EXPLANATORY NOTE

This report combines the quarterly reports on Form 10-Q for the period ended September 30, ~~2017~~2020 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;~~subsidiaries, including SL Green Operating Partnership, L.P.; 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.

As of September 30, ~~2017~~2020 the Company owns ~~95.55%~~94.77% of the outstanding general and limited partnership interest in the Operating ~~Partnership. The Company also~~Partnership and owns 9,200,000 Series I Preferred Units of the Operating Partnership. As of September 30, ~~2017,~~2020, noncontrolling investors held, in aggregate, a ~~4.45%~~5.23% 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 as noncontrolling interests, within mezzanine equity, in the Company's and the Operating Partnership's consolidated financial statements.

We believe combining the quarterly reports on Form 10-Q 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 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.

This report also includes separate Part I, Item 4. 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.

SL GREEN REALTY CORP. AND SL GREEN OPERATING PARTNERSHIP, L.P.

TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION
Item 1.			FINANCIAL STATEMENTS	6

~~PART I. FINANCIAL INFORMATION~~
~~Item 1.~~	~~FINANCIAL STATEMENTS~~	4

	FINANCIAL STATEMENTS OF SL GREEN REALTY CORP.
			Consolidated Balance Sheets as of September 30, ~~2017~~2020 (unaudited) and December 31, ~~2016~~2019	46
			Consolidated Statements of Operations for the three and nine months ended September 30, ~~2017~~2020 and ~~2016~~2019 (unaudited)	68
			Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, ~~2017~~2020 and ~~2016~~2019 (unaudited)	89
			Consolidated ~~Statement~~Statements of Equity for the three and nine months ended September 30, ~~2017~~2020 and 2019 (unaudited)	910
			Consolidated Statements of Cash Flows for the three and nine months ended September 30, ~~2017~~2020 and ~~2016~~2019 (unaudited)	1012

			FINANCIAL STATEMENTS OF SL GREEN OPERATING PARTNERSHIP, L.P.
			Consolidated Balance Sheets as of September 30, ~~2017~~2020 (unaudited) and December 31, ~~2016~~2019	1215
			Consolidated Statements of Operations for the three and nine months ended September 30, ~~2017~~2020 and ~~2016~~2019 (unaudited)	1417
			Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, ~~2017~~2020 and ~~2016~~2019 (unaudited)	1618
			Consolidated ~~Statement~~Statements of Capital for the three and nine months ended September 30, ~~2017~~2020 and 2019 (unaudited)	1719
			Consolidated Statements of Cash Flows for the three and nine months ended September 30, ~~2017~~2020 and ~~2016~~2019 (unaudited)	1821
			Notes to Consolidated Financial Statements (unaudited)	2023
Item 2.			Management's Discussion and Analysis of Financial Condition and Results of Operations	5360
Item 3.			Quantitative and Qualitative Disclosures about Market Risk	7375
Item 4.			Controls and Procedures (SL Green Realty Corp. and SL Green Operating Partnership, L.P.)	7476
PART II.			OTHER INFORMATION
Item 1.			Legal Proceedings	7577
Item 1A.			Risk Factors	7577
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds	7578
Item 3.			Defaults Upon Senior Securities	7579
Item 4.			Mine Safety Disclosures	7680
Item 5.			Other Information	7781
Item 6.			Exhibits	7882
			Signatures	~~Signatures~~83	79

Table of Contents

SL GREEN REALTY CORP. AND SL GREEN OPERATING PARTNERSHIP, L.P.

PART I FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Table of Contents

SL Green Realty Corp.

Consolidated Balance Sheets

(in ~~thousands, except per share data)~~thousands)


	September 30, 2020		December 31, 2019
	(unaudited)
Assets
Commercial real estate properties, at cost:
Land and land interests	$	1,639,118	$	1,751,544
Building and improvements	5,483,155		5,154,990
Building leasehold and improvements	1,442,251		1,433,793
Right of use asset - financing leases	75,711		47,445
Right of use asset - operating leases	381,255		396,795
	9,021,490		8,784,567
Less: accumulated depreciation	(2,260,247)		(2,060,560)
	6,761,243		6,724,007
Assets held for sale	0		391,664
Cash and cash equivalents	221,404		166,070
Restricted cash	83,045		75,360
Investments in marketable securities	27,734		29,887
Tenant and other receivables	72,806		43,968
Related party receivables	31,936		21,121
Deferred rents receivable	304,673		283,011
Debt and preferred equity investments, net of discounts and deferred origination fees of $12,031 and $14,562 and allowances of $19,010 and $1,750 in 2020 and 2019, respectively	1,153,363		1,580,306
Investments in unconsolidated joint ventures	2,946,673		2,912,842
Deferred costs, net	206,289		205,283
Other assets	514,873		332,801
Total assets (1)	$	12,324,039	$	12,766,320
Liabilities
Mortgages and other loans payable, net	$	2,391,744	$	2,183,253
Revolving credit facility, net	184,840		234,013
Unsecured term loans, net	1,494,793		1,494,024
Unsecured notes, net	1,247,795		1,496,847
Accrued interest payable	23,438		22,148
Other liabilities	306,077		177,080
Accounts payable and accrued expenses	152,983		166,905
Deferred revenue	117,615		114,052
Lease liability - financing leases	174,983		44,448
Lease liability - operating leases	358,419		381,671
Dividend and distributions payable	25,486		79,282
Security deposits	56,212		62,252
Liabilities related to assets held for sale	0		0
Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities	100,000		100,000
Total liabilities (1)	6,634,385		6,555,975

September 30, 2017 December 31, 2016
(unaudited)
Assets
Commercial real estate properties, at cost:
Land and land interests
$ 2,917,993
$ 3,309,710
Building and improvements
7,468,436
7,948,852
Building leasehold and improvements
1,444,698
1,437,325
Properties under capital lease
47,445
47,445
11,878,572
12,743,332
Less: accumulated depreciation
(2,457,071 ) (2,264,694 )
9,421,501
10,478,638
Assets held for sale 127,663
—
Cash and cash equivalents 241,489
279,443
Restricted cash 107,763
90,524
Investments in marketable securities 28,802
85,110
Tenant and other receivables, net of allowance of $18,365 and $16,592 in 2017 and 2016, respectively 54,663
53,772
Related party receivables 24,068
15,856
Deferred rents receivable, net of allowance of $21,257 and $25,203 in 2017 and 2016, respectively 393,793
442,179
Debt and preferred equity investments, net of discounts and deferred origination fees of $24,782 and $16,705 in 2017 and 2016, respectively 2,020,739
1,640,412
Investments in unconsolidated joint ventures 2,045,796
1,890,186
Deferred costs, net 247,981
267,600
Other assets 395,612
614,067
Total assets ⁽¹⁾
$ 15,109,870
$ 15,857,787
Liabilities
Mortgages and other loans payable, net
$ 3,804,174
$ 4,073,830
Revolving credit facility, net 275,832
—
Unsecured term loan, net 1,180,506
1,179,521
Unsecured notes, net 1,064,544
1,128,315
Accrued interest payable
34,367
36,052
Other liabilities 95,718
206,238
Accounts payable and accrued expenses 144,767
190,583
Deferred revenue 252,779
217,955
Capital lease obligations
42,660
42,132
Deferred land leases payable 3,075
2,583
Dividend and distributions payable 85,007
87,271
Security deposits 68,465
66,504
Liabilities related to assets held for sale 1,141
—
Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities 100,000
100,000
Total liabilities ⁽¹⁾
7,153,035
7,330,984

Table of Contents

SL Green Realty Corp.

Consolidated Balance Sheets

(in ~~thousands, except per share data)~~thousands)


	September 30, 2020		December 31, 2019
	(unaudited)
Commitments and contingencies
Noncontrolling interests in Operating Partnership	353,480		409,862
Preferred units	202,169		283,285

Equity
SL Green stockholders' equity:
Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both September 30, 2020 and December 31, 2019	221,932		221,932
Common stock, $0.01 par value, 160,000 shares authorized and 74,095 and 80,257 issued and outstanding at September 30, 2020 and December 31, 2019, respectively (including 1,055 and 1,055 shares held in treasury at September 30, 2020 and December 31, 2019, respectively)	741		803
Additional paid-in-capital	3,998,516		4,286,395
Treasury stock at cost	(124,049)		(124,049)
Accumulated other comprehensive loss	(76,200)		(28,485)
Retained earnings	1,035,172		1,084,719
Total SL Green stockholders' equity	5,056,112		5,441,315
Noncontrolling interests in other partnerships	77,893		75,883
Total equity	5,134,005		5,517,198
Total liabilities and equity	$	12,324,039	$	12,766,320

(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: $375.9 million and $205.2 million of land, $1.4 billion and $481.9 million of building and improvements, $2.0 million and $2.0 million of building and leasehold improvements, $61.7 million and $61.7 million of right of use assets, $296.3 million and $17.6 million of accumulated depreciation, $322.8 million and $169.5 million of other assets included in other line items, $510.7 million and $457.1 million of real estate debt, net, $1.1 million and $1.2 million of accrued interest payable, $58.4 million and $57.7 million of lease liabilities, and $48.9 million and $43.7 million of other liabilities included in other line items as of September 30, 2020 and December 31, 2019, respectively.

September 30, 2017 December 31, 2016
(unaudited)
Commitments and contingencies —
—
Noncontrolling interests in Operating Partnership 470,898
473,882
Preferred units 301,885
302,010

Equity
SL Green stockholders' equity:
Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both September 30, 2017 and December 31, 2016 221,932
221,932
Common stock, $0.01 par value, 160,000 shares authorized and 98,501 and 101,617 issued and outstanding at September 30, 2017 and December 31, 2016, respectively (including 1,055 shares held in treasury at September 30, 2017 and December 31, 2016) 985
1,017
Additional paid-in-capital 5,294,500
5,624,545
Treasury stock at cost (124,049 ) (124,049 )
Accumulated other comprehensive income 14,185
22,137
Retained earnings 1,410,332
1,578,893
Total SL Green stockholders' equity 6,817,885
7,324,475
Noncontrolling interests in other partnerships 366,167
426,436
Total equity 7,184,052
7,750,911
Total liabilities and equity $ 15,109,870
$ 15,857,787

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: $384.3 million and $412.3 million of land, $1.4 billion and $1.5 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, $323.3 million and $327.2 million of accumulated depreciation, $235.4 million and $244.2 million of other assets included in other line items, $627.8 million and $621.8 million of real estate debt, net, $2.5 million and $2.2 million of accrued interest payable, $42.7 million and $42.1 million of capital lease obligations, and $58.5 million and $73.3 million of other liabilities included in other line items as of September 30, 2017 and December 31, 2016, respectively.

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

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Operations

(unaudited, in thousands, except per share data)

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Revenues
Rental revenue, net $ 274,765
$ 281,482
$ 835,501
$ 1,043,898
Escalation and reimbursement 44,749
53,130
131,561
147,357
Investment income 47,820
75,396
148,741
174,347
Other income 7,266
6,673
34,328
124,137
Total revenues 374,600
416,681
1,150,131
1,489,739
Expenses

Operating expenses, including related party expenses of $5,505 and $14,941 in 2017 and $5,042 and $15,171 in 2016. 75,927
79,425
221,285
234,269
Real estate taxes 64,160
64,133
186,173
187,931
Ground rent 8,307
8,338
24,923
24,953
Interest expense, net of interest income 65,634
72,565
196,112
256,326
Amortization of deferred financing costs 4,008
4,815
12,201
20,180
Depreciation and amortization 91,728
112,665
318,916
717,015
Transaction related costs 186
2,593
365
5,987
Marketing, general and administrative 23,963
25,458
72,362
73,974
Total expenses 333,913
369,992
1,032,337
1,520,635
Income (loss) before equity in net income (loss) from unconsolidated joint ventures, equity in net gain on sale of interest in unconsolidated joint venture/real estate, gain (loss) on sale of real estate, net, depreciable real estate reserves, and gain (loss) on sale of investment in marketable securities 40,687
46,689
117,794
(30,896 )
Equity in net income (loss) from unconsolidated joint ventures 4,078
(3,968 ) 14,104
11,969
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 1,030
225
16,166
43,588
Gain (loss) on sale of real estate, net —
397
(3,256 ) 210,750
Depreciable real estate reserves —
—
(85,336 ) (10,387 )
Gain (loss) on sale of investment in marketable securities —
—
3,262
(83 )
Net income 45,795
43,343
62,734
224,941
Net (income) loss attributable to noncontrolling interests:
Noncontrolling interests in the Operating Partnership
(1,812 ) (1,663 ) (2,707 ) (8,171 )
Noncontrolling interests in other partnerships
1,474
(836 ) 18,179
(6,245 )
Preferred units distributions
(2,850 ) (2,854 ) (8,551 ) (8,382 )
Net income attributable to SL Green 42,607
37,990
69,655
202,143
Perpetual preferred stock dividends (3,738 ) (3,738 ) (11,213 ) (11,213 )
Net income attributable to SL Green common stockholders $ 38,869
$ 34,252
$ 58,442
$ 190,930

~~Table of Contents~~

~~SL Green Realty Corp.~~

~~Consolidated Statements of Operations~~

~~(unaudited, in thousands, except per share data)~~

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Amounts attributable to SL Green common stockholders:
Income (loss) before depreciable real estate reserves and gains (losses) on sale $ 37,885
$ 33,657
$ 127,685
$ (43,041 )
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 984
215
15,456
41,805
Gain (loss) on sale of real estate, net —
380
(3,113 ) 202,128
Depreciable real estate reserves —
—
(81,586 ) (9,962 )
Net income attributable to SL Green common stockholders $ 38,869
$ 34,252
$ 58,442
$ 190,930
Basic earnings per share:
Income (loss) before depreciable real estate reserves and gains (losses) on sale $ 0.39
$ 0.34
$ 1.28
$ (0.43 )
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.01
—
0.16
0.42
Gain (loss) on sale of real estate, net —
—
(0.03 ) 2.02
Depreciable real estate reserves —
—
(0.82 ) (0.10 )
Net income attributable to SL Green common stockholders $ 0.40
$ 0.34
$ 0.59

$ 1.91
Diluted earnings per share:
Income (loss) before depreciable real estate reserves and gains (losses) on sale $ 0.39
$ 0.34
$ 1.28
$ (0.43 )
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.01
—
0.16
0.42
Gain (loss) on sale of real estate, net —
—
(0.03 ) 2.01
Depreciable real estate reserves —
—
(0.82 ) (0.10 )
Net income attributable to SL Green common stockholders $ 0.40
$ 0.34
$ 0.59
$ 1.90

Dividends per share $ 0.775
$ 0.72
$ 2.325
$ 2.16
Basic weighted average common shares outstanding 97,783
100,233
99,431
100,140
Diluted weighted average common shares and common share equivalents outstanding 102,570
105,143
104,280
104,761


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenues
Rental revenue, net	$	195,515	$	248,028	$	614,032	$	733,105
Investment income	22,988		51,518		101,464		153,167
Other income	31,341		14,088		102,350		44,641
Total revenues	249,844		313,634		817,846		930,913
Expenses
Operating expenses, including related party expenses of $2,801 and $9,289 in 2020 and $5,460 and $13,575 in 2019	45,910		59,847		140,673		175,862
Real estate taxes	43,522		49,626		131,805		143,008
Operating lease rent	6,973		8,295		22,171		24,891
Interest expense, net of interest income	23,536		48,112		91,100		145,797
Amortization of deferred financing costs	3,151		3,112		8,312		8,566
Depreciation and amortization	92,516		70,464		256,736		208,268
Loan loss and other investment reserves, net of recoveries	8,957		0		27,018		0
Transaction related costs	45		44		483		360
Marketing, general and administrative	23,602		23,841		66,682		75,300
Total expenses	248,212		263,341		744,980		782,052

Equity in net loss from unconsolidated joint ventures	(432)		(9,864)		(15,445)		(22,644)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate	0		0		0		76,181
Purchase price and other fair value adjustments	0		3,799		0		69,389
Gain on sale of real estate, net	26,104		3,541		163,624		2,492
Depreciable real estate reserves and impairment	(6,627)		(7,047)		(6,627)		(7,047)





Net income	20,677		40,722		214,418		267,232
Net (income) loss attributable to noncontrolling interests:
Noncontrolling interests in the Operating Partnership	(802)		(1,719)		(10,073)		(12,306)
Noncontrolling interests in other partnerships	(414)		624		(1,145)		2,524
Preferred units distributions	(1,864)		(2,732)		(6,883)		(8,185)
Net income attributable to SL Green	17,597		36,895		196,317		249,265
Perpetual preferred stock dividends	(3,738)		(3,738)		(11,213)		(11,213)
Net income attributable to SL Green common stockholders	$	13,859	$	33,157	$	185,104	$	238,052






















Basic earnings per share	$	0.19	$	0.40	$	2.44	$	2.87










Diluted earnings per share	$	0.19	$	0.40	$	2.44	$	2.87

Basic weighted average common shares outstanding	73,020		82,292		75,521		82,855
Diluted weighted average common shares and common share equivalents outstanding	77,491		86,714		80,085		87,309

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

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Comprehensive Income

(unaudited, in thousands)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Net income	$	20,677	$	40,722	$	214,418	$	267,232
Other comprehensive income (loss):
Increase (decrease) in unrealized value of derivative instruments, including SL Green's share of joint venture derivative instruments	6,099		(12,574)		(48,227)		(59,680)
Increase (decrease) in unrealized value of marketable securities	389		230		(2,152)		1,571
Other comprehensive income (loss)	6,488		(12,344)		(50,379)		(58,109)
Comprehensive income	27,165		28,378		164,039		209,123
Net income attributable to noncontrolling interests and preferred units distributions	(3,080)		(3,827)		(18,101)		(17,967)
Other comprehensive (income) loss attributable to noncontrolling interests	(317)		607		2,664		2,869
Comprehensive income attributable to SL Green	$	23,768	$	25,158	$	148,602	$	194,025

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Net income
$ 45,795
$ 43,343
$ 62,734
$ 224,941
Other comprehensive loss:

Change in net unrealized gain on derivative instruments, including SL Green's share of joint venture net unrealized gain on derivative instruments
(217 ) 2,632
(3,812 ) (4,682 )
Change in unrealized gain on marketable securities
44
(30 ) (4,443 ) (900 )
Other comprehensive (loss) income
(173 ) 2,602
(8,255 ) (5,582 )
Comprehensive income
45,622
45,945
54,479
219,359
Net (income) loss attributable to noncontrolling interests and preferred units distributions
(3,188 ) (5,353 ) 6,921
(22,798 )
Other comprehensive loss attributable to noncontrolling interests
4
(118 ) 303
257
Comprehensive income attributable to SL Green
$ 42,438
$ 40,474
$ 61,703
$ 196,818

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

Table of Contents

SL Green Realty Corp.

