retail properties, which could in turn have an adverse effect on our business and results of operations.loss.
The occurrence of a terrorist attacksattack may adversely affect the value of our properties and our ability to generate cash flow.
Our operations are primarily concentrated in the New York Metropolitanmetropolitan area. In the aftermath of a terrorist attack or other acts of terrorism or war, tenants in the New York Metropolitanmetropolitan area may choose to relocate their business to less populated, lower-profile areas of the United States that those tenants believe are not as likely to be targets of future terrorist activity. In addition, economic activity could decline as a result of terrorist attacks or other acts of terrorism or war, or the perceived threat of such acts. Each of these impacts could in turn trigger a decrease in the demand for space in the New York Metropolitanmetropolitan area, which could increase vacancies in our properties and force us to lease our properties on less favorable terms. While under the Terrorism Risk Insurance Program Reauthorization Act of 2015, insurers must make terrorism insurance available under their property and casualty insurance policies, this legislation does not regulate the pricing of such insurance. The absence of affordable terrorism insurance coverage may adversely affect the general real estate lending market, lending volume and the market's overall liquidity and, in the event of an uninsured loss, we could lose all or a portion of our assets. Furthermore, we may also experience increased costs in relation to security equipment and personnel. As a result, the value of our properties and our results of operations could materially decline.
Potential losses may not be covered by insurance.
We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism) within three property insurance portfolios and liability insurance. The first property portfolio maintained a blanket limit of $950.0 million per occurrence, including terrorism, for the majority of the New York City properties in our portfolio and expires December 31, 2017. The second portfolio maintains a limit of $1.5 billion per occurrence, including terrorism, for several New York City properties and the majority of the Suburban properties and expires December 31, 2017. Each policy includes $100.0 million of flood coverage, with a lower sublimit for locations in high hazard flood zones. A third blanket property policy covers most of our residential assets and maintains a limit of $380.1 million per occurrence, including terrorism, for our residential properties and expires January 31, 2018. We maintain two liability policies which cover all our properties and provide limits of $201.0 million per occurrence and in the aggregate per location. The liability policies expire on October 31, 2016 and January 31, 2017 and cover our commercial and residential assets, respectively. Additional coverage may be purchased on a stand-alone basis for certain assets.
Our wholly-owned taxable REIT subsidiary, Belmont Insurance Company, or Belmont, acts as a captive insurance company and as one of the elements of our overall insurance program. Belmont was formed in an effort to, among other reasons, stabilize to some extent the impact on us of fluctuations of insurance market conditions. Belmont is licensed in New York to write Terrorism, NBCR (nuclear, biological, chemical, and radiological), General Liability, Environmental Liability, Flood, and D&O coverage. As long as we own Belmont, we are responsible for its liquidity and capital resources, and the accounts of Belmont are part of our consolidated financial statements. If we experience a loss and Belmont is required to pay a claim under our insurance policy, we would ultimately record the loss to the extent of Belmont’s required payment. Belmont is not reinsured by a third-party. Therefore, insurance coverage provided by Belmont should not be considered as the equivalent of third-party insurance, but rather as a modified form of self-insurance.
On January 12, 2015, the Terrorism Risk Insurance Program Reauthorization and Extension Act of 2007 (TRIPRA) (formerly the Terrorism Risk Insurance Act) was reauthorized until December 31, 2020 pursuant to the Terrorism Insurance Program Reauthorization and Extension Act of 2015. The TRIPRA extends the federal Terrorism Insurance Program that requires insurance companies to offer terrorism coverage and provides for compensation for insured losses resulting from acts of certified terrorism, subject to the current program trigger of $100.0 million, which will increase by $20 million per annum, commencing December 31, 2015. Our debt instruments, consisting of mortgage loans secured by our properties (which are generally non-recourse to us), mezzanine loans, ground leases, our 2012 credit facility, senior unsecured notes and other corporate obligations, contain customary covenants requiring us to maintain insurance. Although we believe that we currently maintain sufficient insurance coverage to satisfy these obligations, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. In such instances, there can be no assurance that the lenders or ground lessors under these instruments will not take the position that a total or partial exclusion from “all-risk” insurance coverage for losses due to, for example, terrorist acts is a breach of these debt and ground lease instruments allowing the lenders or ground lessors to declare an event of default and accelerate repayment of debt or recapture of ground lease positions. In addition, if lenders require greater coverage that we are unable to obtain at commercially reasonable rates, we may incur substantially higher insurance premiums or our ability to finance our properties and expand our portfolio may be adversely impacted.
Furthermore, with respect to certain of our properties, including properties held by joint ventures, or subject to triple net leases, insurance coverage is obtained by a third-party and we do not control the coverage. While we may have agreements with such third parties requiring them to maintain adequate coverage and we monitor these policies, such coverage ultimately may not be maintained or adequately cover our risk of loss. Additionally, we may have less protection than with respect to the properties

14
Table of Contents


where we obtain coverage directly. Although we consider our insurance coverage to be appropriate, in the event of a major catastrophe, we may not have sufficient coverage to replace certain properties.
We face possible risks associated with the natural disasters and the physical effects of climate change.
We are subject to the risks associated with natural disasters and the physical effects of climate change, which can include storms, hurricanes and flooding, any of which could have a material adverse effect on our properties, operations and business. To the extent climate change causes changes in weather patterns, our markets could experience increases in storm intensity and rising sea-levels. Over time, these conditions could result in declining demand for office space in our buildings or the inability of us to operate the buildings at all. Climate change may also have indirect effects on our business by increasing the cost of (or making unavailable) property insurance on terms we find acceptable, increasing the cost of energy at our properties and requiring us to expend funds as we seek to repair and protect our properties against such risks. There can be no assurance that climate change will not have a material adverse effect on our properties, operations or business.
SL Green dependsWe depend on dividends and distributions from itsour direct and indirect subsidiaries.
Substantially all of our assets are held through subsidiaries of our Operating Partnership that holds substantially all of its properties and assets through subsidiaries.Partnership. Our Operating Partnership’s cash flow is dependent on cash distributions to it by its subsidiaries, and in turn, substantially all of SL Green'sour cash flow is dependent on cash distributions to itus by our Operating Partnership. The creditors of each of our direct and indirect subsidiaries are entitled to payment of that subsidiary’s obligations to them, when due and payable, before distributions may be made by that subsidiary to its equity holders.
Therefore, our Operating Partnership’s ability to make distributions to holders of its partnership units depends on its subsidiaries’ ability first to satisfy their obligations to their creditors and then to make distributions to our Operating Partnership. Likewise, SL Green'sour ability to pay dividends to holders of common stock and preferred stock depends on our Operating Partnership’s ability first to satisfy its obligations to its creditors and make distributions payable to holders of preferred units and then to make distributions to SL Green.us.
Furthermore, the holders of preferred partnership units of our Operating Partnership are entitled to receive preferred distributions before payment of distributions to holders of common units of our Operating Partnership, including SL Green.us. Thus, SL Green’s our

15
Table of Contents


ability to pay cash dividends to itsour shareholders and satisfy itsour debt obligations depends on our Operating Partnership’s ability first to satisfy its obligations to its creditors and make distributions to holders of its preferred partnership units and then to holders of its common units, including SL Green.us.
In addition, SL Green’sour participation in any distribution of the assets of any of itsour direct or indirect subsidiaries upon theany liquidation, reorganization or insolvency is only after the claims of the creditors, including trade creditors and preferred security holders, are satisfied.
Debt financing, financial covenants, degree of leverage, and increases in interest rates could adversely affect our economic performance.
Scheduled debt payments could adversely affect our results of operations.
Cash flow could be insufficient to pay dividends and meet the payments of principal and interest required under our current mortgages, our 20122017 credit facility, our senior unsecured notes, our debentures and indebtedness outstanding at our joint venture properties. The total principal amount of our outstanding consolidated indebtedness was $10.4$5.5 billion as of December 31, 2015,2018, consisting of $1.9$1.5 billion under our 2012 credit facility (inclusive of our $933.0 millionin unsecured bank term loan)loans (or "Term Loan A" and "Term Loan B"), $1.4$1.5 billion under our senior unsecured notes, $100.0 million$0.1 billion of junior subordinated deferrable interest debentures, and $7.0$2.0 billion of non-recourse mortgages and loans payable on certain of our properties and debt and preferred equity investments, $500.0 million drawn under our revolving credit facility, and recourse loans on one$11.8 million letters of our investments.credit. In addition, we could increase the amount of our outstanding consolidated indebtedness in the future, in part by borrowing under the revolving credit facility portion of our 20122017 credit facility. The $1.6 billion revolving credit facility portion of our 2012 credit facility currently matures in March 2020, which includes two six-month extension options. In the first quarter of 2015 we modified and extended the revolving credit facility from March 2018 to March 2020 and reduced the margin by 25 basis points. This modification took effect in the first quarter of 2015. As of December 31, 2015,2018, the total principal amount of non-recourse indebtedness outstanding at the joint venture properties was $4.3$9.1 billion, of which our proportionate share was $1.7$3.8 billion. As of December 31, 2015, the total principal amount of2018, we had no recourse indebtedness outstanding at one of our unconsolidated joint venture properties was $18.4 million.properties.
If we are unable to make payments under our 20122017 credit facility, all amounts due and owing at such time shall accrue interest at a rate equal to 2% higher than the rate at which each draw was made. If we are unable to make payments under our senior unsecured notes, the principal and unpaid interest will become immediately payable. If a property is mortgaged to secure payment of indebtedness and we are unable to meet mortgage payments, the mortgagee could foreclose on the property, resulting in loss of income and asset value. Foreclosure on mortgaged properties or an inability to make payments under our 20122017 credit

15
Table of Contents


facility or our senior unsecured notes could trigger defaults under the terms of our other financings, making such financings at risk of being declared immediately payable, and would have a negative impact on our financial condition and results of operations.
We may not be able to refinance existing indebtedness, which may require substantial principal payments at maturity. In 2016, $253.4 million under the master repurchase agreement facility, $146.1$27.5 million of consolidated mortgage debt on our consolidated properties and $529.6$102.8 million of mortgage debt representing the portion of unconsolidated joint venture mortgage debt attributableis scheduled to us matures.mature in 2019 after giving effect to repayments and refinancing of consolidated and joint venture debt between December 31, 2018 and February 25, 2019 as discussed in the "Financial Statements and Supplementary Data" section. At the present time, we intend to repay, refinance, or exercise extension options repay or refinanceon the debt associated with our properties on or prior to their respective maturity dates. At the time of refinancing, prevailing interest rates or other factors, such as the possible reluctance of lenders to make commercial real estate loans, may result in higher interest rates. Increased interest expense on the extended or refinanced debt would adversely affect cash flow and our ability to service debt obligations and pay dividends and distributions to security holders. If any principal payments due at maturity cannot be repaid, refinanced or extended, our cash flow will not be sufficient to repay maturing or accelerated debt.
Financial covenants could adversely affect our ability to conduct our business.
The mortgages and mezzanine loans on our properties generally contain customary negative covenants that limit our ability to further mortgage the properties, to enter into material leases without lender consent or materially modify existing leases, among other things. In addition, our 20122017 credit facility and senior unsecured notes contain restrictions and requirements on our method of operations. Our 20122017 credit facility and our unsecured notes also require us to maintain designated ratios, including but not limited to, total debt-to-assets, debt service coverage and unencumbered assets-to-unsecured debt. These restrictions could adversely affect operations (including reducing our flexibility and our ability to incur additional debt), our ability to pay debt obligations and our ability to pay dividends and distributions to security holders.
Rising interest rates could adversely affect our cash flow.
Advances under our 20122017 credit facility and certain property-level mortgage debt bear interest at a variable rate. Our consolidated variable rate borrowings totaled $3.2$2.0 billion at December 31, 2015.2018. In addition, we could increase the amount of our outstanding variable rate debt in the future, in part by borrowing additional amounts under our 20122017 credit facility, which consisted of a $1.6 billion revolving credit facility and $933.0 million term loan.facility. Borrowings under our revolving credit facility and term loanloans bore interest at the 30-day LIBOR, plus spreads of 125100 basis points, 110 basis points, and 140165 basis points, respectively, at December 31, 2015.2018. As of December 31, 2015,2018, borrowings under our 2012 credit facilityterm loans and junior subordinated deferrable interest debentures totaled $1.9$1.5 billion and $100.0 million, respectively, and bore weighted average interest at 1.45% and 3.92%, respectively. We may incur indebtedness in the future that also bears interest at a variable rate or may be required to refinance our debt at higher rates. At December 31, 2015,2018, a hypothetical 100 basis point increase in interest rates across each of our variable interest rate instruments, including our

16
Table of Contents


variable rate debt and preferred equity investments which mitigate our exposure to interest rate changes, would increase our net annual interest costs by $19.5$7.1 million and would increase our share of joint venture annual interest costs by $6.5$14.3 million. Our joint ventures may also incur variable rate debt and face similar risks. Accordingly, increases in interest rates could adversely affect our results of operations and financial conditions and our ability to continue to pay dividends and distributions to security holders.
The potential phasing out of LIBOR after 2021 may affect our financial results.
The chief executive of the United Kingdom Financial Conduct Authority ("FCA"), which regulates LIBOR, has announced that the FCA intends to stop compelling banks to submit rates for the calculation of LIBOR after 2021. It is not possible to predict the effect of these changes or the establishment of alternative reference rates.
The Alternative Reference Rate Committee ("ARRC"), a committee convened by the Federal Reserve that includes major market participants, and on which the SEC staff and other regulators participate, has proposed an alternative rate to replace U.S. Dollar LIBOR, the Secured Overnight Financing Rate (“SOFR”). Any changes announced by the FCA, ARRC, other regulators or any other successor governance or oversight body, or future changes adopted by such body, in the method pursuant to which U.S. Dollar LIBOR, SOFR, or any other alternative rates are determined may result in a sudden or prolonged increase or decrease in the reported LIBOR rates. If that were to occur, the levels of interest payments we incur and interest payments we receive may change. In addition, although certain of our LIBOR based obligations and investments provide for alternative methods of calculating the interest rate if LIBOR is not reported, uncertainty as to the extent and manner of future changes may result in interest rates and/or payments that are higher than, lower than or that do not otherwise correlate over time with the interest rates and/or payments that would have been made on our obligations if LIBOR rate was available in its current form.
Failure to hedge effectively against interest rate changes may adversely affect results of operations.
The interest rate hedge instruments we use to manage some of our exposure to interest rate volatility involve risk and counterparties may fail to honor their obligations under these arrangements. In addition, these arrangements may not be effective in reducing our exposure to interest rate changes and when existing interest rate hedges terminate, we may incur increased costs in putting in place further interest rate hedges. Failure to hedge effectively against interest rate changes may adversely affect our results of operations.
Increases in our level of indebtednessleverage could adversely affect our stock price.
Our organizational documents do not contain any limitation on the amount of indebtedness we may incur. As of December 31, 2015, assuming the conversion of all outstanding units of the Operating Partnership into shares of SL Green's common stock, our combined debt-to-market capitalization ratio, including our share of joint venture debt of $1.7 billion, was 49.8%. Our market capitalization is variable and does not necessarily reflect the fair market value of our assets at all times. We also consider many factors other than market capitalization inwhen making decisions regarding the incurrence of indebtedness, such as the purchase price of properties to be acquired with debt financing, the estimated market value of our properties upon refinancing and the ability of particular properties and our business as a whole to generate cash flow to cover expected debt service. Any changes that increase our debt to market capitalization percentageleverage could be viewed negatively by investors. As a result, our stock price could decrease.
A downgrade in our credit ratings could materially adversely affect our business and financial condition.
Our credit rating and the credit ratings assigned to our debt securities and our preferred stock could change based upon, among other things, our results of operations and financial condition. These ratings are subject to ongoing evaluation by credit rating agencies, and any rating could be changed or withdrawn by a rating agency in the future if, in its judgment, circumstances warrant such action. Moreover, these credit ratings are not recommendations to buy, sell or hold our common stock or any other

16
Table of Contents


securities. If any of the credit rating agencies that have rated our securities downgrades or lowers its credit rating, or if any credit rating agency indicates that it has placed any such rating on a “watch list” for a possible downgrading or lowering, or otherwise indicates that its outlook for that rating is negative, such action could have a material adverse effect on our costs and availability of funding, which could in turn have a material adverse effect on our financial condition, results of operations, cash flows, the trading price of our securities and our ability to satisfy our debt service obligations and to pay dividends and distributions to security holders.
Debt and preferred equity investments could cause us to incur expenses, which could adversely affect our results of operations.
We held first mortgages, mezzanine loans, junior participations and preferred equity interests in 41 investments with an aggregate net book value of $1.7$2.1 billion at December 31, 2015.2018. Some of these instruments may be recourse to their sponsors, while others are limited to the collateral securing the loan. In the event of a default under these obligations, we may have to take possession of the collateral securing these interests. Borrowers may contest enforcement of foreclosure or other remedies, seek bankruptcy protection against such enforcement and/or bring claims for lender liability in response to actions to enforce their obligations to us. Declines in the value of the property may prevent us from realizing an amount equal to our investment upon foreclosure or realization even if we make substantial improvements or repairs to the underlying real estate in order to maximize such property's investment potential. In addition, we may invest in mortgage-backed securities and other marketable securities.

17
Table of Contents


We maintain and regularly evaluate the need for reserves to protect against potential future losses. Our reserves reflect management's judgment of the probability and severity of losses and the value of the underlying collateral. We cannot be certain that our judgment will prove to be correct and that our reserves will be adequate over time to protect against future losses because of unanticipated adverse changes in the economy or events adversely affecting specific properties, assets, tenants, borrowers, industries in which our tenants and borrowers operate or markets in which our tenants and borrowers or their properties are located. As of December 31, 2015, we had no recorded reserves for possible credit losses. If our reserves for credit losses prove inadequate, we could suffer losses which would have a material adverse effect on our financial performance, the market prices of our securities and our ability to pay dividends and distributions to security holders.
Joint investments could be adversely affected by our lack of sole decision-making authority and reliance upon a co-venturer's financial condition.
We co-invest with third parties through partnerships, joint ventures, co-tenancies or other structures, and by acquiring non-controlling interests in, or sharing responsibility for managing the affairs of, a property, partnership, joint venture, co-tenancy or other entity. Therefore, we may not be in a position to exercise sole decision-making authority regarding such property, partnership, joint venture or other entity. Investments in partnerships, joint ventures, or other entities may involve risks not present were a third party not involved, including the possibility that our partners, co-tenants or co-venturers might become bankrupt or otherwise fail to fund their share of required capital contributions. Additionally, our partners or co-venturers might at any time have economic or other business interests or goals which are competitive or inconsistent with our business interests or goals. These investments may also have the potential risk of impasses on decisions such as a sale, because neither we, nor the partner, co-tenant or co-venturer would have full control over the partnership or joint venture. In addition, we may in specific circumstances be liable for the actions of our third-party partners, co-tenants or co-venturers. As of December 31, 2015, our unconsolidated joint ventures owned 21 properties and2018, we had an aggregate cost basis in these joint ventures totaling $1.2$3.0 billion. As of December 31, 2015, our share of unconsolidated joint venture debt, which is non-recourse to us, totaled $1.7 billion. As of December 31, 2015, our share of unconsolidated joint venture debt, which is recourse to us, totaled $18.4 million.
Certain of our joint venture agreements contain terms in favor of our partners that could have an adverse effect on the value of our investments in the joint ventures.
Each of our joint venture agreements has been individually negotiated with our partner in the joint venture and, in some cases, we have agreed to terms that are more favorable to our partner in the joint venture than to us. For example, our partner may be entitled to a specified portion of the profits of the joint venture before we are entitled to any portion of such profits. We may also enter into similar arrangements in the future. These rights may permit our partner in a particular joint venture to obtain a greater benefit from the value or profits of the joint venture than us, which could have an adverse effect on the value of our investment in the joint venture and on our financial condition and results of operations.
We may incur costs to comply with environmentalgovernmental laws and health and safety laws.regulations.
We are subject to various federal, state and local environmental and health and safety laws which change from time to time. These laws regulate, among other things, air and water quality, our use, storage, disposal and management of hazardous substances and wastes andthat can impose liability on current and former property owners or operators for the clean-up of certain hazardous substances released on a property and any associated damage to natural resources without regard to whether the release was in compliance with law or whether it was caused by, or known to, the property owner or operator. The presence of hazardous substances on our properties may adversely affect occupancy and our ability to develop or sell or borrow against those properties. In addition

17
Table of Contents


to potential liability for clean-up costs, private plaintiffs may bring claims for personal injury, property damage or for similar reasons. Various laws also impose liability for the clean-up of contamination at any facility (e.g., a landfill) to which we have sent hazardous substances for treatment or disposal, without regard to fault or whether the materials were transported, treated and disposedrelease or disposal was in accordancecompliance with law. Being held responsible for such a clean-up could result in significant cost to us and have a material adverse effect on our financial condition and results of operations.
We may incur significant costs complying with the Americans with Disabilities Act and other regulatory and legal requirements.
Our properties may be subject to risks relating to current or future laws, including laws benefiting disabled persons, such as the Americans with Disabilities Act, or ADA, and other state or local zoning, construction or other regulations. TheseCompliance with such laws may require significant property modifications in the future, which could be costly and non-compliance could result in fines being levied against us in the future. The occurrence of any of these eventsSuch costs could have an adverse impact on our cash flows and ability to pay dividends to stockholders.
Under the Americans with Disabilities Act, or ADA, all public accommodations must meet federal requirements related to access and use by disabled persons. Additional federal, state and local laws also may require modifications to our properties, or restrict our ability to renovate our properties. We have not conducted an audit or investigation of all of our properties to determine our compliance with laws and regulations to which we are subject. If one or more of our properties is not in compliance with the material provisions of the ADA or other legislation, then we may be required to incur additional costs to bring the property into compliance with the ADA or state or local laws. We cannot predict the ultimate amount of the cost of compliance with ADA or other legislation. If we incur substantial costs to comply with the ADA and any other legislation, our financial condition, results of operations and cash flow and/or ability to satisfy our debt service obligations and to pay dividends and distributions to security holders could be adversely affected.
Our charter documents, debt instruments and applicable law may hinder any attempt to acquire us, which could discourage takeover attempts and prevent our stockholders from receiving a premium over the market price of our stock.
Provisions of SL Green'sour charter and bylaws could inhibit changes in control.
A change of control of our company could benefit stockholders by providing them with a premium over the then-prevailing market price of our stock. However, provisions contained in SL Green'sour charter and bylaws may delay or prevent a change in control of our company. These provisions, discussed more fully below, are:
staggered board of directors;
ownership limitations; and
the board of directors' ability to issue additional common stock and preferred stock without stockholder approval.
SL Green'sOur board of directors is currently staggered into three separate classes.
SL Green'sAt our 2017 Annual Meeting of Stockholders, held on June 1, 2017, our stockholders voted to declassify the board of directors. Beginning with the election of the class I directors at the 2018 Annual Meeting of Stockholders, our board of directors

18
Table of Contents


has been elected for terms ending at the next annual meeting of stockholders following their election and until their successors are duly elected and qualify. By the 2020 Annual Meeting of Stockholders, our board of directors will be fully declassified.
Currently, our board of directors is divided into three classes, with directors in each such class serving staggered three year terms.classes. The terms of the class I and class II directors expire in 2019, and the terms of the class III directors expire in 2016, 2017 and 2018, respectively. Our staggered board2020. The nature of the different expiration dates for directors may deter a change in control because of the increased time period necessary for a third-party to acquire control of the board.
We have a stock ownership limit.
To remain qualified as a REIT for federal income tax purposes, not more than 50% in value of our outstanding capital stock may be owned by five or fewer individuals at any time during the last half of any taxable year. For this purpose, stock may be "owned" directly, as well as indirectly under certain constructive ownership rules, including, for example, rules that attribute stock held by one shareholder to another shareholder. In part to avoid violating this rule regarding stock ownership limitations and maintain our REIT qualification, SL Green'sour charter prohibits ownership by any single stockholder of more than 9.0% in value or number of shares of itsour common stock. Limitations on the ownership of preferred stock may also be imposed by us.
SL Green'sOur board of directors has the discretion to raise or waive this limitation on ownership for any stockholder if deemed to be in our best interest. Our board of directors has granted such waivers from time to time. To obtain a waiver, a stockholder must present the board and our tax counsel with evidence that ownership in excess of this limit will not affect our present or future REIT status.
Absent any exemption or waiver, stock acquired or held in excess of the limit on ownership will be transferred to a trust for the exclusive benefit of a designated charitable beneficiary, and the stockholder's rights to distributions and to vote would terminate. The stockholder would be entitled to receive, from the proceeds of any subsequent sale of the shares transferred to the charitable trust, the lesser of: the price paid for the stock or, if the owner did not pay for the stock, the market price of the stock on the date of the event causing the stock to be transferred to the charitable trust; and the amount realized from the sale.
This limitation on ownership of stock could delay or prevent a change in control of our company.
Debt may not be assumable.

18
Table of Contents


We had $10.4 billion in consolidated debt as of December 31, 2015. Certain of this debt is not assumable and may be subject to significant prepayment penalties. These limitations could deter a change in control of our company.
Maryland takeover statutes may prevent a change of control of our company, which could depress our stock price.
Under the Maryland General Corporation Law, or the MGCL, "business combinations" between a Maryland corporation and an interested stockholder or an affiliate of an interested stockholder are prohibited for five years after the most recent date on which the interested stockholder becomes an interested stockholder. These business combinations include a merger, consolidation, stock exchange or, in circumstances specified in the statute, an asset transfer or issuance or reclassification of equity securities. An interested stockholder is defined as:
any person who beneficially owns 10% or more of the voting power of the corporation's outstanding voting stock; or
an affiliate or associate of the corporation who, at any time within the two-year period prior to the date in question, was the beneficial owner of 10% or more of the voting power of the then outstanding voting stock of the corporation.
A person is not an interested stockholder under the statute if the board of directors approves in advance the transaction by which he otherwise would have become an interested stockholder.
After the five-year prohibition, any business combination between the Maryland corporation and an interested stockholder generally must be recommended by the board of directors of the corporation and approved by the affirmative vote of at least:
80% of the votes entitled to be cast by holders of outstanding shares of voting stock of the corporation, voting together as a single group; and
two-thirds of the votes entitled to be cast by holders of voting stock of the corporation other than shares held by the interested stockholder with whom or with whose affiliate the business combination is to be effected or held by an affiliate or associate of the interested stockholder.
The business combination statute may discourage others from trying to acquire control of us and increase the difficulty of consummating any offer, including potential acquisitions that might involve a premium price for SL Green'sour common stock or otherwise be in the best interest of our stockholders.
In addition, Maryland law provides that holders of "control shares" of a Maryland corporation acquired in a "control share acquisition" will not have voting rights with respect to the control shares except to the extent approved by a vote of two-thirds of the votes entitled to be cast on the matter, excluding shares of stock owned by the acquiror, by officers of the corporation or by directors who are employees of the corporation, under the Maryland Control Share Acquisition Act. "Control shares" means voting shares of stock that, if aggregated with all other shares of stock owned by the acquiror or in respect of which the acquiror is able to exercise or direct the exercise of voting power (except solely by virtue of a revocable proxy), would entitle the acquiror to exercise voting power in electing directors within one of the following ranges of voting power: (i) one-tenth or more but less than one-third; (ii) one-third or more but less than a majority; or (iii) a majority or more of all voting power. A "control share acquisition"

19
Table of Contents


means the acquisition of ownership of, or the power to direct the exercise of voting power with respect to, issued and outstanding control shares, subject to certain exceptions.
We have opted out of these provisions of the MGCL, with respect to business combinations and control share acquisitions, by resolution of SL Green'sour board of directors and a provision in SL Green'sour bylaws, respectively. However, in the future, SL Green'sour board of directors may reverse its decision by resolution and elect to opt in to the MGCL's business combination provisions, or amend SL Green'sour bylaws and elect to opt in to the MGCL's control share provisions.
Additionally, the MGCL permits SL Green'sour board of directors, without stockholder approval and regardless of what is provided in SL Green'sour charter or bylaws, to implement takeover defenses, some of which have not been implemented by SL Green'sour board of directors. Such takeover defenses, if implemented, may have the effect of inhibiting a third party from making us an acquisition proposal or of delaying, deferring or preventing a change in our control under circumstances that otherwise could provide our stockholders with an opportunity to realize a premium over the then-current market price.
Future issuances of common stock, preferred stock and convertible debt could dilute existing stockholders' interests.
SL Green's charter authorizes its board of directors to issue additional shares of common stock, preferred stock and convertible equity or debt without stockholder approval and without the requirement to offer rights of pre-emption to existing stockholders. Any such issuance could dilute our existing stockholders' interests. Also, any future series of preferred stock may have votingContractual provisions that could delay orlimit the assumption of certain of our debt may prevent a change in control.
Certain of our consolidated debt is not assumable and may be subject to significant prepayment penalties. These limitations could deter a change in control of our company.
Changes in market conditions could adversely affect the market price of SL Green's common stock.
As with other publicly traded equity securities, the value of SL Green's common stock depends on various market conditions, which may change from time to time. In addition to the current economic environment and future volatility in the securities and credit markets, the following market conditions may affect the value of SL Green's common stock:

19
Table of Contents


the general reputation of REITs and the attractiveness of our equity securities in comparison to other equity securities, including securities issued by other real estate-based companies;
our financial performance; and
general stock and bond market conditions.
The market value of SL Green's common stock is based on a number of factors including, but not limited to, the market's perception of the current and future value of our assets, our growth potential and our current and potential future earnings and cash dividends. Consequently, SL Green's common stock may trade at prices that are higher or lower than our net asset value per share of common stock.
The trading price of SL Green's common stock has been and may continue to be subject to wide fluctuations.
Between January 1, 2015 and December 31, 2015, the closing sale price of SL Green's common stock on the New York Stock Exchange, or the NYSE, ranged from $100.95 to $134.00 per share. On February 22, 2016, the closing sale price of SL Green's common stock on the NYSE was $90.10. Our stock price may fluctuate in response to a number of events and factors, such as those described elsewhere in this "Risk Factors" section. Additionally, the amount of our leverage may hinder the demand for our common stock, which could have a material adverse effect on the market price of our common stock.
Market interest rates may have an effect on the value of SL Green's common stock.
If market interest rates go up, prospective purchasers of shares of SL Green's common stock may expect a higher distribution rate on SL Green's common stock. However, higher market interest rates may not result in more funds for us to distribute and could increase our borrowing costs and potentially decrease funds available for distribution. Thus, higher market interest rates could cause the market price of SL Green's common stock to decrease.
Limitations on our ability to sell or reduce the indebtedness on specific mortgaged properties could adversely affect the value of SL Green's common stock.
In connection with past and future acquisitions of interests in properties, we have or may agree to restrictions on our ability to sell or refinance the acquired properties for certain periods. These limitations could result in us holding properties which we would otherwise sell, or prevent us from paying down or refinancing existing indebtedness, any of which may have adverse consequences on our business and result in a material adverse effect on our financial condition and results of operations.
We face potential conflicts of interest.
There are potential conflicts of interest between us and Stephen L. Green.
There is a potential conflict of interest relating to the disposition of certain property contributed to us by Stephen L. Green, and affiliated entities in our initial public offering. Mr. Green serves as the chairman of SL Green's board of directors and is an executive officer. If we sell a property in a transaction in which a taxable gain is recognized, for tax purposes the built-in gain would be allocated solely to him and not to us. As a result, Mr. Green has a conflict of interest if the sale of a property he contributed is in our best interest but not his.
In addition, Mr. Green's tax basis includes his share of debt, including mortgage indebtedness, owed by the Operating Partnership. If the Operating Partnership were to retire such debt, then he would experience a decrease in his share of liabilities, which, for tax purposes, would be treated as a distribution of cash to him. To the extent the deemed distribution of cash exceeded his tax basis, he would recognize gain. As a result, Mr. Green has a conflict of interest if the refinancing of indebtedness is in our best interest but not his.
Members of management may have a conflict of interest over whether to enforce terms of agreements with entities which Mr. Green, directly or indirectly, has an affiliation.
Through Alliance Building Services, or Alliance, First Quality Maintenance, L.P., or First Quality, provides cleaning, extermination and related services, Classic Security LLC provides security services, Bright Star Couriers LLC provides messenger services, and Onyx Restoration Works provides restoration services with respect to certain properties owned by us. Alliance is partially owned by Gary Green, a son of Stephen L. Green, the chairman of SL Green's board of directors. In addition, First Quality has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. Our company and our tenants accounted for 14.4% of Alliance's 2015 estimated total revenue. While we believe that the contracts pursuant to which these services are provided were the result of arm's length negotiations, there can be no assurance that the terms of such agreements, or dealings between the parties during the performance of such agreements, will be as favorable to us as those which could be obtained from unaffiliated third parties providing comparable services under similar circumstances.
SL Green's failure to qualify as a REIT would be costly and would have a significant effect on the value of our securities.

20
Table of Contents


We believe we have operated in a manner for SL Green to qualify as a REIT for federal income tax purposes and intend to continue to so operate. Many of the REIT compliance requirements, however, are highly technical and complex. The determination that SL Green is a REIT requires an analysis of factual matters and circumstances. These matters, some of which are not totally within our control, can affect SL Green's qualification as a REIT. For example, to qualify as a REIT, at least 95% of our gross income must come from designated sources that are listed in the REIT tax laws. We are also required to distribute to stockholders at least 90% of our REIT taxable income excluding capital gains. The fact that we hold our assets through the Operating Partnership and its subsidiaries further complicates the application of the REIT requirements. Even a technical or inadvertent mistake could jeopardize our REIT status. Furthermore, Congress and the Internal Revenue Service, or the IRS, might make changes to the tax laws and regulations, and the courts might issue new rulings that make it more difficult, or impossible, for us to remain qualified as a REIT.
If SL Green fails to qualify as a REIT, this would substantially reduce the funds available for distribution to our stockholders because we would not be allowed a deduction for dividends paid to our stockholders in computing our taxable income and would be subject to federal income tax at regular corporate rates and we could be subject to the federal alternative minimum tax and possibly increased state and local taxes.
Also, unless the IRS grants us relief under specific statutory provisions, SL Green would remain disqualified as a REIT for four years following the year in which SL Green first failed to qualify. If SL Green failed to qualify as a REIT, SL Green would have to pay significant income taxes and would therefore have less money available for investments, to service debt obligations or to pay dividends and distributions to security holders. This would likely have a significant adverse effect on the value of our securities. In addition, the REIT tax laws would no longer obligate us to make any distributions to stockholders. As a result of all these factors, if SL Green fails to qualify as a REIT, this could impair our ability to expand our business and raise capital.
Recent tax legislation impacts certain U.S. federal income tax rules applicable to REITs and could adversely affect our current tax positions.
The recently enacted Protecting Americans from Tax Hikes Act of 2015 (the “Act”) contains changes to certain aspects of the U.S. federal income tax rules applicable to us. The Act modifies various rules that apply to our ownership of, and business relationship with, our taxable REIT subsidiaries (“TRSs”) and reduces (beginning in 2018) the maximum allowable value of our assets attributable to TRSs from 25% to 20%. The Act makes permanent the reduction of the recognition period (from ten years to five years) during which a REIT is subject to corporate-level tax on the recognition of built-in gains in assets of an acquired corporation. The Act also makes multiple changes related to the Foreign Investment in Real Property Tax Act, expands prohibited transaction safe harbors and qualifying hedges, and repeals the preferential dividend rule for public REITs previously applicable to us. Lastly, the Act expands the types of assets and income treated as qualifying for purposes of the REIT requirements, and makes certain other technical amendments. The provisions enacted by the Act and future legislative changes related to those rules described above could impact our results of operations and financial condition.
We may in the future pay taxable dividends on SL Green's common stock in common stock and cash.
We obtained a favorable ruling from the IRS pursuant to which we may pay taxable dividends partly in cash and partly in shares of our common stock with respect to our 2014, 2015, and 2016 taxable years, so long as we follow the procedures set forth in the ruling. We paid all of our 2015 dividends entirely in the form of cash. However, we may pay a portion of our 2016 dividends on our common stock with a combination of cash and shares of our common stock. If we pay such a dividend, taxable stockholders would be required to include the entire amount of the dividend, including the portion paid with shares of common stock, as ordinary income to the extent of our current and accumulated earnings and profits, and may be required to pay income taxes with respect to such dividends in excess of the cash dividends received. If a stockholder sells the stock it receives as a dividend in order to pay this tax, the sales proceeds may be less than the amount included in income with respect to the dividend, depending on the market price of our stock at the time of the sale. Furthermore, with respect to certain non-U.S. stockholders, we may be required to withhold U.S. tax with respect to such dividend, including in respect of all or a portion of such dividend that is payable in stock. In addition, if a significant number of our stockholders sell shares of SL Green's common stock in order to pay taxes owed on dividends, such sales could put downward pressure on the market price of SL Green's common stock. SL Green's board of directors will continue to evaluate our dividend policy on a quarterly basis as it monitors the capital markets and the impact of the economy on our operations. The decision to authorize and pay dividends on SL Green's common stock in the future, as well as the timing, amount and composition of any such future dividends, will be at the sole discretion of SL Green's board of directors in light of conditions then existing, including the Company's earnings, financial condition, capital requirements, debt maturities, the availability of capital, applicable REIT and legal restrictions and general overall economic conditions and other factors.
We are dependent on external sources of capital.
We need a substantial amount of capital to operate and grow our business. This need is exacerbated by the distribution requirements imposed on us for SL Green to qualify as a REIT. We therefore rely on third-party sources of capital, which may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of things, including the market's perception of our growth potential and our current and potential future earnings. In addition, we anticipate raising

21
Table of Contents


money in the public equity and debt markets with some regularity and our ability to do so will depend upon the general conditions prevailing in these markets. At any time conditions may exist which effectively prevent us, or REITs in general, from accessing these markets. Moreover, additional equity offerings may result in substantial dilution of our stockholders' interests, and additional debt financing may substantially increase our leverage.
Loss of our key personnel could harm our operations and our stock price.
We are dependent on the efforts of Marc Holliday, our chief executive officer, and Andrew W. Mathias, our president. These officers have employment agreements which expire in January 2019 and December 2016, respectively. A loss of the services of either of these individuals could adversely affect our operations and could be negatively perceived by the market resulting in a decrease in our stock price.
Our business and operations would suffer in the event of system failures or cyber security attacks.
Despite system redundancy, the implementation of security measures and the existence of a disaster recovery plan for our internal information technology systems, our systems are vulnerable to a number of risks including energy blackouts, natural disasters, terrorism, war, telecommunication failures and cyber attacks and intrusions, such as computer viruses, malware, attachments to e-mails, intrusion and unauthorized access, including from persons inside our organization or from persons outside our organization with access to our systems. The risk of a security breach or disruption, particularly through cyber attacks and intrusions, including by computer hackers, foreign governments and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and instructions from around the world have increased. Our systems are critical to the operation of our business and any system failure, accident or security breach that causes interruptions in our operations could result in a material disruption to our business. We may also incur additional costs to remedy damages caused by such disruptions. Although we make efforts to maintain the security and integrity of our systems and have implemented various measures to manage the risk of a security breach or disruption, there can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. Any compromise of our security could also result in a violation of applicable privacy and other laws, significant legal and financial exposure, damage to our reputation, loss or misuse of the information (which may be confidential, proprietary and/or commercially sensitive in nature) and a loss of confidence in our security measures, which could harm our business.
Our property taxes could increase due to reassessment or property tax rate changes.
We are required to pay real property taxes in respect of our properties and such taxes may increase as our properties are reassessed by taxing authorities or as property tax rates change. An increase in the assessed value of our properties or our property tax rates could adversely impact our financial condition, results of operations and our ability to satisfy our debt service obligations and to pay dividends and distributions to our security holders.
Compliance with changing or new regulations applicable to corporate governance and public disclosure may result in additional expenses, or affect our operations and affect our reputation.operations.
Changing or new laws, regulations and standards relating to corporate governance and public disclosure, including SEC regulations and NYSE rules, can create uncertainty for public companies. These changed or new laws, regulations and standards are subject to varying interpretations in many cases due to their lack of specificity. As a result, their application in practice may evolve over time as new guidance is provided by regulatory and governing bodies, which could result in continuing uncertainty regarding compliance matters and higher costs necessitated by ongoing revisions to disclosure and governance practices. We are committed to maintaining high standards of corporate governance and public disclosure. If our efforts to comply with new or changed laws, regulations and standards differ from the activities intended by regulatory or governing bodies due to ambiguities related to practice, our reputation may be harmed.
Our efforts to comply with evolving laws, regulations and standards have resulted in, and are likely to continue to result in, increased general and administrative expenses and a diversion of management time and attention from revenue-generating activities to compliance activities. In particular, our continued efforts to comply with Section 404 of the Sarbanes-Oxley Act of 2002 and the related regulations regarding our required assessment of our internal controls over financial reporting and our external auditors' audit of that assessment have required the commitment of significant financial and managerial resources. We expect these efforts to require the continued commitment of significant resources. Further, our directors, chief executive officer and chief financial officer could face an increased risk of personal liability in connection with the performance of their duties. As a result, we may have difficulty attracting and retaining qualified directors and executive officers, which could harm our business.
Future issuances of common stock, preferred stock and convertible debt could dilute existing stockholders' interests.
Our charter authorizes its board of directors to issue additional shares of common stock, preferred stock and convertible equity or debt without stockholder approval and without the requirement to offer rights of pre-emption to existing stockholders. Any such issuance could dilute our existing stockholders' interests. Also, any future series of preferred stock may have voting provisions that could delay or prevent a change of control of our company.
Changes in market conditions could adversely affect the market price of our common stock.
As with other publicly traded equity securities, the value of our common stock depends on various market conditions, which may change from time to time. In addition to the current economic environment and future volatility in the securities and credit markets, the following market conditions may affect the value of our common stock:
the general reputation of REITs and the attractiveness of our equity securities in comparison to other equity securities, including securities issued by other real estate-based companies;
our financial performance; and
general stock and bond market conditions.
The market value of our common stock is based on a number of factors including, but not limited to, the market's perception of the current and future value of our assets, our growth potential and our current and potential future earnings and cash dividends. Consequently, our common stock may trade at prices that are higher or lower than our net asset value per share of common stock.

20
Table of Contents


The trading price of our common stock has been and may continue to be subject to wide fluctuations.
Between January 1, 2018 and December 31, 2018, the closing sale price of our common stock on the New York Stock Exchange, or the NYSE, ranged from $77.63 to $105.86 per share. Our stock price may fluctuate in response to a number of events and factors, such as those described elsewhere in this "Risk Factors" section. Equity issuances or buybacks by us or the perception that such issuances or buybacks may occur may also affect the market price of our common stock.
We may in the future pay taxable dividends on our common stock in common stock and cash.
In order to qualify as a REIT, we are required to annually distribute to our stockholders at least 90% of our REIT taxable income, excluding net capital gain. In order to avoid taxation of our income, we are required to annually distribute to our stockholders all of our taxable income, including net capital gain. In order to satisfy these requirements, we may make distributions that are payable partly in cash and partly in shares of our common stock. If we pay such a dividend, taxable stockholders would be required to include the entire amount of the dividend, including the portion paid with shares of common stock, as income to the extent of our current and accumulated earnings and profits, and may be required to pay income taxes with respect to such dividends in excess of the cash dividends received.
We are dependent on external sources of capital.
We need a substantial amount of capital to operate and grow our business. This need is exacerbated by the distribution requirements imposed on us for SL Green to qualify as a REIT. We therefore rely on third-party sources of capital, which may not be available on favorable terms or at all. Our access to third-party sources of capital depends on a number of things, including the market's perception of our growth potential and our current and potential future earnings. In addition, we anticipate raising money in the public equity and debt markets with some regularity and our ability to do so will depend upon the general conditions prevailing in these markets. At any time, conditions may exist which effectively prevent us, or REITs in general, from accessing these markets. Moreover, additional equity offerings may result in substantial dilution of our stockholders' interests, and additional debt financing may substantially increase our leverage.
Our property taxes could increase due to reassessment or property tax rate changes.
We are required to pay real property taxes in respect of our properties and such taxes may increase as our properties are reassessed by taxing authorities or as property tax rates change. An increase in the assessed value of our properties or our property tax rates could adversely impact our financial condition, results of operations and our ability to satisfy our debt service obligations and to pay dividends and distributions to our security holders.
We face potential conflicts of interest.
There are potential conflicts of interest between us and Stephen L. Green.
There is a potential conflict of interest relating to the disposition of certain property contributed to us by Stephen L. Green and affiliated entities in our initial public offering. Mr. Green serves as a member and as the chairman emeritus of our board of directors. If we sell a property in a transaction in which a taxable gain is recognized, for tax purposes the built-in gain would be allocated solely to him and not to us. As a result, Mr. Green has a conflict of interest if the sale of a property he contributed is in our best interest but not his.
In addition, Mr. Green's tax basis includes his share of debt, including mortgage indebtedness, owed by the Operating Partnership. If the Operating Partnership were to retire such debt, then he would experience a decrease in his share of liabilities, which, for tax purposes, would be treated as a distribution of cash to him. To the extent the deemed distribution of cash exceeded his tax basis, he would recognize gain. As a result, Mr. Green has a conflict of interest if the refinancing of indebtedness is in our best interest but not his.
Members of management may have a conflict of interest over whether to enforce terms of agreements with entities which Mr. Green, directly or indirectly, has an affiliation.
Alliance Building Services, or Alliance, and its affiliates are partially owned by Gary Green, a son of Stephen L. Green, who serves as a member and as the chairman emeritus of our board of directors, and provide services to certain properties owned by us. Alliance’s affiliates include First Quality Maintenance, L.P., or First Quality, Classic Security LLC, Bright Star Couriers LLC and Onyx Restoration Works, and provide cleaning, extermination, security, messenger, and restoration services, respectively. In addition, First Quality has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. The Service Corporation has entered into an arrangement with Alliance whereby it will receive a profit participation above a certain threshold for services provided by Alliance to certain tenants at certain buildings above the base services specified in their lease agreements.
Our company and our tenants accounted for 24.89% of Alliance's 2018 estimated total revenue, based on information provided to us by Alliance. While we believe that the contracts pursuant to which these services are provided were the result of arm's length negotiations, there can be no assurance that the terms of such agreements, or dealings between the parties during the performance

21
Table of Contents


of such agreements, will be as favorable to us as those which could be obtained from unaffiliated third parties providing comparable services under similar circumstances.
SL Green's failure to qualify as a REIT would be costly and would have a significant effect on the value of our securities.
We believe we have operated in a manner for SL Green to qualify as a REIT for federal income tax purposes and intend to continue to so operate. Many of the REIT compliance requirements, however, are highly technical and complex. The determination that SL Green is a REIT requires an analysis of factual matters and circumstances. These matters, some of which are not totally within our control, can affect SL Green's qualification as a REIT. For example, to qualify as a REIT, at least 95% of our gross income must come from designated sources that are listed in the REIT tax laws. We are also required to distribute to stockholders at least 90% of our REIT taxable income excluding capital gains. The fact that we hold our assets through the Operating Partnership and its subsidiaries further complicates the application of the REIT requirements. Even a technical or inadvertent mistake could jeopardize our REIT status. Furthermore, Congress and the Internal Revenue Service, or the IRS, might make changes to the tax laws and regulations that make it more difficult, or impossible, for us to remain qualified as a REIT.
If SL Green fails to qualify as a REIT, the funds available for distribution to our stockholders would be substantially reduced as we would not be allowed a deduction for dividends paid to our stockholders in computing our taxable income and would be subject to federal income tax at regular corporate rates and possibly increased state and local taxes.
Also, unless the IRS grants us relief under specific statutory provisions, SL Green would remain disqualified as a REIT for four years following the year in which SL Green first failed to qualify. If SL Green failed to qualify as a REIT, SL Green would have to pay significant income taxes and would therefore have less money available for investments, to service debt obligations or to pay dividends and distributions to security holders. This would have a significant adverse effect on the value of our securities. In addition, the REIT tax laws would no longer obligate us to make any distributions to stockholders. As a result of all these factors, if SL Green fails to qualify as a REIT, this could impair our ability to expand our business and raise capital.
Changes to U.S. federal income tax laws could materially and adversely affect us and our stockholders.
The Tax Cuts and Jobs Act (the ‘‘Tax Act’’) signed into law on December 22, 2017, made substantial changes to the Code. Among those changes are a significant permanent reduction in the generally applicable corporate tax rate, changes in the taxation of individuals and other non-corporate taxpayers that generally but not universally reduce their taxes on a temporary basis subject to ‘‘sunset’’ provisions, the elimination or modification of various currently allowed deductions (including substantial limitations on the deductibility of interest and, in the case of individuals, the deduction for personal state and local taxes), and preferential rates of taxation on most ordinary REIT dividends and certain business income derived by non-corporate taxpayers in comparison to other ordinary income recognized by such taxpayers. The Tax Act also imposes certain additional limitations on the deduction of net operating losses, which may in the future cause us to be required to make distributions that will be taxable to our stockholders to the extent of our current or accumulated earnings and profits in order to comply with the annual REIT distribution requirements. The effect of these, and the many other, changes made in the Tax Act is highly uncertain, both in terms of their direct effect on the taxation of an investment in our common stock and their indirect effect on the value of our assets or market conditions generally. Furthermore, many of the provisions of the Tax Act will require guidance through the issuance of Treasury regulations in order to assess their effect. There may be a substantial delay before such regulations are promulgated, increasing the uncertainty as to the ultimate effect of the statutory amendments on us. Technical corrections to the Tax Act were proposed in 2018, and additional corrections may be proposed in 2019, the effect of which cannot be predicted and may be adverse to us or our stockholders.
Additionally, the rules dealing with U.S. federal income taxation are continually under review by Congress, the IRS, and the U.S. Department of the Treasury. Any such changes could have an adverse effect on an investment in our shares or on the market value or the resale potential of our assets.
Loss of our key personnel could harm our operations and our stock price.
We are dependent on the efforts of Marc Holliday, our chairman and chief executive officer, and Andrew W. Mathias, our president. These officers have employment agreements which expire in January 2022 and December 2021, respectively. A loss of the services of either of these individuals could adversely affect our operations and could be negatively perceived by the market resulting in a decrease in our stock price.
Our business and operations would suffer in the event of system failures or cyber security attacks.
Despite system redundancy, the implementation of security measures and the existence of a disaster recovery plan for our internal information technology systems, our systems are vulnerable to a number of risks including energy blackouts, natural disasters, terrorism, war, telecommunication failures and cyber attacks and intrusions, such as computer viruses, malware, attachments to e-mails, intrusion and unauthorized access, including from persons inside our organization or from persons outside our organization with access to our systems. The risk of a security breach or disruption, particularly through cyber attacks and intrusions, including by computer hackers, foreign governments and cyber terrorists, has generally increased as the number, intensity and sophistication of attempted attacks and instructions from around the world have increased. Our systems are critical

22
Table of Contents


to the operation of our business and any system failure, accident or security breach that causes interruptions in our operations could result in a material disruption to our business. We may also incur additional costs to remedy damages caused by such disruptions. Although we make efforts to maintain the security and integrity of our systems and have implemented various measures to manage the risk of a security breach or disruption, there can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. Any compromise of our security could also result in a violation of applicable privacy and other laws, significant legal and financial exposure, damage to our reputation, loss or misuse of the information (which may be confidential, proprietary and/or commercially sensitive in nature) and a loss of confidence in our security measures, which could harm our business.
Forward-looking statements may prove inaccurate.
See Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations—Forward-looking Information," for additional disclosure regarding forward-looking statements.


22
Table of Contents


ITEM 1B.    UNRESOLVED STAFF COMMENTS
As of December 31, 2015,2018, we did not have any unresolved comments with the staff of the SEC.

23
Table of Contents


ITEM 2.    PROPERTIES
Our Portfolio
General
As of December 31, 2015,2018, we owned or held interests in 2720 consolidated commercial office buildings encompassing approximately 12.4 million rentable square feet and five10 unconsolidated commercial office buildings encompassing approximately 21.0 million rentable square feet and approximately 3.0 million rentable square feet, respectively, for a total of approximately 24.011.3 million rentable square feet located primarily in midtown Manhattan. Many of these buildings include some amount of retail space on the lower floors, as well as basement/storage space. As of December 31, 2015,2018, our portfolio also included ownership interests in 2613 consolidated commercial office buildings encompassing approximately 2.3 million rentable square feet and threeno unconsolidated commercial office buildings encompassing approximately 4.2 millionno rentable square feet and approximately 0.7 million rentable square feet, respectively, located in Brooklyn, Long Island, Westchester County, Connecticut and New Jersey.outside of Manhattan. We refer to these buildings as our Suburban properties. Some of these buildings also include a small amount of retail space on the lower floors, as well as basement/storage space.
As of December 31, 2015,2018, we also owned investments in 1917 prime retail properties encompassing approximately 808,9630.7 million square feet, nineeight buildings in some stage of development or redevelopment encompassing approximately 1,996,4170.8 million square feet, four12 residential buildings encompassing 3,8823,058 units (encompassing approximately 3,022,622(approximately 2.6 million square feet) and two land interests under building improvements that are leased to a third party, encompassing approximately 783,530 square feet.. In addition, we manage onetwo office buildingbuildings owned by a third partyparties encompassing approximately 336,0002.1 million square feet and held debt and preferred equity investments with a book value of $1.7 billion.$2.1 billion including $0.1 billion of investments recorded in balance sheet line items other than the Debt and Preferred Equity Investments line item.
The following tables set forth certain information with respect to each of the Manhattan and Suburban office, prime retail, residential, development and redevelopment properties and land interest in the portfolio as of December 31, 2015:2018:
Manhattan Properties 
Year Built/
Renovated
 SubMarket 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 
Percent
of Portfolio
Annualized
Cash
Rent (3)
 
Number
of
Tenants
 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
 
Year Built/
Renovated
 City/ Town 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 
Percent
of Portfolio
Annualized
Cash
Rent (3)
 
Number
of
Tenants
 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
CONSOLIDATED OFFICE PROPERTIESCONSOLIDATED OFFICE PROPERTIES        CONSOLIDATED OFFICE PROPERTIES      
"Same Store"              
30 East 40th Street—60.00% 1927 Grand Central South 69,446
 0.3% 94.3% $5,082,192
 0.2% 56 $73.03
100 Church Street 1959/2010 Downtown 1,047,500
 4% 99.0% $39,537,592
 3% 18 $36.49
 1959/2010 Downtown 1,047,500
 4.0 99.6 46,140,850
 3.6 17 42.06
110 East 42nd Street 1921 Grand Central 215,400
 1 98.5% 10,559,503
 1 22 $52.51
 1921 Grand Central 215,400
 0.8 79.2 10,170,723
 0.8 25 59.28
110 Greene Street—90.00% 1908/1920 Soho 223,600
 0.9 77.3 13,933,096
 1.0 59 82.5
125 Park Avenue 1923/2006 Grand Central 604,245
 2 97.8% 38,574,880
 3 23 $63.51
 1923/2006 Grand Central 604,245
 2.3 99.5 42,560,593
 3.3 26 66.96
220 East 42nd Street 1929 Grand Central 1,135,000
 4 90.9% 48,504,915
 4 32 $46.26
 1929 Grand Central 1,135,000
 4.4 88.8 62,561,274
 4.8 36 59.02
304 Park Avenue South 1930 Midtown South 215,000
 1 75.7% 12,300,464
 1 12 $64.19
 1930 Midtown South 215,000
 0.8 100.0 16,810,271
 1.3 11 78.49
420 Lexington Ave (Graybar) 1927/1999 Grand Central North 1,188,000
 4 98.4% 77,188,681
 6 212 $53.37
 1927/1999 Grand Central North 1,188,000
 4.6 95.7 84,218,281
 6.5 200 59.89
461 Fifth Avenue(5)
 1988 Midtown 200,000
 1 99.9% 18,067,162
 1 12 $86.86
 1988 Midtown 200,000
 0.8 79.0 14,739,342
 1.1 10 91.27
485 Lexington Avenue 1956/2006 Grand Central North 921,000
 3 100.0% 59,233,191
 4 24 $64.10
 1956/2006 Grand Central North 921,000
 3.5 81.0 54,815,200
 4.2 29 72.09
555 West 57th Street 1971 Midtown West 941,000
 3 99.9% 39,144,741
 3 9 $38.54
 1971 Midtown West 941,000
 3.6 99.9 43,578,630
 3.4 9 43.07
609 Fifth Avenue 1925/1990 Rockefeller Center 160,000
 1 76.1% 14,707,066
 1 13 $118.52
625 Madison Avenue 1956/2002 Plaza District 563,000
 2 97.2% 56,758,599
 4 22 $100.53
 1956/2002 Plaza District 563,000
 2.2 98.8 63,714,420
 4.9 25 110.3
635 Sixth Avenue 1902 Midtown South 104,000
 0.4 100.0 9,810,351
 0.8 2 104.04
641 Sixth Avenue 1902 Midtown South 163,000
 1 100.0% 11,569,787
 1 7 $69.06
 1902 Midtown South 163,000
 0.6 100.0 14,960,424
 1.2 6 88.21
711 Third Avenue—50.00%(6)
 1955 Grand Central North 524,000
 2 65.8% 21,547,671
 2 16 $59.03
 1955 Grand Central North 524,000
 2.0 93.7 34,182,575
 2.6 21 62.36
750 Third Avenue 1958/2006 Grand Central North 780,000
 3 97.5% 45,030,155
 3 32 $57.50
 1958/2006 Grand Central North 780,000
 3.0 98.0 49,234,111
 3.8 30 61.28
810 Seventh Avenue 1970 Times Square 692,000
 2 93.0% 43,982,745
 3 46 $63.56
 1970 Times Square 692,000
 2.7 97.6 48,957,570
 3.8 51 67.68
919 Third Avenue—51.00% 1970 Grand Central North 1,454,000
 5 100.0% 93,614,502
 4 11 $66.50
1185 Avenue of the Americas 1969 Rockefeller Center 1,062,000
 4 99.0% 89,890,619
 7 18 $83.49
 1969 Rockefeller Center 1,062,000
 4.1 85.5 87,029,341
 6.7 13 93.25
1350 Avenue of the Americas 1966 Rockefeller Center 562,000
 2 99.6% 42,216,253
 3 35 $72.63
 1966 Rockefeller Center 562,000
 2.2 89.8 41,452,041
 3.3 38 78.16
1515 Broadway 1972 Times Square 1,750,000
 6 98.4% 122,387,130
 9 12 $72.15
1 Madison Avenue 1960/2002 Park Avenue South 1,176,900
 4 100.0% 68,344,120
 5 2 $57.74
 1960/2002 Park Avenue South 1,176,900
 4.5 100.0 74,901,661
 5.8 2 63.28
Subtotal / Weighted AverageSubtotal / Weighted Average 15,354,045
 53% 96.5% $953,159,776
 66% 578  Subtotal / Weighted Average 12,387,091
 47.7% 93.7% $818,852,946
 63.1% 666  
Total / Weighted Average Manhattan Consolidated Office PropertiesTotal / Weighted Average Manhattan Consolidated Office Properties 12,387,091
 47.7% 93.7% $818,852,946
 63.1% 666  
                     

24
Table of Contents


Manhattan Properties 
Year Built/
Renovated
 SubMarket 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 
Percent
of Portfolio
Annualized
Cash
Rent (3)
 
Number
of
Tenants
 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
 
Year Built/
Renovated
 City/ Town 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 
Percent
of Portfolio
Annualized
Cash
Rent (3)
 
Number
of
Tenants
 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
"Non Same Store"        
11 Madison Avenue 1929 Park Avenue South 2,314,000
 8 73.0% $89,327,748
 7% 9 $54.37
30 East 40th Street—60.00% 1927 Grand Central South 69,446
 — 100.0% 4,506,348
 — 63 $65.46
110 Greene Street—90.00% 1908/1920 Soho 223,600
 1 78.1% 9,251,909
 1 63 $69.74
388-390 Greenwich Street 1986/1990 Downtown 2,635,000
 9 100.0% 112,498,602
 8 1 $42.70
600 Lexington Avenue 1983/2009 East Side 303,515
 1 95.5% 22,456,632
 2 35 $76.67
635 Sixth Avenue 1902 Midtown South 104,000
 — 100.0% 8,617,385
 1 2 $91.38
Subtotal / Weighted Average 5,649,561
 20% 87.8% 246,658,624
 18% 173  
Total / Weighted Average Manhattan Consolidated Office Properties 21,003,606
 73% 94.1% $1,199,818,400
 84% 751  
UNCONSOLIDATED OFFICE PROPERTIESUNCONSOLIDATED OFFICE PROPERTIES              UNCONSOLIDATED OFFICE PROPERTIES      
"Same Store"              
3 Columbus Circle—48.90% 1927/2010 Columbus Circle 530,981
 2% 86.8% $37,057,896
 1% 33 $81.70
100 Park Avenue—50.00% 1950/1980 Grand Central South 834,000
 3 95.5% 60,455,660
 2 39 $70.58
 1950/1980 Grand Central South 834,000
 3.2% 90.0% $62,880,533
 2.4% 33 $78.15
280 Park Avenue—50.00% 1961 Park Avenue 1,219,158
 4.7 89.5 112,778,340
 4.4 37 97.95
521 Fifth Avenue—50.50% 1929/2000 Grand Central 460,000
 2 91.9% 27,257,644
 1 41 $60.80
 1929/2000 Grand Central 460,000
 1.8 94.7 32,039,489
 1.3 43 68.65
800 Third Avenue—60.50% 1972/2006 Grand Central North 526,000
 2 96.1% 32,688,084
 1 42 $60.73
 1972/2006 Grand Central North 526,000
 2.0 93.1 36,081,540
 1.7 43 69.46
1745 Broadway—56.88% 2003 Midtown 674,000
 2 100.0% 42,999,876
 2 1 $66.71
919 Third Avenue—51.00% 1970 Grand Central North 1,454,000
 5.6 100.0 98,481,218
 3.9 9 65.78
Added to Same Store in 2018Added to Same Store in 2018      
10 East 53rd Street— 55.00% 1972/2014 Plaza District 354,300
 1.4 83.7 29,345,917
 1.2 38 92.98
11 Madison Avenue—60.00% 1929 Park Avenue South 2,314,000
 8.9 100.0 159,122,606
 7.4 11 69.74
Subtotal / Weighted AverageSubtotal / Weighted Average 7,161,458
 27.6% 95.4% $530,729,643
 22.3% 214  
"Non Same Store""Non Same Store"          
2 Herald Square—51.00% 1909 Herald Square 369,000
 1.4% 73.4% $26,488,392
 1.0% 3 99.85
1515 Broadway—57.00% 1972 Times Square 1,750,000
 6.7 98.5 135,246,619
 6.0 13 73.66
World Wide Plaza—24.35% 1989/2013 Westside 2,048,725
 7.8 96.9 136,411,188
 2.6 25 68.84
Subtotal / Weighted AverageSubtotal / Weighted Average 4,167,725
 15.9% 95.5% $298,146,199
 9.6% 41  
Total / Weighted Average Unconsolidated Office PropertiesTotal / Weighted Average Unconsolidated Office Properties 3,024,981
 10% 94.5% $200,459,160
 7% 156  Total / Weighted Average Unconsolidated Office Properties 11,329,183
 43.5% 95.4% $828,875,842
 31.9% 255  
Manhattan Office Grand Total / Weighted AverageManhattan Office Grand Total / Weighted Average 24,028,587
 83% 94.2% $1,400,277,560
 92% 907  Manhattan Office Grand Total / Weighted Average 23,716,274
 91.2% 94.5% $1,647,728,788
 95.0% 921  
Manhattan Office Grand Total—SLG share of Annualized RentManhattan Office Grand Total—SLG share of Annualized Rent     $1,257,564,136
 92%  Manhattan Office Grand Total—SLG share of Annualized Rent   $1,226,920,486
 95.0%  
Manhattan Office Same Store Occupancy %—CombinedManhattan Office Same Store Occupancy %—Combined 18,379,026
 76% 96.1%    Manhattan Office Same Store Occupancy %—Combined 19,548,549
 82.4% 94.3%    

25
Table of Contents


Suburban Properties 
Year Built/
Renovated
 SubMarket 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 
Percent
of Portfolio
Annualized
Cash
Rent (3)
 
Number
of
Tenants
 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
 
Year Built/
Renovated
 City/ Town 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 
Percent
of Portfolio
Annualized
Cash
Rent (3)
 
Number
of
Tenants
 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
CONSOLIDATED OFFICE PROPERTIESCONSOLIDATED OFFICE PROPERTIES        CONSOLIDATED OFFICE PROPERTIES      
"Same Store" Westchester, NY"Same Store" Westchester, NY        "Same Store" Westchester, NY      
1100 King Street 1983-1986 Rye Brook, Westchester 540,000
 3% 61.7% $8,669,686
 1% 27 $26.44
520 White Plains Road 1979 Tarrytown, Westchester 180,000
 1 98.3% 4,379,296
 0 13 $26.73
115-117 Stevens Avenue 1984 Valhalla, Westchester 178,000
 1 77.2% 2,931,132
 0 11 $22.47
100 Summit Lake Drive 1988 Valhalla, Westchester 250,000
 1 47.1% 3,012,094
 0 10 $26.46
 1988 Valhalla 250,000
 1.0 97.5% 6,334,440
 0.5 15 $26.35
200 Summit Lake Drive 1990 Valhalla, Westchester 245,000
 1 82.7% 4,963,945
 0 8 $25.37
 1990 Valhalla 245,000
 0.9 86.1% 5,480,904
 0.4 7 26.8
500 Summit Lake Drive 1986 Valhalla, Westchester 228,000
 1 97.8% 5,141,442
 0 7 $26.05
 1986 Valhalla 228,000
 0.9 99.9% 6,136,920
 0.5 8 28.72
360 Hamilton Avenue 2000 White Plains, Westchester 384,000
 1 94.7% 13,570,212
 1 21 $37.01
 2000 White Plains 384,000
 1.5 100.0% 15,465,022
 1.2 22 40.45
Westchester, NY Subtotal/Weighted AverageWestchester, NY Subtotal/Weighted Average 2,005,000
 8% 77.5% $42,667,807
 3% 97  Westchester, NY Subtotal/Weighted Average 1,107,000
 4.3% 96.3% $33,417,286
 2.6% 52  
"Same Store" Connecticut"Same Store" Connecticut        "Same Store" Connecticut      
Landmark Square 1973-1984 Stamford, Connecticut 862,800
 2% 87.4% $20,796,105
 2% 119 $34.23
 1973-1984 Stamford 862,800
 3.3% 86.3% $22,272,451
 1.7% 118 $35.55
680 Washington Boulevard—51.00% 1989 Stamford, Connecticut 133,000
 — 88.9% 5,242,567
 0 10 $44.83
750 Washington Boulevard—51.00% 1989 Stamford, Connecticut 192,000
 1 99.1% 8,067,197
 0 11 $42.38
1055 Washington Boulevard 1987 Stamford, Connecticut 182,000
 1 74.7% 4,953,522
 0 22 $35.40
 1987 Stamford 182,000
 0.7 85.5 5,812,236
 0.4 24 36.48
1010 Washington Boulevard 1988 Stamford, Connecticut 143,400
 1 75.3% 3,505,394
 0 22 $31.35
 1988 Stamford 143,400
 0.5 89.7 4,394,376
 0.4 27 32.97
500 West Putnam Avenue 1973 Greenwich, Connecticut 121,500
 — 53.8% 3,058,628
 0 10 $46.36
Connecticut Subtotal/Weighted AverageConnecticut Subtotal/Weighted Average 1,634,700
 5% 84.1% $45,623,413
 3% 194  Connecticut Subtotal/Weighted Average 1,188,200
 4.5% 86.6% $32,479,063
 2.5% 169  
"Same Store" New Jersey        
125 Chubb Way 2008 Lyndhurst, New Jersey 278,000
 1% 66.2% $4,289,420
 0% 6 $24.44
New Jersey Subtotal/Weighted Average 278,000
 1% 66.2% $4,289,420
 0% 6  
"Non Same Store" Brooklyn, NY        
16 Court Street 1927-1928 Brooklyn, New York 317,600
 1% 95.5% $12,136,463
 1% 69 $41.04
Brooklyn, NY Subtotal/Weighted Average 317,600
 1% 95.5% $12,136,463
 1% 69  
Total / Weighted Average Consolidated Office PropertiesTotal / Weighted Average Consolidated Office Properties 4,235,300
 15% 80.6% $104,717,103
 7% 366  Total / Weighted Average Consolidated Office Properties 2,295,200
 8.8% 91.3% $65,896,349
 5.1% 221  
UNCONSOLIDATED OFFICE PROPERTIES        
"Non Same Store"        
7 Renaissance Square—50.00% 2008 White Plains, New York 65,641
 0% 89.1% $1,942,273
 0% 10 $33.07
Jericho Plaza—77.78%(7)
 1980 Jericho, New York 640,000
 2 66.9% 15,006,036
 1 34 $35.74
Total / Weighted Average Unconsolidated Office Properties 705,641
 2% 68.9% $16,948,309
 1% 44  
Suburban Grand Total / Weighted AverageSuburban Grand Total / Weighted Average 4,940,941
 17% 79.0% $121,665,412
   410  Suburban Grand Total / Weighted Average 2,295,200
 8.8% 91.3% $65,896,349
   221  
Suburban Office Grand Total—SLG share of Annualized RentSuburban Office Grand Total—SLG share of Annualized Rent       $110,838,152
 8%    Suburban Office Grand Total—SLG share of Annualized Rent     $65,896,341
 5.1%    
Suburban Office Same Store Occupancy %—CombinedSuburban Office Same Store Occupancy %—Combined 4,235,300
 86% 80.6%      Suburban Office Same Store Occupancy %—Combined 2,295,200
 100.0% 91.3%      
Portfolio Office Grand TotalPortfolio Office Grand Total 28,969,528
 100%   $1,521,942,972
 1,317  Portfolio Office Grand Total 26,011,474
 100.0%   $1,713,625,137
 1,138  
Portfolio Office Grand Total—SLG Share of Annualized RentPortfolio Office Grand Total—SLG Share of Annualized Rent       $1,368,402,288
 100%  Portfolio Office Grand Total—SLG Share of Annualized Rent     $1,292,816,827
 100.1%  
              



  
Year Built/
Renovated
 City/ Town 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 Percent of Portfolio
Annualized
Cash
Rent (3)		 Number
of
Tenants		 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
PRIME RETAIL                  
"Same Store" Prime Retail                
11 West 34th Street—30.00% 1920/2010 Herald Square/Penn Station 17,150
 2.3% 100.0% $2,946,216
 1.0% 1 $264.23
21 East 66th Street—32.28% 1921 Plaza District 13,069
 1.8 100.0 3,586,889
 1.3 1 590.63
121 Greene Street—50.00% 1887 Soho 7,131
 1.0 100.0 1,620,276
 0.9 2 227.22
131-137 Spring Street—20.00% 1915 SoHo 68,342
 9.4 96.7 13,752,735
 3.1 9 203.07
315 West 33rd Street—The Olivia 2000 Penn Station 270,132
 37.0 100.0 17,695,595
 20.1 10 64.2
717 Fifth Avenue—10.92% 1958/2000 Midtown/Plaza District 119,550
 16.4 100.0 50,663,334
 6.3 6 409.62
752 Madison Avenue 1996/2012 Plaza District 21,124
 2.9 100.0 15,051,768
 17.1 1 712.54
762 Madison Avenue—90.00% 1910 Plaza District 6,109
 0.8 100.0 1,891,484
 1.9 5 289.75
Williamsburg Terrace 2010 Brooklyn, New York 52,000
 7.1 100.0 1,801,412
 2.0 3 34.62
Added to Same Store in 2018            
115 Spring Street 1900 SoHo 5,218
 0.7 100.0 3,406,360
 3.9 1 556.42
1552-1560 Broadway—50.00% 1926/2014 Times Square 57,718
 7.9 88.3 27,502,653
 15.6 3 636.71
Subtotal/Weighted Average 637,543
 87.3% 98.6% $139,918,722
 73.2% 42  
"Non Same Store" Prime Retail                
133 Greene Street 1900 SoHo 6,425
 0.9% 100.0% $590,043
 0.7% 1 $91.84

26
Table of Contents


  
Year Built/
Renovated
 SubMarket 
Approximate
Rentable
Square
Feet
 Percent
of Portfolio
Rentable
Square
Feet		 
Percent
Occupied (1)
 
Annualized
Cash
Rent
(2)
 Percent of Portfolio
Annualized
Cash
Rent (3)		 Number
of
Tenants		 
Annualized
Cash
Rent per
Leased
Square
Foot (4)
PRIME RETAIL                  
"Same Store" Prime Retail                
11 West 34th Street—30.00% 1920/2010 Herald Square/Penn Station 17,150
 2% 100.0% $2,589,580
 1% 1 $232.25
19-21 East 65th Street—90.00% 1928-1940 Plaza District 23,610
 3 60.5% 1,166,292
 2 16 $73.65
21 East 66th Street—32.28% 1921 Plaza District 13,069
 2 100.0% 3,628,240
 2 1 $277.62
315 West 33rd Street—The Olivia 2000 Penn Station 270,132
 33 100.0% 14,878,400
 25 10 $54.47
717 Fifth Avenue—10.92% 1958/2000 Midtown/Plaza District 119,550
 15 85.0% 39,760,143
 7 6 $369.94
724 Fifth Avenue—50.00% 1921 Plaza District 65,010
 8 83.1% 22,305,289
 19 8 $406.64
752 Madison Avenue 1996/2012 Plaza District 21,124
 3 100.0% 4,412,024
 7 1 $208.86
762 Madison Avenue—90.00% 1910 Plaza District 6,109
 1 100.0% 1,776,570
 3 5 $270.04
Williamsburg Terrace 2010 Brooklyn, New York 52,000
 6 100.0% 1,761,576
 3 3 $33.86
Subtotal/Weighted Average 587,754
 73% 93.5% $92,278,114
 68% 51  
"Non Same Store" Prime Retail                
5-7 Dey Street 1921 Cast Iron / SoHo 70,000
 9% 75.4% $2,206,191
 4% 40 $49.63
187 Broadway 1980 Cast Iron / SoHo 3,600
 — 100.0% 625,900
 1 1 $173.86
102 Greene Street 1910 SoHo 9,200
 1 54.3% 457,411
 1 1 $121.14
115 Spring Street 1900 SoHo 5,218
 1 100.0% 2,800,000
 5 1 $536.60
121 Greene Street—50.00% 1887 SoHo 7,131
 1 100.0% 1,402,759
 1 2 $196.71
131-137 Spring Street—20.00% 1915 SoHo 68,342
 8 100.0% 11,520,129
 4 9 $179.72
1552-1560 Broadway—50.00% 1926/2014 Time Square 57,718
 7 67.5% 20,359,976
 17 2 $522.49
Subtotal/Weighted Average 221,209
 27% 80.0% $39,372,366
 32% 56  
Total / Weighted Average Prime Retail Properties 808,963
 100% 89.8% $131,650,480
 100% 107  
DEVELOPMENT/REDEVELOPMENT              
One Vanderbilt N/A Grand Central —
 — —
 $—
 — —  
280 Park Avenue—50.00% 1961 Park Avenue 1,219,158
 61 80.7% 99,990,312
 84 30 $101.03
10 East 53rd Street— 55.00% 1972/2014 Plaza District 354,300
 18 41.6% 11,749,433
 11 16 $83.88
562 Fifth Avenue 1920 Plaza District 42,635
 2 100.0% 2,100,000
 4 1 $49.26
650 Fifth Avenue— 50.00% 1977-1978 Plaza District 32,324
 2 10.5% 1,338,702
 1 3 $394.66
719 Seventh Avenue—75.00% 1927 Time Square —
 — —% —
 — — $—
175-225 Third Avenue—95.00% 1972/1998 Brooklyn, New York —
 — —% —
 — — $—
55 West 46th Street—25.00% 2009 Midtown 347,000
 17 —% —
 — — $—
1640 Flatbush Avenue 1966 Brooklyn, New York 1,000
 — 100.0% 85,152
 — 1 $85.15
Total / Weighted Average Development/Redevelopment Properties 1,996,417
 100% 59.0% $115,263,599
 100% 51  
               

27
Table of Contents


  Year Built/
Renovated		 SubMarket Approximate
Rentable
Square
Feet		 Percent
of Portfolio
Rentable
Square
Feet		 Percent
Occupied (1)		 Annualized
Cash
Rent
(2)		 Percent of Portfolio
Annualized
Cash
Rent (3)		 Number
of
Tenants		 Annualized
Cash
Rent per
Leased
Square
Foot (4)
LAND              
635 Madison Avenue   Plaza District 176,530
 23% 100.0% $3,677,574
 18%    
885 Third Avenue   Midtown/Plaza District 607,000
 77 100.0% 17,068,716
 82%    
Total / Weighted Average Land 783,530
 100% 100.0% $20,746,290
 100%    
    Useable Sq. Feet Total Units 
Percent
Occupied (1)
 
Annualized Cash
Rent (2)
 
Average
Monthly Rent
Per Unit
RESIDENTIAL          
"Same Store" Residential            
248-252 Bedford Avenue—90.00%(8)
 Brooklyn, New York 66,611
 72
 94.4% $2,873,940
 $3,522
315 West 33rd Street Penn Station 222,855
 333
 89.5% 14,040,156
 $3,939
400 East 57th Street—90.00% Upper East Side 290,482
 261
 92.3% 10,940,738
 $3,286
400 East 58th Street—90.00% Upper East Side 140,000
 125
 95.2% 5,018,562
 $3,186
Subtotal/Weighted Average 719,948
 791
 91.8% $32,873,396
 $3,886
"Non Same Store" Residential            
Upper East Side Residential - 90.0% Upper East Side 27,000
 28
 85.7% $1,009,279
 $1,979
33 Beekman Street - 45.9% Downtown 163,500
 772
 100.0% 7,853,056
 N/A
1080 Amsterdam - 92.5% Upper West Side 82,250
 96
 96.9% 4,564,680
 $3,864
Stonehenge Portfolio Various 2,029,924
 2,195
 94.3% 100,961,733
 $3,661
Subtotal/Weighted Average   2,302,674
 3,091
 95.7% $114,388,748
 $3,870
Total / Weighted Average Residential Properties 3,022,622
 3,882
 94.9% $147,262,144
 $3,874
650 Fifth Avenue— 50.00% 1977-1978 Plaza District 69,214
 9.5 100.0 33,190,000
 18.9 1 479.53
712 Madison Avenue 1900/1980 Plaza District 6,600
 0.9 100.0 3,392,123
 3.8 1 513.96
719 Seventh Avenue—75.00% 1927 Times Square 10,040
 1.4 100.0 4,000,000
 3.4 1 0398.41
Subtotal/Weighted Average 92,279
 12.7% 100.0% $41,172,166
 26.8% 4  
Total / Weighted Average Prime Retail Properties 729,822
 100.0% 98.8% $181,090,888
 100.0% 46  
DEVELOPMENT/REDEVELOPMENT              
One Vanderbilt(7)
 N/A Grand Central —
 —% —% $—
 —% — $—
19-21 East 65th Street 1928-1940 Plaza District 23,610
 2.8 18.0 135,851
 0.5 5 33.96
185 Broadway 1921 Lower Manhattan 259,856
 31.2 — —
 — — —
562 Fifth Avenue 1920 Plaza District 42,635
 5.1 100.0 3,999,996
 13.6 1 93.82
609 Fifth Avenue 1925/1990 Rockefeller Center 160,000
 19.2 96.0 20,123,601
 68.1 2 123.85
55 West 46th Street—25.00% 2009 Midtown 347,000
 41.6 72.1 21,031,366
 17.8 12 92.12
1640 Flatbush Avenue 1966 Brooklyn, New York 1,000
 0.1 — —
 — — —
Total / Weighted Average Development/Redevelopment Properties 834,101
 100.0% 54.0% $45,290,814
 100.0% 20  
               

    Useable Sq. Feet Total Units 
Percent
Occupied (1)
 
Annualized Cash
Rent (2)
 
Average
Monthly Rent
Per Unit
RESIDENTIAL          
"Same Store" Residential            
315 West 33rd Street Penn Station 222,855
 333
 96.1% $16,306,174
 $4,260
400 East 57th Street—41.00% Upper East Side 290,482
 263
 92.8
 12,529,767
 3,716
400 East 58th Street—90.00% Upper East Side 140,000
 126
 95.2
 5,754,981
 3,626
1080 Amsterdam - 92.50% Upper West Side 82,250
 97
 94.8
 4,767,058
 4,075
Stonehenge Portfolio   938,911
 1,064
 95.2
 59,815,455
 4,301
Added to Same Store        
605 West 42nd Street—20.00% Midtown West 927,358
 1,175
 86.0% $52,183,260
 $3,799
Subtotal/Weighted Average 2,601,856
 3,058
 91.5% $151,356,695
 $4,028
Total / Weighted Average Residential Properties 2,601,856
 3,058
 91.5% $151,356,695
 $4,028
(1)Excludes leases signed but not yet commenced as of December 31, 2015.2018.
(2)Annualized Cash Rent represents the monthly contractual rent under existing leases as of December 31, 20152018 multiplied by 12. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimated as of such date. Total rent abatements for leases in effect as of December 31, 20152018 for the 12 months ending December 31, 2016 will2019 would reduce cash rent by $73.8$56.5 million for our consolidated properties and $23.6$124.3 million for our unconsolidated properties.
(3)Includes our share of unconsolidated joint venture annualized cash rent.
(4)Annualized Cash Rent Per Leased Square Foot represents Annualized Cash Rent, as described in footnote (1) above, presented on a per leased square foot basis.
(5)The Company has an option to acquire the fee interest for a fixed price on a specific date.
(6)The Company owns 50% of the fee interest.
(7)The 1.7 million gross square foot project, which is anticipated to be completed in the third quarter of 2020, has a total development budget, including land mark-up, of $3.17 billion excluding fees paid to the Company and up to $50.0 million in discretionary owner contingencies. As of December 31, 2015,2018, $1.58 billion of the Company was inbudget remains to be spent, comprised of $200.6 million of partners’ equity, and $1.38 billion of financing available under the process of restructuring the joint venture, which will reduce the Company's ownership interest. This restructuring was completed in February 2016.project’s construction facility.
(8)This consolidated property was held for sale as of December 31, 2015. In February 2016, the property was sold.

27
Table of Contents


Historical Occupancy
Historically we have achieved consistently higher occupancy rates in our Manhattan portfolio as compared to the overall midtown markets,Manhattan market, as shown over the last five years in the following table:
 
Leased
Occupancy Rate of
Manhattan Operating
Portfolio(1)
 
Occupancy Rate of
Class A
Office Properties
in the midtown
Markets(2)(3)
 
Occupancy Rate of
Class B
Office Properties
in the midtown
Markets(2)(3)
December 31, 201594.2% 90.9% 91.3%
December 31, 201495.3% 89.4% 91.6%
December 31, 201394.3% 88.3% 89.1%
December 31, 201294.3% 89.1% 90.0%
December 31, 201192.5% 89.7% 91.3%
 
Leased
Occupancy Rate of
Manhattan Operating
Portfolio(1)
 
Occupancy Rate of
Class A
Office Properties
in the Midtown Manhattan
Markets(2)(3)
 
Occupancy Rate of
Class B
Office Properties
in the Midtown Manhattan
Markets(2)(3)
December 31, 201894.5% 91.1% 89.4%
December 31, 201793.8% 90.5% 90.3%
December 31, 201694.9% 90.0% 92.2%
December 31, 201594.2% 90.9% 91.3%
December 31, 201495.3% 89.4% 91.6%

(1)Includes leases signed but not yet commenced as of the relevant date in our wholly-owned and joint venture properties.
(2)Includes vacant space available for direct lease and sublease. Source: Cushman & Wakefield.