Consolidated ~~Statement~~Statements of Equity

(unaudited, 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 Loss		Retained Earnings		Noncontrolling Interests		Total
Balance at December 31, 2019		$	221,932	79,202	$	803	$	4,286,395	$	(124,049)	$	(28,485)	$	1,084,719	$	75,883	$	5,517,198
Cumulative adjustment upon adoption of ASC 326													(39,184)				(39,184)
Balance at January 1, 2020		$	221,932	79,202	$	803	$	4,286,395	$	(124,049)	$	(28,485)	$	1,045,535	$	75,883	$	5,478,014
Net income (loss)													178,720		731		179,451
Acquisition of subsidiary interest from noncontrolling interest							(3,123)								1,587		(1,536)
Other comprehensive loss											(53,886)						(53,886)
Preferred dividends													(7,475)				(7,475)
DRSPP proceeds				6			364										364
Conversion of units in the Operating Partnership for common stock				101	1		8,743										8,744
Reallocation of noncontrolling interest in the Operating Partnership													31,144				31,144

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				(33)			13,493										13,493


Repurchases of common stock				(5,601)	(56)		(283,981)						(76,831)				(360,868)

Contributions to consolidated joint venture interests															8,185		8,185

Cash distributions to noncontrolling interests															(596)		(596)
Cash distributions declared ($1.180 per common share, none of which represented a return of capital for federal income tax purposes)													(89,272)				(89,272)
Balance at June 30, 2020		$	221,932	73,675	$	748	$	4,021,891	$	(124,049)	$	(82,371)	$	1,081,821	$	85,790	$	5,205,762
Net income													17,597		414		18,011
Acquisition of subsidiary interest from noncontrolling interest							0								0		0
Other comprehensive income											6,171						6,171
Preferred dividends													(3,738)				(3,738)
DRSPP proceeds				4			202										202
Conversion of units in the Operating Partnership for common stock				0	0		0										0
Reallocation of noncontrolling interest in the Operating Partnership													4,109				4,109

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				3	0		7,543										7,543


Repurchases of common stock				(642)	(7)		(31,120)						0				(31,127)

Contributions to consolidated joint venture interests															4,219		4,219

Cash distributions to noncontrolling interests															(12,530)		(12,530)
Cash distributions declared ($0.885 per common share, none of which represented a return of capital for federal income tax purposes)													(64,617)				(64,617)
Balance at September 30, 2020		$	221,932	73,040	$	741	$	3,998,516	$	(124,049)	$	(76,200)	$	1,035,172	$	77,893	$	5,134,005

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Equity

(unaudited, 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, 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) 69,655
(18,179 ) 51,476
Other comprehensive loss (7,952 ) (7,952 )
Preferred dividends (11,213 ) (11,213 )
DRSPP proceeds 2
185
185
Conversion of units of the Operating Partnership to common stock 142
1
15,352
15,353
Reallocation of noncontrolling interest in the Operating Partnership 2,669
2,669
Equity component of repurchased exchangeable senior notes (27,969 ) (27,969 )
Deferred compensation plan and stock awards, net (6 ) (1,959 ) (1,959 )
Amortization of deferred compensation plan 22,014
22,014
Repurchases of common stock (3,400 ) (34 ) (349,957 ) (349,991 )
Proceeds from stock options exercised 146
1
12,289
12,290
Contributions to consolidated joint venture interests 33,202
33,202
Deconsolidation of partially owned entity (30,203 ) (30,203 )
Cash distributions to noncontrolling interests (45,089 ) (45,089 )
Cash distributions declared ($2.325 per common share, none of which represented a return of capital for federal income tax purposes) (229,672 ) (229,672 )
Balance at September 30, 2017 $ 221,932
97,446
$ 985
$ 5,294,500
$ (124,049 ) $ 14,185
$ 1,410,332
$ 366,167
$ 7,184,052


	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, 2018		$	221,932	83,684	$	847	$	4,508,685	$	(124,049)	$	15,108	$	1,278,998	$	46,334	$	5,947,855


Net income													212,370		(1,900)		210,470
Acquisition of subsidiary interest from noncontrolling interest							(515)								(25,276)		(25,791)
Other comprehensive loss											(43,503)						(43,503)
Preferred dividends													(7,475)				(7,475)
DRSPP proceeds				3			263										263
Conversion of units in the Operating Partnership for common stock				5			446										446
Reallocation of noncontrolling interest in the Operating Partnership													(14,028)				(14,028)

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				(17)			10,533										10,533


Repurchases of common stock				(1,265)	(12)		(68,203)						(41,098)				(109,313)

Contributions to consolidated joint venture interests															50,692		50,692

Cash distributions to noncontrolling interests															(271)		(271)
Cash distributions declared ($1.70 per common share, none of which represented a return of capital for federal income tax purposes)													(140,377)				(140,377)
Balance at June 30, 2019		$	221,932	82,410	$	835	$	4,451,209	$	(124,049)	$	(28,395)	$	1,288,390	$	69,579	$	5,879,501
Net income													36,895		(624)		36,271
Acquisition of subsidiary interest from noncontrolling interest							(54)										(54)
Other comprehensive loss											(11,737)						(11,737)
Preferred dividends													(3,738)				(3,738)
DRSPP proceeds							39										39
Conversion of units in the Operating Partnership for common stock							25										25
Reallocation of noncontrolling interest in the Operating Partnership													(1,481)				(1,481)

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				21			5,948										5,948


Repurchases of common stock				(916)	(9)		(49,500)						(25,022)				(74,531)

Contributions to consolidated joint venture interests															2,404		2,404

Cash distributions to noncontrolling interests															(207)		(207)
Cash distributions declared ($0.85 per common share, none of which represented a return of capital for federal income tax purposes)													(69,140)				(69,140)
Balance at September 30, 2019		$	221,932	81,515	$	826	$	4,407,667	$	(124,049)	$	(40,132)	$	1,225,904	$	71,152	$	5,763,300

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

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Cash Flows

(unaudited, in thousands, except per share data)


	Nine Months Ended September 30,
	2020		2019
Operating Activities
Net income	$	214,418	$	267,232
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	265,048		216,834
Equity in net loss from unconsolidated joint ventures	15,445		22,644
Distributions of cumulative earnings from unconsolidated joint ventures	576		648
Equity in net gain on sale of interest in unconsolidated joint venture interest/real estate	0		(76,181)
Purchase price and other fair value adjustments	0		(69,389)
Depreciable real estate reserves and impairment	6,627		7,047
Gain on sale of real estate, net	(163,624)		(2,492)
Loan loss reserves and other investment reserves, net of recoveries	27,018		0



Deferred rents receivable	(3,459)		(10,005)
Non-cash lease expense	9,735		10,255
Other non-cash adjustments	14,874		(11,766)
Changes in operating assets and liabilities:
Tenant and other receivables	(43,069)		(7,564)
Related party receivables	4,195		8,921
Deferred lease costs	(12,472)		(38,542)
Other assets	(55,301)		(47,139)
Accounts payable, accrued expenses, other liabilities and security deposits	43,256		18,737
Deferred revenue	13,206		18,255
Change in lease liability - operating leases	(8,530)		(8,062)
Net cash provided by operating activities	327,943		299,433
Investing Activities
Acquisitions of real estate property	(86,846)		(261,596)
Additions to land, buildings and improvements	(281,651)		(150,742)
Acquisition deposits and deferred purchase price	0		(228)
Investments in unconsolidated joint ventures	(39,724)		(114,050)
Distributions in excess of cumulative earnings from unconsolidated joint ventures	104,300		62,576
Net proceeds from disposition of real estate/joint venture interest	333,037		138,948


Other investments	(3,921)		(2,491)
Origination of debt and preferred equity investments	(353,797)		(555,951)
Repayments or redemption of debt and preferred equity investments	703,625		642,634
Net cash provided by (used in) investing activities	375,023		(240,900)

Nine Months Ended September 30,
2017 2016
Operating Activities
Net income $ 62,734
$ 224,941
Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 331,117
737,195
Equity in net income from unconsolidated joint ventures (14,104 ) (11,969 )
Distributions of cumulative earnings from unconsolidated joint ventures 19,609
19,311
Equity in net gain on sale of interest in unconsolidated joint venture interest/real estate (16,166 ) (43,588 )
Depreciable real estate reserves 85,336
10,387
Loss (gain) on sale of real estate, net 3,256
(210,750 )
(Gain) loss on sale of investments in marketable securities (3,262 ) 83
Deferred rents receivable (33,523 ) 40,056
Other non-cash adjustments ⁽¹⁾
18,423
(155,558 )
Changes in operating assets and liabilities:

Restricted cash—operations 6,520
(12,855 )
Tenant and other receivables (2,318 ) 2,714
Related party receivables (8,238 ) (4,167 )
Deferred lease costs (31,479 ) (47,036 )
Other assets (58,068 ) (30,899 )
Accounts payable, accrued expenses, other liabilities and security deposits 1,423
(28,089 )
Deferred revenue and land leases payable 55,361
19,016
Net cash provided by operating activities 416,621

508,792
Investing Activities
Acquisitions of real estate property (25,114 ) (38,005 )
Additions to land, buildings and improvements (251,158 ) (269,182 )
Escrowed cash—capital improvements/acquisition deposits/deferred purchase price 17,431
85,983
Investments in unconsolidated joint ventures (112,697 ) (69,422 )
Distributions in excess of cumulative earnings from unconsolidated joint ventures 279,478
171,472
Net proceeds from disposition of real estate/joint venture interest 116,983
2,419,841
Proceeds from sale or redemption of marketable securities 55,129
6,868
Purchases of marketable securities —
(23,062 )
Other investments 46,955
8,232
Origination of debt and preferred equity investments (935,724 ) (554,803 )
Repayments or redemption of debt and preferred equity investments 707,676
667,251
Net cash (used in) provided by investing activities (101,041 ) 2,405,173

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Cash Flows

(unaudited, in thousands, except per share data)


	Nine Months Ended September 30,
	2020		2019
Financing Activities
Proceeds from mortgages and other loans payable	1,128,775		699,072
Repayments of mortgages and other loans payable	(710,352)		(162,024)
Proceeds from revolving credit facility and senior unsecured notes	1,275,000		1,090,000
Repayments of revolving credit facility and senior unsecured notes	(1,575,000)		(1,255,000)
Proceeds from stock options exercised and DRSPP issuance	566		302

Repurchase of common stock	(381,992)		(175,005)
Redemption of preferred stock	(82,750)		(15,142)
Redemption of OP units	(18,913)		(15,918)
Distributions to noncontrolling interests in other partnerships	(13,126)		(478)
Contributions from noncontrolling interests in other partnerships	12,404		4,873
Acquisition of subsidiary interest from noncontrolling interest	(1,536)		(25,791)
Distributions to noncontrolling interests in the Operating Partnership	(8,857)		(10,993)
Dividends paid on common and preferred stock	(224,147)		(230,804)

Tax withholdings related to restricted share awards	(4,752)		(3,126)
Deferred loan costs	(34,687)		(21,068)
Principal payments of on financing lease liabilities	(580)		0
Net cash used in financing activities	(639,947)		(121,102)
Net increase (decrease) in cash, cash equivalents, and restricted cash	63,019		(62,569)
Cash, cash equivalents, and restricted cash at beginning of year	241,430		279,113
Cash, cash equivalents, and restricted cash at end of period	$	304,449	$	216,544





Supplemental Disclosure of Non-Cash Investing and Financing Activities:

Conversion of units in the Operating Partnership	$	8,744	$	471

Exchange of preferred equity investment for real estate or equity in joint venture	119,497		0
Exchange of debt investment for real estate or equity in joint venture	104,211		—

Issuance of preferred units relating to a real estate acquisition	0		1,000
Tenant improvements and capital expenditures payable	11,993		10,040
Fair value adjustment to noncontrolling interest in the Operating Partnership	35,253		15,509

Deconsolidation of a subsidiary	0		395
Deconsolidation of a subsidiary mortgage	5,593		—
Reversal of assets held for sale	391,664		0
Mortgages assumed in connection with sale of real estate	250,000		—
Seller financed purchases	100,000		0
Debt and preferred equity reserves	4,638		0
Transfer of assets related to assets held for sale	0		403,488

Removal of fully depreciated commercial real estate properties	7,906		6,602

Contribution to consolidated joint venture by noncontrolling interest	0		48,223
Share repurchase payable	10,003		8,839

Recognition of sales-type leases and related lease liabilities	114,974		—
Recognition of right of use assets and related lease liabilities	57,500		389,120

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Cash Flows

(unaudited, in thousands, except per share data)

Nine Months Ended September 30,
2017 2016
Financing Activities
Proceeds from mortgages and other loans payable $ 779,650
$ 256,207
Repayments of mortgages and other loans payable (706,056 ) (1,786,034 )
Proceeds from revolving credit facility and senior unsecured notes 1,447,800
1,260,300
Repayments of revolving credit facility and senior unsecured notes (1,270,804 ) (2,269,604 )
Proceeds from stock options exercised and DRIP issuance 12,475
12,404
Repurchase of common stock (349,991 ) —
Redemption of preferred stock (125 ) (2,999 )
Distributions to noncontrolling interests in other partnerships (45,089 ) (11,023 )
Contributions from noncontrolling interests in other partnerships 33,202
2,019
Distributions to noncontrolling interests in the Operating Partnership (10,639 ) (9,245 )
Dividends paid on common and preferred stock (251,701 ) (234,801 )
Other obligations related to loan participations 16,737
59,150
Deferred loan costs and capitalized lease obligation (8,993 ) (39,842 )
Net cash used in financing activities (353,534 ) (2,763,468 )
Net (decrease) increase in cash and cash equivalents (37,954 ) 150,497
Cash and cash equivalents at beginning of year 279,443
255,399
Cash and cash equivalents at end of period $ 241,489
$ 405,896

⁽¹⁾ Included in Other non-cash adjustments is $172.4 million for the nine months ended September 30, 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 Disclosure of Non-Cash Investing and Financing Activities:
Issuance of units in the Operating Partnership $ 23,273
$ 51,647
Redemption of units in the Operating Partnership for stock 15,352
12,746
Derivative instruments at fair value 7,362
—
Exchange of debt investment for equity in joint venture —
68,581
Issuance of preferred units relating to a real estate acquisition —
22,793
Tenant improvements and capital expenditures payable 8,926
4,281
Fair value adjustment to noncontrolling interest in Operating Partnership 2,669
4,959
Deconsolidation of subsidiaries 328,643
1,173,570
Transfer of assets related to assets held for sale 273,455
2,048,376
Transfer of liabilities related to assets held for sale 1,290
1,677,528
Deferred leasing payable 810
1,208
Removal of fully depreciated commercial real estate properties 11,158
22,179
Issuance of SLG's common stock to consolidated joint venture —
114,049
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.


	Nine Months Ended September 30,
	2020		2019
Cash and cash equivalents	$	221,404	$	121,751
Restricted cash	83,045		94,793
Total cash, cash equivalents, and restricted cash	$	304,449	$	216,544

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

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Balance Sheets

(in ~~thousands, except per unit data)~~thousands)


	September 30, 2020		December 31, 2019
	(unaudited)
Assets
Commercial real estate properties, at cost:
Land and land interests	$	1,639,118	$	1,751,544
Building and improvements	5,483,155		5,154,990
Building leasehold and improvements	1,442,251		1,433,793
Right of use asset - financing leases	75,711		47,445
Right of use asset - operating leases	381,255		396,795
	9,021,490		8,784,567
Less: accumulated depreciation	(2,260,247)		(2,060,560)
	6,761,243		6,724,007
Assets held for sale	0		391,664
Cash and cash equivalents	221,404		166,070
Restricted cash	83,045		75,360
Investments in marketable securities	27,734		29,887
Tenant and other receivables	72,806		43,968
Related party receivables	31,936		21,121
Deferred rents receivable	304,673		283,011
Debt and preferred equity investments, net of discounts and deferred origination fees of $12,031 and $14,562 and allowances of $19,010 and $1,750 in 2020 and 2019, respectively	1,153,363		1,580,306
Investments in unconsolidated joint ventures	2,946,673		2,912,842
Deferred costs, net	206,289		205,283
Other assets	514,873		332,801
Total assets (1)	$	12,324,039	$	12,766,320
Liabilities
Mortgages and other loans payable, net	$	2,391,744	$	2,183,253
Revolving credit facility, net	184,840		234,013
Unsecured term loans, net	1,494,793		1,494,024
Unsecured notes, net	1,247,795		1,496,847
Accrued interest payable	23,438		22,148
Other liabilities	306,077		177,080
Accounts payable and accrued expenses	152,983		166,905
Deferred revenue	117,615		114,052
Lease liability - financing leases	174,983		44,448
Lease liability - operating leases	358,419		381,671
Dividend and distributions payable	25,486		79,282
Security deposits	56,212		62,252
Liabilities related to assets held for sale	0		0
Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities	100,000		100,000
Total liabilities (1)	6,634,385		6,555,975
Commitments and contingencies
Limited partner interests in SLGOP (4,027 and 4,196 limited partner common units outstanding at September 30, 2020 and December 31, 2019, respectively)	353,480		409,862
Preferred units	202,169		283,285

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Balance Sheets

(in ~~thousands, except per unit data)~~thousands)


	September 30, 2020		December 31, 2019
	(unaudited)
Capital
SLGOP partners' capital:
Series I Preferred Units, $25.00 liquidation preference, 9,200 issued and outstanding at both September 30, 2020 and December 31, 2019	221,932		221,932
SL Green partners' capital (771 and 834 general partner common units and 72,269 and 78,368 limited partner common units outstanding at September 30, 2020 and December 31, 2019, respectively)	4,910,380		5,247,868
Accumulated other comprehensive loss	(76,200)		(28,485)
Total SLGOP partners' capital	5,056,112		5,441,315
Noncontrolling interests in other partnerships	77,893		75,883
Total capital	5,134,005		5,517,198
Total liabilities and capital	$	12,324,039	$	12,766,320

(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, excluding the Operating Partnership: 375.9 million and $205.2 million of land, $1.4 billion and $481.9 million of building and improvements, $2.0 million and $2.0 million of building and leasehold improvements, $61.7 million and $61.7 million of right of use assets, $296.3 million and $17.6 million of accumulated depreciation, $322.8 million and $169.5 million of other assets included in other line items, $510.7 million and $457.1 million of real estate debt, net, $1.1 million and $1.2 million of accrued interest payable, $58.4 million and $57.7 million of lease liabilities, and $48.9 million and $43.7 million of other liabilities included in other line items as of September 30, 2020 and December 31, 2019, respectively.

September 30, 2017 December 31, 2016
(unaudited)
Capital
SLGOP partners' capital:
Series I Preferred Units, $25.00 liquidation preference, 9,200 issued and outstanding at both September 30, 2017 and December 31, 2016 221,932
221,932
SL Green partners' capital (1,020 and 1,049 general partner common units and 96,426 and 99,513 limited partner common units outstanding at September 30, 2017 and December 31, 2016, respectively) 6,581,768
7,080,406
Accumulated other comprehensive income 14,185
22,137
Total SLGOP partners' capital 6,817,885
7,324,475
Noncontrolling interests in other partnerships 366,167
426,436
Total capital 7,184,052
7,750,911
Total liabilities and capital $ 15,109,870
$ 15,857,787

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: $384.3 million and $412.3 million of land, $1.4 billion and $1.5 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, $323.3 million and $327.2 million of accumulated depreciation, $235.4 million and $244.2 million of other assets included in other line items, $627.8 million and $621.8 million of real estate debt, net, $2.5 million and $2.2 million of accrued interest payable, $42.7 million and $42.1 million of capital lease obligations, and $58.5 million and $73.3 million of other liabilities included in other line items as of September 30, 2017 and December 31, 2016, respectively.

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

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Statements of Operations

(unaudited, in thousands, except per unit data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Revenues
Rental revenue, net	$	195,515	$	248,028	$	614,032	$	733,105

Investment income	22,988		51,518		101,464		153,167
Other income	31,341		14,088		102,350		44,641
Total revenues	249,844		313,634		817,846		930,913
Expenses
Operating expenses, including related party expenses of $2,801 and $9,289 in 2020 and $5,460 and $13,575 in 2019	45,910		59,847		140,673		175,862
Real estate taxes	43,522		49,626		131,805		143,008
Operating lease rent	6,973		8,295		22,171		24,891
Interest expense, net of interest income	23,536		48,112		91,100		145,797
Amortization of deferred financing costs	3,151		3,112		8,312		8,566
Depreciation and amortization	92,516		70,464		256,736		208,268
Loan loss and other investment reserves, net of recoveries	8,957		0		27,018		0
Transaction related costs	45		44		483		360
Marketing, general and administrative	23,602		23,841		66,682		75,300
Total expenses	248,212		263,341		744,980		782,052


Equity in net loss from unconsolidated joint ventures	(432)		(9,864)		(15,445)		(22,644)
Equity in net gain on sale of interest in unconsolidated joint venture/real estate	0		0		0		76,181
Purchase price and other fair value adjustments	0		3,799		0		69,389
Gain on sale of real estate, net	26,104		3,541		163,624		2,492
Depreciable real estate reserves and impairment	(6,627)		(7,047)		(6,627)		(7,047)





Net income	20,677		40,722		214,418		267,232
Net loss (income) attributable to noncontrolling interests:
Noncontrolling interests in other partnerships	(414)		624		(1,145)		2,524
Preferred units distributions	(1,864)		(2,732)		(6,883)		(8,185)
Net income attributable to SLGOP	18,399		38,614		206,390		261,571
Perpetual preferred unit distributions	(3,738)		(3,738)		(11,213)		(11,213)
Net income attributable to SLGOP common unitholders	$	14,661	$	34,876	$	195,177	$	250,358






















Basic earnings per unit	$	0.19	$	0.40	$	2.44	$	2.87










Diluted earnings per unit	$	0.19	$	0.40	$	2.44	$	2.87

Basic weighted average common units outstanding	77,049		86,550		79,644		87,138
Diluted weighted average common units and common unit equivalents outstanding	77,491		86,714		80,085		87,309

Three Months Ended September 30, Nine Months Ended September 30,
2017
2016 2017 2016
Revenues
Rental revenue, net $ 274,765
$ 281,482
$ 835,501
$ 1,043,898
Escalation and reimbursement 44,749
53,130
131,561
147,357
Investment income 47,820
75,396
148,741
174,347
Other income 7,266
6,673
34,328
124,137
Total revenues 374,600
416,681
1,150,131
1,489,739
Expenses

Operating expenses, including related party expenses of $5,505 and $14,941 in 2017 and $5,042 and $15,171 in 2016. 75,927
79,425
221,285
234,269
Real estate taxes 64,160
64,133
186,173
187,931
Ground rent 8,307
8,338
24,923
24,953
Interest expense, net of interest income 65,634
72,565
196,112
256,326
Amortization of deferred financing costs 4,008
4,815
12,201
20,180
Depreciation and amortization 91,728
112,665
318,916
717,015
Transaction related costs 186
2,593
365
5,987
Marketing, general and administrative 23,963
25,458
72,362
73,974
Total expenses 333,913
369,992
1,032,337
1,520,635
Income (loss) before equity in net income (loss) from unconsolidated joint ventures, equity in net gain on sale of interest in unconsolidated joint venture/real estate, gain (loss) on sale of real estate, net, depreciable real estate reserves, and gain (loss) on sale of investment in marketable securities 40,687
46,689
117,794
(30,896 )
Equity in net income (loss) from unconsolidated joint ventures 4,078
(3,968 ) 14,104
11,969
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 1,030
225
16,166
43,588
Gain (loss) on sale of real estate, net —
397
(3,256 ) 210,750
Depreciable real estate reserves —
—
(85,336 ) (10,387 )
Gain (loss) on sale of investment in marketable securities —
—
3,262
(83 )
Net income 45,795
43,343
62,734
224,941
Net loss (income) attributable to noncontrolling interests:
Noncontrolling interests in other partnerships 1,474
(836 ) 18,179
(6,245 )
Preferred units distributions (2,850 ) (2,854 ) (8,551 ) (8,382 )
Net income attributable to SLGOP 44,419
39,653
72,362
210,314
Perpetual preferred unit distributions (3,738 ) (3,738 ) (11,213 ) (11,213 )
Net income attributable to SLGOP common unitholders $ 40,681
$ 35,915
$ 61,149
$ 199,101

~~Table of Contents~~

~~SL Green Operating Partnership, L.P.~~

~~Consolidated Statements of Operations~~

~~(unaudited, in thousands, except per unit data)~~

Three Months Ended September 30, Nine Months Ended September 30,
2017
2016 2017 2016
Amounts attributable to SLGOP common unitholders:
Income (loss) before depreciable real estate reserves and gains (losses) on sale $ 39,651
$ 35,293

$ 133,575

$ (44,850 )
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 1,030
225
16,166
43,588
Gain (loss) on sale of real estate, net —
397
(3,256 ) 210,750
Depreciable real estate reserves —
—
(85,336 ) (10,387 )
Net income attributable to SLGOP common unitholders
$ 40,681
$ 35,915
$ 61,149
$ 199,101
Basic earnings per unit:
Income (loss) before depreciable real estate reserves and gains (losses) on sale $ 0.39
$ 0.34
$ 1.28
$ (0.43 )
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.01
—
0.16
0.42
Gain (loss) on sale of real estate, net —
—
(0.03 ) 2.02
Depreciable real estate reserves —
—
(0.82 ) (0.10 )
Net income attributable to SLGOP common unitholders $ 0.40
$ 0.34

$ 0.59

$ 1.91
Diluted earnings per unit:
Income (loss) before depreciable real estate reserves and gains (losses) on sale $ 0.39
$ 0.34
$ 1.28
$ (0.43 )
Equity in net gain on sale of interest in unconsolidated joint venture/real estate 0.01
—
0.16
0.42
Gain (loss) on sale of real estate, net —
—
(0.03 ) 2.01
Depreciable real estate reserves —
—
(0.82 ) (0.10 )
Net income attributable to SLGOP common unitholders $ 0.40
$ 0.34
$ 0.59
$ 1.90

Dividends per unit $ 0.775
$ 0.72
$ 2.325
$ 2.16
Basic weighted average common units outstanding 102,326
104,730
104,001
104,412
Diluted weighted average common units and common unit equivalents outstanding 102,570
105,143
104,280
104,761

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

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Statements of Comprehensive Income

(unaudited, in thousands)

Three Months Ended September 30, Nine Months Ended September 30,
2017
2016 2017 2016
Net income $ 45,795
$ 43,343
$ 62,734
$ 224,941
Other comprehensive loss:
Change in net unrealized gain on derivative instruments, including SLGOP's share of joint venture net unrealized gain on derivative instruments (217 ) 2,632
(3,812 ) (4,682 )
Change in unrealized gain on marketable securities 44
(30 ) (4,443 ) (900 )
Other comprehensive loss (173 ) 2,602
(8,255 ) (5,582 )
Comprehensive (loss) income 45,622
45,945
54,479
219,359
Net loss (income) attributable to noncontrolling interests 1,474
(836 ) 18,179
(6,245 )
Other comprehensive loss attributable to noncontrolling interests 4
(118 ) 303
257
Comprehensive income attributable to SLGOP $ 47,100
$ 44,991
$ 72,961
$ 213,371


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Net income	$	20,677	$	40,722	$	214,418	$	267,232
Other comprehensive income (loss):
Increase (decrease) in unrealized value of derivative instruments, including SLGOP's share of joint venture derivative instruments	6,099		(12,574)		(48,227)		(59,680)
Increase (decrease) in unrealized value of marketable securities	389		230		(2,152)		1,571
Other comprehensive income (loss)	6,488		(12,344)		(50,379)		(58,109)
Comprehensive income	27,165		28,378		164,039		209,123
Net (income) loss attributable to noncontrolling interests	(414)		624		(1,145)		2,524
Other comprehensive (income) loss attributable to noncontrolling interests	(317)		607		2,664		2,869
Comprehensive income attributable to SLGOP	$	26,434	$	29,609	$	165,558	$	214,516

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

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated ~~Statement~~Statements of Capital

(unaudited, in thousands, except per unit data)


																		SL Green Operating Partnership Unitholders
	SL Green Operating Partnership Unitholders																			Partners' Interest
			Partners' Interest															Series I Preferred Units		Common Units	Common Unitholders		Accumulated Other Comprehensive Income (Loss)		Noncontrolling Interests		Total
	Series I Preferred Units		Common Units		Common Unitholders			Accumulated Other Comprehensive Income (Loss)			Noncontrolling Interests			Total
Balance at December 31, 2016	$	221,932	100,562		$	7,080,406		$	22,137		$	426,436		$	7,750,911
Balance at December 31, 2019																	Balance at December 31, 2019	$	221,932	79,202	$	5,247,868	$	(28,485)	$	75,883	$	5,517,198
Cumulative adjustment upon adoption of ASC 326																	Cumulative adjustment upon adoption of ASC 326				(39,184)						(39,184)
Balance at January 1, 2020																	Balance at January 1, 2020	$	221,932	79,202	$	5,208,684	$	(28,485)	$	75,883	$	5,478,014
Net income (loss)					69,655						(18,179		)	51,476			Net income (loss)				178,720				731		179,451
Acquisition of subsidiary interest from noncontrolling interest																	Acquisition of subsidiary interest from noncontrolling interest				(3,123)				1,587		(1,536)
Other comprehensive loss								(7,952		)				(7,952		)	Other comprehensive loss						(53,886)				(53,886)
Preferred distributions					(11,213		)							(11,213		)	Preferred distributions				(7,475)						(7,475)
DRSPP proceeds			2		185									185			DRSPP proceeds			6	364						364
Conversion of common units			142		15,353									15,353			Conversion of common units			101	8,744						8,744
Reallocation of noncontrolling interests in the operating partnership					2,669									2,669			Reallocation of noncontrolling interests in the operating partnership				31,144						31,144
Equity component of repurchased exchangeable senior notes					(27,969		)							(27,969		)
Deferred compensation plan and stock awards, net			(6	)	(1,959		)							(1,959		)
Amortization of deferred compensation plan					22,014									22,014

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings																	Deferred compensation plan and stock awards, net of forfeitures and tax withholdings			(33)	13,493						13,493

Repurchases of common stock			(3,400	)	(349,991		)							(349,991		)	Repurchases of common stock			(5,601)	(360,868)						(360,868)
Contribution to consolidated joint venture interests											33,202			33,202			Contribution to consolidated joint venture interests								8,185		8,185
Deconsolidation of partially owned entity											(30,203		)	(30,203		)
Contributions - proceeds from stock options exercised			146		12,290									12,290

Cash distributions to noncontrolling interests											(45,089		)	(45,089		)	Cash distributions to noncontrolling interests								(596)		(596)
Cash distributions declared ($2.325 per common unit, none of which represented a return of capital for federal income tax purposes)					(229,672		)							(229,672		)
Balance at September 30, 2017	$	221,932	97,446		$	6,581,768		$	14,185		$	366,167		$	7,184,052
Cash distributions declared ($1.180 per common unit, none of which represented a return of capital for federal income tax purposes)																	Cash distributions declared ($1.180 per common unit, none of which represented a return of capital for federal income tax purposes)				(89,272)						(89,272)
Balance at June 30, 2020																	Balance at June 30, 2020	$	221,932	73,675	$	4,980,411	$	(82,371)	$	85,790	$	5,205,762
Net income																	Net income				17,597				414		18,011
Acquisition of subsidiary interest from noncontrolling interest																	Acquisition of subsidiary interest from noncontrolling interest				0				0		0
Other comprehensive income																	Other comprehensive income						6,171				6,171
Preferred distributions																	Preferred distributions				(3,738)						(3,738)
DRSPP proceeds																	DRSPP proceeds			4	202						202
Conversion of common units																	Conversion of common units			0	0						0
Reallocation of noncontrolling interests in the operating partnership																	Reallocation of noncontrolling interests in the operating partnership				4,109						4,109

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings																	Deferred compensation plan and stock awards, net of forfeitures and tax withholdings			3	7,543						7,543

Repurchases of common stock																	Repurchases of common stock			(642)	(31,127)						(31,127)
Contribution to consolidated joint venture interests																	Contribution to consolidated joint venture interests								4,219		4,219

Cash distributions to noncontrolling interests																	Cash distributions to noncontrolling interests								(12,530)		(12,530)
Cash distributions declared ($0.885 per common unit, none of which represented a return of capital for federal income tax purposes)																	Cash distributions declared ($0.885 per common unit, none of which represented a return of capital for federal income tax purposes)				(64,617)						(64,617)
Balance at September 30, 2020																	Balance at September 30, 2020	$	221,932	73,040	$	4,910,380	$	(76,200)	$	77,893	$	5,134,005

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Statements of Capital

(unaudited, in thousands, except per unit data)


	SL Green Operating Partnership Unitholders
			Partners' Interest
	Series I Preferred Units		Common Units	Common Unitholders		Accumulated Other Comprehensive Loss		Noncontrolling Interests		Total
Balance at December 31, 2018	$	221,932	83,684	$	5,664,481	$	15,108	$	46,334	$	5,947,855


Net income				212,370				(1,900)		210,470
Acquisition of subsidiary interest from noncontrolling interest				(515)				(25,276)		(25,791)
Other comprehensive income						(43,503)				(43,503)
Preferred distributions				(7,475)						(7,475)
DRSPP proceeds			3	263						263
Conversion of common units			5	446						446
Reallocation of noncontrolling interests in the operating partnership				(14,028)						(14,028)

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings			(17)	10,533						10,533


Repurchases of common stock			(1,265)	(109,313)						(109,313)
Contribution to consolidated joint venture interests								50,692		50,692


Cash distributions to noncontrolling interests								(271)		(271)
Cash distributions declared ($1.70 per common unit, none of which represented a return of capital for federal income tax purposes)				(140,377)						(140,377)
Balance at June 30, 2019	$	221,932	82,410	$	5,616,385	$	(28,395)	$	69,579	$	5,879,501
Net income				36,895				(624)		36,271
Acquisition of subsidiary interest from noncontrolling interest				(54)						(54)
Other comprehensive income						(11,737)				(11,737)
Preferred distributions				(3,738)						(3,738)
DRSPP proceeds			0	39						39
Conversion of common units			0	25						25
Reallocation of noncontrolling interests in the operating partnership				(1,481)						(1,481)

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings			21	5,948						5,948


Repurchases of common stock			(916)	(74,531)						(74,531)
Contribution to consolidated joint venture interests								2,404		2,404


Cash distributions to noncontrolling interests								(207)		(207)
Cash distributions declared ($0.85 per common unit, none of which represented a return of capital for federal income tax purposes)				(69,140)						(69,140)
Balance at September 30, 2019	$	221,932	81,515	$	5,510,348	$	(40,132)	$	71,152	$	5,763,300

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

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Statements of Cash Flows

(unaudited, in thousands)


	Nine Months Ended September 30,
	2020		2019
Operating Activities
Net income	$	214,418	$	267,232
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	265,048		216,834
Equity in net loss from unconsolidated joint ventures	15,445		22,644
Distributions of cumulative earnings from unconsolidated joint ventures	576		648
Equity in net gain on sale of interest in unconsolidated joint venture interest/real estate	0		(76,181)
Purchase price and other fair value adjustments	0		(69,389)
Depreciable real estate reserves and impairment	6,627		7,047
Gain on sale of real estate, net	(163,624)		(2,492)
Loan loss reserves and other investment reserves, net of recoveries	27,018		0



Deferred rents receivable	(3,459)		(10,005)
Non-cash lease expense	9,735		10,255
Other non-cash adjustments	14,874		(11,766)
Changes in operating assets and liabilities:
Tenant and other receivables	(43,069)		(7,564)
Related party receivables	4,195		8,921
Deferred lease costs	(12,472)		(38,542)
Other assets	(55,301)		(47,139)
Accounts payable, accrued expenses, other liabilities and security deposits	43,256		18,737
Deferred revenue	13,206		18,255
Change in lease liability - operating leases	(8,530)		(8,062)
Net cash provided by operating activities	327,943		299,433
Investing Activities
Acquisitions of real estate property	(86,846)		(261,596)
Additions to land, buildings and improvements	(281,651)		(150,742)
Acquisition deposits and deferred purchase price	0		(228)
Investments in unconsolidated joint ventures	(39,724)		(114,050)
Distributions in excess of cumulative earnings from unconsolidated joint ventures	104,300		62,576
Net proceeds from disposition of real estate/joint venture interest	333,037		138,948


Other investments	(3,921)		(2,491)
Origination of debt and preferred equity investments	(353,797)		(555,951)
Repayments or redemption of debt and preferred equity investments	703,625		642,634
Net cash provided by (used in) investing activities	375,023		(240,900)

Nine Months Ended September 30,
2017
2016
Operating Activities
Net income $ 62,734
$ 224,941
Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 331,117
737,195
Equity in net income from unconsolidated joint ventures (14,104 ) (11,969 )
Distributions of cumulative earnings from unconsolidated joint ventures 19,609
19,311
Equity in net gain on sale of interest in unconsolidated joint venture interest/real estate (16,166 ) (43,588 )
Depreciable real estate reserves 85,336
10,387
Loss (gain) on sale of real estate, net 3,256
(210,750 )
(Gain) loss on sale of investments in marketable securities (3,262 ) 83
Deferred rents receivable (33,523 ) 40,056
Other non-cash adjustments ⁽¹⁾
18,423
(155,558 )
Changes in operating assets and liabilities:

Restricted cash—operations 6,520
(12,855 )
Tenant and other receivables (2,318 ) 2,714
Related party receivables (8,238 ) (4,167 )
Deferred lease costs (31,479 ) (47,036 )
Other assets (58,068 ) (30,899 )
Accounts payable, accrued expenses, other liabilities and security deposits 1,423
(28,089 )
Deferred revenue and land leases payable 55,361
19,016
Net cash provided by operating activities 416,621
508,792
Investing Activities

Acquisitions of real estate property (25,114 ) (38,005 )
Additions to land, buildings and improvements (251,158 ) (269,182 )
Escrowed cash—capital improvements/acquisition deposits/deferred purchase price 17,431
85,983
Investments in unconsolidated joint ventures (112,697 ) (69,422 )
Distributions in excess of cumulative earnings from unconsolidated joint ventures 279,478
171,472
Net proceeds from disposition of real estate/joint venture interest 116,983
2,419,841
Proceeds from sale or redemption of marketable securities 55,129
6,868
Purchases of marketable securities —
(23,062 )
Other investments 46,955
8,232
Origination of debt and preferred equity investments (935,724 ) (554,803 )
Repayments or redemption of debt and preferred equity investments 707,676
667,251
Net cash (used in) provided by investing activities (101,041 ) 2,405,173

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Statements of Cash Flows

(unaudited, in thousands)


	Nine Months Ended September 30,
	2020		2019
Financing Activities
Proceeds from mortgages and other loans payable	1,128,775		699,072
Repayments of mortgages and other loans payable	(710,352)		(162,024)
Proceeds from revolving credit facility and senior unsecured notes	1,275,000		1,090,000
Repayments of revolving credit facility and senior unsecured notes	(1,575,000)		(1,255,000)
Proceeds from stock options exercised and DRSPP issuance	566		302

Repurchase of common units	(381,992)		(175,005)
Redemption of preferred units	(82,750)		(15,142)
Redemption of OP units	(18,913)		(15,918)
Distributions to noncontrolling interests in other partnerships	(13,126)		(478)
Contributions from noncontrolling interests in other partnerships	12,404		4,873
Acquisition of subsidiary interest from noncontrolling interest	(1,536)		(25,791)
Distributions paid on common and preferred units	(233,004)		(241,797)

Tax withholdings related to restricted share awards	(4,752)		(3,126)
Deferred loan costs	(34,687)		(21,068)
Principal payments of on financing lease liabilities	(580)		0
Net cash used in financing activities	(639,947)		(121,102)
Net increase (decrease) in cash, cash equivalents, and restricted cash	63,019		(62,569)
Cash, cash equivalents, and restricted cash at beginning of year	241,430		279,113
Cash, cash equivalents, and restricted cash at end of period	$	304,449	$	216,544





Supplemental Disclosure of Non-Cash Investing and Financing Activities:

Conversion of units in the Operating Partnership	$	8,744	$	471

Exchange of preferred equity investment for real estate or equity in joint venture	119,497		0
Exchange of debt investment for real estate or equity in joint venture	104,211		—

Issuance of preferred units relating to a real estate acquisition	0		1,000
Tenant improvements and capital expenditures payable	11,993		10,040
Fair value adjustment to noncontrolling interest in the Operating Partnership	35,253		15,509

Deconsolidation of a subsidiary	0		395
Deconsolidation of a subsidiary mortgage	5,593		—
Reversal of assets held for sale	391,664		0
Mortgages assumed in connection with sale of real estate	250,000		—
Seller financed purchases	100,000		0
Debt and preferred equity reserves	4,638		0
Transfer of assets related to assets held for sale	0		403,488
Transfer of liabilities related to assets held for sale	0		0
Removal of fully depreciated commercial real estate properties	7,906		6,602

Contribution to consolidated joint venture by noncontrolling interest	0		48,223
Share repurchase payable	10,003		8,839

Recognition of sales-type leases and related lease liabilities	114,974		—
Recognition of right of use assets and related lease liabilities	57,500		389,120

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Statements of Cash Flows

(unaudited, in thousands)

Nine Months Ended September 30,
2017
2016
Financing Activities
Proceeds from mortgages and other loans payable $ 779,650
$ 256,207
Repayments of mortgages and other loans payable (706,056 ) (1,786,034 )
Proceeds from revolving credit facility and senior unsecured notes 1,447,800
1,260,300
Repayments of revolving credit facility and senior unsecured notes (1,270,804 ) (2,269,604 )
Proceeds from stock options exercised and DRIP issuance 12,475
12,404
Repurchase of common stock (349,991 ) —
Redemption of preferred stock (125 ) (2,999 )
Distributions to noncontrolling interests in other partnerships (45,089 ) (11,023 )
Contributions from noncontrolling interests in other partnerships 33,202
2,019
Distributions paid on common and preferred units (262,340 ) (244,046 )
Other obligations related to loan participations 16,737
59,150
Deferred loan costs and capitalized lease obligation (8,993 ) (39,842 )
Net cash used in financing activities (353,534 ) (2,763,468 )
Net (decrease) increase in cash and cash equivalents (37,954 ) 150,497
Cash and cash equivalents at beginning of year 279,443
255,399
Cash and cash equivalents at end of period $ 241,489
$ 405,896

⁽¹⁾ Included in Other non-cash adjustments is $172.4 million for the nine months ended September 30, 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 Disclosure of Non-Cash Investing and Financing Activities:
Issuance of units in the Operating Partnership $ 23,273
$ 51,647
Redemption of units in the Operating Partnership for stock 15,352
12,746
Derivative instruments at fair value 7,362
—
Exchange of debt investment for equity in joint venture —
68,581
Issuance of preferred units relating to a real estate acquisition —
22,793
Tenant improvements and capital expenditures payable 8,926
4,281
Fair value adjustment to noncontrolling interest in Operating Partnership 2,669
4,959
Deconsolidation of subsidiaries 328,643
1,173,570
Transfer of assets related to assets held for sale 273,455
2,048,376
Transfer of liabilities related to assets held for sale 1,290
1,677,528
Deferred leasing payable 810
1,208
Removal of fully depreciated commercial real estate properties 11,158
22,179
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.


	Nine Months Ended September 30,
	2020		2019
Cash and cash equivalents	$	221,404	$	121,751
Restricted cash	83,045		94,793
Total cash, cash equivalents, and restricted cash	$	304,449	$	216,544

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

~~Table of Contents~~

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements

September 30, ~~2017~~2020

(unaudited)

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. 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 September 30, ~~2017,~~2020, noncontrolling investors held, in the aggregate, a ~~4.45%~~5.23% 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.~~Statements."