28
Table of Contents


(3)The term "Class B" is generally used in the Manhattan office market to describe office properties that are more than 25 years old but that are in good physical condition, enjoy widespread acceptance by high-quality tenants and are situated in desirable locations in Manhattan. Class B office properties can be distinguished from Class A properties in that Class A properties are generally newer properties with higher finishes and frequently obtain the highest rental rates within their markets.
Historically we have achieved consistently higher occupancy rates in our Westchester County and Connecticut portfolios in comparison to the overall Westchester County and Stamford, Connecticut, CBD markets, as shown over the last five years in the following table:
  
Leased
Occupancy Rate of
Westchester
Operating Portfolio(1)
 
Occupancy Rate of
Class A
Office Properties
in the Westchester
Market(2)
 
Percent of
Connecticut
Portfolio
Leased(1)
 
Occupancy Rate of
Class A
Office Properties
in the Stamford CBD
Market(2)
December 31, 2015 77.5% 76.0% 84.1% 79.9%
December 31, 2014 78.8% 76.6% 83.6% 75.7%
December 31, 2013 78.1% 79.4% 80.5% 74.7%
December 31, 2012 79.2% 78.5% 80.7% 73.7%
December 31, 2011 80.6% 80.1% 80.3% 73.8%

(1)Includes leases signed but not yet commenced as of the relevant date in our wholly-owned and joint venture properties.
(2)Includes vacant space available for direct lease and sublease. Source: Cushman & Wakefield.
Lease Expirations
Leases in our Manhattan portfolio, as at many other Manhattan office properties, typically have an initial term of seven to fifteen years, compared to typical lease terms of five to ten years in other large U.S. office markets. For the five years ending December 31, 2020,2023, the average annual rolloverlease expirations at our Manhattan consolidated and unconsolidated operating properties is expected to be approximately 1.3 million square feet and approximately 0.20.5 million square feet, respectively, representing an average annual expiration rate of approximately 6.6%10.3% and approximately7.7%approximately 4.1%, respectively, per year (assuming no tenants exercise renewal or cancellation options and there are no tenant bankruptcies or other tenant defaults).
The following tables set forth a schedule of the annual lease expirations at our Manhattan consolidated and unconsolidated operating properties, respectively, with respect to leases in place as of December 31, 20152018 for each of the next ten years and thereafter (assuming that no tenants exercise renewal or cancellation options and that there are no tenant bankruptcies or other tenant defaults):
Manhattan Consolidated Operating Properties
Year of Lease Expiration
 
Number
of
Expiring
Leases(1)
 
Square
Footage
of
Expiring
Leases
 
Percentage
of
Total
Leased
Square
Feet
 
Annualized
Cash Rent
of
Expiring
Leases(2)
 
Annualized
Cash Rent
Per
Leased
Square
Foot of
Expiring
Leases(3)
2016(4)
 111
 835,199
 4.1% $53,953,875
 $64.60
2017 111
 1,755,113
 8.7
 98,028,768
 $55.85
2018 79
 620,340
 3.1
 49,412,317
 $79.65
2019 77
 1,132,317
 5.6
 76,237,448
 $67.33
2020 95
 2,414,560
 12.0
 148,292,376
 $61.42
2021 60
 1,659,424
 8.2
 98,554,993
 $59.39
2022 49
 933,840
 4.6
 60,335,314
 $64.61
2023 39
 743,079
 3.7
 42,920,086
 $57.76
2024 27
 438,655
 2.2
 28,446,134
 $64.85
2025 & thereafter 110
 6,980,499
 34.7
 426,496,061
 $61.10
Sub-Total/weighted average 758
 17,513,026
 86.9% $1,082,677,372
 $61.82
  
1(5)

 2,634,670
 13.1
 112,498,602
 $42.70
Total/weighted average 759
 20,147,696
 100.0% $1,195,175,974
 $59.32
Manhattan Consolidated
Operating Properties
Year of Lease Expiration
 
Number
of
Expiring
Leases(1)
 
Square
Footage
of
Expiring
Leases
 
Percentage
of
Total
Leased
Square
Feet
 
Annualized
Cash Rent
of
Expiring
Leases(2)
 
Percentage
of
Annualized
Cash Rent
of
Expiring
Leases
 
Annualized
Cash Rent
Per
Leased
Square
Foot of
Expiring
Leases(3)
2019(4)
 81
 888,091
 7.3% $68,264,877
 8.4% $76.87
2020(5)
 92
 2,272,494
 18.6% 152,163,212
 18.7
 66.96
2021 105
 1,191,293
 9.8% 72,109,224
 8.9
 60.53
2022 90
 1,048,783
 8.6% 72,400,832
 8.9
 69.03
2023 73
 853,016
 7.0% 52,668,025
 6.5
 61.74
2024 35
 299,349
 2.5% 21,359,670
 2.6
 71.35
2025 36
 554,077
 4.5% 53,524,504
 6.6
 96.60
2026 30
 788,512
 6.5% 51,612,141
 6.4
 65.46
2027 38
 578,686
 4.7% 44,650,725
 5.5
 77.16
2028 & thereafter 91
 3,743,016
 30.5% 223,926,495
 27.5
 59.83
Total/weighted average 671
 12,217,317
 100.0% $812,679,705
 100.0% $66.52

(1)Tenants may have multiple leases.

29
Table of Contents


(2)
Annualized Cash Rent of Expiring Leases represents the monthly contractual rent for December 2018 under existing leases as of December 31, 20152018 multiplied by 12. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimated as of such date. Total rent abatements for leases in effect as of December 31, 20152018 for the 12 months ending December 31, 20162019 will reduce cash rent by $70.7$54.0 million for the properties.

28
Table of Contents


(3)Annualized Cash Rent Per Leased Square Foot of Expiring Leases represents Annualized Cash Rent of Expiring Leases, as described in footnote (2) above, presented on a per leased square foot basis.
(4)Includes approximately 22,898 square feet and annualized cash rent of $1.5 million occupied by month-to-month holdover tenants whose leases expired prior to December 31, 2018.
(5)Includes 1,146,881 square feet and annualized cash rent of $72.6 million attributable to leases with Credit Suisse at 1 Madison Avenue that expire in December 2020. The Company has stated that it intends to redevelop this property upon the expiration of these leases.
Manhattan Unconsolidated
Operating Properties
Year of Lease Expiration
 
Number
of
Expiring
Leases(1)
 
Square
Footage
of
Expiring
Leases
 
Percentage
of
Total
Leased
Square
Feet
 
Annualized
Cash Rent
of
Expiring
Leases(2)
 
Percentage
of
Annualized
Cash Rent
of
Expiring
Leases
 
Annualized
Cash Rent
Per
Leased
Square
Foot of
Expiring
Leases(3)
2019(4)
 30
 376,481
 3.4% $30,638,858
 3.7% $81.38
2020 23
 249,004
 2.2
 17,756,290
 2.1
 71.31
2021 32
 932,426
 8.4
 69,555,534
 8.4
 74.60
2022 33
 348,017
 3.1
 39,195,339
 4.7
 112.62
2023 18
 459,849
 4.1
 38,188,805
 4.6
 83.05
2024 24
 1,031,059
 9.3
 101,559,921
 12.3
 98.50
2025 12
 497,458
 4.5
 39,844,313
 4.8
 80.10
2026 17
 480,419
 4.3
 49,691,923
 6.0
 103.43
2027 17
 310,167
 2.8
 26,193,603
 3.2
 84.45
2028 & thereafter 55
 6,434,692
 57.9
 416,251,258
 50.2
 64.69
Total/weighted average 261
 11,119,572
 100.0% $828,875,844
 100.0% $74.54
(1)Tenants may have multiple leases.
(2)
Annualized Cash Rent of Expiring Leases represents the monthly contractual rent for December 2018 under existing leases as of December 31, 2018 multiplied by 12. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimated as of such date. Total rent abatements for leases in effect as of December 31, 2018 for the 12 months ending December 31, 2019 will reduce cash rent by $124.3 million for the joint venture properties.
(3)Annualized Cash Rent Per Leased Square Foot of Expiring Leases represents Annualized Cash Rent of Expiring Leases, as described in footnote (2) above, presented on a per leased square foot basis.
(4)Includes approximately 112,98216,730 square feet and annualized cash rent of $5.9$1.5 million occupied by month-to-month holdover tenants whose leases expired prior to December 31, 2015.
(5)Represents Citigroup's net lease at 388-390 Greenwich Street.2018.

Manhattan Unconsolidated Operating Properties
Year of Lease Expiration
 
Number
of
Expiring
Leases(1)
 
Square
Footage
of
Expiring
Leases
 
Percentage
of
Total
Leased
Square
Feet
 
Annualized
Cash Rent
of
Expiring
Leases(2)
 
Annualized
Cash Rent
Per
Leased
Square
Foot of
Expiring
Leases(3)
2016 15
 145,253
 4.9% $8,724,876
 $60.07
2017 13
 128,150
 4.3
 11,666,697
 $91.04
2018 24
 399,875
 13.6
 29,611,572
 $74.05
2019 20
 196,705
 6.7
 15,052,784
 $76.52
2020 18
 304,807
 10.4
 17,199,709
 $56.43
2021 8
 151,791
 5.1
 10,854,977
 $71.51
2022 11
 134,569
 4.6
 8,058,813
 $59.89
2023 12
 793,949
 27.0
 51,685,840
 $65.10
2024 12
 139,927
 4.8
 9,027,433
 $64.52
2025 & thereafter 21
 546,314
 18.6
 38,576,459
 $70.61
Total/weighted average 154
 2,941,340
 100.0% $200,459,160
 $68.15

(1)Tenants may have multiple leases.
(2)Annualized Cash Rent of Expiring Leases represents the monthly contractual rent under existing leases as of December 31, 2015 multiplied by 12. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimated as of such date. Total rent abatements for leases in effect as of December 31, 2015 for the 12 months ending December 31, 2016 will reduced cash rent by $23.1 million for the joint venture properties.
(3)Annualized Cash Rent Per Leased Square Foot of Expiring Leases represents Annualized Cash Rent of Expiring Leases, as described in footnote (2) above, presented on a per leased square foot basis.

3029
Table of Contents


Leases in our Suburban portfolio, as at many other suburban office properties, typically have an initial term of five to ten years. For the five years ending December 31, 2020,2023, the average annual rolloverlease expirations at our Suburban consolidated and unconsolidated operating properties is expected to be approximately 0.30.2 million square feet and approximately 0.03 million square feet, respectively, representing an average annual expiration rate of approximately 10.5% and approximately 8.0% respectively,11.5% per year (assuming no tenants exercise renewal or cancellation options and there are no tenant bankruptcies or other tenant defaults).
The following tables set forth a schedule of the annual lease expirations at our Suburban consolidated and unconsolidated operating properties, respectively, with respect to leases in place as of December 31, 20152018 for each of the next ten years and thereafter (assuming that no tenants exercise renewal or cancellation options and that there are no tenant bankruptcies or other tenant defaults):
Suburban Consolidated Operating Properties
Year of Lease Expiration
 
Number
of
Expiring
Leases(1)
 
Square
Footage
of
Expiring
Leases
 
Percentage
of
Total
Leased
Square
Feet
 
Annualized
Cash Rent
of
Expiring
Leases(2)
 
Annualized
Cash Rent
Per
Leased
Square
Foot of
Expiring
Leases(3)
 
Number
of
Expiring
Leases(1)
 
Square
Footage
of
Expiring
Leases
 
Percentage
of
Total
Leased
Square
Feet
 
Annualized
Cash Rent
of
Expiring
Leases(2)
 
Percentage
of
Annualized
Cash Rent
of
Expiring
Leases
 
Annualized
Cash Rent
Per
Leased
Square
Foot of
Expiring
Leases(3)
2016(4)
 70
 400,708
 12.5% $14,253,688
 $35.57
2017 46
 248,772
 7.7
 9,560,930
 $38.43
2018 55
 300,616
 9.3
 10,641,968
 $35.40
2019 44
 507,827
 15.8
 14,931,584
 $29.40
2019(4)
 39
 318,877
 16.3% $10,339,795
 15.7% $32.43
2020 32
 291,693
 9.1
 10,044,667
 $34.44
 37
 248,056
 12.7
 9,125,479
 13.8
 36.79
2021 31
 377,645
 11.7
 10,246,137
 $27.13
 38
 272,678
 13.9
 10,079,197
 15.3
 36.96
2022 19
 102,230
 3.2
 3,898,366
 $38.13
 28
 126,582
 6.5
 5,004,423
 7.6
 39.54
2023 19
 206,698
 6.4
 6,961,080
 $33.68
 25
 159,769
 8.2
 5,631,282
 8.5
 35.25
2024 13
 203,087
 6.3
 6,526,647
 $32.14
 8
 49,924
 2.5
 1,634,598
 2.5
 32.74
2025 & thereafter 33
 578,267
 18.0
 17,652,038
 $30.53
2025 9
 87,449
 4.5
 2,945,942
 4.5
 33.69
2026 16
 258,795
 13.2
 9,313,444
 14.1
 35.99
2027 5
 190,387
 9.7
 4,852,149
 7.4
 25.49
2028 & thereafter 16
 247,434
 12.5
 6,970,040
 10.6
 28.17
Total/weighted average 362
 3,217,543
 100.0% $104,717,105
 $32.55
 221
 1,959,951
 100.0% $65,896,349
 100.0% $33.62

(1)Tenants may have multiple leases.
(2)
Annualized Cash Rent of Expiring Leases represents the monthly contractual rent under existing leases as of December 31, 20152018 multiplied by 12. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimated as of such date. Total rent abatements for leases in effect as of December 31, 20152018 for the 12 months ending December 31, 20162019 will reduce cash rent by $3.1$2.5 million for the properties.
(3)Annualized Cash Rent Per Leased Square Foot of Expiring Leases represents Annualized Cash Rent of Expiring Leases, as described in footnote (2) above, presented on a per leased square foot basis.
(4)Includes approximately 52,46771,273 square feet and annualized cash rent of $1.8$2.7 million occupied by month-to-month holdover tenants whose leases expired prior to December 31, 2015.
Suburban Unconsolidated Operating Properties
Year of Lease Expiration
 
Number
of
Expiring
Leases(1)
 
Square
Footage
of
Expiring
Leases
 
Percentage
of
Total
Leased
Square
Feet
 
Annualized
Cash Rent
of
Expiring
Leases(2)
 
Annualized
Cash Rent
Per
Leased
Square
Foot of
Expiring
Leases(3)
2016(4)
 5
 33,728
 7.0% $1,294,413
 $38.38
2017 8
 48,463
 10.1
 1,582,189
 $32.65
2018 3
 54,052
 11.3
 2,262,295
 $41.85
2019 7
 36,084
 7.5
 1,197,074
 $33.17
2020 3
 38,562
 8.1
 1,452,651
 $37.67
2021 4
 89,292
 18.7
 3,195,485
 $35.79
2022 2
 19,883
 4.2
 683,223
 $34.36
2023 3
 40,834
 8.5
 1,406,255
 $34.44
2024 3
 60,136
 12.6
 2,004,875
 $33.34
2025 & thereafter 6
 57,607
 12.0
 1,869,848
 $32.46
Total/weighted average 44
 478,641
 100.0% $16,948,308
 $35.41

(1)Tenants may have multiple leases.

31
Table of Contents


(2)Annualized Cash Rent of Expiring Leases represents the monthly contractual rent under existing leases as of December 31, 2015 multiplied by 12. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimated as of such date. Total rent abatements for leases in effect as of December 31, 2015 for the 12 months ending December 31, 2016 will reduce cash rent by $0.5 million for the joint venture properties.
(3)Annualized Cash Rent Per Leased Square Foot of Expiring Leases represents Annualized Cash Rent of Expiring Leases, as described in footnote (2) above, presented on a per leased square foot basis.
(4)Includes approximately 18,724 square feet and annualized cash rent of $0.7 million occupied by month-to-month holdover tenants whose leases expired prior to December 31, 2015.2018.
Tenant Diversification
At December 31, 2015,2018, our Manhattan and Suburban office properties were leased to 1,3191,138 tenants, which are engaged in a variety of businesses, including, but not limited to, professional services, financial services, media, apparel, business services and government/non-profit. The following table sets forth information regarding the leases with respect to the 30 largest tenants in our Manhattan and Suburban office properties, which are not intended to be representative of our tenants as a whole, based on the amount of square footage leased by our tenantsshare of annualized cash rent as of December 31, 2015:2018:
TenantProperties Lease Expiration 
Total
Leased
Square Feet
 
Percentage
of
Aggregate
Portfolio
Leased
Square
Feet
 
Percentage
of SL Green's Share of
Aggregate
Portfolio
Annualized
Cash Rent
Citigroup, N.A.(1)
388-390 Greenwich Street, 485 Lexington Avenue, 750 Third Avenue, 800 Third Avenue, 750 Washington Blvd Various 3,023,423
 10.4% 9.7%
Credit Suisse Securities (USA), Inc.1 Madison Avenue , 11 Madison Avenue & 1055 Washington Blvd 2017, 2019, 2020 & 2037 2,403,080
 8.3
 9.1
Viacom International, Inc.1515 Broadway 2031 1,330,735
 4.6
 6.2
Random House, Inc.1745 Broadway 2018 & 2023 644,598
 2.2
 1.8
Debevoise & Plimpton, LLP919 Third Avenue 2021 575,324
 2.0
 1.6
The City of New York16 Court Street & 100 Church Street 2017, 2030 & 2034 550,152
 1.9
 1.4
Omnicom Group, Inc.220 East 42nd Street 2017 493,560
 1.7
 1.6
Ralph Lauren Corporation625 Madison Avenue 2019 362,065
 1.2
 1.9
Advance Magazine Group, Fairchild Publications750 Third Avenue & 485 Lexington Avenue 2021 339,195
 1.2
 1.2
Metro-North Commuter Railroad Company110 East 42nd Street & 420 Lexington Avenue 2021 & 2034 328,908
 1.1
 1.1
C.B.S. Broadcasting, Inc.555 West 57th Street 2023 303,415
 1.0
 0.9
Schulte, Roth & Zabel LLP919 Third Avenue 2036 263,186
 0.9
 0.7
HF Management Services LLC100 Church Street 2032 230,394
 0.8
 0.6
BMW of Manhattan555 West 57th Street 2022 227,782
 0.8
 0.5
The City University of New York - CUNY555 West 57th Street & 16 Court Street 2020, 2024 & 2030 227,622
 0.8
 0.7
Bloomberg LP919 Third Avenue 2029 225,545
 0.8
 0.4
Amerada Hess Corp.1185 Avenue of the Americas 2027 181,569
 0.6
 1.0
Newmark & Company Real Estate Inc.125 Park Avenue, 110 East 42nd Street & 680 Washington Blvd 2016, 2026 & 2031 178,955
 0.6
 0.7
WME IMG, LLC11 Madison Avenue & 304 Park Avenue 2028 & 2030 178,617
 0.6
 1.0
The Travelers Indemnity Company485 Lexington Avenue 2021 173,278
 0.6
 0.8
United Nations220 East 42nd Street 2017, 2021 & 2022 171,091
 0.6
 0.6
Verizon
1100 King Street Bldg 1,
1 Landmark Square, 2 Landmark Square & 500 Summit Lake Drive
 2018, 2019 & 2026 162,009
 0.6
 0.3
Tenant NamePropertyLease Expiration  Total Rentable Square FeetAnnualized Cash RentSLG Share of Annualized Cash Rent ($)
% of SLG Share of Annualized Cash Rent (1)
Annualized Rent PSF
Credit Suisse Securities (USA), Inc.1 Madison AvenueDec 20201,146,881
$72,570
$72,570
5.0%$63.28
 11 Madison AvenueMay 20371,265,841
77,495
46,497
3.2%61.22
 1055 Washington BlvdJan 20222,525
94
94
—%37.25
   2,415,247
$150,159
$119,161
8.2%$62.17
        
Viacom International, Inc.1515 BroadwayJun 20311,470,284
92,469
52,707
3.6%$62.89
  Mar 20289,106
1,878
1,070
0.1%206.22
   1,479,390
$94,347
$53,777
3.7%$63.77
        

3230
Table of Contents


News America Incorporated1185 Avenue of the Americas 2020 161,722
 0.6
 1.1
King & Spalding1185 Avenue of the Americas 2025 159,943
 0.6
 1.1
Young & Rubicam, Inc.3 Columbus Circle 2033 159,326
 0.5
 0.4
Amazon Corporate LLC1185 Avenue of the Americas & 1350 Avenue of the Americas 2016 & 2023 158,688
 0.5
 0.8
Bloomingdales, Inc.919 Third Avenue 2024 157,961
 0.5
 0.3
National Hockey League1185 Avenue of the Americas 2022 148,217
 0.5
 1.0
Beth Israel Medical Center & The Mount Sinai Hospital555 West 57th Street & 625 Madison Avenue 2030 & 2031 147,613
 0.5
 0.5
BNP Paribas919 Third Avenue 2016 145,834
 0.5
 0.4
Total    13,813,807
 47.5% 49.4%
Ralph Lauren Corporation625 Madison AvenueDec 2019386,785
31,354
31,354
2.2%$81.06
Sony Corporation11 Madison AvenueJan 2031578,791
44,357
26,614
1.8%$76.64
Debevoise & Plimpton, LLP919 Third AvenueDec 2021577,438
46,709
23,822
1.6%$80.89
King & Spalding1185 Avenue of the AmericasOct 2025218,275
20,109
20,109
1.4%$92.13
Visiting Nurse Service of New York220 East 42nd StreetSep 2048308,115
18,933
18,933
1.3%$61.45
        
The City of New York100 Church StreetMar 2034509,068
$18,528
$18,528
1.3%$36.40
 420 Lexington AvenueOct 20304,077
279
279
0.1%68.48
   513,145
$18,807
$18,807
1.4%$36.65
        
Advance Magazine Group, Fairchild Publications750 Third AvenueFeb 2021286,622
14,720
14,720
1.0%$51.36
 485 Lexington AvenueFeb 202152,573
3,654
3,654
0.3%69.50
   339,195
$18,374
$18,374
1.3%$54.17
        
Metro-North Commuter Railroad Company420 Lexington AvenueNov 2034334,654
17,922
17,922
1.2%$53.55
 110 East 42nd StreetOct 20211,840
115
115
—%62.64
   336,494
$18,037
$18,037
1.2%$53.60
        
Giorgio Armani Corporation752-760 Madison AvenueDec 202421,124
$15,052
$15,052
1.0%$712.54
 717 Fifth AvenueSep 202246,940
22,027
2,401
0.2%469.26
 762 Madison AvenueDec 20241,264
239
215
—%188.96
   69,328
$37,318
$17,668
1.2%$538.28
        
News America Incorporated1185 Avenue of the AmericasNov 2020165,086
17,377
17,377
1.2%$105.26
Nike Retail Services, Inc.650 Fifth AvenueJan 203369,214
33,190
16,595
1.1%$479.53
   







 
C.B.S. Broadcasting, Inc.555 West 57th StreetDec 2023338,527
15,315
15,315
1.1%$45.24
 Worldwide PlazaJan 202732,598
2,128
518
0.1%65.28
   371,125
$17,443
$15,833
1.2%$47.00
   






 
Omnicom Group, Inc., Cardinia Real Estate220 East 42nd StreetApr 2032231,114
14,749
14,749
1.0%$63.82
 1055 Washington Blvd.Oct 202823,800
863
863
0.1%36.25
   254,914
$15,612
$15,612
1.1%$61.24
   






 
National Hockey League1185 Avenue of the AmericasNov 2022148,217
15,319
15,319
1.1%$103.35
Cravath, Swaine & Moore LLPWorldwide PlazaAug 2024617,135
62,225
15,152
1.0%$100.83
        
WME IMG, LLC304 Park AvenueApr 2028129,313
9,424
9,424
0.6%$72.88
 11 Madison AvenueSep 2030103,426
9,056
5,434
0.4%87.56
   232,739
$18,480
$14,858
1.0%$79.40
        
WeWork609 Fifth AvenueApr 2035138,563
11,224
11,224
0.8%$81.00
 2 Herald SquareFeb 2036123,633
6,852
3,494
0.2%55.42
   262,196
$18,076
$14,718
1.0%$68.94
        
Amerada Hess Corp.1185 Avenue of the AmericasDec 2027167,169
14,555
14,555
1.0%$87.07
        
Total  9,509,998
$710,781
$506,675
35.0%$74.74
        

(1)Citigroup, Inc. has exercised its option to purchase 388-390 Greenwich Street for $2.0 billion, net of any unfunded tenant concessions. The closing is scheduled for December 2017 and is subject to customary closing conditions.

31
Table of Contents


(1) SLG Share of Annualized Cash Rent includes Manhattan, Suburban, Retail, Residential, and Development / Redevelopment properties.
Environmental Matters
We engaged independent environmental consulting firms to perform Phase I environmental site assessments on our portfolio, in order to assess existing environmental conditions. All of the Phase I assessments met the American Society for Testing and Materials (ASTM) Standard. Under the ASTM Standard, a Phase I environmental site assessment consists of a site visit, an historical record review, a review of regulatory agency data bases and records, and interviews with on-site personnel, with the purpose of identifying potential environmental concerns associated with real estate. These environmental site assessments did not reveal any known environmental liability that we believe will have a material adverse effect on our results of operations or financial condition.

ITEM 3.    LEGAL PROCEEDINGS
As of December 31, 2015,2018, the Company and the Operating Partnership were not involved in any material litigation nor, to management's knowledge, was any material litigation threatened against us or our portfolio other than routine litigation arising in the ordinary course of business or litigation that is adequately covered by insurance.which if adversely determined could have a material adverse impact on us.
ITEM 4. MINE SAFETY DISCLOSURES
Not Applicable.

3332
Table of Contents


PART II
ITEM 5.    MARKET FOR REGISTRANTS' COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
SL GREEN REALTY CORP.
SL Green'sOur common stock trades on the New York Stock Exchange, or the NYSE, under the symbol "SLG." On February 22, 2016,25, 2019, the reported closing sale price per share of common stock on the NYSE was $90.10$91.18 and there were 332391 holders of record of SL Green'sour common stock. The table below sets forth the quarterly high and low closing sales prices of the common stock on the NYSE and the dividends declared by us with respect to the periods indicated.
 2015 2014
Quarter EndedHigh Low Dividends High Low Dividends
March 31$134.00
 $121.32
 $0.60
 $100.62
 $90.96
 $0.50
June 30$131.64
 $109.89
 $0.60
 $112.79
 $99.31
 $0.50
September 30$116.97
 $100.95
 $0.60
 $111.86
 $101.32
 $0.50
December 31$121.80
 $108.56
 $0.72
 $123.10
 $101.23
 $0.60
If dividends are declared in a quarter, those dividends are generally paid during the subsequent quarter. We expect to continue our policy of distributing our taxable income through regular cash dividends on a quarterly basis, although there is no assurance as to future dividends because they depend on future earnings, capital requirements and financial condition. See Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations—Dividends," for additional information regarding our dividends.
UNITSSL GREEN OPERATING PARTNERSHIP, L.P.
At December 31, 2015,2018, there were 3,745,7664,130,579 units of limited partnership interest of the Operating Partnership outstanding and held by persons other than the Company, which received distributions per unit of the same amount and in the same manner as dividends per share were distributed to common stockholders.
SL GREEN OPERATING PARTNERSHIP, L.P.
There is no established public trading market for the common units of the Operating Partnership. On February 22, 2016,25, 2019, there were 5435 holders of record and 104,038,64988,489,537 common units outstanding, 100,055,03584,325,436 of which were held by SL Green. The table below sets forth the quarterly distributions paid by the Operating Partnership to holders of its common units with respect to the periods indicated.
  Distributions
Quarter Ended 2015 2014
March 31 $0.60
 $0.50
June 30 $0.60
 $0.50
September 30 $0.60
 $0.50
December 31 $0.72
 $0.60
SL Green expects to pay dividends to its stockholders on a quarterly basis based on the distributions from the Operating Partnership to it primarily from property revenues net of operating expenses or, if necessary, from working capital or borrowings. If SL Green declares a dividend, such dividend is generally paid in the subsequent quarter.
In order for SL Green to maintain its qualification as a REIT, it must make annual distributions to its stockholders of at least 90% of its taxable income (not including net capital gains). SL Green has adopted a policy of paying regular quarterly dividends on its common stock, and the Operating Partnership has adopted a policy of paying regular quarterly distributions to its common units corresponding toin the same amount as dividends paid by SL Green. Cash distributions have been paid on the common stock of SL Green and the common units of the Operating Partnership since the initial public offering of SL Green. Distributions are declared at the discretion of the board of directors of SL Green and depend on actual and anticipated cash from operations, financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Internal Revenue Code and other factors SL Green’s board of directors may consider relevant.
Each time SL Green issues shares of stock (other than in exchange for common units of limited partnership interest of the Operating Partnership, or OP Units, when such OP Units are presented for redemption), it contributes the proceeds of such issuance

34
Table of Contents


to the Operating Partnership in return for an equivalent number of units of limited partnership interest with rights and preferences analogous to the shares issued.
ISSUER PURCHASES OF EQUITY SECURITIES
None.In August 2016, our Board of Directors approved a share repurchase plan under which we can buy up to $1.0 billion of shares of our common stock. The Board of Directors has since authorized threeseparate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, and fourth quarter of 2018, bringing the total program size to $2.5 billion.
At December 31, 2018 repurchases executed under the plan were as follows:
PeriodShares repurchasedAverage price paid per shareCumulative number of shares repurchased as part of the repurchase plan or programs
Year ended 20178,342,411$101.648,342,411
First quarter 20183,653,928$97.0711,996,339
Second quarter 20183,479,552$97.2215,475,891
Third quarter 2018252,947$99.7515,728,838
Fourth quarter 20182,358,484$93.0418,087,322

33
Table of Contents


SALE OF UNREGISTERED AND REGISTERED SECURITIES; USE OF PROCEEDS FROM REGISTERED SECURITIES
During the year ended December 31, 2018, we issued 160,466 shares of our common stock to holders of units of limited partnership interest in the Operating Partnership upon the redemption of such units pursuant to the partnership agreement of the Operating Partnership. During the years ended December 31, 2015, 2014,2017 and 2013,2016, we issued 315,054, 315,054201,696, and 238,867292,291 shares of SL Green'sour common stock, respectively, to holders of units of limited partnership interest in the Operating Partnership upon the redemption of such units pursuant to the partnership agreement of the Operating Partnership. The issuance of such shares was exempt from registration under the Securities Act, pursuant to the exemption contemplated by Section 4(a)(2) thereof for transactions not involving a public offering. The units were converted intoexchanged for an equal number of shares of SL Green'sour common stock.
The following table summarizes information, as of December 31, 2015,2018, relating to our equity compensation plans pursuant to which shares of SL Green'sour common stock or other equity securities may be granted from time to time.
Number of securities
to be issued
upon exercise
of outstanding
options, warrants
and rights
 
Weighted
average
exercise
price of
outstanding
options,
warrants and
rights
 
Number of securities
remaining available
for future
issuance under
equity compensation
plans (excluding
securities reflected
in column (a))
 
Number of securities
to be issued
upon exercise
of outstanding
options, warrants
and rights
 
Weighted
average
exercise
price of
outstanding
options,
warrants and
rights
 
Number of securities
remaining available
for future
issuance under
equity compensation
plans (excluding
securities reflected
in column (a))
 
Plan category(a) (b) (c) (a) (b) (c) 
Equity compensation plans approved by security holders (1)
3,972,300
(2)$89.85
(3)1,479,477
(4)3,655,400
(2)$101.28
(3)7,086,746
(4)
Equity compensation plans not approved by security holders—
 —
 —
 —
 —
 —
 
Total3,972,300
 $89.85
 1,479,477
 3,655,400
 $101.28
 7,086,746
 

(1)Includes our 2014 Outperformance Plan, ThirdFourth Amended and Restated 2005 Stock Option and Incentive Plan, Amended 1997 Stock Option and Incentive Plan, as amended, and 2008 Employee Stock Purchase Plan.
(2)Includes (i) 1,595,0001,137,017 shares of common stock issuable upon the exercise of outstanding options (589,100(783,035 of which are vested and exercisable), (ii) 78,30032,250 restricted stock units and 80,800113,492 phantom stock units that may be settled in shares of common stock (80,800(113,492 of which are vested), (iii) 1,939,7002,328,675 LTIP units that, upon the satisfaction of certain conditions, are convertible into common units, which may be presented to us for redemption and acquired by us for shares of SL Green'sour common stock (1,340,200(1,800,827 of which are vested) and (iv) shares of common stock reserved in connection with LTIP units issued pursuant to the 2014 Outperformance Plan, all of which remain subject to performance-based vesting and a dollar value limitation on the number of LTIP units that may be earned based on SL Green's common stock price when the LTIP units are earned..
(3)Because there is no exercise price associated with restricted stock units, phantom stock units or LTIP units, these awards are not included in the weighted-average exercise price calculation.
(4)Balance is after reserving for shares underlying outstanding restricted stock units, phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units, including, among others, outstanding LTIP Units issued under our 2011 Long-Term Outperformance Plan, which remain subject to performance-based vesting.Units. The number of securities remaining available consists of shares remaining available for issuance under our 2008 Employee Stock Purchase Plan and Third Amended and Restated 2005 Stock Option and Incentive Plan and 2014 Outperformance Plan.


3534
Table of Contents


ITEM 6.    SELECTED FINANCIAL DATA
The following table sets forth our selected financial data and should be read in conjunction with our Financial Statements and notes thereto included in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Item 8, "Financial Statements and Supplementary Data" in this Form 10-K.
In connection with this Annual Report on Form 10-K, we are restating our historical audited consolidated financial statements as a result of the sale of certain properties. As a result, we have reported revenue and expenses from these properties as discontinued operations for each period presented in our Annual Report on Form 10-K. These reclassifications had no effect on our reported net income or funds from operations.
We are also providing updated summary selected financial information, which is included below, reflecting the prior period reclassification as discontinued operations of the properties sold during 2015 and as of December 31, 2015.

3635
Table of Contents


SL GREEN REALTY CORP.

Year Ended December 31,Year Ended December 31,
Operating Data2015 2014 2013 2012 20112018 2017 2016 2015 2014
(in thousands, except per share data)                  
Total revenue$1,662,829
 $1,519,978
 $1,371,065
 $1,290,052
 $1,196,737
$1,227,392
 $1,511,473
 $1,863,981
 $1,662,829
 $1,519,978
Operating expenses301,624
 282,283
 276,589
 275,872
 251,693
229,347
 293,364
 312,859
 301,624
 282,283
Real estate taxes232,702
 217,843
 203,076
 194,371
 168,322
186,351
 244,323
 248,388
 232,702
 217,843
Ground rent32,834
 32,307
 31,951
 31,504
 29,074
32,965
 33,231
 33,261
 32,834
 32,307
Interest expense, net of interest income323,870
 317,400
 310,894
 309,681
 270,728
208,669
 257,045
 321,199
 323,870
 317,400
Amortization of deferred finance costs27,348
 22,377
 15,855
 18,558
 13,915
12,408
 16,498
 24,564
 27,348
 22,377
Depreciation and amortization560,887
 371,610
 324,461
 311,860
 268,505
279,507
 403,320
 821,041
 560,887
 371,610
Loan loss and other investment reserves, net of recoveries—
 —
 —
 564
 6,722
6,839
 —
 —
 —
 —
Transaction related costs11,430
 8,707
 3,985
 5,402
 5,500
1,099
 (1,834) 7,528
 11,430
 8,707
Marketing, general and administrative94,873
 92,488
 86,192
 82,840
 80,103
92,631
 100,498
 99,759
 94,873
 92,488
Total expenses1,585,568
 1,345,015
 1,253,003
 1,230,652
 1,094,562
1,049,816
 1,346,445
 1,868,599
 1,585,568
 1,345,015
Equity in net income from unconsolidated joint ventures13,028
 26,537
 9,921
 76,418
 1,583
7,311
 21,892
 11,874
 13,028
 26,537
Equity in net gain on sale of interest in unconsolidated joint venture/real estate15,844
 123,253
 3,601
 37,053
 2,918
303,967
 16,166
 44,009
 15,844
 123,253
Purchase price fair value adjustment40,078
 67,446
 (2,305) —
 498,195
Purchase price and other fair value adjustment57,385
 —
 —
 40,078
 67,446
Gain on sale of real estate, net175,974
 —
 —
 —
 —
(30,757) 73,241
 238,116
 175,974
 —
Gain (loss) on sale of investment in marketable securities—
 3,895
 (65) 4,940
 4,866
—
 3,262
 (83) —
 3,895
Depreciable real estate reserves(19,226) —
 —
 —
 (5,789)
(Loss) gain on early extinguishment of debt(49) (32,365) (18,518) (6,978) 904
Depreciable real estate reserves and impairment(227,543) (178,520) (10,387) (19,226) —
Loss on early extinguishment of debt(17,083) —
 —
 (49) (32,365)
Income from continuing operations302,910
 363,729
 110,696
 170,833
 604,852
270,856
 101,069
 278,911
 302,910
 363,729
Discontinued operations14,549
 182,134
 40,587
 38,867
 72,270
—
 —
 —
 14,549
 182,134
Net income317,459
 545,863
 151,283
 209,700
 677,122
270,856
 101,069
 278,911
 317,459
 545,863
Net income attributable to noncontrolling interest in the Operating Partnership(10,565) (18,467) (3,023) (5,597) (14,629)(12,216) (3,995) (10,136) (10,565) (18,467)
Net income attributable to noncontrolling interests in other partnerships(15,843) (6,590) (10,629) (5,591) (15,083)
Net loss (income) attributable to noncontrolling interests in other partnerships6
 15,701
 (7,644) (15,843) (6,590)
Preferred unit distributions(6,967) (2,750) (2,260) (2,107) —
(11,384) (11,401) (11,235) (6,967) (2,750)
Net income attributable to SL Green284,084
 518,056
 135,371
 196,405
 647,410
247,262
 101,374
 249,896
 284,084
 518,056
Preferred stock redemption costs—
 —
 (12,160) (10,010) —
—
 —
 —
 —
 —
Perpetual preferred stock dividends(14,952) (14,952) (21,881) (30,411) (30,178)(14,950) (14,950) (14,950) (14,952) (14,952)
Net income attributable to SL Green common stockholders$269,132
 $503,104
 $101,330
 $155,984
 $617,232
$232,312
 $86,424
 $234,946
 $269,132
 $503,104
Net income per common share—Basic$2.71
 $5.25
 $1.10
 $1.75
 $7.37
$2.67
 $0.87
 $2.34
 $2.71
 $5.25
Net income per common share—Diluted$2.70
 $5.23
 $1.10
 $1.74
 $7.33
$2.67
 $0.87
 $2.34
 $2.70
 $5.23
Cash dividends declared per common share$2.52
 $2.10
 $1.49
 $1.08
 $0.55
$3.2875
 $3.1375
 $2.94
 $2.52
 $2.10
Basic weighted average common shares outstanding99,345
 95,774
 92,269
 89,319
 83,762
86,753
 98,571
 100,185
 99,345
 95,774
Diluted weighted average common shares and common share equivalents outstanding103,734
 99,696
 95,266
 92,873
 86,244
91,530
 103,403
 104,881
 103,734
 99,696

3736
Table of Contents


 As of December 31,
Balance Sheet Data (in thousands)2015 2014 2013 2012 2011
Commercial real estate, before accumulated depreciation$16,681,602
 $14,069,141
 $12,333,780
 $11,662,953
 $11,147,151
Total assets19,857,941
 17,096,587
 14,959,001
 14,386,296
 13,483,881
Mortgages and other loans payable, revolving credit facility, term loan and senior unsecured notes and trust preferred securities10,405,748
 8,178,787
 6,919,908
 6,520,420
 6,035,397
Noncontrolling interests in the Operating Partnership424,206
 469,524
 265,476
 212,907
 195,030
Total equity7,719,317
 7,459,216
 7,016,876
 6,907,103
 6,453,309
 Year Ended December 31,
Other Data (in thousands)2015 2014 2013 2012 2011
Funds from operations available to all stockholders(1)
$661,825
 $583,034
 $491,597
 $490,255
 $413,813
Net cash provided by operating activities526,484
 490,381
 386,203
 346,753
 307,118
Net cash used in investing activities(2,265,911) (796,835) (628,435) (1,163,403) (733,855)
Net cash provided by financing activities1,713,417
 381,171
 258,940
 868,442
 232,099
 As of December 31,
Balance Sheet Data (in thousands)2018 2017 2016 2015 2014
Commercial real estate, before accumulated depreciation$8,513,935
 $10,206,122
 $12,743,332
 $16,681,602
 $14,069,141
Total assets12,751,358
 13,982,904
 15,857,787
 19,727,646
 17,096,587
Mortgages and other loans payable, revolving credit facilities, term loans and senior unsecured notes and trust preferred securities, net5,541,701
 5,855,132
 6,481,666
 10,275,453
 8,178,787
Noncontrolling interests in the Operating Partnership387,805
 461,954
 473,882
 424,206
 496,524
Total equity5,947,855
 6,589,454
 7,750,911
 7,719,317
 7,459,216

 Year Ended December 31,
Other Data (in thousands)2018 2017 2016 2015 2014
Net cash provided by operating activities(1)
441,537
 543,001
 644,010
 542,691
 496,895
Net cash provided by (used in) investing activities(1)
681,662
 22,014
 1,973,382
 (2,151,702) (784,710)
Net cash (used in) provided by financing activities(1)
(1,094,112) (684,956) (2,736,402) 1,713,417
 379,784
Funds from operations available to all stockholders(2)
605,720
 667,294
 869,855
 661,825
 583,036
(1)Funds From Operations, or All periods presented in accordance with ASU2016-18
(2)FFO is a widely recognized non-GAAP financial measure of REIT performance. We computeThe Company computes FFO in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than we do.the Company does. The revised White Paper on FFO approved by the Board of Governors of NAREIT in April 2002, and as subsequently amended, defines FFO as net income (loss) (computed in accordance with generally accepted accounting principles, or GAAP), excluding gains (or losses) from debt restructurings, sales of properties and real estate related impairment charges, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. We present FFO because we consider it an important supplemental measure of our operating performance and believe that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, particularly those that own and operate commercial office properties. We also use FFO as one of several criteria to determine performance-based bonuses for members of our senior management. FFO is intended to exclude GAAP historical cost depreciation and amortization of real estate and related assets, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from property dispositions and extraordinary items, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, interest costs, providing perspective not immediately apparent from net income. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of our financial performance or to cash flow from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make cash distributions.

The Company presents FFO because it considers it an important supplemental measure of the Company’s operating performance and believes that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, particularly those that own and operate commercial office properties. The Company also uses FFO as one of several criteria to determine performance-based bonuses for members of its senior management. FFO is intended to exclude GAAP historical cost depreciation and amortization of real estate and related assets, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from property dispositions, and real estate related impairment charges, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, and interest costs, providing perspective not immediately apparent from net income. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance or to cash flow from operating activities (determined in accordance with GAAP) as a measure of the Company’s liquidity, nor is it indicative of funds available to fund the Company’s cash needs, including our ability to make cash distributions
A reconciliation of FFO to net income computed in accordance with GAAP is included in Item 7, of "Management's Discussion and Analysis of Financial Condition and Results of Operations—Funds From Operations."

3837
Table of Contents


SL GREEN OPERATING PARTNERSHIP, L.P.
Year Ended December 31,Year Ended December 31,
Operating Data2015 2014 2013 2012 20112018 2017 2016 2015 2014
(in thousands, except per unit data)                  
Total revenue$1,662,829
 $1,519,978
 $1,371,065
 $1,290,052
 $1,196,737
$1,227,392
 $1,511,473
 $1,863,981
 $1,662,829
 $1,519,978
Operating expenses301,624
 282,283
 276,589
 275,872
 251,693
229,347
 293,364
 312,859
 301,624
 282,283
Real estate taxes232,702
 217,843
 203,076
 194,371
 168,322
186,351
 244,323
 248,388
 232,702
 217,843
Ground rent32,834
 32,307
 31,951
 31,504
 29,074
32,965
 33,231
 33,261
 32,834
 32,307
Interest expense, net of interest income323,870
 317,400
 310,894
 309,681
 270,728
208,669
 257,045
 321,199
 323,870
 317,400
Amortization of deferred finance costs27,348
 22,377
 15,855
 18,558
 13,915
12,408
 16,498
 24,564
 27,348
 22,377
Depreciation and amortization560,887
 371,610
 324,461
 311,860
 268,505
279,507
 403,320
 821,041
 560,887
 371,610
Loan loss and other investment reserves, net of recoveries—
 —
 —
 564
 6,722
6,839
 —
 —
 —
 —
Transaction related costs11,430
 8,707
 3,985
 5,402
 5,500
1,099
 (1,834) 7,528
 11,430
 8,707
Marketing, general and administrative94,873
 92,488
 86,192
 82,840
 80,103
92,631
 100,498
 99,759
 94,873
 92,488
Total expenses1,585,568
 1,345,015
 1,253,003
 1,230,652
 1,094,562
1,049,816
 1,346,445
 1,868,599
 1,585,568
 1,345,015
Equity in net income from unconsolidated joint ventures13,028
 26,537
 9,921
 76,418
 1,583
7,311
 21,892
 11,874
 13,028
 26,537
Equity in net gain on sale of interest in unconsolidated joint venture/ real estate15,844
 123,253
 3,601
 37,053
 2,918
303,967
 16,166
 44,009
 15,844
 123,253
Purchase price fair value adjustment40,078
 67,446
 (2,305) —
 498,195
Purchase price and other fair value adjustment57,385
 —
 —
 40,078
 67,446
Gain on sale of real estate, net175,974
 —
 —
 —
 —
(30,757) 73,241
 238,116
 175,974
 —
Gain (loss) on sale of investment in marketable securities—
 3,895
 —
 4,940
 4,866
—
 3,262
 (83) —
 3,895
Depreciable real estate reserves(19,226) —
 —
 —
 (5,789)
(Loss) gain on early extinguishment of debt(49) (32,365) (18,518) (6,978) 904
Depreciable real estate reserves and impairment(227,543) (178,520) (10,387) (19,226) —
Loss on early extinguishment of debt(17,083) —
 —
 (49) (32,365)
Income from continuing operations302,910
 363,729
 110,761
 170,833
 604,852
270,856
 101,069
 278,911
 302,910
 363,729
Discontinued operations14,549
 182,134
 40,587
 38,867
 72,270
—
 —
 —
 14,549
 182,134
Net income317,459
 545,863
 151,348
 209,700
 677,122
270,856
 101,069
 278,911
 317,459
 545,863
Net income attributable to noncontrolling interests in other partnerships(15,843) (6,590) (10,629) (5,591) (15,083)
Net loss (income) attributable to noncontrolling interests in other partnerships6
 15,701
 (7,644) (15,843) (6,590)
Preferred unit distributions(6,967) (2,750) (2,260) (2,107) —
(11,384) (11,401) (11,235) (6,967) (2,750)
Net income attributable to SLGOP294,649
 536,523
 138,459
 202,002
 662,039
259,478
 105,369
 260,032
 294,649
 536,523
Preferred unit redemption costs—
 —
 (12,160) (10,010) —
—
 —
 —
 —
 —
Perpetual preferred unit distributions(14,952) (14,952) (21,881) (30,411) (30,178)(14,950) (14,950) (14,950) (14,952) (14,952)
Net income attributable to SLGOP common stockholders$279,697
 $521,571
 $104,418
 $161,581
 $631,861
$244,528
 $90,419
 $245,082
 $279,697
 $521,571
Net income per common unit—Basic$2.71
 $5.25
 $1.10
 $1.75
 $7.37
$2.67
 $0.87
 $2.34
 $2.71
 $5.25
Net income per common unit—Diluted$2.70
 $5.23
 $1.10
 $1.74
 $7.33
$2.67
 $0.87
 $2.34
 $2.70
 $5.23
Cash dividends declared per common unit$2.52
 $2.10
 $1.49
 $1.08
 $0.55
$3.2875
 $3.1375
 $2.94
 $2.52
 $2.10
Basic weighted average common units outstanding103,244
 99,288
 95,004
 92,526
 79,422
91,315
 103,127
 104,508
 103,244
 99,288
Diluted weighted average common units and common units equivalents outstanding103,734
 99,696
 95,266
 92,873
 79,761
91,530
 103,403
 104,881
 103,734
 99,696
As of December 31,As of December 31,
Balance Sheet Data (in thousands)2015 2014 2013 2012 20112018 2017 2016 2015 2014
Commercial real estate, before accumulated depreciation$16,681,602
 $14,069,141
 $12,333,780
 $11,662,953
 $11,147,151
$8,513,935
 $10,206,122
 $12,743,332
 $16,681,602
 $14,069,141
Total assets19,857,941
 17,096,587
 14,959,001
 14,386,296
 13,483,881
12,751,358
 13,982,904
 15,857,787
 19,727,646
 17,096,587
Mortgages and other loans payable, revolving credit facility, term loan and senior unsecured notes and trust preferred securities10,405,748
 8,178,787
 6,919,908
 6,520,420
 6,035,397
Mortgages and other loans payable, revolving credit facilities, term loans and senior unsecured notes and trust preferred securities, net5,541,701
 5,855,132
 6,481,666
 10,275,453
 8,178,787
Total capital7,719,317
 7,459,216
 7,282,352
 6,650,339
 5,481,882
5,947,855
 6,589,454
 7,750,911
 7,719,317
 7,459,216

3938
Table of Contents



ITEM 7.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
SL Green Realty Corp., which is referred to as SL Green or the Company, a Maryland corporation, and SL Green Operating Partnership, L.P., which is referred to as SLGOP or the Operating Partnership, a Delaware limited partnership, were formed in June 1997 for the purpose of combining the commercial real estate business of S.L. Green Properties, Inc. and its affiliated partnerships and entities. The Company is a self-managed real estate investment trust, or REIT, with in-house capabilitiesengaged in propertythe acquisition, development, ownership, management acquisitions and dispositions, financing, developmentoperation of commercial and redevelopment, construction and leasing.residential real estate properties, principally office properties, located in the New York metropolitan area. Unless the context requires otherwise, all references to "we," "our" and "us" means the Company and all entities owned or controlled by the Company, including the Operating Partnership.
Reckson Associates Realty Corp., or Reckson, and Reckson Operating Partnership, L.P. or ROP, are wholly-owned subsidiaries of the SL Green Realty Corp.
The following discussion related to our consolidated financial statements should be read in conjunction with the financial statements appearing in Item 8 of this Annual Report on Form 10-K.
The New York City commercial real estate market continued to strengthen in 2015, and we took advantage of this strengthening market in improving occupancies and deploying capital in the borough of Manhattan to strategically position the Company for future growth.
Leasing and Operating
In 2015,2018, our same-store Manhattan office property occupancy based oninclusive of leases signed increasedbut not commenced, was 95.7% compared to 97.1% from 95.7%95.8% in the prior year. We signed office leases in Manhattan encompassing approximately 2.3 million square feet, of which approximately 0.91.3 million square feet represented office leases that replaced previously occupied space. Our mark-to-market on these approximately 0.9 million square feet ofthe signed Manhattan office leases that replaced previously occupied space was 15.3%6.5% for 2015.2018.
According to Cushman & Wakefield, new leasing activity in Manhattan in 20152018 totaled approximately 28.235.9 million square feet. Of the total 20152018 leasing activity in Manhattan, the Midtown submarket accounted for approximately 18.523.7 million square feet, or approximately 65.6%66.0%. Midtown'sManhattan's overall office vacancy decreasedwent from 9.3%8.9% at December 31, 20142017 to 8.5%9.2% at December 31, 2015.
2018 primarily as a result of increased vacancy in the Downtown submarket partially offset by decreased vacancy in the Midtown submarket. Overall average asking rents in Manhattan increased in 2018 by 0.04% from $67.70$72.25 per square foot at December 31, 20142017 to $71.58$72.28 per square foot at December 31, 2015. Midtown Manhattan average asking rents increased from $75.14 per square foot at December 31, 2014 to $76.65 per square foot at December 31, 2015. The Midtown South average asking rent rose 14.7% year-over-year to $69.66 per square foot while downtown average asking rents increased 16.7% year-over-year to $59.58 per square foot.2018.
Acquisition and Disposition Activity
Overall Manhattan sales volume increased by 37.3%43.5% in 20152018 to $57.8$32.4 billion as compared to $42.1$22.5 billion in 2014.2017. Consistent with our multi-faceted approach to property acquisitions, we were able to source transactions during 2015 that provided both stable cash flowsthe successful bidder at the foreclosure of the leasehold interest in 2 Herald Square, and value enhancement opportunities, including the acquisition of consolidatedaccepted equity interests in three office properties, one retail property1231 Third Avenue, 133 Greene Street, and two retail and residential mixed-use properties, representing total gross asset value712 Madison Avenue in lieu of $3.1 billion.repayment of the respective mezzanine loans.

We also continued to take advantage of significant interest by both international and domestic institutions and individuals seeking ownership interests in Manhattan properties to sell assets, disposing of a significant volume of properties that were non-core or had more limited growth opportunities, and raising efficiently priced capital that was used primarily for reinvestment orshare repurchases and debt reduction. During the year, we sold all or part of our interest in 140-150 Grand600 Lexington Avenue, 1515 Broadway, 1745 Broadway, 3 Columbus Circle, 2 Herald Square, 115-117 Stevens Avenue, Jericho Plaza, 1-6 International Drive, 175-225 Third Street, 570 & 574635 Madison Avenue, 724 Fifth Avenue, 120 West 45thand the 72nd Street 131-137 Spring Street, and 180 Maiden Lane and contractedAssemblage for the saletotal gross valuations of our interests in 885 Third Avenue, 248-252 Bedford Avenue, and 33 Beekman Street.$5.0 billion
Debt and Preferred Equity
In 20142017 and 2015,2018, in our debt and preferred equity portfolio we continued to focus on the origination of financings, typically in the form of preferred equity and mezzanine debt, for owners, acquirers or acquirers seeking higher leverage than is available from traditional lending sources who continue to lend at modest leverage levels.developers of properties in New York City. This providedinvestment strategy provides us with anthe opportunity to fill a need for additional debt by providing more modest amounts of leverage,financing, while achieving attractive risk adjusted returns to us on the investments and receiving a significant amount of additional information on the ManhattanNew York City real estate market. The typical investments made by us during 20142017 and 20152018 were to reputable owners or acquirers and at leverage levels which are senior tohave sizable equity investments by the sponsors.subordinate to our last dollar of exposure. During 2015,2018, our debt and preferred equity activities included purchases and originations, inclusive of advances under

40
Table of Contents


future funding obligations, discount and fee amortization, and paid-in-kind interest, net of premium amortization, of $781.4$986.0 million, and sales, redemption and participations of $520.2$994.9 million.

For descriptions of significant activities in 2015,2018, refer to "Part I, Item 1. Business - Highlights from 2015".2018."

39
Table of Contents


Critical Accounting Policies
Our discussion and analysis of financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, and contingencies as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. We evaluate our assumptions and estimates on an ongoing basis. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. We believe the following critical accounting policies affect our more significant judgments and estimates used in the preparation of our consolidated financial statements.
Investment in Commercial Real Estate Properties
On a periodic basis, we assess whether there are any indications that the value of our realReal estate properties may be impairedare presented at cost less accumulated depreciation and amortization. Costs directly related to the development or that their carrying value may not be recoverable. A property's value is considered impaired if management's estimateredevelopment of properties are capitalized. Ordinary repairs and maintenance are expensed as incurred; major replacements and betterments, which improve or extend the life of the aggregate future cash flows (undiscountedasset, are capitalized and without interest charges for consolidated properties) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the propertydepreciated over the calculated fair value of the property.their estimated useful lives.
We also evaluate our real estate properties for potential impairment when a real estate property has been classified as held for sale. Real estaterecognize the assets held for sale are valuedacquired, liabilities assumed (including contingencies) and any noncontrolling interests in an acquired entity at the lower of either their carrying value orrespective fair value less costs to sell. Except as discussed below, we do not believe that there were any indicators of impairment at any of our consolidated properties at December 31, 2015.
During the three months ended September 30, 2015, we recorded a $19.2 million charge in connection with the sale of two of our properties, which closed in the fourth quarter of 2015. This charge is included in depreciable real estate reserves in the consolidated statements of operations. Prior to the quarter ended September 30, 2015, we do not believe that there were any indicators of impairment at these two properties. See Note 4, "Properties Held for Sale and Property Dispositions."
During the fourth quarter of 2015, we entered into an agreement to sell 885 Third Avenue and recorded a $6.6 million charge which was included in gain on sale of real estate, net in the consolidated statement of operations.  As of December 31, 2015, 885 Third Avenue was not reclassified as held for sale as a result of not meeting the criteria in ASC 360-10, Property, Plant and Equipment - Impairment and Disposal of Long-Lived Assets.   In February 2016, we closedvalues on the sale of this property but do not anticipate meeting the criteria for the full accrual method in ASC 360-20, Property, Plant and Equipment - Real Estate Sales and as a result the property will remain on our consolidated balance sheet until the criteria is met.acquisition date.
We incur a variety of costs in the development and leasing of our properties. After the determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs and other costs incurred during the period of development. We consider a construction project as substantially completed and held available for occupancy upon the completion of tenant improvements, but no later than one year from cessation ofafter major construction activity.activity ceases. We cease capitalization on the portions substantially completed and occupied or held available for occupancy, and capitalize only those costs associated with the portions under construction.
We recognizeOn a periodic basis, we assess whether there are any indications that the assets acquired, liabilities assumed (including contingencies) and any noncontrolling interests in an acquired entity at their fair values on the acquisition date. We expense acquisition-related transaction costs as incurred, which are included in transaction related costs on our consolidated statements of operations.
When we acquire our partner's equity interest in an existing unconsolidated joint venture and gain control over the investment, we record the consolidated investment at fair value. The difference between the book value of our equity investment on the purchase date and our sharereal estate properties may be other than temporarily impaired or that their carrying value may not be recoverable. A property's value is considered impaired if management's estimate of the fair value of the investment's purchase price is recorded as a purchase price fair value adjustment in our consolidated statements of operations. In December 2015, we recognized a purchase price fair value adjustment of $40.1 million in connection with the consolidation of 600 Lexington Avenue. In May 2014, we recognized a purchase price fair value adjustment

41
Table of Contents


of $71.4 million in connection with the consolidation of 388-390 Greenwich Street. These acquisitions were previously accounted for as investments in unconsolidated joint ventures.
We allocate the purchase price of real estate to land and building (inclusive of tenant improvements) and, if determined to be material, intangibles, such as the value of the above-and below-market leases and origination costs associated with the in-place leases. We depreciate the amount allocated to building (inclusive of tenant improvements) over their estimated useful lives, which generally range from 3 to 40 years. We amortize the amount allocated to the above- and below-market leases over the remaining term of the associated lease, which generally range from 1 to 14 years, and record it as either an increase (in the case of below-market leases) or a decrease (in the case of above-market leases) to rental income. We amortize the amount allocated to the values associated with in-place leases over the expected term of the associated lease, which generally ranges from 1 to 14 years. If a tenant vacates its space prior to the contractual termination of the lease and no rental payments are being made on the lease, any unamortized balance of the related intangible will be written off. The tenant improvements and origination costs are amortized as an expense over the remaining life of the lease (or charged against earnings if the lease is terminated prior to its contractual expiration date). We assess fair value of the leases based on estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information. Estimates ofaggregate future cash flows are based on a number(undiscounted) to be generated by the property is less than the carrying value of factors including the historical operating results, known trends, and market/economic conditions that may affect the property. To the extent acquired leases contain fixed rate renewal options that are below-market and determined toimpairment has occurred, the loss will be material, we amortize such below-market lease value into rental incomemeasured as the excess of the carrying amount of the property over the renewal period.calculated fair value of the property.
We also evaluate our real estate properties for impairment when a property has been classified as held for sale. Real estate assets held for sale are valued at the lower of their carrying value or fair value less costs to sell and depreciation expense is no longer recorded. See Note 4, "Properties Held for Sale and Dispositions."
Investments in Unconsolidated Joint Ventures
We account for our investments in unconsolidated joint ventures under the equity method of accounting in cases where we exercise significant influence over, but do not control, these entities and are not considered to be the primary beneficiary. We consolidate those joint ventures that we control or which are VIEsvariable interest entities (each, a "VIE") and where we are considered to be the primary beneficiary. In all these joint ventures, the rights of the joint venture partner are both protective as well as participating. Unless we are determined to be the primary beneficiary in a VIE, these participating rights preclude us from consolidating these VIE entities. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Equity in net income (loss) from unconsolidated joint ventures is allocated based on our ownership or economic interest in each joint venture.venture and includes adjustments related to basis differences that were identified as part of the initial accounting for the investment. When a capital event (as defined in each joint venture agreement) such as a refinancing occurs, if return thresholds are met, future equity in net income will be allocated at our increased economic interest. We recognize incentive income from unconsolidated real estate joint ventures as income to the extent it is earned and not subject to a clawback feature. Distributions we receive from unconsolidated real estate joint ventures in excess of our basis in the investment are recorded as offsets to our investment balance if we remain liable for future obligations of the joint venture or may otherwise be committed to provide future additional financial support. None of the joint venture debt is recourse to us, except for $18.4 million which we guarantee at 1 joint venture andus. The Company has performance guarantees under a master leaseslease at two otherone joint ventures.venture. See Note 6, "Investments in Unconsolidated Joint Ventures,Ventures." in the accompanying consolidated financial statements.
We assess our investments in unconsolidated joint ventures for recoverability, and if it is determined that a loss in value of the investment is other than temporary, we write down the investment to its fair value. We evaluate our equity investments for

40
Table of Contents


impairment based on the joint venture'sventures' projected discounted cash flows. We do not believe that the values of any of our equity investments were impaired at December 31, 2015.2018.
We may originate loans for real estate acquisition, development and construction, where we expect to receive some of the residual profit from such projects. When the risk and rewards of these arrangements are essentially the same as an investor or joint venture partner, we account for these arrangements as real estate investments under the equity method of accounting for investments. Otherwise, we account for these arrangements consistent with our loanthe accounting for our debt and preferred equity investments.
Revenue Recognition
Rental revenue is recognized on a straight-line basis over the term of the lease. The excess of rents recognized over amounts contractually due pursuant to the underlying leases are included in deferred rents receivable on the consolidated balance sheets. We establish, on a current basis, an allowance for future potential tenant credit losses, which may occur against this account. The balance reflected on the consolidated balance sheets is net of such allowance.
We record a gain on sale of real estate when title is conveyed to the buyer, subject to the buyer's financial commitment being sufficient to provide economic substance to the sale and provided that we have no substantial economic involvement with the buyer.
Interest income on debt and preferred equity investments is accrued based on the outstanding principal amount and contractual terms of the instruments and when, in the opinion of management, it is deemed collectible. Some debt and preferred equity investments provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to management's determination that accrued interest is ultimately collectible, based on the

42
Table of Contents


underlying collateral and operations of the borrower. If management cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt.
Deferred origination fees, original issue discounts and loan origination costs, if any, are recognized as an adjustment to the interest income over the terms of the related investments using the effective interest method. Fees received in connection with loan commitments are also deferred until the loan is funded and are then recognized over the term of the loan as an adjustment to yield.
Debt and preferred equity investments are placed on a non-accrual status at the earlier of the date at which payments become 90 days past due or when, in the opinion of management, a full recovery of interest income becomes doubtful. Interest income recognition on any non-accrual debt or preferred equity investment is resumed when such non-accrual debt or preferred equity investment becomes contractually current and performance is demonstrated to be resumed. Interest is recorded as income on impaired loans only to the extent cash is received.
We may syndicate a portion of the loans that we originate or sell the loans individually. When a transaction meets the criteria for sale accounting, we derecognize the loan sold and recognize gain or loss based on the difference between the sales price and the carrying value of the loan sold. Any related unamortized deferred origination fees, original issue discounts, loan origination costs, discounts or premiums at the time of sale are recognized as an adjustment to the gain or loss on sale, which is included in investment income on the consolidated statementsstatement of operations. Any fees received at the time of sale or syndication are recognized as part of investment income.
Asset management fees are recognized on a straight-line basis over the term of the asset management agreement.
Allowance for Doubtful Accounts
We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of our tenants to make required payments. If the financial condition of a specific tenant were to deteriorate, resulting in an impairment of its ability to make payments, additional allowances may be required.
ReserveAllowance for Possible Credit Lossesloan loss and other investment reserves
The expense for possible credit lossesloan loss and other investment reserves in connection with debt and preferred equity investments is the charge to earnings to increaseadjust the allowance for possible credit losses to the level that we estimate to be adequate, based on Level 3 data, considering delinquencies, loss experience and collateral quality. Other factors considered include geographic trends, product diversification,
The Company evaluates debt and preferred equity investments that are held to maturity for possible impairment or credit deterioration associated with the sizeperformance and/or value of the portfoliounderlying collateral property as well as the financial and current economic conditions.operating capability of the borrower/sponsor. Quarterly, the Company assigns each loan a risk rating. Based upon these factors, we establishon a provision3-point scale, loans are rated “1” through “3,” from less risk to greater risk, which ratings are defined as follows: 1 - Low Risk Assets - Low probability of loss, 2 - Watch List Assets - Higher potential for possible credit loss, on each individual investment. 3 - High Risk Assets - Loss more likely than not.
When it is probable that we will be unable to collect all amounts contractually due, the investment is considered impaired.
Where impairment is indicated on an investment that is held to maturity, a A valuation allowance is measured based upon the excess of the recorded investment amount over the net fair value of the collateral.

41
Table of Contents


Any deficiency between the carrying amount of an asset and the calculated value of the collateral is charged to expense. We continue to assess or adjust our estimates based on circumstances of a loan and the underlying collateral. If additional information reflects increased recovery of our investment, we will adjust our reserves accordingly. There were no loan reserves recorded during years ended December 31, 2015, 2014, and 2013.
Debt and preferred equity investments that are classified as held for sale are carried at the lower of cost or fair market value using available market information obtained through consultation with dealers or other originators of such investments as well as discounted cash flow models based on Level 3 data pursuant to ASC 820-10. As circumstances change, management may conclude not to sell an investment designated as held for sale. In such situations, the investment will be reclassified at its net carrying value to debt and preferred equity investments held to maturity. For these reclassified investments, the difference between the current carrying value and the expected cash to be collected at maturity will be accreted into income over the remaining term of the investment.
Derivative Instruments
In the normal course of business, we use a variety of commonly used derivative instruments, such as interest rate swaps, caps, collarcollars and floors, to manage, or hedge, interest rate risk. Effectiveness is essential for those derivatives that we intend to qualityqualify for hedge accounting. Some derivative instruments are associated with an anticipated transaction. In those cases, hedge effectiveness criteria also require that it be probable that the underlying transaction occurs. Instruments that meet these hedging criteria are formally designated as hedges at the inception of the derivative contract.
To determine the fair values of derivative instruments, we use a variety of methods and assumptions that are based on market conditions and risks existing at each balance sheet date. For the majority of financial instruments including most derivatives, long-term investments and long-term debt, standard market conventions and techniques such as discounted cash flow analysis, option

43
Table of Contents


pricing models, replacement cost, and termination cost are used to determine fair value. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.


4442
Table of Contents


Reconciliation of Net Income to Same-Store Operating Income
We present Same-Store Operating Income because we believe that this measure, when taken together with the corresponding GAAP financial measures and our reconciliation, provides investors with meaningful information regarding the operating performance of our properties. When operating performance is compared across multiple periods, the investor is provided with information not immediately apparent from net income that is determined in accordance with GAAP. Same-Store Operating Income provides information on trends in the revenue generated and expenses incurred in operating our properties, unaffected by the cost of leverage, depreciation, amortization, and other net income components. We use this metric internally as a performance measure. This measure is not an alternative to net income (determined in accordance with GAAP) and same-store performance should not be considered an alternative to GAAP net income performance. This metric may be defined differently, and may not be comparable, to similarly named metrics used by other companies.
Comparison of the year ended December 31, 2018 to the year ended December 31, 2017
For properties owned since January 1, 2017 and still owned and operated at December 31, 2018, Same-Store Operating Income is determined as follows (in millions):
  Year Ended
  December 31,
(in millions) 2018 2017 
Net income $270.9
 $101.1
 
Equity in net gain on sale of interest in unconsolidated joint venture/real estate (304.0) (16.2) 
Purchase price and other fair value adjustment (57.4) —
 
Loss (gain) on sale of real estate, net 30.8
 (73.2) 
Depreciable real estate reserves and impairment 227.5
 178.5
 
Gain on sale of investment in marketable securities —
 (3.3) 
Depreciation and amortization 279.5
 403.3
 
Interest expense, net of interest income 208.7
 257.0
 
Amortization of deferred financing costs 12.4
 16.5
 
Operating income 668.4
 863.7
 
Less: Operating income from other properties/affiliates (131.3) (345.9) 
Same-store operating income $537.1
 $517.8
 
Comparison of the year ended December 31, 2017 to the year ended December 31, 2016
For properties owned since January 1, 2016 and still owned and operated at December 31, 2017, Same-Store Operating Income is determined as follows (in millions):
  Year Ended
  December 31,
(in millions) 2017 2016 
Net income $101.1
 $278.9
 
Equity in net gain on sale of interest in unconsolidated joint venture/real estate (16.2) (44.0) 
Gain on sale of real estate, net (73.2) (238.1) 
Depreciable real estate reserves and impairment 178.5
 10.4
 
(Gain) loss on sale of investment in marketable securities (3.3) 0.1
 
Depreciation and amortization 403.3
 821.0
 
Interest expense, net of interest income 257.0
 321.2
 
Amortization of deferred financing costs 16.5
 24.6
 
Operating income 863.7
 1,174.1
 
Less: Operating income from other properties/affiliates (244.2) (556.9) 
Same-store operating income $619.5
 $617.2
 

43
Table of Contents


Results of Operations
Comparison of the year ended December 31, 20152018 to the year ended December 31, 20142017
The following comparison for the year ended December 31, 2015,2018, or 2015,2018, to the year ended December 31, 2014,2017, or 2014,2017, makes reference to the following:  (i) the effect of the “Same-Store Properties,” which represents all operating properties owned by us at January 1, 2014 and still owned by us in the same manner at December 31, 2015 (Same-Store Properties totaled 54 of our 75 consolidated operating properties, representing 69.5% of our share of annualized cash rent), (ii) the effect of the “Acquisition Properties,” which represents all properties or interests in properties acquired in 2015 and 2014 and all non-Same-Store Properties, including properties that are under development, redevelopment or deconsolidated during the period, and (iii) “Other,” which represents corporate level items not allocable to specific properties, as well as the Service Corporation and eEmerge Inc. Any assets sold or held for sale are excluded from the income from continuing operations and from the following discussion.following:

i.“Same-Store Properties,” which represents all operating properties owned by us at January 1, 2017 and still owned by us in the same manner at December 31, 2018 (Same-Store Properties totaled 40 of our 49 consolidated operating properties),
ii.“Acquisition Properties,” which represents all properties or interests in properties acquired in 2018 and 2017 and all non-Same-Store Properties, including properties that are under development or redevelopment,
iii."Disposed Properties" which represents all properties or interests in properties sold in 2018 and 2017, and
iv.“Other,” which represents properties where we sold an interest resulting in deconsolidation and corporate level items not allocable to specific properties, as well as the Service Corporation and eEmerge Inc.
 Same-Store Acquisition Other Consolidated Same-Store Disposed Other Consolidated
(in millions) 2015 2014 
$
Change
 
%
Change
 2015 2014 2015 2014 2015 2014 
$
Change
 
%
Change
 2018 2017 
$
Change
 
%
Change
 2018 2017 2018 2017 2018 2017 
$
Change
 
%
Change
                        
Rental revenue $1,019.9
 $986.1
 $33.8
 3.4 % $195.8
 $96.8
 $30.3
 $38.2
 $1,246.0
 $1,121.1
 $124.9
 11.1 % $832.9
 $816.7
 $16.2
 2.0% $8.8
 $62.0
 $23.3
 $222.3
 $865.0
 $1,101.0
 $(236.0) (21.4)%
Escalation and reimbursement 165.7
 154.5
 11.2
 7.2 % 7.6
 3.6
 5.2
 6.3
 178.5
 164.4
 14.1
 8.6 % 111.9
 105.3
 6.6
 6.3% 0.9
 5.1
 0.8
 62.5
 113.6
 172.9
 (59.3) (34.3)%
Investment income —
 —
 —
 — % 0.4
 0.3
 180.7
 178.5
 181.1
 178.8
 2.3
 1.3 % —
 —
 —
 —% —
 —
 201.5
 193.9
 201.5
 193.9
 7.6
 3.9 %
Other income 22.8
 4.8
 18.0
 375.0 % 7.0
 0.2
 27.4
 50.7
 57.2
 55.7
 1.5
 2.7 % 11.2
 4.8
 6.4
 133.3% 1.5
 3.8
 34.6
 35.1
 47.3
 43.7
 3.6
 8.2 %
Total revenues 1,208.4
 1,145.4
 63.0
 5.5 % 210.8
 100.9
 243.6
 273.7
 1,662.8
 1,520.0
 142.8
 9.4 % 956.0
 926.8
 29.2
 3.2% 11.2
 70.9
 260.2
 513.8
 1,227.4
 1,511.5
 (284.1) (18.8)%
                                                
Property operating expenses 518.0
 489.0
 29.0
 5.9 % 20.7
 13.4
 28.5
 30.0
 567.2
 532.4
 34.8
 6.5 % 418.1
 408.5
 9.6
 2.4% 5.2
 28.0
 25.4
 134.4
 448.7
 570.9
 (122.2) (21.4)%
Transaction related costs 0.2
 0.9
 (0.7) (77.8)% 8.1
 3.9
 3.1
 3.9
 11.4
 8.7
 2.7
 31.0 % 0.3
 —
 0.3
 —% —
 —
 0.8
 (1.8) 1.1
 (1.8) 2.9
 (161.1)%
Marketing, general and administrative —
 —
 —
 — % —
 —
 94.9
 92.5
 94.9
 92.5
 2.4
 2.6 % —
 —
 —
 —% —
 —
 92.6
 100.5
 92.6
 100.5
 (7.9) (7.9)%
 518.2
 489.9
 28.3
 5.8 % 28.8
 17.3
 126.5
 126.4
 673.5
 633.6
 39.9
 6.3 % 418.4
 408.5
 9.9
 2.4% 5.2
 28.0
 118.8
 233.1
 542.4
 669.6
 (127.2) (19.0)%
                                                
Net operating income $690.2
 $655.5
 $34.7
 5.3 % $182.0
 $83.6
 $117.1
 $147.3
 $989.3
 $886.4
 $102.9
 11.6 %
                        
Other income (expenses):                                                
Interest expense and amortization of deferred financing costs, net of interest income                 (351.2) (339.8) (11.4) 3.4 %                 (221.1) (273.6) 52.5
 (19.2)%
Depreciation and amortization                 (560.9) (371.6) (189.3) 50.9 %                 (279.5) (403.3) 123.8
 (30.7)%
Equity in net income from unconsolidated joint ventures                 13.0
 26.5
 (13.5) (50.9)%                 7.3
 21.9
 (14.6) (66.7)%
Equity in net gain on sale of interest in unconsolidated joint venture/real estate                 15.8
 123.3
 (107.5) (87.2)%                 304.0
 16.2
 287.8
 1,776.5 %
Purchase price fair value adjustment                 40.1
 67.4
 (27.3) (40.5)%
Gain on sale of real estate, net                 176.0
 —
 176.0
 — %
Depreciable real estate reserves                 (19.2) —
 (19.2) 100.0 %
Gain on sale of investment in marketable securities                 —
 3.9
 (3.9) 100.0 %
Purchase price and other fair value adjustment                 57.4
 —
 57.4
 — %
(Loss) gain on sale of real estate, net                 (30.8) 73.2
 (104.0) (142.1)%
Depreciable real estate reserves and impairment                 (227.5) (178.5) (49.0) 27.5 %
Gain (loss) on sale of investment in marketable securities                 —
 3.3
 (3.3) (100.0)%
Loss on early extinguishment of debt                 —
 (32.4) 32.4
 (100.0)%                 (17.1) —
 (17.1) — %
Income from continuing operation                 302.9
 363.7
 (60.8) (16.7)%
Net income from discontinued operations                 0.4
 19.1
 (18.7) (97.9)%
Gain on sale of discontinued operations                 14.1
 163.1
 (149.0) (91.4)%
Loan loss and other investment reserves, net of recoveries                 (6.8) —
 (6.8) — %
Net income                 $317.4
 $545.9
 $(228.5) (41.9)%                 $270.9
 $101.1
 $169.8
 168.0 %
Rental, Escalation and Reimbursement Revenues
Rental revenues increaseddecreased primarily as a result of the properties acquiredDisposed Properties ($107.053.2 million), which includedincluding the consolidationpartial sale and deconsolidation of 388-390 Greenwich Street ($58.1 million), as discussed below, and1515 Broadway, along with the acquisitiondeconsolidation of 11 Madison919 Third Avenue ($33.9190.6 million), an. The decrease was partially offset by increased revenue at our Same-Store properties ($16.2 million).

4544
Table of Contents


increase in occupancy at our Same-Store Properties ($33.8 million) and an increase in occupancy at two properties that were placed into service ($9.2 million). This increase was partially offset by vacating the properties that comprise the One Vanderbilt development site ($16.6 million).
In May 2014, we acquired our joint venture partner's interest in 388-390 Greenwich Street thereby assuming full ownership of this triple net lease property. As a result of this acquisition, we consolidated the results of operations of this property beginning in May 2014. Prior to May 2014, we accounted for our investments in 388-390 Greenwich Street under the equity method of accounting. In January 2016, Citigroup, Inc. exercised its option to purchase 388-390 Greenwich Street for $2.0 billion, net of any unfunded tenant concessions. The closing is scheduled for December 2017 and is subject to customary closing conditions.
Escalation and reimbursement revenue increaseddecreased primarily as a result of higher real estate tax recoveriesthe partial sale and deconsolidation of 1515 Broadway and the deconsolidation of 919 Third Avenue ($10.8 million) at the Same-Store Properties attributable to an increase in the related real estate tax expense and properties recently acquired ($6.556.3 million), partially offset by vacating the properties that comprise the One Vanderbilt development site ($3.0 million).
Occupancy inhigher recoveries at our Same-Store Manhattan consolidated office operating portfolio, excluding leases signed but not yet commenced, increased to 96.5% at December 31, 2015 as compared to 94.8% at December 31, 2014. Occupancy for our Same-Store Suburban consolidated office operating portfolio, excluding leases signed but not yet commenced, increased to 80.6% at December 31, 2015 as compared to 80.1% at December 31, 2014.properties ($6.6 million).
The following table presents a summary of the commenced leasing activity for the year ended December 31, 20152018 in our Manhattan and Suburban portfolio:
Useable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Usable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Manhattan 
  
  
  
  
  
  
 
  
  
  
  
  
  
Space available at beginning of the period1,030,205
  
  
  
  
  
  
Space available at beginning of the year1,502,238
  
  
  
  
  
  
Property no longer in redevelopment79,192
            
Sold Vacancies(16,733)            (57,385)            
Properties placed in service721,525
            67,917
            
Space which became available during the period(3)
   
  
  
  
  
  
Acquired vacancies51,583
            
Property in redevelopment             
Space which became available during the year(3)
   
  
  
  
  
  
• Office761,437
  
  
  
  
  
  
1,009,099
  
  
  
  
  
  
• Retail36,965
  
  
  
  
  
  
14,692
  
  
  
  
  
  
• Storage5,582
  
  
  
  
  
  
4,744
  
  
  
  
  
  
803,984
  
  
  
  
  
  
1,028,535
  
  
  
  
  
  
Total space available2,538,981
  
  
  
  
  
  
2,672,080
  
  
  
  
  
  
Leased space commenced during the period: 
  
  
  
  
  
  
Leased space commenced during the year: 
  
  
  
  
  
  
• Office(4)
1,041,924
 1,121,177
 $62.52
 $52.99
 $73.79
 6.2
 10.6
1,220,716
 1,333,727
 $67.20
 $63.32
 $69.17
 5.8
 14.0
• Retail92,807
 90,842
 $301.00
 $180.80
 $195.27
 2.2
 12.1
35,125
 34,865
 $90.77
 $194.72
 $148.12
 9.0
 12.2
• Storage8,283
 9,167
 $20.26
 $25.14
 $2.18
 1.6
 9.7
6,227
 7,810
 $28.99
 $25.97
 $—
 0.3
 5.1
Total leased space commenced1,143,014
 1,221,186
 $79.94
 $61.65
 $82.29
 5.8
 10.7
1,262,068
 1,376,402
 $67.58
 $65.00
 $70.78
 5.9
 13.9
                          
Total available space at end of period1,395,967
  
  
  
  
  
  
Total available space at end of year1,410,012
  
  
  
  
  
  
                          
Early renewals 
    
  
  
  
  
 
    
  
  
  
  
• Office406,764
 432,349
 $69.08
 $59.00
 $18.83
 1.4
 6.6
362,783
 423,632
 $79.74
 $73.07
 $30.16
 4.6
 6.8
• Retail83,138
 81,531
 $52.13
 $43.01
 $—
 0.1
 9.6
34,173
 34,015
 $94.04
 $104.44
 $58.80
 —
 12.9
• Storage993
 1,055
 $29.20
 $28.75
 $—
 —
 3.2
12,166
 12,501
 $6.65
 $6.64
 $—
 0.2
 6.3
Total early renewals490,895
 514,935
 $66.32
 $56.41
 $15.81
 1.2
 7.1
409,122
 470,148
 $78.83
 $73.58
 $31.43
 4.2
 7.2
                          
Total commenced leases, including replaced previous vacancy 
  
           
  
          
• Office  1,553,526
 $64.34
 $55.53
 $58.50
 4.8
 9.5
  1,757,359
 $70.22
 $66.99
 $59.77
 5.6
 12.3
• Retail 
 172,373
 $183.29
 $90.82
 $102.91
 1.2
 10.9
 
 68,880
 $92.39
 $125.16
 $104.01
 4.5
 12.5
• Storage 
 10,222
 $21.18
 $26.74
 $1.96
 1.5
 9.0
 
 20,311
 $15.24
 $10.89
 $—
 0.3
 5.9
Total commenced leases 
 1,736,121
 $75.90
 $59.30
 $62.57
 4.4
 9.6
 
 1,846,550
 $70.44
 $68.39
 $60.76
 5.5
 12.2

4645
Table of Contents


Useable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Usable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Suburban 
  
  
  
  
  
  
 
  
  
  
  
  
  
Space available at beginning of period1,128,724
  
  
  
  
  
  
Space available at beginning of year655,672
  
  
  
  
  
  
Sold Vacancies(93,187)            (502,366)            
Properties placed in service64,510
            
Space which became available during the period(3)
   
  
  
  
  
  
Space which became available during the year(3)
   
  
  
  
  
  
• Office580,216
  
  
  
  
  
  
172,144
  
  
  
  
  
  
• Retail3,673
  
  
  
  
  
  
2,693
  
  
  
  
  
  
• Storage3,972
  
  
  
  
  
  
4,056
  
  
  
  
  
  
587,861
  
  
  
  
  
  
178,893
  
  
  
  
  
  
Total space available1,687,908
  
  
  
  
  
  
332,199
  
  
  
  
  
  
Leased space commenced during the period: 
    
  
  
  
  
Leased space commenced during the year: 
    
  
  
  
  
• Office(5)
506,197
 507,009
 $32.01
 $34.81
 $39.03
 5.7
 7.6
125,629
 124,899
 $33.99
 $36.38
 $19.42
 3.1
 5.7
• Retail1,922
 1,732
 $81.70
 $31.17
 $64.72
 1.8
 7.8
2,385
 2,685
 $29.60
 $17.00
 $—
 5
 7.6
• Storage4,414
 4,678
 $14.04
 $12.16
 $—
 0.0
 4.1
1,705
 1,816
 $13.74
 $12.36
 $—
 —
 3.5
Total leased space commenced512,533
 513,419
 $32.02
 $34.47
 $38.76
 5.7
 7.6
129,719
 129,400
 $33.61
 $35.84
 $18.74
 3.1
 5.7
             

 

 

 

      
Total available space at end of the period1,175,375
  
          
Total available space at end of the year461,918
  
          
             

            
Early renewals 
  
           
  
          
• Office223,752
 221,098
 $33.65
 $33.59
 $19.24
 2.7
 4.7
195,623
 197,514
 $28.68
 $31.40
 $24.22
 8.3
 7.3
• Retail—
 —
 $—
 $—
 $—
 —
 —
50,585
 50,585
 $7.64
 $7.66
 $—
 9.0
 12.2
• Storage125
 125
 $10.00
 $10.00
 $—
 —
 3.8
2,000
 2,000
 $11.00
 $11.00
 $—
 —
 7.6
Total early renewals223,877
 221,223
 $33.64
 $33.57
 $19.23
 2.7
 4.7
248,208
 250,099
 $24.29
 $26.43
 $19.13
 8.4
 8.3
             

 

          
Total commenced leases, including replaced previous vacancy 
  
  
  
  
  
   
  
  
  
  
  
  
• Office 
 728,107
 $32.51
 $23.39
 $33.02
 3.7
 5.3
 
 322,413
 $30.74
 $32.78
 $22.36
 6.3
 6.7
• Retail 
 1,732
 $81.70
 $12.66
 $64.72
 1.0
 2.8
 
 53,270
 $8.74
 $7.80
 $—
 8.8
 12.0
• Storage 
 4,803
 $13.94
 $—
 $—
 —
 3.7
 
 3,816
 $12.31
 $11.49
 $—
 —
 5.7
Total commenced leases 
 734,642
 $32.50
 $23.18
 $32.88
 3.6
 5.3
 
 379,499
 $27.47
 $28.66
 $18.99
 6.6
 7.4

(1)Annual initial base rent.
(2)Escalated rent is calculated as total annual income less electric charges.
(3)Includes expiring space, relocating tenants and move-outs where tenants vacated. Excludes lease expirations where tenants held over.
(4)Average starting office rent excluding new tenants replacing vacancies was $71.15$72.42 per rentable square feet for 590,1521,127,841 rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was $64.91$66.29 per rentable square feet for 1,022,501629,518 rentable square feet.
(5)Average starting office rent excluding new tenants replacing vacancies was $36.34$30.05 per rentable square feet for 252,177217,842 rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was $33.64$32.17 per rentable square feet for 473,275104,571 rentable square feet.
At December 31, 2015, 3.6% and 10.8% of the office space leased at our consolidated Manhattan and Suburban operating properties, respectively, is expected to expire during 2016. Based on our estimates at December 31, 2015, the current market asking rents on these expected 2016 lease expirations at our consolidated Manhattan operating properties are 14.1% higher than the existing in-place fully escalated rents while the current market asking rents on all of our consolidated Manhattan operating properties are 16.3% higher than the existing in-place fully escalated rents on leases that are scheduled to expire in all future years. Based on our estimates at December 31, 2015, the current market asking rents on these expected 2016 lease expirations at our consolidated Suburban operating properties are 8.7% higher than the existing in-place fully escalated rents while the current market asking rents on all of our consolidated Suburban operating properties are 7.4% higher than the existing in-place fully escalated rents on leases that are scheduled to expire in all future years.

47
Table of Contents


Investment Income
Investment income increased primarily as a result of new originations, a larger weighted average book balance, and higher average investment balances foracceleration of previously unrecognized fees as a result of sales, redemptions, modifications or syndications ($1.3 million).
For the year ended December 31, 2015. For the twelve months ended December 31, 2015,2018, the weighted average debt and preferred equity investment balance outstanding and weighted average yield were $1.7$2.1 billion and 10.3%9.0%, respectively, comparedrespectively. Excluding our investment in Two Herald Square which was put on non-accrual in August 2017, the weighted average debt and preferred equity investment balance outstanding and weighted average yield for the year ended December 31, 2017 were to $1.4$1.9 billion and 10.5%9.3%, respectively, for the same period in 2014. In addition, we recognized additional income as a result of the early repayment of certain mortgage and mezzanine positions ($2.5 million) and the sale of a junior mortgage position ($1.2 million). This increase was partially offset by additional income recognized in 2014 on a mezzanine investment for which the underlying property was sold in June 2014 ($10.1 million) and a financing receivable on which we began accruing interest following the completion of the development of the underlying property ($5.3 million).respectively. As of December 31, 2015,2018, the debt and preferred equity investments had a weighted average term to maturity of 1.71.8 years as compared to a weighted average term to maturity of 2.0 years as of December 31, 2014.excluding extension options.
Other Income
Other income increased primarily as a result of lease termination income earned at our same-store properties ($20.2 million), which included 919 Third Avenue ($12.5 million), a non-recurring fee related to the settlement of a previous investment ($6.5 million), a tax benefit related to our taxable REIT subsidiary ($5.3 million), a non-recurring fee received from a current tenant ($3.5 million), and a bankruptcy settlement received from a former tenant ($2.7 million). This increase was partially offset by promote income earned in 2014fees recognized in connection with the salerecapitalization of our joint venture interest in 747 Madison Avenue and 180 Broadway in 2014 ($13.6 million), incentive income received from a joint venture investment in 2014property ($7.65.8 million), lower contributions from Service Corporationreal estate tax refunds at our Same-Store Properties ($8.03.2 million), lease termination income ($2.9 million),

46
Table of Contents


and a one-time fee earnedpromote income related to the sale of 1274 Fifth Avenue ($2.1 million), partially offset by net fees recognized in connection with the restructuring of one of our debt investments in 2014One Vanderbilt joint venture ($5.78.4 million).
Property Operating Expenses
Property operating expenses increaseddecreased primarily as a result of higher operating expensesthe partial sale and deconsolidation of 1515 Broadway, the deconsolidation of 919 Third Avenue ($103.2 million) and the Disposed Properties ($22.8 million), which was partially offset by increased real estate taxes at theour Same-Store Properties ($28.3 million) and properties recently acquired ($14.4 million), partially offset by a decrease from vacating the properties that comprise the One Vanderbilt development site ($9.0 million). The increase in property operating expenses at the Same-Store Properties was primarily attributable to higher real estate taxes ($15.7 million), repairs and maintenance ($12.0 million) and professional fees ($2.28.0 million).
Marketing, General and Administrative Expenses
Marketing, general and administrative expenses decreased by $7.9 million to $92.6 million for the year ended December 31, 2015 were $94.9 million,2018, or 5.0%5.2% of total combined revenues, including our share of joint venture revenues, and 44 basis points of total combined assets, including our share of joint venture assets compared to $92.5$100.5 million, or 5.3% of total revenues including our share of joint venture revenues, and 49 basis points of total assets including our share of joint venture assets for 2014.the year ended December 31, 2017.
Interest Expense and Amortization of Deferred Financing Costs, Net of Interest Income
Interest expense and amortization of deferred financing costs, net of interest income, increaseddecreased primarily as a result of the acquisitionpartial sale and deconsolidation of our joint venture partner's interest in May 2014 and a new mortgage at 388-390 Greenwich Street1515 Broadway ($16.4 million), increased borrowings on the 2012 credit facility ($10.9 million), and a new mortgage related to the acquisition of 11 Madison Avenue ($12.8 million). These increases were partially offset the repayment of the mortgages at 625 Madison Avenue ($8.433.0 million) and 125 Parkthe deconsolidation of 919 Third Avenue ($4.326.5 million) during the fourth quarter of 2014 and 711 Third ($4.8 million) during the first quarter of 2015, the capitalization of interest relating to properties under development ($4.4 million), the redemption of a preferred equity investment which secured a loan ($3.1 million) during the fourth quarter of 2014, and the repayment of 5.875% senior notes issued by ROP in August 2014 ($2.8 million) at their maturity.. The weighted average consolidated debt balance outstanding increased to $9.2was $5.7 billion for the year ended December 31, 2015 from $8.72018 as compared to $6.6 billion for the year ended December 31, 2014.2017. The consolidated weighted average interest rate decreasedincreased to 3.78%4.06% for the year ended December 31, 2015 from 4.24%2018 as compared to 4.00% for the year ended December 31, 2014.2017 as a result of an increase in LIBOR.
Depreciation and Amortization
Depreciation and amortization increaseddecreased primarily as a result of accelerated depreciation expense related185 Broadway which was moved to vacatingdevelopment ($50.4 million) in the properties that comprisefirst quarter of 2018, the One Vanderbilt development sitedeconsolidation of 919 Third Avenue, the partial sale and deconsolidation of 1515 Broadway ($138.160.6 million), the consolidation of 388-390 Greenwich Street in 2014 ($31.2 million), and the acquisition of 11 Madison in August 2015Disposed Properties ($11.1 million), partially offset by the write-off of certain tenant improvements and value for in-place leases associated with a former tenant in 2014 ($3.422.4 million).
Equity in Net Income in Unconsolidated Joint Venture/Real Estate
Equity in net income from unconsolidated joint ventures decreased primarily as a result of lower net income contributions from 388-390 Greenwichthe repayment and redemption of certain debt and preferred equity positions accounted for under the equity method ($7.6 million) as a result of our acquisition of our joint venture partner's interest in May 2014, the refinancing and early prepayment of 3 Columbus Circle in the first quarter of 2015 ($3.68.7 million), an increase in net loss recognized as a resultand the sale of the acquisition of additional interests in 1745 Broadway in the fourthsecond quarter of 20142018 ($2.32.9 million), a decrease in the capitalization of costs for 280 Park Avenue ($1.9 million), and the disposition of 180 Broadway in September 2014 ($1.6

48
Table of Contents


million). This decrease was partially offset by higher contributions from debtthe partial sale and preferred equity investments that were originated during 2014deconsolidation of 1515 Broadway and have been accounted for as equity investments ($3.3 million), the net loss recognized in 2014 from the West Coast portfolio ($2.4 million), the refinancing and early prepayment in 2014deconsolidation of 100 Park919 Third Avenue ($2.0 million) and an increase in occupancy at 600 Lexington Avenue ($1.26.6 million).
Equity in Net Gain on Sale of Interest in Unconsolidated Joint Ventures
During the year ended December 31, 2015,2018, we recognized a gain on sale related to our joint venture interests in 3 Columbus Circle ($160.4 million), 724 Fifth Avenue ($64.6 million), 1745 Broadway ($52.0 million), 175-225 Third Avenue ($19.5 million), 720 Fifth Avenue ($6.3 million) and Jericho Plaza ($0.1 million), and a loss related to the sale of our interest in Stonehenge Village ($5.7 million).
Purchase price and other fair value adjustments
In January 2018, the partnership agreement for our investment in 919 Third Avenue was modified resulting in our partner now having substantive participating rights in the venture and the Company no longer having a controlling interest in the investment. As a result the investment in this property was deconsolidated as of January 1, 2018. The Company recorded its non-controlling interest at fair value resulting in a $49.3 million fair value adjustment in the consolidated statement of operations. This fair value was allocated to the assets and liabilities, including identified intangibles of the property.
In May, 2018, the Company was the successful bidder at the foreclosure of 2 Herald Square, at which time the Company's $250.5 million outstanding principal balance on its debt and preferred equity investment and $7.7 million accrued interest balance receivables were credited to our equity investment in the property. We recorded the assets acquired and liabilities assumed at fair value. This resulted in the recognition of a fair value adjustment of $8.1 million, which is reflected on the Company's consolidated statement of operations within purchase price and other fair value adjustments. This fair value was allocated to the assets and liabilities, including identified intangibles of the property.
(Loss) Gain on Sale of Real Estate, Net
During the year ended December 31, 2018, we recognized a gain on sale related to our interests in 600 Lexington ($23.8 million) and we recognized a loss on sale related to our interest in 300-400 Summit Lake Drive ($36.2 million), 635 Madison ($14.1 million), Reckson Executive Park ($2.6 million) and 115-117 Stevens Avenue ($0.7 million). During the year ended December 31, 2017, we recognized a gain on sale associated with the sale of our joint venture interestthe property at 315 West 36th16 Court Street ($16.364.9 million), and the partial sale of the property at 102 Greene Street ($4.9 million). This gain was partially offset by a loss on the sale of our joint venture interest at885

47
Table of Contents


Third Avenue ($8.8 million) which closed in 2016, but was only recognized in the Meadowssecond quarter of 2017 due to the sale not meeting the criteria for sale accounting under the full accrual method in ASC 360-20 until the second quarter of 2017.
Depreciable Real Estate Reserves and Impairment
During the year ended December 31, 2018, we recorded a charge related to 5 suburban office properties comprised of 13 buildings ($1.6221.9 million), which the company has stated it intends to dispose of, and a charge related to the Upper East Side Residential Assemblage ($5.8 million). During the year ended December 31, 20142017, we recognized gainsrecorded a $178.5 million of depreciable real estate reserves and impairment related to Reckson Executive Park, Stamford Towers, 125 Chubb Avenue in Lyndhurst, NJ, 115-117 Stevens Avenue in Valhalla, New York, 520 White Plains Road in Tarrytown, NY, and our investment in Jericho Plaza.
Loss on the saleearly extinguishment of a portfolio of office properties primarily in Southern California, or the "West Coast portfolio" ($85.6 million), the sale of partnership interests in 21 West 34th Street ($20.9 million), the sale of the joint venture property at 180 Broadway ($16.5 million) and the sale of condominium units at 248 Bedford Avenue, Brooklyn ($1.5 million).debt
Purchase Price Fair Value Adjustment
The purchase price fair value adjustment for the year ended December 31, 2015 was attributable to the acquisition of our joint venture partner's interest in 600 Lexington Avenue. The purchase price fair value adjustment for the year ended December 31, 2014 was attributable to the acquisition of our joint venture partner's interest in 388-390 Greenwich Street.
Gain on Sale of Real Estate
During the year ended December 31, 2015,2018, we recognized a gainloss on sale associated withearly extinguishment of debt as a result of the salesearly repayment of 120 West 45th Street ($58.6 million), an 80% interest in 131-137 Spring Street ($101.1 million), 570 & 574 Fifththe debt at One Madison Avenue ($24.614.9 million), and a loss on the sale of 885 Third Avenuemortgage at 220 East 42nd ($6.62.2 million).
Depreciable Real Estate ReservesLoan loss and other investment reserves, net of recoveries
During the year ended December 31, 2015,2018, we recordedrecognized a $19.2 million charge in connection withloss related to two of our debt and preferred equity positions ($5.8 million) that are being marketed for sale, and the repayment of an investment pursuant to the sale of 140-150 Grand Street.
Loss on Early Extinguishment of Debt
Loss on early extinguishment of debt for the year ended December 31, 2014 was primarily attributable to the refinancing of the mortgage at 420 Lexington Avenuea property ($24.5 million) and the early repayment of the mortgage at 625 Madison Avenue ($6.91.1 million).
Discontinued Operations
Discontinued operations for the year ended December 31, 2015 included the gain recognized on the sale of 180 Maiden Lane ($17.0 million) and the related results of operations. Discontinued operations for the year ended December 31, 2014 included the gains recognized on the sale of 673 First Avenue ($117.6 million), 985-987 Third Avenue ($29.8 million), and 2 Herald Square ($18.8 million), and the results of operations of these properties and other properties that were held for sale or sold as of December 31, 2014.

49
Table of Contents


Comparison of the year ended December 31, 20142017 to the year ended December 31, 20132016
The following comparison for the year ended December 31, 2014,2017, or 2014,2017, to the year ended December 31, 2013,2016, or 2013,2016, makes reference to the following:  (i) the effect of the “Same-Store Properties,” which represents all operating properties owned by us at January 1, 2013 and still owned by us at December 31, 2014 and totaled 57 of our 76 consolidated operating properties, representing 80% of our share of annualized cash rent, (ii) the effect of the “Acquisition Properties,” which represents all properties or interests in properties acquired in 2014 and 2013 and all non-Same-Store Properties, including properties that are under development, redevelopment or deconsolidated during the period, and (iii) “Other,” which represents corporate level items not allocable to specific properties, as well as the Service Corporation and eEmerge Inc. Any assets sold or held for sale are excluded from the income from continuing operations and from the following discussion.following: 

i.“Same-Store Properties,” which represents all operating properties owned by us at January 1, 2016 and still owned by us in the same manner at December 31, 2017 (Same-Store Properties totaled 43 of our 60 consolidated operating properties),
ii.“Acquisition Properties,” which represents all properties or interests in properties acquired in 2017 and 2016 and all non-Same-Store Properties, including properties that are under development or redevelopment,
iii."Disposed Properties" which represents all properties or interests in properties sold in 2017 and 2016, and
iv.“Other,” which represents properties where we sold an interest resulting in deconsolidation and corporate level items not allocable to specific properties, as well as the Service Corporation and eEmerge Inc.

  Same-Store Acquisition Other Consolidated
(in millions) 2014 2013 
$
Change
 
%
Change
 2014 2013 2014 2013 2014 2013 
$
Change
 
%
Change
                         
Rental revenue $983.2
 $955.9
 $27.3
 2.9 % $136.9
 $42.8
 $0.9
 $(1.9) $1,121.0
 $996.8
 $124.2
 12.5 %
Escalation and reimbursement 153.4
 148.0
 5.4
 3.6 % 9.6
 7.2
 1.4
 0.8
 164.4
 156.0
 8.4
 5.4 %
Investment income —
 —
 —
 — % 0.3
 —
 178.5
 193.8
 178.8
 193.8
 (15.0) (7.7)%
Other income 5.1
 5.7
 (0.6) (10.5)% 0.3
 0.5
 50.4
 18.3
 55.8
 24.5
 31.3
 127.8 %
Total revenues 1,141.7
 1,109.6
 32.1
 2.9 % 147.1
 50.5
 231.2
 211.0
 1,520.0
 1,371.1
 148.9
 10.9 %
                         
Property operating expenses 483.0
 472.3
 10.7
 2.3 % 35.8
 26.4
 13.6
 13.0
 532.4
 511.7
 20.7
 4.0 %
Transaction related costs, net of recoveries 0.1
 0.1
 0.0
 0.0 %
 4.7
 3.3
 3.9
 0.6
 8.7
 4.0
 4.7
 117.5 %
Marketing, general and administrative —
 —
 —
 — % —
 —
 92.5
 86.2
 92.5
 86.2
 6.3
 7.3 %
  483.1
 472.4
 10.7
 2.3 % 40.5
 29.7
 110.0
 99.8
 633.6
 601.9
 31.7
 5.3 %
                         
Net operating income $658.6
 $637.2
 $21.4
 3.4 % $106.6
 $20.8
 $121.2
 $111.2
 $886.4
 $769.2
 $117.2
 15.2 %
                         
Other income (expenses):                        
Interest expense and amortization of deferred financing costs, net of interest income                 (339.8) (326.7) (13.1) 4.0 %
Depreciation and amortization                 (371.6) (324.5) (47.1) 14.5 %
Equity in net income from unconsolidated joint ventures                 26.5
 9.9
 16.6
 167.7 %
Equity in net gain on sale of interest in unconsolidated joint venture/real estate                 123.3
 3.6
 119.7
 3,325.0 %
Purchase price fair value adjustment                 67.4
 (2.3) 69.7
 3,030.4 %
Gain on sale of investment in marketable securities                 3.9
 —
 3.9
 100.0 %
Loss on early extinguishment of debt                 (32.4) (18.5) (13.9) 75.1 %
Income from continuing operation                 363.7
 110.7
 253.0
 228.5 %
Net income from discontinued operations                 19.1
 25.7
 (6.6) (25.7)%
Gain on sale of discontinued operations                 163.1
 14.9
 148.2
 994.6 %
Net income                 $545.9
 $151.3
 $394.6
 260.8 %
In May 2014, we acquired our joint venture partner's interest in 388-390 Greenwich Street thereby assuming full ownership of this triple net lease property. As a result of this acquisition, we consolidated the results of operations of this property beginning in May 2014. Prior to May 2014, we accounted for our investments in 388-390 Greenwich Street under the equity method of accounting.

5048
Table of Contents


  Same-Store Disposed Other Consolidated
(in millions) 2017 2016 
$
Change
 
%
Change
 2017 2016 2017 2016 2017 2016 
$
Change
 
%
Change
Rental revenue $961.8
 $942.6
 $19.2
 2.0 % $121.1
 $360.7
 $18.1
 $20.5
 $1,101.0
 $1,323.8
 $(222.8) (16.8)%
Escalation and reimbursement 131.4
 142.0
 (10.6) (7.5)% 40.1
 52.7
 1.4
 2.2
 172.9
 196.9
 (24.0) (12.2)%
Investment income —
 —
 —
 — % —
 —
 193.9
 213.0
 193.9
 213.0
 (19.1) (9.0)%
Other income 8.9
 6.8
 2.1
 30.9 % 0.5
 94.3
 34.3
 29.2
 43.7
 130.3
 (86.6) (66.5)%
Total revenues 1,102.1
 1,091.4
 10.7
 1.0 % 161.7
 507.7
 247.7
 264.9
 1,511.5
 1,864.0
 (352.5) (18.9)%
                         
Property operating expenses 482.6
 474.2
 8.4
 1.8 % 65.3
 98.7
 23.0
 21.6
 570.9
 594.5
 (23.6) (4.0)%
Transaction related costs —
 —
 —
 — % —
 —
 (1.8) 7.5
 (1.8) 7.5
 (9.3) (124.0)%
Marketing, general and administrative —
 —
 —
 — % —
 —
 100.5
 99.8
 100.5
 99.8
 0.7
 0.7 %
  482.6
 474.2
 8.4
 1.8 % 65.3
 98.7
 121.7
 128.9
 669.6
 701.8
 (32.2) (4.6)%
                         
Operating income before equity in net income from unconsolidated joint ventures $619.5
 $617.2
 $2.3
 0.4 % $96.4
 $409.0
 $126.0
 $136.0
 $841.9
 $1,162.2
 $(320.3) (27.6)%
                         
Other income (expenses):                        
Interest expense and amortization of deferred financing costs, net of interest income                 (273.6) (345.8) 72.2
 (20.9)%
Depreciation and amortization                 (403.3) (821.0) 417.7
 (50.9)%
Equity in net income from unconsolidated joint ventures                 21.9
 11.9
 10.0
 84.0 %
Equity in net gain on sale of interest in unconsolidated joint venture/real estate                 16.2
 44.0
 (27.8) (63.2)%
Gain on sale of real estate, net                 73.2
 238.1
 (164.9) (69.3)%
Depreciable real estate reserves and impairment                 (178.5) (10.4) (168.1) 1,616.3 %
Gain (loss) on sale of investment in marketable securities                 3.3
 (0.1) 3.4
 (3,400.0)%
Net income                 $101.1
 $278.9
 $(177.8) (63.8)%
Rental, Escalation and Reimbursement Revenues
Rental revenues increaseddecreased primarily as a result of the properties acquiredDisposed Properties ($103.9239.7 million), which included the consolidation of 388-390 Greenwich Street and the effect of the partial sale and deconsolidation of 11 Madison Avenue in the third quarter of 2016. This decrease was offset by increased rental revenue at Same-Store Properties ($71.719.1 million), and an increaseby 1515 Broadway which, in occupancy at our Same-Store Properties2016, recognized accounting write-offs ($27.317.4 million), as discussed below, partially offset by a reduction in revenues from operating properties that went into development or redevelopment during 2014 ($8.9 million). related to the space previously leased to Aeropostale following the tenant's bankruptcy.
Escalation and reimbursement revenue increaseddecreased primarily as a result of higherDisposed Properties ($12.7 million) and lower recoveries at theour Same-Store Propertiesproperties ($5.4 million) and the Acquisition Properties ($2.4 million). The increase in escalation and reimbursement revenue at the Same-Store Properties was primarily a result of higher real estate recoveries ($7.0 million), partially offset by lower operating expense escalations and electric reimbursements ($1.610.6 million).
Physical occupancy in our Same-Store Manhattan consolidated office portfolio, excluding leases signed but not yet commenced, increased to 94.8% at December 31, 2014 as compared to 94.2% at December 31, 2013. Occupancy for our Suburban office consolidated portfolio, excluding leases signed but not yet commenced, increased to 80.7% at December 31, 2014 as compared to 78.5% at December 31, 2013.
The following table presents a summary of the commenced leasing activity for the year ended December 31, 20142017 in our Manhattan and Suburban portfolio:

 
Useable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Manhattan 
  
  
  
  
  
  
Vacancy at beginning of year1,155,271
  
  
  
  
  
  
Sold vacancies(3,653)            
Properties under development(61,123)            
Properties placed in service155,684
            
Space which became available during the year(3)   
  
  
  
  
  
•       Office873,422
  
  
  
  
  
  
•       Retail14,649
  
  
  
  
  
  
•       Storage3,299
  
  
  
  
  
  
 891,370
  
  
  
  
  
  
Total space available2,137,549
  
  
  
  
  
  
Space leased during the year: 
  
  
  
  
  
  
•       Office(4)1,083,254
 1,185,062
 $56.27
 $50.66
 $63.32
 4.5
 9.1
•       Retail21,077
 21,321
 $113.17
 $116.99
 $38.93
 5.0
 14.4
•       Storage3,013
 3,317
 $26.03
 $27.57
 $5.36
 —
 9.1
Total space leased1,107,344
 1,209,700
 $57.19
 $51.39
 $62.73
 4.5
 9.2
              
Total available space at end of year1,030,205
  
  
  
  
  
  
              
Early renewals 
  
  
  
  
  
  
•       Office607,074
 655,513
 $67.77
 $56.93
 $45.34
 1.2
 10.5
•       Retail20,973
 21,214
 $151.90
 $120.21
 $25.44
 0.20
 10.6
•       Storage8,120
 8,087
 $30.85
 $25.39
 $2.86
 —
 9.6
Total early renewals636,167
 684,814
 $69.94
 $58.52
 $44.22
 1.2
 10.5
              
Total commenced leases, including replaced previous vacancy 
  
          
•       Office 
 1,840,575
 $60.37
 $53.65
 $56.92
 3.3
 9.6
•       Retail 
 42,535
 $132.49
 $119.30
 $32.20
 2.6
 12.5
•       Storage 
 11,404
 $29.45
 $25.67
 $3.59
 —
 9.4
Total commenced leases 
 1,894,514
 $61.80
 $54.85
 $56.04
 3.3
 9.7

5149
Table of Contents


Useable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Usable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Suburban 
  
  
  
  
  
  
Vacancy at beginning of period1,069,848
  
  
  
  
  
  
Properties placed in service112,921
            
Space which became available during the year(3)   
  
  
  
  
  
Manhattan 
  
  
  
  
  
  
Space available at beginning of the year1,149,571
  
  
  
  
  
  
Space which became available during the year(3)
   
  
  
  
  
  
• Office425,313
  
  
  
  
  
  
1,181,119
  
  
  
  
  
  
• Retail1,385
  
  
  
  
  
  
29,739
  
  
  
  
  
  
• Storage1,362
  
  
  
  
  
  
16,594
  
  
  
  
  
  
428,060
  
  
  
  
  
  
1,227,452
  
  
  
  
  
  
Total space available1,610,829
  
  
  
  
  
  
2,377,023
  
  
  
  
  
  
Space leased during the year: 
  
  
  
  
  
  
• Office(5)476,392
 485,900
 $30.16
 $30.34
 $39.14
 5.5
 8.0
Leased space commenced during the year: 
  
  
  
  
  
  
• Office(4)
806,688
 884,513
 $73.59
 $62.13
 $56.80
 4.6
 8.2
• Retail2,583
 2,583
 $23.23
 $23.23
 $1.00
 6.0
 10.5
33,257
 63,710
 $297.35
 $251.55
 $37.72
 6.5
 13.1
• Storage3,130
 3,205
 $6.90
 $11.27
 $—
 —
 3.9
34,840
 5,560
 $36.32
 $48.86
 $1.92
 1.9
 7.4
Total space leased482,105
 491,688
 $29.97
 $30.19
 $38.68
 5.4
 8.0
Total leased space commenced874,785
 953,783
 $88.32
 $82.88
 $55.20
 4.7
 8.5
                          
Total available space at end of the year1,128,724
  
          
Total available space at end of year1,502,238
  
  
  
  
  
  
                          
Early renewals 
  
           
    
  
  
  
  
• Office176,691
 180,037
 $33.52
 $33.82
 $24.61
 7.1
 8.7
281,039
 285,889
 $79.07
 $73.96
 $11.46
 1.9
 4.5
• Retail50,247.00
 50,247
 $17.78
 $16.79
 $—
 —
 5.0
45,652
 35,089
 $73.96
 $50.53
 $2.01
 0.1
 5.5
• Storage625
 625
 $18.00
 $14.00
 $—
 —
 10.0
2,730
 2,817
 $29.44
 $30.52
 $—
 1.3
 3.2
Total early renewals227,563
 230,909
 $30.06
 $30.06
 $19.19
 5.50
 7.9
329,421
 323,795
 $78.09
 $71.04
 $10.34
 1.7
 4.6
                          
Total commenced leases, including replaced previous vacancy 
  
  
  
  
  
  
 
  
          
• Office 
 665,937
 $31.07
 $31.99
 $35.21
 5.9
 8.2
  1,170,402
 $74.93
 $66.58
 $45.72
 3.9
 7.3
• Retail 
 52,830
 $18.05
 $17.10
 $—
 0.3
 5.3
 
 98,799
 $218.01
 $176.40
 $25.04
 4.2
 10.4
• Storage 
 3,830
 $8.71
 $12.61
 $—
 —
 4.9
 
 8,377
 $34.00
 $38.77
 $1.27
 1.7
 6.0
Total commenced leases 
 722,597
 $30.00
 $30.12
 $32.45
 5.5
 8.0
 
 1,277,578
 $85.73
 $78.42
 $43.83
 3.9
 7.5


50
Table of Contents


 
Usable
SF
 
Rentable
SF
 
New
Cash
Rent (per
rentable
SF) (1)
 
Prev.
Escalated
Rent (per
rentable
SF) (2)
 
TI/LC
per
rentable
SF
 
Free
Rent (in
months)
 
Average
Lease
Term (in
years)
Suburban 
  
  
  
  
  
  
Space available at beginning of year965,021
  
  
  
  
  
  
Sold Vacancies(222,250)            
Properties placed in service—
            
Space which became available during the year(3)
   
  
  
  
  
  
•       Office246,565
  
  
  
  
  
  
•       Retail1,338
  
  
  
  
  
  
•       Storage2,866
  
  
  
  
  
  
 250,769
  
  
  
  
  
  
Total space available993,540
  
  
  
  
  
  
Leased space commenced during the year: 
    
  
  
  
  
•       Office(5)
334,739
 345,633
 $31.62
 $35.13
 $34.99
 6.2
 7.5
•       Retail338
 338
 $33.00
 $33.00
 $—
 —
 5.0
•       Storage2,791
 2,858
 $17.42
 $13.92
 $10.13
 0.9
 4.7
Total leased space commenced337,868
 348,829
 $31.51
 $34.79
 $34.75
 6.2
 7.5
              
Total available space at end of the year655,672
  
          
              
Early renewals 
  
          
•       Office181,288
 183,331
 $32.21
 $32.86
 $8.05
 4.1
 4.2
•       Storage2,213
 2,213
 $17.01
 $16.52
 $—
 —
 4.8
Total early renewals183,501
 185,544
 $32.03
 $32.67
 $7.96
 4.0
 4.2
              
Total commenced leases, including replaced previous vacancy 
  
  
  
  
  
  
•       Office 
 528,964
 $31.83
 $33.76
 $25.65
 5.5
 6.3
•       Retail 
 338
 $33.00
 $33.00
 $—
 —
 5.0
•       Storage 
 5,071
 $17.24
 $15.31
 $5.71
 0.5
 4.7
Total commenced leases 
 534,373
 $31.69
 $33.51
 $25.45
 5.4
 6.3
(1)Annual initial base rent.
(2)Escalated rent is calculated as total annual income less electric charges.
(3)Includes expiring space, relocating tenants and move-outs where tenants vacated. Excludes lease expirations where tenants held over.
(4)Average starting office rent excluding new tenants replacing vacancies was $54.44$70.21 per rentable square feet for 717,498120,566 rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was $60.80$72.83 per rentable square feet for 1,373,011217,384 rentable square feet.
(5)Average starting office rent excluding new tenants replacing vacancies was $30.65$37.88 per rentable square feet for 199,43625,866 rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was $32.01$35.19 per rentable square feet for 379,47396,688 rentable square feet.
At December 31, 2014, 3.0% and 8.1% of the office space leased at our consolidated Manhattan and Suburban operating properties, respectively, is expected to expire during 2015. Based on our estimates at December 31, 2014, the current market asking rents on these expected 2015 lease expirations at our consolidated Manhattan operating properties are 15.9% higher than the existing in-place fully escalated rents while the current market asking rents on all of our consolidated Manhattan operating properties are 13.6% higher than the existing in-place fully escalated rents on leases that are scheduled to expire in all future years. Based on our estimates at December 31, 2014, the current market asking rents on these expected 2015 lease expirations at our consolidated Suburban operating properties are 0.5% higher than the existing in-place fully escalated rents while the current market asking rents on all of our consolidated Suburban operating properties are 3.2% higher than the existing in-place fully escalated rents on leases that are scheduled to expire in all future years.

52
Table of Contents


Investment Income
Investment income decreased primarily as a result of additional income recognized from the recapitalization of a lowerdebt investment ($41.0 million) in the third quarter of 2016, partially offset by income related to our preferred equity investment in 885 Third Avenue ($16.9 million) and a larger weighted average yield onbook balance. For the twelve months ended December 31, 2017, the weighted average debt and preferred equity portfolio, a gain on sale of 50% of our interest in one of our debt investments in 2013 ($12.9 million) and additional income from the repayment of one of our debt investments in 2013 ($6.4 million), partially offset by a higher investment balance in 2014 and additional income recognized on a mezzanine investment when the underlying property was sold in June 2014 ($10.1 million). The weighted average investment balance outstanding and weighted average yield were $1.4$1.9 billion and 10.5%9.3% excluding our investment in Two Herald Square which was put on non-accrual in August 2017, respectively, compared to $1.5 billion and 9.7%, respectively, for the year ended December 31, 2014 as compared to 1.3 billion and 11.2%, respectively, for the year ended December 31, 2013.same period in 2016. As of December 31, 2014, our2017, the debt and preferred equity investments had a weighted average term to maturity of 2.0 years.2.2 years excluding extension options and our investment in Two Herald Square.
Other Income 
Other income increaseddecreased primarily as a result of a higher contribution from Service Corporationthe termination fee earned in connection with the termination of the lease with Citigroup, Inc. at 388-390 Greenwich in 2016 ($15.494.0 million), and promote income earned in connection with the sale of our joint venture interests33

51
Table of Contents


Beekman in 747 Madison Avenue and 180 Broadwaythe second quarter of 2016 ($13.610.8 million), incentive income received from a joint venture investment ($7.6 million) and a fee earned. The decrease was partially offset by net fees recognized in connection with the restructuring of one of our debt investmentsOne Vanderbilt venture in 2017 ($5.7 million), partially offset by income from expense reimbursements in 2013 ($4.213.3 million).
Property Operating Expenses
Property operating expenses increaseddecreased primarily as a result of higher operating expensesDisposed Properties ($33.4 million) partially offset by increased real estate taxes at the Acquisition Properties ($16.7 million) and theour Same-Store Properties ($10.8 million), partially offset by lower operating expenses from operating properties that went into development or redevelopment during 2014 ($6.8 million). The increase in property operating expenses at the Same-Store Properties was mainly a result of higher real estate taxes ($9.9 million), which was driven by higher assessed values and tax rates, and payroll costs ($2.5 million), partially offset by lower repairs and maintenance ($1.0 million) and utility expenses ($0.78.2 million).
Transaction Related Costs Net of Recoveries
TransactionThe decrease in transaction related costs netin 2017 is primarily due to the adoption of recoveries, increased primarily as a resultASU No. 2017-01 in 2017, which clarified the definition of a higher volumebusiness and provided guidance to assist in determining whether transactions should be accounted for as acquisitions of investment activity duringassets or businesses. Following the year ended December 31, 2014adoption of the guidance, most of our real estate acquisitions are considered asset acquisitions and the reimbursement of transaction costs are therefore capitalized to the investment basis when they would have previously been expensed under the previous guidance. Transaction costs expensed in 2013.2017 relate primarily to transactions that are not moving forward for which any costs incurred are expensed.
Marketing, General and Administrative Expenses
Marketing, general and administrative expenses for the year ended December 31, 2017 were $100.5 million, including a $4.1 million charge related to forfeiture of the Company's 2014 were $92.5Outperformance Plan awards, or 5.3% of total combined revenues, including our share of joint venture revenues, and 53 basis points of total combined assets, including our share of joint venture assets compared to $99.8 million, or 5.3%4.7% of total revenues including our share of joint venture revenues, and 4953 basis points of total assets including our share of joint venture assets compared to $86.2 million, or 5.3% of total revenues including our share of joint venture revenues, and 50 basis points of totalcombined assets including our share of joint venture assets for the year ended December 31, 2013.2016.
Interest Expense and Amortization of Deferred Financing Costs, Net of Interest Income
Interest expense and amortization of deferred financing costs, net of interest income, increaseddecreased primarily as a result of the acquisition of our joint venture partner's interest and a new mortgage at 388-390 Greenwich StreetDisposed Properties ($27.9 million) and increased borrowings on the 2012 credit facility ($6.1 million), partially offset by an increase in capitalization of interest relating to properties under development or redevelopment ($8.1 million), decreased borrowings on our MRA ($1.8 million), the repayment of 5.875% senior notes in August 2014 ($1.7 million) and the refinancing of 220 East 42nd Street at a lower rate in October 2013 ($1.372.2 million). The weighted average consolidated debt balance outstanding increased from $6.8was $6.6 billion for the year ended December 31, 2013 to $8.12017 from $8.5 billion for the year ended December 31, 2014.2016. The consolidated weighted average interest rate decreased from 4.81%was 4.00% for the year ended December 31, 20132017 as compared to 4.24%3.82% for the year ended December 31, 2014.2016.
Depreciation and Amortization
Depreciation and amortization increased mainlydecreased primarily as a result of the AcquisitionDisposed Properties ($36.0448.9 million), which included the consolidation of 388-390 Greenwich Street ($18.3 million), and a write-off of certain tenant improvements and value for in-place leases associated with a former tenant in 2014 ($3.4 million). The remaining increase is primarily a result of increased capital expenditures at certain properties, partially offset by a write-offaccelerated amortization at 5-7 Dey Street, 183 & 187 Broadway upon the commencement of certain tenant improvements and value for in-place leases associated with a former tenant in 2013demolition of the properties ($4.732.0 million).
Equity in Net Income Fromin Unconsolidated Joint VenturesVenture/Real Estate
Equity in net income from unconsolidated joint ventures increased primarily as a result of net loss recognizedthe sale of a 40% interest in 2013 from11 Madison in the West Coast Office portfoliothird quarter of 2016 ($18.713.0 million), which interestsas well as higher net income contributions from 1745 Broadway ($7.3 million) and 605 West 42nd Street ($3.5 million) in 2017. These increases were soldpartially offset by lower net income contributions from 280 Park Avenue ($5.7 million) as a result of the write off of deferred financing costs in March 2014,conjunction with the refinancing of the debt on the property, reduced occupancy at 3 Columbus Circle ($3.9 million), and revenues from a debt and preferred equity investment that was originatedcontributed to a joint venture in the first quarter of 20142016, and repaid in the second quarter of 2017 ($6.92.7 million), which has been accounted for as an equity investment, and the commencement of leases following the completion of redevelopment in June 2013 at 180 Broadway ($1.3 million), which interests were sold in September 2014. This increase was partially offset by lower net income contributions from 388-390 Greenwich Street ($13.5 million) as a result of our acquisition of our joint venture partner's interest in May 2014 and the early redemption of our preferred equity investment in Herald Center ($3.9 million) in December 2013.

53
Table of Contents


Occupancy at our unconsolidated Manhattan office properties was 94.0% at December 31, 2014 and 90.7% at December 31, 2013. Occupancy at our unconsolidated Suburban office properties was 88.6% at December 31, 2014 and 87.2% at December 31, 2013. At December 31, 2014, 9.0% and 6.9% of the space leased at our unconsolidated Manhattan and Suburban operating properties, respectively, are expected to expire in 2015. At December 31, 2014, we estimate that current market asking rents on these expected 2015 lease expirations at our unconsolidated Manhattan and Suburban office properties are 14.1% higher and 2.1% lower, respectively, than then existing in-place fully escalated rents..
Equity in Net Gain on Sale of Interest in Unconsolidated Joint Ventures
During the year ended December 31, 2014,2016 we recognized gainsa gain on the sale of a portfolio of offices properties primarilyrelated to our interests in Southern California, or the "West Coast Office portfolio"747 Madison Avenue ($85.613.0 million), 102 Greene Street ($0.3 million) and part of our interest in the Stonehenge Portfolio ($0.9 million). The sale of partnership interests747 Madison, which occurred in 21 West 34th Street ($20.9 million),2014, did not meet the criteria for sale accounting at that time and, therefore, remained on our consolidated financial statement until the criteria was met in the second quarter of the joint venture property at 180 Broadway ($16.5 million) and the sale of condominium units at 248 Bedford Avenue, Brooklyn ($1.5 million).2017. During the year ended December 31, 2013,2016, in which we recognized gainsa gain on the sale of our partnership interestinterests in 27-29 West 34th33 Beekman Street ($7.633.0 million), 7 Renaissance Square ($4.2 million), 1 Jericho ($3.3 million) and from the sale of three properties in the West Coast Office portfolioEOP Denver ($2.13.1 million).
Purchase Price Fair Value AdjustmentGain on Sale of Real Estate, Net
The purchase price fair value adjustment we recognized forDuring the year ended December 31, 20142017, we recognized a gain on sale associated with the sale of the property at 16 Court Street ($64.9 million), and the partial sale of the property at 102 Greene Street ($4.9 million). This gain was attributablepartially offset by a loss on the sale of 885 Third Avenue ($8.8 million) which closed in 2016, but was only recognized in the second quarter of 2017 due to the acquisitionsale not meeting the criteria for sale accounting under the full accrual method in ASC 360-20 until the second quarter of our joint venture partner's interest in 388-390 Greenwich Street ($71.4 million), offset by the purchase price adjustment we recognized on the acquisition of the ground tenancy position at 752 Madison Avenue ($4.0 million). The purchase price fair value adjustment we recognized for2017. During the year ended December 31, 2013 was attributable to2016 we recognized a gain on sale associated with the acquisitionsales of 16 Court388-390 Greenwich ($206.5 million), a 49% interest in 400 East 57th Street ($23.9 million), 248-252 Bedford Avenue in Brooklyn, New York ($2.315.3 million).
Loss on Early Extinguishment of Debt
Loss on early extinguishment of debt for the year ended December 31, 2014 was primarily attributable to the refinancing of the mortgage at 420 Lexington Avenue ($24.5 million), and early repayment of the mortgage at 625a 40% interest in 11 Madison Avenue ($6.93.6 million). Loss on early extinguishment of debt for, partially offset by the year ended December 31, 2013 was attributable to the refinancing of the mortgage at 1515 Broadway.
Discontinued Operations
Discontinued operations for the year ended December 31, 2014 includes the gains recognizedloss on the sale of 673 First Avenue7 International Drive, Westchester County, NY ($117.66.9 million), 985-987 Third Avenue ($29.8 million), and 2 Herald Square ($18.8 million), and the results of operations of these properties and other properties that were held for sale or sold as of December 31, 2014. Discontinued operations for the year ended December 31, 2013 includes the gains recognized on the sale of 333 West 34th ($13.8 million) and 44 West 55th Street ($1.1 million). Prior period's results of operations of these held for sale or sold properties were included in the net income from discontinued operations to conform to the current presentation.


5452
Table of Contents


Reconciliation of Same-Store Operating Income to Net Operating Income
We present Same-Store net operating income, or Same-Store NOI, because we believe that this measure provides investors with useful information regarding the operating performance of properties that are comparable for the years presented. We determine Same-Store net operating income by subtracting Same-Store property operating expensesDepreciable Real Estate Reserves and ground rent from Same-Store rental revenues and other income. Our method of calculation may be different from methods used by other REITs, and, accordingly, may not be comparable to such other REITs. None of these measures is an alternative to net income (determined in accordance with GAAP) and Same-Store performance should not be considered an alternative to GAAP net income performance.Impairment
Comparison ofDuring the year ended December 31, 20152017, we recorded a $178.5 million of depreciable real estate reserves and impairment related to Reckson Executive Park, Stamford Towers, 125 Chubb Avenue in Lyndhurst, NJ, 115-117 Stevens Avenue in Valhalla, New York, 520 White Plains Road in Tarrytown, NY, and our investment in Jericho Plaza. During the year ended December 31, 20142016, we recognized depreciable real estate reserves and impairment related to 500 West Putnam ($10.4 million).
For properties owned since January 1, 2014 and still owned and operated at December 31, 2015, Same-Store NOI is determined as follows (in millions):
  2015 2014 $ Change % Change
Rental revenues $1,185.6
 $1,140.5
 $45.1
 4.0%
Other income 22.8
 4.8
 18.0
 375.0%
Total revenues 1,208.4
 1,145.3
 63.1
 5.5%
Property operating expenses 518.0
 489.0
 29.0
 5.9%
Operating income 690.4
 656.3
 34.1
 5.2%
Less: Non-building NOI 1.3
 1.1
 0.2
 18.2%
Same-Store NOI $689.1
 $655.2
 $33.9
 5.2%

Comparison of the year ended December 31, 2014 to the year ended December 31, 2013
For properties owned since January 1, 2013 and still owned and operated at December 31, 2014, Same-Store NOI is determined as follows (in millions):
  2014 2013 $ Change % Change
Rental revenues $1,136.6
 $1,103.9
 $32.7
 3.0 %
Other income 5.1
 5.7
 (0.6) (10.5)%
Total revenues 1,141.7
 1,109.6
 32.1
 2.9 %
Property operating expenses 483.0
 472.3
 10.7
 2.3 %
Operating income 658.7
 637.3
 21.4
 3.4 %
Less: Non-building revenue 1.0
 1.7
 (0.7) (41.2)%
Same-Store NOI $657.7
 $635.6
 $22.1
 3.5 %

Liquidity and Capital Resources
We currently expect that our principal sources of funds to meet our short-term and long-term liquidity requirements for working capital, acquisitions, development or redevelopment of properties, tenant improvements, leasing costs, share repurchases, dividends to shareholders, distributions to unitholders, repurchases or repayments of outstanding indebtedness (which may include exchangeable debt) and for debt and preferred equity investments will include:
(1)Cash flow from operations;
(2)Cash on hand;
(3)Borrowings under the 2012 credit facility;
(4)Other forms of secured or unsecured financing;
(5)Net proceeds from divestitures of properties and redemptions, participations and dispositions of debt and preferred equity investments;
(4)Borrowings under the 2017 credit facility;
(5)Other forms of secured or unsecured financing; and
(6)Proceeds from common or preferred equity or debt offerings by the Company or the Operating Partnership (including issuances of units of limited partnership interest in the Operating Partnership and Trust preferred securities) or ROP..
Cash flow from operations is primarily dependent upon the occupancy level of our portfolio, the net effective rental rates achieved on our leases, the collectability of rent, operating escalations and recoveries from our tenants and the level of operating

55
Table of Contents


and other costs. Additionally, we believe that our debt and preferred equity investment program will continue to serve as a source of operating cash flow.
The combined aggregate principal maturities of our property mortgages and other loans payable, corporate obligations and our share of joint venture debt, including as-of-right extension options, as of December 31, 2015 are2018 were as follows (in thousands):
2016 2017 2018 2019 2020 Thereafter Total2019 2020 2021 2022 2023 Thereafter Total
Property mortgages and other loans$197,080
 $935,377
 $83,987
 $98,726
 $732,330
 $4,720,578
 $6,768,078
$6,241
 $26,640
 $151,505
 $208,017
 $122,851
 $1,145,405
 $1,660,659
MRA and FHLB facilities299,174
 —
 —
 —
 —
 —
 299,174
27,500
 300,000
 —
 —
 —
 —
 327,500
Corporate obligations255,308
 355,008
 250,000
 933,000
 1,244,000
 400,000
 3,437,316
—
 250,000
 350,000
 800,000
 1,800,000
 400,000
 3,600,000
Joint venture debt-our share529,646
 615,085
 2,195
 104,687
 30,298
 451,544
 1,733,455
115,295
 278,791
 518,371
 220,810
 277,996
 2,430,198
 3,841,461
Total$1,281,208
 $1,905,470
 $336,182
 $1,136,413
 $2,006,628
 $5,572,122
 $12,238,023
$149,036
 $855,431
 $1,019,876
 $1,228,827
 $2,200,847
 $3,975,603
 $9,429,620
As of December 31, 2015,2018, we had $300.5$158.1 million of consolidated cash on hand, inclusive of $45.1$28.6 million of marketable securities. We expect to generate positive cash flow from operations for the foreseeable future. We may seek to divest of properties or interests in properties or access private and public debt and equity capital when the opportunity presents itself, although there is no guarantee that this capital will be made available to us at efficient levels or at all. Management believes that these sources of liquidity, if we are able to access them, along with potential refinancing opportunities for secured and unsecured debt, will allow us to satisfy our debt obligations, as described above, upon maturity, if not before.
We also have investments in several real estate joint ventures with various partners who we consider to be financially stable and who have the ability to fund a capital call when needed. Most of our joint ventures are financed with non-recourse debt. We believe that property level cash flows along with unfunded committed indebtedness and proceeds from the refinancing of outstanding secured indebtedness will be sufficient to fund the capital needs of our joint venture properties.

Cash Flows
The following summary discussion of our cash flows is based on our consolidated statements of cash flows in "Item 1. Financial Statements" and is not meant to be an all-inclusive discussion of the changes in our cash flows for the years presented below.
Cash, restricted cash, and cash equivalents were $255.4$279.1 million and $281.4$250.0 million at December 31, 20152018 and 2014,2017, respectively, representing a decreaseincrease of $26.0$29.1 million. The decreaseincrease was a result of the following changes in cash flows (in thousands):

53
Table of Contents


 Year Ended December 31,
 2015 2014 
Increase
(Decrease)
Net cash provided by operating activities$526,484
 $490,381
 $36,103
Net cash used in investing activities$(2,265,911) $(796,835) $(1,469,076)
Net cash provided by financing activities$1,713,417
 $381,171
 $1,332,246
 Year Ended December 31,
 2018 2017 
(Decrease)
Increase
Net cash provided by operating activities$441,537
 $543,001
 $(101,464)
Net cash provided by investing activities$681,662
 $22,014
 $659,648
Net cash used in by financing activities$(1,094,112) $(684,956) $(409,156)
Our principal source of operating cash flow is related to the leasing and operating of the properties in our portfolio. Our properties provide a relatively consistent stream of cash flow that provides us with resources to pay operating expenses, debt service, and fund quarterly dividend and distribution requirements. At December 31, 2015, our Manhattan and Suburban consolidated office portfolios were 94.1% and 80.6% occupied, respectively. Our debt and preferred equity investments and joint venture investments also provide a steady stream of operating cash flow to us.

56
Table of Contents


Cash is used in investing activities to fund acquisitions, development or redevelopment projects and recurring and nonrecurring capital expenditures. We selectively invest in new projects that enable us to take advantage of our development, leasing, financing and property management skills, and invest in existing buildings that meet our investment criteria. During the year ended December 31, 2015,2018, when compared to the year ended December 31, 2014,2017, we used cash primarily for the following investing activities (in thousands):
Acquisitions of real estate$(1,613,781)$(31,806)
Capital expenditures and capitalized interest(36,555)81,541
Escrow cash-capital improvements/acquisition deposits/deferred purchase price(92,539)—
Joint venture investments220,298
(11,180)
Distributions from joint ventures(137,542)(86,627)
Proceeds from sales of real estate/partial interest in property396,186
538,208
Debt and preferred equity and other investments(205,143)169,512
Increase in net cash used in investing activities$(1,469,076)$659,648
Funds spent on capital expenditures, which compriseare comprised of building and tenant improvements, decreased from $369.9$336.0 million for the year ended December 31, 20142017 to $406.4$254.5 million for the year ended December 31, 2015.2018. The decrease in capital expenditures relates primarily to increasedlower costs incurred in connection with the redevelopment of properties.
We generally fund our investment activity through the sale of real estate, property-level financing, our 2012 credit facility,facilities, our MRA facility,facilities, senior unsecured notes, convertible or exchangeable securities, and construction loans and fromloans. From time to time, the Company issuedmay issue common or preferred stock, or the Operating Partnership may issue common or preferred units of limited partnership interest. During the year ended December 31, 2015,2018, when compared to the year ended December 31, 2014,2017, we used cash for the following financing activities (in thousands):
Proceeds from our debt obligations$304,690
$29,333
Repayments under our debt obligations1,151,494
Repayments of our debt obligations(249,600)
Net distribution to noncontrolling interests(132,627)12,532
Other financing activities27,211
(39,155)
Proceeds from stock options exercised and DRSPP issuance90,642
5,511
Proceeds from issuance of common stock(60,560)
Redemption of preferred unit1,800
Payment of debt extinguishment costs(13,918)
Repurchase of common stock(173,239)
Redemption of preferred stock(933)
Dividends and distributions paid(50,404)20,313
Increase in net cash provided by financing activities$1,332,246
$(409,156)
Capitalization
Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, $0.01 par value $0.01 per share. As of December 31, 2015, 99,975,2382018, 83,683,847 shares of common stock and no shares of excess stock were issued and outstanding.
As
54
Table of December 31, 2015 SL Green had 9,200,000Contents


Share Repurchase Program
In August 2016, our Board of Directors approved a share repurchase plan under which we can repurchase up to $1.0 billion of shares of our 6.50% Series I Cumulative Redeemable Preferred Stock, or Series I Preferred Stock, outstanding. In addition, persons other thancommon stock. The Board of Directors has since authorized three separate $500.0 million increases to the Company held Preferred Unitssize of limited partnership intereststhe share repurchase program in the Operating Partnership having an aggregate liquidation preferencefourth quarter of $282.5 million.2017, second quarter of 2018, and fourth quarter of 2018, bringing the total program size to $2.5 billion.
At December 31, 2018 repurchases executed under the plan were as follows:
PeriodShares repurchasedAverage price paid per shareCumulative number of shares repurchased as part of the repurchase plan or programs
Year ended 20178,342,411$101.648,342,411
First quarter 20183,653,928$97.0711,996,339
Second quarter 20183,479,552$97.2215,475,891
Third quarter 2018252,947$99.7515,728,838
Fourth quarter 20182,358,484$93.0418,087,322
At-The-Market Equity Offering Program
In July 2011, the Company, along with the Operating Partnership, entered into an "at-the-market" equity offering program, or ATM Program, to sell an aggregate of $250.0 million of SL Green's common stock. During the year ended December 31, 2014, we sold 25,659 shares of our common stock out of the remaining balance of the ATM Program for aggregate net proceeds of $2.8 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 25,659 units of limited partnership interest of the Operating Partnership.
In June 2014,March 2015, the Company, along with the Operating Partnership, entered into an "at-the-market" equity offering program, or ATM Program, to sell an aggregate of $300.0 million of SL Green'sour common stock. During the year ended December 31, 2014, we sold 1,626,999 sharesThe Company did not make any sales of our common stock for aggregate net proceeds of $182.9 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 1,626,999 units of limited partnership interest of the Operating

57
Table of Contents


Partnership. During the three months ended March 31, 2015, we sold 895,956 shares of our common stock for aggregate net proceeds of $113.4 million comprising the remaining balance of this ATM Program. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 895,956 units of limited partnership interest of the Operating Partnership.
In March 2015, the Company, along with the Operating Partnership, entered into a new ATM Program to sell an aggregate of $300.0 million of SL Green's common stock. During the year ended December 31, 2015, we sold 91,180 shares of our common stock for aggregate net proceeds of $12.0 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 91,180 units of limited partnership interest of the Operating Partnership. As of December 31, 2015, $288.0 million remained available for issuance ofits common stock under the new ATM program.program in the years ended December 31, 2018, 2017, or 2016.
Dividend Reinvestment and Stock Purchase Plan ("DRSPP")
In February 2015,2018, the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of SL Green'sour common stock under the DRSPP. The DRSPP commenced on September 24, 2001.
The following table summarizes SL Green common stock issued, and proceeds received from dividend reinvestments and/or stock purchases under the DRSPP for the yearyears ended December 31, 2015, 2014,2018, 2017, and 2013,2016, respectively (dollars in(in thousands):
Year Ended December 31,Year Ended December 31,
2015 2014 20132018 2017 2016
Shares of common stock issued775,760
 608
 761
1,399
 2,141
 2,687
Dividend reinvestments/stock purchases under the DRSPP$99,555
 $64
 $67
$136
 $223
 $277
ThirdFourth Amended and Restated 2005 Stock Option and Incentive Plan
The ThirdFourth Amended and Restated 2005 Stock Option and Incentive Plan, or the 2005 Plan, was approved by the Company's board of directors in April 20132016 and its stockholders in June 20132016 at the Company's annual meeting of stockholders. Subject to adjustments upon certain corporate transactions or events, awards with respect to up to a maximum of 17,130,00027,030,000 fungible units may be granted as options, restricted stock, phantom shares, dividend equivalent rights and other equity-based awards under the 2005 Plan. As of December 31, 2015, 1.12018, 6.7 million fungible units were available for issuance under the 2005 Plan after reserving for shares underlying outstanding restricted stock units, phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units, including, among others, outstanding LTIP Units issued under our 2011 Long-Term Outperformance Plan.Units.
2010 Notional Unit Long-Term Compensation Plan
In December 2009, the compensation committee of the Company's board of directors approved the general terms of the SL Green Realty Corp. 2010 Notional Unit Long-Term Compensation Program, or the 2010 Long-Term Compensation Plan. The 2010 Long-Term Compensation Plan is a long-term incentive compensation plan pursuant to which award recipients could earn, in the aggregate, from $15.0 million up to $75.0 million of LTIP Units in the Operating Partnership based on the Company's stock price appreciation over three years beginning on December 1, 2009; provided that, if maximum performance had been achieved, $25.0 million of awards could be earned at any time after the beginning of the second year and an additional $25.0 million of awards could be earned at any time after the beginning of the third year. In order to achieve maximum performance under the 2010 Long-Term Compensation Plan, the Company's aggregate stock price appreciation during the performance period had to equal or exceed 50%. The compensation committee determined that maximum performance had been achieved at or shortly after the beginning of each of the second and third years of the performance period and for the full performance period and, accordingly, 385,583 LTIP Units, 327,416 LTIP Units and 327,416 LTIP Units were earned under the 2010 Long-Term Compensation Plan in December 2010, 2011 and 2012, respectively. Substantially in accordance with the original terms of the program, 50% of these LTIP Units vested on December 17, 2012 (accelerated from the original January 1, 2013 vesting date), 25% of these LTIP Units vested on December 11, 2013 (accelerated from the original January 1, 2014 vesting date) and the remainder vested on January 1, 2015 based on continued employment. In accordance with the terms of the 2010 Long-Term Compensation Plan, distributions were not paid on any LTIP Units until they were earned, at which time we paid all distributions that would have been paid on the earned LTIP Units since the beginning of the performance period.
The cost of the 2010 Long-Term Compensation Plan ($31.7 million, subject to forfeitures) was amortized into earnings through the final vesting period of January 1, 2015. We recorded compensation expense of $2.7 million and $4.5 million during the years ended December 31, 2014 and 2013, respectively, related to the 2010 Long-Term Compensation Plan.

5855
Table of Contents


2011 Outperformance Plan
In August 2011, the compensation committee of the Company's board of directors approved the general terms of the SL Green Realty Corp. 2011 Outperformance Plan, or the 2011 Outperformance Plan. Participants in the 2011 Outperformance Plan could earn, in the aggregate, up to $85.0 million of LTIP Units in the Operating Partnership based on our total return to stockholders for the three-year period beginning September 1, 2011. Under the 2011 Outperformance Plan, participants were entitled to share in a "performance pool" comprised of LTIP Units with a value equal to 10% of the amount by which our total return to stockholders during the three-year period exceeded a cumulative total return to stockholders of 25%, subject to the maximum of $85.0 million of LTIP Units; provided that if maximum performance was achieved, one-third of each award could be earned at any time after the beginning of the second year and an additional one-third of each award could be earned at any time after the beginning of the third year. LTIP Units earned under the 2011 Outperformance Plan are subject to continued vesting requirements, with 50% of any awards earned vested on August 31, 2014 and the remaining 50% vesting on August 31, 2015, subject to continued employment with us through such dates. Participants were not entitled to distributions with respect to LTIP Units granted under the 2011 Outperformance Plan unless and until they were earned. For LTIP Units that were earned, each participant was also entitled to the distributions that would have been paid had the number of earned LTIP Units been issued at the beginning of the performance period, with such distributions being paid in the form of additional LTIP Units. Thereafter, distributions are to be paid currently with respect to all earned LTIP Units, whether vested or unvested. In June 2014, the compensation committee determined that maximum performance had been achieved during the third year of the performance period and, accordingly, 560,908 LTIP Units, representing two-thirds of each award, were earned, subject to vesting, under the 2011 Outperformance Plan. In September 2014, the compensation committee determined that maximum performance had been achieved for the full three-year performance period and, accordingly, 280,454 LTIP units, representing the final third of each award, were earned, subject to vesting, under the 2011 Outperformance Plan.
The cost of the 2011 Outperformance Plan ($26.7 million, subject to forfeitures) was amortized into earnings through the final vesting period. We recorded compensation expense of $4.5 million, $8.6 million and $8.0 million during the years ended December 31, 2015, 2014, and 2013, respectively, related to the 2011 Outperformance Plan.
2014 Outperformance Plan
In August 2014, the compensation committee of the Company's board of directors approved the general terms of the SL Green Realty Corp. 2014 Outperformance Plan, or the 2014 Outperformance Plan. Participants in the 2014 Outperformance Plan maycould earn, in the aggregate, up to 610,000 LTIP Units in our Operating Partnership based on our total return to stockholders for the three-year period beginning September 1, 2014. For each individual award,Under the 2014 Outperformance Plan, two-thirds of the LTIP Units may be earnedwere subject to performance based vesting based on the Company’s absolute total return to stockholders and one-third of the LTIP Units may be earnedwere subject to performance based vesting based on relative total return to stockholders compared to the constituents of the MSCI REIT Index. Awards earned based on absolute total return to stockholders will be determined independently of awards earned based on relative total return to stockholders. In the event the Company’s performance reaches either threshold before the end of the three-year performance period, a pro-rata portion of the maximum award may be earned. For each component, if the Company’s performance reaches the maximum threshold beginning with the 19th month of the performance period, participants will earn one-third of the maximum award that may be earned for that component. If the Company’s performance reaches the maximum threshold during the third year of the performance period for a component, participants will earn two-thirds (or an additional one-third) of the maximum award that may be earned for that component. LTIP Units earned under the 2014 Outperformance Plan willwere to be subject to continued vesting requirements, with 50% of any awards earned vesting on August 31, 2017 and the remaining 50% vesting on August 31, 2018, subject to continued employment with us through such dates. Participants willwere not be entitled to distributions with respect to LTIP Units granted under the 2014 Outperformance Plan unless and until they are earned. If LTIP Units arewere earned, each participant will also bewould have been entitled to the distributions that would have been paid had the number of earned LTIP Units been issued at the beginning of the performance period, with such distributions being paid in the form of cash or additional LTIP Units. Thereafter, distributions willwere to be paid currently with respect to all earned LTIP Units, whether vested or unvested.
Based on our performance, none of the LTIP Units granted under the 2014 Outperformance Plan were earned pursuant to the terms of the 2014 Outperformance Plan, and all units issued were forfeited in 2017.
The cost of the 2014 Outperformance Plan ($27.9 million subject to forfeitures), based on the portion of the 2014 Outperformance Plan granted as of December 31, 2015, will beprior to termination, was amortized into earnings through the final vesting period.December 31, 2017. We recorded zero compensation expense during the year ended December 31, 2018, and compensation expense of $5.9$13.6 million and $0.2$8.4 million during the years ended December 31, 20152017 and 2014,2016, respectively, related to the 2014 Outperformance Plan.
Deferred Compensation Plan for Directors
Under our Non-Employee Director's Deferral Program, which commenced July 2004, the Company's non-employee directors may elect to defer up to 100% of their annual retainer fee, chairman fees, meeting fees and annual stock grant. Unless otherwise elected by a participant, fees deferred under the program shall be credited in the form of phantom stock units. The program provides that a director's phantom stock units generally will be settled in an equal number of shares of common stock upon the earlier of (i) the January 1 coincident with or the next following such director's termination of service from the Board of Directors or (ii) a change in control by us, as defined by the program. Phantom stock units are credited to each non-employee director quarterly

59
Table of Contents


using the closing price of SL Green'sour common stock on the first business day of the respective quarter. Each participating non-employee director is also credited with dividend equivalents or phantom stock units based on the dividend rate for each quarter, which are either paid in cash currently or credited to the director’s account as additional phantom stock units.
During the year ended December 31, 2015, 9,3532018, 13,638 phantom stock units were earned and 5,9289,459 shares of common stock were issued to our board of directors. We recorded compensation expense of $1.9$2.4 million during the year ended December 31, 20152018 related to the Deferred Compensation Plan. As of December 31, 2015,2018, there were 80,768113,492 phantom stock units outstanding pursuant to our Non-Employee Director's Deferral Program.
Employee Stock Purchase Plan
In 2007, the Company's board of directors adopted the 2008 Employee Stock Purchase Plan, or ESPP, to encourage our employees to increase their efforts to make our business more successful by providing equity-based incentives to eligible employees. The ESPP is intended to qualify as an "employee stock purchase plan" under Section 423 of the Code, and has been adopted by the board to enable our eligible employees to purchase the Company's shares of common stock through payroll deductions. The ESPP became effective on January 1, 2008 with a maximum of 500,000 shares of the common stock available for issuance, subject to adjustment upon a merger, reorganization, stock split or other similar corporate change. The Company filed a registration statement on Form S-8 with the SEC with respect to the ESPP. The common stock is offered for purchase through a series of successive offering periods. Each offering period will be three months in duration and will begin on the first day of each calendar quarter, with the first offering period having commenced on January 1, 2008. The ESPP provides for eligible employees to purchase the common stock at a purchase price equal to 85% of the lesser of (1) the market value of the common stock on the first day of the offering period or (2) the market value of the common stock on the last day of the offering period. The ESPP was approved by our stockholders at our 2008 annual meeting of stockholders. As of December 31, 2015, 87,2732018, 116,368 shares of SL Green'sour common stock had been issued under the ESPP.
Market Capitalization
At December 31, 2015, borrowings under our mortgages and other loans payable, 2012 credit facility, senior unsecured notes, trust preferred securities and our share
56
Table of joint venture debt represented 49.8% of our combined market capitalization of $24.4 billion (based on a common stock price of $112.98 per share, the closing price of SL Green's common stock on the NYSE on December 31, 2015). Market capitalization includes our consolidated debt, common and preferred stock and the conversion of all units of limited partnership interest in the Operating Partnership, and our share of joint venture debt.Contents


Indebtedness
The table below summarizes our consolidated mortgages and other loans payable, 20122017 credit facility, senior unsecured notes and trust preferred securities outstanding at December 31, 20152018 and 2014,2017, (amounts in thousands).
 December 31,
Debt Summary:2015 2014
Balance   
Fixed rate$6,190,382
 $5,098,741
Variable rate—hedged1,041,872
 1,042,045
Total fixed rate7,232,254
 6,140,786
Variable rate(1)
2,023,719
 1,572,124
Variable rate—supporting variable rate assets1,178,775
 719,819
Total variable rate3,202,494
 2,291,943
Total$10,434,748
 $8,432,729
Percent of Total Debt:
   
Fixed rate69.3% 72.8%
Variable rate30.7% 27.2%
Total100.0% 100.0%
Effective Interest Rate for the Year:   
Fixed rate4.63% 4.97%
Variable rate1.74% 1.90%
Effective interest rate3.78% 4.24%

(1)At December 31, 2014, the variable rate balance included the mortgage at 180 Maiden Lane, which was included in liabilities related to assets held for sale.

60
Table of Contents
 December 31,
Debt Summary:2018 2017
Balance   
Fixed rate$2,543,476
 $3,805,165
Variable rate—hedged1,000,000
 500,000
Total fixed rate3,543,476
 4,305,165
Total variable rate2,048,442
 1,605,431
Total debt$5,591,918
 $5,910,596
    
Debt, preferred equity, and other investments subject to variable rate1,299,390
 1,325,166
Net exposure to variable rate debt749,052
 280,265
    
Percent of Total Debt:
   
Fixed rate63.4% 72.8%
Variable rate36.6% 27.2%
Total100.0% 100.0%
Effective Interest Rate for the Year:   
Fixed rate4.34% 4.31%
Variable rate3.57% 2.76%
Effective interest rate4.06% 4.00%


The variable rate debt shown above generally bears interest at an interest rate based on 30-day LIBOR (0.43%(2.50% and 0.17%1.56% at December 31, 20152018 and 2014,2017, respectively). Our consolidated debt at December 31, 20152018 had a weighted average term to maturity of 5.534.66 years.
Certain of our debt and preferred equity investments and other investments, with a carrying value of $1.2$1.3 billion at December 31, 2015,2018, are variable rate investments, which mitigate our exposure to interest rate changes on our unhedged variable rate debt.
Mortgage Financing
As of December 31, 2015,2018, our total mortgage debt (excluding our share of joint venture mortgage debt of $1.7$3.8 billion) consisted of $5.8$1.4 billion of fixed rate debt, including swapped variable rate debt, with an effective weighted average interest rate of 4.36%4.26% and $1.2$0.6 billion of variable rate debt with an effective weighted average interest rate of 2.22%4.87%.
Corporate Indebtedness
20122017 Credit Facility
In July 2015,November 2017, we entered into the thirdan amendment to the credit facility, referred to as the 2017 credit facility, that was originally entered into by the Company in November 2012, referred to asor the 2012 credit facility. As of December 31, 2018, the 2017 credit facility which increased our unsecured corporateconsisted of a $1.5 billion revolving credit facility, by $500.0 million.a $1.3 billion term loan (or "Term Loan A"), and a $200.0 million term loan (or "Term Loan B") with maturity dates of March 31, 2022, March 31, 2023, and November 21, 2024, respectively. The revolving credit facility was increased by $400.0 million to $1.6 billion and the term loan portion of the facility was increased by $100.0 million to $933.0 million.
In January 2015, we amended the 2012 credit facility by entering into a second amended and restated credit agreement, which decreased the interest-rate margin and facility fee applicable to the revolving credit facility by 20 basis points and five basis points, respectively, and extended the maturity date of the revolving credit facilityhas two six-month as-of-right extension options to March 29, 2019 with an as-of-right extension through March 29, 2020.
In November 2014, we increased the term loan portion of the facility by $50.0 million to $833.0 million.
In March 2014, we entered into an amendment to the 2012 credit facility, which among other things, increased the term loan portion of the facility by $383.0 million to $783.0 million, decreased the interest-rate margin applicable to the term loan portion of the facility by 25 basis points and extended the maturity of the term loan portion of the facility from March 30, 2018 to June 30, 2019.
As of December 31, 2015, the 2012 credit facility, as amended, consisted of a $1.6 billion revolving credit facility and a $933.0 million term loan.2023. We also have an option, subject to customary conditions, to increase the capacity underof the revolving credit facility to $3.0$4.5 billion at any time prior to the maturity datedates for the revolving credit facility and term loans without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions.
As of December 31, 2015,2018, the 20122017 credit facility bore interest at a spread over 30-day LIBOR ranging from (i) 87.582.5 basis points to 155 basis points for loans under the revolving credit facility, and (ii) 9590 basis points to 190175 basis points for loans under the term loan facility,Term Loan A, and (iii) 150 basis points to 245 basis points for loans under Term Loan B, in each case based on the credit rating assigned to the senior unsecured long term indebtedness of ROP. the Company.
At December 31, 2015,2018, the applicable spread was 125100 basis points for revolving credit facility and 140 basis points for the term loan facility. At December 31, 2015, the effective interest rate was 1.45% for the revolving credit facility, 110 basis points for Term Loan A, and 1.67%165 basis points for the term loan facility.Term Loan B. We are required to pay quarterly in arrears a 12.5 to 30 basis point facility fee on

57
Table of Contents


the total commitments under the revolving credit facility based on the credit rating assigned to the senior unsecured long term indebtedness of ROP.the Company. As of December 31, 2015,2018, the facility fee was 2520 basis points.
As of December 31, 2015,2018, we had $73.1$11.8 million of outstanding letters of credit, $994.0$500.0 million drawn under the revolving credit facility and $933.0 million$1.5 billion outstanding under the term loan facility,facilities, with total undrawn capacity of $532.9 million$1.0 billion under the 20122017 credit facility. At December 31, 2018 and December 31, 2017, the revolving credit facility had a carrying value of $492.2 million and $30.3 million, respectively, net of deferred financing costs. At December 31, 2018 and December 31, 2017, the term loan facilities had a carrying value of $1.5 billion and $1.5 billion, respectively, net of deferred financing costs.
The Company and the Operating Partnership and ROP are all borrowers jointly and severally obligated under the 2012 credit facility. None of our other subsidiaries are obligors under the 20122017 credit facility.
The 20122017 credit facility includes certain restrictions and covenants (see Restrictive Covenants below).
Federal Home Loan Bank of New York Facility

During year ended December 31, 2015, theThe Company’s wholly-owned subsidiary, BelmontTiconderoga Insurance Company, or Belmont,Ticonderoga, a New YorkVermont licensed captive insurance company, becameis a member of the Federal Home Loan Bank of New York, or FHLBNY. As a member, BelmontTiconderoga may borrow funds from the FHLBNY in the form of secured advances. As of December 31, 2015,2018, we had $45.8$13.0 million and $14.5 million in outstanding secured advances with a weighted average borrowing rate of 0.55%.

On January 12, 2016, the Federal Housing Finance Agency, or FHFA, adopted a final regulation on Federal Home Loan Bank, or FHLB, membership. The rule excludes captive insurance entities from FHLB membership on a going-forward30-day LIBOR over 27 basis points and provides termination rules for current captive insurance members. Unless the final rule is modified, Belmont's membership will terminate on February 19, 2017.30-day LIBOR over 18 basis points, respectively.

61
Table of Contents


Master Repurchase AgreementAgreements
The Company has entered into two Master Repurchase Agreement,Agreements, or MRAs, known as amended in December 2013, orthe 2016 MRA providesand 2017 MRA, which provide us with the ability to sell certain debt investments with a simultaneous agreement to repurchase the same at a certain date or on demand. ThisWe seek to mitigate risks associated with our repurchase agreement by managing the credit quality of our assets, early repayments, interest rate volatility, liquidity, and market value. The margin call provisions under our repurchase facilities permit valuation adjustments based on capital markets activity, and are not limited to collateral-specific credit marks. To monitor credit risk associated with our debt investments, our asset management team regularly reviews our investment portfolio and is in contact with our borrowers in order to monitor the collateral and enforce our rights as necessary. The risk associated with potential margin calls is further mitigated by our ability to recollateralize the facility with additional assets from our portfolio of debt investments, our ability to satisfy margin calls with cash or cash equivalents and our access to additional liquidity through the 2017 credit facility, as defined above.
In June 2017, we entered into the 2017 MRA, haswith a maximum facility capacity of $300.0 million. In April 2018, we increased the maximum facility capacity to $400.0 million. The facility bears interest on a floating rate basis at a spread to 30-day LIBOR based on the pledged collateral and advance rate and has an initial one year term, with two one year extension options. In June 2018, we exercised a one year extension option. At December 31, 2018, the facility had a carrying value of $299.6 million, and bearsnet of deferred financing costs.
In July 2016, we entered into a restated 2016 MRA, with a maximum facility capacity of $300.0 million. In June 2018, we terminated the restated 2016 MRA. The facility bore interest ranging from 250225 and 325400 basis points over 30-day LIBOR depending on the pledged collateral. In September 30, 2015 we entered intocollateral and had an amendment to the MRA to extend the maturity to June 29, 2016. Further, as ofinitial two-year term, with a one year extension option. Since December 6, 2015, we are nowhad been required to pay monthly in arrears a 25 basis point fee on the excess of $150.0 million over the average daily balance during the period ifwhen the average daily balance iswas less than $150.0 million. At December 31, 2015, we had $253.4 million outstanding under this MRA included in mortgages and other loans payable on the consolidated balance sheets.

58
Table of Contents


Senior Unsecured Notes
The following table sets forth our senior unsecured notes and other related disclosures as of December 31, 20152018 and 2014,2017, respectively, by scheduled maturity date (dollars(amounts in thousands):
Issuance 
December 31,
2015
Unpaid
Principal
Balance
 
December 31,
2015
Accreted
Balance
 
December 31,
2014
Accreted
Balance
 
Coupon
Rate(1)
 
Effective
Rate
 
Term
(in Years)
 Maturity Date
March 31, 2006(2)(3)
 $255,308
 $255,296
 $255,250
 6.00% 6.00% 10 March 31, 2016
October 12, 2010(4)
 345,000
 321,130
 309,069
 3.00% 3.00% 7 October 15, 2017
August 5, 2011(5)
 250,000
 249,810
 249,744
 5.00% 5.00% 7 August 15, 2018
March 16, 2010(5)
 250,000
 250,000
 250,000
 7.75% 7.75% 10 March 15, 2020
November 15, 2012(5)
 200,000
 200,000
 200,000
 4.50% 4.50% 10 December 1, 2022
December 17, 2015(5)
 100,000
 100,000
 —
 4.27% 4.27% 10 December 17, 2025
March 26, 2007(6)
 10,008
 10,008
 10,008
 3.00% 3.00% 20 March 30, 2027
June 27, 2005(2)(7)
 —
 —
 7
        
  $1,410,316
 $1,386,244
 $1,274,078
        

Issuance December 31,
2018
Unpaid
Principal
Balance		 December 31,
2018
Accreted
Balance		 December 31,
2017
Accreted
Balance		 
Interest Rate (1)
 Initial Term
(in Years)		 Maturity Date
March 16, 2010 (2)
 $250,000
 $250,000
 $250,000
  7.75% 10 March 2020
August 7, 2018 (3) (4)
 350,000
 350,000
 —
 L+0.98% 3 August 2021
October 5, 2017 (3)
 500,000
 499,591
 499,489
  3.25% 5 October 2022
November 15, 2012 (5)
 300,000
 304,168
 305,163
  4.50% 10 December 2022
December 17, 2015 (2)
 100,000
 100,000
 100,000
  4.27% 10 December 2025
August 5, 2011 (2) (6)
 —
 —
 249,953
       
  $1,500,000
 $1,503,759
 $1,404,605
       
Deferred financing costs, net   (8,545) (8,666)       
  $1,500,000
 $1,495,214
 $1,395,939
       
(1)Interest rate as of December 31, 2018, taking into account interest rate hedges in effect during the period. Floating rate notes are presented with the stated spread over 3-month LIBOR, unless otherwise specified. Interest on the senior unsecured notes is payable semi-annually with principal and unpaid interest due on the scheduled maturity dates.
(2)Issued by ROP.the Company and the Operating Partnership as co-obligors.
(3)The notes will be repaid at maturity.Issued by the Operating Partnership with the Company as the guarantor.
(4)Issued byBeginning on August 8, 2019 and at any time thereafter, the Operating Partnership. Interest on these exchangeable notes is payable semi-annually on April 15 and October 15. The notes had an initial exchange rate representing an exchange price that was setare subject to redemption at the Company's option, in whole but not in part, at a 30.0% premiumredemption price equal to the last reported sale price100% of SL Green's common stock on October 6, 2010, or $85.81. The initial exchange rate is subject to adjustment under certain circumstances. The current exchange rate is 12.3416 shares of SL Green's common stock per $1,000the principal amount of these notes. Thethe notes, are senior unsecured obligations of the Operating Partnership and are exchangeable upon the occurrence of specified events and during the period beginning on the twenty-second scheduled trading day priorplus unpaid accrued interest thereon to the maturity date and ending on the second business day prior to the maturity date, into cash or a combination of cash and shares of SL Green's common stock, if any, at our option. As a result of meeting specified events (as defined in the Indenture Agreement), these notes became exchangeable commencing January 1, 2016 and will remain exchangeable through March 31, 2016. The notes are guaranteed by ROP. On the issuance date, $78.3 million of the debt balance was recorded in equity. As of December 31, 2015, $23.9 million remained to be amortized into the debt balance.redemption date.
(5)Issued byIn October 2017, the Company and the Operating Partnership and ROP, as co-obligors.co-obligors issued an additional $100.0 million of 4.50% senior unsecured notes due December 2022. The notes were priced at 105.334%.
(6)Issued by the Operating Partnership. Interest on these remaining exchangeable notes is payable semi-annually on March 30 and September 30. The notes have an initial exchange rate representing an exchange price thatbalance was set at a 25.0% premium to the last reported sale price of the Company's common stock on March 20, 2007, or $173.30. The initial exchange rate is subject to adjustment under certain circumstances. The current exchange rate is 5.7952 shares of SL Green's common stock per $1,000 principal amount of these notes. The notes are senior unsecured obligations of the Operating Partnership and are exchangeable upon the occurrence of specified events and during the period beginning on the twenty-second scheduled trading day prior to the maturity date and ending on the second business day prior to the maturity date, into cash or a combination of cash and shares of SL Green's common stock, if any, at our option. The notes are currently redeemable at the Operating Partnership’s option. The Operating Partnership may be required to repurchase the notes on March 30, 2017 and 2022, and upon the occurrence of certain designated events.repaid in August 2018.
(7)In April 2015, we redeemed the remaining outstanding debentures.