As of September 30, ~~2017,~~2020, we owned the following interests in properties in the New York ~~Metropolitan~~metropolitan 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, which~~located outside of Manhattan are ~~collectively known~~referred 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	18	10,647,191	11	11,841,483	29	22,488,674	93.1	%
	Retail	4	44,189	8	289,050	12	333,239	94.0	%
	Development/Redevelopment	10	2,908,362	2	1,755,610	12	4,663,972	N/A
	Fee Interest	0	0	1	0	1	0	0	%
		32	13,599,742	22	13,886,143	54	27,485,885	93.1	%
Suburban	Office	8	1,044,800	0	0	8	1,044,800	85.0	%
	Retail	1	52,000	0	0	1	52,000	100.0	%

		9	1,096,800	0	0	9	1,096,800	85.7	%
Total commercial properties		41	14,696,542	22	13,886,143	63	28,582,685	92.7	%
Residential:
Manhattan	Residential	1	82,250	8	1,663,774	9	1,746,024	78.8	%
Total residential properties		1	82,250	8	1,663,774	9	1,746,024	78.8	%
Total portfolio		42	14,778,792	30	15,549,917	72	30,328,709	91.9	%

(1)The weighted average occupancy for commercial properties represents the total occupied square footage divided by the total square footage at acquisition. The weighted average occupancy for residential properties represents the total occupied units divided by the total available units.

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 24

16,054,606
7
6,558,139
31
22,612,745
93.4 %

Retail 4
(2) 302,583
9
347,970
13
650,553
94.5 %

Development/Redevelopment 7

158,985
4
770,514
11
929,499
59.9 %

Fee Interest 1

176,530
1
—
2
176,530
100.0 %

36

16,692,704
21
7,676,623
57
24,369,327
92.2 %
Suburban Office 22
(3)(4) 3,608,800
2
640,000
24
4,248,800
83.1 %

Retail 1

52,000
—
—
1
52,000
100.0 %

Development/Redevelopment 1

1,000
1
—
2
1,000
100.0 %

24

3,661,800
3
640,000
27
4,301,800
83.3 %
Total commercial properties 60

20,354,504
24
8,316,623
84
28,671,127
90.8 %
Residential:

Manhattan Residential 3
(2) 472,105
12
2,656,856
15
3,128,961
86.4 %
Suburban Residential —

—
—
—
—
—
— %
Total residential properties 3

472,105
12
2,656,856
15
3,128,961
86.4 %
Total portfolio⁽²⁾⁽³⁾
63

20,826,609
36
10,973,479
99
31,800,088
90.4 %


~~(1)~~	The weighted average occupancy for commercial properties represents the total occupied square feet divided by total square footage at acquisition. The weighted average occupancy for residential properties represents the total occupied units divided by total available units.

As of September 30, 2020, we also managed 2 office buildings owned by third parties encompassing approximately 2.1 million square feet (unaudited), and held debt and preferred equity investments with a book value of $1.15 billion, excluding $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.

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SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

~~(2)~~

As of September 30, 2017, 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 this building in the number of retail properties we own. However, we have included only the retail square footage in the retail approximate square footage, and have listed the balance of the square footage as residential square footage.


~~(3)~~	Includes the properties at 16 Court Street in Brooklyn, New York, and 125 Chubb Avenue in Lyndhurst, New Jersey which are classified as held for sale at September 30, 2017. The sales closed in October 2017.

As of September 30, 2017, we also managed an approximately 336,000 square foot (unaudited) office building owned by a third party and held debt and preferred equity investments with a book value of $2.2 billion, including ~~$0.1 billion~~ ~~of debt and preferred equity investments and other financing receivables that are included in other 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.~~partners, subject to the priority distributions with respect to preferred units and special provisions that apply to LTIP Units. 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-one~~one-for-1 basis.

Basis of Quarterly Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for the fair presentation of the financial position of the Company and the Operating Partnership at September 30, ~~2017~~2020 and the results of operations for the periods presented have been included. The operating results for the period presented are not necessarily indicative of the results that may be expected for the year ending December 31, ~~2017.~~2020. These financial statements should be read in conjunction with the financial statements and accompanying notes included in the Annual Report on Form 10-K for the year ended December 31, ~~2016~~2019 of the Company and the Operating Partnership.

The consolidated balance sheet at December 31, ~~2016~~2019 has been derived from the audited financial statements as of that date but dodoes not include all the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements.

Subsequent Events

Beginning in late 2019, a novel strain of Coronavirus (“COVID-19”) began to spread throughout the world, including the United States, ultimately being declared a pandemic by the World Health Organization. The pandemic has caused, and continues to cause, severe disruptions with wide ranging impacts to the global economy and everyday life. We expect that our business, results of operations, liquidity, cash flows, prospects, and our ability to achieve forward-looking targets and expectations could be materially and adversely affected for at least the duration of the COVID-19 pandemic and possibly longer. This has and may continue to cause significant volatility in the trading prices of our securities. The extent of the impact of the COVID-19 pandemic will depend on future developments, including the duration, severity and spread of the pandemic, health and safety actions taken to contain its spread and how quickly and to what extent normal economic and operating conditions can resume. Additionally, the COVID-19 pandemic could increase the magnitude of many of the other risks described in our latest Annual Report on Form 10-K and other SEC filings and may have other adverse effects on our operations that we are not currently able to predict.

As of the date of this filing, we have collected gross tenant billings for the third quarter of 2020 of 92.7% overall, including 96.9% from office tenants and 70.2% from retail tenants. As of the date of this filing, we have collected gross tenant billings for the month of October 2020 of 93.0% overall, including 96.4% from office tenants and 72.6% from retail tenants.

In October 2020, the Company, together with its partners, entered into a contract to sell interests in 410 Tenth Avenue for gross consideration of $952.5 million. We currently own 70.9% of the venture. As part of the sale, the venture is retaining a 5% interest through completion of the property's redevelopment. This transaction is expected to close in the fourth quarter of 2020, subject to satisfaction of various closing conditions. At September 30, 2020, we determined that the held for sale criteria was not met for this property as it was not probable that the sale of the asset would be completed within one year.

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. 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.

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SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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.

Investment in Commercial Real Estate Properties

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) 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. We do not believe that there were any indicators of impairment at any of our consolidated properties at September 30, 2017. We recorded no depreciable real estate reserves for the three months ended September 30, 2017, and

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

~~aggregate depreciable real estate reserves of $85.3 million for the nine months ended September 30, 2017. See Note 4, "Property Dispositions".~~

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~~3 years 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 ~~one~~1 year 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~~1 year 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.

The Company classifies those leases under which the Company is the lessee at lease commencement as finance or operating leases. Leases qualify as finance leases if the lease transfers ownership of the asset at the end of the lease term, the lease grants an option to purchase the asset that we are reasonably certain to exercise, the lease term is for a major part of the remaining economic life of the asset, or the present value of the lease payments exceeds substantially all of the fair value of the asset. Leases that do not qualify as finance leases are deemed to be operating leases. At lease commencement the Company records a lease liability which is measured as the present value of the lease payments and a right of use asset which is measured as the amount of the lease liability and any initial direct costs incurred. The Company applies a discount rate to determine the present value of the lease payments. If the rate implicit in the lease is known, the Company uses that rate. If the rate implicit in the lease is not known, the Company uses a discount rate reflective of the Company’s collateralized borrowing rate given the term of the lease. To determine the discount rate, the Company employs a third party specialist to develop an analysis based primarily on the observable borrowing rates of the Company, other REITs, and other corporate borrowers with long-term borrowings. On the consolidated statements of operations, operating leases are expensed through operating lease rent while financing leases are expensed through amortization and interest expense. On the consolidated balance sheet, financing leases include the amounts previously captioned "Properties under capital lease." When applicable, the Company combines the consideration for lease and non-lease components in the calculation of the value of the lease obligation and right-of-use asset.

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 fair value of the property as calculated in accordance with ASC 820. 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 ~~$4.6~~$1.6 million and ~~$15.8~~$4.5 million of rental revenue for the three and nine months ended September 30, ~~2017,~~2020, respectively, and ~~$0.2~~$1.2 million and ~~$191.4~~$3.6 million of rental revenue for the three and nine months ended September 30, ~~2016~~2019, respectively, for the amortization of aggregate below-market leases in excess of above-market ~~leases~~leases.

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SL Green Realty Corp. and a reduction in lease origination costs, resulting from the allocation of the purchase price of the applicable properties. Included in rental revenue is zero and $172.4 million for the three and nine months ended SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 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. For the three and nine months ended September 30, 2017, we recognized as a reduction to interest expense the amortization of above-market rate mortgages of $0.0 million and $0.8 million, respectively. For the three and nine months ended September 30, 2016, we recognized as a reduction to interest expense the amortization of the above-market rate mortgages assumed of $0.7 million and $2.0 million, respectively.2020

(unaudited)

The following summarizes our identified intangible assets (acquired above-market leases and in-place leases) and intangible liabilities (acquired below-market leases) as of September 30, ~~2017~~2020 and December 31, ~~2016~~2019 (in thousands):


	September 30, 2020		December 31, 2019
Identified intangible assets (included in other assets):
Gross amount	$	224,221	$	255,198
Accumulated amortization	(208,135)		(228,223)
Net(1)	$	16,086	$	26,975
Identified intangible liabilities (included in deferred revenue):
Gross amount	$	273,240	$	282,048
Accumulated amortization	(255,879)		(249,514)
Net(1)	$	17,361	$	32,534

(1) As of September 30, 2020 and December 31, 2019, 0 net intangible assets and 0 net intangible liabilities were reclassified to assets held for sale or liabilities related to assets held for sale.

September 30, 2017 December 31, 2016
Identified intangible assets (included in other assets):
Gross amount $ 474,493
$ 651,099
Accumulated amortization (398,047 ) (410,930 )
Net⁽¹⁾
$ 76,446
$ 240,169
Identified intangible liabilities (included in deferred revenue):
Gross amount $ 639,511
$ 655,930
Accumulated amortization (474,365 ) (464,749 )
Net⁽¹⁾
$ 165,146
$ 191,181


~~(1)~~	~~As of September 30, 2017 and December 31, 2016,~~ ~~$3.9 million~~ and none, respectively and $1.1 million and none, respectively, of net intangible assets and net intangible liabilities, were reclassified to assets held for sale and liabilities related to assets held for sale.

Fair Value Measurements

See Note 16, "Fair Value Measurements."

Investment in Marketable Securities

At acquisition, we designate a security as held-to-maturity, available-for-sale, or trading. As of September 30, ~~2017,~~2020, 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.

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~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

At September 30, ~~2017~~

~~(unaudited)~~

~~The cost of bonds and marketable securities sold is determined using the specific identification method.~~

At ~~September 30, 2017~~2020 and December 31, ~~2016,~~2019, we held the following marketable securities (in thousands):


						September 30, 2020		December 31, 2019
	September 30, 2017		December 31, 2016
Equity marketable securities	$	—	$	48,315
Commercial mortgage-backed securities	28,802		36,795		Commercial mortgage-backed securities	$	27,734	$	29,887
Total marketable securities available-for-sale	$	28,802	$	85,110	Total marketable securities available-for-sale	$	27,734	$	29,887

The cost basis of the commercial mortgage-backed securities was $27.5 million ~~and $36.0 million~~ at both September 30, ~~2017~~2020 and December 31, ~~2016, respectively.~~2019. These securities mature at various times through ~~2049.~~2035. We held no0 equity marketable securities as of September 30, ~~2017. The cost basis of the equity marketable securities was $43.3 million at~~2020 and December 31, ~~2016.~~2019.

During the three and nine months ended September 30, ~~2017,~~2020, we ~~disposed~~did not dispose of any marketable ~~securities for aggregate net proceeds of $0.8 million and $55.2 million, respectively.~~securities. During the three and nine months ended September 30, ~~2016,~~2019, we ~~disposed~~did not dispose of any marketable ~~securities for aggregate net proceeds of $1.7 million and $6.9 million, respectively.~~securities.

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~~each joint ~~ventures'~~venture's projected discounted cash flows. We do not believe that the values of any of our equity investments were impaired at September 30, ~~2017.~~2020.

~~Reserve~~Deferred Lease Costs

Deferred lease costs consist of incremental fees and direct costs that would not have been incurred if the lease had not been obtained and are amortized on a straight-line basis over the related lease term.

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SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

Lease Classification

Lease classification for ~~Possible Credit Losses~~leases under which the Company is the lessor is evaluated at lease commencement and leases not classified as sales-type leases or direct financing leases are classified as operating leases. Leases qualify as sales-type leases if the contract includes either transfer of ownership clauses, certain purchase options, a lease term representing a major part of the economic life of the asset, or the present value of the lease payments and residual guarantees provided by the lessee exceeds substantially all of the fair value of the asset. Additionally, leasing an asset so specialized that it is not deemed to have any value to the Company at the end of the lease term may also result in classification as a sales-type lease. Leases qualify as direct financing leases when the present value of the lease payments and residual value guarantees provided by the lessee and unrelated third parties exceeds substantially all of the fair value of the asset and collection of the payments is probable.

Revenue Recognition

Rental revenue for operating leases is recognized on a straight-line basis over the term of the lease. Rental revenue recognition commences when the leased space is available for use by the lessee.

To determine whether the leased space is available for use by the lessee, 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 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 ~~expense~~excess of rents recognized over amounts contractually due pursuant to the underlying leases are included in deferred rents receivable on the consolidated balance sheets.

In addition to base rent, our tenants also generally will pay variable rent which represents their pro rata share of increases in real estate taxes and certain operating expenses for ~~possible credit losses~~the building over a base year. In some leases, in ~~connection~~lieu of paying additional rent based upon increases in certain 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.

Rental revenue is recognized if collectability is probable. If collectability of substantially all of the lease payments is assessed as not probable, any difference between the rental revenue recognized to date and the lease payments that have been collected is recognized as a current-period adjustment to rental revenue. A subsequent change in the assessment of collectability to probable may result in a current-period adjustment to rental revenue for any difference between the rental revenue that would have been recognized if collectability had always been assessed as probable and the rental revenue recognized to date.

We recognize lease concessions related to COVID-19 such as rent deferrals and abatements in accordance with the Lease Modification Q&A issued by the FASB in April 2020, which provides entities with the option to elect to account for lease concessions as though the enforceable rights and obligations existed in the original lease. This election is only available when total cash flows resulting from the modified lease are substantially similar to the cash flows in the original lease. When total cash flows resulting from the modified lease are not substantially similar to the cash flows in the original lease, we account for the concession agreement as a new lease.

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SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

The Company provides its tenants with certain customary services for lease contracts such as common area maintenance and general security. We have elected to combine the non-lease components with the lease components of our operating lease agreements and account for them as a single lease component in accordance with ASC 842.

Tenant and other receivables at September 30, 2020 and December 31, 2019 is shown net of $9.5 million and $2.6 million, respectively, of reserves for recognized receivables. The Company may also have claims to contractual lease payments that were not recorded to income in instances where their collection was not probable.

We record a gain or loss on sale of real estate assets when we no longer hold a controlling financial interest in the entity holding the real estate, a contract exists with a third party and that third party has control of the assets acquired.

Investment income on debt and preferred equity investments is accrued based on the contractual terms of the instruments and when 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 collectible. 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 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 cash 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 is resumed on any debt or preferred equity investment that is on non-accrual status when such investment becomes contractually current and performance is demonstrated to be resumed.

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 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 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.

Debt and Preferred Equity Investments

Debt and preferred equity investments are presented at the net amount expected to be collected. An allowance for loan losses is deducted from the amortized cost basis of the financial assets to present the net carrying value at the amount expected to be collected through the expected maturity date of such investments. The expense for loan loss and other investment reserves is the charge to earnings to ~~increase~~adjust the allowance for ~~possible credit~~loan losses to the ~~level that we estimate~~appropriate level.

The Company evaluates the amount expected to be ~~adequate,~~collected based on current market and economic conditions, historical loss information, and reasonable and supportable forecasts. The Company's assumptions are derived from both internal data and external data which may include, among others, governmental economic projections for the New York City Metropolitan area, public data on recent transactions and filings for securitized debt instruments. This information is aggregated by asset class and adjusted for duration. Based on these inputs, loans are evaluated at the individual asset level. In certain instances, we may also use a probability-weighted model that considers the likelihood of multiple outcomes and the amount expected to be collected for each outcome.

The evaluation of the possible credit deterioration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor requires significant judgment, which include both asset level and market assumptions over the relevant time period.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

In addition, quarterly, the Company assigns each loan a risk rating. Based on a 3-point scale, loans are rated “1” through “3,” from lower risk to higher risk, which ratings are defined as follows: 1 - Low Risk Assets - Low probability of loss, 2 - Watch List Assets - Higher potential for loss, 3 - High Risk Assets - Loss more likely than not. Loans with risk ratings of 2 or above are evaluated to determine whether the expected risk of loss is appropriately captured through the combination of our expectations of current conditions, historical loss information and supportable forecasts described above or whether risk characteristics specific to the loan warrant the use of a probability-weighted model.

Financing investments that are classified as held for sale are carried at the expected amount to be collected 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 ~~considering delinquencies, loss experience and collateral quality. Other factors considered include geographic trends, product diversification,~~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 ~~size of the portfolio and current economic conditions. Based upon these factors, we establish a provision for possible credit loss on each individual investment. When it is probable that we~~investment will be ~~unable~~reclassified at its expected amount to ~~collect all amounts contractually due,~~be collected.

Other financing receivables that are included in balance sheet line items other than the ~~investment is considered impaired.~~

~~Where impairment is indicated on an investment that is held to maturity, a valuation allowance is~~Debt and Preferred Equity Investments line are also measured ~~based upon the excess of the recorded investment amount over~~at the net ~~fair value~~amount expected to the be collected.

Accrued interest receivable amounts related to these debt and preferred equity investment and other financing receivables are recorded at the net amount expected to be collected within Other assets in the consolidated balance sheets. Write offs of ~~the collateral. Any deficiency between the carrying amount of~~accrued interest receivables are recognized as an ~~asset~~expense for loan loss 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 ourother investment ~~we will adjust our reserves accordingly. There were no loan reserves recorded during the three and nine months ended September 30, 2017 and 2016.~~reserves.

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's~~its 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's~~its 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, we~~We 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.

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

During the three months ended September 30, ~~2017~~

~~(unaudited)~~

2020, we recorded 0 Federal, state and local tax provisions. During the nine months ended September 30, 2020, we recorded Federal, state and local tax provisions of $2.0 million. During the three and nine months ended September 30, ~~2017,~~2019, we recorded a Federal, state ~~and local tax provisions~~benefit of ~~$0.1~~$1.0 million and ~~$2.8~~a provision of $0.5 million, respectively.

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.

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.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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 with high quality financial institutions. The collateral securing our debt and preferred equity investments is located in New York City. See Note 5, "Debt and Preferred Equity Investments."

We perform initial and ongoing evaluations of the credit ~~evaluations~~quality 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 potential source of funds to offset the economic costs associated with lost revenue from that tenant and the costs associated with re-tenanting a space. The properties in our real estate portfolio are ~~primarily~~ located in ~~Manhattan. We also have properties located in Brooklyn, Long Island, Westchester County, Connecticut and~~the New ~~Jersey.~~York metropolitan area. The tenants located in our buildings operate in various industries. Other than ~~two tenants, Credit Suisse Securities (USA), Inc. and Viacom International,~~1 tenant, ViacomCBS Inc., ~~who account~~which accounts for ~~8.8% and 6.7%~~5.5% 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 rent, at September 30, ~~2017.~~ 2020.

For the three months ended September 30, ~~2017, 8.9%, 6.3%, 6.2%, and 5.4%~~2020, the following properties contributed more than 5.0% of our ~~share of~~annualized cash rent from office properties, including our ~~share of joint venture annualized rent, was attributable to 1515 Broadway, 11 Madison Avenue, 1185 Avenue of the Americas, and 420 Lexington Avenue, respectively. Our~~ share of annualized cash rent ~~for all other properties was below 5.0%.~~from joint venture office properties:


Property			Three months ended September 30, 2020
1185 Avenue of the Americas			8.4%
11 Madison Avenue			8.1%
420 Lexington Avenue			7.4%
1515 Broadway			6.3%
220 East 42nd Street			5.9%
280 Park Avenue			5.4%
485 Lexington Avenue			5.0%

Reclassification

Certain prior year balances have been reclassified to conform to our current year presentation.

Accounting Standards Updates

In August ~~2017,~~2020, the FASB issued Accounting ~~Standards~~Standard Update, ~~(ASU)~~or "ASU", No. ~~2017-12,~~2020-06 Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging ~~(Topic 815), Targeted Improvements~~- Contracts in Entity's Own Equity (Subtopic 815-40). ASU 2020-06 simplifies the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock, removes certain settlement conditions that are required for equity contracts to ~~Accounting~~qualify for ~~Hedging Activities. The amendments~~the derivative scope exception and also simplifies the diluted earnings per share calculation in the new standard will permit more flexibility in hedging interest rate risk for both variable rate and fixed rate financial instruments. The standard will also enhance the presentation of hedge results in the financial statements. The guidancecertain areas. ASU 2020-06 is effective for ~~fiscal years~~reporting periods beginning after December 15, ~~2018 and~~2021, with early adoption permitted. We are currently evaluating the impact of the adoption of ASU 2020-06 on our consolidated financial statements, but do not believe the adoption of this standard will have a material impact on our consolidated financial statements.

In April 2020, the FASB staff issued a question and answer document (the “Lease Modification Q&A”) on the application of lease accounting guidance to lease concessions provided as a result of the COVID-19 pandemic. Under existing lease guidance, the entity would have to determine, on a lease by lease basis, if a lease concession was the result of a new arrangement reached with the tenant, which would be accounted for under the lease modification framework, or if a lease concession was under the enforceable rights and obligations that existed in the original lease, which would be accounted for outside the lease modification framework. The Lease Modification Q&A provides entities with the option to elect to account for lease concessions as though the enforceable rights and obligations existed in the original lease. This election is ~~permitted.~~ only available when total cash flows resulting from the modified lease are substantially similar to the cash flows in the original lease. The ~~Company~~Lease Modification Q&A has ~~not yet adopted the guidance, and does not expect a~~no material impact on the Company’s consolidated financial statements ~~when~~as of and for the ~~new standard~~nine months ended September 30, 2020, however, its future impact to the Company is ~~implemented.~~dependent upon the extent of lease concessions granted to tenants as a result of the COVID-19 pandemic in future periods and the elections made by the Company at the time of entering into such concessions.

In May 2017, the FASB issued Accounting Standards Update (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 guidance is effective for fiscal years beginning after December 15, 2017 and early adoption is permitted. The Company has not yet adopted the guidance.

In February 2017, the FASB issued Accounting Standards Update (ASU) No. 2017-05 to clarify the scope of Subtopic 610-20 as well as provide 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 anticipates adopting this guidance January 1, 2018, and applying the modified retrospective approach. The Company is currently evaluating the impact of adopting this new accounting standard on the Company’s consolidated financial statements.

~~In January, 2017,~~March 2020, the FASB issued ASU No. ~~2017-01, Business Combinations~~2020-04 Reference Rate Reform (Topic ~~805): Clarifying~~848) Facilitation of the ~~Definition~~Effects of ~~a Business.~~Reference Rate Reform on Financial Reporting. The ~~guidance clarifies the definition of a business and provides guidance to assist with determining whether transactions should be accounted~~amendments provide practical expedients for ~~as acquisitions of assets or businesses. The main provision is that an acquiree is not a business if substantially~~

reference rate reform related

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

~~all~~activities that impact debt, leases, derivatives and other contracts. The guidance is optional and is effective between March 12, 2020 and December 31, 2022. The guidance may be elected over time as reference rate reform activities occur. During the first quarter of 2020, the Company has elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the fair value of the gross assets is concentrated in a single identifiable asset or group of assets. The Company adopted the guidance on the issuance date effective January 5, 2017. The Company expects that most of our real estate acquisitions will be considered asset acquisitions under the new guidance and ~~that transaction costs will be capitalized to~~may apply other elections as applicable as additional changes in the ~~investment basis which is then subject to a purchase price allocation based on relative fair value.~~market occur.

In ~~November 2016,~~January 2020, the FASB issued ASU No. ~~2016-18, Statement~~2020-01, Investments - Equity Securities (Topic 321), Investments - Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) Clarifying the Interactions between Topic 321, Topic 323, and Topic 815. The amendment most relevant to the Company is how to apply the fair value measurement alternative in Topic 321 when an investor must apply the fair value to an investment under the equity method in Topic 323. The amendment clarifies that an entity should consider observable transactions when considering the fair value of Cash Flows (Topic 230): Restricted Cash. The guidance will require entities to show the changes on the total cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, entities will no longer present transfers between these items on the statement of cash flows.an investment. The guidance is effective for the Company for fiscal years beginning after December 15, ~~2017, including interim periods within those fiscal years.~~2020. Early adoption is permitted. The Company ~~has not yet~~ adopted this ~~new~~ guidance on January 1, 2020 and ~~is currently evaluating the~~it did not have a material impact ~~of adopting this new accounting standard~~ on the Company’s consolidated financial statements.

In August ~~2016,~~2018, the FASB issued ASU No. ~~2016-15, Statement of Cash Flows~~2018-15, Intangibles - Goodwill and Other- Internal-Use Software (Topic ~~230): Classification of Certain Cash Receipts and Cash Payments.~~350-40), Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract. The ~~ASU provides final~~amendments provide guidance on ~~eight cash flow issues, including debt prepayment~~accounting for fees paid when the arrangement includes a software license and align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing costs to develop or ~~debt extinguishment costs, contingent consideration payments made after~~obtain internal-use software. The Company adopted this guidance on January 1, 2020 and it did not have a ~~business combination, distributions received from equity method investees, separately identifiable cash flows~~material impact on the Company’s consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. This amendment removed, modified and ~~application of~~added the ~~predominance principle, and others.~~disclosure requirements under Topic 820. The ~~amendments in~~changes are effective for the ~~ASU are effective~~Company for fiscal years beginning after December 15, ~~2017, and interim periods within those fiscal years.~~2019. Early adoption is permitted for the removed or modified disclosures with adoption of the additional disclosures upon the effective date. The Company adopted ~~the~~this guidance ~~effective~~on January 1, ~~2017~~2020 and ~~there was no~~it did not have a material impact on the Company’s consolidated financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial ~~Instruments.~~Instruments; in November 2018 issued ASU No. 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses, in April, May and November 2019, issued ASU No. 2019-04, 2019-05 and 2019-11, which provide codification improvements and targeted transition relief; and in 2020 issued ASU 2020-02 Financial Instruments-Credit Losses (Topic 326) and Leases (Topic 842), which updates SEC guidance in those Topics. The guidance changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through 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 2018. The Company has not yet adoptedCompany’s DPE portfolio and financing lease assets are subject to this ~~new guidance and is currently evaluating the impact of adopting this new accounting standard on the Company’s consolidated financial statements.~~

~~In March 2016, the FASB issued~~guidance. ASU No. ~~2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The guidance simplifies~~2018-19 excludes operating lease receivables from the ~~accounting for share-based payment award transactions including: income tax consequences, classification~~scope of awards as either equity or liabilities and classification on the statement of cash flows. The guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted.this guidance. The Company adopted ~~the~~this guidance ~~effective~~on January 1, ~~2017~~2020 and ~~there was no material impact on~~recorded a $39.2 million cumulative adjustment to retained earnings upon adoption.

3. Property Acquisitions

The following table summarizes the ~~Company’s consolidated financial statements.~~properties acquired during the nine months ended September 30, 2020:

Property

Acquisition Date

Property Type

Approximate Square Feet

Gross Asset Valuation
(in millions)

762 Madison Avenue (1)

January 2020

Fee Interest

6,109

29.3

707 Eleventh Avenue

January 2020

Fee Interest

159,720

90.0

126 Nassau Street (2)

January 2020

Leasehold Interest

98,412

(1)The Company acquired from our joint venture partner the remaining 10% interest in this property that the Company did not already own.

(2)In ~~March 2016,~~January 2020, the ~~FASB issued ASU 2016-07, Investments Equity Method and Joint Ventures (Topic 323). The guidance eliminates the requirement that an entity retroactively adopt the equity method~~Company entered into a 99-year ground lease of ~~accounting if an investment qualifies for use~~126 Nassau Street. In August 2020, we entered into a partnership with Meritz Alternative Investment as part of the ~~equity method as a result~~capitalization of ~~an increase~~this development project. See note 6, "Investments in the level of ownership or degree of influence. The amendments require that the equity method investor add the cost of acquiring the additional interest in the investee to the current basis of the investor’s previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting. The Company adopted the guidance effective January 1, 2017 and there was no impact on the Company’s consolidated financial statements.

In February 2016, the FASB issued ASU 2016-02, Leases. The 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 accounting applied by a lessor is largely unchanged from that applied under the previous standard. One of the impacts on the Company will be the presentation and disclosure in the financial statements of non-lease components such as charges to tenants for a building’s operating expenses. The non-lease components will be presented separately from the lease components in both the Consolidated Statements of Operations and Consolidated Balance Sheets. Another impact is the measurement and presentation of 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. The Company is currently quantifying these impacts. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. The Company anticipates adopting this guidance January 1, 2019 and will apply the modified retrospective approach.

In January 2016, the FASB issued ASU 2016-01 (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 and to record changes in instruments-specific credit risk for financial liabilities

Unconsolidated Joint Ventures."

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

measured under the fair value option in other comprehensive income. The guidance is effective for fiscal years beginning after December 15, 2017, and for interim periods therein. The Company has not yet adopted this new guidance and is currently evaluating the impact of adopting this new accounting standard on the Company’s consolidated financial statements.

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 2014-09). The FASB also issued implementation guidance in March 2016, April 2016 and May 2016 - ASU’s 2016-08, 2016-10 and 2016-12, respectively.

These ASUs are effective for annual and interim periods beginning after December 15, 2017. The Company will adopt this guidance January 1, 2018. Since the Company’s revenue is related to leasing activities, the adoption of this guidance will not have a material impact on the consolidated financial statements. The new guidance is 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 does 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. Thus, the analysis of our contracts under the new revenue recognition standard is consistent with our current revenue recognition model.

~~3. Property Acquisitions~~

~~During the nine months ended September 30, 2017, we did not acquire any properties from a third party.~~

4. Properties Held for Sale and Property Dispositions

Properties Held for Sale

~~During the three months ended September 30, 2017, we entered into an agreement to sell the property at 16 Court Street in Brooklyn, New York, for a gross sales price of $171.0 million.~~

As of September 30, ~~2017, 16 Court Street in Brooklyn, New York and 125 Chubb in Lyndhurst, New Jersey~~2020, no properties were classified as held for sale. ~~We closed on the sale of both properties in October 2017.~~

Property Dispositions

The following table summarizes the properties sold during the nine months ended September 30, ~~2017:~~2020:


Property	Disposition Date	Property Type	Approximate Square Feet	Sales Price(1) (in millions)		Gain (loss)(2) (in millions)
315 West 33rd Street - "The Olivia"	March 2020	Fee Interest	492,987	$	446.5	$	72.3
609 Fifth Avenue Retail Condominium	May 2020	Fee Interest	21,437	168.0		65.4
400 East 58th Street	September 2020	Fee Interest	140,000	62.0		8.3

(1)Sales price represents the gross sales price for a property or the gross asset valuation for interests in a property.

(2)The gains on sale for 315 West 33rd Street - "The Olivia" and 609 Fifth Avenue Retail Condominium are net of $6.0 million and $2.0 million, respectively, of employee compensation accrued in connection with the realization of these investment gains. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods.

5. Debt and Preferred Equity Investments

Below is a summary of the activity in our debt and preferred equity investments for the nine months ended September 30, 2020 and the twelve months ended December 31, 2019 (in thousands):


	September 30, 2020		December 31, 2019
Balance at beginning of year (1)	$	1,580,306	$	2,099,393
Debt investment originations/accretion (2)	383,365		652,866
Preferred equity investment originations/accretion (2)	163,821		14,736
Redemptions/sales/syndications/equity ownership/amortization (3)	(956,869)		(1,190,689)
Net change in loan loss reserves	(17,260)		4,000
Balance at end of period (1)	$	1,153,363	$	1,580,306

(1)Net of unamortized fees, discounts, and premiums.

(2)Accretion includes amortization of fees and discounts and paid-in-kind investment income.

(3)Certain participations in debt investments that were sold or syndicated, but did not meet the conditions for sale accounting, are included in other assets and other liabilities on the consolidated balance sheets.

Property Disposition Date Property Type Approximate Square Feet
Sales Price⁽¹⁾
(in millions)

Gain (loss)⁽²⁾
(in millions)
885 Third Avenue ⁽³⁾
February 2016 Fee Interest 607,000
$ 453.0
$ (8.8 )
520 White Plains Road April 2017 Office 180,000
21.0
(14.6 )
102 Greene Street ⁽⁴⁾
April 2017 Retail 9,200
43.5
4.9
680-750 Washington Boulevard July 2017 Office 325,000
97.0
(44.2 )


~~(1)~~	~~Sales price represents the gross sales price for a property or the gross asset valuation for interests in a property.~~


~~(2)~~	The gain on sale for 102 Greene Street is net of $0.9 million in employee compensation awards accrued in connection with the realization of the investment gain as a bonus to certain employees that were instrumental in realizing the gain on sale. Additionally, gain on sale amounts do not include adjustments for expenses recorded in subsequent periods.


~~(3)~~	In February 2016, we closed on the sale of 885 Third Avenue. 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.


~~(4)~~	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".

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

~~5. Debt and Preferred Equity Investments~~

Below is ~~the rollforward analysis~~a summary of ~~the activity relating to~~ our debt and preferred equity investments as of September 30, ~~2017~~2020 (dollars in thousands):


	Floating Rate					Fixed Rate					Total Carrying Value		Senior Financing		Maturity (1)
Type	Carrying Value		Face Value		Interest Rate	Carrying Value		Face Value		Interest Rate
Senior Mortgage Debt	$	62,683	$63,425		L + 2.00% - 3.50%	$	1,249	$1,250		3.00%	$	63,932	$	0	2020 - 2022
Junior Mortgage Debt	85,295		96,697		L + 6.00% - 7.25%	32,805		33,000		6.00%	$	118,100	542,241		2020 - 2023
Mezzanine Debt	278,726		283,336		L + 4.95% - 14.62%	436,040		447,265		2.90% - 9.30%	$	714,766	4,447,803		2020 - 2029
Preferred Equity	0		0		—	256,565		259,431		6.50% - 11.00%	$	256,565	1,962,750		2022 - 2027
Balance at end of period	$	426,704	$	443,458	—	$	726,659	$	740,946	—	$	1,153,363

(1)Excludes available extension options to the extent they have not been exercised as of the date of this filing.

The following table is a rollforward of our total allowance for loan losses for the nine months ended September 30, 2020 and the twelve months ended December 31, ~~2016~~2019 (in thousands):


	September 30, 2020		December 31, 2019
Balance at beginning of year	$	1,750	$	5,750
Cumulative adjustment upon adoption of ASC 326	27,804		0
Current period provision for loan loss	20,741		0
Write-offs charged against the allowance	(31,285)		(4,000)
Balance at end of period	$	19,010	$	1,750

September 30, 2017 December 31, 2016
Balance at beginning of period ⁽¹⁾
$ 1,640,412
$ 1,670,020
Debt Investment Originations/Accretion ⁽²⁾
944,494
1,009,176
Preferred Equity Investment Originations/Accretion ⁽²⁾
144,013
5,698
Redemptions/Sales/Syndications/Amortization ⁽³⁾
(708,180 ) (1,044,482 )
Balance at end of period ⁽¹⁾
$ 2,020,739
$ 1,640,412


~~(1)~~	~~Net of unamortized fees, discounts, and premiums.~~


~~(2)~~	~~Accretion includes amortization of fees and discounts and paid-in-kind investment income.~~


~~(3)~~	Certain participations in debt investments that were sold or syndicated did not meet the conditions for sale accounting are included in other assets and other liabilities on the consolidated balance sheets.

~~Debt Investments~~

~~As of September 30, 2017 and December 31, 2016, we held the following debt investments with an aggregate weighted average current yield of~~ ~~9.49%, excluding our investment in Two Herald Square, at September 30, 2017 (in thousands):~~

Loan Type
September 30, 2017
Future Funding
Obligations
September 30, 2017 Senior
Financing
September 30, 2017
Carrying Value ⁽¹⁾

December 31, 2016
Carrying Value ⁽¹⁾

Maturity
Date ⁽²⁾
Fixed Rate Investments:
Mortgage/Jr. Mortgage Loan⁽³⁾
$ —
$ —
$ 250,164
$ —
April 2017
Mortgage Loan⁽⁴⁾
—
—
26,352
26,311
February 2019
Mortgage Loan —
—
275
380
August 2019
Mezzanine Loan^(5a)
—
1,160,000
201,757
—
March 2020
Mezzanine Loan —
15,000
3,500
3,500
September 2021
Mezzanine Loan —
147,000
24,909
—
April 2022
Mezzanine Loan —
87,595
12,697
12,692
November 2023
Mezzanine Loan^(5b)
—
115,000
12,930
12,925
June 2024
Mezzanine Loan —
95,000
30,000
30,000
January 2025
Mezzanine Loan —
340,000
15,000
15,000
November 2026
Mezzanine Loan —
1,657,500
55,250
—
June 2027
Mezzanine Loan⁽⁶⁾
—
—
—
66,129

Jr. Mortgage Participation/Mezzanine Loan ⁽⁷⁾
—
—
—
193,422

Total fixed rate $ —
$ 3,617,095
$ 632,834
$ 360,359

Floating Rate Investments:
Mortgage/Mezzanine Loan⁽⁸⁾
622
—
23,372
20,423
October 2017
Mezzanine Loan^(5c)
—
85,000
15,340
15,141
December 2017
Mezzanine Loan^(5d)
—
65,000
14,832
14,656
December 2017
Mezzanine Loan^(5e)
795
—
15,132
15,051
December 2017
Mortgage/Mezzanine Loan⁽⁹⁾
—
125,000
29,966
29,998
January 2018
Mezzanine Loan —
40,000
19,964
19,913
April 2018
Jr. Mortgage Participation —
117,808
34,899
34,844
April 2018
Mezzanine Loan 523
20,523
10,916
10,863
August 2018
Mortgage/Mezzanine Loan —
—
19,914
19,840
August 2018
Mortgage Loan —
65,000
14,935
14,880
August 2018

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

Loan Type
September 30, 2017
Future Funding
Obligations
September 30, 2017 Senior
Financing
September 30, 2017
Carrying Value ⁽¹⁾

December 31, 2016
Carrying Value ⁽¹⁾

Maturity
Date ⁽²⁾
Mortgage/Mezzanine Loan⁽¹⁰⁾
—
—
16,957
16,960
September 2018
Mezzanine Loan —
37,500
14,801
14,648
September 2018
Mezzanine Loan 2,325
45,025
34,782
34,502
October 2018
Mezzanine Loan —
335,000
74,683
74,476
November 2018
Mezzanine Loan —
33,000
26,907
26,850
December 2018
Mezzanine Loan 1,050
171,939
58,598
56,114
December 2018
Mezzanine Loan 8,267
289,621
71,067
63,137
December 2018
Mezzanine Loan 5,197
229,084
74,314
64,505
December 2018
Mezzanine Loan —
45,000
12,156
12,104
January 2019
Mortgage/Mezzanine Loan ^(5f)
30,101
—
158,757
—
January 2019
Mezzanine Loan 6,081
24,086
7,812
5,410
January 2019
Mezzanine Loan —
38,000
21,927
21,891
March 2019
Mezzanine Loan 279
173,700
36,936
—
April 2019
Mezzanine Loan —
265,000
24,798
24,707
April 2019
Mortgage/Jr. Mortgage Participation Loan 29,661
194,094
69,705
65,554
August 2019
Mezzanine Loan 2,034
187,500
37,835
37,322
September 2019
Mortgage/Mezzanine Loan 49,933
—
130,350
111,819
September 2019
Mortgage/Mezzanine Loan 30,494
—
38,934
33,682
January 2020
Mezzanine Loan⁽¹¹⁾
6,794
537,748
72,597
125,911
January 2020
Mezzanine Loan 7,164
33,587
10,988
—
July 2020
Jr. Mortgage Participation/Mezzanine Loan —

60,000

15,627

15,606
July 2021
Mezzanine Loan —
280,000
34,124
—
August 2022
Mezzanine Loan⁽¹²⁾
—
—
—
15,369

Mortgage/ Mezzanine Loan⁽⁶⁾
—
—
—
32,847

Mortgage/Mezzanine Loan⁽⁶⁾
—
—
—
22,959

Mezzanine Loan⁽¹³⁾
—
—
—
14,957

Mortgage/Mezzanine Loan⁽¹⁴⁾
—
—
—
145,239

Total floating rate $ 181,320
$ 3,498,215
$ 1,243,925
$ 1,232,178

Total $ 181,320
$ 7,115,310
$ 1,876,759
$ 1,592,537


~~(1)~~	~~Carrying value is net of discounts, premiums, original issue discounts and deferred origination fees.~~


~~(2)~~	~~Represents contractual maturity, excluding any unexercised extension options.~~

~~(3)~~

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 believes that the fair value of the property exceeds the carrying amount of the loans. The loans had an outstanding balance including accrued interest of $259.3 million at the time that they were put on non-accrual status.