62
Table of Contents


Restrictive Covenants
The terms of the 20122017 credit facility as amended, and certain of our senior unsecured notes include certain restrictions and covenants which may limit, among other things, our ability to pay dividends, make certain types of investments, incur additional indebtedness, incur liens and enter into negative pledge agreements and dispose of assets, and which require compliance with financial ratios relating to the maximum ratio of total indebtedness to total asset value, a minimum ratio of EBITDA to fixed charges, a maximum ratio of secured indebtedness to total asset value and a maximum ratio of unsecured indebtedness to unencumbered asset value. The dividend restriction referred to above provides that, we will not during any time when a default is continuing, make distributions with respect to common stock or other equity interests, except to enable the Company to continue to qualify as a REIT for Federal income tax purposes. As of December 31, 20152018 and 2014,2017, we were in compliance with all such covenants.
Junior Subordinated Deferrable Interest Debentures
In June 2005, the Company and the Operating Partnership issued $100.0 million in unsecured trust preferred securities through a newly formed trust, SL Green Capital Trust I, or the Trust, which is a wholly-owned subsidiary of the Operating Partnership. The securities mature in 2035 and bear interest at a fixedfloating rate of 5.61% for the first ten years ending July 2015. Thereafter, the interest rate will float at 125 basis points over the three-month LIBOR. Interest payments may be deferred for a period of up to eight consecutive quarters if the Operating Partnership exercises its right to defer such payments. The Trust preferred securities are redeemable at the option of the Operating Partnership, in whole or in part, with no prepayment premium. We do not consolidate the Trust even though it is a variable interest entity as we are not the primary beneficiary. Because the Trust is not consolidated, we have recorded the debt on our consolidated balance sheets and the related payments are classified as interest expense.
Interest Rate Risk
We are exposed to changes in interest rates primarily from our variable rate debt. Our exposure to interest rate changesfluctuations are managed through either the use of interest rate derivativesderivative instruments and/or through our variable rate debt and preferred equity investments. ABased on the debt outstanding as of December 31, 2018, a hypothetical 100 basis point increase in interest rates along the entirefloating rate interest rate curve for 2015 would increase our consolidated annual interest cost, net of interest income from variable rate debt and preferred equity investments, by $19.5$7.1 million and would increase our share of joint venture annual interest cost by $6.5$14.3 million. This risk is partially mitigated by our floating rate debt investments. At December 31, 2015, 68.2%2018, 61.9% of our $1.7$2.1 billion debt and preferred equity portfolio is indexed to LIBOR.

59
Table of Contents


We recognize most derivatives on the balance sheet at fair value. Derivatives that are not hedges are adjusted to fair value through income. If a derivative is considered a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedged asset, liability, or firm commitment through earnings, or recognized in other comprehensive income until the hedged item is recognized in earnings. The ineffective portion of a derivative's change in fair value is immediately recognized in earnings.
Our long-term debt of $7.2$3.5 billion bears interest at fixed rates, and therefore the fair value of these instruments is affected by changes in the market interest rates. Our variable rate debt and variable rate joint venture debt as of December 31, 20152018 bore interest based on a spread ofat rates between LIBOR plus 9018 basis points toand LIBOR plus 935340 basis points.

63
Table of Contents


Contractual Obligations
The combined aggregate principal maturities of mortgages and other loans payable, the 20122017 credit facility, senior unsecured notes (net of discount), trust preferred securities, our share of joint venture debt, including as-of-right extension options and put options, estimated interest expense, and our obligations under our capital lease and ground leases, as of December 31, 20152018 are as follows (in thousands):
2016 2017 2018 2019 2020 Thereafter Total2019 2020 2021 2022 2023 Thereafter Total
Property mortgages and other loans$197,080
 $935,377
 $83,987
 $98,726
 $732,330
 $4,720,578
 $6,768,078
$6,241
 $26,640
 $151,505
 $208,017
 $122,851
 $1,145,405
 $1,660,659
MRA and FHLB facilities27,500
 300,000
 —
 —
 —
 —
 327,500
Revolving credit facility—
 —
 —
 —
 994,000
 —
 994,000
—
 —
 —
 —
 500,000
 —
 500,000
Unsecured term loan—
 —
 —
 933,000
 —
 —
 933,000
Unsecured term loans—
 —
 —
 —
 1,300,000
 200,000
 1,500,000
Senior unsecured notes255,308
 355,008
 250,000
 —
 250,000
 300,000
 1,410,316
—
 250,000
 350,000
 800,000
 —
 100,000
 1,500,000
Trust preferred securities—
 —
 —
 —
 —
 100,000
 100,000
—
 —
 —
 —
 —
 100,000
 100,000
Capital lease2,266
 2,387
 2,387
 2,411
 2,620
 825,483
 837,554
2,411
 2,620
 2,794
 2,794
 2,794
 817,100
 830,513
Ground leases30,816
 31,049
 31,049
 31,066
 31,436
 764,352
 919,768
31,066
 31,436
 31,628
 29,472
 27,166
 676,090
 826,858
Estimated interest expense377,930
 332,918
 279,375
 227,579
 175,302
 608,977
 2,002,081
222,554
 196,142
 185,017
 150,712
 81,781
 193,794
 1,030,000
Joint venture debt529,646
 615,085
 2,195
 104,687
 30,298
 451,544
 1,733,455
115,295
 278,791
 518,371
 220,810
 277,996
 2,430,198
 3,841,461
Total$1,393,046
 $2,271,824
 $648,993
 $1,397,469
 $2,215,986
 $7,770,934
 $15,698,252
$405,067
 $1,085,629
 $1,239,315
 $1,411,805
 $2,312,588
 $5,662,587
 $12,116,991
Off-Balance Sheet Arrangements
We have off-balance sheet investments, including joint ventures and debt and preferred equity investments. These investments all have varying ownership structures. Substantially all of our joint venture arrangements are accounted for under the equity method of accounting as we have the ability to exercise significant influence, but not control, over the operating and financial decisions of these joint venture arrangements. Our off-balance sheet arrangements are discussed in Note 5, "Debt and Preferred Equity Investments" and Note 6, "Investments in Unconsolidated Joint Ventures" in the accompanying consolidated financial statements.
Capital Expenditures
We estimate that for the year ending December 31, 2016,2019, we expect to incur $215.4$151.1 million of recurring capital expenditures and $280.9$65.2 million of development or redevelopment expenditures net of loan reserves, (including tenant improvements and leasing commissions) on existing consolidated properties, and our share of capital expenditures at our joint venture properties net of loan reserves, will be $82.9$449.6 million. Future property acquisitions may require substantial capital investments for refurbishment and leasing costs. We expect to fund these capital expenditures with operating cash flow, existing liquidity, or incremental borrowings. We expect our capital needs over the next twelve months and thereafter will be met through a combination of cash on hand, net cash provided by operations, potential asset sales, borrowings or additional equity or debt issuances.
Dividends/Distributions
We expect to pay dividends to our stockholders based on the distributions we receive from our Operating Partnership primarily from property revenues net of operating expenses or, if necessary, from working capital.
To maintain our qualification as a REIT, we must pay annual dividends to our stockholders of at least 90% of our REIT taxable income, determined before taking into consideration the dividends paid deduction and net capital gains. We intend to continue to pay regular quarterly dividends to our stockholders. Based on our current annual dividend rate of $2.88$3.40 per share, we would pay $288.2$298.6 million in dividends to SL Green'sour common stockholders on an annual basis. Before we pay any dividend, whether for

60
Table of Contents


Federal income tax purposes or otherwise, which would only be paid out of available cash to the extent permitted under the 20122017 credit facility and senior unsecured notes, we must first meet both our operating requirements and scheduled debt service on our mortgages and loans payable.
Related Party Transactions
Cleaning/ Security/ Messenger and Restoration Services
Through Alliance Building Services, or Alliance, First Quality Maintenance, L.P., or First Quality, provides cleaning, extermination and related services, Classic Security LLC provides security services, Bright Star Couriers LLC provides messenger services, and Onyx Restoration Works provides restoration services with respect to certain properties owned by us. Alliance isits affiliates are partially owned by Gary Green, a son of Stephen L. Green, who serves as a member and as the chairman emeritus of SL Green'sour board of directors.directors, and provide services to certain properties owned by us. Alliance’s affiliates include First Quality Maintenance, L.P., or First Quality, Classic Security LLC, Bright Star Couriers LLC and Onyx Restoration Works, and provide cleaning, extermination, security, messenger, and restoration services, respectively. In addition, First Quality

64
Table of Contents


has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. The Service Corporation has entered into an arrangement with Alliance whereby it will receive a profit participation above a certain threshold for services provided by Alliance to certain tenants at certain buildings above the base services specified in their lease agreements.
Income earned from the profit participation, which is included in other income on the consolidated statements of operations, was $3.8$3.9 million, $3.8$3.9 million and $3.5 million for the years ended December 31, 2015, 20142018, 2017 and 2013,2016, respectively.
We also recorded expenses, inclusive of $21.3capitalized expenses, of $18.8 million, $21.5$22.6 million and $23.4 million the years ended December 31, 2015, 20142018, 2017 and 2013,2016, respectively, for these services (excluding services provided directly to tenants).
Management Fees
S.L. Green Management Corp., a consolidated entity, receives property management fees from an entity in which Stephen L. Green owns an interest. We received management fees from this entity of $0.6 million, $0.5 million $0.4 million and $0.4$0.7 million for the years ended December 31, 2015, 2014,2018, 2017, and 20132016 respectively.
One Vanderbilt Investment
In December 2016, we entered into agreements with entities owned and controlled by Marc Holliday and Andrew Mathias, pursuant to which they agreed to make an investment in our One Vanderbilt project at the appraised fair market value for the interests acquired. This investment entitles these entities to receive approximately 1.50% - 1.80% and 1.00% - 1.20%, respectively, of any profits realized by the Company from its One Vanderbilt project in excess of the Company’s capital contributions. The entities have no right to any return of capital. Accordingly, subject to previously disclosed repurchase rights, these interests will have no value and will not entitle these entities to any amounts (other than limited distributions to cover tax liabilities incurred) unless and until the Company has received distributions from the One Vanderbilt project in excess of the Company’s aggregate investment in the project. In the event that the Company does not realize a profit on its investment in the project (or would not realize a profit based on the value at the time the interests are repurchased), the entities owned and controlled by Messrs. Holliday and Mathias will lose the entire amount of their investment. The entities owned and controlled by Messrs. Holliday and Mathias paid $1.4 million and $1.0 million, respectively, which equal the fair market value of the interests acquired as of the date the investment agreements were entered into as determined by an independent third party appraisal that we obtained.
Messrs. Holliday and Mathias cannot monetize their interests until after stabilization of the property (50% within three years after stabilization and 100% three years or more after stabilization). In addition, the agreement calls for us to repurchase these interests in the event of a sale of One Vanderbilt or a transactional change of control of the Company. We also have the right to repurchase these interests on the seven-year anniversary of the stabilization of the project or upon the occurrence of certain separation events prior to the stabilization of the project relating to each of Messrs. Holliday’s and Mathias’s continued service with us. The price paid upon monetization of the interests will equal the liquidation value of the interests at the time, with the value of One Vanderbilt being based on its sale price, if applicable, or fair market value as determined by an independent third party appraiser.

61
Table of Contents


Insurance
We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism)terrorism, excluding nuclear, biological, chemical, and radiological terrorism ("NBCR")), within three property insurance portfoliosprograms and liability insurance. The firstSeparate property portfolio maintains a blanket limit of $950.0 million per occurrence, including terrorism, for the majority of the New York City properties in our portfolio and expires December 31, 2017. The second portfolio maintains a limit of $1.5 billion per occurrence, including terrorism, for several New York City properties and the majority of the Suburban properties and expires December 31, 2017. Each of these policies includes $100.0 million of flood coverage, with a lower sublimit for locations in high hazard flood zones. A third blanket property policy covers most of our residential assets and maintains a limit of $386.0 million per occurrence, including terrorism, for our residential properties and expires January 31, 2018. We maintain two liability policies which cover all our properties and provide limits of $201.0 million per occurrence and in the aggregate per location. The liability policies expire on October 31, 2016 and January 31, 2017 and cover our commercial and residential assets, respectively. Additional coverage may be purchased on a stand-alone basis for certain assets.
In October 2006, we formed a wholly-owned taxable REIT subsidiary,assets, such as the development of One Vanderbilt. Additionally, one of our captive insurance companies, Belmont Insurance Company, or Belmont, to act asprovides coverage for NBCR terrorist acts above a specified trigger. Belmont's retention is reinsured by our other captive insurance company, and as one ofTiconderoga Insurance Company ("Ticonderoga"). If Belmont or Ticonderoga are required to pay a claim under our insurance policies, we would ultimately record the elements of our overall insurance program. Belmont is a subsidiary of ours. Belmont was formed in an effort to, among other reasons, stabilize to some extent the fluctuations of insurance market conditions. Belmont is licensed in New York to write Terrorism, NBCR (nuclear, biological, chemical, and radiological), General Liability, Environmental Liability and D&O coverage.
The Terrorism Risk Insurance Act, or TRIA, which was enacted in November 2002, was renewed December 31, 2005 and again on December 31, 2007. Congress extended TRIA, now called TRIPRA (Terrorism Risk Insurance Program Reauthorization and Extension Act of 2007) until December 31, 2014. TRIPRA was not renewed by Congress and expired on December 31, 2014. However, on January 12, 2015, TRIPRA was reauthorized until December 31, 2020 (Terrorism Insurance Program Reauthorization and Extension Act of 2015).The law extends the federal Terrorism Insurance Program that requires insurance companies to offer terrorism coverage and provides for compensation for insured losses resulting from acts of certified terrorism, subjectloss to the current program triggerextent of $100.0 million, which will increase by $20 million per annum, commencing December 31, 2015. Our debt instruments, consisting of mortgage loans secured by our properties (which are generally non-recourse to us), mezzanine loans, ground leases, our 2012 credit facility, senior unsecured notes and other corporate obligations, contain customary covenants requiring us to maintain insurance. Although we believe that we currently maintain sufficient insurance coverage to satisfy these obligations,required payments. However, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. In such instances, there can be no assuranceFurther, if we experience losses that are uninsured or that exceed policy limits, we could lose the lenders or ground lessors under thesecapital invested in the damaged properties as well as the anticipated future cash flows from those properties. Additionally, our debt instruments will not take the position that a total or partial exclusion from “all-risk” insurance coverage for losses due to terrorist acts is a breach of these debt and ground lease instruments allowing the lenders or ground lessors to declare an event of default and accelerate repayment of debt or recapture of ground lease positions. In addition, if lenders prevail in asserting that we are requiredcontain customary covenants requiring us to maintain full coverage for these risks,insurance and we could default under debt our instruments if the cost and/or availability of certain types of insurance make it could result in substantially higher insurance premiums.
We ownimpractical or impossible to comply with such covenants relating to insurance. Belmont and Ticonderoga provide coverage solely on properties owned by the accounts of Belmont are partCompany or its affiliates.
Furthermore, with respect to certain of our consolidated financial statements. If Belmont experiences a loss and is required to pay under its insurance policy, we would ultimately record the loss to the extent of Belmont’s required payment. Therefore, insurance coverage providedproperties, including properties held by Belmont should not be considered as the equivalent of third-party insurance, but rather as a modified form of self-insurance.
We monitor all properties that arejoint ventures, or subject to triple net leases, insurance coverage is obtained by a third-party and we do not control the coverage. While we may have agreements with such third parties to ensure that tenants are providingmaintain adequate coverage.  Certain joint ventures may be covered under policies separate from our policies, at coverage limits whichand we deem to be adequate.  We continually monitor these policies.  Although we consider our insurancepolicies, such coverage to be appropriate, in the event of a major catastrophe, weultimately may not have sufficient coverage to replace certain properties.be maintained or adequately cover our risk of loss.
Funds from Operations

65
Table of Contents


Funds from Operations, or FFO is a widely recognized non-GAAP financial measure of REIT performance. We computeThe Company computes FFO in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than we do.the Company does. The revised White Paper on FFO approved by the Board of Governors of NAREIT in April 2002, and as subsequently amended, defines FFO as net income (loss) (computed in accordance with Generally Accepted Accounting Principles, or GAAP), excluding gains (or losses) from debt restructurings, sales of properties and real estate related impairment charges, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures. We present
The Company presents FFO because we considerit considers it an important supplemental measure of ourthe Company’s operating performance and believebelieves that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, particularly those that own and operate commercial office properties.
We The Company also useuses FFO as one of several criteria to determine performance-based bonuses for members of ourits senior management. FFO is intended to exclude GAAP historical cost depreciation and amortization of real estate and related assets, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from property dispositions, and extraordinary items,real estate related impairment charges, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, and interest costs, providing perspective not immediately apparent from net income. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of ourthe Company’s financial performance or to cash flow from operating activities (determined in accordance with GAAP) as a measure of ourthe Company’s liquidity, nor is it indicative of funds available to fund ourthe Company’s cash needs, including our ability to make cash distributions.

62
Table of Contents


FFO for the years ended December 31, 20152018, 2017, and 20142016 are as follows (in thousands):
Year Ended December 31,Year Ended December 31,
2015 2014 20132018 2017 2016
Net income attributable to SL Green common stockholders$269,132
 $503,104
 $101,330
$232,312
 $86,424
 $234,946
Add:          
Depreciation and amortization560,887
 371,610
 324,461
279,507
 403,320
 821,041
Discontinued operations depreciation adjustments—
 5,581
 16,443
Joint venture depreciation and noncontrolling interest adjustments34,226
 33,487
 51,266
187,147
 102,334
 69,853
Net income attributable to noncontrolling interests26,408
 25,057
 13,652
Net income (loss) attributable to noncontrolling interests12,210
 (11,706) 17,780
Less:          
Gain on sale of real estate and discontinued operations190,096
 163,059
 14,900
(Loss) gain on sale of real estate and discontinued operations(30,757) 73,241
 238,116
Equity in net gain on sale of interest in unconsolidated joint venture/real estate15,844
 123,253
 3,601
303,967
 16,166
 44,009
Purchase price fair value adjustment40,078
 67,446
 (2,305)
Depreciable real estate reserves(19,226) —
 (2,150)
Purchase price and other fair value adjustment57,385
 —
 —
Depreciable real estate reserves and impairment(227,543) (178,520) (10,387)
Depreciation on non-rental real estate assets2,036
 2,047
 1,509
2,404
 2,191
 2,027
Funds from Operations attributable to SL Green common stockholders and noncontrolling interests$661,825
 $583,034
 $491,597
$605,720
 $667,294
 $869,855
Cash flows provided by operating activities$526,484
 $490,381
 $386,203
$441,537
 $543,001
 $644,010
Cash flows used in investing activities$(2,265,911) $(796,835) $(628,435)
Cash flows provided by financing activities$1,713,417
 $381,171
 $258,940
Cash flows provided by investing activities$681,662
 $22,014
 $1,973,382
Cash flows used in by financing activities$(1,094,112) $(684,956) $(2,736,402)
Inflation
Substantially all of our office leases provide for separate real estate tax and operating expense escalations as well as operating expense recoveries based on increases in the Consumer Price Index or other measures such as porters' wage. In addition, many of the leases provide for fixed base rent increases. We believe that inflationary increases will be at least partially offset by the contractual rent increases and expense escalations described above.
Accounting Standards Updates
The Accounting Standards Updates are discussed in Note 2, "Significant Accounting Policies-AccountingPolicies - Accounting Standards Updates" in the accompanying consolidated financial statements.

66
Table of Contents


Forward-Looking Information
This report includes certain statements that may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provisions thereof. All statements, other than statements of historical facts, included in this report that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, including such matters as future capital expenditures, dividends and acquisitions (including the amount and nature thereof), development trends of the real estate industry and the Manhattan, Brooklyn, Westchester County, Connecticut, Long Island and New Jersey officeYork metropolitan area markets, business strategies, expansion and growth of our operations and other similar matters, are forward-looking statements. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate.
Forward-looking statements are not guarantees of future performance and actual results or developments may differ materially, and we caution you not to place undue reliance on such statements. Forward-looking statements are generally identifiable by the use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "project," "continue," or the negative of these words, or other similar words or terms.
Forward-looking statements contained in this report are subject to a number of risks and uncertainties that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by forward-looking statements made by us. These risks and uncertainties include:
the effect of general economic, business and financial conditions, and their effect on the New York City real estate market in particular;
dependence upon certain geographic markets;
risks of real estate acquisitions, dispositions, developmentsdevelopment and redevelopment, including the cost of construction delays and cost overruns;

63
Table of Contents


risks relating to debt and preferred equity investments;
availability and creditworthiness of prospective tenants and borrowers;
bankruptcy or insolvency of a major tenant or a significant number of smaller tenants;tenants or borrowers;
adverse changes in the real estate markets, including reduced demand for office space, increasing vacancy, and increasing availability of sublease space;
availability of capital (debt and equity);
unanticipated increases in financing and other costs, including a rise in interest rates;
our ability to comply with financial covenants in our debt instruments;
our ability to maintain itsour status as a REIT;
risks of investing through joint venture structures, including the fulfillment by our partners of their financial obligations;
the threat of terrorist attacks;
our ability to obtain adequate insurance coverage at a reasonable cost and the potential for losses in excess of our insurance coverage, including as a result of environmental contamination; and
legislative, regulatory and/or safety requirements adversely affecting REITs and the real estate business including costs of compliance with the Americans with Disabilities Act, the Fair Housing Act and other similar laws and regulations.
Other factors and risks to our business, many of which are beyond our control, are described in other sections of this report and in our other filings with the SEC. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of future events, new information or otherwise.

6764
Table of Contents


ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
See Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations—Market Rate Risk" for additional information regarding our exposure to interest rate fluctuations.
The table below presents the principal cash flows based upon maturity dates of our debt obligations and debt and preferred equity investments and the weighted-average interest rates by expected maturity dates, including as-of-right extension options, as of December 31, 20152018 (in thousands):
 Long-Term Debt 
Debt and Preferred
Equity Investments(1)
 
Fixed
Rate
 
Average
Interest
Rate
 
Variable
Rate
 
Average
Interest
Rate
 Amount 
Weighted
Yield
2016$402,827
 4.39% $302,984
 1.95% $591,164
 11.17%
20171,141,214
 4.29% 149,171
 2.14% 631,071
 9.73
2018330,119
 4.33% 3,868
 2.29% 327,334
 9.96
2019100,255
 4.53% 931,471
 2.57% 67,015
 7.45
2020707,330
 4.29% 1,269,000
 3.03% —
 —
Thereafter4,574,579
 4.04% 546,000
 —% 53,436
 8.79
Total$7,256,324
 4.25% $3,202,494
 0.39% $1,670,020
 10.51%
Fair Value$7,561,228
   $3,165,788
      

 Long-Term Debt 
Debt and Preferred
Equity Investments (1)
 
 
Fixed
Rate
 
Average
Interest
Rate
 
Variable
Rate
 
Average
Interest
Rate
 Amount 
Weighted
Yield
 
2019$6,241
 4.08% $27,500
 4.04% $442,557
 10.31% 
2020261,117
 3.87% 315,523
 3.79% 1,273,679
 8.21% 
202111,636
 3.83% 489,869
 3.73% 26,471
 9.54% 
20221,008,017
 3.82% —
 4.00% 204,790
 11.46% 
20231,007,301
 4.08% 915,550
 4.38% 42,706
 8.55% 
Thereafter1,245,405
 4.29% 300,000
 4.45% 109,190
 8.46% 
Total$3,539,717
 3.92% $2,048,442
 3.92% $2,099,393
 9.01% 
Fair Value$3,230,127
   $2,057,966
       
(1)Our debt and preferred equity investments had an estimated fair value ranging between $1.7$2.1 billion and $1.8$2.3 billion at December 31, 2015.2018.
The table below presents the principal cash flows based upon maturity dates of our share of our joint venture debt obligations and the weighted-average interest rates by expected maturity dates as of December 31, 20152018 (in thousands):
Long Term DebtLong Term Debt
Fixed
Rate
 
Average
Interest
Rate
 
Variable
Rate
 
Average
Interest
Rate
Fixed
Rate
 
Average
Interest
Rate
 
Variable
Rate
 
Average
Interest
Rate
2016$348,548
 5.31% $181,098
 3.16%
2017336,899
 5.02% 278,186
 2.98%
20182,168
 5.13% 27
 2.44%
201995,647
 5.41% 9,040
 4.20%$106,255
 4.16% $9,040
 4.47%
2020135
 5.69% 30,163
 5.36%11,236
 4.16% 267,555
 4.45%
202111,730
 4.16% 506,641
 4.41%
2022220,779
 4.12% 31
 4.70%
2023271,064
 3.95% 6,932
 5.13%
Thereafter268,003
 7.77% 183,123
 7.28%1,719,845
 3.91% 710,353
 5.27%
Total$1,051,400
 5.84% $681,637
 4.20%$2,340,909
 4.12% $1,500,552
 4.55%
Fair Value$1,040,461
   $680,654
  
$2,327,716
   $1,510,470
  

6865
Table of Contents


The table below lists our consolidated derivative instruments, which are hedging variable rate debt, and their related fair values as of December 31, 20152018 (in thousands):
Asset
Hedged
Benchmark
Rate
 
Notional
Value
 
Strike
Rate
 
Effective
Date
 
Expiration
Date
 
Fair
Value
Asset
Hedged
 
Benchmark
Rate
 
Notional
Value
 
Strike
Rate
 
Effective
Date
 
Expiration
Date
 
Fair
Value
Interest Rate Cap - SoldMortgageLIBOR $504,000
 4.750% May 2014 May 2016 $—
Interest Rate CapMortgageLIBOR 504,000
 4.750% May 2014 May 2016 —
Interest Rate CapMortgageLIBOR 500,000
 4.750% October 2014 May 2016 —
Interest Rate Cap - SoldMortgageLIBOR 500,000
 4.750% November 2014 May 2016 —
Interest Rate SwapCredit Facility LIBOR $200,000
 1.131% July 2016 July 2023 $11,148
Interest Rate SwapCredit Facility LIBOR 100,000
 1.161% July 2016 July 2023 5,447
Interest Rate CapMortgageLIBOR 446,000
 4.750% October 2014 May 2016 —
Mortgage LIBOR 137,500
 4.000% September 2017 September 2019 —
Interest Rate SwapMortgageLIBOR 200,000
 0.938% October 2014 December 2017 71
Credit Facility LIBOR 100,000
 1.928% December 2017 November 2020 1,045
Interest Rate SwapMortgageLIBOR 150,000
 0.940% October 2014 December 2017 47
Credit Facility LIBOR 100,000
 1.934% December 2017 November 2020 1,035
Interest Rate SwapMortgageLIBOR 150,000
 0.940% October 2014 December 2017 47
Credit Facility LIBOR 150,000
 2.696% January 2019 January 2024 (1,858)
Interest Rate SwapMortgageLIBOR 144,000
 2.236% December 2012 December 2017 (3,516)Credit Facility LIBOR 150,000
 2.721% January 2019 January 2026 (2,450)
Interest Rate SwapMortgageLIBOR 86,400
 1.948% December 2012 December 2017 (1,630)Credit Facility LIBOR 200,000
 2.740% January 2019 January 2026 (3,354)
Interest Rate SwapMortgageLIBOR 72,000
 2.310% December 2012 December 2017 (1,862)
Interest Rate SwapMortgageLIBOR 72,000
 1.345% December 2012 December 2017 (522)
Interest Rate SwapMortgageLIBOR 72,000
 2.310% December 2012 December 2017 (1,859)
Interest Rate SwapMortgageLIBOR 57,600
 1.990% December 2012 December 2017 (1,134)
Interest Rate SwapMortgageLIBOR 30,000
 2.295% July 2010 June 2016 (241)
Interest Rate SwapCredit facilityLIBOR 14,409
 0.500% January 2015 January 2017 36
Interest Rate SwapMortgageLIBOR 8,018
 0.852% February 2015 February 2017 (12)
Interest Rate CapMortgageLIBOR 137,500
 4.000% September 2015 September 2017 3
Total Consolidated Hedges     $(10,572)     $11,013
In addition to these derivative instruments, some of our joint venture loan agreements require the joint venture to purchase interest rate caps on its debt. All such interest rate caps had no valuerepresented in aggregate an asset of $7.0 million at December 31, 2015.2018. We also swapped certain floating rate debt at some of our joint ventures. These swaps represented in aggregate an asset and obligation of $0.06$11.1 million and $1.21 million, respectively, at December 31, 2015.2018.


6966
Table of Contents



ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Index to Financial Statements and Schedules

FINANCIAL STATEMENTS OF SL GREEN REALTY CORP. 
Report of Independent Registered Public Accounting Firm
7168
Consolidated Balance Sheets as of December 31, 20158 and 20142017
7269
Consolidated Statements of Operations for the years ended December 31, 2015, 20142018, 2017 and 20132016
7471
Consolidated Statements of Comprehensive Income for the years ended December 31, 2015, 20142018, 2017 and 2013
2016
7672
Consolidated Statements of Equity for the years ended December 31, 2015, 20142018, 2017 and 2013
2016
7773
Consolidated Statements of Cash Flows for the years ended December 31, 2015, 20142018, 2017 and 2013
2016
7975
FINANCIAL STATEMENTS OF SL GREEN OPERATING PARTNERSHIP, L.P. 
Report of Independent Registered Public Accounting Firm
8278
Consolidated Balance Sheets as of December 31, 20152018 and 2014
2017
8379
Consolidated Statements of Operations for the years ended December 31, 2015, 20142018, 2017 and 20132016
8581
Consolidated Statements of Comprehensive Income for the years ended December 31, 2015, 20142018, 2017 and 2013
2016
8782
Consolidated Statements of Capital for the years ended December 31, 2015, 20142018, 2017 and 2013
2016
8883
Consolidated Statements of Cash Flows for the years ended December 31, 2015, 20142018, 2017 and 2013
2016
9084
Notes to Consolidated Financial Statements
9387
Schedules 
Schedule II-Valuation and Qualifying Accounts for the years ended December 31, 2015, 20142018, 2017 and 2013
2016
144134
Schedule III- Real Estate and Accumulated Depreciation as of December 31, 20158
145135
All other schedules are omitted because they are not required or the required information is shown in the financial statements or notes thereto. 

7067
Table of Contents




Report of Independent Registered Public Accounting Firm
TheTo the Shareholders and the Board of Directors and Shareholders of SL Green Realty Corp.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of SL Green Realty Corp. (the "Company")Company) as of December 31, 20152018 and 2014, and2017, the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2015. Our audits also included2018, and the related notes and financial statement schedules listed in the Index at Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). These financial statements and schedules are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of SL Green Realty Corp.the Company at December 31, 20152018 and 2014,2017, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2015,2018, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedules, when considered in relation to the basic financial statements taken as a whole, present fairly in all material respects the information set forth therein.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2015,2018, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 26, 20162019 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 /s/ Ernst & Young LLP
We have served as the Company‘s auditor since 1997.
New York, New York
February 26, 20162019




7168
Table of Contents

SL Green Realty Corp.
Consolidated Balance Sheets
(in thousands, except per share data)

December 31, 2015 December 31, 2014December 31, 2018 December 31, 2017
Assets      
Commercial real estate properties, at cost:      
Land and land interests$4,779,159
 $3,844,518
$1,774,899
 $2,357,051
Building and improvements10,423,739
 8,778,593
5,268,484
 6,351,012
Building leasehold and improvements1,431,259
 1,418,585
1,423,107
 1,450,614
Properties under capital lease47,445
 27,445
47,445
 47,445
16,681,602
 14,069,141
8,513,935
 10,206,122
Less: accumulated depreciation(2,060,706) (1,905,165)(2,099,137) (2,300,116)
14,620,896
 12,163,976
6,414,798
 7,906,006
Assets held for sale34,981
 462,430
—
 338,354
Cash and cash equivalents255,399
 281,409
129,475
 127,888
Restricted cash233,578
 149,176
149,638
 122,138
Investments in marketable securities45,138
 39,429
28,638
 28,579
Tenant and other receivables, net of allowance of $17,618 and $18,068 in 2015 and 2014, respectively63,491
 57,369
Tenant and other receivables, net of allowance of $15,702 and $18,637 in 2018 and 2017, respectively41,589
 57,644
Related party receivables10,650
 11,735
28,033
 23,039
Deferred rents receivable, net of allowance of $21,730 and $27,411 in 2015 and 2014, respectively498,776
 374,944
Debt and preferred equity investments, net of discounts and deferred origination fees of $18,759 and $19,172 in 2015 and 2014, respectively1,670,020
 1,408,804
Deferred rents receivable, net of allowance of $15,457 and $17,207 in 2018 and 2017, respectively335,985
 365,337
Debt and preferred equity investments, net of discounts and deferred origination fees of $22,379 and $25,507 in 2018 and 2017, respectively, and allowance of $5,750 in 20182,099,393
 2,114,041
Investments in unconsolidated joint ventures1,203,858
 1,172,020
3,019,020
 2,362,989
Deferred costs, net370,435
 327,962
209,110
 226,201
Other assets850,719
 647,333
295,679
 310,688
Total assets(1)$19,857,941
 $17,096,587
$12,751,358
 $13,982,904
Liabilities      
Mortgages and other loans payable$6,992,504
 $5,586,709
Revolving credit facility994,000
 385,000
Term loan and senior unsecured notes2,319,244
 2,107,078
Accrued interest payable and other liabilities210,883
 137,634
Mortgages and other loans payable, net$1,961,240
 $2,837,282
Revolving credit facility, net492,196
 30,336
Unsecured term loans, net1,493,051
 1,491,575
Unsecured notes, net1,495,214
 1,395,939
Accrued interest payable23,154
 38,142
Other liabilities116,566
 188,005
Accounts payable and accrued expenses196,213
 173,246
147,060
 137,142
Deferred revenue399,102
 187,148
94,453
 208,119
Capital lease obligations41,360
 20,822
43,616
 42,843
Deferred land leases payable1,783
 1,215
3,603
 3,239
Dividend and distributions payable79,790
 64,393
80,430
 85,138
Security deposits68,023
 66,614
64,688
 67,927
Liabilities related to assets held for sale29,000
 266,873
—
 4,074
Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities100,000
 100,000
100,000
 100,000
Total liabilities11,431,902
 9,096,732
Total liabilities (1)
6,115,271
 6,629,761
Commitments and contingencies—
 —


 

Noncontrolling interests in Operating Partnership424,206
 469,524
387,805
 461,954
Preferred units282,516
 71,115
300,427
 301,735

7269
Table of Contents

SL Green Realty Corp.
Consolidated Balance Sheets
(in thousands, except per share data)

December 31, 2015 December 31, 2014December 31, 2018 December 31, 2017
Equity      
SL Green stockholders' equity:      
Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2015 and 2014221,932
 221,932
Common stock, $0.01 par value, 160,000 shares authorized and 100,063 and 97,325 issued and outstanding at December 31, 2015 and 2014, respectively (including 87 shares held in treasury at December 31, 2015)1,001
 974
Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2018 and 2017221,932
 221,932
Common stock, $0.01 par value, 160,000 shares authorized and 84,739 and 93,858 issued and outstanding at December 31, 2018 and 2017, respectively (including 1,055 and 1,055 shares held in treasury at December 31, 2018 and 2017, respectively)847
 939
Additional paid-in-capital5,439,735
 5,113,759
4,508,685
 4,968,338
Treasury stock at cost(10,000) —
(124,049) (124,049)
Accumulated other comprehensive loss(8,749) (6,980)
Accumulated other comprehensive income15,108
 18,604
Retained earnings1,643,546
 1,607,689
1,278,998
 1,139,329
Total SL Green stockholders' equity7,287,465
 6,937,374
5,901,521
 6,225,093
Noncontrolling interests in other partnerships431,852
 521,842
46,334
 364,361
Total equity7,719,317
 7,459,216
5,947,855
 6,589,454
Total liabilities and equity$19,857,941
 $17,096,587
$12,751,358
 $13,982,904
   
(1) The Company's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs, excluding the Operating Partnership: $110.0 million and $398.0 million of land, $0.3 billion and $1.4 billion of building and improvements, $2.0 million and $2.0 million of building and leasehold improvements, $47.4 million and $47.4 million of properties under capital lease, $42.2 million and $330.9 million of accumulated depreciation, $721.3 million and $221.0 million of other assets included in other line items, $140.8 million and $628.9 million of real estate debt, net, $0.4 million and $2.5 million of accrued interest payable, $43.6 million and $42.8 million of capital lease obligations, and $18.4 million and $56.8 million of other liabilities included in other line items as of December 31, 2018 and December 31, 2017, respectively.
(1) The Company's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs, excluding the Operating Partnership: $110.0 million and $398.0 million of land, $0.3 billion and $1.4 billion of building and improvements, $2.0 million and $2.0 million of building and leasehold improvements, $47.4 million and $47.4 million of properties under capital lease, $42.2 million and $330.9 million of accumulated depreciation, $721.3 million and $221.0 million of other assets included in other line items, $140.8 million and $628.9 million of real estate debt, net, $0.4 million and $2.5 million of accrued interest payable, $43.6 million and $42.8 million of capital lease obligations, and $18.4 million and $56.8 million of other liabilities included in other line items as of December 31, 2018 and December 31, 2017, respectively.


The accompanying notes are an integral part of these consolidated financial statements.

7370
Table of Contents

SL Green Realty Corp.
Consolidated Statements of Operations
(in thousands, except per share data)



  Year Ended December 31,
  2015 2014 2013
Revenues      
Rental revenue, net $1,245,981
 $1,121,066
 $996,782
Escalation and reimbursement 178,512
 164,376
 155,965
Investment income 181,128
 178,815
 193,843
Other income 57,208
 55,721
 24,475
Total revenues 1,662,829
 1,519,978
 1,371,065
Expenses      
Operating expenses, including $20,071 in 2015, $19,308 in 2014, and $19,152 in 2013 of related party expenses 301,624
 282,283
 276,589
Real estate taxes 232,702
 217,843
 203,076
Ground rent 32,834
 32,307
 31,951
Interest expense, net of interest income 323,870
 317,400
 310,894
Amortization of deferred financing costs 27,348
 22,377
 15,855
Depreciation and amortization 560,887
 371,610
 324,461
Transaction related costs 11,430
 8,707
 3,985
Marketing, general and administrative 94,873
 92,488
 86,192
Total expenses 1,585,568
 1,345,015
 1,253,003
Income from continuing operations before equity in net income from unconsolidated joint ventures, equity in net gain on sale of interest in unconsolidated joint venture/real estate, purchase price fair value adjustment, gain on sale of real estate, depreciable real estate reserves, gain (loss) on sale of marketable securities and loss on early extinguishment of debt 77,261
 174,963
 118,062
Equity in net income from unconsolidated joint ventures 13,028
 26,537
 9,921
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 15,844
 123,253
 3,601
Purchase price fair value adjustment 40,078
 67,446
 (2,305)
Gain on sale of real estate, net 175,974
 —
 —
Depreciable real estate reserves (19,226) —
 —
Gain (loss) on sale of investment in marketable securities —
 3,895
 (65)
Loss on early extinguishment of debt (49) (32,365) (18,518)
Income from continuing operations 302,910
 363,729
 110,696
Net income from discontinued operations 427
 19,075
 25,687
Gain on sale of discontinued operations 14,122
 163,059
 14,900
Net income 317,459
 545,863
 151,283
Net income attributable to noncontrolling interests:      
Noncontrolling interests in the Operating Partnership (10,565) (18,467) (3,023)
Noncontrolling interests in other partnerships (15,843) (6,590) (10,629)
Preferred units distributions (6,967) (2,750) (2,260)
Net income attributable to SL Green 284,084
 518,056
 135,371
Preferred stock redemption costs —
 —
 (12,160)
Perpetual preferred stock dividends (14,952) (14,952) (21,881)
Net income attributable to SL Green common stockholders $269,132
 $503,104
 $101,330
       

74
Table of Contents

SL Green Realty Corp.
Consolidated Statements of Operations
(in thousands, except per share data)


  Year Ended December 31,
  2015 2014 2013
Amounts attributable to SL Green common stockholders:      
Income from continuing operations before purchase price fair value adjustment, gains on sale and discontinued operations $50,502
 $143,466
 $60,654
Purchase price fair value adjustment 38,563
 65,059
 (2,239)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 15,245
 118,891
 3,497
Net income from discontinued operations 411
 18,400
 24,947
Gain on sale of discontinued operations 13,588
 157,288
 14,471
Gain on sale of real estate 169,322
 —
 —
Depreciable real estate reserves (18,499) —
 —
Net income attributable to SL Green common stockholders $269,132
 $503,104
 $101,330
Basic earnings per share:      
Income from continuing operations before purchase price fair value adjustment, gains on sale and discontinued operations $0.51
 $1.50
 $0.66
Purchase price fair value adjustment 0.39
 0.68
 (0.02)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.15
 1.24
 0.04
Net income from discontinued operations —
 0.19
 0.27
Gain on sale of discontinued operations 0.14
 1.64
 0.15
Gain on sale of real estate 1.71
 —
 —
Depreciable real estate reserves (0.19) —
 —
Net income attributable to SL Green common stockholders $2.71
 $5.25
 $1.10
Diluted earnings per share:      
Income from continuing operations before purchase price fair value adjustment, gains on sale and discontinued operations $0.51
 $1.52
 $0.66
Purchase price fair value adjustment 0.39
 0.65
 (0.03)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.15
 1.24
 0.04
Net income from discontinued operations —
 0.19
 0.27
Gain on sale of discontinued operations 0.14
 1.63
 0.16
Gain on sale of real estate 1.70
 —
 —
Depreciable real estate reserves (0.19) —
 —
Net income attributable to SL Green common stockholders $2.70
 $5.23
 $1.10
Basic weighted average common shares outstanding 99,345
 95,774
 92,269
Diluted weighted average common shares and common share equivalents outstanding 103,734
 99,696
 95,266


The accompanying notes are an integral part of these consolidated financial statements.

75
Table of Contents


SL Green Realty Corp.
Consolidated Statements of Comprehensive Income
(in thousands)
 Year Ended December 31,
 2015 2014 2013
Net income$317,459
 $545,863
 $151,283
Other comprehensive income (loss):     
Change in net unrealized (loss) gain on derivative instruments, including SL Green's share of joint venture net unrealized (loss) gain on derivative instruments(1,229) 10,643
 13,490
Change in unrealized (loss) gain on marketable securities(607) (2,237) 1,497
Other comprehensive (loss) income(1,836) 8,406
 14,987
Comprehensive income315,623
 554,269
 166,270
Net income attributable to noncontrolling interests and preferred units distributions(33,375) (27,807) (15,912)
Other comprehensive income (loss) attributable to noncontrolling interests67
 (175) (611)
Comprehensive income attributable to SL Green$282,315
 $526,287
 $149,747
  Year Ended December 31,
  2018 2017 2016
Revenues      
Rental revenue, net $864,978
 $1,100,993
 $1,323,767
Escalation and reimbursement 113,596
 172,939
 196,858
Investment income 201,492
 193,871
 213,008
Other income 47,326
 43,670
 130,348
Total revenues 1,227,392
 1,511,473
 1,863,981
Expenses      
Operating expenses, including $17,823 in 2018, $21,400 in 2017, $21,890 in 2016 of related party expenses 229,347
 293,364
 312,859
Real estate taxes 186,351
 244,323
 248,388
Ground rent 32,965
 33,231
 33,261
Interest expense, net of interest income 208,669
 257,045
 321,199
Amortization of deferred financing costs 12,408
 16,498
 24,564
Depreciation and amortization 279,507
 403,320
 821,041
Loan loss and other investment reserves, net of recoveries 6,839
 —
 —
Transaction related costs 1,099
 (1,834) 7,528
Marketing, general and administrative 92,631
 100,498
 99,759
Total expenses 1,049,816
 1,346,445
 1,868,599
Equity in net income from unconsolidated joint ventures 7,311
 21,892
 11,874
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 303,967
 16,166
 44,009
Purchase price and other fair value adjustment 57,385
 —
 —
(Loss) gain on sale of real estate, net (30,757) 73,241
 238,116
Depreciable real estate reserves and impairment (227,543) (178,520) (10,387)
Gain (loss) on sale of investment in marketable securities —
 3,262
 (83)
Loss on early extinguishment of debt (17,083) —
 —
Net income 270,856
 101,069
 278,911
Net (income) loss attributable to noncontrolling interests:      
Noncontrolling interests in the Operating Partnership (12,216) (3,995) (10,136)
Noncontrolling interests in other partnerships 6
 15,701
 (7,644)
Preferred units distributions (11,384) (11,401) (11,235)
Net income attributable to SL Green 247,262
 101,374
 249,896
Preferred stock redemption costs —
 —
 —
Perpetual preferred stock dividends (14,950) (14,950) (14,950)
Net income attributable to SL Green common stockholders $232,312
 $86,424
 $234,946
       
Basic earnings per share: $2.67
 $0.87
 $2.34
Diluted earnings per share: $2.67
 $0.87
 $2.34
       
Basic weighted average common shares outstanding 86,753
 98,571
 100,185
Diluted weighted average common shares and common share equivalents outstanding 91,530
 103,403
 104,881


The accompanying notes are an integral part of these consolidated financial statements.


7671
Table of Contents


SL Green Realty Corp.
Consolidated StatementStatements of EquityComprehensive Income
(in thousands, except per share data)thousands)

 SL Green Realty Corp. Stockholders  
     Common Stock         


 Series C
Preferred
Stock		 
Series I
Preferred
Stock
 Shares 
Par
Value
 
Additional
Paid-
In-Capital
 
Treasury
Stock
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Retained
Earnings
 
Noncontrolling
Interests
 Total
Balance at December 31, 2012 $180,340
 $221,965
 91,250
 $913
 $4,490,084
 $—
 $(29,587) $1,556,087
 $487,301
 $6,907,103
Net income 

 

 

 

 

 

 

 135,371
 10,629
 146,000
Other comprehensive income 

 

 

 

 

 

 14,376
 

 

 14,376
Preferred dividends 

 

 

 

 

 

 

 (21,881) 

 (21,881)
DRSPP proceeds 

 

 

 

 67
 

 

 

 

 67
Conversion of units of the Operating Partnership to common stock 

 

 239
 2
 17,285
 

 

 

 

 17,287
Redemption of preferred stock (180,340) 

 

 

 

 

 

 (12,160) 

 (192,500)
Preferred stock issuance costs 

 (33) 

 

 

 

 

 

 

 (33)
Reallocation of noncontrolling interest in the operating partnership 

 

 

 

 

 

 

 (45,618) 

 (45,618)
Deferred compensation plan and stock award, net 

 

 135
 3
 4,464
 (6,090) 

 1,789
 

 166
Amortization of deferred compensation plan 

 

 

 

 26,329
 

 

 

 

 26,329
Proceeds from issuance of common stock 

 

 3,062
 30
 290,669
 

 

 

 

 290,699
Proceeds from stock options exercised 

 

 224
 2
 12,902
 

 

 

 

 12,904
Sale of treasury stock 

 

 83
 

 

 6,090
 

 1,030
 

 7,120
Contributions to consolidated joint venture interests 

 

 

 

 

 

 

 

 8,164
 8,164
Cash distributions to noncontrolling interests 

 

 

 

 

 

 

 

 (14,623) (14,623)
Cash distribution declared ($1.49 per common share, none of which represented a return of capital for federal income tax purposes) 

 

 

 

 

 

 

 (138,684) 

 (138,684)
Balance at December 31, 2013 —
 221,932
 94,993
 950
 4,841,800
 —
 (15,211) 1,475,934
 491,471
 7,016,876
Net income 

 

 

 

 

 

 

 518,056
 6,590
 524,646
Other comprehensive income 

 

 

 

 

 

 8,231
 

 

 8,231
Preferred dividends 

 

 

 

 

 

 

 (14,952) 

 (14,952)
DRSPP proceeds 

 

 

 

 64
 

 

 

 

 64
Conversion of units of the Operating Partnership to common stock 

 

 315
 3
 31,650
 

 

 

 

 31,653
Reallocation of noncontrolling interest in the Operating Partnership 

 

 

 

 

 

 

 (168,439) 

 (168,439)
Deferred compensation plan and stock award, net 

 

 15
 

 (15) 

 

 (1,499) 

 (1,514)
Amortization of deferred compensation plan 

 

 

 

 29,749
 

 

 

 

 29,749
Issuance of common stock 

 

 1,654
 17
 185,304
 

 

 

 

 185,321
Proceeds from stock options exercised 

 

 348
 4
 25,207
 

 

 

 

 25,211
Contributions to consolidated joint venture interests 

 

 

 

 

 

 

 

 30,800
 30,800
Cash distributions to noncontrolling interests 

 

 

 

 

 

 

 

 (7,019) (7,019)
Cash distributions declared ($2.10 per common share, none of which represented a return of capital for federal income tax purposes) 

 

 

 

 

 

 

 (201,411) 

 (201,411)
Balance at December 31, 2014 —
 221,932
 97,325
 974
 5,113,759
 —
 (6,980) 1,607,689
 521,842
 7,459,216

77
Table of Contents

SL Green Realty Corp.
Consolidated Statement of Equity
(in thousands, except per share data)

 SL Green Realty Corp. Stockholders  
     Common Stock         


 Series C
Preferred
Stock		 
Series I
Preferred
Stock
 Shares 
Par
Value
 
Additional
Paid-
In-Capital
 
Treasury
Stock
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Retained
Earnings
 
Noncontrolling
Interests
 Total
Net income   

 

 

 

 

 

 284,084
 15,843
 299,927
Acquisition of subsidiary interest from noncontrolling interest         (9,566)       (11,084) (20,650)
Other comprehensive loss   

 

 

 

 

 (1,769) 

 

 (1,769)
Preferred dividends   

 

 

 

 

 

 (14,952) 

 (14,952)
DRSPP proceeds   

 776
 8
 99,547
 

 

 

 

 99,555
Conversion of units of the Operating Partnership to common stock   

 483
 5
 55,692
 

 

 

 

 55,697
Reallocation of noncontrolling interest in the Operating Partnership   

 

 

 

 

 

 20,915
 

 20,915
Reallocation of capital account relating to sale                 (10,143) (10,143)
Deferred compensation plan and stock award, net   

 168
 2
 243
 

 

 (3,227) 

 (2,982)
Amortization of deferred compensation plan   

 

 

 26,721
 

 

 

 

 26,721
Issuance of common stock   

 1,007
 10
 136,979
 (10,000) 

 

 

 126,989
Proceeds from stock options exercised   

 217
 2
 16,360
 

 

 

 

 16,362
Contributions to consolidated joint venture interests   

 

 

 

 

 

 

 35,178
 35,178
Cash distributions to noncontrolling interests   

 

 

 

 

 

 

 (119,784) (119,784)
Cash distributions declared ($2.52 per common share, none of which represented a return of capital for federal income tax purposes)   

 

 

 

 

 

 (250,963) 

 (250,963)
Balance at December 31, 2015 $—
 $221,932
 99,976
 $1,001
 $5,439,735
 $(10,000) $(8,749) $1,643,546
 $431,852
 $7,719,317
 Year Ended December 31,
 2018 2017 2016
Net income$270,856
 $101,069
 $278,911
Other comprehensive income:     
Change in net unrealized (loss) gain on derivative instruments, including SL Green's share of joint venture net unrealized (loss) gain on derivative instruments(3,622) 1,040
 28,508
Change in unrealized gain (loss) on marketable securities60
 (4,667) 3,677
Other comprehensive (loss) income(3,562) (3,627) 32,185
Comprehensive income267,294

97,442

311,096
Net (income) loss attributable to noncontrolling interests and preferred units distributions(23,594) 305
 (29,015)
Other comprehensive income (loss) attributable to noncontrolling interests66
 94
 (1,299)
Comprehensive income attributable to SL Green$243,766
 $97,841
 $280,782


The accompanying notes are an integral part of these consolidated financial statements.


7872
Table of Contents

SL Green Realty Corp.
Consolidated Statements of Equity
(in thousands, except per share data)

 SL Green Realty Corp. Stockholders  
   Common Stock         


 
Series I
Preferred
Stock
 Shares 
Par
Value
 
Additional
Paid-
In-Capital
 
Treasury
Stock
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Retained
Earnings
 
Noncontrolling
Interests
 Total
Balance at December 31, 2015 $221,932
 99,976
 $1,001
 $5,439,735
 $(10,000) $(8,749) $1,643,546
 $431,852
 $7,719,317
Net income             249,896
 7,644
 257,540
Other comprehensive income           30,886
     30,886
Preferred dividends             (14,950)   (14,950)
DRSPP proceeds   2
 

 277
         277
Conversion of units in the Operating Partnership to common stock   295
 3
 31,803
         31,806
Reallocation of noncontrolling interest in the Operating Partnership             (4,222)   (4,222)
Deferred compensation plan and stock awards, net of forfeitures and tax withholdings   96
 1
 23,901
     

   23,902
Issuance of common stock   

 10
 113,999
 (114,049)       (40)
Proceeds from stock options exercised   193
 2
 14,830
         14,832
Contributions to consolidated joint venture interests               2,359
 2,359
Cash distributions to noncontrolling interests               (15,419) (15,419)
Cash distributions declared ($2.94 per common share, none of which represented a return of capital for federal income tax purposes)             (295,377)   (295,377)
Balance at December 31, 2016 221,932
 100,562
 1,017
 5,624,545
 (124,049) 22,137
 1,578,893
 426,436
 7,750,911
Net income (loss)             101,374
 (15,701) 85,673
Other comprehensive loss           (3,533)     (3,533)
Preferred dividends             (14,950)   (14,950)
DRSPP proceeds   2
 

 223
         223
Conversion of units in the Operating Partnership to common stock   202
 2
 21,572
         21,574
Reallocation of noncontrolling interest in the Operating Partnership             5,712
   5,712
Equity component of repurchased exchangeable senior notes       (109,776)         (109,776)
Deferred compensation plan and stock awards, net of forfeitures and tax withholdings   87
 1
 29,786
     

   29,787
Repurchases of common stock   (8,342) (83) (621,324) 

   (226,641)   (848,048)
Proceeds from stock options exercised   292
 2
 23,312
         23,314
Contributions to consolidated joint venture interests               36,275
 36,275
Deconsolidation of partially owned entity               (30,203) (30,203)
Cash distributions to noncontrolling interests               (52,446) (52,446)
Cash distributions declared ($3.1375 per common share, none of which represented a return of capital for federal income tax purposes)             (305,059)   (305,059)
Balance at December 31, 2017 221,932
 92,803
 939
 4,968,338
 (124,049) 18,604
 1,139,329
 364,361
 6,589,454
Cumulative adjustment upon adoption of ASC 610-20             570,524
   570,524

73
Table of Contents

SL Green Realty Corp.
Consolidated Statements of Equity
(in thousands, except per share data)

 SL Green Realty Corp. Stockholders  
   Common Stock         


 
Series I
Preferred
Stock
 Shares 
Par
Value
 
Additional
Paid-
In-Capital
 
Treasury
Stock
 
Accumulated
Other
Comprehensive
Income (Loss)
 
Retained
Earnings
 
Noncontrolling
Interests
 Total
Balance at January 1, 2018 221,932
 92,803
 939
 4,968,338
 (124,049) 18,604
 1,709,853
 364,361
 7,159,978
Net income (loss)             247,262
 (6) 247,256
Other comprehensive loss           (3,496)   

 (3,496)
Preferred dividends             (14,950)   (14,950)
DRSPP proceeds   1
   136
         136
Conversion of units in the Operating Partnership to common stock   160
 2
 16,301
         16,303
Reallocation of noncontrolling interest in the Operating Partnership             34,236
   34,236
Deferred compensation plan and stock awards, net of forfeitures and tax withholdings   149
 1
 17,483
         17,484
Repurchases of common stock   (9,745) (98) (522,482)     (415,215)   (937,795)
Proceeds from stock options exercised   316
 3
 28,909
         28,912
Contributions to consolidated joint venture interests               5,459
 5,459
Deconsolidation of partially owned entity               (315,116) (315,116)
Cash distributions to noncontrolling interests               (8,364) (8,364)
Cash distributions declared ($3.2875 per common share, none of which represented a return of capital for federal income tax purposes)             (282,188)   (282,188)
Balance at December 31, 2018 $221,932

83,684

$847

$4,508,685

$(124,049)
$15,108

$1,278,998

$46,334

$5,947,855


The accompanying notes are an integral part of these consolidated financial statements.

74
Table of Contents

SL Green Realty Corp.
Consolidated Statements of Cash Flows
(in thousands, except per share data)


Year Ended December 31,Year Ended December 31,
2015 2014 20132018 2017 2016
Operating Activities          
Net income$317,459
 $545,863
 $151,283
$270,856
 $101,069
 $278,911
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization588,238
 400,001
 357,599
291,915
 419,818
 845,605
Equity in net income from unconsolidated joint ventures(13,028) (26,537) (9,921)(7,311) (21,892) (11,874)
Distributions of cumulative earnings from unconsolidated joint ventures40,759
 28,859
 34,997
10,277
 20,309
 24,337
Equity in net gain on sale of interest in unconsolidated joint venture interest/real estate(15,844) (123,253) (3,601)(303,967) (16,166) (44,009)
Purchase price fair value adjustment(40,078) (71,446) 2,305
Depreciable real estate reserves19,226
 —
 2,150
Gain on sale of real estate(175,974) —
 —
Gain on sale of discontinued operations(14,122) (163,059) (14,900)
Gain on sale of investments in marketable securities—
 (3,895) —
Purchase price and other fair value adjustment(57,385) —
 —
Depreciable real estate reserves and impairment227,543
 178,520
 10,387
Loss (gain) on sale of real estate, net30,757
 (73,241) (238,116)
Loan loss reserves and other investment reserves, net of recoveries6,839
 —
 —
(Gain) loss on sale of investments in marketable securities—
 (3,262) 83
Loss on early extinguishment of debt49
 32,365
 10,963
17,083
 —
 —
Deferred rents receivable(136,924) (56,362) (56,739)(18,216) (38,009) 26,716
Other non-cash adjustments(1)(20,671) (28,559) (37,843)2,932
 19,621
 (152,428)
Changes in operating assets and liabilities:          
Restricted cash—operations11,289
 861
 2,037
Tenant and other receivables(6,405) 1,978
 (7,570)6,968
 (5,717) 4,780
Related party receivables1,278
 (3,673) (917)(1,044) (7,209) (5,183)
Deferred lease costs(61,005) (53,333) (52,228)(44,158) (41,939) (70,707)
Other assets18,501
 9,340
 2,904
(8,310) (23,068) 9,899
Accounts payable, accrued expenses and other liabilities and security deposits8,634
 (7,796) (1,473)4,410
 (12,440) (35,628)
Deferred revenue and land leases payable5,102
 9,027
 7,157
12,348
 46,607
 1,237
Net cash provided by operating activities526,484
 490,381
 386,203
441,537
 543,001
 644,010
Investing Activities          
Acquisitions of real estate property(2,653,311) (1,039,530) (594,595)(60,486) (28,680) (39,890)
Additions to land, buildings and improvements(406,442) (369,887) (196,571)(254,460) (336,001) (411,950)
Escrowed cash—capital improvements/acquisition deposits/deferred purchase price(101,000) (8,461) (7,672)
Investments in unconsolidated joint ventures(161,712) (382,010) (150,274)(400,429) (389,249) (145,375)
Distributions in excess of cumulative earnings from unconsolidated joint ventures98,639
 236,181
 42,720
233,118
 319,745
 196,211
Proceeds from disposition of real estate/joint venture interest1,216,785
 820,599
 227,615
1,231,004
 692,796
 2,475,954
Proceeds from sale of marketable securities1,426
 8,248
 2,370
—
 55,129
 6,965
Purchases of marketable securities(7,769) (14,364) (11,493)—
 —
 (43,341)
Other investments(15,806) (7,448) (43,163)(38,912) 25,330
 7,704
Origination of debt and preferred equity investments(756,939) (617,090) (555,137)(731,216) (1,129,970) (977,413)
Repayments or redemption of debt and preferred equity investments520,218
 576,927
 657,765
703,043
 812,914
 904,517
Net cash used in investing activities(2,265,911) (796,835) (628,435)
Net cash provided by investing activities681,662
 22,014
 1,973,382
          

7975
Table of Contents

SL Green Realty Corp.
Consolidated Statements of Cash Flows
(in thousands, except per share data)

 Year Ended December 31,
 2015 2014 2013
Financing Activities     
Proceeds from mortgages and other loans payable$1,849,293
 $2,151,603
 $1,257,172
Repayments of mortgages and other loans payable(781,236) (2,201,999) (1,085,220)
Proceeds from revolving credit facility and senior unsecured notes2,515,000
 1,908,000
 1,164,000
Repayments of revolving credit facility and senior unsecured notes(1,706,007) (1,386,588) (1,020,215)
Payment of debt extinguishment costs—
 (50,150) —
Proceeds from stock options exercised and DRIP issuance115,917
 25,275
 12,971
Proceeds from sale of common stock124,761
 185,321
 290,699
Redemption of preferred stock(200) (2,000) (192,533)
Sale or purchase of treasury stock—
 —
 7,120
Distributions to noncontrolling interests in other partnerships(119,784) (7,019) (14,623)
Contributions from noncontrolling interests in other partnerships12,674
 30,675
 8,164
Distributions to noncontrolling interests in the Operating Partnership(9,710) (7,849) (4,146)
Dividends paid on common and preferred stock(257,378) (206,974) (148,407)
Other obligations related to mortgage loan participations25,000
 —
 —
Deferred loan costs and capitalized lease obligation(54,913) (57,124) $(16,042)
Net cash provided by financing activities1,713,417
 381,171
 258,940
Net (decrease) increase in cash and cash equivalents(26,010) 74,717
 16,708
Cash and cash equivalents at beginning of year281,409
 206,692
 189,984
Cash and cash equivalents at end of period$255,399
 $281,409
 $206,692
      
Supplemental cash flow disclosures:     
Interest paid$345,110
 $348,230
 $325,903
Income taxes paid$3,882
 $4,056
 $2,666
      
Supplemental Disclosure of Non-Cash Investing and Financing Activities:     
Issuance of common stock as deferred compensation$243
 $1,601
 $164
Issuance of units in the operating partnership30,506
 56,469
 24,750
Redemption of units in the operating partnership55,697
 31,653
 17,287
Derivative instruments at fair value1,816
 11,230
 636
Exchange of debt investment for equity in joint venture10,151
 —
 —
Transfer of restricted cash to operating cash and cash equivalents as a result of sale21,578
 —
 —
Acquisition of subsidiary interest from noncontrolling interest20,630
 —
 —
Issuance of common stock relating to the real estate acquisition2,228
 —
 —
Issuance of preferred units relating to the real estate acquisition211,601
 —
 —
Tenant improvements and capital expenditures payable7,755
 9,408
 502
Mortgage assigned to joint venture—
 150,000
 —
Fair value adjustment to noncontrolling interest in operating partnership20,915
 168,439
 45,618
Assumption of mortgage loan112,795
 16,000
 84,642
Investment in Joint Venture—
 88,957
 —
Capital lease assets20,000
 —
 9,992
Reclass of development costs from other assets to real estate47,519
 —
 —
Deconsolidation of a subsidiary27,435
 112,095
 —
Transfer of assets to assets held for sale34,981
 462,430
 —
Transfer of liabilities related to assets held for sale29,000
 266,873
 —
Transfer of financing receivable to debt investment—
 19,675
 —
Deferred leasing payable7,832
 8,667
 5,024
Consolidation of real estate investment158,566
 1,316,591
 90,934
Removal of fully depreciated commercial real estate properties241,910
 —
 —
Issuance of preferred units (Stonehenge)—
 27,565
 —
  Year Ended December 31,
  2018 2017 2016
 Financing Activities     
 Proceeds from mortgages and other loans payable$564,391
 $870,459
 $408,293
 Repayments of mortgages and other loans payable(868,842) (902,460) (1,822,303)
 Proceeds from revolving credit facility, term loans and senior unsecured notes3,120,000
 2,784,599
 1,325,300
 Repayments of revolving credit facility, term loans and senior unsecured notes(2,560,000) (2,276,782) (2,334,604)
 Payment of debt extinguishment costs(13,918) —
 —
 Proceeds from stock options exercised and DRSPP issuance29,048
 23,537
 15,109
 Repurchase of common stock(979,541) (806,302) —
 Redemption of preferred stock(1,208) (275) (3,299)
 Redemption of OP units(33,972) —
 —
 Distributions to noncontrolling interests in other partnerships(8,364) (52,446) (15,419)
 Contributions from noncontrolling interests in other partnerships5,459
 36,275
 2,359
 Distributions to noncontrolling interests in the Operating Partnership(15,000) (14,266) (12,671)
 Dividends paid on common and preferred stock(313,230) (333,543) (314,079)
 Other obligations related to mortgage loan participations16
 17,227
 59,150
 Payment of tax witholdings for restricted share awards(3,842) (3,879) (3,162)
 Deferred loan costs and capitalized lease obligation(15,109) (27,100) $(41,076)
 Net cash used in by financing activities(1,094,112) (684,956) (2,736,402)
 Net increase (decrease) in cash and cash equivalents29,087
 (119,941) (119,010)
 Cash, restricted cash, and cash equivalents at beginning of year250,026
 369,967
 488,977
 Cash, restricted cash, and cash equivalents at end of period$279,113
 $250,026
 $369,967
       
 
(1) Included in Other non-cash adjustments is $172.4 million for the year ended December 31, 2016 for the amortization of the below-market lease at 388-390 Greenwich Street as a result of the tenant exercising their option to purchase the property and entering into an agreement to accelerate the sale.
 
 Supplemental cash flow disclosures:     
 Interest paid$259,776
 $273,819
 $344,295
 Income taxes paid$1,418
 $2,448
 $2,009
       
 Supplemental Disclosure of Non-Cash Investing and Financing Activities:     
 Issuance of units in the operating partnership—
 25,723
 78,495
 Redemption of units in the operating partnership16,303
 21,574
 31,806
 Redemption of units in the operating partnership for a joint venture sale10,445
 —
 —
 Exchange of debt investment for real estate or equity in joint venture298,956
 —
 68,581
 Issuance of preferred units relating to the real estate acquisition—
 —
 22,793
 Tenant improvements and capital expenditures payable—
 6,667
 15,972
 Fair value adjustment to noncontrolling interest in operating partnership34,236
 5,712
 4,222
 
Deconsolidation of a subsidiary (1)
298,404
 695,204
 1,226,425
 Transfer of assets to assets held for sale—
 611,809
 2,048,376
 Transfer of liabilities related to assets held for sale—
 5,364
 1,677,528
 Removal of fully depreciated commercial real estate properties124,249
 15,488
 31,474
 Issuance of SLG's common stock to a consolidated joint venture—
 —
 114,049
 Share repurchase payable—
 41,746
 —
 (1) $366.6 million of the 2017 amount relates to 1515 Broadway. In November 2017, the Company sold a 30.13% interest in 1515 Broadway to affiliates of Allianz Real Estate. The sale did not meet the criteria for sale accounting and as a result the property was accounted for under the profit sharing method. The Company achieved sale accounting upon adoption of ASC 610-20 in January 2018 and closed on the sale of an additional 12.87% interest in the property to Allianz in February 2018. See Note 6, "Investments in Unconsolidated Joint Ventures.".
In December 2018, 2017 and 2016, the Company declared quarterly distributions per share of $0.85, $0.8125 and $0.775, respectively. These distributions were paid in January 2019, 2018 and 2017, respectively.

8076
Table of Contents

SL Green Realty Corp.
Consolidated Statements of Cash Flows
(in thousands, except per share data)

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows.
 Year Ended December 31,
 2015 2014 2013
Issuance of SLG's common stock to a consolidated joint venture10,000
 —
 —
Contribution to consolidated joint venture by noncontrolling interest22,504
 —
 —
In December 2015, 2014 and 2013, the Company declared quarterly distributions per share of $0.72, $0.60 and $0.50, respectively. These distributions were paid in January 2016, 2015 and 2014, respectively.

 Year Ended
 2018 2017 2016
Cash and cash equivalents$129,475
 $127,888
 279,443
Restricted cash149,638
 122,138
 90,524
Total cash, cash equivalents, and restricted cash$279,113
 $250,026
 $369,967
The accompanying notes are an integral part of these consolidated financial statements.

8177
Table of Contents




Report of Independent Registered Public Accounting Firm
TheTo the Partners of SL Green Operating Partnership, L.P.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of SL Green Operating Partnership, L.P. (the "Operating Partnership")Operating Partnership) as of December 31, 20152018 and 2014, and2017, the related consolidated statements of operations, comprehensive income, capital and cash flows for each of the three years in the period ended December 31, 2015. Our audits also included2018, and the related notes and financial statement schedules listed in the Index at Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). These financial statements and schedules are the responsibility of the Operating Partnership's management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of the SL Green Operating Partnership L.P. at December 31, 20152018 and 2014,2017, and the consolidated results of its operations and its cash flows for each of the three years in the period ended December 31, 2015,2018, in conformity with U.S. generally accepted accounting principles. Also, in our opinion, the related financial statement schedules, when considered in relation to the basic financial statements taken as a whole, present fairly in all material respects the information set forth therein.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)(PCAOB), the Operating Partnership's internal control over financial reporting as of December 31, 2015,2018, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 26, 20162019 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Operating Partnership's management. Our responsibility is to express an opinion on the Operating Partnership's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

                                                              /s//s/ Ernst & Young LLP
We have served as the Operating Partnership's auditor since 2010.
New York, New York
February 26, 20162019


8278
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated Balance Sheets
(in thousands, except per unit data)

 December 31, 2015 December 31, 2014 December 31, 2018 December 31, 2017
Assets        
Commercial real estate properties, at cost:        
Land and land interests $4,779,159
 $3,844,518
 $1,774,899
 $2,357,051
Building and improvements 10,423,739
 8,778,593
 5,268,484
 6,351,012
Building leasehold and improvements 1,431,259
 1,418,585
 1,423,107
 1,450,614
Property under capital lease 47,445
 27,445
 47,445
 47,445
 16,681,602
 14,069,141
 8,513,935
 10,206,122
Less: accumulated depreciation (2,060,706) (1,905,165) (2,099,137) (2,300,116)
 14,620,896
 12,163,976
 6,414,798
 7,906,006
Assets held for sale 34,981
 462,430
 —
 338,354
Cash and cash equivalents 255,399
 281,409
 129,475
 127,888
Restricted cash 233,578
 149,176
 149,638
 122,138
Investments in marketable securities 45,138
 39,429
 28,638
 28,579
Tenant and other receivables, net of allowance of $17,618 and $18,068 in 2015 and 2014, respectively 63,491
 57,369
Tenant and other receivables, net of allowance of $15,702 and $18,637 in 2018 and 2017, respectively 41,589
 57,644
Related party receivables 10,650
 11,735
 28,033
 23,039
Deferred rents receivable, net of allowance of $21,730 and $27,411 in 2015 and 2014, respectively 498,776
 374,944
Debt and preferred equity investments, net of discounts and deferred origination fees of 18,759 and $19,172 in 2015 and 2014, respectively 1,670,020
 1,408,804
Deferred rents receivable, net of allowance of $15,457 and $17,207 in 2018 and 2017, respectively 335,985
 365,337
Debt and preferred equity investments, net of discounts and deferred origination fees of $22,379 and $25,507 in 2018 and 2017, respectively, and allowance of $5,750 in 2018 2,099,393
 2,114,041
Investments in unconsolidated joint ventures 1,203,858
 1,172,020
 3,019,020
 2,362,989
Deferred costs, net 370,435
 327,962
 209,110
 226,201
Other assets 850,719
 647,333
 295,679
 310,688
Total assets(1) $19,857,941
 $17,096,587
 $12,751,358
 $13,982,904
Liabilities        
Mortgages and other loans payable $6,992,504
 $5,586,709
Revolving credit facility 994,000
 385,000
Term loan and senior unsecured notes 2,319,244
 2,107,078
Accrued interest payable and other liabilities 210,883
 137,634
Mortgages and other loans payable, net $1,961,240
 $2,837,282
Revolving credit facility, net 492,196
 30,336
Unsecured term loans, net 1,493,051
 1,491,575
Unsecured notes, net 1,495,214
 1,395,939
Accrued interest payable 23,154
 38,142
Other liabilities 116,566
 188,005
Accounts payable and accrued expenses 196,213
 173,246
 147,060
 137,142
Deferred revenue 399,102
 187,148
 94,453
 208,119
Capital lease obligations 41,360
 20,822
 43,616
 42,843
Deferred land leases payable 1,783
 1,215
 3,603
 3,239
Dividend and distributions payable 79,790
 64,393
 80,430
 85,138
Security deposits 68,023
 66,614
 64,688
 67,927
Liabilities related to assets held for sale 29,000
 266,873
 —
 4,074
Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities 100,000
 100,000
 100,000
 100,000
Total liabilities 11,431,902
 9,096,732
Total liabilities (1)
 6,115,271
 6,629,761
Commitments and contingencies —
 —
 

 

Limited partner interests in SLGOP (3,746 and 3,973 limited partner common units outstanding at December 31, 2015 and 2014, respectively)
 424,206
 469,524
Limited partner interests in SLGOP (4,131 and 4,453 limited partner common units outstanding at December 31, 2018 and 2017, respectively) 387,805
 461,954
Preferred units 282,516
 71,115
 300,427
 301,735

8379
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated Balance Sheets
(in thousands, except per unit data)

 December 31, 2015 December 31, 2014 December 31, 2018 December 31, 2017
Capital        
SLGOP partners' capital:        
Series I Preferred Units, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2015 and 2014 221,932
 221,932
SL Green partners' capital (1,035 and 1,013 general partner common units and 98,941 and 96,312 limited partner common units outstanding at December 31, 2015 2014, respectively) 7,074,282
 6,722,422
Accumulated other comprehensive loss (8,749) (6,980)
Series I Preferred Units, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2018 and 2017 221,932
 221,932
SL Green partners' capital (878 and 973 general partner common units, and 82,806 and 91,831 limited partner common units outstanding at December 31, 2018 and 2017, respectively) 5,664,481
 5,984,557
Accumulated other comprehensive income 15,108
 18,604
Total SLGOP partners' capital 7,287,465
 6,937,374
 5,901,521
 6,225,093
Noncontrolling interests in other partnerships 431,852
 521,842
 46,334
 364,361
Total capital 7,719,317
 7,459,216
 5,947,855
 6,589,454
Total liabilities and capital $19,857,941
 $17,096,587
 $12,751,358
 $13,982,904
    
(1) The Operating Partnership's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs: $110.0 million and $398.0 million of land, $0.3 billion and $1.4 billion of building and improvements, $2.0 million and $2.0 million of building and leasehold improvements, $47.4 million and $47.4 million of properties under capital lease, $42.2 million and $330.9 million of accumulated depreciation, $721.3 million and $221.0 million of other assets included in other line items, $140.8 million and $628.9 million of real estate debt, net, $0.4 million and $2.5 million of accrued interest payable, $43.6 million and $42.8 million of capital lease obligations, and $18.4 million and $56.8 million of other liabilities included in other line items as of December 31, 2018 and December 31, 2017, respectively.
(1) The Operating Partnership's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs: $110.0 million and $398.0 million of land, $0.3 billion and $1.4 billion of building and improvements, $2.0 million and $2.0 million of building and leasehold improvements, $47.4 million and $47.4 million of properties under capital lease, $42.2 million and $330.9 million of accumulated depreciation, $721.3 million and $221.0 million of other assets included in other line items, $140.8 million and $628.9 million of real estate debt, net, $0.4 million and $2.5 million of accrued interest payable, $43.6 million and $42.8 million of capital lease obligations, and $18.4 million and $56.8 million of other liabilities included in other line items as of December 31, 2018 and December 31, 2017, respectively.


The accompanying notes are an integral part of these consolidated financial statements.

8480
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated Statements of Operations
(in thousands, except per unit data)



  Year Ended December 31,
  2015 2014 2013
Revenues      
Rental revenue, net $1,245,981
 $1,121,066
 $996,782
Escalation and reimbursement 178,512
 164,376
 155,965
Investment income 181,128
 178,815
 193,843
Other income 57,208
 55,721
 24,475
Total revenues 1,662,829
 1,519,978
 1,371,065
Expenses      
Operating expenses, including $20,071 in 2015, $19,308 in 2014, and $19,152 in 2013 of related party expenses 301,624
 282,283
 276,589
Real estate taxes 232,702
 217,843
 203,076
Ground rent 32,834
 32,307
 31,951
Interest expense, net of interest income 323,870
 317,400
 310,894
Amortization of deferred financing costs 27,348
 22,377
 15,855
Depreciation and amortization 560,887
 371,610
 324,461
Transaction related costs 11,430
 8,707
 3,985
Marketing, general and administrative 94,873
 92,488
 86,192
Total expenses 1,585,568
 1,345,015
 1,253,003
Income from continuing operations before equity in net income from unconsolidated joint ventures, equity in net gain on sale of interest in unconsolidated joint venture/real estate, purchase price fair value adjustment, gain on sale of real estate, depreciable real estate reserves, gain (loss) on sale of marketable securities and loss on early extinguishment of debt

 77,261
 174,963
 118,062
Equity in net income from unconsolidated joint ventures 13,028
 26,537
 9,921
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 15,844
 123,253
 3,601
Purchase price fair value adjustment 40,078
 67,446
 (2,305)
Gain on sale of real estate, net 175,974
 —
 —
Depreciable real estate reserves (19,226) —
 —
Gain (loss) on sale of marketable securities —
 3,895
 (65)
Loss on early extinguishment of debt (49) (32,365) (18,518)
Income from continuing operations 302,910
 363,729
 110,696
Net income from discontinued operations 427
 19,075
 25,687
Gain on sale of discontinued operations 14,122
 163,059
 14,900
Net income 317,459
 545,863
 151,283
Net income attributable to noncontrolling interests in other partnerships (15,843) (6,590) (10,629)
Preferred unit distributions (6,967) (2,750) (2,260)
Net income attributable to SLGOP 294,649
 536,523
 138,394
Preferred unit redemption costs —
 —
 (12,160)
Perpetual preferred unit distributions (14,952) (14,952) (21,881)
Net income attributable to SLGOP common unitholders $279,697
 $521,571
 $104,353
       

85
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated Statements of Operations
(in thousands, except per unit data)


  Year Ended December 31,
  2015 2014 2013
Amounts attributable to SLGOP common unitholders:      
Income from continuing operations before purchase price fair value adjustment, gains on sale and discontinued operations $52,478
 $148,738
 $62,470
Purchase price fair value adjustment 40,078
 67,446
 (2,305)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 15,844
 123,253
 3,601
Net income from discontinued operations 427
 19,075
 25,687
Gain on sale of discontinued operations 14,122
 163,059
 14,900
Gain on sale of real estate 175,974
 —
 —
Depreciable real estate reserves (19,226) —
 —
Net income attributable to SLGOP common unitholders
 $279,697
 $521,571
 $104,353
       
Basic earnings per unit:      
Income from continuing operations before gains on sale and discontinued operations $0.51
 $1.50
 $0.66
Purchase price fair value adjustment 0.39
 0.68
 (0.02)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.15
 1.24
 0.04
Net income from discontinued operations —
 0.19
 0.27
Gain on sale of discontinued operations 0.14
 1.64
 0.15
Gain on sale of real estate 1.71
 —
 —
Depreciable real estate reserves (0.19) —
 —
Net income attributable to SLGOP common unitholders $2.71
 $5.25
 $1.10
Diluted earnings per unit:      
Income from continuing operations before gains on sale and discontinued operations $0.51
 $1.52
 $0.66
Purchase price fair value adjustment 0.39
 0.65
 (0.03)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.15
 1.24
 0.04
Net income from discontinued operations —
 0.19
 0.27
Gain on sale of discontinued operations 0.14
 1.63
 0.16
Gain on sale of real estate 1.70
 —
 —
Depreciable real estate reserves (0.19) —
 —
Net income attributable to SLGOP common unitholders $2.70
 $5.23
 $1.10
Basic weighted average common units outstanding 103,244
 99,288
 95,004
Diluted weighted average common units and common unit equivalents outstanding 103,734
 99,696
 95,266
  Year Ended December 31,
  2018 2017 2016
Revenues      
Rental revenue, net $864,978
 $1,100,993
 $1,323,767
Escalation and reimbursement 113,596
 172,939
 196,858
Investment income 201,492
 193,871
 213,008
Other income 47,326
 43,670
 130,348
Total revenues 1,227,392

1,511,473

1,863,981
Expenses      
Operating expenses, including $17,823 in 2018, $21,400 in 2017, $21,890 in 2016 of related party expenses 229,347
 293,364
 312,859
Real estate taxes 186,351
 244,323
 248,388
Ground rent 32,965
 33,231
 33,261
Interest expense, net of interest income 208,669
 257,045
 321,199
Amortization of deferred financing costs 12,408
 16,498
 24,564
Depreciation and amortization 279,507
 403,320
 821,041
Loan loss and other investment reserves, net of recoveries 6,839
 —
 —
Transaction related costs 1,099
 (1,834) 7,528
Marketing, general and administrative 92,631
 100,498
 99,759
Total expenses 1,049,816
 1,346,445
 1,868,599
Equity in net income from unconsolidated joint ventures 7,311
 21,892
 11,874
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 303,967
 16,166
 44,009
Purchase price and other fair value adjustment 57,385
 —
 —
(Loss) gain on sale of real estate, net (30,757) 73,241
 238,116
Depreciable real estate reserves and impairment (227,543) (178,520) (10,387)
Gain (loss) on sale of investment in marketable securities —
 3,262
 (83)
Loss on early extinguishment of debt (17,083) —
 —
Net income 270,856
 101,069
 278,911
Net (income) loss attributable to noncontrolling interests in other partnerships 6
 15,701
 (7,644)
Preferred unit distributions (11,384) (11,401) (11,235)
Net income attributable to SLGOP 259,478
 105,369
 260,032
Preferred stock redemption costs —
 —
 —
Perpetual preferred stock dividends (14,950) (14,950) (14,950)
Net income attributable to SLGOP common unitholders $244,528
 $90,419
 $245,082
       
Basic earnings per unit: $2.67
 $0.87
 $2.34
Diluted earnings per unit: $2.67
 $0.87
 $2.34
       
Basic weighted average common units outstanding 91,315
 103,127
 104,508
Diluted weighted average common units and common unit equivalents outstanding 91,530
 103,403
 104,881


The accompanying notes are an integral part of these consolidated financial statements.


8681
Table of Contents


SL Green Operating Partnership, L.P.
Consolidated Statements of Comprehensive Income
(in thousands)
 Year Ended December 31, Year Ended December 31,
 2015 2014 2013 2018 2017 2016
Net income $317,459
 $545,863
 $151,283
 $270,856
 $101,069
 $278,911
Other comprehensive income (loss):      
Other comprehensive income:      
Change in net unrealized (loss) gain on derivative instruments, including SLGOP's share of joint venture net unrealized (loss) gain on derivative instruments (1,229) 10,643
 13,490
 (3,622) 1,040
 28,508
Change in unrealized (loss) gain on marketable securities (607) (2,237) 1,497
Change in unrealized gain (loss) on marketable securities 60
 (4,667) 3,677
Other comprehensive (loss) income (1,836) 8,406
 14,987
 (3,562) (3,627) 32,185
Comprehensive income 315,623
 554,269
 166,270
 267,294
 97,442
 311,096
Net income attributable to noncontrolling interests (15,843) (6,590) (10,629)
Net loss (income) attributable to noncontrolling interests 6
 15,701
 (7,644)
Other comprehensive income (loss) attributable noncontrolling interests 67
 (175) (611) 66
 94
 (1,299)
Comprehensive income attributable to SLGOP $299,847
 $547,504
 $155,030
 $267,366
 $113,237
 $302,153


The accompanying notes are an integral part of these consolidated financial statements.