~~(4)~~	In September 2014, we acquired a $26.4 million mortgage 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, is currently on non-accrual status and has no carrying value.


~~(5)~~	Carrying value is net of the following amounts that were sold or syndicated, which are included in other assets and other liabilities on the consolidated balance sheets as a result of the transfers not meeting the conditions for sale accounting: (a) $1.2 million, (b) $12.0 million, (c) $14.6 million, (d) $14.1 million, (e) $5.1 million, and (f) $21.2 million


~~(6)~~	~~This loan was repaid in June 2017.~~


~~(7)~~	~~This loan was repaid in March 2017.~~


~~(8)~~	~~This loan was extended in October 2017.~~


~~(9)~~	~~This loan was extended in January 2017.~~


~~(10)~~	~~This loan was extended in September 2017.~~


~~(11)~~	~~$66.1 million of outstanding principal was syndicated in February 2017.~~


~~(12)~~	~~This loan was repaid in September 2017.~~


~~(13)~~	~~This loan was contributed to a joint venture in May 2017.~~

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~


~~(14)~~	~~This loan was repaid in January 2017.~~

~~Preferred Equity Investments~~

~~As of~~ ~~September 30, 2017~~ ~~and December 31, 2016, we held the following preferred equity investments with an aggregate weighted average current yield of~~ ~~6.98%~~ at ~~September 30, 2017~~ ~~(in thousands):~~

Type September 30, 2017
Future Funding
Obligations September 30, 2017
Senior
Financing
September 30, 2017
Carrying Value ⁽¹⁾

December 31, 2016
Carrying Value ⁽¹⁾

Mandatory
Redemption ⁽²⁾
Preferred Equity⁽³⁾
$ —
$ 272,000
$ 143,980
$ —
April 2021
Preferred Equity⁽⁴⁾
—
—
—
9,982

Preferred Equity⁽⁵⁾
—
—
—
37,893

Total $ —
$ 272,000
$ 143,980
$ 47,875


~~(1)~~	~~Carrying value is net of deferred origination fees.~~


~~(2)~~	~~Represents contractual maturity, excluding any unexercised extension options.~~

~~(3)~~

In 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 recognized.


~~(4)~~	~~This investment was redeemed in May 2017.~~


~~(5)~~	~~This investment was redeemed in April 2017.~~

At September 30, ~~2017 and December 31, 2016,~~2020, all debt and preferred equity investments were performing in accordance with their respective terms, with the ~~terms~~exception of two investments with a carrying value, net of reserves, of $25.3 million, as discussed in subnotes 6 and 7 of the ~~relevant~~Debt Investments table below. At December 31, 2019, all debt and preferred equity investments were performing in accordance with their respective terms.

NaN other financing receivables were 90 days past due at September 30, 2020 and December 31, 2019 with the exception of a mortgage and junior mortgage participation purchased in maturity default in May 2017 and April 2017 discussed in subnote 3 of the Debt Investments table above and a junior mortgage participation acquired in September 2014,$27.7 million financing receivable which was ~~acquired~~put on nonaccrual in August 2018 as a result of interest default.

As of September 30, 2020, management estimated the weighted average risk rating for ~~zero~~our debt and ~~has a carrying value of zero, as further discussed in subnote 4 of the Debt Investments table above.~~preferred equity investments to be 1.4.

We have determined that we have ~~one~~1 portfolio segment of financing receivables at September 30, ~~2017~~2020 and ~~2016~~December 31, 2019 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 representing loans to joint venture partners totaling ~~$65.6~~$110.9 million and ~~$99.5~~$131.1 million at September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, respectively, for which the Company recorded adjustments upon adoption of ASC 326 of $11.4 million and provisions for loan losses of $0.0 million and $6.3 million for the three and nine months ended September 30, 2020, respectively. ~~No financing receivables were 90 days past due~~

Debt Investments

As of September 30, 2020 and December 31, 2019, we held the following debt investments with an aggregate weighted average current yield of 6.26% at September 30, ~~2017.~~2020 (dollars in thousands):


Loan Type	September 30, 2020 Future Funding Obligations		September 30, 2020 Senior Financing		September 30, 2020 Carrying Value (1)		December 31, 2019 Carrying Value (1)		Maturity Date (2)
Fixed Rate Investments:
Mortgage/Mezzanine Loan	$	0	$	63,750	$	56,242	$	55,573	October 2020 (3)
Junior Mortgage(4b)	10,000		67,000		32,805		0		January 2021

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)


Loan Type	September 30, 2020 Future Funding Obligations		September 30, 2020 Senior Financing		September 30, 2020 Carrying Value (1)		December 31, 2019 Carrying Value (1)		Maturity Date (2)
Mezzanine Loan	0		15,000		3,500		3,500		September 2021
Mezzanine Loan	0		280,000		40,458		38,734		August 2022
Mezzanine Loan(5)	0		348,327		225,204		215,737		June 2023
Mezzanine Loan(4a)(6)	0		115,000		13,265		12,950		June 2024
Mezzanine Loan	0		95,000		30,000		30,000		January 2025
Mezzanine Loan	0		1,712,750		55,250		55,250		June 2027
Mezzanine Loan	0		85,000		20,000		20,000		December 2029
Mezzanine Loan	0		0		0		24,952
Mezzanine Loan	0		0		0		30,000
Mezzanine Loan	0		0		0		12,714
Total fixed rate	$	10,000	$	2,781,827	$	476,724	$	499,410
Floating Rate Investments:
Junior Mortgage(7)	$	0	$	40,000	$	20,000	$	20,000	April 2020
Mezzanine Loan	0		275,000		49,919		49,809		April 2021
Junior Mortgage Participation/Mezzanine Loan	0		60,000		15,724		15,698		July 2021
Mezzanine Loan	7,933		169,540		46,613		41,395		July 2021
Mezzanine Loan	5,329		54,204		23,753		15,743		July 2021
Mezzanine Loan(4c)	0		1,115,000		126,486		222,775		March 2022
Mortgage/Mezzanine Loan	7,425		0		60,116		0		May 2022
Mortgage/Mezzanine Loan	44,000		0		13,987		13,918		December 2022
Mortgage Loan(8)	35,303		375,241		63,899		0		February 2023
Mezzanine Loan	55,033		59,232		18,587		69,839		May 2023
Mortgage/Mezzanine Loan	0		0		0		35,386
Mortgage Loan	0		0		0		19,971
Mortgage Loan	0		0		0		106,473
Mezzanine Loan	0		0		0		51,387
Mortgage/Mezzanine Loan	0		0		0		96,570
Mortgage/Mezzanine Loan	0		0		0		82,696
Total floating rate	$	155,023	$	2,148,217	$	439,084	$	841,660
Allowance for loan loss	$	—	$	—	$	(19,010)	$	0
Total	$	165,023	$	4,930,044	$	896,798	$	1,341,070

(1)Carrying value is net of discounts, premiums, original issue discounts and deferred origination fees.

(2)Represents contractual maturity, excluding any unexercised extension options.

(3)In October 2020, this loan was extended one year to October 2021.

(4)Carrying value is net of the following amounts that were sold or syndicated, which are included in other assets and other liabilities on the consolidated balance sheets as a result of the transfers not meeting the conditions for sale accounting: (a) $12.0 million, (b) $66.6 million and (c) $0.4 million.

(5)This loan is on non-accrual at September 30, 2020.

(6)This loan is in default and on non-accrual as of the date of this filing. The Company is in discussions with the borrower.

(7)As of September 30, 2020 this loan was in default and on non-accrual. In October 2020, the Company accepted a purchase in lieu of repayment and marked the assets received and liabilities assumed to fair value.

(8)This loan was sold on October 1, 2020.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

Preferred Equity Investments

As of September 30, 2020 and December 31, 2019, we held the following preferred equity investments with an aggregate weighted average current yield of 9.98% at September 30, 2020 (dollars in thousands):


Type	September 30, 2020 Future Funding Obligations		September 30, 2020 Senior Financing		September 30, 2020 Carrying Value (1)		December 31, 2019 Carrying Value (1)		Mandatory Redemption (2)
Preferred Equity	$	0	$	1,712,750	$	153,196	$	98,065	June 2022
Preferred Equity	0		250,000		103,369		0		February 2027
Preferred Equity(3)	0		0		0		142,921
Total Preferred Equity	$	0	$	1,962,750	$	256,565	$	240,986
Allowance for loan loss	$	—	$	—	$	0	$	(1,750)
Total	$	0	$	1,962,750	$	256,565	$	239,236

(1)Carrying value is net of deferred origination fees.

(2)Represents contractual maturity, excluding any unexercised extension options.

(3)In June 2020, we, along with the common member in the investment, amended the partnership documents related to the investment to provide us with more rights over management of the underlying property. This resulted in the investment being accounted for using the equity method. See Note 6, "Investments in Unconsolidated Joint Ventures."

6. Investments in Unconsolidated Joint Ventures

We have investments in several real estate joint ventures with various partners. As of September 30, ~~2017,~~2020, the book value of these investments was $2.9 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 September 30, 2020 and December 31, 2019, 800 Third Avenue, 21 East 66th Street, 605 West 42^nd42nd Street, 333 East 22nd Street, ~~One Vanderbilt,~~ and certain properties within the Stonehenge Portfolio are VIEs in which we are not the primary beneficiary. Our net equity investment in these VIEs was ~~$598.7~~$136.3 million and $145.9 million as of September 30, ~~2017. As of~~2020 and December 31, ~~2016, 650 Fifth Avenue, 800 Third Avenue, 21 East 66th Street, 605 West 42~~^nd Street, 333 East 22nd Street, and certain properties within the Stonehenge Portfolio were VIEs in which we were not the primary beneficiary. Our net equity investment in these VIEs was $220.1 million as of December 31, 2016.2019, respectively. 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 September 30, ~~2017:~~2020:


Property	Partner	Ownership Interest(1)	Economic Interest(1)	Unaudited Approximate Square Feet
100 Park Avenue	Prudential Real Estate Investors	49.90%	49.90%	834,000
717 Fifth Avenue	Wharton Properties/Private Investor	10.92%	10.92%	119,500
800 Third Avenue	Private Investors	60.52%	60.52%	526,000
919 Third Avenue	New York State Teacher's Retirement System	51.00%	51.00%	1,454,000
11 West 34th Street	Private Investor/Wharton Properties	30.00%	30.00%	17,150
280 Park Avenue	Vornado Realty Trust	50.00%	50.00%	1,219,158
1552-1560 Broadway(2)	Wharton Properties	50.00%	50.00%	57,718
10 East 53rd Street	Canadian Pension Plan Investment Board	55.00%	55.00%	354,300
21 East 66th Street(3)	Private Investors	32.28%	32.28%	13,069
650 Fifth Avenue(4)	Wharton Properties	50.00%	50.00%	69,214
121 Greene Street	Wharton Properties	50.00%	50.00%	7,131
55 West 46th Street	Prudential Real Estate Investors	25.00%	25.00%	347,000
Stonehenge Portfolio	Various	Various	Various	1,439,016
605 West 42nd Street	The Moinian Group	20.00%	20.00%	927,358
11 Madison Avenue	PGIM Real Estate	60.00%	60.00%	2,314,000
333 East 22nd Street	Private Investors	33.33%	33.33%	26,926
400 East 57th Street(5)	BlackRock, Inc and Stonehenge Partners	51.00%	41.00%	290,482

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)


Property	Partner	Ownership Interest(1)	Economic Interest(1)	Unaudited Approximate Square Feet
One Vanderbilt	National Pension Service of Korea/Hines Interest LP	71.01%	71.01%	0
Worldwide Plaza	RXR Realty / New York REIT / Private Investor	24.35%	24.35%	2,048,725
1515 Broadway	Allianz Real Estate of America	56.87%	56.87%	1,750,000
2 Herald Square	Israeli Institutional Investor	51.00%	51.00%	369,000
115 Spring Street	Private Investor	51.00%	51.00%	5,218
885 Third Avenue(6)	Private Investor	(6)	100.00%	625,300
126 Nassau Street(7)	Meritz Alternative Investment Management	20.00%	20.00%	98,412

Property Partner
Ownership
Interest⁽¹⁾
Economic
Interest ⁽¹⁾
Unaudited Approximate Square Feet
Acquisition Date⁽²⁾
Acquisition
Price⁽²⁾(in thousands)
100 Park Avenue Prudential Real Estate Investors 49.90% 49.90% 834,000
February 2000 $ 95,800
717 Fifth Avenue Jeff Sutton/Private Investor 10.92% 10.92% 119,500
September 2006 251,900
800 Third Avenue Private Investors 60.52% 60.52% 526,000
December 2006 285,000
1745 Broadway Ivanhoe Cambridge, Inc. 56.87% 56.87% 674,000
April 2007 520,000
Jericho Plaza Onyx Equities/Credit Suisse 11.67% 11.67% 640,000
April 2007 210,000
11 West 34th Street Private Investor/
Jeff Sutton 30.00% 30.00% 17,150
December 2010 10,800
3 Columbus Circle⁽³⁾
The Moinian Group 48.90% 48.90% 741,500
January 2011 500,000
280 Park Avenue Vornado Realty Trust 50.00% 50.00% 1,219,158
March 2011 400,000
1552-1560 Broadway⁽⁴⁾
Jeff Sutton 50.00% 50.00% 57,718
August 2011 136,550
724 Fifth Avenue Jeff Sutton 50.00% 50.00% 65,010
January 2012 223,000
10 East 53rd Street Canadian Pension Plan Investment Board 55.00% 55.00% 354,300
February 2012 252,500
521 Fifth Avenue Plaza Global
Real Estate Partners LP 50.50% 50.50% 460,000
November 2012 315,000
21 East 66th Street⁽⁵⁾
Private Investors 32.28% 32.28% 13,069
December 2012 75,000
650 Fifth Avenue⁽⁶⁾
Jeff Sutton 50.00% 50.00% 69,214
November 2013 —
121 Greene Street Jeff Sutton 50.00% 50.00% 7,131
September 2014 27,400
175-225 Third Street Brooklyn, New York KCLW 3rd Street LLC/LIVWRK LLC 95.00% 95.00% —
October 2014 74,600
55 West 46th Street Prudential Real Estate Investors 25.00% 25.00% 347,000
November 2014 295,000
Stonehenge Portfolio ⁽⁷⁾
Various Various Various 1,439,016
February 2015 36,668
131-137 Spring Street Invesco Real Estate 20.00% 20.00% 68,342
August 2015 277,750
605 West 42nd Street The Moinian Group 20.00% 20.00% 927,358
April 2016 759,000
11 Madison Avenue PGIM Real Estate 60.00% 60.00% 2,314,000
August 2016 2,605,000
333 East 22nd Street ⁽⁸⁾
Private Investors 33.33% 33.33% 26,926
August 2016 —
400 E 57th Street⁽⁹⁾
BlackRock, Inc and Stonehenge Partners 51.00% 41.00% 290,482
October 2016 170,000
One Vanderbilt ⁽¹⁰⁾
National Pension Service of Korea/Hines Interest LP 71.01% 71.01% —
January 2017 3,310,000
Mezzanine Loan ⁽¹¹⁾
Private Investors 33.33% 33.33% —
May 2017 15,000


~~(1)~~	(1)Ownership interest and economic interest represent the Company's interests ~~in the joint venture as of September 30, 2017. Changes in ownership or economic interests, if any, within the current year are disclosed in the notes below.~~


~~(2)~~	Acquisition date and price represent 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 on that date. Acquisition date and price are not adjusted for subsequent acquisitions or dispositions of interest.


~~(3)~~	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.


~~(4)~~	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.


~~(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.~~

~~(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.


~~(7)~~	~~In March 2017, the Company sold a partial interest in the Stonehenge Portfolio as further described under Sale of Joint Venture Interest or Properties below.~~


~~(8)~~	~~The joint venture acquired a leasehold interest in the property in October 2016.~~

~~(9)~~

In October 2016, the Company sold a 49% 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 the 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)~~	In January 2017, the Company admitted two partners, National Pension Service of Korea and Hines Interest LP, into the One Vanderbilt Avenue development project. In April 2017, the criteria for deconsolidation were met, and the development is shown within investments in unconsolidated joint ventures. The

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

~~partners have committed aggregate equity to the project totaling no less than $525 million and their ownership interest~~ in the joint venture ~~is based on their capital contributions, up to an aggregate maximum of 29.0%. At September 30, 2017 the total of the two partners' ownership interests based on equity contributed was 3.49%.~~

~~(11)~~

In May 2017, the Company contributed a mezzanine loan secured by a commercial property in midtown Manhattan to a joint venture and retained a 33.33% interest in the venture. The carrying value is net of $10.0 million that was sold, which is included in other assets and other liabilities on the consolidated balance sheets as ~~a result of the transfers not meeting the conditions for sale accounting. In October 2017, the initial maturity date of November 2017 was extended to November 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 September 30, ~~2017~~2020. Changes in ownership or economic interests within the current year are disclosed in the notes below.

(2)The acquisition 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 ~~December 31,~~certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway.

(3)We hold a 32.28% interest in 3 retail units and 1 residential unit at the property and a 16.14% interest in 3 residential units at the property.

(4)The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue.

(5)In October 2016, we sold a 49% interest in this property. Our interest in the ~~carrying~~property was sold within a consolidated joint venture owned 90% by the Company and 10% by Stonehenge. The transaction resulted in the deconsolidation of the venture's remaining 51% interest in the property. Our joint venture with Stonehenge remains consolidated resulting in the combined 51% interest being shown within investments in unconsolidated joint ventures on our balance sheet.

(6)We hold 100% of the preferred equity interest in the property and believe there is no value to the common equity.

(7)In August 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company. As a result of this transaction, we recognized a gain of $17.7 million, which is included in Gain on sale of real estate, net, in our consolidated statements of operations. This gain was calculated in accordance with ASC 842, as the Company identified the lease and non-lease components included in the sublease agreement and allocated the consideration in the agreement to each lease and non-lease component based on each components’ standalone selling price, which was estimated utilizing a combination of the adjusted market assessment and residual approaches as provided for ~~acquisition, development and construction arrangements were as follows (in thousands):~~in ASC 606.

Loan Type September 30, 2017 December 31, 2016 Maturity Date
Mezzanine Loan and Preferred Equity⁽¹⁾
$ 100,000
$ 100,000
March 2018
Mezzanine Loan⁽²⁾
44,881
45,622
February 2022
Mezzanine Loan⁽³⁾
25,854
24,542
July 2036
$ 170,735
$ 170,164


~~(1)~~	~~These loans were extended in February 2017.~~


~~(2)~~	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.


~~(3)~~	~~The Company has the ability to convert this loan into an equity position starting in 2021 and the borrower is able to force this conversion in 2024.~~

~~Sale~~Disposition of Joint Venture Interests or Properties

~~The following table summarizes the~~We did not dispose of any investments in unconsolidated joint ventures ~~sold~~ during the nine months ended September 30, ~~2017:~~2020:

Property Ownership Interest Disposition Date Type of Sale
Gross Asset Valuation
(in thousands)⁽¹⁾

Gain
on Sale
(in thousands)⁽²⁾
Stonehenge Portfolio (partial) Various March 2017 Ownership Interest $ 300,000
$ 871
102 Greene Street 10.00% September 2017 Ownership Interest $ 43,500
$ 283


~~(1)~~	~~Represents implied gross valuation for the joint venture or sales price of the property.~~


~~(2)~~	~~Represents the Company's share of the gain.~~

In May 2017, 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.

In May 2017, we recognized a gain of $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 the second quarter of 2017 resulting in recognition of the deferred gain on the sale.