8782
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated StatementStatements of Capital
(in thousands, except per unit data)


    SL Green Operating Partnership Unitholders    
      Partners' Interest      
  Series C
Preferred
Units		 
Series I
Preferred
Units
 
Common
Units
 
Common
Unitholders
 Accumulated
Other
Comprehensive (Loss) Income		 
Noncontrolling
Interests
 Total
Balance at December 31, 2012 $180,340
 $221,965
 91,250
 $6,047,084
 $(29,587) $487,301
 $6,907,103
Net income 

 

  
 135,371
  
 10,629
 146,000
Other comprehensive income  
  
  
 

 14,376
  
 14,376
Preferred distributions 

 

  
 (21,881)  
  
 (21,881)
Conversion of common units  
  
 239
 17,287
  
  
 17,287
DRSPP proceeds  
  
 

 67
  
  
 67
Redemption of preferred units (180,340)  
 

 (12,160)  
  
 (192,500)
Reallocation of noncontrolling interests in the operating partnership     

 (45,618)     (45,618)
Preferred units issuance costs 

 (33) 

 

 

 

 (33)
Deferred compensation plan and stock award, net  
  
 135
 166
  
  
 166
Amortization of deferred compensation plan  
  
 

 26,329
  
  
 26,329
Contributions to consolidated joint venture interests  
  
  
  
  
 8,164
 8,164
Contributions—net proceeds from common stock offering  
  
 3,062
 290,699
  
  
 290,699
Contributions-treasury shares 

 

 83
 7,120
 

 

 7,120
Contributions—proceeds from stock options exercised  
  
 224
 12,904
  
  
 12,904
Distributions to noncontrolling interests  
  
  
  
  
 (14,623) (14,623)
Cash distribution declared ($1.49 per common unit, none of which represented a return of capital for federal income tax purposes)  
  
  
 (138,684)  
  
 (138,684)
Balance at December 31, 2013 —
 221,932
 94,993
 6,318,684
 (15,211) 491,471
 7,016,876
Net income 

 

 

 518,056
 

 6,590
 524,646
Other comprehensive income 

 

 

 

 8,231
 

 8,231
Preferred distributions 

 

 

 (14,952) 

 

 (14,952)
Conversion of common units 

 

 315
 31,653
 

 

 31,653
DRSPP proceeds 

 

 

 64
 

 

 64
Reallocation of noncontrolling interests in the operating partnership     

 (168,439)     (168,439)
Deferred compensation plan and stock award, net 

 

 15
 (1,514) 

 

 (1,514)
Amortization of deferred compensation plan 

 

 

 29,749
 

 

 29,749
Contribution to consolidated joint venture interests 

 

 

 

 

 30,800
 30,800
Contributions - net proceeds from common stock offering 

 

 1,654
 185,321
 

 

 185,321
Contributions - proceeds from stock options exercised 

 

 348
 25,211
 

 

 25,211
Cash distributions to noncontrolling interests 

 

 

 

 

 (7,019) (7,019)
Cash distribution declared ($2.10 per common unit, none of which represented a return of capital for federal income tax purposes) 

 

 

 (201,411) 

 

 (201,411)
Balance at December 31, 2014 —
 221,932
 97,325
 6,722,422
 (6,980) 521,842
 7,459,216
Net income   

   284,084
   15,843
 299,927
Acquisition of subsidiary interest from noncontrolling interest       (9,566)   (11,084) (20,650)
Other comprehensive (loss)       

 (1,769)   (1,769)
Preferred distributions   

   (14,952)     (14,952)
Conversion of common units     483
 55,697
     55,697
DRSPP proceeds     776
 99,555
     99,555
Reallocation of capital account relating to sale    ��      (10,143) (10,143)
Reallocation of noncontrolling interests in the operating partnership     

 20,915
     20,915
Deferred compensation plan and stock award, net     168
 (2,982)     (2,982)
Amortization of deferred compensation plan       26,721
     26,721
Contribution to consolidated joint venture interests           35,178
 35,178
Contributions - net proceeds from common stock offering     1,007
 126,989
     126,989
Contributions - proceeds from stock options exercised     217
 16,362
     16,362
Cash distributions to noncontrolling interests           (119,784) (119,784)

88
Table of Contents
  SL Green Operating Partnership Unitholders    
    Partners' Interest      
  
Series I
Preferred
Units
 
Common
Units
 
Common
Unitholders
 Accumulated
Other
Comprehensive (Loss) Income		 
Noncontrolling
Interests
 Total
Balance at December 31, 2015 $221,932
 99,976
 $7,074,282
 $(8,749) $431,852
 $7,719,317
Net income     249,896
   7,644
 257,540
Other comprehensive income       30,886
   30,886
Preferred dividends     (14,950)     (14,950)
DRSPP proceeds   2
 277
     277
Conversion of common units   295
 31,806
     31,806
Reallocation of noncontrolling interests in the operating partnership     (4,222)     (4,222)
Deferred compensation plan and stock awards, net of forfeitures and tax withholdings   96
 23,902
     23,902
Issuance of stock     (40)     (40)
Contributions to consolidated joint venture interests         2,359
 2,359
Proceeds from stock options exercised   193
 14,832
     14,832
Cash distributions to noncontrolling interests         (15,419) (15,419)
Cash distributions declared ($2.94 per common unit, none of which represented a return of capital for federal income tax purposes)     (295,377)     (295,377)
Balance at December 31, 2016 221,932
 100,562
 7,080,406
 22,137
 426,436
 7,750,911
Net income (loss)     101,374
   (15,701) 85,673
Other comprehensive loss       (3,533)   (3,533)
Preferred dividends     (14,950)     (14,950)
DRSPP proceeds   2
 223
     223
Conversion of common units   202
 21,574
     21,574
Reallocation of noncontrolling interests in the operating partnership     5,712
     5,712
Equity component of repurchased exchangeable senior notes     (109,776)     (109,776)
Deferred compensation plan and stock awards, net of forfeitures and tax withholdings   87
 29,787
     29,787
Repurchases of common units   (8,342) (848,048)     (848,048)
Proceeds from stock options exercised   292
 $23,314
     23,314
Contributions to consolidated joint venture interests         36,275
 36,275
Deconsolidation of partially owned entity         (30,203) (30,203)
Cash distributions to noncontrolling interests         (52,446) (52,446)
Cash distributions declared ($3.1375 per common unit, none of which represented a return of capital for federal income tax purposes)     (305,059)     (305,059)
Balance at December 31, 2017 221,932

92,803

5,984,557

18,604

364,361

6,589,454
Cumulative adjustment upon adoption of ASC 610-20     570,524
     570,524
Balance at January 1, 2018 221,932
 92,803
 6,555,081
 18,604
 364,361
 7,159,978
Net income (loss)     247,262
   (6) 247,256
Other comprehensive loss       (3,496)   (3,496)
Preferred dividends     (14,950)     (14,950)
DRSPP proceeds   1
 136
     136
Conversion of common units   160
 16,303
     16,303
Reallocation of noncontrolling interest in the Operating Partnership     34,236
     34,236
Deferred compensation plan and stock awards, net of forfeitures and tax withholdings   149
 17,484
     17,484
Repurchases of common units   (9,745) (937,795)     (937,795)
Proceeds from stock options exercised   316
 28,912
     28,912
Contributions to consolidated joint venture interests         5,459
 5,459
Deconsolidation of partially owned entity         (315,116) (315,116)
Cash distributions to noncontrolling interests         (8,364) (8,364)
Cash distributions declared ($3.2875 per common unit, none of which represented a return of capital for federal income tax purposes)     (282,188)     (282,188)
Balance at December 31, 2018 $221,932
 83,684
 $5,664,481
 $15,108
 $46,334
 $5,947,855

SL Green Operating Partnership, L.P.
Consolidated Statement of Capital
(in thousands, except per unit data)


    SL Green Operating Partnership Unitholders    
      Partners' Interest      
  Series C
Preferred
Units		 
Series I
Preferred
Units
 
Common
Units
 
Common
Unitholders
 Accumulated
Other
Comprehensive (Loss) Income		 
Noncontrolling
Interests
 Total
Cash distributions declared ($2.52 per common unit, none of which represented a return of capital for federal income tax purposes)       (250,963)     (250,963)
Balance at December 31, 2015 $—
 $221,932
 99,976
 $7,074,282
 $(8,749) $431,852
 $7,719,317

The accompanying notes are an integral part of these consolidated financial statements.


8983
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated Statements of Cash Flows
(in thousands)



Year Ended December 31,Year Ended December 31,
2015 2014 20132018 2017 2016
Operating Activities          
Net income$317,459
 $545,863
 151,283
$270,856
 $101,069
 $278,911
Adjustments to reconcile net income to net cash provided by operating activities:          
Depreciation and amortization588,238
 400,001
 357,599
291,915
 419,818
 845,605
Equity in net income from unconsolidated joint ventures(13,028) (26,537) (9,921)(7,311) (21,892) (11,874)
Distributions of cumulative earnings from unconsolidated joint ventures40,759
 28,859
 34,997
10,277
 20,309
 24,337
Equity in net gain on sale of interest in unconsolidated joint venture interest/real estate(15,844) (123,253) (3,601)(303,967) (16,166) (44,009)
Purchase price fair value adjustment(40,078) (71,446) 2,305
Depreciable real estate reserves19,226
 —
 2,150
Gain on sale of real estate(175,974) —
 —
Gain on sale of discontinued operations(14,122) (163,059) (14,900)
Gain on sale of investment in marketable securities—
 (3,895) —
Purchase price and other fair value adjustment(57,385) —
 —
Depreciable real estate reserves and impairment227,543
 178,520
 10,387
Loss (gain) on sale of real estate, net30,757
 (73,241) (238,116)
Loan loss reserves and other investment reserves, net of recoveries6,839
 —
 —
(Gain) loss on sale of investments in marketable securities—
 (3,262) 83
Loss on early extinguishment of debt49
 32,365
 10,963
17,083
 —
 —
Deferred rents receivable(136,924) (56,362) (56,739)(18,216) (38,009) 26,716
Other non-cash adjustments(1)(20,671) (28,559) (37,843)2,932
 19,621
 (152,428)
Changes in operating assets and liabilities:          
Restricted cash—operations11,289
 861
 2,037
Tenant and other receivables(6,405) 1,978
 (7,570)6,968
 (5,717) 4,780
Related party receivables1,278
 (3,673) (917)(1,044) (7,209) (5,183)
Deferred lease costs(61,005) (53,333) (52,228)(44,158) (41,939) (70,707)
Other assets18,501
 9,340
 2,904
(8,310) (23,068) 9,899
Accounts payable, accrued expenses and other liabilities and security deposits8,634
 (7,796) (1,473)4,410
 (12,440) (35,628)
Deferred revenue and land leases payable5,102
 9,027
 7,157
12,348
 46,607
 1,237
Net cash provided by operating activities526,484
 490,381
 386,203
441,537
 543,001
 644,010
Investing Activities          
Acquisitions of real estate property(2,653,311) (1,039,530) (594,595)(60,486) (28,680) (39,890)
Additions to land, buildings and improvements(406,442) (369,887) (196,571)(254,460) (336,001) (411,950)
Escrowed cash—capital improvements/acquisition deposits/deferred purchase price(101,000) (8,461) (7,672)
Investments in unconsolidated joint ventures(161,712) (382,010) (150,274)(400,429) (389,249) (145,375)
Distributions in excess of cumulative earnings from unconsolidated joint ventures98,639
 236,181
 42,720
233,118
 319,745
 196,211
Net proceeds from disposition of real estate/joint venture interest1,216,785
 820,599
 227,615
1,231,004
 692,796
 2,475,954
Proceeds from sale of marketable securities1,426
 8,248
 2,370
—
 55,129
 6,965
Purchases of marketable securities(7,769) (14,364) (11,493)—
 —
 (43,341)
Other investments(15,806) (7,448) (43,163)(38,912) 25,330
 7,704
Origination of debt and preferred equity investments(756,939) (617,090) (555,137)(731,216) (1,129,970) (977,413)
Repayments or redemption of debt and preferred equity investments520,218
 576,927
 657,765
703,043
 812,914
 904,517
Net cash used in investing activities(2,265,911) (796,835) (628,435)
Net cash provided by investing activities681,662
 22,014
 1,973,382
          

9084
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated Statements of Cash Flows
(in thousands)


 Year Ended December 31,
 2015 2014 2013
Financing Activities     
Proceeds from mortgages and other loans payable$1,849,293
 $2,151,603
 $1,257,172
Repayments of mortgages and other loans payable(781,236) (2,201,999) (1,085,220)
Proceeds from revolving credit facility, term loan and senior unsecured notes2,515,000
 1,908,000
 1,164,000
Repayments of revolving credit facility, term loan and senior unsecured notes(1,706,007) (1,386,588) (1,020,215)
Payments of debt extinguishment costs—
 (50,150) —
Proceeds from stock options exercised and DRIP issuance115,917
 25,275
 12,971
Net proceeds from sale of common stock124,761
 185,321
 290,699
Redemption of preferred units(200) (2,000) (192,533)
Purchases of treasury stock—
 —
 7,120
Distributions to noncontrolling interests in other partnerships(119,784) (7,019) (14,623)
Contributions from noncontrolling interests in other partnerships12,674
 30,675
 8,164
Distributions paid on common and preferred units(267,088) (214,823) (152,553)
Other obligations related to mortgage loan participations25,000
 —
 —
Deferred loan costs and capitalized lease obligation(54,913) (57,124) (16,042)
Net cash provided by financing activities1,713,417
 381,171
 258,940
Net (decrease) increase in cash and cash equivalents(26,010) 74,717
 16,708
Cash and cash equivalents at beginning of year281,409
 206,692
 189,984
Cash and cash equivalents at end of period$255,399
 $281,409
 $206,692
      
Supplemental cash flow disclosures: 
  
  
Interest paid$345,110
 $348,230
 $325,903
Income taxes paid$3,882
 $4,056
 $2,666
      
Supplemental Disclosure of Non-Cash Investing and Financing Activities:     
Issuance of common stock as deferred compensation$243
 $1,601
 $164
Issuance of units in the operating partnership30,506
 56,469
 24,750
Redemption of units in the operating partnership55,697
 31,653
 17,287
Derivative instruments at fair value1,816
 11,230
 636
Exchange of debt investment for equity in joint venture10,151
 —
 —
Transfer of restricted cash to operating cash and cash equivalents as a result of sale21,578
 —
 —
Acquisition of subsidiary interest from noncontrolling interest20,630
 —
 —
Issuance of common stock relating to the real estate acquisition2,228
 —
 —
Issuance of preferred units relating to the real estate acquisition211,601
 —
 —
Tenant improvements and capital expenditures payable7,755
 9,408
 502
Mortgage assigned to joint venture—
 150,000
 —
Fair value adjustment to noncontrolling interest in the operating partnership20,915
 168,439
 45,618
Assumption of mortgage loan112,795
 16,000
 84,642
Investment in Joint Venture—
 88,957
 —
Capital lease assets20,000
 —
 9,992
Reclass of development costs from other assets to real estate47,519
 —
 —
Deconsolidation of a subsidiary27,435
 112,095
 —
Transfer of assets to assets held for sale34,981
 462,430
 —
Transfer of liabilities related to assets held for sale29,000
 266,873
 —
Transfer of financing receivable to debt investment—
 19,675
 —
Deferred leasing payable7,832
 8,667
 5,024
Consolidation of real estate investment158,566
 1,316,591
 90,934
Removal of fully depreciated commercial real estate properties241,910
 —
 —
Issuance of preferred units (Stonehenge)—
 27,565
 —
  Year Ended December 31,
  2018 2017 2016
 Financing Activities     
 Proceeds from mortgages and other loans payable$564,391
 $870,459
 $408,293
 Repayments of mortgages and other loans payable(868,842) (902,460) (1,822,303)
 Proceeds from revolving credit facility, term loans and senior unsecured notes3,120,000
 2,784,599
 1,325,300
 Repayments of revolving credit facility, term loans and senior unsecured notes(2,560,000) (2,276,782) (2,334,604)
 Payments of debt extinguishment costs(13,918) —
 —
 Proceeds from stock options exercised and DRSPP issuance29,048
 23,537
 15,109
 Repurchase of common stock(979,541) (806,302) —
 Redemption of preferred units(1,208) (275) (3,299)
 Redemption of OP units(33,972) —
 —
 Distributions to noncontrolling interests in other partnerships(8,364) (52,446) (15,419)
 Contributions from noncontrolling interests in other partnerships5,459
 36,275
 2,359
 Distributions paid on common and preferred units(328,230) (347,809) (326,750)
 Other obligations related to mortgage loan participations16
 17,227
 59,150
 Payment of tax witholdings for restricted share awards(3,842) (3,879) (3,162)
 Deferred loan costs and capitalized lease obligation(15,109) (27,100) (41,076)
 Net cash used in by financing activities(1,094,112) (684,956) (2,736,402)
 Net increase (decrease) in cash and cash equivalents29,087
 (119,941) (119,010)
 Cash, restricted cash, and cash equivalents at beginning of year250,026
 369,967
 488,977
 Cash, restricted cash, and cash equivalents at end of period$279,113
 $250,026
 $369,967
       
 
(1) Included in Other non-cash adjustments is $172.4 million for the year ended December 31, 2016 for the amortization of the below-market lease at 388-390 Greenwich Street as a result of the tenant exercising their option to purchase the property and entering into an agreement to accelerate the sale.
 
       
 Supplemental cash flow disclosures: 
  
  
 Interest paid$259,776
 $273,819
 $344,295
 Income taxes paid$1,418
 $2,448
 $2,009
       
 Supplemental Disclosure of Non-Cash Investing and Financing Activities:     
 Issuance of units in the operating partnership—
 25,723
 78,495
 Redemption of units in the operating partnership16,303
 21,574
 31,806
 Redemption of units in the operating partnership for a joint venture sale10,445
 —
 —
 Exchange of debt investment for equity in joint venture298,956
 —
 68,581
 Issuance of preferred units relating to the real estate acquisition—
 —
 22,793
 Tenant improvements and capital expenditures payable—
 6,667
 15,972
 Fair value adjustment to noncontrolling interest in the operating partnership34,236
 5,712
 4,222
 
Deconsolidation of a subsidiary (1)
298,404
 695,204
 1,226,425
 Transfer of assets to assets held for sale—
 611,809
 2,048,376
 Transfer of liabilities related to assets held for sale—
 5,364
 1,677,528
 Removal of fully depreciated commercial real estate properties124,249
 15,488
 31,474
 Issuance of SLG's common stock to a consolidated joint venture—
 —
 114,049
 Share repurchase payable—
 41,746
 —
 (1) $366.6 million of the 2017 amount relates to 1515 Broadway. In November 2017, the Company sold a 30.13% interest in 1515 Broadway to affiliates of Allianz Real Estate. The sale did not meet the criteria for sale accounting and as a result the property was accounted for under the profit sharing method. The Company achieved sale accounting upon adoption of ASC 610-20 in January 2018 and closed on the sale of an additional 12.87% interest in the property to Allianz in February 2018. See Note 6, "Investments in Unconsolidated Joint Ventures.".
In December 2018, 2017 and 2016, SLGOP declared quarterly distributions per common unit of $0.85, $0.8125 and $0.775, respectively. These distributions were paid in January 2019, 2018 and 2017, respectively.

9185
Table of Contents

SL Green Operating Partnership, L.P.
Consolidated Statements of Cash Flows
(in thousands)


The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows.
 Year Ended December 31,
 2015 2014 2013
Issuance of SLG's common stock to a consolidated joint venture10,000
 —
 —
Contribution to consolidated joint venture by noncontrolling interest22,504
 —
 —
In December 2015, 2014 and 2013, SLGOP declared quarterly distributions per common unit of $0.72, $0.60 and $0.50, respectively. These distributions were paid in January 2016, 2015 and 2014, respectively.

 Year Ended
 2018 2017 2016
Cash and cash equivalents$129,475
 $127,888
 279,443
Restricted cash149,638
 122,138
 90,524
Total cash, cash equivalents, and restricted cash$279,113
 $250,026
 $369,967
The accompanying notes are an integral part of these consolidated financial statements.


9286
Table of Contents


SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements
December 31, 20152018


1. Organization and Basis of Presentation
SL Green Realty Corp., which is referred to as the Company or SL Green, a Maryland corporation, and SL Green Operating Partnership, L.P., which is referred to as SLGOP or the Operating Partnership, a Delaware limited partnership, were formed in June 1997 for the purpose of combining the commercial real estate business of S.L. Green Properties, Inc. and its affiliated partnerships and entities. The Operating Partnership received a contribution of interest in the real estate properties, as well as 95% of the economic interest in the management, leasing and construction companies which are referred to as the Service Corporation, a consolidated variable interest entity.Corporation. All of the management, leasing and construction services that are provided to the properties that are wholly-owned by us and that are provided to certain joint ventures are conducted through SL Green Management LLC which is 100% owned by the Operating Partnership. The Company has qualified, and expects to qualify in the current fiscal year, as a real estate investment trust, or REIT, under the Internal Revenue Code of 1986, as amended, or the Code, and operates as a self-administered, self-managed REIT. A REIT is a legal entity that holds real estate interests and, through payments of dividends to stockholders, is permitted to minimize the payment of Federal income taxes at the corporate level. Unless the context requires otherwise, all references to "we," "our" and "us" means the Company and all entities owned or controlled by the Company, including the Operating Partnership.
Substantially all of our assets are held by, and all of our operations are conducted through, the Operating Partnership. The Company is the sole managing general partner of the Operating Partnership. As of December 31, 2015,2018, noncontrolling investors held, in the aggregate, a 3.61%4.70% limited partnership interest in the Operating Partnership. We refer to these interests as the noncontrolling interests in the Operating Partnership. The Operating Partnership is considered a variable interest entity, or VIE, in which we are the primary beneficiary. See Note 11, "Noncontrolling Interests on the Company's Consolidated Financial Statements."
Reckson Associates Realty Corp., or Reckson, and Reckson Operating Partnership, L.P., or ROP, are wholly-owned subsidiaries of SL Green Realty Corp.
As of December 31, 20152018, we owned the following interests in properties in the New York Metropolitanmetropolitan area, primarily in midtown Manhattan. Our investments in the New York Metropolitan area also include investments in Brooklyn, Long Island, Westchester County, Connecticut and New Jersey, whichlocated outside of Manhattan are collectively knownreferred to as the Suburban properties:
    Consolidated Unconsolidated Total  
Location 
Property
Type
 Number of Properties Approximate Square Feet (unaudited) Number of Properties Approximate Square Feet (unaudited) Number of Properties Approximate Square Feet (unaudited) 
Weighted Average Occupancy(1) (unaudited)
Commercial:              
Manhattan Office 27
 21,003,606
 5
 3,024,981
 32
 24,028,587
 94.2%
  Retail 9
(2)408,993
 9
 347,970
 18
 756,963
 89.1%
  Development/Redevelopment 3
 42,635
 4
 1,952,782
 7
 1,995,417
 59.0%
  Fee Interest 2
 783,530
 —
 —
 2
 783,530
 100.0%
    41
 22,238,764
 18
 5,325,733
 59
 27,564,497
 91.7%
Suburban Office 26
 4,235,300
 3
 705,641
 29
 4,940,941
 79.0%
  Retail 1
 52,000
 —
 —
 1
 52,000
 100.0%
  Development/Redevelopment 1
 1,000
 1
 —
 2
 1,000
 100.0%
    28
 4,288,300
 4
 705,641
 32
 4,993,941
 79.2%
Total commercial properties 69
 26,527,064
 22
 6,031,374
 91
 32,558,438
 89.8%
Residential:               
Manhattan Residential 4
(2)762,587
 17
 2,193,424
 21
 2,956,011
 94.2%
Suburban Residential 1
(3)66,611
 —
 —
 1
 66,611
 94.4%
Total residential properties 5
 829,198
 17
 2,193,424
 22
 3,022,622
 94.2%
Total portfolio 74
 27,356,262
 39
 8,224,798
 113
 35,581,060
 90.1%

    Consolidated Unconsolidated Total  
Location 
Property
Type
 Number of Properties Approximate Square Feet (unaudited) Number of Properties Approximate Square Feet (unaudited) Number of Properties Approximate Square Feet (unaudited) 
Weighted Average Occupancy(1) (unaudited)
Commercial:              
Manhattan Office 20
 12,387,091
 10
 11,329,183
 30
 23,716,274
 94.5%
  Retail 7
(2)325,648
 9
 352,174
 16
 677,822
 96.7%
  Development/Redevelopment 5
 486,101
 2
 347,000
 7
 833,101
 54.1%
  Fee Interest —
 —
 1
 —
 1
 —
 —%
    32
 13,198,840
 22
 12,028,357
 54
 25,227,197
 93.2%
Suburban Office 13
 2,295,200
 —
 —
 13
 2,295,200
 91.3%
  Retail 1
 52,000
 —
 —
 1
 52,000
 100.0%
  Development/Redevelopment 1
 1,000
 —

—
 1
 1,000
 —%
    15
 2,348,200
 —
 —
 15
 2,348,200
 91.4%
Total commercial properties 47
 15,547,040
 22
 12,028,357
 69
 27,575,397
 93.1%
Residential:                
Manhattan Residential 2
(2)445,105
 10
 2,156,751
 12
 2,601,856
 91.5%
Suburban Residential —
 —
 —
 —
 —
 —
 —%
Total residential properties 2
 445,105
 10
 2,156,751
 12
 2,601,856
 91.5%
Total portfolio 49
 15,992,145
 32
 14,185,108
 81
 30,177,253
 92.9%
(1)The weighted average occupancy for commercial properties represents the total occupied square feet divided by total available rentable square feet.footage at acquisition.  The weighted average occupancy for residential properties represents the total occupied units divided by total available units.

9387
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


(2)As of December 31, 2015,2018, we owned a building at 315 West 33rd Street, also known as The Olivia, that was comprised of approximately 270,132 square feet (unaudited) of retail space and approximately 222,855 square feet (unaudited) of residential space. For the purpose of this report, we have included thethis building in the number of retail properties countwe own. However, we have included only the retail square footage in the retail approximate square footage, and have bifurcatedlisted the balance of the square footage into the retail andas residential components.
(3)This property was held for sale as of December 31, 2015. In February 2016, the property was sold.square footage.
As of December 31, 2015,2018, we also managed an approximately 336,000 square foot (unaudited)two office buildingbuildings owned by a third partyparties encompassing approximately 2.1 million square feet (unaudited) and held debt and preferred equity investments with a book value of $1.7 billion.$2.1 billion, including $0.1 billion of debt and preferred equity investments and other financing receivables that are included in balance sheet line items other than the Debt and Preferred Equity Investments line item.
Partnership Agreement
In accordance with the partnership agreement of the Operating Partnership, or the Operating Partnership Agreement, we allocate all distributions and profits and losses in proportion to the percentage of ownership interests of the respective partners. As the managing general partner of the Operating Partnership, we are required to take such reasonable efforts, as determined by us in our sole discretion, to cause the Operating Partnership to distribute sufficient amounts to enable the payment of sufficient dividends by us to minimize any Federal income or excise tax at the Company level. Under the Operating Partnership Agreement, each limited partner has the right to redeem units of limited partnership interests for cash, or if we so elect, shares of SL Green's common stock on a one-for-oneone-for-one basis.
2. Significant Accounting Policies
Principles of Consolidation
The consolidated financial statements include our accounts and those of our subsidiaries, which are wholly-owned or controlled by us. Entities which we do not control through our voting interest and entities which are variable interest entities, but where we are not the primary beneficiary, are accounted for under the equity method or as debt and preferred equity investments.method. See Note 5, "Debt and Preferred Equity Investments" and Note 6, "Investments in Unconsolidated Joint Ventures." All significant intercompany balances and transactions have been eliminated.
We consolidate a variable interest entity, or VIE in which we are considered the primary beneficiary. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE. Included in commercial real estate properties on our consolidated balance sheets as of December 31, 2015 and 2014 are $200.7 million and $198.4 million, respectively, related to our consolidated VIEs. Included in mortgages and other loans payable on our consolidated balance sheets as of December 31, 2015 and 2014 are $104.5 million and $106.5 million, respectively, related to our consolidated VIEs. As of December 31, 2015, assets held for sale and liabilities related to assets held for sale on the consolidated balance sheets did not include amounts related to consolidated VIEs. As of December 31, 2014, assets held for sale and liabilities related to assets held for sale on the consolidated balance sheets included $445.0 million of commercial real estate and $253.9 million of mortgage related to the consolidated VIEs.
A noncontrolling interest in a consolidated subsidiary is defined as the portion of the equity (net assets) in a subsidiary not attributable, directly or indirectly, to us. Noncontrolling interests are required to be presented as a separate component of equity in the consolidated balance sheet and the presentation of net income is modified to present earnings and other comprehensive income attributed to controlling and noncontrolling interests.
We assess the accounting treatment for each joint venture and debt and preferred equity investment. This assessment includes a review of each joint venture or limited liability company agreement to determine whichthe rights provided to each party has what rights and whether those rights are protective or participating. For all VIEs, we review such agreements in order to determine which party has the power to direct the activities that most significantly impact the entity's economic performance. In situations where we and our partner approve, among other things, the annual budget, receive a detailed monthly reporting package, meet on a quarterly basis to review the results of the joint venture, review and approve the joint venture's tax return before filing, and approve all leases that cover more than a nominal amount of space relative to the total rentable space at each property, we do not consolidate the joint venture as we consider these to be substantive participation rights that result in shared power of the activities that most significantly impact the performance of the joint venture. Our joint venture agreements typically contain certain protective rights such as requiring partner approval to sell, finance or refinance the property and the payment of capital expenditures and operating expenditures outside of the approved budget or operating plan.
Investment in Commercial Real Estate Properties
Real estate properties are presented at cost less accumulated depreciation and amortization. Costs directly related to the development or redevelopment of properties are capitalized. Ordinary repairs and maintenance are expensed as incurred; major

94
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

replacements and betterments, which improve or extend the life of the asset, are capitalized and depreciated over their estimated useful lives.
A property to be disposed of is reported at the lower of its carrying value or its estimated fair value, less its cost to sell. Once an asset is held for sale, depreciation expense is no longer recorded. The Company adopted ASU 2014-08 effective January 1, 2015. As a result, the Company classified 248-252 Bedford Avenue as held for sale as of December 31, 2015, 570 & 574 Fifth Avenue and 140-150 Grand Street in White Plains, New York as held for sale as of September 30, 2015, and 131-137 Spring Street and 120 West 45th Street as of June 30, 2015 and included the results of operations in continuing operations for all periods presented. Discontinued operations included the results of operations of real estate assets sold or held for sale prior to January 1, 2015. This included 180 Maiden Lane, which was held for sale at December 31, 2014 and sold in January 2015, and 2 Herald Square, 985-987 Third Avenue and 673 First Avenue, which were sold during 2014.
See Note 4, "Properties Held for Sale and Dispositions."
Properties are depreciated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows:
CategoryTerm
Building (fee ownership)40 years
Building improvementsshorter of remaining life of the building or useful life
Building (leasehold interest)lesser of 40 years or remaining term of the lease
Property under capital leaseremaining lease term
Furniture and fixturesfour to seven years
Tenant improvementsshorter of remaining term of the lease or useful life
Depreciation expense (including amortization of the capital lease asset) amounted to $523.8 million, $338.8 million and $296.5 million for the years ended December 31, 2015, 2014 and 2013, respectively. Included in 2015 is $131.8 million of accelerated depreciation expense related to vacating the properties that comprise the One Vanderbilt development site.
On a periodic basis, we assess whether there are any indications that the value of our real estate properties may be other than temporarily impaired or that their carrying value may not be recoverable. A property's value is considered impaired if management's estimate of the aggregate future cash flows (undiscounted and without interest charges for consolidated properties) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the property over the calculated fair value of the property.
We also evaluate our real estate properties for potential impairment when a real estate property has been classified as held for sale. Real estate assets held for sale are valued at the lower of either their carrying value or fair value less costs to sell. Except as discussed below, we do not believe that there were any indicators of impairment at any of our consolidated properties at December 31, 2015.
During the three months ended September 30, 2015, we recorded a $19.2 million charge in connection with the sale of two of our properties, which closed in the fourth quarter of 2015. This charge is included in depreciable real estate reserves in the consolidated statements of operations. Prior to the quarter ended September 30, 2015, we do not believe that there were any indicators of impairment at these two properties. See Note 4, "Properties Held for Sale and Property Dispositions."
During the fourth quarter of 2015, we entered into an agreement to sell 885 Third Avenue and recorded a $6.6 million charge which was included in gain on sale of real estate, net in the consolidated statement of operations.  As of December 31, 2015, 885 Third Avenue was not reclassified as held for sale as a result of not meeting the criteria in ASC 360-10, Property, Plant and Equipment - Impairment and Disposal of Long-Lived Assets.   In February 2016, we closed on the sale of this property but do not anticipate meeting the criteria for the full accrual method in ASC 360-20, Property, Plant and Equipment - Real Estate Sales and as a result the property will remain on our consolidated balance sheet until the criteria is met.
We incur a variety of costs in the development and leasing of our properties. After determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs and other costs incurred during the period of development. We consider a construction project as substantially completed and held

95
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

available for occupancy upon the completion of tenant improvements, but no later than one year after major construction activity ceases. We cease capitalization on the portions substantially completed and occupied or held available for occupancy, and capitalize only those costs associated with the portions under construction.
Results of operations of properties acquired are included in the consolidated statements of operations from the date of acquisition.
We recognize the assets acquired, liabilities assumed (including contingencies) and any noncontrolling interests in an acquired entity at their respective fair values on the acquisition date. We expense transaction costs related to the acquisition of certain assets as incurred, which are included in transaction related costs on our consolidated statements of operations.
When we acquire our partner's equity interest in an existing unconsolidated joint venture and gain control over the investment, we record the consolidated investment at fair value. The difference between the book value of our equity investment on the purchase date and our share of the fair value of the investment's purchase

88
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


price is recorded as a purchase price fair value adjustment in our consolidated statements of operations. In December 2015, we recognized a purchase price fair value adjustment of $40.1 million in connection with the consolidation of 600 Lexington Avenue. In May 2014, we recognized a purchase price fair value adjustment of $71.4 million in connection with the consolidation of 388-390 Greenwich Street. These acquisitions were previously accounted for as investments in unconsolidated joint ventures.See Note 3, "Property Acquisitions."
We allocate the purchase price of real estate to land and building (inclusive of tenant improvements) and, if determined to be material, intangibles, such as the value of above- and below-market leases and origination costs associated with the in-place leases. We depreciate the amount allocated to building (inclusive of tenant improvements) over their estimated useful lives, which generally range from three to 40 years.years. We amortize the amount allocated to the above- and below-market leases over the remaining term of the associated lease, which generally range from one to 14 years, and record it as either an increase (in the case of below-market leases) or a decrease (in the case of above-market leases) to rental income. We amortize the amount allocated to the values associated with in-place leases over the expected term of the associated lease, which generally ranges from one to 14 years. If a tenant vacates its space prior to the contractual termination of the lease and no rental payments are being made on the lease, any unamortized balance of the related intangible will be written off. The tenant improvements and origination costs are amortized as an expense over the remaining life of the lease (or charged against earnings if the lease is terminated prior to its contractual expiration date). We assess fair value of the leases based on estimated cash flow projections that utilize appropriate discount and capitalization rates and available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known trends, and market/economic conditions that may affect the property. To the extent acquired leases contain fixed rate renewal options that are below-market and determined to be material, we amortize such below-market lease value into rental income over the renewal period. As of December 31, 2015,2018, the weighted average amortization period for above-market leases, below-market leases, and in-place lease costs is 7.01.8 years, 20.14.6 years, and 21.75.8 years, respectively.
We incur a variety of costs in the development and leasing of our properties. After the determination is made to capitalize a cost, it is allocated to the specific component of a project that is benefited. Determination of when a development project is substantially complete and capitalization must cease involves a degree of judgment. The costs of land and building under development include specifically identifiable costs. The capitalized costs include, but are not limited to, pre-construction costs essential to the development of the property, development costs, construction costs, interest costs, real estate taxes, salaries and related costs and other costs incurred during the period of development. We consider a construction project as substantially completed and held available for occupancy upon the completion of tenant improvements, but no later than one year after major construction activity ceases. We cease capitalization on the portions substantially completed and occupied or held available for occupancy, and capitalize only those costs associated with the portions under construction.
Properties are depreciated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives are as follows:
CategoryTerm
Building (fee ownership)40 years
Building improvementsshorter of remaining life of the building or useful life
Building (leasehold interest)lesser of 40 years or remaining term of the lease
Property under capital leaseremaining lease term
Furniture and fixturesfour to seven years
Tenant improvementsshorter of remaining term of the lease or useful life
Depreciation expense (including amortization of capital lease assets) totaled $242.8 million, $365.3 million, and $783.5 million for the years ended December 31, 2018, 2017 and 2016, respectively.
On a periodic basis, we assess whether there are any indications that the value of our real estate properties may be impaired or that their carrying value may not be recoverable. A property's value is considered impaired if management's estimate of the aggregate future cash flows (undiscounted) to be generated by the property is less than the carrying value of the property. To the extent impairment has occurred, the loss will be measured as the excess of the carrying amount of the property over the calculated fair value of the property.
We also evaluate our real estate properties for impairment when a property has been classified as held for sale. Real estate assets held for sale are valued at the lower of their carrying value or fair value less costs to sell and depreciation expense is no longer recorded.
We recognized $38.7$6.8 million, $23.3$20.3 million, and $18.8$196.2 million of rental revenue for the years ended December 31, 2015, 2014,2018, 2017, and 20132016 respectively, for the amortization of aggregate below-market leases in excess of above-market leases and a reduction in lease origination costs, resulting from the allocation of the purchase price of the applicable properties. The increaseIncluded in rental revenue for the years ended December 31, 2013 is net of $6.8 million resulting from the write-off of balances associated with a former tenant. Excluding this non-recurring charge, we recognized an increase of $25.6 million in rental revenue for the year ended December 31, 2013 for the amortization of aggregate below-market leases in excess of above-market leases and reductions in lease origination costs.We recognized as a reduction to interest expense the amortization of the above-market rate mortgages assumed of $2.3 million, $5.0 million, and $5.0 million for the years ended December 31, 2015, 2014 and 2013, respectively.
The following summarizes our identified intangible assets (acquired above-market leases and in-place leases) and intangible liabilities (acquired below-market leases) as of December 31, 2015 and 2014 (in thousands):

9689
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


for the year ended December 31, 2016 is $172.4 million related to the amortization of below-market leases at 388-390 Greenwich Street as a result of the tenant exercising their option to purchase the property and entering into an agreement to accelerate the sale.
We recognized as a reduction to interest expense the amortization of the above-market rate mortgages assumed of $0.0 million, $0.8 million, and $2.8 million for the years ended December 31, 2018, 2017 and 2016, respectively.
The following summarizes our identified intangible assets (acquired above-market leases and in-place leases) and intangible liabilities (acquired below-market leases) as of December 31, 2018 and 2017 (in thousands):
December 31,December 31,
2015 20142018 2017
Identified intangible assets (included in other assets):      
Gross amount$939,518
 $664,297
$266,540
 $325,880
Accumulated amortization(403,747) (383,236)(241,040) (277,038)
Net(1)
$535,771
 $281,061
$25,500
 $48,842
Identified intangible liabilities (included in deferred revenue):      
Gross amount$866,561
 $655,755
$276,245
 $540,283
Accumulated amortization(486,928) (483,948)(253,767) (402,583)
Net(1)
$379,633
 $171,807
$22,478
 $137,700

(1)As of December 31, 2015, $0.2 million and $0.1 million of2018, no net intangible assets and no net intangible liabilities respectively,were reclassified to assets held for sale and liabilities related to assets held for sale. As of December 31, 2017, $13.9 million net intangible assets and $4.1 million net intangible liabilities were reclassified to assets held for sale and liabilities related to assets held for sale.

The estimated annual amortization of acquired above-market leases, net of acquired (below-market) leases (a component of rental revenue), for each of the five succeeding years is as follows (in thousands):
2016 $4,002
2017 2,129
2018 439
2019 (376)
2020 (595)
2019 $(5,227)
2020 (3,655)
2021 (1,631)
2022 (1,328)
2023 (749)
The estimated annual amortization of all other identifiable assets (a component of depreciation and amortization expense) including tenant improvements for each of the five succeeding years is as follows (in thousands):
2016 $9,931
2017 8,507
2018 7,207
2019 6,706
2020 6,453
2019 $9,825
2020 4,817
2021 3,454
2022 1,892
2023 1,507
Cash and Cash Equivalents
We consider all highly liquid investments with maturity of three months or less when purchased to be cash equivalents.
Fair Value Measurements
See Note 17, "Fair Value Measurements."
Investment in Marketable Securities
We designate a security as held-to-maturity, available-for-sale, or trading at acquisition. As of December 31, 2015, we did not have any securities designated as held-to-maturity or trading. We account for our available-for-sale securities at fair value pursuant to Accounting Standards Codification, or ASC, 820-10, with the net unrealized gains or losses reported as a component of accumulated other comprehensive income or loss. Any unrealized losses that are determined to be other-than-temporary are recognized in earnings up to their credit component.
The cost of bonds and marketable securities sold is determined using the specific identification method.
At December 31, 2015 and 2014, we held the following marketable securities (in thousands):

97
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

 December 31,
 2015 2014
Equity marketable securities$4,704
 $4,332
Mortgage-backed securities40,434
 35,097
Total marketable securities available-for-sale$45,138
 $39,429
The cost basis of the commercial mortgage-backed securities was $38.7 million and $32.4 million at December 31, 2015 and 2014, respectively. These securities mature at various times through 2049.
During the year ended December 31, 2014, we disposed of marketable securities for aggregate net proceeds of $4.4 million and realized gains of $3.9 million, which is included in gain on sale of investment in marketable securities on the consolidated statements of operations. We did not sell any of our marketable securities during the year ended December 31, 2015.
Investments in Unconsolidated Joint Ventures
We account for our investments in unconsolidated joint ventures under the equity method of accounting in cases where we exercise significant influence over, but do not control, these entities and are not considered to be the primary beneficiary. We consolidate those joint ventures that we control or which are VIEs and where we are considered to be the primary beneficiary. In all these joint ventures, the rights of the joint venture partner are both protective as well as participating. Unless we are determined to be the primary beneficiary in a VIE, these participating rights preclude us from consolidating these VIE entities. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Equity in net income (loss) from unconsolidated joint ventures is allocated based on our ownership or economic interest in each joint venture. When a capital event (as defined in each joint venture agreement) such as a refinancing occurs, if return thresholds are met, future equity income will be allocated at our increased economic interest. We recognize incentive income from unconsolidated real estate joint ventures as income to the extent it is earned and not subject to a clawback feature. Distributions we receive from unconsolidated real estate joint ventures in excess of our basis in the investment are recorded as offsets to our investment balance if we remain liable for future obligations of the joint venture or may otherwise be committed to provide future additional financial support. None of the joint venture debt is recourse to us, except for $18.4 million, which we guarantee at one joint venture, and performance guarantees under master leases at two other joint ventures. See Note 6, "Investments in Unconsolidated Joint Ventures."
We assess our investments in unconsolidated joint ventures for recoverability, and if it is determined that a loss in value of the investment is other than temporary, we write down the investment to its fair value. We evaluate our equity investments for impairment based on the joint venture's projected discounted cash flows. We do not believe that the values of any of our equity investments were impaired at December 31, 2015.
We may originate loans for real estate acquisition, development and construction, where we expect to receive some of the residual profit from such projects. When the risk and rewards of these arrangements are essentially the same as an investor or joint venture partner, we account for these arrangements as real estate investments under the equity method of accounting for investments. Otherwise, we account for these arrangements consistent with our loan accounting for our debt and preferred equity investments.
Restricted Cash
Restricted cash primarily consists of security deposits held on behalf of our tenants, interest reserves, as well as capital improvement and real estate tax escrows required under certain loan agreements.
Fair Value Measurements
See Note 16, "Fair Value Measurements."

90
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


Investment in Marketable Securities
At acquisition, we designate a security as held-to-maturity, available-for-sale, or trading. As of December 31, 2018, we did not have any securities designated as held-to-maturity or trading. We account for our available-for-sale securities at fair value pursuant to Accounting Standards Codification, or ASC, 820-10, with the net unrealized gains or losses reported as a component of accumulated other comprehensive income or loss. The cost of marketable securities sold and the amount reclassified out of accumulated other comprehensive income into earnings is determined using the specific identification method. Any unrealized losses that are determined to be other-than-temporary are recognized in earnings up to their credit component.
The Company adopted ASU 2016-01 effective January 1, 2018 which required entities to measure investments in equity securities at fair value and recognize any changes in fair value in net income. Upon adoption we did not hold investments in equity securities and therefore did not record a cumulative-effect adjustment. We did not hold investments in equity securities as of December 31, 2018.
At December 31, 2018 and 2017, we held the following marketable securities (in thousands):
 December 31,
 2018 2017
Commercial mortgage-backed securities$28,638
 $28,579
Total marketable securities available-for-sale$28,638
 $28,579
The cost basis of the commercial mortgage-backed securities was $27.5 million and $27.5 million at December 31, 2018 and 2017, respectively. These securities mature at various times through 2035. We held no equity marketable securities at December 31, 2018 and 2017.
During the year ended December 31, 2018, we did not dispose of any marketable securities.
During the year ended December 31, 2017, we disposed of marketable securities for aggregate net proceeds of $55.1 million and realized a loss of $3.3 million, which is included in gain (loss) on sale of investment in marketable securities on the consolidated statements of operations.
During the year ended December 31, 2016, we disposed of marketable securities for aggregate net proceeds of $7.0 million and realized a loss of $0.1 million, which is included in gain (loss) on sale of investment in marketable securities on the consolidated statements of operations.
Investments in Unconsolidated Joint Ventures
We account for our investments in unconsolidated joint ventures under the equity method of accounting in cases where we exercise significant influence over, but do not control, these entities and are not considered to be the primary beneficiary. We consolidate those joint ventures that we control or which are VIEs and where we are considered to be the primary beneficiary. In all these joint ventures, the rights of the joint venture partner are both protective as well as participating. Unless we are determined to be the primary beneficiary in a VIE, these participating rights preclude us from consolidating these VIE entities. These investments are recorded initially at cost, as investments in unconsolidated joint ventures, and subsequently adjusted for equity in net income (loss) and cash contributions and distributions. Equity in net income (loss) from unconsolidated joint ventures is allocated based on our ownership or economic interest in each joint venture and includes adjustments related to basis differences that were identified as part of the initial accounting for the investment. When a capital event (as defined in each joint venture agreement) such as a refinancing occurs, if return thresholds are met, future equity income will be allocated at our increased economic interest. We recognize incentive income from unconsolidated real estate joint ventures as income to the extent it is earned and not subject to a clawback feature. Distributions we receive from unconsolidated real estate joint ventures in excess of our basis in the investment are recorded as offsets to our investment balance if we remain liable for future obligations of the joint venture or may otherwise be committed to provide future additional financial support. None of the joint venture debt is recourse to us. The Company has performance guarantees under a master lease at one joint venture. See Note 6, "Investments in Unconsolidated Joint Ventures."
We assess our investments in unconsolidated joint ventures for recoverability, and if it is determined that a loss in value of the investment is other than temporary, we write down the investment to its fair value. We evaluate our equity investments for impairment based on the joint ventures' projected discounted cash flows. We do not believe that the values of any of our equity investments were impaired at December 31, 2018.
We may originate loans for real estate acquisition, development and construction, where we expect to receive some of the residual profit from such projects. When the risk and rewards of these arrangements are essentially the same as an investor or joint

91
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


venture partner, we account for these arrangements as real estate investments under the equity method of accounting for investments. Otherwise, we account for these arrangements consistent with the accounting for our debt and preferred equity investments.
Deferred Lease Costs
Deferred lease costs consist of fees and direct costs incurred to initiate and renewexecute operating leases and are amortized on a straight-line basis over the related lease term. Certain of our employees provide leasing services to the wholly-owned properties. For the years ended December 31, 2015, 20142018, 2017 and 2013, $15.42016, $15.7 million, $15.1$16.4 million, and $12.4$15.4 million of their compensation, respectively, was capitalized and is amortized over an estimated average lease term of seven years.
Deferred Financing Costs
Deferred financing costs represent commitment fees, legal, title and other third party costs associated with obtaining commitments for financing which result in a closing of such financing. These costs are amortized over the terms of the respective agreements. Unamortized deferred financing costs are expensed when the associated debt is refinanced or repaid before maturity. Costs incurred in seeking financing transactions, which do not close, are expensed in the period in which it is determined that the financing will not close.

98
Table Deferred financing costs related to a recognized debt liability are presented in the balance sheet as a direct deduction from the carrying amount of Contentsthat debt liability.
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

Revenue Recognition
Rental revenue is recognized on a straight-line basis over the term of the lease. Rental revenue recognition commences when the tenant takes possession or controls the physical use of the leased space. In order for the tenant to take possession, the leased space must be substantially ready for its intended use. To determine whether the leased space is substantially ready for its intended use, management evaluates whether we are or the tenant is the owner of tenant improvements for accounting purposes. When management concludes that we are the owner of tenant improvements, rental revenue recognition begins when the tenant takes possession of the finished space, which is when such tenant improvements are substantially complete. In certain instances, when management concludes that we are not the owner (the tenant is the owner) of tenant improvements, rental revenue recognition begins when the tenant takes possession of or controls the space. When management concludes that we are the owner of tenant improvements for accounting purposes, we record amounts funded to construct the tenant improvements as a capital asset. For these tenant improvements, we record amounts reimbursed by tenants as a reduction of the capital asset. When management concludes that the tenant is the owner of tenant improvements for accounting purposes, we record our contribution towards those improvements as a lease incentive, which is included in deferred costs, net on our consolidated balance sheets and amortized as a reduction to rental revenue on a straight-line basis over the term of the lease. The excess of rents recognized over amounts contractually due pursuant to the underlying leases are included in deferred rents receivable on the consolidated balance sheets. We establish, on a current basis, an allowance for future potential tenant credit losses, which may occur against this account. The balance reflected on the consolidated balance sheets is net of such allowance.
In addition to base rent, our tenants also generally will pay their pro rata share of increases in real estate taxes and operating expenses for the building over a base year. In some leases, in lieu of paying additional rent based upon increases in building operating expenses, the tenant will pay additional rent based upon increases in the wage rate paid to porters over the porters' wage rate in effect during a base year or increases in the consumer price index over the index value in effect during a base year. In addition, many of our leases contain fixed percentage increases over the base rent to cover escalations. Electricity is most often supplied by the landlord either on a sub-metered basis, or rent inclusion basis (i.e., a fixed fee is included in the rent for electricity, which amount may increase based upon increases in electricity rates or increases in electrical usage by the tenant). Base building services other than electricity (such as heat, air conditioning and freight elevator service during business hours, and base building cleaning) are typically provided at no additional cost, with the tenant paying additional rent only for services which exceed base building services or for services which are provided outside normal business hours. These escalations are based on actual expenses incurred in the prior calendar year. If the expenses in the current year are different from those in the prior year, then during the current year, the escalations will be adjusted to reflect the actual expenses for the current year.
We record a gain on sale of real estate assets when title is conveyed towe no longer hold a controlling financial interest in the buyer, subject toentity holding the buyer's financial commitment being sufficient to provide economic substance toreal estate, a contract exists with a third party and that third party has control of the sale and provided that we have no substantial economic involvement with the buyer.assets acquired.
InterestInvestment income on debt and preferred equity investments is accrued based on the outstanding principal amount and contractual terms of the instruments and when, in the opinion of management, it is deemed collectible. Some debt and preferred equity investments provide for accrual of interest at specified rates, which differ from current payment terms. Interest is recognized on such loans at the accrual rate subject to management's determination that accrued interest is ultimately collectible, based on the underlying collateral and operations of the borrower. If management cannot make this determination, interest income above the current pay rate is recognized only upon actual receipt.

92
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


Deferred origination fees, original issue discounts and loan origination costs, if any, are recognized as an adjustment to the interest income over the terms of the related investments using the effective interest method. Fees received in connection with loan commitments are also deferred until the loan is funded and are then recognized over the term of the loan as an adjustment to yield. Discounts or premiums associated with the purchase of loans are amortized or accreted into interest income as a yield adjustment on the effective interest method based on expected cashflowscash flows through the expected maturity date of the related investment. If we purchase a debt or preferred equity investment at a discount, intend to hold it until maturity and expect to recover the full value of the investment, we accrete the discount into income as an adjustment to yield over the term of the investment. If we purchase a debt or preferred equity investment at a discount with the intention of foreclosing on the collateral, we do not accrete the discount. For debt investments acquired at a discount for credit quality, the difference between contractual cash flows and expected cash flows at acquisition is not accreted. Anticipated exit fees, the collection of which is expected, are also recognized over the term of the loan as an adjustment to yield.
Debt and preferred equity investments are placed on a non-accrual status at the earlier of the date at which payments become 90 days past due or when, in the opinion of management, a full recovery of interest income becomes doubtful. Interest income recognition on any non-accrual debt or preferred equity investment is resumed when such non-accrual debt or preferred equity

99
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

investment becomes contractually current and performance is demonstrated to be resumed. Interest is recorded as income on impaired loans only to the extent cash is received.
We may syndicate a portion of the loans that we originate or sell the loans individually. When a transaction meets the criteria for sale accounting, we derecognize the loan sold and recognize gain or loss based on the difference between the sales price and the carrying value of the loan sold. Any related unamortized deferred origination fees, original issue discounts, loan origination costs, discounts or premiums at the time of sale are recognized as an adjustment to the gain or loss on sale, which is included in investment income on the consolidated statement of income.operations. Any fees received at the time of sale or syndication are recognized as part of investment income.
Asset management fees are recognized on a straight-line basis over the term of the asset management agreement.
Allowance for Doubtful Accounts
We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of our tenants to make required payments. If the financial condition of a specific tenant were to deteriorate, resulting in an impairment of its ability to make payments, additional allowances may be required.
ReserveAllowance for Possible Credit LossesLoan Loss and Other Investment Reserves
The expense for possible credit lossesloan loss and other investment reserves in connection with debt and preferred equity investments is the charge to earnings to increaseadjust the allowance for possible credit losses to the level that we estimate to be adequate, based on Level 3 data, considering delinquencies, loss experience and collateral quality. Other factors considered include geographic trends, product diversification,
The Company evaluates debt and preferred equity investments that are classified as held to maturity for possible impairment or credit deterioration associated with the sizeperformance and/or value of the portfoliounderlying collateral property as well as the financial and current economic conditions.operating capability of the borrower/sponsor. Quarterly, the Company assigns each loan a risk rating. Based upon these factors, we establishon a provision3-point scale, loans are rated “1” through “3,” from less risk to greater risk, which ratings are defined as follows: 1 - Low Risk Assets - Low probability of loss, 2 - Watch List Assets - Higher potential for possible credit loss, on each individual investment. 3 - High Risk Assets - Loss more likely than not.
When it is probable that we will be unable to collect all amounts contractually due, the investment is considered impaired.
Where impairment is indicated on an investment that is held to maturity, a A valuation allowance is measured based upon the excess of the recorded investment amount over the net fair value of the collateral. Any deficiency between the carrying amount of an asset and the calculated value of the collateral is charged to expense. We continue to assess or adjust our estimates based on circumstances of a loan and the underlying collateral. If additional information reflects increased recovery of our investment, we will adjust our reserves accordingly. There were no loan reserves recorded during years ended December 31, 2015, 2014, and 2013.
Debt and preferred equity investments that are classified as held for sale are carried at the lower of cost or fair market value using available market information obtained through consultation with dealers or other originators of such investments as well as discounted cash flow models based on Level 3 data pursuant to ASC 820-10. As circumstances change, management may conclude not to sell an investment designated as held for sale. In such situations, the investment will be reclassified at its net carrying value to debt and preferred equity investments held to maturity. For these reclassified investments, the difference between the current carrying value and the expected cash to be collected at maturity will be accreted into income over the remaining term of the investment.

93
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


Rent Expense
Rent expense is recognized on a straight-line basis over the initial term of the lease. The excess of the rent expense recognized over the amounts contractually due pursuant to the underlying lease is included in the deferred land lease payable on the consolidated balance sheets.
Underwriting Commissions and Costs
Underwriting commissions and costs incurred in connection with our stock offerings are reflected as a reduction of additional paid-in-capital.
Exchangeable Debt Instruments
The initial proceeds from exchangeable debt that may be settled in cash, including partial cash settlements, are bifurcated between a liability component and an equity component associated with the embedded conversion option. The objective of the accounting guidance is to require the liability and equity components of exchangeable debt to be separately accounted for in a manner such that the interest expense on the exchangeable debt is not recorded at the stated rate of interest but rather at an effective rate that reflects the issuer's conventional debt borrowing rate at the date of issuance. We calculate the liability component of exchangeable debt based on the present value of the contractual cash flows discounted at our comparable market conventional debt borrowing rate at the date of issuance. The difference between the principal amount and the fair value of the liability component is reported as a discount on the exchangeable debt that is accreted as additional interest expense from the issuance date through

100
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

the contractual maturity date using the effective interest method. A portion of this additional interest expense may be capitalized to the development and redevelopment balances qualifying for interest capitalization each period. The liability component of the exchangeable debt is reported net of discounts on our consolidated balance sheets. We calculate the equity component of exchangeable debt based on the difference between the initial proceeds received from the issuance of the exchangeable debt and the fair value of the liability component at the issuance date. The equity component is included in additional paid-in-capital, net of issuance costs, on our consolidated balance sheets. We allocate issuance costs for exchangeable debt between the liability and the equity components based on their relative values.
Transaction Costs
In January 2017, we adopted ASU No. 2017-01, Business Combinations: Clarifying the Definition of a Business, which changed how we account for transaction costs. Prior to January 2017, transaction costs were expensed as incurred. Starting in January 2017, transaction costs for asset acquisitions are capitalized to the investment basis which is then subject to a purchase price allocation based on relative fair value and transaction costs for business combinations or costs incurred on potential transactions which are not consummated are expensed as incurred.
Income Taxes
SL Green is taxed as a REIT under Section 856(c) of the Code. As a REIT, SL Green generally is not subject to Federal income tax. To maintain its qualification as a REIT, SL Green must distribute at least 90% of its REIT taxable income to its stockholders and meet certain other requirements. If SL Green fails to qualify as a REIT in any taxable year, SL Green will be subject to Federal income tax on SL Green'sits taxable income at regular corporate rates. SL Green may also be subject to certain state, local and franchise taxes. Under certain circumstances, Federal income and excise taxes may be due on SL Green'sits undistributed taxable income.
The Operating Partnership is a partnership and, as a result, all income and losses of the partnership are allocated to the partners for inclusion in their respective income tax returns. The only provision for income taxes included in the consolidated statements of operations relates to the Operating Partnership’s consolidated taxable REIT subsidiaries. The Operating Partnership may also be subject to certain state, local and franchise taxes.
Pursuant to amendments to the Code that became effective January 1, 2001, weWe have elected, and may elect in the future, to treat certain of our existing or newly created corporate subsidiaries as taxable REIT subsidiaries, or TRSs. In general, TRSs may perform non-customary services for the tenants of the Company, hold assets that we cannot hold directly and generally may engage in any real estate or non-real estate related business. The TRSs generate income, resulting in Federal and state income tax liability for these entities.
During the years ended December 31, 2015, 20142018, 2017 and 2013,2016, we recorded Federal, state and local tax provisions of $3.1$2.8 million, $7.8$4.3 million, and $4.4$2.8 million, respectively. For the year ended December 31, 2018, the Company paid distributions on its common stock of $3.25 per share which represented $1.46 per share of ordinary income and $1.79 per share of capital gains. For the year ended December 31, 2017, the Company paid distributions on its common stock of $3.10 per share which represented $1.24 per share of ordinary income, and $1.86 per share of capital gains. For the year ended December 31, 2016, the Company

94
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


paid distributions on its common stock of $2.88 per share which represented $2.48 per share of ordinary income and $0.40 per share of capital gains.
We follow a two-step approach for evaluating uncertain tax positions. Recognition (step one) occurs when an enterprise concludes that a tax position, based solely on its technical merits, is more-likely-than-not to be sustained upon examination. Measurement (step two) determines the amount of benefit that is more-likely-than-not to be realized upon settlement. Derecognition of a tax position that was previously recognized would occur when a company subsequently determines that a tax position no longer meets the more-likely-than-not threshold of being sustained. The use of a valuation allowance as a substitute for derecognition of tax positions is prohibited.
On December 22, 2017, the Tax Cuts and Jobs Act (the ‘‘Tax Act’’) was signed into law and makes substantial changes to the Code. The Tax Act has not had a material impact on our financial statements for the years ended December 31, 2018 or December 31, 2017.
Stock-Based Employee Compensation Plans
We have a stock-based employee compensation plan, described more fully in Note 14, "Share-based Compensation."
The Company's stock options are recorded at fair value at the time of issuance. Fair value of the stock options is determined using the Black-Scholes option pricing model. The Black-Scholes model was developed for use in estimating the fair value of traded options, which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including the expected stock price volatility. Because our plan has characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimate, in our opinion, the existing models do not necessarily provide a reliable single measure of the fair value of the employee stock options.
Compensation cost for stock options, if any, is recognized over the vesting period of the award. Our policy is to grant options with an exercise price equal to the quoted closing market price of the Company's common stock on either the grant date or the date immediately preceding the grant date. Awards of stock or restricted stock are expensed as compensation over the benefit period based on the fair value of the stock on the grant date.
For share-based awards with a performance or market measure, we recognize compensation cost over the requisite service period, using the accelerated attribution expense method. The requisite service period begins on the date the compensation committee of SL Green'sour board of directors authorizes the award, adopts any relevant performance measures and communicates the award to the employees. For programs with awards that vest based on the achievement of a performance condition or market condition, we determine whether it is probable that the performance condition will be met, and estimate compensation cost based on the fair value of the award at the applicable reportingaward date estimated using a binomial model or market quotes. For share-based awards for which there is no pre-established performance measure, we recognize compensation cost over the service vesting period,

101
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

which represents the requisite service period, on a straight-line basis. In accordance with the provisions of our share-based incentive compensation plans, we accept the return of shares of the Company's common stock, at the current quoted market price, from certain key employees to satisfy minimum statutory tax-withholding requirements related to shares that vested during the period.
Awards can also be made in the form of a separate series of units of limited partnership interest in the Operating Partnership called long-term incentive plan units, or LTIP units. LTIP units, which can be granted either as free-standing awards or in tandem with other awards under our stock incentive plan, are valued by reference to the value of the Company's common stock at the time of grant, and are subject to such conditions and restrictions as the compensation committee of the Company's board of directors may determine, including continued employment or service, computation of financial metrics and/or achievement of pre-established performance goals and objectives.
Derivative Instruments
In the normal course of business, we use a variety of commonly used derivative instruments, such as interest rate swaps, caps, collarcollars and floors, to manage, or hedge, interest rate risk. Effectiveness is essential for those derivatives that we intend to qualityqualify for hedge accounting. Some derivative instruments are associated with an anticipated transaction. In those cases, hedge effectiveness criteria also require that it be probable that the underlying transaction occurs. Instruments that meet these hedging criteria are formally designated as hedges at the inception of the derivative contract.
To determine the fair values of derivative instruments, we use a variety of methods and assumptions that are based on market conditions and risks existing at each balance sheet date. For the majority of financial instruments including most derivatives, long-term investments and long-term debt, standard market conventions and techniques such as discounted cash flow analysis, option

95
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


pricing models, replacement cost, and termination cost are used to determine fair value. All methods of assessing fair value result in a general approximation of value, and such value may never actually be realized.
In the normal course of business, we are exposed to the effect of interest rate changes and limit these risks by following established risk management policies and procedures including the use of derivatives. To address exposure to interest rates, derivatives are used primarily to fix the rate on debt based on floating-rate indices and manage the cost of borrowing obligations.
We use a variety of commonly usedconventional derivative products that are considered plain vanilla derivatives.products. These derivatives typically include interest rate swaps, caps, collars and floors. We expressly prohibit the use of unconventional derivative instruments and using derivative instruments for trading or speculative purposes. Further, we have a policy of only entering into contracts with major financial institutions based upon their credit ratings and other factors.
We may employ swaps, forwards or purchased options to hedge qualifying forecasted transactions. Gains and losses related to these transactions are deferred and recognized in net income as interest expense in the same period or periods that the underlying transaction occurs, expires or is otherwise terminated.
Hedges that are reported at fair value and presented on the balance sheet could be characterized as cash flow hedges or fair value hedges. Interest rate caps and collars are examples of cash flow hedges. Cash flow hedges address the risk associated with future cash flows of interest payments. For all hedges held by us and which were deemed to be fully effective in meeting the hedging objectives established by our corporate policy governing interest rate risk management, no net gains or losses were reported in earnings. The changes in fair value of hedge instruments are reflected in accumulated other comprehensive income. For derivative instruments not designated as hedging instruments, the gain or loss, resulting from the change in the estimated fair value of the derivative instruments, is recognized in current earnings during the period of change.
Earnings per Share of the Company
The Company presents both basic and diluted earnings per share, or EPS. Basic EPS, excludes dilutionusing the two-class method, which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing netthe income or loss attributableavailable to common stockholders by the weighted averageweighted-average number of common stock shares outstanding duringfor the period. Basic EPS includes participating securities, consisting of unvested restricted stock that receive nonforfeitable dividends similar to shares of common stock. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock, where such exercise or conversion would result in a lower EPS amount. Diluted EPS also includes units of limited partnership interest. The dilutive effect of stock options is reflected in the weighted average diluted outstanding shares calculation by application of the treasury stock method. There iswas no dilutive effect for the exchangeable senior notes as the conversion premium willwas to be paid in cash.
Earnings per Unit of the Operating Partnership
The Operating Partnership presents both basic and diluted earnings per unit, or EPU. Basic EPU, excludes dilutionusing the two-class method, which is an earnings allocation formula that determines EPU for common units and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPU is computed by dividing netthe income or loss attributableavailable to common unitholders by the weighted averageweighted-average number of common units

102
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

outstanding duringfor the period. Basic EPU includes participating securities, consisting of unvested restricted units that receive nonforfeitable dividends similar to shares of common units. Diluted EPU reflects the potential dilution that could occur if securities or other contracts to issue common units were exercised or converted into common units, where such exercise or conversion would result in a lower EPU amount. The dilutive effect of unit options is reflected in the weighted average diluted outstanding units calculation by application of the treasury stock method. There iswas no dilutive effect for the exchangeable senior notes as the conversion premium willwas to be paid in cash.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
Concentrations of Credit Risk
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash investments, debt and preferred equity investments and accounts receivable. We place our cash investments in excess of insured amounts with high quality financial institutions. The collateral securing our debt and preferred equity investments is located in the New York City.metropolitan area. See Note 5, "Debt and Preferred Equity Investments."

96
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


We perform ongoing credit evaluations of our tenants and require most tenants to provide security deposits or letters of credit. Though these security deposits and letters of credit are insufficient to meet the total value of a tenant's lease obligation, they are a measure of good faith and a source of funds to offset the economic costs associated with lost rentrevenue and the costs associated with re-tenanting a space. Although theThe properties in our real estate portfolio are primarily located in Manhattan, we also have properties located in Brooklyn, Long Island, Westchester County, Connecticut andthe New Jersey.York metropolitan area. The tenants located in our buildings operate in various industries. Other than three tenants,one tenant, Credit Suisse Securities (USA), Inc., who accounts for 8.2% of our share of annualized cash rent, no other tenant in our portfolio accounted for more than 5.0% of our share of annualized cash rent, including our share of joint venture annualized cash rent, at December 31, 2015. 2018.
For the yearyears ended December 31, 2015, 10.2%, 9.4%, 7.8%, 7.5%, 7.5%, 6.4%,2018, 2017, and 5.7%2016, the following properties contributed more than 5.0% of our annualized cash rent, for consolidated properties was attributable to 1515 Broadway, 388 and 390 Greenwich Street, 919 Third Avenue, 1185 Avenueincluding our share of the Americas, 11 Madison Avenue, 420 Lexington Avenue, and One Madison Avenue, respectively. Annualized cash rent for all other consolidated properties was below 5.0%.
For the year ended December 31, 2014, 9.9%, 9.8%, 7.8% and 7.5% of ourjoint venture annualized cash rent for consolidated properties was attributable to 1515 Broadway, 388-390 Greenwich Street, 1185 Avenue of the Americas and 919 Third Avenue, respectively. For the year ended December 31, 2013, 10.6%, 7.8%, 7.7% and 6.4% of our annualized cash rent for consolidated properties was attributable to 1515 Broadway, 919 Third Avenue, 1185 Avenue of the Americas and One Madison Avenue, respectively.rent:
Property2018Property2017Property2016
11 Madison Avenue7.4%11 Madison Avenue7.1%1515 Broadway8.8%
1185 Avenue of the Americas6.7%1185 Avenue of the Americas7.1%1185 Avenue of the Americas6.9%
420 Lexington Avenue6.5%1515 Broadway7.0%11 Madison Avenue6.1%
1515 Broadway6.0%420 Lexington Avenue6.0%420 Lexington Avenue5.9%
One Madison Avenue5.8%One Madison Avenue5.6%One Madison Avenue5.6%
As of December 31, 2015, 72.3%2018, 68.7% of our work force is covered by six collective bargaining agreements and 79.2%56.0% of our work force, which services substantially all of our properties, is covered by a collective bargaining agreement, which expiresagreements that expire in December 2019. See Note 20,19, "Benefits Plans."
Reclassification
Certain prior year balances have been reclassified to conform to our current year presentation primarilypresentation.
Accounting Standards Updates
In October 2018, the FASB issued Accounting Standard Update (ASU) No. 2018-17, Consolidation (Topic 810), Targeted Improvements to eliminate discontinued operations from income from continuing operations.
Repurchased sharesRelated Party Guidance for Variable Interest Entities. Under this amendment reporting entities, when determining if the decision-making fees are subjectvariable interests, are to state corporate laws that establishconsider indirect interests held through related parties under common control on a proportional basis rather than as a direct interest in its entirety. The guidance is effective for the legal status of redeemed sharesCompany for fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company has adopted this guidance and prevent them from being reported as treasury shares withinit had no impact on the Company’s consolidated financial statements.
In August 2018, The Securities and Exchange Commission adopted a final rule that eliminated or amended disclosure requirements that were redundant or outdated in light of changes in its requirements, generally accepted accounting principles, or changes in the business environment. The commission also referred certain disclosure requirements to the Financial Accounting Standards Board for potential incorporation into generally accepted accounting principles. The rule is effective for filings after November 5, 2018. The Company previously classified shares repurchased, underassessed the impact of this rule and determined that the changes resulted in clarification or expansion of existing requirements. The Company early adopted the rule upon publication to the federal register on October 5, 2018 and it did not have a stock repurchase plan approved bymaterial impact on the Company's board of directorsCompany’s consolidated financial statements.
In August 2018, the FASB issued Accounting Standard Update (ASU) No. 2018-15, Intangibles - Goodwill and Other- Internal-Use Software (Topic 350-40), Customer’s Accounting for Implementation Costs Incurred in 2007, which expireda Cloud Computing Arrangement That is a Service Contract. The amendments provide guidance on accounting for fees paid when the arrangement includes a software license and align the requirements for capitalizing implementation costs incurred in 2008, as common shares in treasury. Additionally,a hosting arrangement that is a service contract with the requirements for capitalizing costs to develop or obtain internal-use software. The guidance is effective for the Company previously classifiedfor fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company has not yet adopted this new guidance and does not expect it to have a material impact on the tendering of sharesCompany’s consolidated financial statements when the new standard is implemented.
In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework - Changes to satisfy tax withholdingthe Disclosure Requirements for Fair Value Measurement. This amendment removed, modified and added the disclosure requirements under Topic 820. The changes are effective for RSUs granted to employees from 2010 through 2015. The aforementioned shares should have been classified as reductions of common shares, additional paid-in capital and retained earnings. The accompanying consolidated balance sheetthe Company for fiscal years beginning after December 15, 2019. Early adoption is permitted for the removed or modified disclosures with adoption of the additional disclosures upon the effective date. The Company as of December 31, 2014has not yet adopted this new guidance and does not expect it to have a material impact on the relatedCompany’s consolidated financial statements of equity forwhen the years ended December 31, 2014, 2013, and 2012 have been revised to correct the misclassification as follows (in thousands):new standard is implemented.

10397
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018

   As Previously Reported As Adjusted
Consolidated balance sheet and consolidated statement of equity as of December 31, 2014:    
 Common shares $1,010
 $974
 Additional paid-in capital 5,289,479
 5,113,759
 Treasury shares (320,471) —
 Retained earnings 1,752,404
 1,607,689
      
Consolidated statement of equity as of December 31, 2013:    
 Common shares $986
 $950
 Additional paid-in capital 5,015,904
 4,841,800
 Treasury shares (317,356) —
 Retained earnings 1,619,150
 1,475,934
      
Consolidated statement of equity as of December 31, 2012:    
 Common shares $950
 $913
 Additional paid-in capital 4,667,900
 4,490,084
 Treasury shares (322,858) —
 Retained earnings 1,701,092
 1,556,087

In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation (Topic 718), Improvements to Nonemployee Share-Based Payment Accounting. This amendment provides additional guidance related to share-based payment transactions for acquiring goods or services from nonemployees. The reclassificationguidance is effective for the Company for fiscal years beginning after December 15, 2018, including the interim periods within that fiscal year. The Company will adopt this guidance January 1, 2019 and does not expect it to have a material impact on the Company’s consolidated financial statements.
In February 2018, the FASB issued ASU No. 2018-03, Technical Corrections and Improvements to Financial Instruments- Overall (Subtopic 825-10), Recognition and Measurement of repurchased shares hasFinancial Assets and Financial Liabilities. These amendments provide additional guidance related to equity securities without a readily determinable fair value, forward contracts and options purchased on those equity securities and fair value option liabilities. The Company adopted the guidance on July 1, 2018, and it did not have a material impact on the Company’s consolidated financial statements.
In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815), Targeted Improvements to Accounting for Hedging Activities, and in July 2018, the FASB issued ASU No. 2018-16, Derivatives and Hedging (Topic 815): Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes. The amendments in the new standards will permit more flexibility in hedging interest rate risk for both variable rate and fixed rate financial instruments. The standards will also enhance the presentation of hedge results in the financial statements. The guidance is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. The Company will adopt this guidance January 1, 2019, and does not expect a material impact on the Company’s consolidated financial statements when the new standards are implemented.
In May 2017, the FASB issued ASU No. 2017-09, Compensation - Stock Compensation (Topic 718), Scope of Modification Accounting. The guidance clarifies the changes to the terms or conditions of a share-based payment award that require an entity to apply modification accounting in Topic 718. The Company adopted the guidance on January 1, 2018 and it had no impact on the previously reportedCompany's consolidated statementsfinancial statements.
In November 2016, the FASB issued ASU No. 2016-18, Statement of operations, comprehensive income, andCash Flows (Topic 230): Restricted Cash. The guidance requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, and wasamounts generally described as restricted cash. As a result, entities will no longer present transfers between these items on the statement of cash flows. The Company adopted the guidance on January 1, 2018 and has included the changes in restricted cash when reconciling the beginning-of-period and end-of-period total amounts on the statement of cash flows.
In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments and in November 2018 issued ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses. . The guidance changes how entities will measure credit losses for most financial assets and certain other instruments that are not material to the consolidated balance sheets.
The Operating Partnership previously classified the limited partners' interest in partners' capital at original cost. The limited partner's interest should have been classified as mezzanine equitymeasured at fair value (basedthrough net income. The guidance replaces the current ‘incurred loss’ model with an ‘expected loss’ approach. The guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted after December 15, 2018. The Company’s DPE portfolio and capital lease assets will be subject to this guidance once the Company adopts it. ASU No. 2018-19 excludes operating lease receivables from the scope of this guidance. The Company continues to evaluate the impact of adopting this new accounting standard on the redemption valueCompany’s consolidated financial statements.
In February 2016, the FASB issued ASU No. 2016-02, Leases. In July 2018, the FASB issued ASU No. 2018-10 - Codification Improvements to Topic 842, Leases and ASU No. 2018-11 - Targeted Improvements. In December 2018, the FASB issued ASU No. 2018-20 - Narrow-Scope Improvements for Lessors. This guidance requires lessees to recognize lease assets and lease liabilities for those leases classified as operating leases under the previous standard. Depending on the lease classification, lessees will recognize expense based on the effective interest method for finance leases or on a straight-line basis for operating leases. The Company will apply this guidance to the ground leases under which the Company is lessee. The Company is required to record a liability for the obligation to make payments under the lease and an asset for the right to use the underlying asset during the lease term and will also apply the new expense recognition requirements given the lease classification. While the Company is continuing to assess all potential impacts of the OP unit) consistent with the presentation at SL Green,standard, we expect total liabilities and total assets to increase by $0.4 to $0.5 billion as the redemption right of the unitsdate of adoption. The accounting applied by a lessor is largely unchanged from that applied under the previous standard. The Company does expect to adopt the practical expedient offered in ASU No. 2018-11 that allows lessors to not separate non-lease components from the related lease components under certain conditions, which the Company expects most of its leases to qualify for. Additionally, for future leases, the Company will no longer capitalize internal leasing costs as either cash or stockthese costs are atnot considered to be incremental under the general partners' election, however registered shares must be provided. This revision results in (1) a reclassification between permanent and mezzanine equity in the Operating Partnership's balance sheet and (2) an adjustment to record the limited partners' interest at fair value (redemption value) with a corresponding change to the general partners' equity in the limited partnership.new guidance. The accompanying consolidated balance sheetCompany is assessing all potential impacts of the Operating Partnership asstandard and currently estimates a decrease in net income of approximately $10.0 million related to this change based on its initial assessment. This guidance in this standard is effective for fiscal years beginning after December 31, 201415, 2018 and the related statements of capital have been revised to correct the misclassification as follows (amounts in thousands):interim periods within those fiscal years. Early

   As Previously Reported As Adjusted
Consolidated balance sheet as of December 31, 2014:    
Mezzanine equity    
 Limited partner interests in SLGOP $—
 $469,524
Capital    
 SL Green partner's capital 7,078,924
 6,722,422
 Limited partner interests in SLGOP 113,298
 —

10498
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018

   Partners' Interest
   Common Units Common Unitholders
Balance at December 31, 2012 - as previously reported 91,250
 $6,189,529
 Cumulative Adjustment to carry limited partner interests in mezzanine equity at fair value —
 (142,445)
Balance at December 31, 2012 - as adjusted 91,250
 $6,047,084
      
Balance at December 31, 2013 - as previously reported 94,993
 $6,506,747
 Cumulative Adjustment to carry limited partner interests in mezzanine equity at fair value —
 (188,063)
Balance at December 31, 2013 - as adjusted 94,993
 $6,318,684
      
Balance at December 31, 2014 - as previously reported 97,325
 $7,078,924
 Cumulative Adjustment to carry limited partner interests in mezzanine equity at fair value —
 (356,502)
Balance at December 31, 2014 - as adjusted 97,325
 $6,722,422

adoption is permitted. The reclassificationCompany will adopt this guidance January 1, 2019 and will apply the modified retrospective approach. The Company will elect the package of limited interests has no impact on the previously reported consolidated statements of operations, comprehensive income,practical expedients that allows an entity to not reassess (i) whether any expired or existing contracts are or contain leases, (ii) lease classification for any expired or existing leases and cash flows and was not material to the consolidated balance sheet. (iii) initial direct costs for any expired or existing leases.
Accounting Standards Updates
In January 2016, the FASB issued Accounting Standards Update No.ASU 2016-01 (ASU825-10)(Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities. The guidance requires entities to measure equity investments that do not result in consolidation and are not accounted for under the equity method at fair value andthrough earnings, to record changes in instruments-specificinstrument-specific credit risk for financial liabilities measured under the fair value option in other comprehensive income. The guidance is effectiveincome, use the exit price notion when measuring an instrument’s fair value for fiscal years beginning after December 15, 2017,disclosure and for interim periods therein. The Company is currently evaluating the impactto separately present financial assets and liabilities by measurement category and form of adopting this new accounting standardinstrument on the Company’s consolidated financial statements.
In September 2015, the Financial Accounting Standards Board, or FASB, issued final guidance to simplify the measurement-period adjustments in business combinations (Accounting Standards Update, or ASU, No. 2015-16). The guidance eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively. Instead, acquirers must recognize measurement-period adjustments in the period in which they determine the amounts, including the effect on earnings of any amounts they would have recorded in previously periods if the accounting had been completed at the acquisition date. The guidance is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption of the guidance is permitted. The Company adopted the guidance during the third quarter of 2015.
In April 2015, the FASB issued final guidance to simplify the presentation of debt issuance costs by requiring debt issuance costs to be presented as a deduction from the corresponding debt liability (ASU No. 2015-03). The guidance requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The guidance is effective for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption of the guidance is permitted. Upon adoption, an entity must apply the new guidance retrospectively for all prior periods presentedor in the notes to the financial statements. The Company expects to adopt the guidance effective January 1, 2016 and the guidance is not anticipated to have a material impact on our consolidated financial statements.
In February 2015, the FASB issued new guidance that amends the current consolidation guidance, including introducing a separate consolidation analysis specific to limited partnerships and other similar entities (ASU No. 2015-02). Under this analysis, limited partnerships and other similar entities will be considered a VIE unless the limited partners hold substantive kick-out rights or participating rights.The guidance is effective for annual and interim periods beginning after December 15, 2015. Early adoption of this guidance is permitted. The Company adopted the guidance effective January 1, 20162018, and the guidance does not have a materialit had no impact on ourthe Company’s consolidated financial statements.

105
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

In June 2014, the FASB issued final guidance that requires repurchase-to-maturity transactions to be accounted for as secured borrowings as if the transferor retains effective control, even though the transferred financial assets are not returned to the transferor at settlement and also eliminates existing guidance for repurchase financings (ASU No. 2014-11). New disclosures are required for (1) certain transactions accounted for as secured borrowings and (2) transfers accounted for as sales when the transferor also retains substantially all of the exposure to the economic return on the transferred financial assets throughout the term of the transaction. The guidance was effective for the first interim or annual period beginning after December 15, 2014, except for the disclosures related to transactions accounted for as secured borrowings, which are effective for periods beginning after March 15, 2015. Early adoption of this guidance is prohibited. The Company adopted the standard beginning in the first quarter of 2015. The adoption of this guidance did not have a material impact on our consolidated financial statements. The Company has adopted the presentation and disclosures related to transactions accounted for as secured borrowings during the second quarter of 2015.
In May 2014, the FASB issued a new comprehensive revenue recognition guidance which requires us to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which we expect to be entitled in exchange for those goods and services (ASU No. 2014-09). The FASB also issued implementation guidance also requires enhanced disclosures to help users of financial statements better understand the nature, amount, timing, and uncertainty of revenue that is recognized. The guidance is effective for annual and interim periods beginning after December 15,in March 2016, April 2016 and earlyMay 2016 - ASU’s 2016-08, 2016-10 and 2016-12, respectively. The Company adopted this guidance on January 1, 2018. Since the Company’s revenue is related to leasing activities, the adoption isof this guidance did not permitted. In July 2015,have a material impact on the FASB voted to defer by one year the effective date of ASU 2014-09 for both public and nonpublic entities and give both public and private companies the option to early adopt using the original effective date.consolidated financial statements. The new guidance can beis applicable to service contracts with joint ventures for which the Company earns property management fees, leasing commissions and development and construction fees. The adoption of this new guidance did not change the accounting for these fees as the pattern of recognition of revenue does not change with the new guidance. We will continue to recognize revenue over time on these contracts because the customer simultaneously receives and consumes the benefits provided by our performance.
In February 2017, the FASB issued ASU No. 2017-05 to clarify the scope of asset derecognition guidance in Subtopic 610-20, which also provided guidance on accounting for partial sales of nonfinancial assets.  Subtopic 610-20 was issued in May 2014 as part of ASU 2014-09.  The Company adopted this guidance on January 1, 2018, and applied either retrospectivelythe modified retrospective approach. The Company elected to each prior reporting period presented, or as a cumulative-effect adjustmentadopt the practical expedient under ASC 606, Revenue from Contracts with Customers, which allows an entity to apply the guidance only to contracts with non-customers that are open based on ASU 360-20, Real Estate Sales, (i.e. failed sales) as of the date of adoption.adoption date.   The Company is currently evaluatinghad one open contract in 2017 with a non-customer that was evaluated under ASC 610-20.  The Company entered into an agreement to sell a portion of their interest in an entity that held a controlling interest in the new guidance to determineproperty at 1515 Broadway.  Upon execution of the impact it may have on our consolidated financial statements.
In April 2014,agreement in 2017, the FASB issued new guidance on reporting discontinued operations which raises the threshold for disposals to qualify as discontinued operations (ASU No. 2014-08). The guidance also allows us to have a significant continuing involvementtransaction was evaluated under ASC 360-20, Real Estate Sales, and continuing cash flows with the discontinued operations. Additionally, the guidance requires additional disclosures for discontinued operations and new disclosures for individually material disposal transactions that dodid not meet the definitioncriteria for sale accounting.  Upon adoption of ASC 606, this contract met the criteria for sale accounting under ASC 610-20. Through the sale, the Company no longer retains a discontinued operation. The guidancecontrolling interest, as defined in ASC 810, Consolidation, and the impact of this adjustment is a gain of $0.6 billion from the sale of the partial interest and related step-up in basis to fair value of the non-controlling interest retained. This was effective for calendar year public companies beginningrecorded in the first quarter of 2015 and is2018 as an adjustment to be applied on a prospective basis for new disposals. Early adoption of this guidance was permitted. The Company adoptedbeginning retained earnings.
3. Property Acquisitions
2018 Acquisitions
During the standard beginning inyear ended December 31, 2018, the first quarter of 2015. The adoption of this guidance changed the presentation of discontinued operations for all properties held for sale and/or disposed of subsequent to January 1, 2015.listed below were acquired from third parties.