Joint Venture Mortgages and Other Loans Payable

We generally finance our joint ventures with non-recourse debt. In certain cases we ~~have provided~~may provide guarantees or master leases for tenant space, 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 September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, respectively, are as follows ~~(amounts~~(dollars in thousands):


Property	Economic Interest ⁽¹⁾		Maturity Date	Interest Rate ⁽²⁾		September 30, 2017		December 31, 2016		Property	Economic Interest (1)		Initial Maturity Date	Final Maturity Date (2)	Interest Rate (3)			September 30, 2020		December 31, 2019
Fixed Rate Debt:										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
885 Third Avenue (4)										885 Third Avenue (4)	100.00	%	April 2021			3.35	%	$	272,000	$	0
717 Fifth Avenue (mortgage)										717 Fifth Avenue (mortgage)	10.92	%	July 2022			4.45	%	300,000		300,000
717 Fifth Avenue (mezzanine)										717 Fifth Avenue (mezzanine)	10.92	%	July 2022			5.50	%	355,328		355,328
650 Fifth Avenue (mortgage)										650 Fifth Avenue (mortgage)	50.00	%	October 2022			4.46	%	210,000		210,000
650 Fifth Avenue (mezzanine)										650 Fifth Avenue (mezzanine)	50.00	%	October 2022			5.45	%	65,000		65,000
21 East 66th Street										21 East 66th Street	32.28	%	April 2023	April 2028		3.60	%	12,000		12,000
919 Third Avenue										919 Third Avenue	51.00	%	June 2023			5.12	%	500,000		500,000
1515 Broadway										1515 Broadway	56.87	%	March 2025			3.93	%	825,204		838,546
11 Madison Avenue										11 Madison Avenue	60.00	%	September 2025			3.84	%	1,400,000		1,400,000
800 Third Avenue										800 Third Avenue	60.52	%	February 2026			3.37	%	177,000		177,000
400 East 57th Street										400 East 57th Street	41.00	%	November 2026			3.00	%	97,024		97,735
Worldwide Plaza										Worldwide Plaza	24.35	%	November 2027			3.98	%	1,200,000		1,200,000
Stonehenge Portfolio (5)										Stonehenge Portfolio (5)	Various		Various			3.50	%	195,899		196,112

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)


Property	Economic Interest (1)		Initial Maturity Date	Final Maturity Date (2)	Interest Rate (3)			September 30, 2020		December 31, 2019
Total fixed rate debt								$	5,609,455	$	5,351,721
Floating Rate Debt:
121 Greene Street	50.00	%	November 2020	November 2021	L+	1.50	%	$	15,000	$	15,000
11 West 34th Street	30.00	%	January 2021	January 2023	L+	1.45	%	23,000		23,000
100 Park Avenue	49.90	%	February 2021	February 2021	L+	1.75	%	354,087		356,972
280 Park Avenue	50.00	%	September 2021	September 2024	L+	1.73	%	1,200,000		1,200,000
One Vanderbilt (6)	71.01	%	September 2021	September 2023	L+	2.50	%	1,094,873		732,928
1552 Broadway	50.00	%	October 2021	October 2022	L+	2.65	%	195,000		195,000
2 Herald Square	51.00	%	November 2021	November 2023	L+	1.45	%	214,500		190,000
55 West 46th Street (7)	25.00	%	August 2022	August 2024	L+	1.25	%	192,524		192,524
115 Spring Street	51.00	%	September 2023	September 2023	L+	3.40	%	65,550		65,550
126 Nassau Street (8)	20.00	%	January 2024	July 2025	L+	1.50	%	5,593		0
10 East 53rd Street	55.00	%	February 2025	February 2025	L+	1.35	%	220,000		170,000
605 West 42nd Street	20.00	%	August 2027	August 2027	L+	1.44	%	550,000		550,000
21 East 66th Street	32.28	%	June 2033	June 2033	1 Year Treasury+	2.75	%	688		712
Total floating rate debt								$	4,130,815	$	3,691,686
Total joint venture mortgages and other loans payable								$	9,740,270	$	9,043,407
Deferred financing costs, net								(87,763)		(91,538)
Total joint venture mortgages and other loans payable, net								$	9,652,507	$	8,951,869

Property
Economic
Interest ⁽¹⁾
Maturity Date
Interest
Rate ⁽²⁾
September 30, 2017 December 31, 2016
717 Fifth Avenue ⁽³⁾
10.92 % July 2022 5.50 % 355,328
355,328
650 Fifth Avenue 50.00 % October 2022 4.95 % 225,000
—
21 East 66th Street 32.28 % April 2023 3.60 % 12,000
12,000
3 Columbus Circle 48.90 % March 2025 3.61 % 350,000
350,000
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 % 100,000
100,000
Stonehenge Portfolio ⁽⁴⁾
Various
Various 4.17 % 359,095
362,518
1745 Broadway ⁽⁵⁾

—
340,000
Total fixed rate debt $ 3,448,423
$ 3,566,846
Floating Rate Debt:
55 West 46th Street ⁽⁶⁾
25.00 % October 2017 3.52 % $ 165,328
$ 157,322
175-225 Third Street Brooklyn, New York 95.00 % December 2017 5.25 % 40,000
40,000
Jericho Plaza ⁽⁷⁾
11.67 % March 2018 5.37 % 79,530
76,993
724 Fifth Avenue 50.00 % April 2018 3.64 % 275,000
275,000
1552 Broadway ⁽⁸⁾
50.00 % April 2018 5.41 % 185,410
185,410
280 Park Avenue ⁽⁹⁾
50.00 % September 2019 3.09 % 1,200,000
900,000
121 Greene Street 50.00 % November 2019 2.72 % 15,000
15,000
1745 Broadway ⁽¹⁰⁾
56.87 % January 2020 3.07 % 345,000
—
10 East 53rd Street 55.00 % February 2020 3.47 % 170,000
125,000
131-137 Spring Street 20.00 % August 2020 2.77 % 141,000
141,000
11 West 34th Street 30.00 % January 2021 2.68 % 23,000
23,000
100 Park Avenue 49.90 % February 2021 2.97 % 360,000
360,000
One Vanderbilt ⁽¹¹⁾
71.01 % September 2021 4.72 % 271,229
—
605 West 42nd Street ⁽¹²⁾
20.00 % August 2027 2.84 % 550,000
539,000
21 East 66th Street 32.28 % June 2033 3.62 % 1,667
1,726
Stonehenge Portfolio Various
April 2018 2.47 % 55,340
65,577
650 Fifth Avenue ⁽¹³⁾
—
77,500
Total floating rate debt $ 3,877,504
$ 2,982,528
Total joint venture mortgages and other loans payable $ 7,325,927
$ 6,549,374
Deferred financing costs, net (127,318 ) (95,408 )
Total joint venture mortgages and other loans payable, net $ 7,198,609
$ 6,453,966


~~(1)~~	~~Economic interest represent~~(1)Economic interest represents the Company's interests in the joint venture as of ~~September 30, 2017. Changes in ownership or economic interests, if any, within the current year are disclosed in the notes to the investment in unconsolidated joint ventures note above.~~


~~(2)~~	~~Effective weighted average interest rate for the three months ended September 30, 2017, taking into account interest rate hedges in effect during the period.~~


~~(3)~~	These loans are comprised of a $300.0 million fixed rate mortgage loan and $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)~~	~~Amount is comprised of $34.0 million, $137.7 million, $172.5 million, and $14.9 million in fixed-rate mortgages that mature in November 2017, August 2019, June 2024, and February 2027, respectively.~~


~~(5)~~	~~In January 2017, this loan was refinanced with a floating rate loan as shown above.~~


~~(6)~~	This loan has a committed amount of $190.0 million, of which $24.7 million was unfunded as of September 30, 2017. In October 2017, this loan was refinanced with a new $195.0 million mortgage loan with a floating interest rate of 213 basis points over 30-day LIBOR and a maturity date of November 2020.


~~(7)~~	~~The property secures a two year $100.0 million loan, of which $79.5 million is currently outstanding.~~


~~(8)~~	These loans are comprised of a $145.0 million mortgage loan and a $41.5 million mezzanine loan. As of September 30, 2017, $0.6 million of the mortgage loan and $0.5 million of the mezzanine loan were unfunded. In October 2017, this loan was refinanced with a new $195.0 million mortgage loan with a floating interest rate of 265 basis points over 30-day LIBOR and a maturity date of October 2020.


~~(9)~~	~~In August 2017, this loan was refinanced with a new~~ ~~$1.075 billion~~ ~~mortgage loan and a new~~ ~~$125.0 million~~ ~~mezzanine loan, which carry floating interest rates of~~ ~~148~~ ~~basis points over 30-day LIBOR and 385 basis points over 30-day LIBOR, respectively. Both the mortgage loan and mezzanine loan initially mature in September 2019.~~


~~(10)~~	~~This loan has a committed amount of~~ ~~$375.0 million, of which~~ ~~$30.0 million~~ ~~was unfunded as of September 30, 2017.~~

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

September 30, ~~2017~~2020. 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.

~~(unaudited)~~

~~(11)~~

~~This loan is a~~ ~~$1.5 billion~~ ~~construction facility in connection with the development of One Vanderbilt. This facility bears interest at~~ ~~350~~ ~~basis points over 30-day LIBOR, with reduction~~(2)Reflects exercise of all available extension options. The ability to exercise extension options may be subject to certain tests based on ~~meeting certain conditions, and has an initial~~ ~~five-year term with~~ ~~twoone-year extension options. Advances under the loan are subject to incurred costs, funded equity, loan to value thresholds, and entering into construction contracts.~~


~~(12)~~	~~In August 2017, this loan was refinanced with a new $550.0 million mortgage note, with a floating interest rate of 144 basis points over 30-day LIBOR and a maturity date of August 2027.~~


~~(13)~~	~~In September 2017, this loan was refinanced with a fixed rate loan as shown above.~~

~~We act as~~ the operating ~~partner~~performance of the property.

(3)Interest rates as of September 30, 2020, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated spread over the 30-day LIBOR, unless otherwise specified.

(4)The Company holds 100% of the preferred equity interest in the property and day-to-day manager for all our joint ventures, except for 800 Third Avenue, Jericho Plaza, 280 Park Avenue, 3 Columbus Circle, 21 East 66th Street, 175-225 Third Street, 605 West 42nd Street, 400 East 57th Street,believes that there is no value to the common equity. In August 2020, the servicer asserted certain loan defaults. The venture has determined that the servicer is misinterpreting the loan documents and is contesting the ~~Stonehenge Portfolio.~~ assertion. The servicer has taken no additional action on the loan.

(5)Comprised of three mortgages totaling $132.4 million that mature in April 2028 and two mortgages totaling $63.5 million that mature in July 2029.

(6)This loan is a $1.75 billion construction facility with reductions in interest cost based on meeting conditions, the first of which has been satisfied, and has an initial five-year term with 2 one-year extension options. Advances under the loan are subject to costs incurred.

(7)This loan has a committed amount of $198.0 million, of which $5.5 million was unfunded as of September 30, 2020.

(8)This loan is a $125.0 million construction facility. Advances under the loan are subject to costs incurred.

We are entitled to receive fees for providing management, leasing, construction supervision and asset management services to certain of our joint ventures. We earned ~~$2.9~~$2.2 million and ~~$28.1~~$6.1 million from these services, net of our ownership share of the joint ventures, for the three and nine months ended September 30, ~~2017,~~2020, respectively. We earned ~~$2.0~~$2.4 million and ~~$4.5~~$8.8 million from these services, net of our ownership share of the joint ventures, for the three and nine months ended September 30, ~~2016,~~2019, 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 September 30, ~~2017~~2020 and December 31, ~~2016~~2019 are as follows (in thousands):

September 30, 2017 December 31, 2016
Assets
Commercial real estate property, net $ 9,944,280
$ 9,131,717
Cash and restricted cash 370,596
328,455
Tenant and other receivables, related party receivables, and deferred rents receivable, net of allowance 267,244
232,778
Debt and preferred equity investments, net 201,731
336,164
Other assets 636,365
683,481
Total assets $ 11,420,216
$ 10,712,595
Liabilities and members' equity
Mortgages and other loans payable, net $ 7,198,609
$ 6,453,966
Deferred revenue/gain 340,310
356,414
Other liabilities 411,261
391,500
Members' equity 3,470,036
3,510,715
Total liabilities and members' equity $ 11,420,216
$ 10,712,595
Company's investments in unconsolidated joint ventures $ 2,045,796
$ 1,890,186

~~The combined statements of operations for the unconsolidated joint ventures, for the three and nine months ended September 30, 2017 and 2016, are as follows (in thousands):~~


	September 30, 2020		December 31, 2019
Assets (1)
Commercial real estate property, net	$	15,045,603	$	14,349,628
Cash and restricted cash	326,488		336,189
Tenant and other receivables, related party receivables, and deferred rents receivable	404,138		371,065

Other assets	1,940,540		2,039,429

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Total revenues $ 216,100
$ 184,221
$ 643,210
$ 498,308
Operating expenses 38,055
34,727
115,996
89,147
Ground rent 4,182
3,744
12,612
10,670
Real estate taxes 37,282
30,814
107,391
79,356
Interest expense, net of interest income 61,066
51,789
176,096
147,876
Amortization of deferred financing costs 4,030
7,155
17,994
17,667
Transaction related costs —
5,359
146
5,359
Depreciation and amortization 61,447
56,890
198,556
132,035
Total expenses 206,062
190,478
628,791
482,110
Loss on early extinguishment of debt (7,638 ) —
(7,638 ) (1,606 )
Net income (loss) before gain on sale $ 2,400
$ (6,257 ) $ 6,781
$ 14,592
Company's equity in net income (loss) from unconsolidated joint ventures $ 4,078
$ (3,968 ) $ 14,104
$ 11,969

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)


Total assets	$	17,716,769	$	17,096,311
Liabilities and equity (1)
Mortgages and other loans payable, net	$	9,652,507	$	8,951,869
Deferred revenue	1,400,458		1,501,616
Lease liabilities	1,015,477		897,380
Other liabilities	294,972		308,304
Equity	5,353,355		5,437,142
Total liabilities and equity	$	17,716,769	$	17,096,311
Company's investments in unconsolidated joint ventures	$	2,946,673	$	2,912,842

(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. In addition, at September 30, 2020, $166.8 million of net unamortized basis differences between the amount at which our investments are carried and our share of equity in net assets of the underlying property will be amortized through equity in net income (loss) from unconsolidated joint ventures over the remaining life of the underlying items having given rise to the differences.

The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the three and nine months ended September 30, 2020 and 2019, are as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Total revenues	$	292,929	$	286,010	$	846,967	$	883,977
Operating expenses	44,650		50,759		131,578		153,397
Real estate taxes	56,459		53,321		161,566		159,544
Operating lease rent	6,385		6,713		18,947		18,848
Interest expense, net of interest income	79,723		92,601		245,685		282,917
Amortization of deferred financing costs	5,575		4,436		15,197		14,434

Depreciation and amortization	103,262		100,736		300,700		308,748
Total expenses	296,054		308,566		873,673		937,888
Loss on early extinguishment of debt	0		(1,031)		0		(1,031)
Net loss before gain on sale (1)	$	(3,125)	$	(23,587)	$	(26,706)	$	(54,942)
Company's equity in net loss from unconsolidated joint ventures (1)	$	(432)	$	(9,864)	$	(15,445)	$	(22,644)

(1)The combined statements of operations and the Company's equity in net loss 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 September 30, ~~2017~~2020 and December 31, ~~2016~~2019 consisted of the following (in thousands):


	September 30, 2020		December 31, 2019
Deferred leasing costs	$	496,812	$	466,136
Less: accumulated amortization	(290,523)		(260,853)
Deferred costs, net	$	206,289	$	205,283

September 30, 2017 December 31, 2016
Deferred leasing costs $ 464,788
$ 468,971
Less: accumulated amortization (216,807 ) (201,371 )
Deferred costs, net $ 247,981
$ 267,600

~~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~~ ~~September 30, 2017~~ ~~and December 31, 2016, respectively, were as follows (amounts in thousands):~~

Property
Maturity
Date

Interest
Rate ⁽¹⁾
September 30, 2017 December 31, 2016
Fixed Rate Debt:
Unsecured Loan June 2018 4.81 % $ 16,000
$ 16,000
One Madison Avenue May 2020 5.91 % 494,264
517,806
762 Madison Avenue February 2022 5.00 % 771
7,694
100 Church Street July 2022 4.68 % 218,237
221,446
919 Third Avenue ⁽²⁾
June 2023 5.12 % 500,000
500,000
420 Lexington Avenue October 2024 3.99 % 300,000
300,000
1515 Broadway March 2025 3.93 % 876,613
888,531
400 East 58th Street ⁽³⁾
November 2026 3.00 % 40,000
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 ⁽⁴⁾
February 2027 3.58 % 36,363
—
315 West 33rd Street February 2027 4.17 % 250,000
—
Series J Preferred Units ⁽⁵⁾
April 2051 3.75 % 4,000
4,000
885 Third Avenue ⁽⁶⁾

—
267,650
FHLBNY Facility ⁽⁷⁾
—
105,000
FHLBNY Facility ⁽⁷⁾
—
100,000
Total fixed rate debt $ 3,286,248
$ 3,518,127
Floating Rate Debt:
719 Seventh Avenue February 2018 4.27 % $ 41,171
$ 37,388
183, 187 Broadway & 5-7 Dey Street May 2018 3.92 % 58,000
58,000
2016 Master Repurchase Agreement July 2018 3.73 % 184,642
184,642
220 East 42nd Street October 2020 2.82 % 275,000
275,000
One Vanderbilt Avenue ⁽⁸⁾

—
64,030
1080 Amsterdam ⁽⁹⁾

—
3,525
Total floating rate debt $ 558,813
$ 622,585
Total fixed rate and floating rate debt $ 3,845,061
$ 4,140,712
Mortgages reclassed to liabilities related to assets held for sale —
—
Total mortgages and other loans payable $ 3,845,061
$ 4,140,712
Deferred financing costs, net of amortization (40,887 ) (66,882 )
Total mortgages and other loans payable, net $ 3,804,174
$ 4,073,830


~~(1)~~	~~Effective weighted average interest rate for the quarter ended September 30, 2017, taking into account interest rate hedges in effect during the period.~~


~~(2)~~	~~We own a 51.0% controlling interest in the consolidated joint venture that is the borrower on this loan.~~


~~(3)~~	~~The loan carries a fixed interest rate of~~ ~~3.00%~~ ~~for the first~~ ~~5 years~~ ~~and is prepayable without penalty in year~~ 5.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

8. Mortgages and Other Loans Payable

~~(4)~~

~~The loan is comprised of a~~ ~~$35.5 million~~ ~~mortgage loan and~~ ~~$0.9 million~~ ~~subordinate loan with a fixed interest rate of~~ ~~3.50%~~ ~~and~~ ~~7.00%, respectively, for the first~~ ~~5 years~~ ~~and is prepayable without penalty in year~~ 5.

The mortgages and other loans payable collateralized by the respective properties and assignment of leases or debt investments at September 30, 2020 and December 31, 2019, respectively, were as follows (dollars in thousands):


Property	Initial Maturity Date	Final Maturity Date (1)	Interest Rate (2)		September 30, 2020		December 31, 2019
Fixed Rate Debt:
100 Church Street	July 2022	July 2022		4.68%	$	206,013	$	209,296
420 Lexington Avenue	October 2024	October 2040		3.99%	295,355		299,165
Landmark Square	January 2027	January 2027		4.90%	100,000		100,000
485 Lexington Avenue	February 2027	February 2027		4.25%	450,000		450,000
1080 Amsterdam (3)	February 2027	February 2027		3.59%	34,773		35,123
762 Madison Avenue (4)					0		771
315 West 33rd Street (5)					0		250,000
400 East 58th Street							39,094
Total fixed rate debt					$	1,086,141	$	1,383,449
Floating Rate Debt:
133 Greene Street	(6)	(6)	L+	2.00%	$	15,523	$	15,523
106 Spring Street	January 2021	January 2022	L+	2.50%	38,025		38,025
FHLB Facility	January 2021	January 2021	L+	0.28%	10,000		0
FHLB Facility	January 2021	January 2021	L+	0.23%	15,000		0
FHLB Facility	January 2021	January 2021	L+	0.18%	35,000		0
609 Fifth Avenue	March 2021	March 2024	L+	2.40%	57,651		53,773
185 Broadway (7)	November 2021	November 2023	L+	2.85%	144,448		120,110
712 Madison Avenue	December 2021	December 2022	L+	1.85%	28,000		28,000
220 East 42nd Street	June 2023	June 2025	L+	2.75%	510,000		0
410 Tenth Avenue (8)	August 2023	August 2025	L+	2.25%	434,934		330,819
719 Seventh Avenue	September 2023	September 2023	L+	1.20%	50,000		50,000
2017 Master Repurchase Agreement (9)					0		152,684
FHLB Facility					0		10,000
FHLB Facility					0		15,000
FHLB Facility					0		14,500
Total floating rate debt					$	1,338,581	$	828,434


Total mortgages and other loans payable					$	2,424,722	$	2,211,883
Deferred financing costs, net of amortization					(32,978)		(28,630)
Total mortgages and other loans payable, net					$	2,391,744	$	2,183,253

(1)Reflects exercise of all available extension options. The ability to exercise extension options may be subject to certain tests based on the operating performance of the property.

(2)Interest rate as of September 30, 2020, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated spread over the 30-day LIBOR, unless otherwise specified.

(3)The loan is comprised of a $33.9 million mortgage loan and $0.9 million mezzanine loan with a fixed interest rate of 350 basis points and 700 basis points, respectively, for the first five years and is prepayable without penalty at the end of fifth year.

(4)In January 2020, the Company closed on the acquisition of the remaining 10% interest in this property from our joint venture partner. As part of this transaction, the loan was repaid.

(5)In March 2020, the loan was assumed by the buyer in connection with the sale of the property.

(6)This loan matured in August 2020. The Company is in discussions with the lender on resolution.

(7)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 2 one-year extension options. Advances under the loan are subject to incurred costs and funded equity requirements.