106
Property Acquisition Date Property Type Approximate Square Feet 
Acquisition Price
(in millions)
2 Herald Square(1)
 May 2018 Leasehold Interest 369,000
 $266.0
1231 Third Avenue(2)(3)
 July 2018 Fee Interest 39,000
 55.4
Upper East Side Residential(3)(4)
 August 2018 Fee Interest 0.2 acres 30.2
133 Greene Street(2)
 October 2018 Fee Interest 6,425
 31.0
712 Madison Avenue(2)
 December 2018 Fee Interest 6,600
 58.0
(1)In May 2018, the Company was the successful bidder for the leasehold interest in 2 Herald Square, at the foreclosure of the asset. In April and May 2017, the Company had purchased, at par, loans in maturity default that were secured by the leasehold interest in 2 Herald Square. At the time the loans were purchased, the Company expected to collect all contractually required payments, including interest. In August 2017, the Company determined that it was probable that the loans would not be repaid in full and therefore, the loans were put on non-accrual status. No impairment was recorded as the Company believed that the fair value of the leasehold exceeded the carrying amount of the loans. In May 2018, the Company was the successful bidder at the foreclosure of the asset. We recorded the assets acquired and liabilities assumed at fair value. This resulted in the recognition of a fair value adjustment of $8.1 million,

99
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


3. Property Acquisitions
2015which is reflected in the Company's consolidated statement of operations within purchase price and other fair value adjustments. See Note 16, "Fair Value Measurements." The Company subsequently sold a 49% interest in the property in November 2018. See Note 4, "Properties Held for Sale and Dispositions." and Note 6, "Investments in Unconsolidated Joint Ventures."
(2)The Company accepted an assignment of the equity interests in the property in lieu of repayment of the Company's debt investment, and recorded the assets received and liabilities assumed at fair value.
(3)This property was subsequently sold in October 2018. See Note 4, "Properties Held for Sale and Dispositions."
(4)In August 2018, the Company acquired the fee interest in three additional land parcels at the Upper East Side Residential Assemblage.
2017 Acquisitions
During the year ended December 31, 2015,2017, we did not acquire any properties from a third party.
2016 Acquisitions
During the propertiesyear ended December 31, 2016, the property listed below werewas acquired from a third parties.party. The following summarizes our preliminaryfinal allocation of the purchase price of the assets acquired and liabilities assumed upon the closing of these acquisitionsthis acquisition (in thousands):
 
600 Lexington Avenue (1)(2)
 
187 Broadway and 5 & 7 Dey Street (1)(3)
 
11 Madison Avenue (1)(4)
 
110 Greene Street (1)(5)
 
Upper East Side Residential(1)(6)
 
1640 Flatbush Avenue(1)
Acquisition DateDecember 2015 August 2015 August 2015 July 2015 June 2015 March 2015
Ownership TypeFee Interest Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest
Property TypeOffice Residential/Retail Office Office Residential/Retail Retail
            
Purchase Price Allocation:           
Land$97,044
 $22,101
 $849,926
 $89,250
 $17,500
 $6,120
Building and building leasehold180,224
 41,045
 1,579,118
 165,750
 32,500
 680
Above-market lease value—
 —
 —
 —
 —
 —
Acquired in-place leases—
 —
 —
 —
 —
 —
Other assets, net of other liabilities—
 —
 —
 —
 —
 —
Assets acquired277,268
 63,146
 2,429,044
 255,000
 50,000
 6,800
Mark-to-market assumed debt—
 —
 —
 —
 —
 —
Below-market lease value—
 —
 —
 —
 —
 —
Derivatives—
 —
 —
 —
 —
 —
Liabilities assumed—
 —
 —
 —
 —
 —
Purchase price$277,268
 $63,146
 $2,429,044
 $255,000
 $50,000
 $6,800
Net consideration funded by us at closing, excluding consideration financed by debt$79,085
 $63,146
 $2,429,044
 $255,000
 $50,000
 $6,800
Equity and/or debt investment held$54,575
 $—
 $—
 $—
 $—
 $—
Debt assumed$112,795
 $—
 $—
 $—
 $—
 $—

(1)We are currently in the process of analyzing the purchase price allocation and, as such, we have not allocated any value to intangible assets such as above- and below-market lease or in-place leases.
(2)In December 2015, we acquired Canada Pension Plan Investment Board's 45% interest in this property, thereby consolidating full ownership of the property. The transaction valued the consolidated interests at $277.3 million. We recognized a purchase price fair value adjustment of $40.1 million upon closing of this transaction. This property, which we initially acquired in May 2010, was previously accounted for as an investment in unconsolidated joint ventures.
(3)We acquired this property for consideration that included the issuance of $10.0 million and $26.9 million aggregate liquidation preferences of Series R and S Preferred Units, respectively, of limited partnership interest of the Operating Partnership and cash.
(4)In August 2015, we acquired this property from a partnership of the Sapir Organization and CIM Group, with whom we have no other relationship.
(5)We acquired a 90.0% controlling interest in this property for consideration that included the issuance of $5.0 million and $6.7 million aggregate liquidation preferences of Series P and Q Preferred Units, respectively, of limited partnership interest of the Operating Partnership and cash.
(6)We, along with our joint venture partner, acquired this property for consideration that included the issuance of $13.8 million aggregate liquidation preference of Series N Preferred Units of limited partnership interest of the Operating Partnership and cash. We hold a 95.1% controlling interest in this joint venture.
 183 Broadway
Acquisition DateMarch 2016
Ownership TypeFee Interest
Property TypeRetail/Residential
  
Purchase Price Allocation: 
Land$5,799
Building and building leasehold23,431
Above-market lease value—
Acquired in-place leases773
Other assets, net of other liabilities20
Assets acquired30,023
Mark-to-market assumed debt—
Below-market lease value(1,523)
Derivatives—
Liabilities assumed(1,523)
Purchase price$28,500
Net consideration funded by us at closing, excluding consideration financed by debt$28,500
Equity and/or debt investment held$—
Debt assumed$—



107100
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

2014 Acquisitions
During the year ended December 31, 2015, we finalized the purchase price allocations based on third party appraisal and additional facts and circumstances that existed at the acquisition dates for the following 2014 acquisitions (in thousands):
  
102 Greene Street(1)
 
635 Madison Avenue(1)
 
719 Seventh Avenue(1)(2)
 
115 Spring
Street(1)
 
388-390 Greenwich Street(1)(3)
Acquisition Date October 2014 September 2014 July 2014 July 2014 May 2014
Ownership Type Fee Interest Fee Interest Fee Interest Fee Interest Fee Interest
Property Type Retail Land Development Retail Office
           
Purchase Price Allocation:          
Land $8,215
 $205,632
 $41,850
 $11,078
 $516,292
Building and building leasehold 26,717
 15,805
 —
 44,799
 964,434
Above-market lease value —
 —
 —
 —
 —
Acquired in-place leases 1,015
 17,345
 —
 2,037
 302,430
Other assets, net of other liabilities 3
 —
 —
 —
 6,495
Assets acquired 35,950
 238,782
 41,850
 57,914
 1,789,651
Mark-to-market assumed debt —
 —
 —
 —
 —
Below-market lease value 3,701
 85,036
 —
 4,789
 186,782
Derivatives —
 —
 —
 —
 18,001
Liabilities assumed 3,701
 85,036
 —
 4,789
 204,783
Purchase price $32,249
 $153,746
 $41,850
 $53,125
 $1,584,868
Net consideration funded by us at closing, excluding consideration financed by debt $32,249
 $153,746
 $41,850
 $53,125
 $208,614
Equity and/or debt investment held $—
 $—
 $—
 $—
 $148,025
Debt assumed $—
 $—
 $—
 $—
 $1,162,379

(1)Based on our preliminary analysis of the purchase price, we had allocated $11.3 million and $21.0 million to land and building, respectively, at 102 Greene Street, $153.7 million to land at 635 Madison Avenue, $14.4 million and $26.7 million to land and building, respectively, at 719 Seventh Avenue, $15.9 million and $37.2 million to land and building, respectively, at 115 Spring Street and $558.7 million and $1.0 billion to land and building, respectively, at 388-390 Greenwich. The impact to our consolidated statements of operations for the twelve months ended December 31, 2015 was $7.6 million in rental revenue for the amortization of aggregate below-market leases and $10.3 million of depreciation expense.
(2)We, along with our joint venture partner, acquired this property for consideration that included the issuance of $14.1 million aggregate liquidation preference of Series L Preferred Units of limited partnership interest of the Operating Partnership and $9.5 million aggregate liquidation preference of Series K Preferred Units of limited partnership interest of the Operating Partnership. We hold a 75.0% controlling interest in this joint venture.
(3)In May 2014, we acquired Ivanhoe Cambridge, Inc.'s 49.65% economic interest in this property, thereby consolidating full ownership of the property. The transaction valued the consolidated interests at $1.585 billion. Simultaneous with the closing, we refinanced the previous mortgage with a $1.45 billion mortgage. We also assumed the existing derivative instruments, which swapped $504.0 million of the mortgage to fixed rate (in October 2014, we entered into multiple swap agreements to hedge our interest rate exposure on an additional $500.0 million portion of this mortgage. See Note 8, "Mortgages and Other Loans Payable" for further details). We recognized a purchase price fair value adjustment of $71.4 million upon closing of this transaction. This property, which we initially acquired in December 2007, was previously accounted for as an investment in unconsolidated joint ventures.

108
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

2013 Acquisitions
During the year ended December 31, 2013, the properties listed below were acquired from third parties. The following summarizes our allocation of the purchase price of the assets acquired and liabilities assumed upon the closing of these acquisitions (in thousands):
  
315 West 33rd Street(1)
 
Assemblage of Retail Development Properties on Fifth Avenue(1)
 
16 Court(2)
 
248-252
Bedford
Avenue(3)
Acquisition Date November 2013 November 2013 April 2013 March 2013
Ownership Type Fee Interest Fee Interest Fee Interest Fee Interest
Property Type Residential Development Office Residential
         
Purchase Price Allocation:        
Land $195,834
 $135,513
 $19,217
 $10,865
Building and building leasehold 164,429
 10,487
 63,210
 44,035
Above market lease value 7,084
 —
 5,122
 —
Acquired in-place leases 26,125
 —
 9,422
 —
Other assets, net of other liabilities 1,142
 —
 3,380
 —
Assets acquired 394,614
 146,000
 100,351
 54,900
Mark-to-market assumed debt —
 —
 294
 —
Below market lease value 7,839
 —
 3,885
 —
Liabilities assumed 7,839
 —
 4,179
 —
Purchase price $386,775
 $146,000
 $96,172
 $54,900
Net consideration funded by us at closing, excluding consideration financed by debt $386,775
 $146,000
 $4,000
 $21,782
Equity and/or debt investment held $—
 $—
 $13,835
 $—
Debt assumed $—
 $—
 $84,642
 $—

(1)During the year ended December 31, 2014, we finalized the purchase price allocation based on a third party appraisal and additional facts and circumstances that existed at the acquisition dates. These adjustments did not have a material impact to our consolidated statements of operations for the year ended December 31, 2014.
(2)In April 2013, we acquired interests from our joint venture partner, City Investment Fund, or CIF, in 16 Court Street in Brooklyn for $4.0 million. We have consolidated the ownership of the building. The transaction valued the consolidated interest at $96.2 million, inclusive of the $84.6 million mortgage encumbering the property. In April 2014, we repaid the mortgage. We recognized a purchase price fair value adjustment of $(2.3) million upon the closing of this transaction. This property, which we initially acquired in July 2007, was previously accounted for as an investment in unconsolidated joint ventures.
(3)In March 2013, we, along with Magnum Real Estate Group, acquired 84 residential units, consisting of 72 apartment units and 12 townhouses, located at 248-252 Bedford Avenue, Williamsburg, Brooklyn for $54.9 million. Simultaneous with the closing on this property, the joint venture closed on a $22.0 million mortgage loan which was later refinanced in June 2014. The property is above a commercial property already owned by us. We hold a 90.0% controlling interest in this joint venture.

109
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015


2018

For business combinations achieved in stages, the acquisition-date fair value of our equity interest in a property immediately before the acquisition date is determined based on estimated cash flow projections that utilize available market information and discount and capitalization rates that we deem appropriate. Estimates of future cash flows are based on a number of factors including historical operating results, known and anticipated trends, and market and economic conditions. The acquisition-date fair value of the equity interest in 600 Lexington Avenue and 388-390 Greenwich Street, which were acquired in 2015 and 2014, respectively, immediately before the acquisition date as well as the purchase price fair value, as determined in accordance with the methodology set out in the prior sentence, are as follows (in thousands):
  600 Lexington Avenue 388-390 Greenwich Street
Contract purchase price $284,000
 $1,585,000
Net consideration funded by us at closing, excluding consideration financed by debt (79,085) (208,614)
Debt assumed (112,795) (1,162,379)
Fair value of retained equity interest 92,120
 214,007
Equity and/or debt investment held (54,575) (148,025)
Other(1)
 2,533
 5,464
Purchase price fair value adjustment $40,078
 $71,446

(1)Includes the acceleration of a deferred leasing commission from the joint venture to the Company.
Pro Forma Unaudited
The following table summarizes, on an unaudited pro forma basis, the results of operations of 11 Madison Avenue, which are included in the consolidated results of operations for years ended December 31, 2015 and 2014 as though the acquisition of 11 Madison Avenue was completed on January 1, 2014. The supplemental pro forma data is not necessarily indicative of what the actual results of operations would have been assuming the transactions had been completed as set forth above, nor do they purport to represent our results of operations for future periods.
  Year Ended December 31,
(in thousands, except per share/unit amounts) 2015 2014
Actual revenues since acquisition $29,865
  
Actual net income since acquisition 159
  
Pro forma revenues 1,657,937
 1,540,525
Pro forma income from continuing operations 102,440
—
376,710
Pro forma basic earnings per share $0.76
 $7.00
Pro forma diluted earnings per share $0.75
 $6.92
Pro forma basic earnings per unit $0.76
 $7.00
Pro forma diluted earnings per unit $0.75
 $6.92

(1)The pro forma income from continuing operations for the years ended December 31, 2015 and 2014 includes the effect of the incremental borrowings, including a $1.4 billion, 10-year, interest only, fixed rate mortgage financing carrying a per annum stated interest rate of 3.838% to complete the acquisition and the preliminary allocation of purchase price. In addition, the pro forma net income for the year ended December 31, 2014 was adjusted to include the sale of real estate assets for properties that have closed either subsequent to December 31, 2015 or we are currently under contract to sell in connection with 11 Madison Avenue, as if the sales were completed on January 1, 2014. The pro forma net income for the year ended December 31, 2015 excludes these sales.

4. Properties Held for Sale and Property Dispositions
Properties Held for Sale

As of December 31, 2018, no properties were classified as held for sale.
Property Dispositions
The following table summarizes the properties sold during the years ended December 31, 2018, 2017, and 2016:
110
Property Disposition Date Property Type Unaudited Approximate Usable Square Feet 
Sales Price(1)
(in millions)
 
Gain (Loss) on Sale(2)
(in millions)
2 Herald Square(3)
 November 2018 Office/Retail 369,000
 $265.0
 $—
400 Summit Lake Drive November 2018 Land 39.5 acres
 3.0
 (36.2)
Upper East Side Assemblage(4)(5)
 October 2018 Development 70,142
 143.8
 (6.3)
1-6 International Drive July 2018 Office 540,000
 55.0
 (2.6)
635 Madison Avenue June 2018 Retail 176,530
 153.0
 (14.1)
115-117 Stevens Avenue May 2018 Office 178,000
 12.0
 (0.7)
600 Lexington Avenue January 2018 Office 303,515
 305.0
 23.8
1515 Broadway (6)
 December 2017 Office 1,750,000
 1,950.0
 —
125 Chubb Way October 2017 Office 278,000
 29.5
 (26.1)
16 Court Street October 2017 Office 317,600
 171.0
 64.9
680-750 Washington Boulevard July 2017 Office 325,000
 97.0
 (44.2)
520 White Plains Road April 2017 Office 180,000
 21.0
 (14.6)
102 Greene Street (7)
 April 2017 Retail 9,200
 43.5
 4.9
400 East 57th Street October 2016 Residential 290,482
 83.3
 23.9
11 Madison Avenue (8)
 August 2016 Office 2,314,000
 2,605.0
 3.6
500 West Putnam July 2016 Office 121,500
 41.0
 (10.4)
388 Greenwich June 2016 Office 2,635,000
 2,002.3
 206.5
7 International Drive May 2016 Land 31 Acres
 20.0
 (6.9)
248-252 Bedford Avenue February 2016 Residential 66,611
 55.0
 15.3
885 Third Avenue (9)
 February 2016 Leased Fee Interest 607,000
 453.0
 (8.8)
(1)Sales price represents the actual sales price for an entire property or the gross asset valuation for interests in a property.
(2)The gain on sale for 600 Lexington, 16 Court Street, 102 Greene Street, 400 East 57th Street, 11 Madison Avenue, 388 Greenwich, and 248-252 Bedford Avenue are net of $1.3 million, $2.5 million, $0.9 million, $1.0 million, $0.6 million, $1.6 million, and $1.3 million in employee compensation accrued in connection with the realization of these investment gains. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods.
(3)In November 2018, the company sold a 49% interest in 2 Herald Square to an Israeli institutional investor. See Note 6, "Investments in Unconsolidated Joint Ventures."
(4)Upper East Side Assemblage consists of 260 East 72nd Street, 31,076 square feet of development rights, 252-254 East 72nd Street, 257 East 71st Street, 259 East 71st Street, and 1231 Third Avenue.
(5)The Company recorded a $5.8 million charge in 2018 that is included in depreciable real estate reserves and impairment in the consolidated statement of operations.
(6)In November 2017, the Company sold a 30.13% interest in 1515 Broadway to affiliates of Allianz Real Estate. At that time, the sale did not meet the criteria for sale accounting and as a result the property was accounted for under the profit sharing method. The Company achieved sale accounting upon adoption of ASC 610-20 in January 2018 and closed on the sale of an additional 12.87% interest in the property to Allianz in February 2018. See Note 6, "Investments in Unconsolidated Joint Ventures."
(7)In April 2017, we closed on the sale of a 90% interest 102 Greene Street and had subsequently accounted for our interest in the property as an investment in unconsolidated joint ventures. We sold the remaining 10% interest in September 2017. See Note 6, "Investments in Unconsolidated Joint Ventures."
(8)In August 2016, we sold a 40% interest in 11 Madison Avenue. At that time, the sale did not meet the criteria for sale accounting and, as a result, the property was accounted for under the profit sharing method. In November 2016, the Company obtained consent to the modifications to the mortgage on the property, which resulted in the Company achieving sale accounting on the transaction. See Note 6, "Investments in Unconsolidated Joint Ventures."
(9)In February 2016, we closed on the sale of 885 Third Avenue. At that time, the sale did not meet the criteria for sale accounting and as a result the property remained on our consolidated financial statements until the criteria was met in April 2017.

101
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


During5. Debt and Preferred Equity Investments
Below is a summary of the year endedactivity relating to our debt and preferred equity investments as of December 31, 2015, we entered into an agreement to sell our 90% interest in the unconsolidated joint venture at 248-252 Bedford Avenue in Brooklyn, New York for a total gross asset valuation of $55.0 million.
Property Dispositions
The following table summarizes the properties sold during the years ended December 31, 2015, 2014,2018 and 2013:2017 (in thousands):
Property Disposition Date Property Type Approximate Usable Square Feet 
Sales Price(1)
(in millions)
 
Gain (Loss) on Sale(2)
(in millions)
140-150 Grand Street (3)
 December 2015 Office/Development 215,100
 $32.0
 $(20.1)
570 & 574 Fifth Avenue December 2015 Development 24,327
 125.4
 24.6
120 West 45th Street September 2015 Office 440,000
 365.0
 58.6
131-137 Spring Street (4)
 August 2015 Office 68,342
 277.8
 101.1
180 Maiden Lane January 2015 Office 1,090,000
 470.0
 17.0
2 Herald Square November 2014 Land 354,400
 365.0
 18.8
985-987 Third Avenue July 2014 Development 13,678
 68.7
 29.8
673 First Avenue May 2014 Office 422,000
 145.0
 117.6
300 Main Street September 2013 Office 130,000
 13.5
 (2.2)
333 West 34th Street August 2013 Office 345,400
 220.3
 13.8
44 West 55th Street February 2013 Retail 8,557
 6.3
 1.1
 December 31, 2018 December 31, 2017
Balance at beginning of period (1)
$2,114,041
 $1,640,412
Debt investment originations/accretion (2)
834,304
 1,142,591
Preferred equity investment originations/accretion (2)
151,704
 144,456
Redemptions/sales/syndications/amortization (3)
(994,906) (813,418)
Net change in loan loss reserves(5,750) —
Balance at end of period (1)
$2,099,393
 $2,114,041

(1)Sales price represents the actual sales price for a property or the gross asset valuation for interests in a property.Net of unamortized fees, discounts, and premiums.
(2)The gain on sale for 570 & 574 Fifth Avenue, 120 West 45th Street, 131-137 Spring Street, 180 Maiden Lane, 2 Herald Square, 985-987 Third Avenue, 673 First AvenueAccretion includes amortization of fees and 333 West 34th Street are net of $4.0 million, $2.0 million, $4.1 million, $0.8 million, $2.5 million, $1.3 million, $3.4 milliondiscounts and $3.0 million in employee compensation awards accrued in connection with the realization of thesepaid-in-kind investment gains as a bonus to certain employees that were instrumental in realizing the gain on sale. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods.income.
(3)Gain/(loss) onCertain participations in debt investments that were sold or syndicated did not meet the conditions for sale includes a $19.2 million charge that was recorded during the third quarter of 2015. This charge isaccounting and are included in depreciable real estate reserves inother assets and other liabilities on the consolidated statement of operations.
(4)We sold an 80% interest in 131-137 Spring Street and have subsequently accounted for our interest in the properties as an investment in unconsolidated joint ventures. See Note 6, "Investments in Unconsolidated Joint Ventures."balance sheets.
Discontinued OperationsThe following table is a rollforward of our total loan loss reserves at December 31, 2018, 2017 and 2016 (in thousands):
The Company adopted ASU 2014-08 effective January 1, 2015. As
 December 31,
 2018 2017 2016
Balance at beginning of year$—
 $—
 $—
Expensed6,839
 —
 —
Recoveries—
 —
 —
Charge-offs and reclassifications(1,089) —
 —
Balance at end of period$5,750
 $—
 $—
At December 31, 2018, all debt and preferred equity investments were performing in accordance with the terms of the relevant investments. At December 31, 2018 the Company's loan loss reserves of $5.8 million were attributable to two investments with an unpaid principal balance of $159.9 million that are being marketed for sale, are performing in accordance with their respective terms, and were not put on nonaccrual.
At December 31, 2017, all debt and preferred equity investments were performing in accordance with the terms of the relevant investments, with the exception of our investment in 2 Herald Square which was purchased in maturity default in May 2017 and April 2017, respectively, for which we subsequently were the successful bidder for the leasehold interest at the foreclosure of the asset as discussed in Note 3, "Property Acquisitions," and a junior mortgage participation acquired in September 2014, which was acquired for zero, had a carrying value of zero and was canceled in 2018.
We have determined that we have one portfolio segment of financing receivables at December 31, 2018 and 2017 comprising commercial real estate which is primarily recorded in debt and preferred equity investments. Included in other assets is an additional amount of financing receivables totaling $88.8 million and $65.5 million at December 31, 2018 and 2017, respectively. No financing receivables were 90 days past due at December 31, 2018 with the exception of a $28.4 million financing receivable which was put on nonaccrual in August as a result of interest default. The loan was evaluated in accordance with our loan review procedures and the Company classified 242-252 Bedford Avenue in Brooklyn, New York as held for sale asconcluded that the fair value of the collateral exceeded the carrying amount of the loan.
As of December 31, 2015, 570 & 574 Fifth Avenue and 140-150 Grand Street in White Plains, New York as held2018, Management estimated the weighted average risk rating for sale as of September 30, 2015 and 131-137 Spring Street and 120 West 45th Street as of June 30, 2015 and included the results of operations in continuing operations for all periods presented. Discontinued operations included the results of operations of real estate assets sold or held for sale prior to January 1, 2015. This included 180 Maiden Lane, which was held for sale at December 31, 2014 and sold in January 2015, and 2 Herald Square, 985-987 Third Avenue and 673 First Avenue, which were sold during 2014.

111
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

The following table summarizes net income from discontinued operations for the years ended December 31, 2015, 2014, and 2013 respectively (in thousands):
 Year Ended December 31,
 2015 2014 2013
Revenues     
Rental revenue$236
 $51,090
 $94,558
Escalation and reimbursement revenues(127) 4,646
 14,856
Other income—
 23
 554
Total revenues109
 55,759
 109,968
Operating expenses(631) 7,772
 20,568
Real estate taxes250
 7,156
 16,521
Ground rent—
 3,001
 7,975
Transaction related costs(49) 89
 2
Depreciable real estate reserves—
 —
 2,150
Interest expense, net of interest income109
 12,652
 19,782
Amortization of deferred financing costs3
 433
 840
Depreciation and amortization—
 5,581
 16,443
Total expenses(318) 36,684
 84,281
Net income from discontinued operations$427
 $19,075
 $25,687
5. Debt and Preferred Equity Investments
During the years ended December 31, 2015 and 2014, our debt and preferred equity investments net of discounts and deferred origination fees, increased $781.4 million and $680.1 million, respectively, due to originations, purchases, advances under future funding obligations, discount and fee amortization, and paid-in-kind interest, net of premium amortization. We recorded repayments, participations and sales of $520.2 million and $576.1 million during the years ended December 31, 2015 and 2014, respectively, which offset the increases in debt and preferred equity investments.be 1.2.
Debt Investments
As of December 31, 20152018 and 2014,2017, we held the following debt investments with an aggregate weighted average current yield of 10.23%8.99%, at December 31, 20152018 (in thousands):

Loan Type 
December 31, 2015
Future Funding
Obligations
 
December 31, 2015
Senior
Financing
 
December 31, 2015
Carrying Value (1)
 
December 31, 2014
Carrying Value (1)
 
Initial
Maturity
Date
Fixed Rate Investments:          
Jr. Mortgage Participation/
Mezzanine Loan(2)(3)
 $—
 $—
 $23,510
 $45,611
 May 2016
Jr. Mortgage Participation —
 133,000
 49,000
 49,000
 June 2016
Mezzanine Loan —
 115,000
 24,916
 24,910
 July 2016
Mezzanine Loan —
 165,000
 72,102
 71,656
 November 2016
Jr. Mortgage Participation/Mezzanine Loan —
 1,109,000
 104,661
 98,934
 March 2017
Mezzanine Loan(3)
 —
 —
 66,183
 65,770
 March 2017
Mezzanine Loan(4)
 —
 502,100
 41,115
 24,608
 June 2017
Mezzanine Loan —
 539,000
 49,691
 49,629
 July 2018
Mortgage Loan(5)
 —
 —
 26,262
 26,209
 February 2019

112102
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


Loan Type 
December 31, 2015
Future Funding
Obligations
 
December 31, 2015
Senior
Financing
 
December 31, 2015
Carrying Value (1)
 
December 31, 2014
Carrying Value (1)
 
Initial
Maturity
Date
 
December 31, 2018
Future Funding
Obligations
 
December 31, 2018
Senior
Financing
 
December 31, 2018
Carrying Value (1)
 
December 31, 2017
Carrying Value (1)
 

Maturity
Date (2)
Mortgage Loan —
 —
 513
 637
 August 2019
Mezzanine Loan —
 15,000
 3,500
 3,500
 September 2021
Mezzanine Loan(6)
 —
 89,880
 19,936
 19,930
 November 2023
Mezzanine Loan —
 95,000
 30,000
 30,000
 January 2025
Mezzanine Loan(7)
 —
 —
 —
 14,068
 
Jr. Mortgage Participation(8)
 —
 —
 —
 11,934
 
Jr. Mortgage Participation
/Mezzanine Loan(9)
 —
 —
 —
 70,688
 
Total fixed rate $—
 $2,762,980
 $511,389
 $607,084
  
Floating Rate Investments:         
Mezzanine Loan —
 775,000
 74,700
 73,402
 March 2016
Mortgage/Mezzanine Loan 10,156
 —
 94,901
 —
 April 2016
Mezzanine Loan(10)
 —
 160,000
 22,625
 22,573
 June 2016
Mezzanine Loan 7,942
 312,939
 66,398
 —
 November 2016
Mezzanine Loan —
 360,000
 99,530
 99,023
 November 2016
Mezzanine Loan(11)
 11,414
 131,939
 49,751
 42,750
 December 2016
Mezzanine Loan 281
 39,201
 13,731
 11,835
 December 2016
Mortgage/Mezzanine Loan(12)
 57,108
 —
 134,264
 —
 January 2017
Mezzanine Loan 1,293
 118,949
 28,551
 20,651
 January 2017
Mortgage/Mezzanine Loan —
 —
 68,977
 —
 June 2017
Jr. Mortgage Participation/Mezzanine Loan 1,257
 118,717
 40,346
 38,524
 July 2017
Mortgage/Mezzanine Loan —
 —
 22,877
 22,803
 July 2017
Mortgage/Mezzanine Loan —
 —
 16,901
 16,848
 September 2017
Mortgage/Mezzanine Loan 4,500
 —
 19,282
 —
 October 2017
Fixed Rate Investments:          
Mezzanine Loan(3a)
 $—
 $1,160,000
 $213,185
 $204,005
 March 2020
Mezzanine Loan —
 60,000
 14,904
 14,859
 November 2017 —
 15,000
 3,500
 3,500
 September 2021
Mezzanine Loan —
 85,000
 29,505
 —
 December 2017 —
 147,000
 24,932
 24,913
 April 2022
Mezzanine Loan —
 65,000
 28,563
 —
 December 2017 —
 280,000
 36,585
 34,600
 August 2022
Mortgage/Mezzanine Loan(13)
 795
 —
 14,942
 14,845
 December 2017
Jr. Mortgage Participation —
 40,000
 19,846
 —
 April 2018
Mezzanine Loan —
 175,000
 34,725
 —
 April 2018 —
 85,097
 12,706
 12,699
 November 2023
Jr. Mortgage Participation/Mezzanine Loan —
 55,000
 20,510
 20,533
 July 2018
Mortgage/Mezzanine Loan(14)
 1,500
 —
 31,210
 —
 August 2018
Mezzanine Loan —
 180,000
 30,000
 —
 December 2023
Mezzanine Loan(3b)
 —
 115,000
 12,941
 12,932
 June 2024
Mezzanine Loan —
 33,000
 26,777
 

 December 2018 —
 95,000
 30,000
 30,000
 January 2025
Mezzanine Loan 6,383
 156,383
 52,774
 —
 December 2018 —
 340,000
 11,000
 15,000
 November 2026
Mezzanine Loan 28,801
 206,717
 49,625
 —
 December 2018 —
 1,712,750
 55,250
 55,250
 June 2027
Mortgage/Jr. Mortgage Loan(4)
 —
 —
 —
 250,464
 
Mortgage Loan(5)
 —
 —
 —
 26,366
 
Mortgage Loan(5)
 —
 —
 —
 239
 
Total fixed rate $—
 $4,129,847
 $430,099
 $669,968
  
Floating Rate Investments:         
Mezzanine Loan(6)
 $—
 $45,025
 $37,499
 $34,879
 January 2019
Mezzanine Loan(3c)(7)
 —
 85,000
 15,333
 15,381
 March 2019
Mezzanine Loan(3d)(7)
 —
 65,000
 14,822
 14,869
 March 2019
Mezzanine Loan(8)
 —
 38,000
 21,990
 21,939
 March 2019
Mezzanine Loan(7)
 —
 40,000
 19,986
 19,982
 April 2019
Mezzanine Loan —
 265,000
 24,961
 24,830
 April 2019
Mortgage/Jr. Mortgage Participation Loan 40,530
 233,086
 84,012
 71,832
 August 2019
Mezzanine Loan(7)(8)
 —
 65,000
 14,998
 14,955
 August 2019
Mortgage/Mezzanine Loan(7)
 —
 —
 19,999
 19,940
 August 2019
Mortgage/Mezzanine Loan ��
 —
 18,395
 18,083
 February 2019 1,027
 —
 154,070
 143,919
 September 2019
Mezzanine Loan —
 38,000
 21,845
 21,807
 March 2019 —
 350,000
 34,886
 34,737
 October 2019
Mezzanine Loan(15)
 —
 —
 —
 33,726
 
Mezzanine Loan(15)
 —
 —
 —
 37,322
 
Mortgage/Mezzanine Loan(16)
 —
 —
 —
 109,527
 
Mezzanine Loan(17)
 —
 —
 —
 49,614
 
Total floating rate $131,430
 $2,930,845
 $1,116,455
 $668,725
  
Mortgage/Mezzanine Loan(9)
 7,243
 —
 62,493
 43,845
 January 2020
Mezzanine Loan(9)
 559
 575,955
 79,164
 75,834
 January 2020
Mortgage Loan 11,204
 —
 88,501
 —
 February 2020
Mezzanine Loan 1,277
 322,300
 53,402
 —
 March 2020
Mortgage/Mezzanine Loan 14,860
 —
 277,694
 —
 April 2020
Mortgage/Mezzanine Loan(7)
 —
 —
 37,094
 —
 June 2020
Mezzanine Loan 7,887
 38,167
 12,627
 11,259
 July 2020
Mortgage/Mezzanine Loan —
 —
 83,449
 —
 October 2020
Mezzanine Loan 38,575
 362,908
 88,817
 75,428
 November 2020
Mortgage/Mezzanine Loan 33,131
 —
 98,804
 88,989
 December 2020
Mortgage/Mezzanine Loan —
 —
 35,266
 35,152
 December 2020
Jr. Mortgage Participation/Mezzanine Loan —
 60,000
 15,665
 15,635
 July 2021
Mezzanine Loan(8)
 —
 38,596
 7,305
 34,947
 December 2021
Mortgage/Mezzanine Loan (5)
 —
 —
 —
 162,553
 
Mortgage/Mezzanine Loan (5)
 —
 —
 —
 74,755
 
Mortgage/Mezzanine Loan (10)
 —
 —
 —
 23,609
 

113103
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


Loan Type 
December 31, 2015
Future Funding
Obligations
 
December 31, 2015
Senior
Financing
 
December 31, 2015
Carrying Value (1)
 
December 31, 2014
Carrying Value (1)
 
Initial
Maturity
Date
 
December 31, 2018
Future Funding
Obligations
 
December 31, 2018
Senior
Financing
 
December 31, 2018
Carrying Value (1)
 
December��31, 2017
Carrying Value (1)
 

Maturity
Date (2)
Mortgage/Mezzanine Loan(5)
 —
 —
 —
 16,969
 
Mezzanine Loan(5)
 —
 —
 —
 59,723
 
Mezzanine Loan(5)
 —
 —
 —
 37,851
 
Mezzanine Loan(5)
 —
 —
 —
 14,855
 
Mezzanine Loan(11)
 —
 —
 —
 12,174
 
Mezzanine Loan(11)
 —
 —
 —
 10,934
 
Mezzanine Loan(5)
 —
 —
 —
 37,250
 
Mezzanine Loan(5)
 —
 —
 —
 15,148
 
Mezzanine Loan(5)
 —
 —
 —
 8,550
 
Mezzanine Loan(11)
 —
 —
 —
 26,927
 
Total floating rate $156,293
 $2,584,037
 $1,382,837
 $1,299,650
  
Total $131,430
 $5,693,825
 $1,627,844
 $1,275,809
  $156,293
 $6,713,884
 $1,812,936
 $1,969,618
 

(1)Carrying value is net of discounts, premiums, original issue discounts and deferred origination fees.
(2)The $22.9 million junior mortgage participation, which matures in February 2016, was sold in July 2015.Represents contractual maturity, excluding any unexercised extension options.
(3)These loans are collateralized by defeasance securities.
(4)Carrying value is net of $41.3 millionthe following amounts that was participated out,were sold or syndicated, which isare included in other assets and other liabilities on the consolidated balance sheets as a result of the transfertransfers not meeting the conditions for sale accounting.accounting: (a) $1.3 million, (b) $12.0 million, (c) $14.6 million, and (d) $14.1 million.
(4)These loans were purchased at par in April and May 2017 and were in maturity default at the time of acquisition. At the time the loans were purchased, the Company expected to collect all contractually required payments, including interest. In August 2017, the Company determined that it was probable that the loans would not be repaid in full and therefore, the loans were put on non-accrual status. No impairment was recorded as the Company believed that the fair value of the property exceeded the carrying amount of the loans. In May 2018, the Company was the successful bidder at the foreclosure of the asset, at which time the loans were credited to our equity investment in the property.
(5)In September 2014, we acquired a $26.4 million mortgageThis loan at a $0.2 million discount and a $5.7 million junior mortgage participation at a $5.7 million discount. The junior mortgage participation was a nonperforming loan at acquisition and is currently on non-accrual status.repaid in 2018.
(6)CarryingAs of January 2019, this loan is in maturity default. No impairment was recorded as the Company believes that the fair value is net of $5.0 million that was participated out, which is included in other assets and other liabilities on the consolidated balance sheets as a result of the transfer not meetingproperty exceeded the conditions for sale accounting.carrying amount of the loans.
(7)This loan was repaidextended in February 2015.2018.
(8)This loan was repaid in March 2015.2019.
(9)These loans were repaidThis loan was modified in December 2015.2019.
(10)Carrying value is net of $7.4 million thatThis loan was participated out, which is includedsold in other assets and other liabilities on the consolidated balance sheets as a result of the transfer not meeting the conditions for sale accounting.2018.
(11)In February 2015,2018, the maturity date was extended to December 2016.
(12)Carrying value is net of $25.0 million that was participated out, which is included in other assets and other liabilities on the consolidated balance sheets as a resultCompany accepted an assignment of the transfer not meetingequity interests in the conditions for sale accounting.
(13)Carrying value is netproperty in lieu of $5.1 million that was participated out, which is included in other assets and other liabilities on the consolidated balance sheets as a resultrepayment of the transfer not meetingloan, and recorded the conditions for sale accounting.
(14)In January 2016, the loans were modifiedassets received and the mortgage was sold.
(15)These loans were repaid in April 2015.
(16)This loan was repaid in August 2015.
(17)This loan was repaid in November 2015.liabilities assumed at fair value.

Preferred Equity Investments
As of December 31, 20152018 and 2014,2017, we held the following preferred equity investments with an aggregate weighted average current yield of 7.86%9.12% at December 31, 20152018 (in thousands):
Type 
December 31, 2015
Future Funding
Obligations
 
December 31, 2015
Senior
Financing
 
December 31, 2015
Carrying Value (1)
 
December 31, 2014
Carrying Value (1)
 
Initial
Mandatory
Redemption
Preferred equity(2)
 $—
 $71,486
 $9,967
 $9,954
 March 2018
Preferred equity 5,580
 60,183
 32,209
 —
 November 2018
Preferred equity(3)
 —
 —
 —
 123,041
  
  $5,580
 $131,669
 $42,176
 $132,995
  

Type 
December 31, 2018
Future Funding
Obligations
 December 31, 2018
Senior
Financing		 
December 31, 2018
Carrying Value (1)
 
December 31, 2017
Carrying Value (1)
 

Mandatory
Redemption (2)
Preferred Equity(3)
 $—
 $272,000
 $143,183
 $144,423
 April 2021
Preferred Equity —
 1,768,000
 143,274
 —
 June 2022
  $—
 $2,040,000
 $286,457
 $144,423
  
(1)Carrying value is net of deferred origination fees.
(2)In March 2015, the redemption date was extended to March 2018.Represents contractual maturity, excluding any unexercised extension options.
(3)ThisIn February 2016, we closed on the sale of 885 Third Avenue and retained a preferred equity position in the property. The sale did not meet the criteria for sale accounting under the full accrual method in ASC 360-20, Property, Plant and Equipment - Real Estate Sales. As a result the property remained on our consolidated balance sheet until the criteria was met in April 2017 at which time the property was deconsolidated and the preferred equity investment was redeemed in July 2015.recognized.

The following table is a rollforward of our total loan loss reserves at December 31, 2015, 2014 and 2013 (in thousands):
 December 31,
 2015 2014 2013
Balance at beginning of year$—
 $1,000
 $7,000
Expensed—
 —
 —
Recoveries—
 —
 —
Charge-offs and reclassifications—
 (1,000) (6,000)
Balance at end of period$—
 $—
 $1,000

114104
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


At December 31, 2015, 2014 and 2013, all debt and preferred equity investments were performing in accordance with the terms of the relevant investments, with the exception of a junior mortgage participation acquired in September 2014, which has a carrying value of zero.
We have determined that we have one portfolio segment of financing receivables at December 31, 2015 and 2014 comprising commercial real estate which is primarily recorded in debt and preferred equity investments. Included in other assets is an additional amount of financing receivables totaling $121.5 million and $133.5 million at December 31, 2015 and 2014, respectively. No financing receivables were 90 days past due at December 31, 2015.
6. Investments in Unconsolidated Joint Ventures
We have investments in several real estate joint ventures with various partners. As of December 31, 20152018, the book value of these investments was $3.0 billion, net of investments with negative book values totaling $85.8 million for which we have an implicit commitment to fund future capital needs.
As of December 31, 2018 and 2014, 650 FifthDecember 31, 2017, 800 Third Avenue, 33 Beekman,21 East 66th Street, 605 West 42nd Street, 333 East 22nd Street, One Vanderbilt and 3 Columbus Circle werecertain properties within the Stonehenge Portfolio are VIEs in which we are not the primary beneficiary. Our net equity investment in these VIEs was $99.6$808.3 million and $146.2 million atas of December 31, 20152018 and 2014, respectively.$606.2 million as of December 31, 2017. Our maximum loss is limited to the amount of our equity investment in these VIEs. See the "Principles of Consolidation" section of Note 2, "Significant Accounting Policies". All other investments below are voting interest entities. As we do not control the joint ventures listed below, we account for them under the equity method of accounting.
The table below provides general information on each of our joint ventures as of December 31, 2015:2018:
PropertyPartner
Ownership
Interest
Economic
Interest
Approximate Square FeetAcquisition Date
Acquisition
Price(1)
(in thousands)
100 Park AvenuePrudential Real Estate Investors49.90%49.90%834,000
January 2000$95,800
717 Fifth AvenueJeff Sutton/Private Investor10.92%10.92%119,500
September 2006251,900
800 Third Avenue(2)
Private Investors60.52%60.52%526,000
December 2006285,000
1745 BroadwayIvanhoe Cambridge, Inc.56.88%56.88%674,000
April 2007520,000
Jericho Plaza(3)
Onyx Equities/Credit Suisse77.78%77.78%640,000
April 2007210,000
11 West 34th Street
Private Investor/
Jeff Sutton
30.00%30.00%17,150
December 201010,800
7 Renaissance(4)
Louis Cappelli50.00%50.00%65,641
December 20104,000
3 Columbus Circle(5)
The Moinian Group48.90%48.90%741,500
January 2011500,000
280 Park AvenueVornado Realty Trust50.00%50.00%1,219,158
March 2011400,000
1552-1560 Broadway(6)
Jeff Sutton50.00%50.00%35,897
August 2011136,550
724 Fifth AvenueJeff Sutton50.00%50.00%65,040
January 2012223,000
10 East 53rd StreetCanadian Pension Plan Investment Board55.00%55.00%354,300
February 2012252,500
33 Beekman(7)
Harel Insurance and Finance/TNG 33 LLC45.90%45.90%163,500
August 201231,000
521 Fifth Avenue
Plaza Global
Real Estate Partners LP
50.50%50.50%460,000
November 2012315,000
21 East 66th Street(8)
Private Investors32.28%32.28%16,736
December 201275,000
650 Fifth Avenue(9)
Jeff Sutton50.00%50.00%32,324
November 2013—
121 Greene StreetJeff Sutton50.00%50.00%7,131
September 201427,400
175-225 Third Street Brooklyn, New YorkKCLW 3rd Street LLC/LIVWRK LLC95.00%95.00%—
October 201474,600
55 West 46th StreetPrudential Real Estate Investors25.00%25.00%347,000
November 2014295,000
Stonehenge Portfolio(10)
VariousVariousVarious2,046,733
February 201536,668
131-137 Spring Street(11)
Invesco Real Estate20.00%20.00%68,342
August 2015277,750

PropertyPartner
Ownership
Interest (1)
Economic
Interest (1)
Unaudited Approximate Square Feet
Acquisition Date (2)
Acquisition
Price(2)
(in thousands)
100 Park AvenuePrudential Real Estate Investors49.90%49.90%834,000
February 2000$95,800
717 Fifth AvenueJeff Sutton/Private Investor10.92%10.92%119,500
September 2006251,900
800 Third AvenuePrivate Investors60.52%60.52%526,000
December 2006285,000
919 Third Avenue(3)
New York State Teacher's Retirement System51.00%51.00%1,454,000
January 20071,256,727
11 West 34th Street
Private Investor/
Jeff Sutton
30.00%30.00%17,150
December 201010,800
280 Park AvenueVornado Realty Trust50.00%50.00%1,219,158
March 2011400,000
1552-1560 Broadway(4)
Jeff Sutton50.00%50.00%57,718
August 2011136,550
10 East 53rd StreetCanadian Pension Plan Investment Board55.00%55.00%354,300
February 2012252,500
521 Fifth Avenue
Plaza Global
Real Estate Partners LP
50.50%50.50%460,000
November 2012315,000
21 East 66th Street(5)
Private Investors32.28%32.28%13,069
December 201275,000
650 Fifth Avenue(6)
Jeff Sutton50.00%50.00%69,214
November 2013—
121 Greene StreetJeff Sutton50.00%50.00%7,131
September 201427,400
55 West 46th StreetPrudential Real Estate Investors25.00%25.00%347,000
November 2014295,000
Stonehenge Portfolio(7)
VariousVariousVarious1,439,016
February 201536,668
131-137 Spring Street(8)
Invesco Real Estate20.00%20.00%68,342
August 2015277,750
605 West 42nd StreetThe Moinian Group20.00%20.00%927,358
April 2016759,000
11 Madison AvenuePGIM Real Estate60.00%60.00%2,314,000
August 20162,605,000
333 East 22nd StreetPrivate Investors33.33%33.33%26,926
August 2016—
400 East 57th Street(9)
BlackRock, Inc and Stonehenge Partners51.00%41.00%290,482
October 2016170,000
One Vanderbilt(10)
National Pension Service of Korea/Hines Interest LP71.01%71.01%—
January 20173,310,000
Worldwide PlazaRXR Realty / New York REIT / Private Investor24.35%24.35%2,048,725
October 20171,725,000
1515 Broadway(11)
Allianz Real Estate of America56.87%56.87%1,750,000
November 20171,950,000
2 Herald SquareIsraeli Institutional Investor51.00%51.00%369,000
November 2018266,000
(1)Ownership interest and economic interest represent the Company's interests in the joint venture as of December 31, 2018. Changes in ownership or economic interests within the current year are disclosed in the notes below.
(2)Acquisition date and price representsrepresent the date on which the Company initially acquired an interest in the joint venture and the actual or implied gross purchase price for the joint venture which ison that date. Acquisition date and price are not adjusted for subsequent acquisitions or dispositions of additional interest.
(2)In March 2015, we acquired an additional 17.56% interest in this joint venture for $67.5 million.
(3)In connection withJanuary 2018, the restructuring of the joint venture and the loan on the property,partnership agreement for our ownership increased by 57.52% in October 2015. Our ownership percentageinvestment was reducedmodified resulting in the first quarterCompany no longer having a controlling interest in this investment. As a result the investment was deconsolidated as of 2016 upon completion of the restructuring in the first quarter of 2016.January 1, 2018. The Company recorded its non-controlling interest at fair value resulting

115105
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


in a $49.3 million fair value adjustment in the consolidated statement of operations. This fair value was allocated to the assets and liabilities, including identified intangibles of the property.
(4)Subsequent to December 31, 2015, we entered into a contract to sell 7 Renaissance for a gross sales price of $20.7 million. The sale is anticipated to close in March 2016, subject to customary closing conditions.
(5)As a result of the sale of a condominium interest in September 2012, Young & Rubicam, Inc., or Y&R, owns floors three through eight at the property. Because the joint venture has an option to repurchase these floors, the gain associated with this sale was deferred.
(6)The purchase price represents only the purchase of the 1552 Broadway interest which comprised approximately 13,045 square feet. The joint venture also owns a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway.
(7)The redevelopment project was substantially complete during the second quarter of 2015 and was conveyed to Pace University during the third quarter of 2015. In October 2015, we entered into an agreement to sell the property for $196.0 million. The transaction is expected to be completed in the first half of 2016, subject to customary closing conditions.
(8)(5)We hold a 32.28% interest in three retail and two residential units at the property and a 16.14% interest in three residential units at the property.
(9)(6)The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue. In connection with the ground lease obligation, SLG provided a performance guaranty and our joint venture partner executed a contribution agreement to reflect its pro rata obligation. In the event the property is converted into a condominium unit and the landlord elects the purchase option, the joint venture shall be obligated to acquire the unit at the then fair value.
(10)(7)In February 2015,and March 2018, the Company, together with its joint venture partner, closed on the sale of two properties from the Stonehenge Portfolio. These sales are further described under Sale of Joint Venture Interest of Properties below.
(8)In January 2019, we acquired anclosed on the sale of our interest in this property to our joint venture partner. The transaction generated net cash proceeds to the Company of $15.2 million.
(9)In October 2016, the Company sold a portfolio49% interest in this property to an investment account managed by BlackRock, Inc. The Company's interest in the property was sold within a consolidated joint venture owned 90% by the Company and 10% by Stonehenge. The transaction resulted in the deconsolidation of Manhattan residentialthe venture's remaining 51% interest in the property. The Company's joint venture with Stonehenge remains consolidated resulting in the combined 51% interest being shown within investments in unconsolidated joint ventures on the Company's balance sheet.
(10)The partners have committed aggregate equity to the project totaling no less than $525 million and retail properties for $40.2 million, of which $3.5 million represented an increase intheir ownership interest in six of our existing consolidatedthe joint venture properties.  The $40.2 millionis based on their capital contributions, up to an aggregate maximum of consideration included29.0%. At December 31, 2018 the issuance of $40.0 million aggregate liquidation preference of 3.75% Series M Preferred Units of limited partnership interesttotal of the Operating Partnership. In July 2015, we acquired less than 1.0% of additional interest in the Stonehenge Portfolio for a net purchase price of $1.1 million.two partners' ownership interests based on equity contributed was 23.4%.
(11)In August 2015, weNovember 2017, the Company sold an 80%a 30% interest in 131-137 Spring Street. These properties, which were previously wholly-owned, were1515 Broadway to affiliates of Allianz Real Estate. The sale did not meet the criteria for sale accounting and as a result the property was accounted for under the profit sharing method at December 31, 2017. The Company achieved sale accounting upon adoption of ASC 610-20 in commercial real estate propertiesJanuary 2018 and recorded a $0.6 billion gain from the sale of the partial interest and related step-up in basis to fair value of the retained non-controlling interest as an adjustment to beginning retained earnings based on the consolidated financial statements. See Note 4, "Properties Held for Sale and Property Dispositions."application of the modified retrospective adoption approach. The Company closed on the sale of an additional 13% interest in the property to Allianz in February 2018.


Acquisition, Development and Construction Arrangements
Based on the characteristics of the following arrangements, which are similar to those of an investment, combined with the expected residual profit of not greater than 50%, we have accounted for these debt and preferred equity investments under the equity method. As of December 31, 20152018 and 2014,2017, the carrying value for acquisition, development and construction arrangements were as follows (in thousands):
Loan Type December 31, 2015 December 31, 2014 Initial Maturity Date
Mezzanine loan and preferred equity $99,936
 $99,629
 March 2016
Mezzanine loan(1)
 45,942
 46,246
 February 2022
  $145,878
 $145,875
  
Loan Type December 31, 2018 December 31, 2017 Maturity Date
Mezzanine Loan(1)
 $44,357
 44,823
 February 2022
Mezzanine Loan and Preferred Equity (2)
 —
 100,000
  
Mezzanine Loan(3)
 —
 26,716
  
  $44,357
 $171,539
  

(1)We have an option to convert our loan to an equity interest subject to certain conditions. We have determined that our option to convert the loan to equity is not a derivative financial instrument pursuant to GAAP.
(2)The mezzanine loan was repaid and the preferred equity interest was redeemed in March 2018.
(3)The Company was redeemed on this investment in July 2018.
Sale
106
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


Disposition of Joint Venture InterestInterests or PropertyProperties
The following table summarizes the investments in unconsolidated joint ventures sold during the years ended December 31, 2015, 2014,2018, 2017, and 2013:2016:
Property Ownership Percentage Disposition Date Type of Sale 
Gross Asset Valuation
(in millions)(1)
 
Gain (Loss)
on Sale
(in millions)(2)
The Meadows 50.00% August 2015 Property $121.1
 $(1.6)
315 West 36th Street(3)
 35.50% September 2015 Ownership Interest 115.0
 16.3
180 Broadway(4)
 25.50% September 2014 Property 222.5
 16.5
747 Madison Avenue(5)
 33.33% May 2014 Ownership Interest 160.0
 —
West Coast Office portfolio(6)
 42.02% March 2014 Ownership Interest 756.0
 85.6
21-25 West 34th Street(7)
 49.90% January 2014 Ownership Interest 114.9
 20.9
27-29 West 34th Street(8)
 50.00% December 2013 Ownership Interest 70.1
 7.6
West Coast Office Portfolio(6)
 42.04% Various dates in 2013 Property 224.3
 2.1

Property Ownership Interest Sold Disposition Date Type of Sale 
Gross Asset Valuation
(in thousands)(1)
 
Gain (Loss)
on Sale
(in thousands)(2)
3 Columbus Circle 48.90% November 2018 Ownership Interest $851,000
 $160,368
Mezzanine Loan(3)
 33.33% August 2018 Repayment 15,000
 N/A
724 Fifth Avenue 49.90% July 2018 Ownership Interest 365,000
 64,587
Jericho Plaza(4)
 11.67% June 2018 Ownership Interest 117,400
 147
1745 Broadway 56.87% May 2018 Property 633,000
 52,038
175-225 Third Street Brooklyn, New York 95.00% April 2018 Property 115,000
 19,483
Stonehenge Village(5)
 0.50% March 2018 Property 287,000
 (5,701)
1515 Broadway(6)
 13.00% February 2018 Ownership Interest 1,950,000
 —
1274 Fifth Avenue(5)
 9.83% February 2018 Property 44,100
 (362)
102 Greene Street 10.00% September 2017 Ownership Interest 43,500
 283
76 11th Avenue(7)
 33.33% May 2017 Repayment 138,240
 N/A
Stonehenge Portfolio (partial)(6)
 Various March 2017 Ownership Interest 300,000
 871
EOP Denver 0.48% September 2016 Ownership Interest 180,700
 300
33 Beekman (8)
 45.90% May 2016 Property 196,000
 33,000
EOP Denver 4.79% March 2016 Ownership Interest 180,700
 2,800
7 Renaissance Square 50.00% March 2016 Property 20,700
 4,200
Jericho Plaza (4)
 66.11% February 2016 Ownership Interest 95,200
 3,300
(1)Represents implied gross valuation for the joint venture or sales price of the property.
(2)Represents the Company's share of the gain or loss. The gain on sale is net of $11.7 million, $0, and $1.1 million of employee compensation accrued in connection with the realization of these investment gains in the years ended December 31, 2018, 2017, and 2016, respectively. Additionally, gain (loss) amounts do not include adjustments for expenses recorded in subsequent periods.
(3)The gain on sale for 315 West 36th Street is netOur investment in a joint venture that owned a mezzanine loan secured by a commercial property in midtown Manhattan was repaid after the joint venture received repayment of $1.2 million employee compensation awards accrued in connection with the realization of this investment gain as a bonus to certain employees that were instrumental in realizing the gain on sale.underlying loan.
(4)We sold our 11.67% interest in June 2018. In the first quarter of 2016, our ownership percentage was reduced from 77.78% to 11.67%, upon completion of a restructuring of the joint venture.
(5)Properties were part of the Stonehenge Portfolio.
(6)Our investment in 1515 Broadway was marked to fair value on January 1, 2018 upon adoption of ASC 610-20.
(7)Our investment in a joint venture that owned two mezzanine notes secured by interests in the entity that owns 76 11th Avenue was repaid after the joint venture received repayment of the underlying loans.
(8)In connection with the sale of the property, we also recognized a promote of $3.3$10.8 million.

116
TableIn May 2017, we recognized a gain of Contents$13.0 million related to the sale in May 2014 of our ownership interest in 747 Madison Avenue. The sale did not meet the criteria for sale accounting at that time and, therefore, remained on our consolidated financial statements. The sale criteria was met in May of 2017 resulting in recognition of the deferred gain on the sale.
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

(5)We sold our ownership interest in the joint venture, which owns 100% interest as tenant-in-common in 30 East 65th Street Corporation and the related proprietary lease of five cooperative apartment units in the property. We also recognized a promote of $10.3 million and originated a $30.0 million preferred equity investment. Given our continuing involvement as a preferred equity holder, we deferred the gain on sale of $13.1 million as we did not meet the requirements of a sale under the full accrual method. We, along with our joint venture partners, retained one apartment unit at this property.
(6)During the year ended December 31, 2013, the joint venture sold three properties, the proceeds of which were used primarily to repay a portion of the debt. Also during the year ended December 31, 2013, we acquired in aggregate 14.39% ownership interest of two of our joint venture partners. As a result, we had a 42.04% effective ownership interest (43.74% effective economic interest) in the West Coast portfolio as of December 31, 2013. During the year ended December 31, 2014, we sold our ownership interest in the joint venture.
(7)We sold our ownership interest in the joint venture. We, along with our joint venture partner, retained approximately 91,300 square feet (unaudited) of development rights at the property.
(8)We sold our ownership interest in the joint venture. The gain on the sale is net of a $1.5 million employee compensation award, accrued in connection with the realization of this investment gain as a bonus to certain employees that were instrumental in realizing the gain on this sale. Simultaneously, we, along with Sutton, also formed a new joint venture and retained the air rights at this property.

In December 2013, the preferred equity interest held by the joint venture which holds Herald Center was redeemed. This preferred equity interest bore interest at a rate of 8.75% per annum through the redemption date.
Joint Venture Mortgages and Other Loans Payable
We generally finance our joint ventures with non-recourse debt. However, inIn certain cases we have providedmay provide guarantees or master leases for tenant space. These guarantees and master leasesspace, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. The first mortgage notes and other loans payable collateralized by the respective joint venture properties and assignment of leases at December 31, 20152018 and 2014,2017, respectively, are as follows (amounts in thousands):

Property Maturity Date 
Interest
Rate(1)
 December 31, 2015 December 31, 2014
Fixed Rate Debt:        
280 Park Avenue June 2016 6.57% $692,963
 $700,171
7 Renaissance December 2016 10.00% 2,927
 2,147
1745 Broadway January 2017 5.68%��340,000
 340,000
Jericho Plaza(2)
 May 2017 5.65% 163,750
 163,750
800 Third Avenue August 2017 6.00% 20,910
 20,910
521 Fifth Avenue November 2019 3.73% 170,000
 170,000
717 Fifth Avenue(3)
 July 2022 4.45% 300,000
 300,000
21 East 66th Street April 2023 3.60% 12,000
 12,000
717 Fifth Avenue(3)
 July 2024 9.00% 325,704
 314,381
3 Columbus Circle(4)
 March 2025 3.45% 350,000
 —
Stonehenge Portfolio(5)
 Various 4.18% 430,627
 —
315 West 36th Street(6)
     —
 25,000
11 West 34th Street     —
 16,905
Total fixed rate debt     $2,808,881
 $2,065,264
         
Floating Rate Debt:        
1552 Broadway(7)
 April 2016 4.35% 190,409
 184,210
Other loan payable June 2016 1.09% 30,000
 30,000
650 Fifth Avenue(8)
 October 2016 3.70% 65,000
 65,000
175-225 Third Street December 2016 4.26% 40,000
 40,000
10 East 53rd Street February 2017 2.70% 125,000
 125,000
724 Fifth Avenue April 2017 2.61% 275,000
 275,000
33 Beekman(9)
 August 2017 2.94% 73,518
 52,283
55 West 46th Street(10)
 October 2017 2.50% 150,000
 150,000
Stonehenge Portfolio December 2017 3.25% 10,500
 —
121 Greene Street November 2019 1.70% 15,000
 15,000
11 West 34th Street(11)
 January 2021 4.57% 23,000
 —
100 Park Avenue February 2021 1.95% 360,000
 360,000

117107
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


Property Maturity Date 
Interest
Rate(1)
 December 31, 2015 December 31, 2014 
Economic Interest (1)
 Maturity Date 
Interest
Rate (2)
 December 31, 2018 December 31, 2017
131-137 Spring Street August 2020 1.76% 141,000
 —
Fixed Rate Debt:      
521 Fifth Avenue 50.50% November 2019 3.73% $170,000
 $170,000
717 Fifth Avenue (3)
 10.92% July 2022 4.45% 300,000
 300,000
717 Fifth Avenue (3)
 10.92% July 2022 5.50% 355,328
 355,328
650 Fifth Avenue (4)
 50.00% October 2022 4.46% 210,000
 210,000
650 Fifth Avenue (4)
 50.00% October 2022 5.45% 65,000
 65,000
21 East 66th Street June 2033 2.97% 1,805
 1,883
 32.28% April 2023 3.60% 12,000
 12,000
3 Columbus Circle(4)
   —
 230,974
The Meadows(12)
   —
 67,350
600 Lexington Avenue(13)
   —
 116,740
919 Third Avenue 51.00% June 2023 5.12% 500,000
 —
1515 Broadway 56.87% March 2025 3.93% 855,876
 872,528
11 Madison Avenue 60.00% September 2025 3.84% 1,400,000
 1,400,000
800 Third Avenue 60.52% February 2026 3.37% 177,000
 177,000
400 East 57th Street 41.00% November 2026 3.00% 99,828
 100,000
Worldwide Plaza 24.35% November 2027 3.98% 1,200,000
 1,200,000
Stonehenge Portfolio (5)
 Various
 Various 4.20% 321,076
 357,282
3 Columbus Circle (6)
   —
 350,000
Total fixed rate debt   $5,666,108
 $5,569,138
Floating Rate Debt:      
280 Park Avenue 50.00% September 2019 L+1.73% $1,200,000
 $1,200,000
121 Greene Street 50.00% November 2019 L+1.50% 15,000
 15,000
10 East 53rd Street 55.00% February 2020 L+2.25% 170,000
 170,000
131-137 Spring Street (7)
 20.00% August 2020 L+1.55% 141,000
 141,000
1552 Broadway 50.00% October 2020 L+2.65% 195,000
 195,000
55 West 46th Street (8)
 25.00% November 2020 L+2.13% 185,569
 171,444
11 West 34th Street 30.00% January 2021 L+1.45% 23,000
 23,000
103 East 86th Street (9)
 1.00% January 2021 L+1.40% 38,000
 55,340
100 Park Avenue 49.90% February 2021 L+1.75% 360,000
 360,000
One Vanderbilt (10)
 71.01% September 2021 L+2.75% 375,000
 355,535
2 Herald Square (11)
 51.00% November 2021 L+1.55% 133,565
 —
605 West 42nd Street 20.00% August 2027 L+1.44% 550,000
 550,000
21 East 66th Street 32.28% June 2033 1 Year Treasury+2.75% 1,571
 1,648
175-225 Third Street Brooklyn, New York (12)
   
 —
 40,000
1745 Broadway (12)
   —
 345,000
Jericho Plaza (13)
   —
 81,099
724 Fifth Avenue (14)
   —
 275,000
Total floating rate debt   $1,500,232
 $1,713,440
   $3,387,705
 $3,979,066
Total joint venture mortgages and other loans payableTotal joint venture mortgages and other loans payable   $4,309,113
 $3,778,704
Total joint venture mortgages and other loans payable $9,053,813
 $9,548,204
Deferred financing costs, net   (103,191) (136,103)
Total joint venture mortgages and other loans payable, netTotal joint venture mortgages and other loans payable, net $8,950,622
 $9,412,101

(1)Effective weighted averageEconomic interest rate forrepresents the year endedCompany's interests in the joint venture as of December 31, 2015,2018. Changes in ownership or economic interests, if any, within the current year are disclosed in the notes to the investment in unconsolidated joint ventures table above.
(2)Interest rate as of December 31, 2018, taking into account interest rate hedges in effect during the period.
(2)As of December 31, 2015, we were in Floating rate debt is presented with the process of restructuring the joint venture, which would reduce our ownershipstated interest and the loan on the Property. Subsequent to December 31, 2015, we along with our joint venture partners closed on the restructuring and refinancing. We hold an 11.67% non-controlling interest in the joint venture and the property secures a two year $100.0 million floating rate loan, of which $75.0 million is currently outstanding.spread over 30-day LIBOR, unless otherwise specified.
(3)These loans are comprised of a $300.0 million fixed rate mortgage loan and $290.0$355.3 million mezzanine loan. The mezzanine loan is subject to accretion based on the difference between contractual interest rate and contractual pay rate.
(4)In March 2015, the joint venture refinanced the previousThese loans are comprised of a $210.0 million fixed rate mortgage loan and incurred a net loss on early extinguishment of debt of $0.8 million.$65.0 million fixed rate mezzanine loan.
(5)Amount is comprised of $13.3$134.3 million, $55.5 million, $35.0 million, $7.3 million, $141.5$54.1 million, and $177.9$132.6 million in fixed-ratefixed-rated mortgages that mature in July 2016, June 2017, November 2017, February 2018, August 2019, and June 2024, and April 2028, respectively.
(6)In July 2015,November 2018, we closed on the joint venture refinanced the previous mortgage. In September 2015, thesale of our interest in the property was sold for a gross asset valuation of $115.0 million.to our joint venture partner.

108
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


(7)These loans are comprisedIn January 2019, we closed on the sale of a $150.0 million mortgage loan and a $41.5 million mezzanine loan. As of December 31, 2015, $0.6 million of the mortgage loan and $0.5 million of the mezzanine loan was unfunded.our interest in this property to our joint venture partner.
(8)This loan has a committed amount of $97.0$195.0 million, of which $32.0$9.4 million was unfunded as of December 31, 2015.2018.
(9)This loan has a committed amount of $75.0 million, of which $18.4 million is recourse to us. OurIn February 2019, along with our joint venture partner, has indemnified us for its pro rata sharewe closed on the sale of the recourse guarantee. A portion of the guarantee terminates upon the joint venture reaching certain milestones. We believe it is unlikely that we will be required to perform under this guarantee. The sale of this property is currently under contract, and the sale is expected to be completed in the first half of 2016.property.
(10)This loan is a $1.75 billion construction facility, with reductions in interest cost based on meeting certain conditions, and has a committed amount of $190.0 million, of which $40.0 million was unfunded as of December 31, 2015.an initial five-year term with two one-year extension options. Advances under the loan are subject to incurred costs, funded equity, loan to value thresholds, and entering into construction contracts.
(11)In December 2015, the joint venture refinanced the previous mortgage.This loan has a committed amount of $150.0 million.
(12)In August 2015, these properties were sold and2018, along with our joint venture partner, we closed on the debt was repaid.sale of the property.
(13)In December 2015,2018, we acquiredclosed on the sale of our interest in the property.
(14)In 2018, we closed on the sale of substantially all of our interest in the property to our joint venture partner's interest in 600 Lexington Avenue thereby assuming full ownership, and accounting for the property on a consolidated basis.partner.


We act as the operating partner and day-to-day manager for all our joint ventures, except for Worldwide Plaza, 800 Third Avenue, Jericho Plaza, 280 Park Avenue, 3 Columbus Circle, 21 East 66th Street, 175-225 Third605 West 42nd Street, 400 East 57th Street, and the Stonehenge Portfolio. We are entitled to receive fees for providing management, leasing, construction supervision and asset management services to certain of our joint ventures. We earned $6.9$14.2 million, $16.9$22.6 million and $4.7$4.0 million from these services, net of our ownership share of the joint ventures, for the years ended December 31, 2015, 2014,2018, 2017, and 20132016, respectively. In addition, we have the ability to earn incentive fees based on the ultimate financial performance of certain of the joint venture properties.
The combined balance sheets for the unconsolidated joint ventures, at December 31, 20152018 and 2014,2017, are as follows (in thousands):
December 31, 2015 December 31, 2014December 31, 2018 December 31, 2017
Assets(1)      
Commercial real estate property, net$6,122,468
 $5,275,632
$14,347,673
 $12,822,133
Cash and restricted cash381,301
 494,909
Tenant and other receivables, related party receivables, and deferred rents receivable, net of allowance273,141
 349,944
Debt and preferred equity investments, net44,357
 202,539
Other assets904,283
 810,567
2,187,166
 1,407,806
Total assets$7,026,751
 $6,086,199
$17,233,638
 $15,277,331
Liabilities and members' equity   
Mortgages and other loans payable$4,309,113
 $3,778,704
Liabilities and equity (1)
   
Mortgages and other loans payable, net$8,950,622
 $9,412,101
Deferred revenue/gain1,660,838
 985,648
Other liabilities523,160
 485,572
946,313
 411,053
Members' equity2,194,478
 1,821,923
Total liabilities and members' equity$7,026,751
 $6,086,199
Equity5,675,865
 4,468,529
Total liabilities and equity$17,233,638
 $15,277,331
Company's investments in unconsolidated joint ventures$1,203,858
 $1,172,020
$3,019,020
 $2,362,989
(1)The combined assets, liabilities and equity for the unconsolidated joint ventures reflects the effect of step ups in basis on the retained non-controlling interests in deconsolidated investments as a result of the adoption of ASC 610-20 in January 2018.

118109
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the years ended December 31, 2015, 2014,2018, 2017, and 20132016 are as follows (in thousands):
Year Ended December 31,Year Ended December 31,
2015 2014 20132018 2017 2016
Total revenues$576,845
 $522,132
 $628,649
$1,244,804
 $904,230
 $712,689
Operating expenses106,613
 82,436
 114,633
219,440
 157,610
 126,913
Real estate taxes226,961
 142,774
 111,673
Ground rent14,083
 9,898
 2,863
18,697
 16,794
 14,924
Real estate taxes89,734
 64,217
 71,755
Interest expense, net of interest income199,126
 178,743
 225,765
363,055
 250,063
 197,741
Amortization of deferred financing costs13,394
 12,395
 17,092
21,634
 23,026
 24,829
Transaction related costs615
 535
 808
—
 146
 5,566
Depreciation and amortization149,023
 137,793
 192,504
421,458
 279,419
 199,011
Total expenses572,588
 486,017
 625,420
$1,271,245
 $869,832
 $680,657
Loss on early extinguishment of debt(1,089) (6,743) —
—
 (7,899) (1,606)
Net income before gain on sale$3,168
 $29,372
 $3,229
Net (loss) income before gain on sale (1)
$(26,441) $26,499
 $30,426
Company's equity in net income from unconsolidated joint ventures(1)$13,028
 $26,537
 $9,921
$7,311
 $21,892
 $11,874
(1)The combined statements of operations and the Company's equity in net income for the unconsolidated joint ventures reflects the effect of step ups in basis on the retained non-controlling interests in deconsolidated investments as a result of the adoption of ASC 610-20 in January 2018.
7. Deferred Costs
Deferred costs at December 31, 20152018 and 20142017 consisted of the following (in thousands):
 December 31,
 2015 2014
Deferred leasing$415,406
 $385,555
Deferred financing241,775
 193,776
 657,181
 579,331
Less accumulated amortization(286,746) (251,369)
Deferred costs, net$370,435
 $327,962
 December 31,
 2018 2017
Deferred leasing costs$453,833
 $443,341
Less: accumulated amortization(244,723) (217,140)
Deferred costs, net$209,110
 $226,201

119110
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


8. Mortgages and Other Loans Payable
The first mortgages and other loans payable collateralized by the respective properties and assignment of leases or debt investments at December 31, 20152018 and 20142017, respectively, were as follows (amounts in thousands):
Property 
Maturity
Date
 
Interest
Rate(1)
 December 31, 2015 December 31, 2014
Fixed Rate Debt:        
500 West Putnam Avenue(2)
 January 2016 5.52% 22,376
 22,968
Landmark Square December 2016 4.00% 79,562
 81,269
485 Lexington Avenue February 2017 5.61% 450,000
 450,000
762 Madison Avenue(3)
 February 2017 3.84% 7,872
 8,045
885 Third Avenue July 2017 6.26% 267,650
 267,650
1745 Broadway June 2018 4.81% 16,000
 16,000
388-390 Greenwich Street(4)
 June 2018 3.25% 1,004,000
 1,004,000
One Madison Avenue May 2020 5.91% 542,817
 565,742
100 Church Street July 2022 4.68% 225,099
 228,612
919 Third Avenue(5)
 June 2023 5.12% 500,000
 500,000
400 East 57th Street February 2024 4.13% 67,644
 68,896
400 East 58th Street February 2024 4.13% 28,990
 29,527
420 Lexington Avenue October 2024 3.99% 300,000
 300,000
1515 Broadway March 2025 3.93% 900,000
 900,000
11 Madison Avenue September 2025 3.84% 1,400,000
 —
Series J Preferred Units(6)
 April 2051 3.75% 4,000
 4,000
711 Third Avenue(7)
     —
 120,000
120 West 45th Street(8)
     —
 170,000
Total fixed rate debt     $5,816,010
 $4,736,709
Floating Rate Debt:        
Master Repurchase Agreement June 2016 3.36% 253,424
 100,000
FHLB Facility(9)
 Various Various
 45,750
 —
600 Lexington Avenue October 2017 2.30% 112,795
 —
187 Broadway & 5-7 Dey Street October 2017 2.85% 40,000
 —
388-390 Greenwich Street(4)
 June 2018 1.94% 446,000
 446,000
1080 Amsterdam November 2018 3.96% 3,525
 —
248-252 Bedford Avenue(10)
 June 2019 1.69% 29,000
 29,000
220 East 42nd Street October 2020 1.80% 275,000
 275,000
180 Maiden Lane(11)
     —
 253,942
Total floating rate debt     $1,205,494
 $1,103,942
Total fixed rate and floating rate debt     $7,021,504
 $5,840,651
Mortgages reclassed to liabilities related to assets held for sale     (29,000) (253,942)
Total mortgages and other loans payable     $6,992,504
 $5,586,709

Property 
Maturity
Date
 
Interest
Rate (1)
 December 31, 2018 December 31, 2017
Fixed Rate Debt:         
762 Madison Avenue February 2022  5.00% 771
 771
100 Church Street July 2022  4.68% 213,208
 217,273
420 Lexington Avenue October 2024  3.99% 300,000
 300,000
400 East 58th Street (2)
 November 2026  3.00% 39,931
 40,000
Landmark Square January 2027  4.90% 100,000
 100,000
485 Lexington Avenue February 2027  4.25% 450,000
 450,000
1080 Amsterdam (3)
 February 2027  3.58% 35,807
 36,363
315 West 33rd Street February 2027  4.17% 250,000
 250,000
919 Third Avenue (4)
      —
 500,000
Unsecured Loan (5)
      —
 16,000
Series J Preferred Units (6)
    
 —
 4,000
One Madison Avenue (7)
      —
 486,153
Total fixed rate debt      $1,389,717
 $2,400,560
Floating Rate Debt:         
FHLB Facility May 2019 L+0.27% $13,000
 $—
2017 Master Repurchase Agreement June 2019 L+2.34% 300,000
 90,809
FHLB Facility December 2019 L+0.18% 14,500
 —
133 Greene Street August 2020 L+2.00% 15,523
 —
185 Broadway (8)
 November 2021 L+2.85% 111,869
 58,000
712 Madison December 2021 L+2.50% 28,000
 —
115 Spring Street September 2023 L+3.40% 65,550
 —
719 Seventh Avenue September 2023 L+1.20% 50,000
 41,622
220 East 42nd Street (9)
    
 —
 275,000
Total floating rate debt      $598,442
 $465,431
Total fixed rate and floating rate debt      $1,988,159
 $2,865,991
Mortgages reclassed to liabilities related to assets held for sale      —
 —
Total mortgages and other loans payable      $1,988,159
 $2,865,991
Deferred financing costs, net of amortization      (26,919) (28,709)
Total mortgages and other loans payable, net      $1,961,240
 $2,837,282
(1)Effective weighted average interestInterest rate for the year endedas of December 31, 2015,2018, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated interest rate spread over 30-day LIBOR, unless otherwise specified.
(2)In January 2016,
The loan carries a fixed interest rate of 300 basis points for the mortgage was repaid.first five years and is prepayable without penalty at the end of year five.
(3)In February 2015, we entered into
The loan is comprised of a new swap agreement$35.5 million mortgage loan and $0.9 million subordinate loan with a fixed interest rate of 3.86% per annum, which replaced350 basis points and 700 basis points, respectively, for the previous swap agreement with a fixed interest ratefirst five years and is prepayable without penalty at the end of 3.75% per annum.year five.
(4)In connection withOur investment in the acquisitionproperty was deconsolidated as of our joint venture partner's interestJanuary 1, 2018. See Note 6, "Investments in May 2014, we assumed the existing derivative instruments, which swapped $504.0 million of the mortgage to a fixed rate mortgage which bears interest at 3.80% per annum. In October 2014, we entered into multiple swap agreements to hedge our interest rate exposure on the additional $500.0 million portion of this mortgage, which was swapped to a fixed rate of 2.69% per annum. Including the as-of right extension option, this loan matures in June 2021.Unconsolidated Joint Ventures".
(5)We ownIn May 2018, the loan was repaid in connection with the sale of the property.
(6)In June 2018, the Series J Preferred Units were redeemed in connection with the sale of the property.
(7)In 2018, the Company recognized a 51.0% controlling interest in$14.9 million loss on extinguishment of debt related to the consolidated joint venture that is the borrower onearly repayment of this loan.
(8)This loan is a $225.0 million construction facility, with reductions in interest cost based on meeting certain conditions, and has an initial three-year term with two one-year extension options. Advances under the loan are subject to incurred costs and funded equity requirements.
(9)In 2018, the mortgage was repaid.


120111
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


(6)In connection with the acquisition of a commercial real estate property, the Operating Partnership issued $4.0 million, 3.75% Series J Preferred Units of limited partnership interest, or the Series J Preferred Units, with a mandatory liquidation preference of $1,000.00 per unit. The Series J Preferred Units are accounted for as debt because they can be redeemed in cash by the Operating Partnership on the earlier of (i) the date of the sale of the property or (ii) April 30, 2051 or at the option of the unitholders as further prescribed in the related agreement.
(7)In March 2015, the mortgage was repaid.
(8)This property was sold in September 2015 and all obligations related to the property accruing on and after the closing date were assumed by the purchaser.
(9)The FHLB Facility is comprised of four distinct advances of $1.0 million, $15.8 million, $5.0 million, and $24.0 million that mature in April 2016, April 2016, June 2016 and December 2016, respectively. The weighted average interest rates on these advances range from 0.50% to 0.58%.
(10)This property was held for sale at December 31, 2015 and the related mortgage is included in liabilities related to assets held for sale. In February 2016, the property was sold and the debt was repaid.
(11)This property was held for sale at December 31, 2014 and the related mortgage is included in liabilities related to assets held for sale. In January 2015, the property was sold and the debt was repaid.

At December 31, 2018 and 2017, the gross book value of the properties and debt and preferred equity investments collateralizing the mortgages and other loans payable, not including assets held for sale, was approximately $3.9 billion and $4.8 billion, respectively.
Federal Home Loan Bank of New York Facility

During year ended December 31, 2015 , theThe Company’s wholly-owned subsidiary, BelmontTiconderoga Insurance Company, or Belmont,Ticonderoga, a New YorkVermont licensed captive insurance company, becameis a member of the Federal Home Loan Bank of New York, or FHLBNY. As a member, BelmontTiconderoga may borrow funds from the FHLBNY in the form of secured advances. As of December 31, 2015,2018, we had $45.8$13.0 million and $14.5 million in outstanding secured advances with a weighted average borrowing rate of 0.55%.

On January 12, 2016, the Federal Housing Finance Agency, or FHFA, adopted a final regulation on Federal Home Loan Bank, or FHLB, membership. The rule excludes captive insurance entities from FHLB membership on a going-forward30-day LIBOR over 27 basis points and provides termination rules for current captive insurance members. Unless the final rule is modified, Belmont's membership will terminate on February 19, 2017.

30-day LIBOR over 18 basis points, respectively.
Master Repurchase Agreement

Agreements
The Company has entered into two Master Repurchase Agreement,Agreements, or MRAs, known as amended in December 2013, orthe 2016 MRA providesand 2017 MRA, which provide us with the ability to sell certain debt investments with a simultaneous agreement to repurchase the same at a certain date or on demand. This MRA has a maximum facility capacity of $300.0 million and bears interest ranging from 250 and 325 basis points over 30-day LIBOR depending on the pledged collateral. In September 2015, we entered into an amendment to the MRA to extend the maturity to June 29, 2016. Further, as of December 6, 2015 we are now required to pay monthly in arrears a 25 basis point fee on the excess of $150.0 million over the average daily balance during the period if the average daily balance is less than $150.0 million. We seek to mitigate risks associated with our repurchase agreement by managing the credit quality of our assets, early repayments, interest rate volatility, liquidity, and market value. The margin call provisions under our repurchase facilityfacilities permit valuation adjustments based on capital markets activity, and are not limited to collateral-specific credit marks. To monitor credit risk associated with our debt investments, our asset management team regularly reviews our investment portfolio and is in contact with our borrowers in order to monitor the collateral and enforce our rights as necessary. The risk associated with potential margin calls is further mitigated by our ability to recollateralize the facility with additional assets from our portfolio of debt investments, our ability to satisfy margin calls with cash or cash equivalents and our access to additional liquidity through the 2012 Credit Facility.2017 credit facility, as defined below.
In June 2017, we entered into the 2017 MRA, with a maximum facility capacity of $300.0 million. In April 2018, we increased the maximum facility capacity to $400.0 million. The facility bears interest on a floating rate basis at a spread to 30-day LIBOR based on the pledged collateral and advance rate and has an initial one year term, with two one year extension options. In June 2018, we exercised a one year extension option. At December 31, 2015 and 2014,2018, the gross bookfacility had a carrying value of $299.6 million, net of deferred financing costs.
In July 2016, we entered into a restated 2016 MRA, with a maximum facility capacity of $300.0 million. In June 2018, we terminated the propertiesrestated 2016 MRA. The facility bore interest ranging from 225 and debt400 basis points over 30-day LIBOR depending on the pledged collateral and preferred equity investments collateralizinghad an initial two-year term, with a one year extension option. Since December 6, 2015, we had been required to pay monthly in arrears a 25 basis point fee on the mortgages and other loans payableexcess of $150.0 million over the average daily balance during the period when the average daily balance was approximately $10.8 billion and $8.2 billion, respectively.less than $150.0 million.

121
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

9. Corporate Indebtedness
20122017 Credit Facility
In July 2015,November 2017, we entered into the thirdan amendment to the credit facility, referred to as the 2017 credit facility, that was originally entered into by the Company in November 2012, referred to asor the 2012 credit facility. As of December 31, 2018, the 2017 credit facility which increased our unsecured corporateconsisted of a $1.5 billion revolving credit facility, by $500.0 million.a $1.3 billion term loan (or "Term Loan A"), and a $200.0 million term loan (or "Term Loan B") with maturity dates of March 31, 2022, March 31, 2023, and November 21, 2024, respectively. The revolving credit facility was increased by $400.0 million to $1.6 billion and the term loan portion of the facility was increased by $100.0 million to $933.0 million.
In January 2015, we amended the 2012 credit facility by entering into a second amended and restated credit agreement, which decreased the interest-rate margin and facility fee applicable to the revolving credit facility by 20 basis points and five basis points, respectively, and extended the maturity date of the revolving credit facilityhas two six-month as-of-right extension options to March 29, 2019 with an as-of-right extension through March 29, 2020.
In November 2014, we increased the term loan portion of the facility by $50.0 million to $833.0 million.
In March 2014, we entered into an amendment to the 2012 credit facility, which among other things, increased the term loan portion of the facility by $383.0 million to $783.0 million, decreased the interest-rate margin applicable to the term loan portion of the facility by 25 basis points and extended the maturity of the term loan portion of the facility from March 30, 2018 to June 30, 2019.
As of December 31, 2015, the 2012 credit facility, as amended, consisted of a $1.6 billion revolving credit facility and a $933.0 million term loan.2023. We also have an option, subject to customary conditions, to increase the capacity underof the revolving credit facility to $3.0$4.5 billion at any time prior to the maturity datedates for the revolving credit facility and term loans without the consent of existing lenders, by obtaining additional commitments from our existing lenders and other financial institutions.
As of December 31, 2015,2018, the 20122017 credit facility bore interest at a spread over 30-day LIBOR ranging from (i) 87.582.5 basis points to 155 basis points for loans under the revolving credit facility, and (ii) 9590 basis points to 190175 basis points for loans under the term loan facility,Term Loan A, and (iii) 150 basis points to 245 basis points for loans under Term Loan B, in each case based on the credit rating assigned to the senior unsecured long term indebtedness of ROP. the Company.
At December 31, 2015,2018, the applicable spread was 125100 basis points for revolving credit facility and 140 basis points for the term loan facility. At December 31, 2015, the effective interest rate was 1.45% for the revolving credit facility, 110 basis points for Term Loan A, and 1.67%165 basis points for the term loan facility.Term Loan B. We are required to pay quarterly in arrears a 12.5 to 30 basis point facility fee on the total commitments under the revolving credit facility based on the credit rating assigned to the senior unsecured long term indebtedness of ROP.the Company. As of December 31, 2015,2018, the facility fee was 2520 basis points. As of December 31, 2015, we had $73.1 million of outstanding letters of credit, $994.0 million drawn under the revolving credit facility and $933.0 million outstanding under the term loan facility, with total undrawn capacity of $532.9 million under the 2012 credit facility.
The Company, the Operating Partnership and ROP are all borrowers jointly and severally obligated under the 2012 credit facility. None of our other subsidiaries are obligors under the 2012 credit facility.
The 2012 credit facility includes certain restrictions and covenants (see Restrictive Covenants below).

122112
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


As of December 31, 2018, we had $11.8 million of outstanding letters of credit, $500.0 million drawn under the revolving credit facility and $1.5 billion outstanding under the term loan facilities, with total undrawn capacity of $1.0 billion under the 2017 credit facility. At December 31, 2018 and December 31, 2017, the revolving credit facility had a carrying value of $492.2 million and $30.3 million, respectively, net of deferred financing costs. At December 31, 2018 and December 31, 2017, the term loan facilities had a carrying value of $1.5 billion and $1.5 billion, respectively, net of deferred financing costs.
The Company and the Operating Partnership are borrowers jointly and severally obligated under the 2017 credit facility.
The 2017 credit facility includes certain restrictions and covenants (see Restrictive Covenants below).
Senior Unsecured Notes
The following table sets forth our senior unsecured notes and other related disclosures as of December 31, 20152018 and 2014,2017, respectively, by scheduled maturity date (dollars(amounts in thousands):
Issuance 
December 31,
2015
Unpaid
Principal
Balance
 
December 31,
2015
Accreted
Balance
 
December 31,
2014
Accreted
Balance
 
Coupon
Rate(1)
 
Effective
Rate
 
Term
(in Years)
 Maturity Date
March 31, 2006(2)(3)
 $255,308
 $255,296
 $255,250
 6.00% 6.00% 10 March 31, 2016
October 12, 2010(4)
 345,000
 321,130
 309,069
 3.00% 3.00% 7 October 15, 2017
August 5, 2011(5)
 250,000
 249,810
 249,744
 5.00% 5.00% 7 August 15, 2018
March 16, 2010(5)
 250,000
 250,000
 250,000
 7.75% 7.75% 10 March 15, 2020
November 15, 2012(5)
 200,000
 200,000
 200,000
 4.50% 4.50% 10 December 1, 2022
December 17, 2015(5)
 100,000
 100,000
 —
 4.27% 4.27% 10 December 17, 2025
March 26, 2007(6)
 10,008
 10,008
 10,008
 3.00% 3.00% 20 March 30, 2027
June 27, 2005(2)(7)
 —
 —
 7
        
  $1,410,316
 $1,386,244
 $1,274,078
        

Issuance 
December 31,
2018
Unpaid
Principal
Balance
 
December 31,
2018
Accreted
Balance
 
December 31,
2017
Accreted
Balance
 Interest Rate (1) 
Initial Term
(in Years)
 Maturity Date
March 16, 2010 (2)
 $250,000
 $250,000
 $250,000
  7.75% 10 March 2020
August 7, 2018 (3) (4)
 350,000
 350,000
 —
 L+0.98% 3 August 2021
October 5, 2017 (3)
 500,000
 499,591
 499,489
  3.25% 5 October 2022
November 15, 2012 (5)
 300,000
 304,168
 305,163
  4.50% 10 December 2022
December 17, 2015 (2)
 100,000
 100,000
 100,000
  4.27% 10 December 2025
August 5, 2011 (2) (6)
 —
 —
 249,953
       
  $1,500,000
 $1,503,759
 $1,404,605
       
Deferred financing costs, net   (8,545) (8,666)       
  $1,500,000
 $1,495,214
 $1,395,939
       
(1)Interest rate as of December 31, 2018, taking into account interest rate hedges in effect during the period. Floating rate notes are presented with the stated spread over 3-month LIBOR, unless otherwise specified. Interest on the senior unsecured notes is payable semi-annually with principal and unpaid interest due on the scheduled maturity dates.
(2)Issued by ROP.the Company and the Operating Partnership as co-obligors.
(3)The notes will be repaid at maturity.Issued by the Operating Partnership with the Company as the guarantor.
(4)Issued byBeginning on August 8, 2019 and at any time thereafter, the Operating Partnership. Interest on these exchangeable notes is payable semi-annually on April 15 and October 15. The notes had an initial exchange rate representing an exchange price that was setare subject to redemption at the Company's option, in whole but not in part, at a 30.0% premiumredemption price equal to the last reported sale price100% of SL Green's common stock on October 6, 2010, or $85.81. The initial exchange rate is subject to adjustment under certain circumstances. The current exchange rate is 12.3416 shares of SL Green's common stock per $1,000the principal amount of these notes. Thethe notes, are senior unsecured obligations of the Operating Partnership and are exchangeable upon the occurrence of specified events and during the period beginning on the twenty-second scheduled trading day priorplus unpaid accrued interest thereon to the maturity date and ending on the second business day prior to the maturity date, into cash or a combination of cash and shares of SL Green's common stock, if any, at our option. As a result of meeting specified events (as defined in the Indenture Agreement), these notes became exchangeable commencing January 1, 2016 and will remain exchangeable through March 31, 2016. The notes are guaranteed by ROP. On the issuance date, $78.3 million of the debt balance was recorded in equity. As of December 31, 2015, $23.9 million remained to be amortized into the debt balance.redemption date.
(5)Issued by
In October 2017, the Company and the Operating Partnership and ROP, as co-obligors.co-obligors issued an additional $100.0 million of 4.50% senior unsecured notes due December 2022. The notes were priced at 105.334%.
(6)Issued by the Operating Partnership. Interest on these remaining exchangeable notes is payable semi-annually on March 30 and September 30. The notes have an initial exchange rate representing an exchange price thatbalance was set at a 25.0% premium to the last reported sale price of the Company's common stock on March 20, 2007, or $173.30. The initial exchange rate is subject to adjustment under certain circumstances. The current exchange rate is 5.7952 shares of SL Green's common stock per $1,000 principal amount of these notes. The notes are senior unsecured obligations of the Operating Partnership and are exchangeable upon the occurrence of specified events and during the period beginning on the twenty-second scheduled trading day prior to the maturity date and ending on the second business day prior to the maturity date, into cash or a combination of cash and shares of SL Green's common stock, if any, at our option. The notes are currently redeemable at the Operating Partnership’s option. The Operating Partnership may be required to repurchase the notes on March 30, 2017 and 2022, and upon the occurrence of certain designated events.repaid in August 2018.
(7)In April 2015, we redeemed the remaining outstanding debentures.

113
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


Restrictive Covenants
The terms of the 20122017 credit facility as amended, and certain of our senior unsecured notes include certain restrictions and covenants which may limit, among other things, our ability to pay dividends, make certain types of investments, incur additional indebtedness, incur liens and enter into negative pledge agreements and dispose of assets, and which require compliance with financial ratios relating to the maximum ratio of total indebtedness to total asset value, a minimum ratio of EBITDA to fixed charges, a maximum ratio of secured indebtedness to total asset value and a maximum ratio of unsecured indebtedness to unencumbered asset value. The dividend restriction referred to above provides that, we will not during any time when a default is continuing, make distributions with respect to common stock or other equity interests, except to enable the Company to continue to qualify as a REIT for Federal income tax purposes. As of December 31, 20152018 and 2014,2017, we were in compliance with all such covenants.
Junior Subordinated Deferrable Interest Debentures
In June 2005, the Company and the Operating Partnership issued $100.0 million in unsecured trust preferred securities through a newly formed trust, SL Green Capital Trust I, or the Trust, which is a wholly-owned subsidiary of the Operating Partnership. The securities mature in 2035 and bear interest at a fixedfloating rate of 5.61% for the first ten years ending July 2015. Thereafter, the interest rate will float at 125 basis points over the three-month LIBOR. Interest payments may be deferred for a

123
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

period of up to eight consecutive quarters if the Operating Partnership exercises its right to defer such payments. The Trust preferred securities are redeemable at the option of the Operating Partnership, in whole or in part, with no prepayment premium. We do not consolidate the Trust even though it is a variable interest entity as we are not the primary beneficiary. Because the Trust is not consolidated, we have recorded the debt on our consolidated balance sheets and the related payments are classified as interest expense.
Principal Maturities
Combined aggregate principal maturities of mortgages and other loans payable, 20122017 credit facility, trust preferred securities, senior unsecured notes and our share of joint venture debt as of December 31, 2015,2018, including as-of-right extension options and put options, were as follows (in thousands):
Scheduled
Amortization
 Principal 
Revolving
Credit
Facility
 Unsecured Term Loan 
Trust
Preferred
Securities
 
Senior
Unsecured
Notes
 Total 
Joint
Venture
Debt
Scheduled
Amortization
 Principal 
Revolving
Credit
Facility
 Unsecured Term Loans 
Trust
Preferred
Securities
 
Senior
Unsecured
Notes
 Total 
Joint
Venture
Debt
2016$51,018
 $399,486
 $—
 $—
 $—
 $255,308
 $705,812
 $529,646
201763,829
 871,548
 —
 —
 —
 355,008
 1,290,385
 615,085
201864,462
 19,525
 —
 —
 —
 250,000
 333,987
 2,195
201970,409
 28,317
 —
 933,000
 —
 —
 1,031,726
 104,687
$6,241
 $27,500
 $—
 $—
 $—
 $—
 $33,741
 $115,295
202052,799
 679,531
 994,000
 —
 —
 250,000
 1,976,330
 30,298
11,117
 315,523
 —
 —
 —
 250,000
 576,640
 278,791
202111,636
 139,869
 —
 —
 —
 350,000
 501,505
 518,371
20229,429
 198,588
 —
 —
 —
 800,000
 1,008,017
 220,810
20237,301
 115,550
 500,000
 1,300,000
 —
 —
 1,922,851
 277,996
Thereafter147,604
 4,572,974
 —
 —
 100,000
 300,000
 5,120,578
 451,544
9,290
 1,136,115
 —
 200,000
 100,000
 100,000
 1,545,405
 2,430,198
$450,121
 $6,571,381
 $994,000
 $933,000
 $100,000
 $1,410,316
 $10,458,818
 $1,733,455
$55,014
 $1,933,145
 $500,000
 $1,500,000
 $100,000
 $1,500,000
 $5,588,159
 $3,841,461
Consolidated interest expense, excluding capitalized interest, was comprised of the following (in thousands):
Year Ended December 31,Year Ended December 31,
2015 2014 20132018 2017 2016
Interest expense$326,818
 $319,898
 $312,897
Interest expense before capitalized interest$244,788
 $284,649
 $348,062
Interest capitalized(34,162) (26,020) (24,067)
Interest income(2,948) (2,498) (2,003)(1,957) (1,584) (2,796)
Interest expense, net$323,870
 $317,400
 $310,894
$208,669
 $257,045
 $321,199
Interest capitalized$31,108
 $22,750
 $11,475
10. Related Party Transactions
Cleaning/ Security/ Messenger and Restoration Services
Through Alliance Building Services, or Alliance, First Quality Maintenance, L.P., or First Quality, provides cleaning, extermination and related services, Classic Security LLC provides security services, Bright Star Couriers LLC provides messenger services, and Onyx Restoration Works provides restoration services with respect to certain properties owned by us. Alliance isits affiliates are partially owned by Gary Green, a son of Stephen L. Green, who serves as a member and as the chairman emeritus of SL Green'sour board of directors.directors, and provide services to certain properties owned by us. Alliance’s affiliates include First Quality Maintenance, L.P., or First Quality, Classic Security LLC, Bright Star Couriers LLC and Onyx Restoration Works, and provide cleaning, extermination, security, messenger, and restoration services, respectively. In addition, First Quality has the non-exclusive opportunity to provide cleaning and related services to individual tenants at our properties on a basis separately negotiated with any tenant seeking such additional services. The Service Corporation has entered

114
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


into an arrangement with Alliance whereby it will receive a profit participation above a certain threshold for services provided by Alliance to certain tenants at certain buildings above the base services specified in their lease agreements.
Income earned from the profit participation, which is included in other income on the consolidated statements of operations, was $3.8$3.9 million, $3.8$3.9 million and $3.5 million for the years ended December 31, 2015, 20142018, 2017 and 2013,2016, respectively.
We also recorded expenses, inclusive of capitalized expenses, of $21.3$18.8 million, $21.5$22.6 million and $23.4 million the years ended December 31, 2015, 20142018, 2017 and 2013,2016, respectively, for these services (excluding services provided directly to tenants).

124
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

Management Fees
S.L. Green Management Corp., a consolidated entity, receives property management fees from an entity in which Stephen L. Green owns an interest. We received management fees from this entity of $0.6 million, $0.5 million $0.4 million and $0.4$0.7 million for the years ended December 31, 2015, 2014,2018, 2017, and 20132016 respectively.
One Vanderbilt Investment
In December 2016, we entered into agreements with entities owned and controlled by Marc Holliday and Andrew Mathias, pursuant to which they agreed to make an investment in our One Vanderbilt project at the appraised fair market value for the interests acquired. This investment entitles these entities to receive approximately 1.50% - 1.80% and 1.00% - 1.20%, respectively, of any profits realized by the Company from its One Vanderbilt project in excess of the Company’s capital contributions. The entities have no right to any return of capital. Accordingly, subject to previously disclosed repurchase rights, these interests will have no value and will not entitle these entities to any amounts (other than limited distributions to cover tax liabilities incurred) unless and until the Company has received distributions from the One Vanderbilt project in excess of the Company’s aggregate investment in the project. In the event that the Company does not realize a profit on its investment in the project (or would not realize a profit based on the value at the time the interests are repurchased), the entities owned and controlled by Messrs. Holliday and Mathias will lose the entire amount of their investment. The entities owned and controlled by Messrs. Holliday and Mathias paid $1.4 million and $1.0 million, respectively, which equal the fair market value of the interests acquired as of the date the investment agreements were entered into as determined by an independent third party appraisal that we obtained.
Messrs. Holliday and Mathias cannot monetize their interests until after stabilization of the property (50% within three years after stabilization and 100% three years or more after stabilization). In addition, the agreement calls for us to repurchase these interests in the event of a sale of One Vanderbilt or a transactional change of control of the Company. We also have the right to repurchase these interests on the seven-year anniversary of the stabilization of the project or upon the occurrence of certain separation events prior to the stabilization of the project relating to each of Messrs. Holliday’s and Mathias’s continued service with us. The price paid upon monetization of the interests will equal the liquidation value of the interests at the time, with the value of One Vanderbilt being based on its sale price, if applicable, or fair market value as determined by an independent third party appraiser.
Other
We are entitled to receive fees for providing management, leasing, construction supervision, and asset management services to certain of our joint ventures as further described in Note 6, "Investments in Unconsolidated Joint Ventures." Amounts due from joint ventures and related parties at December 31, 20152018 and 20142017 consisted of the following (in thousands):
December 31,December 31,
2015 20142018 2017
Due from joint ventures$1,334
 $1,254
$18,655
 $15,025
Other9,316
 10,481
9,378
 8,014
Related party receivables$10,650
 $11,735
$28,033
 $23,039
11. Noncontrolling Interests on the Company's Consolidated Financial Statements
Noncontrolling interests represent the common and preferred units of limited partnership interest in the Operating Partnership not held by the Company as well as third party equity interests in our other consolidated subsidiaries. Noncontrolling interests in the Operating Partnership are shown in the mezzanine equity while the noncontrolling interests in our other consolidated subsidiaries are shown in the equity section of the Company’s consolidated financial statements.

115
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


Common Units of Limited Partnership Interest in the Operating Partnership
As of December 31, 20152018 and 2014,2017, the noncontrolling interest unit holders owned 3.61%4.70%, or 3,745,7664,130,579 units, and 3.92%4.58%, or 3,973,0164,452,979 units, of the Operating Partnership, respectively. AtAs of December 31, 2015, 3,745,7662018, 4,130,579 shares of SL Green'sour common stock were reserved for issuance upon the redemption of units of limited partnership interest of the Operating Partnership.
Noncontrolling interests in the Operating Partnership is recorded at the greater of its cost basis or fair market value based on the closing stock price of SL Green'sour common stock at the end of the reporting period.
Below is the rollforward analysisa summary of the activity relating to the noncontrolling interests in the Operating Partnership as of December 31, 20152018 and 20142017 (in thousands):
December 31,December 31,
2015 20142018 2017
Balance at beginning of period$469,524
 $265,476
$461,954
 $473,882
Distributions(9,710) (7,849)(15,000) (14,266)
Issuance of common units30,506
 56,469
23,655
 25,723
Redemption of common units(55,697) (31,653)(60,718) (21,574)
Net income10,565
 18,467
12,216
 3,995
Accumulated other comprehensive income allocation(67) 175
(66) (94)
Fair value adjustment(20,915) 168,439
(34,236) (5,712)
Balance at end of period$424,206
 $469,524
$387,805
 $461,954
Preferred Units of Limited Partnership Interest in the Operating Partnership
The Operating Partnership has 1,902,000 4.50% Series G Preferred Units of limited partnership interest, or the Series G Preferred Units outstanding, with a liquidation preference of $25.00 per unit, which were issued in January 2012 in conjunction with an acquisition. The Series G Preferred unitholders receive annual dividends of $1.125 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series G Preferred Units are convertible into a number of common units of limited partnership interest in the Operating Partnership equal to (i) the liquidation preference plus accumulated and unpaid distributions on the conversion date divided by (ii) $88.50. The common units of limited partnership interest in the Operating Partnership may be redeemed in exchange for SL Green'sour common stock on a 1-to-1 basis. The Series G Preferred Units also provide the holder with the right to require the Operating Partnership to repurchase the Series G Preferred Units for cash before January 31, 2022.

125
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

The Operating Partnership has 60 Series F Preferred Units outstanding with a mandatory liquidation preference of $1,000.00 per unit.
The Operating Partnership has authorized up to 700,000 3.50% Series K Preferred Units of limited partnership interest, or the Series K Preferred Units, with a liquidation preference of $25.00 per unit. In August 2014, the Company issued 563,954 Series K Preferred Units in conjunction with an acquisition. The Series K Preferred unitholders receive annual dividends of $0.875 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series K Preferred Units can be redeemed at any time, at the option of the unitholder, either for cash or are convertible into a number of common units of limited partnership interest in the Operating Partnership equal to (i) the liquidation preference plus accumulated and unpaid distributions on the conversion date divided by (ii) $134.67.
The Operating Partnership has authorized up to 500,000 4.00% Series L Preferred Units of limited partnership interest, or the Series L Preferred Units, with a liquidation preference of $25.00 per unit. In August 2014, the Company issued 378,634 Series L Preferred Units in conjunction with an acquisition. The Series L Preferred unitholders receive annual dividends of $1.00 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series L Preferred Units can be redeemed at any time at par for cash at the option of the unitholder.
The Operating Partnership has authorized up to 1,600,000 3.75% Series M Preferred Units of limited partnership interest, or the Series M Preferred Units, with a liquidation preference of $25.00 per unit. In February 2015, the Company issued 1,600,000 Series M Preferred Units in conjunction with the acquisition of ownership interests in and relating to certain residential and retail real estate properties. The Series M Preferred unitholders receive annual dividends of $0.9375 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series M Preferred Units can be redeemed at any time at par for cash at the option of the unitholder.

116
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


The Operating Partnership has authorized up to 552,303 3.00% Series N Preferred Units of limited partnership interest, or the Series N Preferred Units, with a liquidation preference of $25.00 per unit. In June 2015, the Company issued 552,303 Series N Preferred Units in conjunction with an acquisition. The Series N Preferred unitholders receive annual dividends of $0.75 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series N Preferred Units can be redeemed at any time at par for cash at the option of the unitholder.
The Operating Partnership has authorized an aggregate of one 6.25% Series O Preferred Unit of limited partnership interest, or the Series O Preferred Unit. In June 2015, the Company issued the Series O Preferred Unit in connection with an acquisition.
The Operating Partnership has authorized up to 200,000 4.00% Series P Preferred Units of limited partnership interest, or the Series P Preferred Units, with a liquidation preference of $25.00 per unit. In July 2015, the Company issued 200,000 Series P Preferred Units in conjunction with an acquisition. The Series P Preferred unitholders receive annual dividends of $1.00 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series P Preferred Units can be redeemed at any time at par for cash at the option of the unitholder.
The Operating Partnership has authorized up to 268,000 3.50% Series Q Preferred Units of limited partnership interest, or the Series Q Preferred Units, with a liquidation preference of $25.00 per unit. In July 2015, the Company issued 268,000 Series Q Preferred Units in conjunction with an acquisition. The Series Q Preferred unitholders receive annual dividends of $0.875 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series Q Preferred Units can be redeemed at any time, at the option of the unitholder, either for cash or are convertible into a number of common units of limited partnership interest in the Operating Partnership equal to (i) the liquidation preference plus accumulated and unpaid distributions on the conversion date divided by (ii) $148.95.
The Operating Partnership has authorized up to 400,000 3.50% Series R Preferred Units of limited partnership interest, or the Series R Preferred Units, with a liquidation preference of $25.00 per unit. In August 2015, the Company issued 400,000 Series R Preferred Units in conjunction with an acquisition. The Series R Preferred unitholders receive annual dividends of $0.875 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series R Preferred Units can be redeemed at any time, at the option of the unitholder, either for cash or are convertible into a number of common units of limited partnership interest in the Operating Partnership equal to (i) the liquidation preference plus accumulated and unpaid distributions on the conversion date divided by (ii) $154.89.
The Operating Partnership has authorized up to 1,077,280 4.00% Series S Preferred Units of limited partnership interest, or the Series S Preferred Units, with a liquidation preference of $25.00 per unit. In August 2015, the Company issued 1,077,280 Series S Preferred Units in conjunction with an acquisition. The Series S Preferred unitholders receive annual dividends of $1.00 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series S Preferred Units can be redeemed at any time at par for cash at the option of the unitholder.

126
Table of Contents
SL Green Realty Corp. and SL GreenThe Operating Partnership L.P.has authorized up to 230,000 2.75% Series T Preferred Units of limited partnership interest, or the Series T Preferred Units, with a liquidation preference of $25.00 per unit. In March 2016, the Company issued 230,000 Series T Preferred Units in conjunction with an acquisition. The Series T Preferred unitholders receive annual dividends of $0.6875 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The Series T Preferred Units can be redeemed at any time at par, at the option of the unitholder, either for cash or are convertible into a number of common units of limited partnership interest in the Operating Partnership equal to (i) the liquidation preference plus accumulated and unpaid distributions on the conversion date divided by (ii) $119.02.
NotesThe Operating Partnership has authorized up to Consolidated Financial Statements (cont.)680,000 4.50% Series U Preferred Units of limited partnership interest, or the Series U Preferred Units, with a liquidation preference of $25.00 per unit. In March 2016, the Company issued 680,000 Series U Preferred Units in conjunction with an acquisition. The Series U Preferred unitholders initially receive annual dividends of $1.125 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The annual dividend is subject to reduction upon the occurrence of certain circumstances set forth in the terms of the Series U Preferred Units. The minimum annual dividend is $0.75 per unit. The Series U Preferred Units can be redeemed at any time at par for cash at the option of the unitholder.
December 31, 2015

Through a consolidated subsidiary, we have authorized up to 109,161 3.5%3.50% Series A Preferred Units of limited partnership interest, or the GreeneSubsidiary Series A Preferred Units, with a liquidation preference of $1,000.00 per unit. In August 2015, the Company issued 109,161 GreeneSubsidiary Series A Preferred Units in conjunction with an acquisition. The GreeneSubsidiary Series A Preferred unitholders receive annual dividends of $35.00 per unit paid on a quarterly basis and dividends are cumulative, subject to certain provisions. The GreeneSubsidiary Series A Preferred Units can be redeemed at any time, at the option of the unitholder, either for cash or are convertible on a one-for-one basis, into the Series B Preferred Units of limited partnership interest, or the GreeneSubsidiary Series

117
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


B Preferred Units. The GreeneSubsidiary Series B Preferred Units can be converted at any time, at the option of the unitholder, into a number of common stock equal to 6.71348 shares of common stock for each GreeneSubsidiary Series B Preferred Unit. As of December 31, 2015,2018, no GreeneSubsidiary Series B Preferred Units have been issued.

Below is the rollforward analysisa summary of the activity relating to the preferred units in the Operating Partnership as of December 31, 20152018 and 20142017 (in thousands):
December 31,December 31,
2015 20142018 2017
Balance at beginning of period$71,115
 $49,550
$301,735
 $302,010
Issuance of preferred units211,601
 23,565
—
 —
Redemption of preferred units(200) (2,000)(1,308) (275)
Balance at end of period$282,516
 $71,115
$300,427
 $301,735
12. Stockholders’ Equity of the Company
Common Stock
Our authorized capital stock consists of 260,000,000 shares, $0.01$0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01$0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, par value $0.01 per share. As of December 31, 20152018, 99,975,23883,683,847 shares of common stock and no shares of excess stock were issued and outstanding.
Share Repurchase Program
In August 2016, our Board of Directors approved a share repurchase plan under which we can buy up to $1.0 billion of shares of our common stock. The Board of Directors has since authorized threeseparate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, and fourth quarter of 2018, bringing the program total to $2.5 billion.
At December 31, 2018 repurchases executed under the plan were as follows:
PeriodShares repurchasedAverage price paid per shareCumulative number of shares repurchased as part of the repurchase plan or programs
Year ended 20178,342,411$101.648,342,411
First quarter 20183,653,928$97.0711,996,339
Second quarter 20183,479,552$97.2215,475,891
Third quarter 2018252,947$99.7515,728,838
Fourth quarter 20182,358,484$93.0418,087,322
At-The-Market Equity Offering Program
In July 2011, the Company, along with the Operating Partnership, entered into an "at-the-market" equity offering program, or ATM Program, to sell an aggregate of $250.0 million of SL Green's common stock. During the year ended December 31, 2014, we sold 25,659 shares of our common stock out of the remaining balance of the ATM Program for aggregate net proceeds of $2.8 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 25,659 units of limited partnership interest of the Operating Partnership.
In June 2014,March 2015, the Company, along with the Operating Partnership, entered into an "at-the-market" equity offering program, or ATM Program, to sell an aggregate of $300.0 million of SL Green'sour common stock. During the year ended December 31, 2014, we sold 1,626,999 sharesThe Company did not make any sales of our common stock for aggregate net proceeds of $182.9 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 1,626,999 units of limited partnership interest of the Operating Partnership. During the three months ended March 31, 2015, we sold 895,956 shares of our common stock for aggregate net proceeds of $113.4 million comprising the remaining balance of this ATM Program. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 895,956 units of limited partnership interest of the Operating Partnership.
In March 2015, the Company, along with the Operating Partnership, entered into a new ATM Program to sell an aggregate of $300.0 million of SL Green's common stock. During the year ended December 31, 2015, we sold 91,180 shares of our common stock for aggregate net proceeds of $12.0 million. The net proceeds from these offerings were contributed to the Operating Partnership in exchange for 91,180 units of limited partnership interest of the Operating Partnership. As of December 31, 2015, $288.0 million remained available for issuance ofits common stock under the new ATM program.program in the years ended December 31, 2018, 2017, or 2016.
Perpetual Preferred Stock
We have 9,200,000 shares of our 6.50% Series I Cumulative Redeemable Preferred Stock, or the Series I Preferred Stock, outstanding with a mandatory liquidation preference of $25.00 per share. The Series I Preferred stockholders receive annual dividends of $1.625 per share paid on a quarterly basis and dividends are cumulative, subject to certain provisions. We are entitled to redeem the Series I Preferred Stock at par for cash at our option on or after August 10, 2017.option. In August 2012, we received $221.9 million in net proceeds from the issuance of the Series I Preferred Stock, which were recorded net of underwriters' discount and

127
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

issuance costs, and contributed the net proceeds to the Operating Partnership in exchange for 9,200,000 units of 6.50% Series I Cumulative Redeemable Preferred Units of limited partnership interest, or the Series I Preferred Units.

118
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


Dividend Reinvestment and Stock Purchase Plan ("DRSPP")
In February 2015,2018, the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of SL Green'sour common stock under the DRSPP. The DRSPP commenced on September 24, 2001.
The following table summarizes SL Green common stock issued, and proceeds received from dividend reinvestments and/or stock purchases under the DRSPP for the yearyears ended December 31, 2015, 2014,2018, 2017, and 2013,2016, respectively (in(dollars in thousands):
Year Ended December 31,Year Ended December 31,
2015 2014 20132018 2017 2016
Common Stock Shares Issued775,760
 608
 761
Shares of common stock issued1,399
 2,141
 2,687
Dividend reinvestments/stock purchases under the DRSPP$99,555
 $64
 $67
$136
 $223
 $277
Earnings per Share
We use the two-class method of computing earnings per share (“EPS”), which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing the income available to common stockholders by the weighted-average number of common stock shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity.
SL Green's earnings per share for the years ended December 31, 2015, 2014,2018, 2017, and 20132016 are computed as follows (in thousands):
Year Ended December 31,Year Ended December 31,
Numerator2015 2014 20132018 2017 2016
Basic Earnings:          
Income attributable to SL Green common stockholders$269,132
 $503,104
 $101,330
$232,312
 $86,424
 $234,946
Effect of Dilutive Securities:     
Redemption of units to common shares10,565
 18,467
 3,023
Diluted Earnings:     
Income attributable to SL Green common stockholders$279,697
 $521,571
 $104,353
Less: distributed earnings allocated to participating securities(552) $(471) $(634)
Net income attributable to SL Green common stockholders (numerator for basic earnings per share)$231,760
 $85,953
 $234,312
Add back: undistributed earnings allocated to participating securities552
 471
 634
Add back: Effect of dilutive securities (redemption of units to common shares)12,216
 3,995
 10,136
Income attributable to SL Green common stockholders (numerator for diluted earnings per share)$244,528
 $90,419
 $245,082
Year Ended December 31,Year Ended December 31,
Denominator2015 2014 20132018 2017 2016
Basic Shares:          
Weighted average common stock outstanding99,345
 95,774
 92,269
86,753
 98,571
 100,185
Effect of Dilutive Securities:          
Redemption of units to common shares3,899
 3,514
 2,735
Operating Partnership units redeemable for common shares4,562
 4,556
 4,323
Stock-based compensation plans490
 408
 262
215
 276
 373
Diluted weighted average common stock outstanding103,734
 99,696
 95,266
91,530
 103,403
 104,881
SL Green has excluded 263,991, 737,361,1,138,647, 774,782 and 964,789263,991 common stock equivalents from the diluted shares outstanding for the years ended December 31, 2015, 2014,2018, 2017, and 20132016 respectively, as they were anti-dilutive.

119
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


13. Partners' Capital of the Operating Partnership
The Company is the sole managing general partner of the Operating Partnership and at December 31, 20152018 owned 99,975,23883,683,847 general and limited partnership interests in the Operating Partnership and 9,200,000 Series I Preferred Units. Partnership interests in the Operating Partnership are denominated as “common units of limited partnership interest” (also referred to as “OP Units”) or “preferred units of limited partnership interest” (also referred to as “Preferred Units”). All references to OP Units and Preferred Units outstanding exclude such units held by the Company. A holder of an OP Unit may present such OP Unit to the Operating Partnership for redemption at any time (subject to restrictions agreed upon at the issuance of OP Units to particular holders that may restrict such right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, the Operating Partnership must redeem such OP Unit in exchange for the cash equal to the then value of a share of common stock of the Company, except that the Company may, at its election, in lieu of cash redemption, acquire such OP Unit for one share of common stock. Because the number of shares of common stock outstanding at all times equals the number of OP Units that the Company owns, one share of common stock is generally the economic equivalent of one OP Unit, and the quarterly distribution

128
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of common stock. Each series of Preferred Units makes a distribution that is set in accordance with an amendment to the partnership agreement of the Operating Partnership. Preferred Units may also be convertible into OP Units at the election of the holder thereof or the Company, subject to the terms of such Preferred Units.
Net income (loss) allocated to the preferred unitholders and common unitholders reflects their pro rata share of net income (loss) and distributions.
Limited Partner Units
As of December 31, 2015,2018, limited partners other than SL Green owned 3.61%4.70%, or 3,745,7664,130,579 common units, of the Operating Partnership.
Preferred Units
Preferred units not owned by SL Green are further described in Note 11, “Noncontrolling Interests on the Company’s Consolidated Financial Statements - Preferred Units of Limited Partnership Interest in the Operating Partnership.”
Earnings per Unit
The Operating Partnership's earnings per unit for the years ended December 31, 2015, 2014,2018, 2017, and 20132016 respectively are computed as follows (in thousands):
Year Ended December 31,Year Ended December 31,
Numerator2015 2014 20132018 2017 2016
Basic and Diluted Earnings:     
Basic Earnings:     
Income attributable to SLGOP common unitholders$279,697
 $521,571
 $104,353
$244,528
 $90,419
 $245,082
Less: distributed earnings allocated to participating securities(552) $(471) $(634)
Net Income attributable to SLGOP common unitholders (numerator for basic earnings per unit)$243,976
 $89,948
 $244,448
Add back: undistributed earnings allocated to participating securities552
 471
 634
Income attributable to SLGOP common unitholders$244,528
 $90,419
 $245,082
Year Ended December 31,Year Ended December 31,
Denominator2015 2014 20132018 2017 2016
Basic units:          
Weighted average common units outstanding103,244
 99,288
 95,004
91,315
 103,127
 104,508
Effect of Dilutive Securities:          
Stock-based compensation plans490
 408
 262
215
 276
 373
Diluted weighted average common units outstanding103,734
 99,696
 95,266
91,530
 103,403
 104,881
The Operating Partnership has excluded 263,991, 737,3611,138,647, 774,782, and 964,789263,991 common unit equivalents from the diluted units outstanding for the years ended December 31, 2015, 2014,2018, 2017, and 20132016 respectively, as they were anti-dilutive.

120
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


14. Share-based Compensation
We have stock-based employee and director compensation plans. Our employees are compensated through the Operating Partnership. Under each plan, whenever the Company issues common or preferred stock, the Operating Partnership issues an equivalent number of units of limited partnership interest of a corresponding class to the Company.
ThirdFourth Amended and Restated 2005 Stock Option and Incentive Plan
The ThirdFourth Amended and Restated 2005 Stock Option and Incentive Plan, or the 2005 Plan, was approved by the Company's board of directors in April 20132016 and its stockholders in June 20132016 at the Company's annual meeting of stockholders. The 2005 Plan authorizes the issuance of stock options, stock appreciation rights, unrestricted and restricted stock, phantom shares, dividend equivalent rights, cash-based awards and other equity-based awards. Subject to adjustments upon certain corporate transactions or events, awards with respect to up to a maximum of 17,130,00027,030,000 fungible units may be granted under the 2005 Plan. Currently, different types of awards count against the limit on the number of fungible units differently, with (1) full-value awards (i.e., those that deliver the full value of the award upon vesting, such as restricted stock) counting as 2.76 fungible units3.74 Fungible Units per share subject to such awardawards, (2) stock options, stock appreciation rights and other awards that do not deliver full value and expire five years from the date of grant counting as 0.770.73 fungible units per share subject to such awardawards, and (3) all other awards (e.g., ten-year stock options) counting as 1.0 fungible units per share subject to such award.awards. Awards granted under the 2005 Plan prior to the approval of the secondfourth amendment and restatement in June 2010 and third amendment and restatement in June 20132016 continue to count against the fungible unit limit based on the ratios that were in effect at the time such awards were granted, which may be different than the current ratios. As a

129
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

result, depending on the types of awards issued, the 2005 Plan may result in the issuance of more or less than 17,130,00027,030,000 shares. If a stock option or other award granted under the 2005 Plan expires or terminates, the common stock subject to any portion of the award that expires or terminates without having been exercised or paid, as the case may be, will again become available for the issuance of additional awards. Shares of SL Green'sour common stock distributed under the 2005 Plan may be treasury shares or authorized but unissued shares. Currently, unless the 2005 Plan has been previously terminated by the Company's board of directors, new awards may be granted under the 2005 Plan until June 13, 2023,2, 2026, which is the tenth anniversary of the date that the 2005 Plan was most recently approved by the Company's stockholders. As of December 31, 2015, 1.12018, 6.7 million fungible units were available for issuance under the 2005 Plan after reserving for shares underlying outstanding restricted stock units, phantom stock units granted pursuant to our Non-Employee Directors' Deferral Program and LTIP Units, including, among others, outstanding LTIP Units issued under our 2011 Long-Term Outperformance Plan.Units.
Options are granted under the plan with an exercise price at the fair market value of the Company's common stock on the date of grant and, subject to employment, generally expire five or ten years from the date of grant, are not transferable other than on death, and generally vest in one to five years commencing one year from the date of grant. We have also granted Class O LTIP Units, which are a class of LTIP Units in the Operating Partnership structured to provide economics similar to those of stock options. Class O LTIP Units, once vested, may be converted, at the election of the holder, into a number of common units of the Operating Partnership per Class O LTIP Unit determined by the increase in value of a share of the Company’s common stock at the time of conversion over a participation threshold, which equals the fair market value of a share of the Company’s common stock at the time of grant. Class O LTIP Units are entitled to distributions, subject to vesting, equal per unit to 10% of the per unit distributions paid with respect to the common units of the Operating Partnership.
The fair value of each stock option or LTIP Unit granted is estimated on the date of grant using the Black-Scholes option pricing model based on historical information with the following weighted average assumptions for grants during the years ended December 31, 2015, 2014,2018, 2017, and 2013.2016.
2015 2014 
2013

2018 2017 2016
Dividend yield1.97% 1.60% 1.92%2.85% 2.51% 2.37%
Expected life of option3.6 years
 3.6 years
 4.1 years
Expected life3.5 years
 4.4 years
 3.7 years
Risk-free interest rate1.43% 1.29% 0.96%2.48% 1.73% 1.57%
Expected stock price volatility32.34% 33.97% 36.12%22.00% 28.10% 26.76%

121
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


A summary of the status of the Company's stock options as of December 31, 2015, 2014,2018, 2017, and 20132016 and changes during the years ended December 31, 2015, 2014,2018, 2017, and 20132016 are as follows:
2015 201420132018 2017 2016
Options Outstanding 
Weighted Average
Exercise Price
 Options Outstanding 
Weighted Average
Exercise Price
Options
Outstanding		 Weighted
Average
Exercise
Price		Options Outstanding 
Weighted Average
Exercise Price
 Options Outstanding 
Weighted Average
Exercise Price
 Options
Outstanding		 Weighted
Average
Exercise
Price
Balance at beginning of year$1,462,726
 $87.98
 $1,765,034
 $83.24
$1,201,000
 $75.05
$1,548,719
 $101.48
 $1,737,213
 $98.44
 $1,595,007
 $95.52
Granted389,836
 112.54
 102,050
 119.12
828,100
 87.23
6,000
 97.91
 174,000
 105.66
 445,100
 105.86
Exercised(217,438) 74.69
 (348,156) 72.76
(223,531) 53.93
(316,302) 90.22
 (292,193) 81.07
 (192,875) 76.90
Lapsed or cancelled(40,117) 98.61
 (56,202) 90.03
(40,535) 83.94
Lapsed or canceled(101,400) 113.22
 (70,301) 121.68
 (110,019) 123.86
Balance at end of year$1,595,007
 $95.52
 $1,462,726
 $87.98
$1,765,034
 $83.24
$1,137,017
 $135.54
 $1,548,719
 $101.48
 $1,737,213
 $98.44
Options exercisable at end of year589,055
 $89.85
 428,951
 $90.32
$461,458
 $89.38
783,035
 $101.28
 800,902
 $94.33
 748,617
 $87.72
Weighted average fair value of options granted during the year$9,522,613
  
 $2,841,678
  
$18,041,576
  
$84,068
  
 $3,816,652
  
 $8,363,036
  
All options were granted with strike prices ranging from $20.67 to $137.18. The remaining weighted average contractual life of the options outstanding was 3.753.5 years and the remaining weighted average contractual life of the options exercisable was 3.473.7 years.
During the years ended December 31, 2015, 2014,2018, 2017, and 2013 respectively,2016, we recognized $8.0compensation expense for these options of $5.4 million, $8.1$7.8 million, and $6.5$8.9 million, of compensation expense, respectively, for these options.respectively. As of December 31, 2015,2018, there was $14.9$2.6 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of three1.0 years.
Stock-based Compensation
Effective January 1, 1999, the Company implemented a deferredstock-based compensation plan or the Deferred Plan, where shares issued under the Deferred Plan wereare granted to certain employees, including our executives, and vesting will occur annually upon the completion of a service period or our meeting established financial performance criteria. Annual vesting occurs at rates ranging from 15% to 35% once performance criteria are reached.

130
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

A summary of the Company's restricted stock as of December 31, 2015, 2014,2018, 2017, and 20132016 and charges during the years ended December 31, 2015, 2014,2018, 2017, and 20132016 are as follows:
2015 2014 20132018 2017 2016
Balance at beginning of year3,000,979
 2,994,197
 2,804,901
3,298,216
 3,202,031
 3,137,881
Granted143,053
 9,550
 192,563
162,900
 96,185
 98,800
Cancelled(6,151) (2,768) (3,267)
Canceled(9,100) —
 (34,650)
Balance at end of year3,137,881
 3,000,979
 2,994,197
3,452,016
 3,298,216
 3,202,031
Vested during the year87,081
 75,043
 21,074
92,114
 95,736
 83,822
Compensation expense recorded$7,540,747
 $9,658,019
 $6,713,155
$12,757,704
 $9,809,749
 $7,153,966
Weighted average fair value of restricted stock granted during the year$16,061,201
 $1,141,675
 $17,386,949
$13,440,503
 $9,905,986
 $10,650,077
The fair value of restricted stock that vested during the years ended December 31, 2015, 2014,2018, 2017, and 20132016 was $7.4$9.8 million, $9.4 million and $5.5 million, and $1.6$7.6 million, respectively. As of December 31, 2015,2018, there was $21$22.7 million of total unrecognized compensation cost related to unvested restricted stock, which is expected to be recognized over a weighted average period of 2.72.3 years.
For the years ended December 31, 2015, 2014,2018, 2017, and 2013, $6.52016, $6.3 million, $6.8$7.2 million, and $4.5$6.0 million, respectively, was capitalized to assets associated with compensation expense related to our long-term compensation plans, restricted stock and stock options.
We granted LTIP Units, which include bonus, time-based and performance based awards, with a fair valuevalue of $25.4$22.0 million and $33.2$20.5 million as ofduring the years ended December 31, 20152018 and 2014,2017, respectively. The grant date fair value of the LTIP Unit awards was calculated in accordance with ASC 718. A third party consultant determined the fair value of the LTIP Units to have

122
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


a discount from SL Green'sour common stock price. The discount was calculated by considering the inherent uncertainty that the LTIP Units will reach parity with other common partnership units and the illiquidity due to transfer restrictions. As of December 31, 2015,2018, there was $2.0$2.9 million of total unrecognized compensation expense related to the time-based and performance based LTIP Unit awards, which is expected to be recognized over a weighted average period of 1.41.3 years.
During the years ended December 31, 2015, 2014,2018, 2017, and 2013,2016, we recorded compensation expense related to bonus, time-based and performance based LTIP Unit awards of $30.2$24.4 million, $31.4$26.1 million, and $27.3$26.5 million, respectively.
2010 Notional Unit Long-Term Compensation Plan
In December 2009, the compensation committee of the Company's board of directors approved the general terms of the SL Green Realty Corp. 2010 Notional Unit Long-Term Compensation Program, or the 2010 Long-Term Compensation Plan. The 2010 Long-Term Compensation Plan is a long-term incentive compensation plan pursuant to which award recipients could earn, in the aggregate, from $15.0 million up to $75.0 million of LTIP Units in the Operating Partnership based on the Company's stock price appreciation over three years beginning on December 1, 2009; provided that, if maximum performance had been achieved, $25.0 million of awards could be earned at any time after the beginning of the second year and an additional $25.0 million of awards could be earned at any time after the beginning of the third year. In order to achieve maximum performance under the 2010 Long-Term Compensation Plan, the Company's aggregate stock price appreciation during the performance period had to equal or exceed 50%. The compensation committee determined that maximum performance had been achieved at or shortly after the beginning of each of the second and third years of the performance period and for the full performance period and, accordingly, 385,583 LTIP Units, 327,416 LTIP Units and 327,416 LTIP Units were earned under the 2010 Long-Term Compensation Plan in December 2010, 2011 and 2012, respectively. Substantially in accordance with the original terms of the program, 50% of these LTIP Units vested on December 17, 2012 (accelerated from the original January 1, 2013 vesting date), 25% of these LTIP Units vested on December 11, 2013 (accelerated from the original January 1, 2014 vesting date) and the remainder vested on January 1, 2015 based on continued employment. In accordance with the terms of the 2010 Long-Term Compensation Plan, distributions were not paid on any LTIP Units until they were earned, at which time we paid all distributions that would have been paid on the earned LTIP Units since the beginning of the performance period.
The cost of the 2010 Long-Term Compensation Plan ($31.7 million, subject to forfeitures) was amortized into earnings through the final vesting period of January 1, 2015. We recorded compensation expense of $2.7 million and $4.5 million during the years ended December 31, 2014 and 2013, respectively, related to the 2010 Long-Term Compensation Plan.

131
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

2011 Outperformance Plan
In August 2011, the compensation committee of the Company's board of directors approved the general terms of the SL Green Realty Corp. 2011 Outperformance Plan, or the 2011 Outperformance Plan. Participants in the 2011 Outperformance Plan could earn, in the aggregate, up to $85.0 million of LTIP Units in the Operating Partnership based on our total return to stockholders for the three-year period beginning September 1, 2011. Under the 2011 Outperformance Plan, participants were entitled to share in a "performance pool" comprised of LTIP Units with a value equal to 10% of the amount by which our total return to stockholders during the three-year period exceeded a cumulative total return to stockholders of 25%, subject to the maximum of $85.0 million of LTIP Units; provided that if maximum performance was achieved, one-third of each award could be earned at any time after the beginning of the second year and an additional one-third of each award could be earned at any time after the beginning of the third year. LTIP Units earned under the 2011 Outperformance Plan are subject to continued vesting requirements, with 50% of any awards earned vested on August 31, 2014 and the remaining 50% vesting on August 31, 2015, subject to continued employment with us through such dates. Participants were not entitled to distributions with respect to LTIP Units granted under the 2011 Outperformance Plan unless and until they were earned. For LTIP Units that were earned, each participant was also entitled to the distributions that would have been paid had the number of earned LTIP Units been issued at the beginning of the performance period, with such distributions being paid in the form of additional LTIP Units. Thereafter, distributions are to be paid currently with respect to all earned LTIP Units, whether vested or unvested. In June 2014, the compensation committee determined that maximum performance had been achieved during the third year of the performance period and, accordingly, 560,908 LTIP Units, representing two-thirds of each award, were earned, subject to vesting, under the 2011 Outperformance Plan. In September 2014, the compensation committee determined that maximum performance had been achieved for the full three-year performance period and, accordingly, 280,454 LTIP units, representing the final third of each award, were earned, subject to vesting, under the 2011 Outperformance Plan.
The cost of the 2011 Outperformance Plan ($26.7 million, subject to forfeitures) was amortized into earnings through the final vesting period. We recorded compensation expense of $4.5 million, $8.6 million and $8.0 million during the years ended December 31, 2015, 2014, and 2013, respectively, related to the 2011 Outperformance Plan.
2014 Outperformance Plan
In August 2014, the compensation committee of the Company's board of directors approved the general terms of the SL Green Realty Corp. 2014 Outperformance Plan, or the 2014 Outperformance Plan. Participants in the 2014 Outperformance Plan maycould earn, in the aggregate, up to 610,000 LTIP Units in our Operating Partnership based on our total return to stockholders for the three-year period beginning September 1, 2014. For each individual award,Under the 2014 Outperformance Plan, two-thirds of the LTIP Units may be earnedwere subject to performance based vesting based on the Company’s absolute total return to stockholders and one-third of the LTIP Units may be earnedwere subject to performance based vesting based on relative total return to stockholders compared to the constituents of the MSCI REIT Index. Awards earned based on absolute total return to stockholders will be determined independently of awards earned based on relative total return to stockholders. In the event the Company’s performance reaches either threshold before the end of the three-year performance period, a pro-rata portion of the maximum award may be earned. For each component, if the Company’s performance reaches the maximum threshold beginning with the 19th month of the performance period, participants will earn one-third of the maximum award that may be earned for that component. If the Company’s performance reaches the maximum threshold during the third year of the performance period for a component, participants will earn two-thirds (or an additional one-third) of the maximum award that may be earned for that component. LTIP Units earned under the 2014 Outperformance Plan willwere to be subject to continued vesting requirements, with 50% of any awards earned vesting on August 31, 2017 and the remaining 50% vesting on August 31, 2018, subject to continued employment with us through such dates. Participants willwere not be entitled to distributions with respect to LTIP Units granted under the 2014 Outperformance Plan unless and until they are earned. If LTIP Units arewere earned, each participant will also bewould have been entitled to the distributions that would have been paid had the number of earned LTIP Units been issued at the beginning of the performance period, with such distributions being paid in the form of cash or additional LTIP Units. Thereafter, distributions willwere to be paid currently with respect to all earned LTIP Units, whether vested or unvested.
Based on our performance, none of the LTIP Units granted under the 2014 Outperformance Plan were earned pursuant to the terms of the 2014 Outperformance Plan, and all units issued were forfeited in 2017.
The cost of the 2014 Outperformance Plan ($27.9 million subject to forfeitures), based on the portion of the 2014 Outperformance Plan granted as of December 31, 2015, will beprior to termination, was amortized into earnings through the final vesting period.December 31, 2017. We recorded zero compensation expense during the year ended December 31, 2018, and compensation expense of $5.9$13.6 million and $0.2$8.4 million during the years ended December 31, 20152017 and 2014,2016, respectively, related to the 2014 Outperformance Plan.
Deferred Compensation Plan for Directors
Under our Non-Employee Director's Deferral Program, which commenced July 2004, the Company's non-employee directors may elect to defer up to 100% of their annual retainer fee, chairman fees, meeting fees and annual stock grant. Unless otherwise elected by a participant, fees deferred under the program shall be credited in the form of phantom stock units. The program provides

132
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

that a director's phantom stock units generally will be settled in an equal number of shares of common stock upon the earlier of (i) the January 1 coincident with or the next following such director's termination of service from the Board of Directors or (ii) a change in control by us, as defined by the program. Phantom stock units are credited to each non-employee director quarterly using the closing price of SL Green'sour common stock on the first business day of the respective quarter. Each participating non-employee director is also credited with dividend equivalents or phantom stock units based on the dividend rate for each quarter, which are either paid in cash currently or credited to the director’s account as additional phantom stock units.
During the year ended December 31, 2015, 9,3532018, 13,638 phantom stock units were earned and 5,9289,459 shares of common stock were issued to our board of directors. We recorded compensation expense of $1.9$2.4 million during the year ended December 31, 20152018 related to the Deferred Compensation Plan. As of December 31, 2015,2018, there were 80,768113,492 phantom stock units outstanding pursuant to our Non-Employee Director's Deferral Program.
Employee Stock Purchase Plan
In 2007, the Company's board of directors adopted the 2008 Employee Stock Purchase Plan, or ESPP, to encourage our employees to increase their efforts to make our business more successful by providing equity-based incentives to eligible employees. The ESPP is intended to qualify as an "employee stock purchase plan" under Section 423 of the Code, and has been adopted by the board to enable our eligible employees to purchase the Company's shares of common stock through payroll deductions. The ESPP became effective on January 1, 2008 with a maximum of 500,000 shares of the common stock available for issuance, subject to adjustment upon a merger, reorganization, stock split or other similar corporate change. The Company filed a registration statement on Form S-8 with the SEC with respect to the ESPP. The common stock is offered for purchase through a series of successive offering periods. Each offering period will be three months in duration and will begin on the first day of each calendar quarter, with the first offering period having commenced on January 1, 2008. The ESPP provides for eligible employees to purchase the common stock at a

123
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


purchase price equal to 85% of the lesser of (1) the market value of the common stock on the first day of the offering period or (2) the market value of the common stock on the last day of the offering period. The ESPP was approved by our stockholders at our 2008 annual meeting of stockholders. As of December 31, 2015, 87,2732018, 116,368 shares of SL Green'sour common stock had been issued under the ESPP.
15. Accumulated Other Comprehensive LossIncome
The following tables set forth the changes in accumulated other comprehensive income (loss) by component as of December 31, 2015, 20142018, 2017 and 20132016 (in thousands):
Net unrealized (loss) gain on derivative instruments(1)
 
SL Green’s share of joint venture net unrealized (loss) gain on derivative instruments(2)
 Unrealized gain (loss) on marketable securities Total
Net unrealized gain on derivative instruments (1)
 
SL Green’s share of joint venture net unrealized gain on derivative instruments (2)
 Net unrealized gain on marketable securities Total
Balance at December 31, 2012$(16,834) $(16,063) $3,310
 $(29,587)
Balance at December 31, 2015$(10,160) $(592) $2,003
 $(8,749)
Other comprehensive income before reclassifications13,534
 1,160
 3,517
 18,211
Amounts reclassified from accumulated other comprehensive income9,222
 3,453
 —
 12,675
Balance at December 31, 201612,596
 4,021
 5,520
 22,137
Other comprehensive (loss) income before reclassifications(168) 6,267
 1,474
 7,573
(1,618) 233
 (1,348) (2,733)
Amounts reclassified from accumulated other comprehensive income1,877
 4,926
 —
 6,803
1,564
 766
 (3,130) (800)
Balance at December 31, 2013(15,125) (4,870) 4,784
 (15,211)
Balance at December 31, 201712,542
 5,020
 1,042
 18,604
Other comprehensive (loss) income before reclassifications(576) 2,847
 (2,692) (421)(2,252) (103) 51
 (2,304)
Amounts reclassified from accumulated other comprehensive income6,203
 1,928
 521
 8,652
(574) (618) —
 (1,192)
Balance at December 31, 2014(9,498) (95) 2,613
 (6,980)
Other comprehensive loss before reclassifications(11,143) (1,714) (610) (13,467)
Amounts reclassified from accumulated other comprehensive income10,481
 1,217
 —
 11,698
Balance at December 31, 2015$(10,160) $(592) $2,003
 $(8,749)
Balance at December 31, 2018$9,716
 $4,299
 $1,093
 $15,108

(1)Amount reclassified from accumulated other comprehensive income (loss) is included in interest expense in the respective consolidated statements of operations. As of December 31, 20152018 and 2014,2017, the deferred net losses from these terminated hedges, which is included in accumulated other comprehensive loss relating to net unrealized loss on derivative instrument, was $9.7$1.3 million and $11.8$3.2 million, respectively.
(2)Amount reclassified from accumulated other comprehensive income (loss) is included in equity in net income from unconsolidated joint ventures in the respective consolidated statements of operations.

133
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

16. Fair Value Measurements
We are required to disclose fair value information with regard to our financial instruments, whether or not recognized in the consolidated balance sheets, for which it is practical to estimate fair value. The FASB guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. We measure and/or disclose the estimated fair value of financial assets and liabilities based on a hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. This hierarchy consists of three broad levels: Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date; Level 2 - inputs other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and Level 3 - unobservable inputs for the asset or liability that are used when little or no market data is available. We follow this hierarchy for our assets and liabilities measured at fair value on a recurring and nonrecurring basis. In instances in which the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level of input that is significant to the fair value measurement in its entirety. Our assessment of the significance of the particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability.
The following tables set forth the assets and liabilities that we measure at fair value on a recurring and non-recurring basis by their levels in the fair value hierarchy at December 31, 20152018 and 20142017 (in thousands):

124
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018

 December 31, 2015
 Total Level 1 Level 2 Level 3
Assets:       
Marketable securities$45,138
 $4,704
 $40,434
 $—
Interest rate cap and swap agreements (included in other assets)$204
 $—
 $204
 $—
Liabilities:       
Interest rate cap swap agreements (included in accrued interest payable and other liabilities)$10,776
 $—
 $10,776
 $—

December 31, 2014December 31, 2018
Total Level 1 Level 2 Level 3Total Level 1 Level 2 Level 3
Assets:              
Marketable securities$39,429
 $4,332
 $35,097
 $—
$28,638
 $—
 $28,638
 $—
Interest rate swap agreements (included in other assets)$2,174
 $—
 $2,174
 $—
Interest rate cap and swap agreements (included in other assets)$18,676
 $—
 $18,676
 $—
Liabilities:              
Interest rate swap agreements (included in accrued interest payable and other liabilities)$14,728
 $—
 $14,728
 $—
Interest rate cap and swap agreements (included in other liabilities)$7,663
 $—
 $7,663
 $—
 December 31, 2017
 Total Level 1 Level 2 Level 3
Assets:       
Marketable securities$28,579
 $—
 $28,579
 $—
Interest rate cap and swap agreements (included in other assets)$16,692
 $—
 $16,692
 $—
We determine other than temporary impairment in real estate investments and debt and preferred equity investments, including intangibles primarily utilizing cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. All of which are classified as Level 3 inputs.
In December 2018, the Company determined that it was more likely than not that its suburban properties would be sold or otherwise disposed of significantly before the end of their previously estimated useful life. The marketableCompany tested the recoverability of the assets and, as a result of the carrying amount of the assets not being deemed recoverable and exceeding their fair value as measured on a asset by asset basis, recorded a $221.9 million impairment loss. These charges are included in depreciable real estate reserves and impairment in the consolidated statement of operations. The fair value of the assets were determined primarily utilizing cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. All of which are classified as Level 3 inputs.
In May 2018, the Company was the successful bidder at the foreclosure of 2 Herald Square, at which time the Company's $250.5 million outstanding principal balance and $7.7 million accrued interest balance receivables were credited to our equity investment in the property. We recorded the assets acquired and liabilities assumed at fair value. This resulted in the recognition of a fair value adjustment of $8.1 million, which is reflected on the Company's consolidated statement of operations within purchase price and other fair value adjustments. This fair value was determined by utilizing our successful bid at the foreclosure of the asset, the agreement to sell a partial interest in the property, and cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as a sales comparison approach, which utilizes comparable sales, listings and sales contracts, all of which are classified as Level 3 inputs.
In January 2018, the partnership agreement for our investment in 919 Third Avenue was modified resulting in the Company no longer having a controlling interest in this investment. As a result the investment was deconsolidated as of January 1, 2018. The Company recorded its non-controlling interest at fair value resulting in a $49.3 million fair value adjustment in the consolidated statement of operations. This fair value was determined using a third party valuation which primarily utilized cash flow projections that apply, among other things, estimated revenue and expense growth rates, discount rates and capitalization rates, as well as sales comparison approach, which utilizes comparable sales, listings and sales contracts. All of which are classified as Level 3 inputs.
Marketable securities classified as Level 1 wereare derived from quoted prices in active markets. The valuation technique used to measure the fair value of the marketable securities classified as Level 2 were valued based on quoted market prices or model driven valuations using the significant inputs derived from or corroborated by observable market data. Marketable securities in an unrealized loss position are not considered to be other than temporarily impaired. We do not intend to sell these securities and it is not more likely than not that we will be required to sell the investments before recovery of their amortized cost bases.
The fair value of derivative instruments is based on current market data received from financial sources that trade such instruments and are based on prevailing market data and derived from third party proprietary models based on well-recognized financial principles and reasonable estimates about relevant future market conditions, which are classified as Level 2 inputs.

125
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


The financial assets and liabilities that are not measured at fair value on our consolidated balance sheets include cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses, debt and preferred equity

134
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

investments, mortgages and other loans payable and other secured and unsecured debt. The carrying amount of cash and cash equivalents, restricted cash, accounts receivable, and accounts payable and accrued expenses reported in our consolidated balance sheets approximates fair value due to the short term nature of these instruments. The fair value of debt and preferred equity investments, which is classified as Level 3, is estimated by discounting the future cash flows using current interest rates at which similar loans with the same maturities would be made to borrowers with similar credit ratings. The fair value of borrowings, which is classified as Level 3, is estimated by discounting the contractual cash flows of each debt instrument to their present value using adjusted market interest rates, which is provided by a third-party specialist.
The following table provides the carrying value and fair value of these financial instruments as of December 31, 20152018 and December 31, 20142017 (in thousands):
December 31, 2015 December 31, 2014December 31, 2018 December 31, 2017
Carrying Value Fair Value Carrying Value Fair Value
Carrying Value (1)
 Fair Value 
Carrying Value (1)
 Fair Value
              
Debt and preferred equity investments$1,670,020
 (1)
 $1,408,804
 (1)
$2,099,393
 
(2) 
 $2,114,041
 
(2) 
  

      

    
Fixed rate debt$7,232,254
 $7,591,388
 $6,140,786
 $6,565,236
$3,543,476
 $3,230,127
 $4,305,165
 $4,421,866
Variable rate debt(2)
3,202,494
 3,179,186
 2,291,943
 2,315,952
2,048,442
 2,057,966
 1,605,431
 1,612,224
$10,434,748
 $10,770,574
 $8,432,729
 $8,881,188
$5,591,918
 $5,288,093
 $5,910,596
 $6,034,090

(1)Amounts exclude net deferred financing costs.
(2)At December 31, 2015,2018, debt and preferred equity investments had an estimated fair value ranging between $1.7$2.1 billion and $1.8$2.3 billion. At December 31, 2014,2017, debt and preferred equity investments had an estimated fair value ranging between $1.5$2.1 billion and $1.8$2.3 billion.
(2)Includes the $29.0 million mortgage at 248-252 Bedford Avenue that is included in liabilities related to assets held for sale on the consolidated balance sheets at December 31, 2015. Includes the $253.9 million mortgage at 180 Maiden Lane that is included in liabilities related to assets held for sale on the consolidated balance sheets at December 31, 2014.
Disclosure about fair value of financial instruments was based on pertinent information available to us as of December 31, 20152018 and 2014.2017. Although we are not aware of any factors that would significantly affect the reasonable fair value amounts, such amounts have not been comprehensively revalued for purposes of these financial statements since that date and current estimates of fair value may differ significantly from the amounts presented herein.
17. Financial Instruments: Derivatives and Hedging
In the normal course of business, we use a variety of commonly used derivative instruments, such as interest rate swaps, caps, collar and floors, to manage, or hedge interest rate risk. We hedge our exposure to variability in future cash flows for forecasted transactions in addition to anticipated future interest payments on existing debt. We recognize all derivatives on the balance sheetssheet at fair value. Derivatives that are not hedges are adjusted to fair value through earnings. If a derivative is a hedge, depending on the nature of the hedge, changes in the fair value of the derivative will either be offset against the change in fair value of the hedge asset, liability, or firm commitment through earnings, or recognized in other comprehensive income until the hedged item is recognized in earnings. The ineffective portion of a derivative's change in fair value will be immediately recognized in earnings. Reported net income and equity may increase or decrease prospectively, depending on future levels of interest rates and other variables affecting the fair values of derivative instruments and hedged items, but will have no effect on cash flows. Currently, all of our designated derivative instruments are effective hedging instruments.
The following table summarizes the notional value at inception and fair value of our consolidated derivative financial instruments at December 31, 20152018 based on Level 2 information. The notional value is an indication of the extent of our involvement in these instruments at that time, but does not represent exposure to credit, interest rate or market risks (amounts in thousands).

135126
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


Notional
Value
 
Strike
Rate
 
Effective
Date
 
Expiration
Date
 Balance Sheet Location 
Fair
Value
Notional
Value
 
Strike
Rate
 
Effective
Date
 
Expiration
Date
 Balance Sheet Location 
Fair
Value
Interest Rate Cap - Sold$504,000
 4.750% May 2014 May 2016 Other Liabilities $—
Interest Rate Cap504,000
 4.750% May 2014 May 2016 Other Assets —
Interest Rate Cap500,000
 4.750% October 2014 May 2016 Other Assets —
Interest Rate Cap - Sold500,000
 4.750% November 2014 May 2016 Other Liabilities —
Interest Rate Swap$200,000
 1.131% July 2016 July 2023 Other Assets $11,148
Interest Rate Swap100,000
 1.161% July 2016 July 2023 Other Assets 5,447
Interest Rate Cap446,000
 4.750% October 2014 May 2016 Other Assets —
137,500
 4.000% September 2017 September 2019 Other Assets —
Interest Rate Swap200,000
 0.938% October 2014 December 2017 Other Assets 71
100,000
 1.928% December 2017 November 2020 Other Assets 1,045
Interest Rate Swap150,000
 0.940% October 2014 December 2017 Other Assets 47
100,000
 1.934% December 2017 November 2020 Other Assets 1,035
Interest Rate Swap150,000
 0.940% October 2014 December 2017 Other Assets 47
150,000
 2.696% January 2019 January 2024 Other Liabilities (1,858)
Interest Rate Swap144,000
 2.236% December 2012 December 2017 Other Liabilities (3,516)150,000
 2.721% January 2019 January 2026 Other Liabilities (2,450)
Interest Rate Swap86,400
 1.948% December 2012 December 2017 Other Liabilities (1,630)200,000
 2.740% January 2019 January 2026 Other Liabilities (3,354)
Interest Rate Swap72,000
 2.310% December 2012 December 2017 Other Liabilities (1,862)
Interest Rate Swap72,000
 1.345% December 2012 December 2017 Other Liabilities (522)
Interest Rate Swap72,000
 2.310% December 2012 December 2017 Other Liabilities (1,859)
Interest Rate Swap57,600
 1.990% December 2012 December 2017 Other Liabilities (1,134)
Interest Rate Swap30,000
 2.295% July 2010 June 2016 Other Liabilities (241)
Interest Rate Swap14,409
 0.500% January 2015 January 2017 Other Assets 36
Interest Rate Swap8,018
 0.852% February 2015 February 2017 Other Liabilities (12)
Interest Rate Cap137,500
 4.000% September 2015 September 2017 Other Assets 3
    $(10,572)    $11,013
During the years ended December 31, 2015, 2014,2018, 2017, and 2013,2016, we recorded a $0.2 million loss, a $0.5 million loss, and a $0.5 million gain, respectively, on the changes in the fair value, of $15,000, $61,000, and $16,000 respectively, which is included in interest expense onin the consolidated statements of operations.
The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. As of December 31, 20152018, the fair value of derivatives in a net liability position, including accrued interest but excluding any adjustment for nonperformance risk related to these agreements, was $11.3$7.7 million. As of December 31, 20152018, the Company has not posted any collateral related to these agreements and was not in breach of any agreement provisions. If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value of $11.3$7.7 million at December 31, 20152018.
Gains and losses on terminated hedges are included in accumulated other comprehensive loss,income, and are recognized into earnings over the term of the related mortgage obligation. Over time, the realized and unrealized gains and losses held in accumulated other comprehensive lossincome will be reclassified into earnings as an adjustment to interest expense in the same periods in which the hedged interest payments affect earnings. We estimate that $5.5$2.5 million of the current balance held in accumulated other comprehensive lossincome will be reclassified into interest expense and $0.7$0.6 million of the portion related to our share of joint venture accumulated other comprehensive lossincome will be reclassified into equity in net income from unconsolidated joint ventures within the next 12 months.
The following table presents the effect of our derivative financial instruments and our share of our joint ventures' derivative financial instruments that are designated and qualify as hedging instruments on the consolidated statements of operations for the years ended December 31, 20152018, 2017, and 2014,2016, respectively (in thousands):

136
  
Amount of (Loss) Gain
Recognized in
Other Comprehensive Loss
(Effective Portion)
 Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income 
Amount of Loss
Reclassified from
Accumulated Other Comprehensive Loss into Income
(Effective Portion)
 Location of (Loss) Gain Recognized in Income on Derivative 
Amount of (Loss) Gain 
Recognized into Income
(Ineffective Portion)
  Year Ended
December 31,		  Year Ended
December 31,		  Year Ended
December 31,
Derivative 2018 2017 2016  2018 2017 2016  2018 2017 2016
Interest Rate Swaps/Caps $(2,284) $(2,282) $14,616
 Interest expense $609
 $1,821
 $9,521
 Interest expense $(559) $5
 $(28)
Share of unconsolidated joint ventures' derivative instruments (1,788) (200) 2,012
 Equity in net income from unconsolidated joint ventures 726
 1,035
 1,981
 Equity in net income from unconsolidated joint ventures (371) 55
 785
  $(4,072) $(2,482) $16,628
   $1,335
 $2,856
 $11,502
   $(930) $60
 $757

127
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

  
Amount of (Loss) Gain
Recognized in
Other Comprehensive
Loss
(Effective Portion)
 Location of (Loss) Reclassified from Accumulated Other Comprehensive Loss into Income 
Amount of Loss
 Reclassified from
Accumulated Other
Comprehensive Loss  into Income
(Effective Portion)
 Location of (Loss) or Gain Recognized in Income on Derivative 
Amount of (Loss) or Gain 
Recognized into Income
(Ineffective Portion)
  Year Ended
December 31,		  Year Ended
December 31,		  Year Ended
December 31,
Derivative 2015 2014 2013  2015 2014 2013  2015 2014 2013
Interest Rate Swaps/Caps $(11,607) $(703) $(68) Interest expense $10,892
 $6,431
 $1,933
 Interest expense $(422) $4
 $3
Share of unconsolidated joint ventures' derivative instruments (1,779) 2,916
 6,553
 Equity in net income from unconsolidated joint ventures 1,265
 1,999
 5,072
 Equity in net income from unconsolidated joint ventures (19) —
 —
  $(13,386) $2,213
 $6,485
   $12,157
 $8,430
 $7,005
   $(441) $4
 $3
2018


18. Rental Income
The Operating Partnership is the lessor and the sublessor to tenants under operating leases with expiration dates ranging from January 1, 20162019 to 2064. The minimum rental amounts due under the leases are generally either subject to scheduled fixed increases or adjustments. The leases generally also require that the tenants reimburse us for increases in certain operating costs and real estate taxes above their base year costs. Approximate future minimum rents to be received over the next five years and thereafter for non-cancelable operating leases in effect at December 31, 20152018 for the consolidated properties, including consolidated joint venture properties, and our share of unconsolidated joint venture properties are as follows (in thousands):
 
Consolidated
Properties
 
Unconsolidated
Properties
 
Consolidated
Properties
 
Unconsolidated
Properties
2016 $1,181,279
 $175,027
2017 1,162,046
 181,804
2018 1,087,356
 177,630
2019 996,282
 167,695
 $830,336
 $348,060
2020 940,948
 158,575
 765,610
 375,228
2021 625,956
 380,886
2022 562,250
 348,222
2023 500,499
 333,501
Thereafter 6,780,451
 958,010
 3,272,014
 2,098,995
 $12,148,362
 $1,818,741
 $6,556,665
 $3,884,892

19. Benefit Plans
The building employees are covered by multi-employer defined benefit pension plans and post-retirement health and welfare plans. We participate in the Building Service 32BJ, or Union, Pension Plan and Health Plan. The Pension Plan is a multi-employer, non-contributory defined benefit pension plan that was established under the terms of collective bargaining agreements between the Service Employees International Union, Local 32BJ, the Realty Advisory Board on Labor Relations, Inc. and certain other employees. This Pension Plan is administered by a joint board of trustees consisting of union trustees and employer trustees and operates under employer identification number 13-1879376. The Pension Plan year runs from July 1 to June 30. Employers contribute to the Pension Plan at a fixed rate on behalf of each covered employee. Separate actuarial information regarding such pension plans is not made available to the contributing employers by the union administrators or trustees, since the plans do not maintain separate records for each reporting unit. However, on September 28, 2013,2016, September 30, 2014,28, 2017, and September 28, 2015,2018, the actuary certified that for the plan years beginning July 1, 2013,2016, July 1, 2014,2017, and July 1, 2015, respectively,2018, the Pension Plan was in critical status under the Pension Protection Act of 2006. The Pension Plan trustees adopted a rehabilitation plan consistent with this requirement. No surcharges have been paid to the Pension Plan as of December 31, 2015. The2018. For the Pension Plan years ended June 30, 2018, 2017, and 2016, the plan received contributions from employers totaling $242.3$272.3 million, $226.7$257.8 million, and $221.9 million, for$249.5 million. Our contributions to the plan years beginning July 1, 2012, July 2013 and July 2014, respectively.

137
TablePension Plan represent less than 5.0% of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notestotal contributions to Consolidated Financial Statements (cont.)the plan.
December 31, 2015

The Health Plan was established under the terms of collective bargaining agreements between the Union, the Realty Advisory Board on Labor Relations, Inc. and certain other employers. The Health Plan provides health and other benefits to eligible participants employed in the building service industry who are covered under collective bargaining agreements, or other written agreements, with the Union. The Health Plan is administered by a Board of Trustees with equal representation by the employers and the Union and operates under employer identification number 13-2928869. The Health Plan receives contributions in accordance with collective bargaining agreements or participation agreements. Generally, these agreements provide that the employers contribute to the Health Plan at a fixed rate on behalf of each covered employee. For the Health planPlan years ended, June 30, 2015, 2014,2018, 2017, and 2013,2016, the plan received contributions from employers totaling $1.1$1.4 billion, $1.0$1.3 billion and $923.5 million,$1.2 billion, respectively. Our contributions to the Health Plan represent less than 5.0% of total contributions to the plan.
Contributions we made to the multi-employer plans for the years ended December 31, 2015, 20142018, 2017 and 20132016 are included in the table below (in thousands):
Benefit Plan2015 2014 20132018 2017 2016
Pension Plan$2,732
 $2,807
 $2,765
$3,017
 $3,856
 $3,979
Health Plan8,736
 8,470
 8,522
9,310
 11,426
 11,530
Other plans5,716
 5,838
 6,006
1,106
 1,463
 1,583
Total plan contributions$17,184
 $17,115
 $17,293
$13,433
 $16,745
 $17,092
401(K) Plan
In August 1997, we implemented a 401(K) Savings/Retirement Plan, or the 401(K) Plan, to cover eligible employees of ours, and any designated affiliate. The 401(K) Plan permits eligible employees to defer up to 15% of their annual compensation,

128
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2018


subject to certain limitations imposed by the Code. The employees' elective deferrals are immediately vested and non-forfeitable upon contribution to the 401(K) Plan. During 2000, we amended our 401(K) Plan to include a matching contribution, subject to ERISA limitations, equal to 50% of the first 4% of annual compensation deferred by an employee. During 2003, we amended our 401(K) Plan to provide for discretionary matching contributions only. For 2015, 20142018, a matching contribution equal to 100% of the first 4% of annual compensation was made. For 2017 and 2013,2016, a matching contribution equal to 50% of the first 6% of annual compensation was made. For eachthe year ended December 31, 2018, we made a matching contribution of $1,075,267. For the years ended December 31, 2015, 20142017 and 2013,2016, we made matching contributions of $550,000.$1,011,830 and $906,875, respectively.

20. Commitments and Contingencies
Legal Proceedings
As of December 31, 2015,2018, the Company and the Operating Partnership were not involved in any material litigation nor, to management's knowledge, was any material litigation threatened against us or our portfolio which if adversely determined could have a material adverse impact on us other than routine litigation arising in the ordinary course of business or litigation that is adequately covered by insurance.us.
Environmental Matters
Our management believes that the properties are in compliance in all material respects with applicable Federal, state and local ordinances and regulations regarding environmental issues. Management is not aware of any environmental liability that it believes would have a materially adverse impact on our financial position, results of operations or cash flows. Management is unaware of any instances in which it would incur significant environmental cost if any of our properties were sold.
Employment Agreements
We have entered into employment agreements with certain executives, which expire between January 2016February 2020 and January 2019.2022. The minimum cash-based compensation, including base salary and guaranteed bonus payments, associated with these employment agreements total $5.0$3.3 million for 2016. In addition these employment agreements provide for deferred compensation awards based on our stock price and which were valued at $1.5 million on the grant date. The value of these awards may change based on fluctuations in our stock price.2019.

138
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 2015

Insurance
We maintain “all-risk” property and rental value coverage (including coverage regarding the perils of flood, earthquake and terrorism)terrorism, excluding nuclear, biological, chemical, and radiological terrorism ("NBCR")), within three property insurance portfoliosprograms and liability insurance. The firstSeparate property portfolio maintains a blanket limit of $950.0 million per occurrence, including terrorism, for the majority of the New York City properties in our portfolio and expires December 31, 2017. The second portfolio maintains a limit of $1.5 billion per occurrence, including terrorism, for several New York City properties and the majority of the Suburban properties and expires December 31, 2017. Each of these policies includes $100.0 million of flood coverage, with a lower sublimit for locations in high hazard flood zones. A third blanket property policy covers most of our residential assets and maintains a limit of $380.1 million per occurrence, including terrorism, for our residential properties and expires January 31, 2018. We maintain two liability policies which cover all our properties and provide limits of $201.0 million per occurrence and in the aggregate per location. The liability policies expire on October 31, 2016 and January 31, 2017 and cover our commercial and residential assets, respectively. Additional coverage may be purchased on a stand-alone basis for certain assets.
In October 2006, we formedassets, such as the development of One Vanderbilt. Additionally, one of our captive insurance companies, Belmont Insurance Company, or Belmont, provides coverage for NBCR terrorist acts above a wholly-owned taxable REIT subsidiary, Belmont, to act as aspecified trigger. Belmont's retention is reinsured by our other captive insurance company, and as one ofTiconderoga Insurance Company ("Ticonderoga"). If Belmont or Ticonderoga are required to pay a claim under our insurance policies, we would ultimately record the elements of our overall insurance program. Belmont is a subsidiary of ours. Belmont was formed in an effort to, among other reasons, stabilize the fluctuations of insurance market conditions. Belmont is licensed in New York to write Terrorism, NBCR (nuclear, biological, chemical, and radiological), General Liability, Environmental Liability and D&O coverage.
On January 12, 2015, the Terrorism Risk Insurance Program Reauthorization and Extension Act of 2007 (TRIPRA) (formerly the Terrorism Risk Insurance Act) was reauthorized until December 31, 2020 pursuantloss to the Terrorism Insurance Program Reauthorization and Extension Actextent of 2015. The TRIPRA extends the federal Terrorism Insurance Program that requires insurance companies to offer terrorism coverage and provides for compensation for insured losses resulting from acts of certified terrorism, subject to the current program trigger of $100.0 million, which will increase by $20 million per annum, commencing December 31, 2015. Our debt instruments, consisting of mortgage loans secured by our properties (which are generally non-recourse to us), mezzanine loans, ground leases, our 2012 credit facility, senior unsecured notes and other corporate obligations, contain customary covenants requiring us to maintain insurance. Although we believe that we currently maintain sufficient insurance coverage to satisfy these obligations,required payments. However, there is no assurance that in the future we will be able to procure coverage at a reasonable cost. In such instances, there can be no assuranceFurther, if we experience losses that are uninsured or that exceed policy limits, we could lose the lenders or ground lessors under thesecapital invested in the damaged properties as well as the anticipated future cash flows from those properties. Additionally, our debt instruments will not take the position that a total or partial exclusion from “all-risk” insurance coverage for losses due to terrorist acts is a breach of these debt and ground lease instruments allowing the lenders or ground lessors to declare an event of default and accelerate repayment of debt or recapture of ground lease positions. In addition, if lenders prevail in asserting that we are requiredcontain customary covenants requiring us to maintain full coverage for these risks,insurance and we could default under debt our instruments if the cost and/or availability of certain types of insurance make it could result in substantially higher insurance premiums.
We ownimpractical or impossible to comply with such covenants relating to insurance. Belmont and Ticonderoga provide coverage solely on properties owned by the accounts of Belmont are partCompany or its affiliates.
Furthermore, with respect to certain of our consolidated financial statements. If Belmont experiences a loss and is required to pay under its insurance policy, we would ultimately record the loss to the extent of Belmont’s required payment. Therefore, insurance coverage providedproperties, including properties held by Belmont should not be considered as the equivalent of third-party insurance, but rather as a modified form of self-insurance.
We monitor all properties that arejoint ventures, or subject to triple net leases, insurance coverage is obtained by a third-party and we do not control the coverage. While we may have agreements with such third parties to ensure that tenants are providingmaintain adequate coverage.  Certain joint ventures may be covered under policies separate from our policies, at coverage limits whichand we deem to be adequate.  We continually monitor these policies.  Although we consider our insurancepolicies, such coverage to be appropriate, in the event of a major catastrophe, weultimately may not have sufficient coverage to replace certain properties.be maintained or adequately cover our risk of loss.
Belmont had loss reserves of $6.4$4.0 million and $6.1$5.5 million as of December 31, 20152018 and 2014,2017, respectively. Ticonderoga had no loss reserves as of December 31, 2018.
Capital and Ground Leases Arrangements
In 2015, we entered into a ground lease for the land and building located at 30 East 40th Street with a lease term ending in August 2114. Based on our evaluation of the arrangement under ASC 840, land was estimated to be approximately 63.6% of the fair market value of the property. The portion attributable to land was classified as operating lease with an expiration date of 2114 ($76.0 million total over the lease term attributed to ground rent) and the remainder as a capital lease in the amount of $20.0 million. The ground rent will reset in 2035.
In November 2013, we renewed and extended the maturity date of the ground leaseThe property located at 420 Lexington Avenue from December 31, 2029 through December 31, 2050, with two options for further extension through December 2085. Groundoperates under a ground lease ($10.9 million of ground rent payments will be $10.9 million annually through December 2019, $11.2 million of ground rent annually through December 2029, and then beginning in January 2030 through the remaining lease term, a minimum annual rent of $12.3 million annually afterwards, subject to a one-time adjustment based on 6% of the fair value of the land.

139129
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


In October 2012, we, togetherto a one-time adjustment based on 6% of the fair value of the land) with Stonehenge Partners, acquired a leasehold positionan expiration date of 2050 and two options to renew for an additional 30 years.
The property located at 1080 Amsterdam Avenue. The joint venture prepaid $13.0Avenue operates under a ground and capital lease with an expiration date of 2111 ($41.6 million of ground lease rent, which will be applied against rental paymentstotal over the lease term of the lease. The lease will expire on July 31, 2111 or earlier in accordance with the terms of the lease agreement.attributed to ground rent). Land was estimated to be 40.0% of the fair market value of the property. The portion of the lease attributed to landproperty, which was classified as an operating lease and thelease. The remainder was classified as a capital lease which had a cost basis of $27.4 million and accumulated amortization of $0.4 million as of December 31, 2015.lease. The ground rent will reset in 2038.
The property located at 711 Third Avenue operates under an operating sub-lease which expires in 2083.with an expiration date of 2033 and five options to renew for an additional 10 years each. The ground rent was reset in July 2011. Following the reset, we arewere responsible for ground rent payments of $5.25 million annually through July 2016 and then $5.5 million annually thereafter on the 50% portion of the fee that we do not own. The ground rent will reset in July 2021 to the greater of $5.5 million or 7.75% of the fair value of the land.
The property located at 461 Fifth Avenue operates under a ground lease ($2.1 million of ground rent annually) with an expiration date of 2027 and two options to renew for an additional 21 years each, followed by a third option for 15 years. We also have an option to purchase the fee position for a fixed price on a specific date.
The property located at 625 Madison Avenue operates under a ground lease ($4.6 million of ground rent annually) with an expiration date of 2022 and two options to renew for an additional 2332 years.
The property located at 1185 Avenue of the Americas operates under a ground lease ($6.9 million of ground rent annually) with an expiration date of 2043 and2043.
The property located at 1055 Washington Boulevard operates under a ground lease ($0.6 million of ground rent annually) with an option to renew for an additional 23 years.expiration date of 2090.
The following is a schedule of future minimum lease payments under capital leases and non-cancellable operating leases with initial terms in excess of one year as of December 31, 20152018 (in thousands):
 Capital lease 
Non-cancellable
operating leases
 Capital lease 
Non-cancellable
operating leases (1)
2016 $2,266
 $30,816
2017 2,387
 31,049
2018 2,387
 31,049
2019 2,411
 31,066
 $2,411
 $31,066
2020 2,620
 31,436
 2,620
 31,436
2021 2,794
 31,628
2022 2,794
 29,472
2023 2,794
 27,166
Thereafter 825,483
 764,352
 817,100
 676,090
Total minimum lease payments 837,554
 $919,768
 $830,513
 $826,858
Less amount representing interest (796,194)  
Amount representing interest (786,897)  
Capital lease obligations $41,360
   $43,616
  
(1)As of December 31, 2018, the total minimum sublease rentals to be received in the future under non-cancellable subleases is $1.7 billion.
21. Segment Information
The Company is a REIT engaged in all aspects of property ownership and management including investment, leasing operations, capital improvements, development and redevelopment, financing, construction and maintenance in the New York Metropolitan area and havehas two reportable segments, real estate and debt and preferred equity.equity investments. We evaluate real estate performance and allocate resources based on earnings contribution to income from continuing operations.contributions.
The primary sources of revenue are generated from tenant rents and escalations and reimbursement revenue. Real estate property operating expenses consist primarily of security, maintenance, utility costs, insurance, real estate taxes and ground rent expense (at certain applicable properties). See Note 5, "Debt and Preferred Equity Investments," for additional details on our debt and preferred equity investments.

140130
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


Selected consolidated results of operations for the years ended December 31, 2015, 2014,2018, 2017, and 2013,2016, and selected asset information as of December 31, 20152018 and 2014,2017, regarding our operating segments are as follows (in thousands):
  Real Estate Segment Debt and Preferred Equity Segment Total Company
Total revenues      
Years ended:      
December 31, 2015 $1,481,701
 $181,128
 $1,662,829
December 31, 2014 1,341,163
 178,815
 1,519,978
December 31, 2013 1,177,222
 193,843
 1,371,065
Income from continuing operations before equity in net gain on sale of interest in unconsolidated joint venture/real estate, purchase price fair value adjustment, gain on sale of real estate and depreciable real estate reserves      
Years ended:      
December 31, 2015 $(63,345) $153,585
 $90,240
December 31, 2014 22,178
 150,852
 173,030
December 31, 2013 (49,793) 159,193
 109,400
Total assets      
As of:      
December 31, 2015 $18,175,665
 $1,682,276
 $19,857,941
December 31, 2014 15,671,662
 1,424,925
 17,096,587
  Real Estate Segment Debt and Preferred Equity Segment Total Company
Total revenues      
Years ended:      
December 31, 2018 $1,025,900
 $201,492
 $1,227,392
December 31, 2017 1,317,602
 193,871
 1,511,473
December 31, 2016 1,650,973
 213,008
 1,863,981
Net Income      
Years ended:      
December 31, 2018 $129,253
 $141,603
 $270,856
December 31, 2017 (69,294) 170,363
 101,069
December 31, 2016 74,655
 204,256
 278,911
Total assets      
As of:      
December 31, 2018 $10,481,594
 $2,269,764
 $12,751,358
December 31, 2017 11,598,438
 2,384,466
 13,982,904
Income from continuing operations represents total revenues less total expenses for the real estate segment and total investment income less allocated interest expense for the debt and preferred equity segment. Interest costs for the debt and preferred equity segment areinclude actual costs incurred for borrowings on the 2016 MRA and 2017 MRA. Interest is imputed assumingon the portfolio is 100% leveraged byinvestments that do not collateralize the 2016 MRA or 2017 MRA using our 2012 revolving credit facility andweighted average corporate borrowing cost. We also allocate loan loss reserves, net of recoveries, and transaction related costs to the debt and preferred equity segment. We do not allocate marketing, general and administrative expenses (totaling $94.9 million, $92.5 million, and $86.2 million for the years ended December 31, 2015, 2014, and 2013 respectively) to the debt and preferred equity segment since the use of personnel and resources is dependent on transaction volume between the two segments and varies period over period. In addition, we base performance on the individual segments prior to allocating marketing, general and administrative expenses. For the years ended, December 31, 2018, 2017, and 2016 marketing, general and administrative expenses totaled $92.6 million, $100.5 million, and $99.8 million respectively. All other expenses, except interest, relate entirely to the real estate assets.
There were no transactions between the above two segments.
The table below reconciles income from continuing operations to net income for the years ended December 31, 2015, 2014, and 2013 (in thousands):
  Year ended December 31,
  2015 2014 2013
Income from continuing operations before equity in net gain on sale of interest in unconsolidated joint venture/real estate, purchase price fair value adjustment, gain on sale of real estate and depreciable real estate reserves $90,240
 $173,030
 $109,400
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 15,844
 123,253
 3,601
Purchase price fair value adjustment 40,078
 67,446
 (2,305)
Gain on sale of real estate 175,974
 —
 —
Depreciable real estate reserves (19,226) —
 —
Income from continuing operations 302,910
 363,729
 110,696
Net income from discontinued operations 427
 19,075
 25,687
Gain on sale of discontinued operations 14,122
 163,059
 14,900
Net income $317,459
 $545,863
 $151,283

141131
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


22. Quarterly Financial Data of the Company (unaudited)
Summarized quarterly financial data for the years ended December 31, 20152018 and 2014, which is reflective of the reclassification of the properties sold or held for sale during 2015 and 2014 as discontinued operations (see Note 4, "Properties Held for Sale and Dispositions"),2017 was as follows (in thousands, except for per share amounts):
2015 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$425,390
 $432,066
 $409,074
 $396,299
Income from continuing operations before equity in net (loss) gain, gain on sale of interest in unconsolidated joint venture/real estate, purchase price fair value adjustment, gain on sale of real estate, depreciable real estate reserves and loss on early extinguishment of debt47,760
 11,637
 (36,137) 33,654
Equity in net (loss) gain on sale of interest in unconsolidated joint venture/real estate(206) 15,281
 769
 —
Purchase price fair value adjustment40,078
 —
 —
 —
Gain on sale of real estate16,270
 159,704
 —
 —
Depreciable real estate reserves—
 (19,226) —
 —
Loss on early extinguishment of debt—
 —
 —
 (49)
Net income from discontinued operations—
 —
 —
 427
Gain on sale of discontinued operations1,139
 —
 —
 12,983
Net income (loss) attributable to SL Green105,041
—
167,396
—
(35,368) 47,015
Perpetual preferred stock dividends(3,738) (3,738) (3,738) (3,738)
Net income (loss) attributable to SL Green common stockholders$101,303
 $163,658
 $(39,106) $43,277
Net income (loss) attributable to common stockholders per common share—basic$1.02
 $1.64
 $(0.39) $0.44
Net income (loss) attributable to common stockholders per common share—diluted$1.01
 $1.64
 $(0.39) $0.44
2018 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$317,036
 $307,545
 $301,116
 $301,695
Total expenses(267,678) (265,553) (258,303) (258,282)
Equity in net income from unconsolidated joint ventures(2,398) 971
 4,702
 4,036
Equity in net gain (loss) on sale of interest in unconsolidated joint venture/real estate167,445
 70,937
 72,025
 (6,440)
Gain (loss) on sale of real estate, net(36,984) (2,504) (14,790) 23,521
Purchase price and other fair value adjustments—
 (3,057) 11,149
 49,293
Depreciable real estate reserves and impairment(220,852) (6,691) —
 —
Loss on early extinguishment of debt(14,889) (2,194) —
 —
Noncontrolling interests and preferred unit distributions838
 (7,507) (8,606) (8,319)
Net income attributable to SL Green(57,482)
91,947
 107,293
 105,504
Perpetual preferred stock dividends(3,737) (3,738) (3,737) (3,738)
Net (loss) income attributable to SL Green common stockholders$(61,219) $88,209
 $103,556
 $101,766
Net (loss) income attributable to common stockholders per common share—basic$(0.73) $1.03
 $1.19
 $1.12
Net (loss) income attributable to common stockholders per common share—diluted$(0.73) $1.03
 $1.19
 $1.12
2014 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$386,627
 $390,274
 $380,631
 $362,446
Income from continuing before equity in net gain on sale of interest in unconsolidated joint venture/real estate, (loss) gain on early extinguishment of debt, gain on sale of investment in marketable securities, net of noncontrolling interests$40,379
 $46,863
 $47,035
 $39,416
Equity in net gain on sale of interest in unconsolidated joint venture/ real estate673
 16,496
 1,444
 104,640
Purchase price fair value adjustment—
 (4,000) 71,446
 —
(Loss) gain on early extinguishment of debt(6,865) (24,475) (1,028) 3
Gain on sale of investment in marketable securities3,895
 —
 —
 —
Net income from discontinued operations3,626
 4,035
 5,645
 5,769
Gain on sale of discontinued operations18,817
 29,507
 114,735
 —
Net income attributable to SL Green60,525
 68,426
 239,277
 149,828
Perpetual preferred stock dividends(3,738) (3,738) (3,738) (3,738)
Net income attributable to SL Green common stockholders$56,787
 $64,688
 $235,539
 $146,090
Net income attributable to common stockholders per common share—basic$0.59
 $0.68
 $2.47
 $1.54
Net income attributable to common stockholders per common share—diluted$0.59
 $0.68
 $2.46
 $1.53
2017 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$361,342
 $374,600
 $398,150
 $377,381
Total expenses(314,108) (333,913) (365,749) (332,675)
Equity in net income from unconsolidated joint ventures7,788
 4,078
 3,412
 6,614
Equity in net gain on sale of interest in unconsolidated joint venture/real estate—
 1,030
 13,089
 2,047
Gain (loss) on sale of real estate, net76,497
 —
 (3,823) 567
Depreciable real estate reserves and impairment(93,184) —
 (29,064) (56,272)
Gain on the sale of investment in marketable securities—
 —
 —
 3,262
Noncontrolling interests and preferred unit distributions(6,616) (3,188) (4,056) 14,165
Net income attributable to SL Green31,719

42,607
 11,959
 15,089
Perpetual preferred stock dividends(3,737) (3,738) (3,737) (3,738)
Net income attributable to SL Green common stockholders$27,982
 $38,869
 $8,222
 $11,351
Net income attributable to common stockholders per common share—basic$0.29
 $0.40
 $0.08
 $0.11
Net income attributable to common stockholders per common share—diluted$0.29
 $0.40
 $0.08
 $0.11

142132
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Notes to Consolidated Financial Statements (cont.)
December 31, 20152018


23. Quarterly Financial Data of the Operating Partnership (unaudited)
Summarized quarterly financial data for the years ended December 31, 20152018 and 2014, which is reflective of the reclassification of the properties sold or held for sale during 2015 and 2014 as discontinued operations (see Note 4, "Properties Held for Sale and Dispositions"),2017 was as follows (in thousands, except for per share amounts):
2015 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$425,390
 $432,066
 $409,074
 $396,299
Income (loss) from continuing operations before equity in net (loss) gain on sale of interest in unconsolidated joint venture/real estate, purchase price fair value adjustment, gain on sale of real estate, depreciable real estate reserves and loss on early extinguishment of debt$51,691
 $18,104
 $(37,714) $35,397
Equity in net (loss) gain on sale of interest in unconsolidated joint venture/real estate(206) 15,281
 769
 —
Purchase price fair value adjustment40,078
 —
 —
 —
Gain on sale of real estate16,270
 159,704
 —
 —
Depreciable real estate reserves—
 (19,226) —
 —
Loss on early extinguishment of debt—
 —
 —
 (49)
Net income from discontinued operations—
 —
 —
 427
Gain on sale of discontinued operations1,139
 —
 —
 12,983
Net income attributable to SLGOP108,972
 173,863
 (36,945) 48,758
Perpetual preferred units distributions(3,738) (3,738) (3,738) (3,738)
Net income (loss) attributable to SLGOP common unitholders$105,234
 $170,125
 $(40,683) $45,020
Net income (loss) attributable to common unitholders per common unit—basic$1.02
 $1.64
 $(0.39) $0.44
Net income (loss) attributable to common unitholders per common unit—diluted$1.01
 $1.64
 $(0.39) $0.44
2014 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$386,627
 $390,274
 $380,631
 $362,446
Income from continuing operations before equity in net gain on sale of interest in unconsolidated joint venture/real estate, (loss) gain on early extinguishment of debt, gain on sale of investment in marketable securities, net of noncontrolling interests$42,837
 $49,499
 $55,680
 $44,144
Equity in net gain on sale of interest in unconsolidated joint venture/ real estate673
 16,496
 1,444
 104,640
Purchase price fair value adjustment—
 (4,000) 71,446
 —
Gain (loss) on early extinguishment of debt(6,865) (24,475) (1,028) 3
Gain on sale of investment in marketable securities3,895
 —
 —
 —
Net income from discontinued operations3,626
 4,035
 5,645
 5,769
Gain on sale of discontinued operations18,817
 29,507
 114,735
 —
Net income attributable to SLGOP62,983
 71,062
 247,922
 154,556
Perpetual preferred distributions(3,738) (3,738) (3,738) (3,738)
Net income attributable to SLGOP common unitholders$59,245
 $67,324
 $244,184
 $150,818
Net income attributable to common unitholders per common unit—basic$0.59
 $0.68
 $2.47
 $1.54
Net income attributable to common unitholders per common unit—diluted$0.59
 $0.68
 $2.46
 $1.53
2018 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$317,036
 $307,545
 $301,116
 $301,695
Total expenses(267,678) (265,553) (258,303) (258,282)
Equity in net (loss) income from unconsolidated joint ventures(2,398) 971
 4,702
 4,036
Equity in net gain (loss) on sale of interest in unconsolidated joint venture/real estate167,445
 70,937
 72,025
 (6,440)
(Loss) gain on sale of real estate, net(36,984) (2,504) (14,790) 23,521
Purchase price and other fair value adjustments—
 (3,057) 11,149
 49,293
Depreciable real estate reserves and impairment(220,852) (6,691) —
 —
Loss on early extinguishment of debt(14,889) (2,194) —
 —
Noncontrolling interests and preferred unit distributions(2,601) (2,710) (3,020) (3,047)
Net income attributable to SLOP(60,921) 96,744
 112,879
 110,776
Perpetual preferred units distributions(3,737) (3,738) (3,737) (3,738)
Net (loss) income attributable to SLGOP common unitholders$(64,658) $93,006
 $109,142
 $107,038
Net (loss) income attributable to common unitholders per common share—basic$(0.73) $1.03
 $1.19
 $1.12
Net (loss) income attributable to common unitholders per common share—diluted$(0.73) $1.03
 $1.19
 $1.12
2017 Quarter EndedDecember 31 September 30 June 30 March 31
Total revenues$361,342
 $374,600
 $398,150
 $377,381
Total expenses(314,108) (333,913) (365,749) (332,675)
Equity in net income from unconsolidated joint ventures7,788
 4,078
 3,412
 6,614
Equity in net gain on sale of interest in unconsolidated joint venture/real estate—
 1,030
 13,089
 2,047
Gain (loss) on sale of real estate, net76,497
 —
 (3,823) 567
Depreciable real estate reserves and impairment(93,184) —
 (29,064) (56,272)
Gain on the sale of investment in marketable securities—
 —
 —
 3,262
Noncontrolling interests and preferred unit distributions(5,328) (1,376) (3,637) 14,641
Net income attributable to SLOP33,007
 44,419
 12,378
 15,565
Perpetual preferred units distributions(3,737) (3,738) (3,737) (3,738)
Net income attributable to SLGOP common unitholders$29,270
 $40,681
 $8,641
 $11,827
Net income attributable to common unitholders per common share—basic$0.29
 $0.40
 $0.08
 $0.11
Net income attributable to common unitholders per common share—diluted$0.29
 $0.40
 $0.08
 $0.11

143133
Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Schedule II - Valuation and Qualifying Accounts
December 31, 20152018
(in thousands)


Column A Column B Column C Column D Column E Column B Column C Column D Column E
Description 
Balance at
Beginning of
Year
 
Additions
Charged Against
Operations
 
Uncollectible
Accounts
Written-off/Recovery
 
Balance at
End of Year
 
Balance at
Beginning of
Year
 
Additions
Charged Against
Operations
 
Uncollectible
Accounts
Written-off/Recovery (1)
 
Balance at
End of Year
Year Ended December 31, 2015        
Year Ended December 31, 2018        
Tenant and other receivables—allowance $18,068
 $8,139
 $(8,589) $17,618
 $18,637
 $3,726
 $(6,661) $15,702
Deferred rent receivable—allowance $27,411
 $2,789
 $(8,470) $21,730
 $17,207
 $491
 $(2,241) $15,457
Year Ended December 31, 2014        
Year Ended December 31, 2017        
Tenant and other receivables—allowance $17,325
 $13,533
 $(12,790) $18,068
 $16,592
 $6,106
 $(4,061) $18,637
Deferred rent receivable—allowance $30,333
 $4,140
 $(7,062) $27,411
 $25,203
 $2,321
 $(10,317) $17,207
Year Ended December 31, 2013        
Year Ended December 31, 2016        
Tenant receivables—allowance $14,341
 $13,425
 $(10,441) $17,325
 $17,618
 $10,630
 $(11,656) $16,592
Deferred rent receivable—allowance $29,580
 $7,563
 $(6,810) $30,333
 $21,730
 $13,620
 $(10,147) $25,203
(1) Includes the effect of properties that were sold and/or deconsolidated within the period.

144134
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Schedule III - Real Estate and Accumulated Depreciation
December 31, 20152018
(in thousands)

Column A Column B 
Column C
Initial Cost
 
Column D Cost
Capitalized
Subsequent To
Acquisition
 
Column E Gross Amount at Which
Carried at Close of Period
 Column F Column G Column H Column I
Description Encumbrances Land 
Building &
Improvements
 Land 
Building &
Improvements
 Land 
Building &
Improvements
 Total Accumulated Depreciation 
Date of
Construction
 
Date
Acquired
 
Life on 
Which
Depreciation is
Computed
420 Lexington Ave(1) 300,000
 —
 107,832
 —
 233,845
 —
 341,677
 341,677
 123,717
 1927 3/1998 Various
711 Third Avenue(1)(7) —
 19,844
 42,499
 —
 38,618
 19,844
 81,117
 100,961
 29,741
 1955 5/1998 Various
555 W. 57th Street(1) —
 18,846
 78,704
 —
 50,261
 18,846
 128,965
 147,811
 53,036
 1971 1/1999 Various
317 Madison Ave(1) —
 21,205
 85,559
 (21,205) (85,559) —
 —
 —
 —
 1920 6/2001 Various
220 East 42nd Street(1) 275,000
 50,373
 203,727
 635
 64,648
 51,008
 268,375
 319,383
 90,072
 1929 2/2003 Various
461 Fifth Avenue(1) —
 —
 62,695
 —
 11,527
 —
 74,222
 74,222
 24,449
 1988 10/2003 Various
750 Third Avenue(1) —
 51,093
 205,972
 —
 37,283
 51,093
 243,255
 294,348
 78,460
 1958 7/2004 Various
625 Madison Ave(1) —
 —
 246,673
 —
 38,779
 —
 285,452
 285,452
 87,625
 1956 10/2004 Various
485 Lexington Avenue(1) 450,000
 77,517
 326,825
 765
 88,570
 78,282
 415,395
 493,677
 140,556
 1956 12/2004 Various
609 Fifth Avenue(1) —
 36,677
 145,954
 —
 8,157
 36,677
 154,111
 190,788
 37,473
 1925 6/2006 Various
120 West 45th Street(1) —
 60,766
 250,922
 (60,766) (250,922) —
 —
 —
 —
 1998 1/2007 Various
810 Seventh Avenue(1) —
 114,077
 476,386
 —
 65,604
 114,077
 541,990
 656,067
 131,946
 1970 1/2007 Various
919 Third Avenue(1)(2) 500,000
 223,529
 1,033,198
 35,410
 27,639
 258,939
 1,060,837
 1,319,776
 245,932
 1970 1/2007 Various
1185 Avenue of the Americas(1) —
 —
 728,213
 —
 36,857
 —
 765,070
 765,070
 198,483
 1969 1/2007 Various
1350 Avenue of the Americas(1) —
 91,038
 380,744
 —
 32,612
 91,038
 413,356
 504,394
 102,335
 1966 1/2007 Various
1100 King Street—
1-7 International
Drive(3)
 —
 49,392
 104,376
 2,473
 17,612
 51,865
 121,988
 173,853
 31,007
 1983/1986 1/2007 Various
520 White Plains Road(3) —
 6,324
 26,096
 —
 6,720
 6,324
 32,816
 39,140
 8,617
 1979 1/2007 Various
115-117 Stevens Avenue(3) —
 5,933
 23,826
 —
 5,797
 5,933
 29,623
 35,556
 7,916
 1984 1/2007 Various
100 Summit Lake Drive(3) —
 10,526
 43,109
 —
 7,402
 10,526
 50,511
 61,037
 13,567
 1988 1/2007 Various
200 Summit Lake Drive(3) —
 11,183
 47,906
 —
 8,223
 11,183
 56,129
 67,312
 14,714
 1990 1/2007 Various
500 Summit Lake Drive(3) —
 9,777
 39,048
 —
 5,456
 9,777
 44,504
 54,281
 10,557
 1986 1/2007 Various
140 Grand Street(3) —
 6,865
 28,264
 (6,865) (28,264) —
 —
 —
 —
 1991 1/2007 Various
360 Hamilton Avenue(3) —
 29,497
 118,250
 —
 12,515
 29,497
 130,765
 160,262
 31,927
 2000 1/2007 Various
1-6 Landmark Square(4) 79,562
 50,947
 195,167
 —
 36,803
 50,947
 231,970
 282,917
 54,477
 1973-1984 1/2007 Various
7 Landmark Square(4) —
 2,088
 7,748
 (367) 84
 1,721
 7,832
 9,553
 799
 2007 1/2007 Various
680 Washington Boulevard(2)(4) —
 11,696
 45,364
 —
 5,818
 11,696
 51,182
 62,878
 12,783
 1989 1/2007 Various
750 Washington Boulevard(2)(4) —
 16,916
 68,849
 —
 6,459
 16,916
 75,308
 92,224
 17,391
 1989 1/2007 Various
1010 Washington Boulevard(4) —
 7,747
 30,423
 —
 5,223
 7,747
 35,646
 43,393
 8,732
 1988 1/2007 Various
500 West Putnam Avenue(4) 22,376
 11,210
 44,782
 —
 5,054
 11,210
 49,836
 61,046
 11,684
 1973 1/2007 Various
150 Grand Street(3) —
 1,371
 5,446
 (1,371) (5,446) —
 —
 —
 —
 1962 1/2007 Various
400 Summit Lake Drive(3) —
 38,889
 1
 285
 —
 39,174
 1
 39,175
 1
 --- 1/2007 N/A
331 Madison Avenue(1) —
 14,763
 65,241
 (14,763) (65,241) —
 —
 —
 —
 1923 4/2007 Various
1055 Washington Boulevard(4) —
 13,516
 53,228
 —
 5,297
 13,516
 58,525
 72,041
 13,747
 1987 6/2007 Various
1 Madison Avenue(1) 542,817
 172,641
 654,394
 905
 15,261
 173,546
 669,655
 843,201
 141,854
 1960 8/2007 Various
Column A Column B 
Column C
Initial Cost
 
Column D Cost
Capitalized
Subsequent To
Acquisition
 
Column E Gross Amount at Which
Carried at Close of Period
 Column F Column G Column H Column I
Description Encumbrances Land 
Building &
Improvements
 Land 
Building &
Improvements
 Land 
Building &
Improvements
 Total Accumulated Depreciation 
Date of
Construction
 
Date
Acquired
 
Life on 
Which
Depreciation is
Computed
420 Lexington Ave(1) $300,000
 $—
 $107,832
 $—
 $225,667
 $—
 $333,499
 $333,499
 $133,978
 1927 3/1998 Various
711 Third Avenue(1) —
 19,844
 42,499
 —
 73,270
 19,844
 115,769
 135,613
 45,066
 1955 5/1998 Various
555 W. 57th Street(1) —
 18,846
 78,704
 —
 62,242
 18,846
 140,946
 159,792
 69,817
 1971 1/1999 Various
220 East 42nd Street(1) —
 50,373
 203,727
 635
 161,705
 51,008
 365,432
 416,440
 108,450
 1929 2/2003 Various
461 Fifth Avenue(1) —
 —
 62,695
 —
 25,581
 —
 88,276
 88,276
 29,680
 1988 10/2003 Various
750 Third Avenue(1) —
 51,093
 205,972
 —
 45,551
 51,093
 251,523
 302,616
 101,854
 1958 7/2004 Various
625 Madison Avenue(1) —
 —
 246,673
 —
 44,646
 —
 291,319
 291,319
 118,380
 1956 10/2004 Various
485 Lexington Avenue(1) 450,000
 77,517
 326,825
 765
 125,806
 78,282
 452,631
 530,913
 183,003
 1956 12/2004 Various
609 Fifth Avenue(1) —
 36,677
 145,954
 —
 49,527
 36,677
 195,481
 232,158
 43,777
 1925 6/2006 Various
810 Seventh Avenue(1) —
 114,077
 476,386
 —
 74,433
 114,077
 550,819
 664,896
 176,354
 1970 1/2007 Various
1185 Avenue of the Americas(1) —
 —
 728,213
 —
 62,893
 —
 791,106
 791,106
 265,896
 1969 1/2007 Various
1350 Avenue of the Americas(1) —
 91,038
 380,744
 (97) 50,773
 90,941
 431,517
 522,458
 136,853
 1966 1/2007 Various
100 Summit Lake Drive(2) —
 10,526
 43,109
 (3,337) (94) 7,189
 43,015
 50,204
 18,936
 1988 1/2007 Various
200 Summit Lake Drive(2) —
 11,183
 47,906
 (5,321) (9,102) 5,862
 38,804
 44,666
 21,203
 1990 1/2007 Various
500 Summit Lake Drive(2) —
 9,777
 39,048
 (3,601) (7,875) 6,176
 31,173
 37,349
 14,523
 1986 1/2007 Various
360 Hamilton Avenue(2) —
 29,497
 118,250
 (2,625) 8,005
 26,872
 126,255
 153,127
 43,901
 2000 1/2007 Various
1-6 Landmark Square(3) 100,000
 50,947
 195,167
 (23,095) (33,824) 27,852
 161,343
 189,195
 79,012
 1973-1984 1/2007 Various
7 Landmark Square(3) —
 2,088
 7,748
 (367) 669
 1,721
 8,417
 10,138
 1,539
 2007 1/2007 Various
1010 Washington Boulevard(3) —
 7,747
 30,423
 (1,259) 2,928
 6,488
 33,351
 39,839
 12,489
 1988 1/2007 Various
1055 Washington Boulevard(3) —
 13,516
 53,228
 (5,130) (9,986) 8,386
 43,242
 51,628
 20,382
 1987 6/2007 Various
1 Madison Avenue(1) —
 172,641
 654,394
 905
 18,411
 173,546
 672,805
 846,351
 193,033
 1960 8/2007 Various
100 Church Street(1) 213,208
 32,494
 79,996
 2,500
 103,936
 34,994
 183,932
 218,926
 53,269
 1959 1/2010 Various
125 Park Avenue(1) —
 120,900
 189,714
 —
 80,884
 120,900
 270,598
 391,498
 77,542
 1923 10/2010 Various
Williamsburg(4) —
 3,677
 14,708
 2,523
 (4,550) 6,200
 10,158
 16,358
 2,127
 2010 12/2010 Various
110 East 42nd Street(1) —
 34,000
 46,411
 2,196
 31,942
 36,196
 78,353
 114,549
 17,400
 1921 5/2011 Various
400 East 58th Street(1)(5) 39,931
 17,549
 30,916
 —
 7,833
 17,549
 38,749
 56,298
 6,119
 1929 1/2012 Various
752 Madison Avenue(1) —
 282,415
 7,131
 1,871
 1,183
 284,286
 8,314
 292,600
 1,380
 1996/2012 1/2012 Various
762 Madison Avenue(1)(5) 771
 6,153
 10,461
 —
 109
 6,153
 10,570
 16,723
 1,884
 1910 1/2012 Various
19-21 East 65th Street(1) —
 —
 7,389
 —
 1,100
 —
 8,489
 8,489
 1,228
 1928-1940 1/2012 Various
304 Park Avenue(1) —
 54,189
 75,619
 300
 15,024
 54,489
 90,643
 145,132
 19,315
 1930 6/2012 Various
635 Sixth Avenue(1) —
 24,180
 37,158
 163
 51,103
 24,343
 88,261
 112,604
 10,931
 1902 9/2012 Various
641 Sixth Avenue(1) —
 45,668
 67,316
 308
 9,760
 45,976
 77,076
 123,052
 15,891
 1902 9/2012 Various
1080 Amsterdam(1)(6) 35,807
 —
 27,445
 —
 20,503
 —
 47,948
 47,948
 5,441
 1932 10/2012 Various
315 West 33rd Street(1) 250,000
 195,834
 164,429
 —
 15,133
 195,834
 179,562
 375,396
 25,397
 2000-2001 11/2013 Various
562 Fifth Avenue(1) —
 57,052
 10,487
 —
 1,213
 57,052
 11,700
 68,752
 4,458
 1909/1920/1921 11/2013 Various

145135
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Schedule III - Real Estate and Accumulated Depreciation
December 31, 20152018
(in thousands)

Column A Column B 
Column C
Initial Cost
 
Column D Cost
Capitalized
Subsequent To
Acquisition
 
Column E Gross Amount at Which
Carried at Close of Period
 Column F Column G Column H Column I
Description Encumbrances Land 
Building &
Improvements
 Land 
Building &
Improvements
 Land 
Building &
Improvements
 Total Accumulated Depreciation 
Date of
Construction
 
Date
Acquired
 
Life on 
Which
Depreciation is
Computed
125 Chubb Way(5) —
 5,884
 25,958
 —
 24,482
 5,884
 50,440
 56,324
 7,200
 2008 1/2008 Various
100 Church Street(1) 225,099
 32,494
 79,996
 2,500
 87,286
 34,994
 167,282
 202,276
 33,564
 1959 1/2010 Various
125 Park Avenue(1) —
 120,900
 189,714
 —
 55,365
 120,900
 245,079
 365,979
 43,887
 1923 10/2010 Various
885 Third Avenue(1) 267,650
 131,766
 —
 110,771
 —
 242,537
 —
 242,537
 —
 --- 12/2010 N/A
Williamsburg(6) —
 3,677
 14,708
 2,523
 (4,550) 6,200
 10,158
 16,358
 1,343
 2010 12/2010 Various
1515 Broadway(1) 900,000
 462,700
 707,938
 1,145
 102,335
 463,845
 810,273
 1,274,118
 112,497
 1972 4/2011 Various
110 East 42nd Street(1) —
 34,000
 46,411
 2,354
 19,165
 36,354
 65,576
 101,930
 12,397
 1921 5/2011 Various
51 East 42nd Street(1) —
 44,095
 33,470
 (44,095) (33,470) —
 —
 —
 —
 1913 11/2011 Various
400 East 57th Street(1)(11) 67,644
 39,780
 69,895
 —
 14,136
 39,780
 84,031
 123,811
 7,534
 1931 1/2012 Various
400 East 58th Street(1)(11) 28,990
 17,549
 30,916
 —
 6,217
 17,549
 37,133
 54,682
 3,291
 1929 1/2012 Various
752 Madison Avenue(1)(8) —
 282,415
 7,131
 1,871
 10
 284,286
 7,141
 291,427
 858
 1996/2012 1/2012 Various
762 Madison Avenue(1)(11) 7,872
 6,153
 10,461
 —
 90
 6,153
 10,551
 16,704
 1,083
 1910 1/2012 Various
19-21 East 65th Street(1)(11) —
 —
 7,389
 —
 159
 —
 7,548
 7,548
 753
 1928-1940 1/2012 Various
304 Park Avenue(1) —
 54,189
 75,619
 300
 8,122
 54,489
 83,741
 138,230
 10,341
 1930 6/2012 Various
635 Sixth Avenue(1) —
 24,180
 37,158
 163
 49,534
 24,343
 86,692
 111,035
 1,462
 1902 9/2012 Various
641 Sixth Avenue(1) —
 45,668
 67,316
 308
 1,888
 45,976
 69,204
 115,180
 7,308
 1902 9/2012 Various
1080 Amsterdam(1)(9) 3,525
 —
 27,445
 —
 20,405
 —
 47,850
 47,850
 1,766
 1932 10/2012 Various
131-137 Spring Street(1)(10) —
 27,021
 105,342
 (27,021) (105,342) —
 —
 —
 —
 1891 12/2012 Various
248-252 Bedford Avenue(6)(11) 29,000
 10,865
 44,035
 (10,865) (43,672) —
 363
 363
 —
 2012 3/2013 Various
16 Court Street(6) —
 19,217
 63,210
 —
 10,854
 19,217
 74,064
 93,281
 7,393
 1927-1928 4/2013 Various
315 West 33rd Street (1) —
 195,834
 164,429
 —
 6,173
 195,834
 170,602
 366,436
 10,246
 2000-2001 11/2013 Various
562 Fifth Avenue(1) —
 57,052
 10,487
 

 1,213
 57,052
 11,700
 68,752
 1,874
 1909/1920/1921 11/2013 Various
388-390 Greenwich Street(1) 1,450,000
 516,292
 964,434
 —
 140,275
 516,292
 1,104,709
 1,621,001
 48,195
 1986/1990 5/2014 Various
719 Seventh Avenue(1)(12) —
 41,850
 —
 500
 6,107
 42,350
 6,107
 48,457
 —
 1927 7/2014 Various
115 Spring Street(1) —
 11,078
 44,799
 —
 247
 11,078
 45,046
 56,124
 1,788
 1900 7/2014 Various
635 Madison(1) —
 205,632
 15,805
 —
 —
 205,632
 15,805
 221,437
 515
   9/2014 N/A
102 Greene Street(1) —
 8,215
 26,717
 —
 277
 8,215
 26,994
 35,209
 847
 1910 11/2014 Various
 1640 Flatbush Avenue (6) —
 6,120
 680
 —
 —
 6,120
 680
 6,800
 13
 1966 3/2015 Various
 One Vanderbilt (1)(13) —
 80,069
 116,557
 —
 31,095
 80,069
 147,652
 227,721
 —
 N/A 6/2001 - 11/2011 Various
 Upper East Side Residential (1)(11) —
 17,500
 32,500
 26
 48
 17,526
 32,548
 50,074
 450
 1930 6/2015 Various
 110 Greene Street (1)(11) —
 89,250
 165,750
 —
 324
 89,250
 166,074
 255,324
 1,827
 1910 7/2015 Various
 11 Madison Ave (1) 1,400,000
 849,926
 1,579,118
 —
 66,007
 849,926
 1,645,125
 2,495,051
 11,020
 1929 8/2015 Various
 187 Broadway (1) 8,400
 4,707
 8,741
 —
 —
 4,707
 8,741
 13,448
 799
 1969 8/2015 Various
 5-7 Dey Street (1) 31,600
 17,394
 32,304
 —
 —
 17,394
 32,304
 49,698
 2,953
 1921 8/2015 Various
 30 East 40th Street (1) —
 4,650
 20,000
 —
 —
 4,650
 20,000
 24,650
 82
 1927 8/2015 Various
 600 Lexington Avenue (1)(14) 112,795
 97,044
 180,224
 —
 —
 97,044
 180,224
 277,268
 288
 1983 12/2015 Various
Other (15) —
 2,130
 10,894
 —
 —
 2,130
 10,894
 13,024
 3,534
     Various
Total $6,702,330
 $4,803,542
 $10,994,972
 $(24,384) $907,472
 $4,779,158
 $11,902,444
 $16,681,602
 $2,060,706
      
Column A Column B 
Column C
Initial Cost
 
Column D Cost
Capitalized
Subsequent To
Acquisition
 
Column E Gross Amount at Which
Carried at Close of Period
 Column F Column G Column H Column I
Description Encumbrances Land 
Building &
Improvements
 Land 
Building &
Improvements
 Land 
Building &
Improvements
 Total Accumulated Depreciation 
Date of
Construction
 
Date
Acquired
 
Life on 
Which
Depreciation is
Computed
719 Seventh Avenue(1)(7) 50,000
 41,850
 —
 (670) 46,232
 41,180
 46,232
 87,412
 3,025
 1927 7/2014 Various
115 Spring Street(1) 65,550
 11,078
 44,799
 —
 1,850
 11,078
 46,649
 57,727
 5,248
 1900 7/2014 Various
1640 Flatbush Avenue(4) —
 6,226
 501
 —
 503
 6,226
 1,004
 7,230
 50
 1966 3/2015 Various
110 Greene Street(1)(5) —
 45,120
 215,470
 —
 12,923
 45,120
 228,393
 273,513
 23,683
 1910 7/2015 Various
185 Broadway(1)(8) 111,869
 13,400
 34,175
 32,022
 (6,310) 45,422
 27,865
 73,287
 419
 1921 8/2015 Various
30 East 40th Street(1)(9) —
 4,650
 20,000
 2
 6,654
 4,652
 26,654
 31,306
 2,017
 1927 8/2015 Various
133 Greene Street(1) 15,523
 3,446
 27,542
 —
 —
 3,446
 27,542
 30,988
 119
 1900 10/2018 Various
712 Madison Avenue(1) 28,000
 7,207
 47,397
 —
 —
 7,207
 47,397
 54,604
 —
 1900/1980 12/2018 Various
Other(10) —
 1,738
 16,225
 (2) (1) 1,736
 16,224
 17,960
 4,068
      
Total $1,660,659
 $1,776,213
 $5,370,786
 $(1,314) $1,368,250
 $1,774,899
 $6,739,036
 $8,513,935
 $2,099,137
      
(1)Property located in New York, New York.
(2)Property located in Westchester County, New York.
(3)Property located in Connecticut.
(4)Property located in Brooklyn, New York.
(5)We own a 90.0% interest in this property.
(6)We own a 92.5% interest in this property.
(7)
We own a 75.0% interest in this property.
(8)Properties at 5-7 Dey Street, 183 Broadway, and 185 Broadway were demolished in preparation of the development site for the 185 Broadway project.
(9)We own a 60.0% interest in this property.
(10)Other includes tenant improvements of eEmerge, capitalized interest and corporate improvements.

146136
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Schedule III - Real Estate and Accumulated Depreciation
December 31, 20152018
(in thousands)

(1)Property located in New York, New York.
(2)We own a 51.0% interest in this property.
(3)Property located in Westchester County, New York.
(4)Property located in Connecticut.
(5)Property located in New Jersey.
(6)Property located in Brooklyn, New York.
(7)We own a 50.0% interest in this property.
(8)We own an 80.0% interest in this property.
(9)We own a 92.5% interest in this property.
(10)
We own a 20.0% interest in this property.
(11)We own a 90.0% interest in this property.
(12)We own a 75.0% interest in this property.
(13)Properties at 317 Madison Avenue, 331 Madison Avenue and 51 East 42nd Street were demolished in preparation of the development site for the One Vanderbilt project.
(14)In May 2010 we acquired a 55.0% interest in this property for $193.0 million. In December 2015 we acquired the additional 45.0% interest in this property, thereby consolidating full ownership of the property. The December 2015 transaction valued the consolidated interests at $277.3 million.
(15)Other includes tenant improvements of eEmerge, capitalized interest and corporate improvements.

147
Table of Contents
SL Green Realty Corp. and SL Green Operating Partnership, L.P.
Schedule III - Real Estate and Accumulated Depreciation
December 31, 2015
(in thousands)

The changes in real estate for the years ended December 31, 2015, 20142018, 2017 and 20132016 are as follows (in thousands):
2015 2014 20132018 2017 2016
Balance at beginning of year$14,069,141
 $12,333,780
 $11,662,953
$10,206,122
 $12,743,332
 $16,681,602
Property acquisitions3,064,137
 2,428,259
 702,717
52,939
 13,323
 29,230
Improvements396,555
 379,295
 199,141
267,726
 342,014
 426,060
Retirements/disposals/deconsolidation(848,231) (1,072,193) (231,031)(2,012,852) (2,892,547) (4,393,560)
Balance at end of year$16,681,602
 $14,069,141
 $12,333,780
$8,513,935
 $10,206,122
 $12,743,332
The aggregate cost of land, buildings and improvements, before depreciation, for Federal income tax purposes at December 31, 20152018 was $12.4$9.9 billion (unaudited).
The changes in accumulated depreciation, exclusive of amounts relating to equipment, autos, and furniture and fixtures, for the years ended December 31, 2015, 20142018, 2017 and 20132016 are as follows (in thousands):
2015 2014 20132018 2017 2016
Balance at beginning of year$1,905,165
 $1,646,240
 $1,393,323
$2,300,116
 $2,264,694
 $2,060,706
Depreciation for year480,523
 307,823
 286,776
245,033
 347,015
 353,502
Retirements/disposals/deconsolidation(324,982) (48,898) (33,859)(446,012) (311,593) (149,514)
Balance at end of year$2,060,706
 $1,905,165
 $1,646,240
$2,099,137
 $2,300,116
 $2,264,694

148137


ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTNGACCOUNTING AND FINANCIAL DISCLOSURE

None.
None.
ITEM 9A.    CONTROLS AND PROCEDURES
SL GREEN REALTY CORP.
Evaluation of Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of "disclosure controls and procedures" in Rule 13a-15(e) of the Exchange Act. Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Company to disclose material information otherwise required to be set forth in our periodic reports. Also, the Company has investments in certain unconsolidated entities. As the Company does not control these entities, its disclosure controls and procedures with respect to such entities are necessarily substantially more limited than those the Company maintains with respect to its consolidated subsidiaries.
As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company's management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon that evaluation as of the end of the period covered by this report, the Company's Chief Executive Officer and Chief Financial Officer concluded that its disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to the Company that would potentially be subject to disclosure under the Exchange Act and the rules and regulations promulgated thereunder.
Management's Report on Internal Control over Financial Reporting
The Company is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of the Company's management, including our Chief Executive Officer and Chief Financial Officer, the Company conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, 20152018 based on the framework in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (COSO). Based on that evaluation, the Company concluded that its internal control over financial reporting was effective as of December 31, 2015.2018.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate.
The effectiveness of the Company's internal control over financial reporting as of December 31, 20152018 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which appears herein.
Changes in Internal Control over Financial Reporting
There have been no significant changes in the Company's internal control over financial reporting during the year ended December 31, 20152018 that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.

SL GREEN OPERATING PARTNERSHIP, L.P.
Evaluation of Disclosure Controls and Procedures
The Operating Partnership maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Operating Partnership's Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Operating

149
Table of Contents


Partnership's management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of “disclosure controls and procedures” in Rule 13a-15(e) of the Exchange Act. Notwithstanding the foregoing, a control system, no matter how

138
Table of Contents


well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within the Operating Partnership to disclose material information otherwise required to be set forth in the Operating Partnership's periodic reports. Also, the Operating Partnership has investments in certain unconsolidated entities. As the Operating Partnership does not control these entities, the Operating Partnership's disclosure controls and procedures with respect to such entities are necessarily substantially more limited than those it maintains with respect to its consolidated subsidiaries.
As of the end of the period covered by this report, the Operating Partnership carried out an evaluation, under the supervision and with the participation of management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, of the effectiveness of the design and operation of the Operating Partnership's disclosure controls and procedures. Based upon that evaluation as of the end of the period covered by this report, the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner concluded that the Operating Partnership's disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to the Operating Partnership that would potentially be subject to disclosure under the Exchange Act and the rules and regulations promulgated thereunder.
Management’s Report on Internal Control over Financial Reporting
The Operating Partnership is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15 (f) and 15d-15 (f). Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer of the Operating Partnership's general partner, the Operating Partnership conducted an evaluation of the effectiveness of its internal control over financial reporting as of December 31, 20152018 based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework) (COSO). Based on that evaluation, the Operating Partnership concluded that its internal control over financial reporting was effective as of December 31, 2015.2018.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree or compliance with the policies or procedures may deteriorate.
The effectiveness of the Operating Partnership's internal control over financial reporting as of December 31, 20152018 has been audited by Ernst & Young LLP, an independent registered public accounting firm, as stated in their report which appears herein.
Changes in Internal Control over Financial Reporting
There have been no significant changes in the Operating Partnership's internal control over financial reporting during the year ended December 31, 20152018 that has materially affected, or is reasonably likely to materially affect, its internal control over financial reporting.



150139
Table of Contents


Report of Independent Registered Public Accounting Firm
TheTo the Shareholders and the Board of Directors and Shareholders of SL Green Realty Corp.
Opinion on Internal Control Over Financial Reporting
We have audited SL Green Realty Corp.'s (the "Company") internal control over financial reporting as of December 31, 2015,2018, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, SL Green Realty Corp. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2018, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)(PCAOB), the 2018 consolidated financial statements of the Company and our report dated February 26, 2019 expressed an unqualified opinion thereon.
Basis for Opinion
The Company's management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of the Company as of December 31, 2015 and 2014, and the related consolidated statements of operations, comprehensive income, equity and cash flows for each of the three years in the period ended December 31, 2015 of the Company and our report dated February 26, 2016 expressed an unqualified opinion thereon.

                                                              /s//s/ Ernst & Young LLP
New York, New York
February 26, 20162019


151140
Table of Contents


Report of Independent Registered Public Accounting Firm
TheTo the Partners of SL Green Operating Partnership, L.P.
Opinion on Internal Control Over Financial Reporting
We have audited SL Green Operating Partnership L.P.'s (the "Operating Partnership") internal control over financial reporting as of December 31, 2015,2018, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, SL Green Operating Partnership, L.P. (the Operating Partnership) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2018, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2018 consolidated financial statements of the Operating Partnership and our report dated February 26, 2019 expressed an unqualified opinion thereon.
Basis for Opinion
The Operating Partnership's management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Operating Partnership's internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In our opinion, the Operating Partnership maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of the Operating Partnership as of December 31, 2015 and 2014, and the related consolidated statements of operations, comprehensive income, capital and cash flows for each of the three years in the period ended December 31, 2015 of the Operating Partnership and our report dated February 26, 2016 expressed an unqualified opinion thereon.

/s/ Ernst & Young LLP
New York, New York
February 26, 20162019


152141
Table of Contents


ITEM 9B.    OTHER INFORMATION
None.

153142
Table of Contents


PART III
ITEM 10.    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by Item 10 will be set forth in our Definitive Proxy Statement for our 20162019 Annual Meeting of Stockholders, to be filed pursuant to Regulation 14A under the Securities and Exchange Act of 1934, as amended, on or prior to April 30, 2016,2019, or the 20162019 Proxy Statement, and is incorporated herein by reference.
ITEM 11.    EXECUTIVE COMPENSATION
The information required by Item 11 will be set forth in the 20162019 Proxy Statement and is incorporated herein by reference.
ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by Item 12 will be set forth in the 2016 proxy2019 Proxy Statement and is incorporated herein by reference.
ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by Item 13 will be set forth under in the 20162019 Proxy Statement and is incorporated herein by reference.
IITEMITEM 14.    PRINCIPAL ACCOUNTING FEES AND SERVICES
The information regarding principal accounting fees and services and the audit committee's pre-approval policies and procedures required by this Item 14 will be set forth in the 20162019 Proxy Statement and is incorporated herein by reference.

154143
Table of Contents


PART IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENTS AND SCHEDULES
(a)(1) Consolidated Financial Statements
  
SL GREEN REALTY CORP. 
Report of Independent Registered Public Accounting Firm
7168
Consolidated Balance Sheets as of December 31, 20152018 and 20142017
7269
Consolidated Statements of Operations for the years ended December 31, 2015, 20142018, 2017 and 20132016
7471
Consolidated Statements of Comprehensive Income for the years ended December 31, 2015, 20142018, 2017 and 20132016
7672
Consolidated Statements of Equity for the years ended December 31, 2015, 20142018, 2017 and 20132016
7773
Consolidated Statements of Cash Flows for the years ended December 31, 2015, 20142018, 2017 and 20132016
7975
SL GREEN OPERATING PARTNERSHIP, L.P. 
Report of Independent Registered Public Accounting Firm
8278
Consolidated Balance Sheets as of December 31, 20152018 and 20142017
8379
Consolidated Statements of Operations for the years ended December 31, 2015, 20142018, 2017 and 20132016
8581
Consolidated Statements of Comprehensive Income for the years ended December 31, 2015, 20142018, 2017 and 20132016
8782
Consolidated Statements of Equity for the years ended December 31, 2015, 20142018, 2017 and 20132016
8883
Consolidated Statements of Cash Flows for the years ended December 31, 2015, 20142018, 2017 and 20132016
9084
Notes to Consolidated Financial Statements
9387
(a)(2)    Financial Statement Schedules 
Schedule II—Valuation and Qualifying Accounts for the years ended December 31, 2015, 20142018, 2017 and 20132016
144134
Schedule III—Real Estate and Accumulated Depreciation as of December 31, 20152018
145135
Schedules other than those listed are omitted as they are not applicable or the required or equivalent information has been included in the financial statements or notes thereto.
(a)(3)    In reviewing the agreements included as exhibits to this Annual Report on Form 10-K, please remember they are included to provide you with information regarding their terms and are not intended to provide any other factual or disclosure information about us or the other parties to the agreements. The agreements contain representations and warranties by each of the parties to the applicable agreement. These representations and warranties have been made solely for the benefit of the other parties to the applicable agreement and:
should not in all instances be treated as categorical statements of fact, but rather as a way of allocating the risk to one of the parties if those statements prove to be inaccurate;
have been qualified by disclosures that were made to the other party in connection with the negotiation of the applicable agreement, which disclosures are not necessarily reflected in the agreement;
may apply standards of materiality in a way that is different from what may be viewed as material to you or other investors; and
were made only as of the date of the applicable agreement or such other date or dates as may be specified in the agreement and are subject to more recent developments.
Accordingly, these representations and warranties may not describe the actual state of affairs as of the date they were made or at any other time. Additional information about us may be found elsewhere in this Annual Report on Form 10-K and our other public filings, which are available without charge through the SEC's website at http://www.sec.gov.


155144
Table of Contents



INDEX TO EXHIBITS
3.1

Articles of Restatement, incorporated by reference to the Company's Form 10-Q, dated July 11, 2014, filed with the SEC on August 11, 2014.
3.2

Certificate of Correction to Articles of Amendment andto the Company’s Articles of Restatement, incorporated by reference to Amendment No. 1 to the Company's Quarterly Report onCompany’s Form 10-Q/A for the quarter ended March 31, 2009,8-K, dated July 18, 2017, filed with the SEC on May 11, 2009.July 18, 2017.
3.3

SecondFifth Amended and Restated Bylaws of the Company, incorporated by reference to the Company's Form 8-K, dated December 12, 2007,21, 2018, filed with the SEC on December 14, 2007.28, 2018.
3.4

Articles Supplementary Electing that SL Green Realty Corp. be Subject to Maryland General Corporations Law Section 3-804(c), incorporated by reference to the Company's Form 8-K, dated September 16, 2009, filed with the SEC on September 16, 2009.
3.5

Articles Supplementary reclassifying 4,600,000 shares of 8.0% Series A Convertible Cumulative Preferred Stock, 1,300,000 shares of Series B Junior Participating Preferred Stock and 4,000,000 shares of 7.875% Series D Cumulative Redeemable Preferred Stock into authorized preferred stock without further designation, incorporated by reference to the Company's Form 8-K, dated August 7,9, 2012, filed with the SEC on August 9,10, 2012.
3.6

Articles Supplementary classifying and designating 9,200,000 shares of the Company's 6.50% Series I Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to the Company's Form 8-K, dated August 7,9, 2012, filed with the SEC on August 9,10, 2012.
3.7

First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, incorporated by reference to the Company's Form 8-K, dated October 23, 2002, filed with the SEC on October 23, 2002.
3.8

First Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated May 14, 1998, incorporated by reference to the Company's Form 8-K, dated October 23, 2002, filed with the SEC on October 23, 2002.
3.9

Second Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2002, filed with the SEC on July 31, 2002.
3.10

Third Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated December 12, 2003, incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2003, filed with the SEC on March 15, 2004.
3.11

Amended and Restated Fourth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of July 15, 2004, incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2004, filed with the SEC on March 15, 2005.
3.12

Fifth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of March 15, 2006, incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2005, filed with the SEC on March 16, 2006.
3.13

Sixth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of June 30, 2006, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2006, filed with the SEC on August 10, 2006.
3.14

Seventh Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of January 25, 2007, incorporated by reference to the Company's Form 8-K, dated January 24, 2007, filed with the SEC on January 30, 2007.
3.15

Eighth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of January 20, 2010, incorporated by reference to the Company's Form 8-K, dated January 20, 2010, filed with the SEC on January 20, 2010.
3.16

Ninth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of November 30, 2011, incorporated by reference to the Company's Form 8-K, dated December 5, 2011, filed with the SEC on December 5, 2011.
3.17

Tenth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of January 31, 2012, incorporated by reference to the Company's Form 8-K, dated January 31, 2012, filed with the SEC on February 2, 2012.
3.18

Eleventh Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated March 6, 2012, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed with the SEC on May 10, 2012.
3.19

Twelfth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of August 10, 2012, incorporated by reference to the Company's Form 8-K, dated August 10, 2012, filed with the SEC on August 10, 2012.

156145
Table of Contents


3.20

Third Amended and Restated Bylaws of the Company, incorporated by reference in the Company's Form 10-Q dated June 11, 2014, filed with the SEC on August 11, 2014.
3.21
Thirteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of April 2, 2014, incorporated by reference to the Company's Form 8-K, dated April 4, 2014, filed with the SEC on April 4, 2014.
3.22
3.21

Fourteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of July 1, 2014, incorporated by reference to the Company's Form 8-K, dated July 2, 2014, filed with the SEC on July 2, 2014.
3.23
3.22

Fifteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of July 1, 2014, incorporated by reference to the Company's Form 8-K, dated July 2, 2014, filed with the SEC on July 2, 2014.
3.24
3.23

Sixteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as February 12, 2015, incorporated by reference to the Company's Form 8-K, dated February 12, 2015, filed with the SEC on February 13, 2015.

3.25
3.24

Seventeenth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of June 19, 2015, incorporated by reference to the Company's Form 8-K, dated June 22, 2015, filed with the SEC on June 22, 2015.
3.26
3.25

Nineteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of July 22, 2015, incorporated by reference to the Company's Form 8-K, dated July 24, 2015, filed with the SEC on July 24, 2015.
3.27
3.26

Twentieth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of July 22, 2015, incorporated by reference to the Company's Form 8-K, dated July 24, 2015, filed with the SEC on July 24, 2015.
3.28
3.27

Twenty-First Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of August 20, 2015, incorporated by reference to the Company's Form 8-K, dated as of August 21, 2015, filed with the SEC on August 21, 2015.
3.29
3.28

Twenty-Second Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of August 20, 2015, incorporated by reference to the Company's Form 8-K, dated as of August 21, 2015, filed with the SEC on August 21, 2015.
3.29

Twenty-Third Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of March 28, 2016, incorporated by reference to the Company's Form 8-K, dated as of April 1, 2016, filed with the SEC on April 1, 2016.
3.30

Twenty-Fourth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of March 28, 2016, incorporated by reference to the Company's Form 8-K, dated as of April 1, 2016, filed with the SEC on April 1, 2016.
3.31

Twenty-Fifth Amendment to the First Amended and Restated Agreement of Limited Partnership of the Operating Partnership, dated as of June 17, 2016, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, filed with the SEC on November 9, 2016.
4.1

Specimen Common Stock Certificate, incorporated by reference to the Company's Registration Statement on Form S-11 (No. 333-29329), declared effective by the SEC on August 14, 1997.
4.2

Form of stock certificate evidencing the 6.50% Series I Cumulative Redeemable Preferred Stock of the Company, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to the Company's Form 8-K, dated August 7,9, 2012, filed with the SEC on August 9,10, 2012.
4.3

Indenture, dated as of March 26, 2007, by and among the Company, the Operating Partnership and The Bank of New York, as trustee, incorporated by reference to the Company's Form 8-K, dated March 21, 2007, filed with the SEC on March 27, 2007.
4.4
Indenture, dated as of March 26, 1999, among ROP, as Issuer, Reckson, as Guarantor, and The Bank of New York, as Trustee, incorporated by reference to ROP's Form 8-K, dated March 23, 1999, filed with the SEC on March 26, 1999.
4.5
First Supplemental Indenture, dated as of January 25, 2007, by and among ROP, Reckson, The Bank of New York and the Company, incorporated by reference to the Company's Form 8-K, dated January 24, 2007, filed with the SEC on January 30, 2007.
4.6
Indenture, dated as of March 16, 2010, among ROP, as Issuer, the Company and the Operating Partnership, as Co-Obligors, and The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated March 16, 2010, filed with the SEC on March 17, 2010.
4.7
4.4

Form of 7.75% Senior Note due 2020 of ROP, the Company and the Operating Partnership, incorporated by reference to the Company's Form 8-K, dated March 16, 2010, filed with the SEC on March 17, 2010.
4.8
4.5

First Supplemental Indenture, dated as of December 28, 2018, among SL Green Realty Corp., SL Green Operating Partnership, L.P., Reckson Operating Partnership, L.P. and The Bank of New York Mellon, as Trustee, to the Indenture, dated as of March 16, 2010, among SL Green Realty Corp., SL Green Operating Partnership, L.P., Reckson Operating Partnership, L.P. and The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated December 28, 2018, filed with the SEC on January 2, 2019.
4.6

Indenture, dated as of October 12, 2010, by and among the Operating Partnership, as Issuer, ROP, as Guarantor, the Company and The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated October 12, 2010, filed with the SEC on October 14, 2010.
4.9
4.7

Indenture, dated as of August 5, 2011, among the Company, the Operating Partnership and ROP, as Co-Obligors, and The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated August 5, 2011, filed with the SEC on August 5, 2011.
4.10
First Supplemental Indenture, dated as of August 5, 2011, among the Company, the Operating Partnership and ROP, as Co-Obligors, and The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated August 5, 2011, filed with the SEC on August 5, 2011.
4.11
Form of 5.00% Senior Note due 2018 of the Company, the Operating Partnership and ROP, incorporated by reference to the Company's Form 8-K, dated August 5, 2011, filed with the SEC on August 5, 2011.

157
Table of Contents
4.8


4.12
Second Supplemental Indenture, dated as of November 15, 2012, among the Company, the Operating Partnership and ROP, as Co-Obligors, and The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated November 9, 2012, filed with the SEC on November 15, 2012.

146
Table of Contents


4.13
4.9

Form of 4.50% Senior Note due 20182022 of the Company, the Operating Partnership and ROP, as Co-Obligors,incorporated by reference to the Company's Form 8-K, dated November 9, 2012, filed with the SEC on November 15, 2012.
4.14
4.10

Third Supplemental Indenture, dated as of December 28, 2018, among SL Green Realty Corp., SL Green Operating Partnership, L.P. and The Bank of New York Mellon, as Trustee, to the Indenture, dated as of August 5, 2011, among SL Green Realty Corp., SL Green Operating Partnership, L.P., Reckson Operating Partnership, L.P. and The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated December 28, 2018, filed with the SEC on January 2, 2019.
4.11

Junior Subordinated Indenture, dated as of June 30, 2005, between the Operating Partnership and JPMorgan Chase Bank, National Association, as Trustee, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2005, filed with the SEC on August 9, 2005.
10.1
4.12

Amended and Restated Credit Agreement,Indenture, dated as of November 16, 2012, by andOctober 5, 2017, among the Company, the Operating Partnership, and ROP as Borrowers, each of the Lenders party thereto, Wells Fargo Bank, National Association, as Administrative Agent, withand Wells Fargo Securities, LLC and J.P. Morgan Securities LLC, as representatives of the several underwriters, incorporated by reference to the Company’s Form 8-K, dated October 5, 2017, filed with the SEC on October 5, 2017.
4.13

First Supplemental Indenture, dated as of October 5, 2017, among the Operating Partnership, as Issuer, the Company and Deutsche Bank Securities Inc.,ROP, as the Lead Arrangers, Wells Fargo Securities, LLC, J.P. Morgan Securities LLCGuarantors, and Deutsche Bank Securities, Inc., as the Joint Bookrunners, JPMorgan Chase Bank, N.A., as Syndication Agent, and Deutsche Bank Securities Inc.,The Bank of America, N.A.New York Mellon, as Trustee, incorporated by reference to the Company’s Form 8-K, dated October 5, 2017, filed with the SEC on October 5, 2017.
4.14

Form of 3.250% Senior Note due 2022 of the Operating Partnership, incorporated by reference to the Company’s Form 8-K, dated October 5, 2017, filed with the SEC on October 5, 2017.
4.15

Second Supplemental Indenture, dated as of August 7, 2018, among SL Green Realty Corp., SL Green Operating Partnership, L.P. and Citigroup Global Markets Inc.Reckson Operating Partnership, L.P. and The Bank of New York Mellon, as Trustee, to the Documentation AgentsIndenture, dated as of October 5, 2017, between SL Green Operating Partnership, L.P. and the other agents party thereto,The Bank of New York Mellon, as Trustee, incorporated by reference to the Company's Form 8-K, dated November 16, 2012,August 7, 2018, filed with the SEC on November 21, 2012.August 7, 2018.
10.2
4.16

Form of Floating Rate Note (included in the Second Supplemental Indenture incorporated by reference as Exhibit 4.15 of this Form 10-K).
10.1

Amended and Restated Agreement of Limited Partnership of ROP, dated December 6, 1995, incorporated by reference to ROP's Registration Statementthe Company's Annual Report on Form S-11,10-K for the year ended December 31, 2017, filed with the SEC on February 12, 1996.23, 2018.
10.3
10.2

Supplement to the Amended and Restated Agreement of Limited Partnership of ROP relating to the succession as a general partner of Wyoming Acquisition GP LLC, incorporated by reference to ROP's Annual Report on Form 10-K for the year ended December 31, 2007, filed with the SEC on March 31, 2008.
10.4
Registration Rights Agreement, dated as of March 26, 2007, by and among the Company, the Operating Partnership and the Initial Purchaser, incorporated by reference to the Company's Form 8-K, dated March 21, 2007, filed with the SEC on March 27, 2007.
10.5
Registration Rights Agreement, dated as of October 12, 2010, by and among the Operating Partnership, ROP, the Company and Citigroup Global Markets Inc., incorporated by reference to the Company's Form 8-K, dated October 12, 2010, filed with the SEC on October 14, 2010.
10.6
10.3

Form of Articles of Incorporation and Bylaws of SL Green Management Corp., incorporated by reference to the Company's Registration Statement on Form S-11 (No. 333-29329), declared effective by the SEC on August 14, 1997.
10.7
10.4

Form of Registration Rights Agreement between the Company and the persons named therein, incorporated by reference to the Company's Registration Statement on Form S-11 (No. 333-29329), declared effective by the SEC on August 14, 1997.
10.8
10.5

Amended and Restated Trust Agreement among the Operating Partnership, as depositor, JPMorgan Chase Bank, National Association, as property trustee, Chase Bank USA, National Association, as Delaware trustee, and the administrative trustees named therein, dated June 30, 2005, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2005, filed with the SEC on August 9, 2005.
10.9
Amended 1997 Stock Option and Incentive Plan, incorporated by reference to the Company's Registration Statement on Form S-8 (No. 333-89964), filed with the SEC on June 6, 2002.*
10.10
10.6

SL Green Realty Corp. ThirdFourth Amended and Restated 2005 Stock Option and Incentive Plan, incorporated by reference to the Company’s Registration Statement on Form S-8 (No. 333-189362), filed with the SEC on June 14, 2013.*
10.11
Form of Award Agreement for granting awards under the SL Green Realty Corp. 2010 Notional Unit Long-Term Compensation Plan, incorporated by referenceAppendix A to the Company's Form 8-K, dated April 2, 2010,definitive Proxy Statement on Schedule 14A filed with the SEC on April 2, 2010.*22, 2016
10.12
10.7

Form of Award Agreement for granting awards under the SL Green Realty Corp. 2011 Long-Term Outperformance Plan Award Agreement, incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed with the SEC on May 10, 2012.*
10.13
Amended and Restated Non-Employee Directors' Deferral Program, dated December 13, 2017, incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2011,2017, filed with the SEC on February 28, 2011. *23, 2018.
10.14
First Amendment to Non-Employee Directors' Deferral Program, incorporated by reference to the Company's Annual Report on Form 10-K for the year ended December 31, 2011, filed with the SEC on February 28, 2011.*
10.15
10.8

Amended and Restated Employment and Non-competition Agreement, dated December 24, 2010, between Stephen L. Green and the Company, incorporated by reference to the Company's Form 8-K, dated December 23, 2010, filed with the SEC on December 29, 2010.*
10.16
10.9

Deferred Compensation Agreement, dated December 18, 2009, between the Company and Stephen L. Green, incorporated by reference to the Company's Form 8-K, dated December 18, 2009, filed with the SEC on December 24, 2009.*

158
Table of Contents


10.17
10.10

Deferred Compensation Agreement, dated December 24, 2010, between the Company and Stephen L. Green, incorporated by reference to the Company's Form 8-K, dated December 23, 2010, filed with the SEC on December 29, 2010.*
10.18
Amended and Restated Employment and Noncompetition Agreement, dated as of September 12, 2013, by and between the Company and Marc Holliday, incorporated by reference to the Company’s Form 8-K, dated September 12, 2013, filed with the SEC on September 12, 2013.*
10.19
Amended and Restated Employment and Noncompetition Agreement, dated as of February 10, 2016, by and between SL Green Realty Corp. and Marc Holliday, incorporated by reference to the Company's Form 8-K, dated February 10, 2016, filed with the SEC on February 12, 2016. *
10.20
10.11

Deferred Compensation Agreement (2013), dated as of September 12, 2013, by and between the Company and Marc Holliday, incorporated by reference to the Company’s Form 8-K, dated September 12, 2013, filed with the SEC on September 12,13, 2013.*

147
Table of Contents


10.21
10.12

Deferred Compensation Agreement, dated as of February 10, 2016, by and between SL Green Realty Corp. and Marc Holliday, incorporated by reference to the Company's Form 8-K, dated February 10, 2016, filed with the SEC on February 12, 2016. *
10.22
Amended and Restated Employment and Noncompetition Agreement, dated as of November 8, 2013, between the Company and Andrew Mathias, incorporated by reference to the Company’s Form 8-K, dated November 8, 2013, filed with the SEC on November 8, 2013.*
10.23
10.13

Deferred Compensation Agreement (2014), dated as of November 8, 2013, between the Company and Andrew Mathias, incorporated by reference to the Company’s Form 8-K, dated November 8, 2013, filed with the SEC on November 8, 2013.*
10.24
Employment and Noncompetition Agreement, dated as of October 28, 2013, by and between the Company and James Mead, incorporated by reference to the Company’s Form 8-K, dated October 28, 2013, filed with the SEC on October 28, 2013.*
10.25
Amended and Restated Employment and Noncompetition Agreement, dated June 27, 2013, between the Company and Andrew S. Levine, incorporated by reference to the Company’s Form 8-K, dated June 27, 2013, filed with the SEC on July 3, 2013.*
10.26
10.14

Amended and Restated Employment and Noncompetition Agreement, dated as of February 10, 2016,2, 2018, by and between the Company and Matthew DiLiberto, incorporated by reference to the Company’s Form 8-K, dated February 2, 2018, filed with the SEC on February 5, 2018.
10.15

Amended and Restated Employment and Noncompetition Agreement, dated as of April 30, 2018, by and between SL Green Realty Corp. and Marc Holliday, incorporated by reference to the Company's Form 8-K, dated April 27, 2018, filed with the SEC on May 3, 2018.
10.16

Letter Agreement, dated as of April 30, 2018, by and between SL Green Realty Corp. and Marc Holliday, incorporated by reference to the Company's Form 8-K, dated April 27, 2018, filed with the SEC on May 3, 2018.
10.17

Amended and Restated Employment and Noncompetition Agreement, dated as of December 21, 2018, by and between SL Green Realty Corp. and Andrew S.Mathias, incorporated by reference to the Company's Form 8-K, dated December 21, 2018, filed with the SEC on December 28, 2018.
10.18

Amended and Restated Employment and Noncompetition Agreement, dated as of December 21, 2018, by and between SL Green Realty Corp. and Andrew Levine, incorporated by reference to the Company's Form 8-K, dated February 10, 2016,December 21, 2018, filed with the SEC on February 12, 2016. *December 28, 2018.
10.27
10.19

At-the-Market Equity Offering SalesChairman Emeritus Agreement, dated July 27, 2011, among the Company, the Operating Partnershipas of December 21, 2018, by and Citigroup Global Markets Inc.,between SL Green Realty Corp. and Stephen L. Green, incorporated by reference to the Company's Form 8-K, dated July 27, 2011,December 21, 2018, filed with the SEC on July 27, 2011.December 28, 2018.
10.28
At-the-Market Equity Offering Sales Agreement, dated July 27, 2011, among the Company, the Operating Partnership and J.P. Morgan Securities LLC, incorporated by reference to the Company's Form 8-K, dated July 27, 2011, filed with the SEC on July 27, 2011.
10.29
First Amendment to Amended and Restated Agreement Credit Agreement, dated March 21, 2014, incorporated by reference to the Company's Current Report on Form 8-K, dated March 24, 2014, filed with the SEC on March 24, 2014.
10.30
Thirteenth Amendment, dated April 2, 2014, to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., incorporated by reference to the Company's Form 8-K, dated April 4, 2014, filed with the SEC on April 4, 2014.
10.31
Fourteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., filed with the SEC on July 2, 2014.
10.32
Fifteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., filed with the SEC on July 2, 2014.
10.33
Sixteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., filed with the SEC on February 13, 2015.
10.34
Employment Agreement, dated as of October 30, 2014, by and between SL Green Realty Corp. and Matthew DilLiberto.
10.35
Agreement Regarding Additional Term Loan, dated as of November 10, 2014, by and among SL Green Realty Corp., SL Green Operating Partnership, L.P. and Reckson Operating Partnership, L.P., as Borrowers, The Bank of New York Mellon (as Increasing Lender) and Wells Fargo Bank, National Association, as Administrative Agent.
10.36
10.20

Second Amendment to Amended and Restated Credit Agreement, dated as of January 6, 2015,November 21, 2017, by and among SL Green Realty Corp., and SL Green Operating Partnership, L.P. and Reckson Operating Partnership, L.P., as Borrowers, each of the Lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent.
10.37
Seventeenth AmendmentAgent, Wells Fargo Securities, LLC, JPMorgan Chase Bank, N.A., Deutsche Bank Securities Inc. and U.S. Bank National Association, as joint lead arrangers and joint bookrunners for the Revolving Credit Facility and Term Loan A Facility, Merrill Lynch, Pierce, Fenner & Smith Incorporated and BMO Capital Markets Corp., as joint lead arrangers for the Revolving Credit Facility and Term Loan A Facility, JPMorgan Chase Bank, N.A., as syndication agent for the Revolving Credit Facility and Term Loan A Facility, Deutsche Bank Securities, Inc., U.S. Bank National Association, Bank of America, N.A., and Bank of Montreal, as documentation agents for the Revolving Credit Facility and Term Loan A Facility, Wells Fargo Securities, LLC and U.S. Bank National Association, as joint lead arrangers and joint bookrunners for the Term Loan B Facility, U.S. Bank National Association, as syndication agent for the Term Loan B Facility, and the other lenders and agents a party thereto, incorporated by reference to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P.,Company's Form 8-K, dated November 27, 2017, filed with the SEC on June 22, 2015.

159
Table of Contents


November 27, 2017.
10.38
Nineteenth Amendment to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., filed with the SEC on July 24, 2015.
10.39
Twentieth Amendment to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., filed with the SEC on July 24, 2015.
10.40
Twenty-First Amendment to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., filed with the SEC on August 21, 2015.
10.41
Twenty-Second Amendment to the First Amended and Restated Agreement of Limited Partnership of SL Green Operating Partnership, L.P., filed with the SEC on August 21, 2015.
10.42
Third Amendment to Amended and Restated Credit Agreement, dated as of July 31, 2015, by and among SL Green Realty Corp., SL Green Operating Partnership, L.P. and Reckson Operating Partnership, L.P., as Borrowers, each of the Lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent.
12.1
Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends, filed herewith.
21.1

Subsidiaries of SL Green Realty Corp., filed herewith.
21.2

Subsidiaries of SL Green Operating Partnership L.P., filed herewithherewith.
23.1

Consent of Ernst & Young LLP for SL Green Realty Corp., filed herewith.
23.2

Consent of Ernst & Young LLP for SL Green Operating Partnership, L.P., filed herewith.
24.1

Power of Attorney (includedfor SL Green Realty Corp., included on the signature pagespage of this Form 10-K).10-K.
24.2

Power of Attorney for SL Green Operating Partnership, L.P., included on the signature page of this Form 10-K.
31.1

Certification by the Chief Executive Officer of the Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.
31.2

Certification by the Chief Financial Officer of the Company pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.
31.3

Certification by the Chief Executive Officer of the Company, the sole general partner of the Operating Partnership pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.
31.4

Certification by the Chief Financial Officer of the Company, the sole general partner of the Operating Partnership pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, filed herewith.
32.1

Certification by the Chief Executive Officer pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.
32.2

Certification by the Chief Financial Officer pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.
32.30
32.3

Certification by the Chief Executive Officer of the Company, the sole general partner of the Operating Partnership pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.

148
Table of Contents


32.40
32.4

Certification by the Chief Financial Officer of the Company, the sole general partner of the Operating Partnership pursuant to 18 U.S.C. section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, filed herewith.
101.1
The following financial statements from the SL Green Realty Corp. and SL Green Operating Partnership, L.P. 's Annual Report on Form 10-K for the year ended December 31, 2014,2018, formatted in XBRL: (i) Consolidated Balance Sheets as of December 31, 20142018 and 2013,2017, (ii) Consolidated Statements of Operations for the years ended December 31, 2014, 20132018, 2017 and 2012,2016, (iii) Consolidated Statements of Comprehensive Income for the years ended December 31, 2014, 20132018, 2017 and 2012,2016, (iv) Consolidated Statement of Equity for the years ended December 31, 2014, 20132018, 2017 and 20122016 of the Company, (v) Consolidated Statement of Capital for the years ended December 31, 2014, 20132018, 2017 and 20122016 of the Operating Partnership (vi) Consolidated Statements of Cash Flows for the years ended December 31, 2014, 20132018, 2017 and 2012,2016, and (vii) Notes to Consolidated Financial Statements, detail tagged, filed herewith.



160149
Table of Contents


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
     
  SL GREEN REALTY CORP.
     
  By: /s/ Matthew J. DiLiberto
Dated: February 26, 20162019   
Matthew J. DiLiberto
 Chief Financial Officer

KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and directors of SL Green Realty Corp. hereby severally constitute Marc Holliday and Matthew J. DiLiberto, and each of them singly, our true and lawful attorneys and with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Annual Report on Form 10-K filed herewith and any and all amendments to said Annual Report on Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable SL Green Realty Corp. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Annual Report on Form 10-K and any and all amendments thereto.

150
Table of Contents


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
SignaturesTitleDate
   
/s/ Stephen L. GreenMarc HollidayChairman of the Board of Directors and Chief Executive Officer (Principal Executive Officer)February 26, 2016
Stephen L. Green
/s/ Marc Holliday
Chief Executive Officer and Director
(Principal Executive Officer)
February 26, 20162019
Marc Holliday
   
/s/ Andrew W. MathiasPresident and DirectorFebruary 26, 20162019
Andrew W. Mathias
   
/s/ Matthew J. DiLiberto
Chief Financial Officer
(Principal Financial and Accounting Officer)
February 26, 20162019
Matthew J. DiLiberto
/s/ Stephen L. GreenDirectorFebruary 26, 2019
Stephen L. Green
   
/s/ John H. Alschuler Jr.DirectorFebruary 26, 20162019
John H. Alschuler, Jr.
   
/s/ Edwin T. Burton, IIIDirectorFebruary 26, 20162019
Edwin T. Burton, III
   
/s/ John S. LevyDirectorFebruary 26, 20162019
John S. Levy
   
/s/ Craig M. HatkoffDirectorFebruary 26, 20162019
Craig M. Hatkoff
   
/s/ Betsy S. AtkinsDirectorFebruary 26, 20162019
Betsy S. Atkins
/s/ Lauren B. DillardDirectorFebruary 26, 2019
Lauren B. Dillard

161151
Table of Contents


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
     
  SL GREEN OPERATING PARTNERSHIP, L.P.
  By:  SL Green Realty Corp.
     
    /s/ Matthew J. DiLiberto
Dated: February 26, 20162019 By: 
Matthew J. DiLiberto
 Chief Financial Officer

KNOW ALL MEN BY THESE PRESENTS, that we, the undersigned officers and directors of SL Green Realty Corp., the sole general partner of SL Green Operating Partnership, L.P., hereby severally constitute Marc Holliday and Matthew J. DiLiberto, and each of them singly, our true and lawful attorneys and with full power to them, and each of them singly, to sign for us and in our names in the capacities indicated below, the Annual Report on Form 10-K filed herewith and any and all amendments to said Annual Report on Form 10-K, and generally to do all such things in our names and in our capacities as officers and directors to enable SL Green Operating Partnership, L.P. to comply with the provisions of the Securities Exchange Act of 1934, as amended, and all requirements of the Securities and Exchange Commission, hereby ratifying and confirming our signatures as they may be signed by our said attorneys, or any of them, to said Annual Report on Form 10-K and any and all amendments thereto.

152
Table of Contents


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
SignaturesTitleDate
   
/s/ Stephen L. GreenMarc Holliday
Chairman of the Board of Directors and Chief Executive Officer of
SL Green, the sole general partner of
the Operating Partnership
February 26, 2016
Stephen L. Green
/s/ Marc HollidayChief Executive Officer and Director of
SL Green, the sole general partner of
the Operating Partnership (Principal Executive Officer)		February 26, 20162019
Marc Holliday
   
/s/ Andrew W. MathiasPresident and Director of SL Green, the sole general partner of the Operating PartnershipFebruary 26, 20162019
Andrew W. Mathias
   
/s/ Matthew J. DiLiberto
Chief Financial Officer of
SL Green, the sole general partner of
the Operating Partnership (Principal Financial and Accounting Officer)
February 26, 20162019
Matthew J. DiLiberto
/s/ Stephen L. Green
Director of SL Green, the sole general
partner of the Operating Partnership
February 26, 2019
Stephen L. Green
   
/s/ John H. Alschuler, Jr.
Director of SL Green, the sole general
partner of the Operating Partnership
February 26, 20162019
John H. Alschuler, Jr.
   
/s/ Edwin T. Burton, III
Director of SL Green, the sole general
partner of the Operating Partnership
February 26, 20162019
Edwin T. Burton, III
   
/s/ John S. Levy
Director of SL Green, the sole general
partner of the Operating Partnership
February 26, 20162019
John S. Levy
   
/s/ Craig M. Hatkoff
Director of SL Green, the sole general
partner of the Operating Partnership
February 26, 20162019
Craig M. Hatkoff
   
/s/ Betsy S. AtkinsDirector of SL Green, the sole general
partner of the Operating Partnership		February 26, 20162019
Betsy S. Atkins
/s/ Lauren B. DillardDirector of SL Green, the sole general
partner of the Operating Partnership		February 26, 2019
Lauren B. Dillard

162153