(8)This loan is a $600.0 million construction facility and has an initial three-year term with 2 one-year extension options. Advances under the loan are subject to incurred costs and funded equity requirements.

(9)In June 2020, we exercised a one-year extension option which extended the maturity date to June 2021. At September 30, 2020, there was 0 outstanding balance on the $400 million facility.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

~~(5)~~

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 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 provided for in the related agreement.


~~(6)~~	In February 2016, we closed on the sale of 885 Third Avenue. The sale did not meet the criteria for sale accounting at that time. In April 2017, the mortgage was refinanced by the buyer, resulting in the Company deconsolidating the property from its financial statements in the second quarter of 2017.


~~(7)~~	~~The facility was repaid in January 2017.~~

~~(8)~~

In September 2016, we closed on a $1.5 billion construction facility in connection with the development of One Vanderbilt Avenue. In January 2017, we admitted two partners, National Pension Service of Korea and Hines Interest LP, into the One Vanderbilt Avenue development project. In April 2017, the criteria for deconsolidation were met, and the development is shown within investments in unconsolidated joint ventures. See Note 6, "Investments in Unconsolidated Joint Ventures".


~~(9)~~	~~In January 2017, this loan was refinanced with a fixed rate loan as shown above.~~

At September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, 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 ~~$6.7~~$3.2 billion and ~~$6.0~~$3.3 billion, respectively.

Federal Home Loan Bank of New York ("FHLB") Facility

The ~~Company’s~~Company's wholly-owned subsidiary, ~~Belmont~~Ticonderoga Insurance Company, or ~~Belmont,~~Ticonderoga, a ~~New York~~Vermont licensed captive insurance company, ~~was~~is a member of the Federal Home Loan Bank of New York, or FHLBNY. ~~In January 2017, all~~As a member, Ticonderoga may borrow funds ~~borrowed~~ from the FHLBNY ~~were~~in the form of secured advances that bear interest at a floating rate. Unless Congress or the Federal Home Finance Authority extends membership criteria, then on February 19, 2021 Ticonderoga’s membership in FHLB New York will terminate and all advances will need to be repaid ~~and Belmont's membership was terminated~~by such date. As of September 30, 2020, Ticonderoga had a total of $60.0 million in ~~February 2017.~~outstanding secured advances with an average spread of 21 basis points over 30-day LIBOR.

Master Repurchase ~~Agreements~~Agreement

The Company ~~has~~ entered into ~~two~~a Master Repurchase ~~Agreements,~~Agreement, or ~~MRAs,~~MRA, known as the ~~2016 MRA and~~ 2017 MRA, which ~~provide~~provides us with the ability to sell certain ~~debt~~mortgage investments with a simultaneous agreement to repurchase the same at a certain date or on demand. 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 ~~facilities~~facility 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~~collateralize 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~~liquidity. As of September 30, 2020, there have been no margin calls on the ~~2012 credit facility, as defined below.~~2017 MRA.

In ~~June 2017,~~April 2018, we ~~entered into~~increased the ~~2017 MRA, with a~~ maximum facility capacity offrom $300.0 million 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,~~is scheduled to mature in June 2021, with ~~two one year~~a one-year extension ~~options.~~option. At September 30, ~~2017,~~2020, the facility had ~~a carrying value of $(1.1) million, representing deferred financing costs presented within other liabilities.~~0 outstanding balance.

In July 2016, we entered into a restated 2016 MRA, with a maximum facility capacity of $300.0 million. The facility bears interest ranging from 225 and 400 basis points over 30-day LIBOR depending on the pledged collateral and has an initial two-year term, with a one year extension option. Since December 6, 2015, we have 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 when the average daily balance is less than $150.0 million. At September 30, 2017, the facility had a carrying value of $182.8 million, net of deferred financing costs.

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

9. Corporate Indebtedness

~~2012~~2017 Credit Facility

In ~~August 2016,~~November 2017, we entered into an 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 as~~or the 2012 credit facility. As of September 30, ~~2017,~~2020, the ~~2012~~2017 credit facility ~~as amended,~~ consisted of a ~~$1.6~~$1.5 billion revolving credit facility, ~~and~~ a ~~$1.2~~$1.3 billion term loan (or "Term Loan A"), and a $200.0 million term loan (or "Term Loan B") with a maturity ~~date~~dates of March ~~29, 2019~~31, 2022, March 31, 2023, and ~~June 30, 2019,~~November 21, 2024, respectively. The revolving credit facility has an2 six-month, as-of-right extension options to March ~~29, 2020.~~31, 2023. We also have an option, subject to customary conditions, to increase the capacity ~~under~~of the ~~revolving~~ credit facility to ~~$3.0~~$4.5 billion at any time prior to the maturity ~~date~~dates for the revolving credit facility and term loans without the consent of existing lenders, by obtaining additional commitments from our existing lenders ~~and~~or other financial institutions.

As of September 30, ~~2017,~~2020, the ~~2012~~2017 credit facility bore interest at a spread over 30-day LIBOR ranging from (i) ~~87.5~~82.5 basis points to 155 basis points for loans under the revolving credit facility, ~~and~~ (ii) 9590 basis points to ~~190~~175 basis points for loans under ~~the term loan facility,~~Term Loan A, and (iii) 85 basis points to 165 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. In instances where there are either only two ratings available or where there are more than two and the difference between them is one rating category, the applicable rating shall be the highest rating. In instances where there are more than two ratings and the difference between the highest and the lowest is two or more rating categories, then the applicable rating used is the average of the highest two, rounded down if the average is not a recognized category.

At September 30, ~~2017,~~2020, the applicable spread was ~~125~~100 basis points for the revolving credit facility, ~~and 140~~110 basis points for ~~the term loan facility. At September 30, 2017, the effective interest rate, including the effect of interest rate swaps, was 2.49%~~Term Loan A, and 100 basis points for ~~the revolving credit facility and 2.49% 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 September 30, ~~2017,~~2020, the facility fee was 2520 basis points.

As of September 30, ~~2017,~~2020, we had ~~$80.8~~$26.0 million of outstanding letters of credit, ~~$280.0~~$190.0 million drawn under the revolving credit facility and ~~$1.2~~$1.5 billion outstanding under the term loan ~~facility,~~facilities, with total undrawn capacity of ~~$1.2~~$1.3 billion under the ~~2012~~2017 credit facility. At September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, the revolving credit facility had a carrying value of ~~$275.8~~$184.8 million and ~~$(6.3)~~$234.0 million, respectively, net of deferred financing costs. ~~The December 31, 2016 carrying value represents deferred financing costs and is presented within other liabilities.~~ At September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, the term loan ~~facility~~facilities had a carrying value of ~~$1.2~~$1.5 billion and ~~$1.2~~$1.5 billion, respectively, net of deferred financing costs.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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 2012~~2017 credit facility.

The ~~2012~~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 September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, respectively, by scheduled maturity date (dollars in thousands):


Issuance	September 30, 2020 Unpaid Principal Balance		September 30, 2020 Accreted Balance		December 31, 2019 Accreted Balance		Interest Rate (1)			Initial Term (in Years)	Maturity Date
August 7, 2018 (2) (3)	$	350,000	$	350,000	$	350,000		1.52	%	3	August 2021
October 5, 2017 (2)	500,000		499,775		499,695			3.25	%	5	October 2022
November 15, 2012 (4)	300,000		302,352		303,142			4.50	%	10	December 2022
December 17, 2015 (5)	100,000		100,000		100,000			4.27	%	10	December 2025
March 16, 2010 (6)	0		0		250,000
	$	1,250,000	$	1,252,127	$	1,502,837
Deferred financing costs, net			(4,332)		(5,990)
	$	1,250,000	$	1,247,795	$	1,496,847

Issuance September 30,
2017
Unpaid
Principal
Balance September 30,
2017
Accreted
Balance December 31,
2016
Accreted
Balance
Coupon
Rate ⁽¹⁾

Effective
Rate

Initial Term
(in Years)
Maturity Date
October 12, 2010 ⁽²⁾
$ 269,000
$ 268,628
$ 334,077
3.00 % 3.00 % 7 October 2017
August 5, 2011 ⁽³⁾
250,000
249,934
249,880
5.00 % 5.00 % 7 August 2018
March 16, 2010 ⁽³⁾
250,000
250,000
250,000
7.75 % 7.75 % 10 March 2020
November 15, 2012 ⁽³⁾
200,000
200,000
200,000
4.50 % 4.50 % 10 December 2022
December 17, 2015 ⁽³⁾
100,000
100,000
100,000
4.27 % 4.27 % 10 December 2025
$ 1,069,000
$ 1,068,562
$ 1,133,957

Deferred financing costs, net (4,018 ) (5,642 )
$ 1,069,000
$ 1,064,544
$ 1,128,315

(1)Interest rate as of September 30, 2020, taking into account interest rate hedges in effect during the period.


~~(1)~~	~~Interest on the senior unsecured notes is payable semi-annually with principal and unpaid interest due on the scheduled maturity dates.~~

~~(2)~~

(2)Issued by the Operating Partnership. The notes were senior unsecured obligations of the Operating Partnership and exchangeable at a calculated exchange rate 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. In accordance with the terms of the indenture, the notes became exchangeable commencing September 14, 2017 and the Operating Partnership elected to settle exchanges in cash. In October 2017, all note holders elected to exchange the notes and the notes were repaid for $350.8 million, excluding accrued interest based on the applicable exchange rate.

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green~~ Operating Partnership ~~L.P.~~with the Company as the guarantor.

~~Notes~~(3)The notes are subject to ~~Consolidated Financial Statements (cont.)~~redemption at the Company's option, in whole but not in part, at a redemption price equal to 100% of the principal amount of the notes, plus unpaid accrued interest thereon to the redemption date. In April 2020, the Company entered into $350.0 million of fixed rate interest swaps at a rate of 0.54375% through August 2021.

~~September 30, 2017~~

~~(unaudited)~~


~~(3)~~	Issued by the Company, the Operating Partnership and ROP, as co-obligors. In October 2017, the Company, the Operating Partnership and ROP, as co-obligors issued an additional $100.0 million of the 4.50% senior unsecured bonds due December 2022. The additional notes priced at 105.334% plus accrued interest from June 1, 2017, with a yield to maturity of 3.298%.

(4)In October 2017, the Company and the Operating Partnership as co-obligors issued ~~$500.0~~an additional $100.0 million of 4.50% senior unsecured notes ~~which will mature in October 2022~~due December 2022. The notes were priced at 105.334% of par.

(5)Issued by the Company and ~~bear interest at a fixed rate of 3.25%.~~the Operating Partnership as co-obligors.

(6)In March 2020, the notes were repaid.

Restrictive Covenants

The terms of the ~~2012~~2017 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 September 30, ~~2017~~2020 and ~~2016,~~December 31, 2019, 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 floating rate of 125 basis points over the three-month LIBOR. ~~The effective weighted average interest rate for the quarter ended September 30, 2017 was 2.52%.~~ Interest payments may be deferred for a period of up to ~~eight~~8 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, 2012 credit facility, trust preferred securities, senior unsecured notes and our share of joint venture debt as of~~ ~~September 30, 2017, 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
Remaining 2017 $ 12,846
$ —
$ —
$ —
$ —
$ 269,000
⁽¹⁾
$ 281,846
$ 79,787
2018 54,937
299,813
—
—
—
250,000
604,750
242,799
2019 59,618
—
—
1,183,000
—
—
1,242,618
705,574
2020 41,427
679,531
280,000
—
—
250,000
1,250,958
320,914
2021 30,418
—
—
—
—
—
30,418
376,765
Thereafter 90,532
2,575,939
—
—
100,000
300,000
3,066,471
1,465,371
$ 289,778
$ 3,555,283
$ 280,000
$ 1,183,000
$ 100,000
$ 1,069,000
$ 6,477,061
$ 3,191,210


~~(1)~~	The $269.0 million of 3.00% convertible notes which matured in October 2017 became exchangeable commencing September 14, 2017 and the Operating Partnership elected to settle exchanges in cash. In October 2017, all note holders elected to exchange the notes and the notes were repaid for $350.8 million.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

Principal Maturities

Combined aggregate principal maturities of mortgages and other loans payable, the 2017 credit facility, trust preferred securities, senior unsecured notes and our share of joint venture debt as of September 30, 2020, including as-of-right extension options, were as follows (in thousands):


	Scheduled Amortization		Mortgages and Other Loans Payable		Revolving Credit Facility		Unsecured Term Loans		Trust Preferred Securities		Senior Unsecured Notes		Total		Joint Venture Debt
Remaining 2020	$	2,635	$	15,523	$	0	$	0	$	0	$	0	$	18,158	$	10,867
2021	10,766		270,474		0		0		0		350,000		631,240		1,444,277
2022	8,779		255,435		0		0		0		800,000		1,064,214		268,952
2023	6,608		994,934		190,000		1,300,000		0		0		2,491,542		311,436
2024	5,294		272,749		0		200,000		0		0		478,043		618,140
Thereafter	1,779		579,746		0		0		100,000		100,000		781,525		1,935,202
	$	35,861	$	2,388,861	$	190,000	$	1,500,000	$	100,000	$	1,250,000	$	5,464,722	$	4,588,874

Consolidated interest expense, excluding capitalized interest, was comprised of the following (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Interest expense before capitalized interest	$	42,595	$	63,607	$	144,345	$	185,163
Interest on financing leases	2,198		813		6,010		2,425
Interest capitalized	(20,677)		(15,700)		(57,528)		(38,228)
Interest income	(580)		(608)		(1,727)		(3,563)
Interest expense, net	$	23,536	$	48,112	$	91,100	$	145,797

Three Months Ended September 30, Nine Months Ended September 30,
2017 2016 2017 2016
Interest expense before capitalized interest $ 72,859
$ 78,715
$ 217,273
$ 276,437
Interest capitalized (6,869 ) (6,084 ) (19,892 ) (18,135 )
Interest income (356 ) (66 ) (1,269 ) (1,976 )
Interest expense, net $ 65,634
$ 72,565
$ 196,112
$ 256,326

10. Related Party Transactions

Cleaning/ Security/ Messenger and Restoration Services

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 ~~SL Green's~~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.

Income earned from the profit participation, which is included in other income on the consolidated statements of operations, was ~~$1.0~~$0.1 million and ~~$3.0~~$1.1 million for the three and nine months ended September 30, ~~2017,~~2020, respectively, and ~~was $0.8~~$0.9 million and ~~$2.6~~$2.7 million for the three and nine months ended September 30, ~~2016,~~2019, respectively.

We also recorded expenses, ~~for these services,~~ inclusive of capitalized expenses, of ~~$5.7~~$3.0 million and ~~$16.0~~$9.7 million for the three and nine months ended September 30, ~~2017,~~2020, respectively, for these services (excluding services provided directly to tenants), and ~~$5.3~~$5.6 million and ~~$16.1~~$14.1 million for the three and nine months ended September 30, ~~2016,~~2019, respectively.

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 $0.1 million and $0.4 million for the three and nine months ended September 30, ~~2017,~~2020, respectively, and ~~$0.1~~$0.2 million and ~~$0.3~~$0.5 million for the three and nine months ended September 30, ~~2016,~~2019, respectively.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

One Vanderbilt Investment

In December 2016, we entered into agreements with entities owned and controlled by our Chairman and CEO, Marc Holliday, and our President, 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.

~~Fifty percent of these interests were purchased on December 31, 2016 and the remaining fifty percent will be purchased on December 31, 2017.~~ The entities owned and controlled by Messrs. Holliday and Mathias ~~will pay~~paid $1.4 million and $1.0 million, respectively, which ~~equals~~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.

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

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 ~~Investments~~Note 6, "Investments in Unconsolidated Joint Ventures." Amounts due from joint ventures and related parties at September 30, ~~2017~~2020 and December 31, ~~2016~~2019 consisted of the following (in thousands):


	September 30, 2020		December 31, 2019
Due from joint ventures	$	24,912	$	9,352
Other	7,024		11,769
Related party receivables	$	31,936	$	21,121

September 30, 2017 December 31, 2016
Due from joint ventures $ 16,736
$ 1,240
Other 7,332
14,616
Related party receivables $ 24,068
$ 15,856

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.

Common Units of Limited Partnership Interest in the Operating Partnership

As of September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, the noncontrolling interest unit holders owned ~~4.45%~~5.23%, or ~~4,541,765~~4,027,317 units, and ~~4.16%~~5.03%, or ~~4,363,716~~4,195,875 units, of the Operating Partnership, respectively. As of September 30, ~~2017, 4,541,765~~2020, 4,027,317 shares of ~~SL Green's~~our 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's~~our common stock at the end of the reporting period.

Below is ~~the rollforward analysis~~a summary of the activity relating to the noncontrolling interests in the Operating Partnership ~~as of~~for the nine months ended September 30, ~~2017~~2020 and the twelve months ended December 31, ~~2016~~2019 (in thousands):


	September 30, 2020		December 31, 2019
Balance at beginning of period	$	409,862	$	387,805
Distributions	(8,857)		(14,729)
Issuance of common units	7,976		19,403
Redemption and conversion of common units	(27,657)		(27,962)
Net income	10,073		13,301
Accumulated other comprehensive loss allocation	(2,664)		(2,276)
Fair value adjustment	(35,253)		34,320
Balance at end of period	$	353,480	$	409,862

September 30, 2017 December 31, 2016
Balance at beginning of period $ 473,882
$ 424,206
Distributions (10,639 ) (12,671 )
Issuance of common units 23,273
78,495
Redemption of common units (15,353 ) (31,805 )
Net income 2,707
10,136
Accumulated other comprehensive income allocation (303 ) 1,299
Fair value adjustment (2,669 ) 4,222
Balance at end of period $ 470,898
$ 473,882

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

Preferred Units of Limited Partnership Interest in the Operating Partnership

~~The Operating Partnership has 1,902,000 4.50% Series G Preferred Units~~Below is a summary of the preferred units of limited partnership interest orin the ~~Series G Preferred Units outstanding, with a liquidation preference~~Operating Partnership as 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 dividendsSeptember 30, 2020:


Issuance	Number of Units Authorized	Number of Units Issued	Number of Units Outstanding	Annual Dividend Per Unit(1)		Liquidation Preference Per Unit(2)		Conversion Price Per Unit(3)		Date of Issuance
3.50% Series A (4)	109,161	109,161	109,161	$	35.0000	$	1,000.00	$	0	August 2015
7.00% Series F	60	60	60	$	70.0000	$	1,000.00	$	29.12	January 2007
4.50% Series G (5)	1,902,000	1,902,000	863,972	$	1.1250	$	25.00	$	88.50	January 2012
3.50% Series K	700,000	563,954	341,677	$	0.8750	$	25.00	$	134.67	August 2014
4.00% Series L	500,000	378,634	372,634	$	1.0000	$	25.00	0		August 2014
3.75% Series M	1,600,000	1,600,000	96,357	$	0.9375	$	25.00	0		February 2015
4.00% Series P	200,000	200,000	200,000	$	1.0000	$	25.00	0		July 2015
3.50% Series Q	268,000	268,000	268,000	$	0.8750	$	25.00	$	148.95	July 2015
3.50% Series R	400,000	400,000	400,000	$	0.8750	$	25.00	$	154.89	August 2015
4.00% Series S	1,077,280	1,077,280	1,077,280	$	1.0000	$	25.00	0		August 2015
3.50% Series V	40,000	40,000	40,000	$	0.8750	$	25.00	0		May 2019
Series W (6)	1	1	1	(6)		(6)		0		January 2020

(1)Dividends are cumulative, subject to certain provisions. ~~The Series G Preferred~~

(2)Units are redeemable at any time at par for cash at the option of the unitholder unless otherwise specified.

(3)If applicable, 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~~the amount shown in the Operating Partnership may be redeemed in exchange for SL Green's 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.table.

~~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

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

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.

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.

The Operating Partnership 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

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

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.

The Operating Partnership has authorized up to 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 occurence 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.

T~~hrough~~(4)Issued through a consolidated subsidiary, we have authorized up to 109,161 3.50% Series A Preferred Units of limited partnership interest, or the Subsidiary Series A Preferred Units, with a liquidation preference of $1,000.00 per unit. In August 2015, the Company issued 109,161 Subsidiary Series A Preferred Units in conjunction with an acquisition.subsidiary. The Subsidiary 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 Subsidiary Series A Preferred Units can be redeemed at any time, at the option of the unitholder, either for cash orunits are convertible on a one-for-one basis, into the Series B Preferred Units of limited partnership interest, or the Subsidiary Series B Preferred Units. The Subsidiary 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 Subsidiary Series B Preferred Unit. As of September 30, ~~2017,~~2020, no Subsidiary Series B Preferred Units have been issued.

(5)Common units of limited partnership interest in the Operating Partnership issued in a conversion may be redeemed in exchange for our 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.

(6)The Series W preferred unit was issued in January 2020 in exchange for the then-outstanding Series O preferred unit. The holder of the Series W preferred unit is entitled to quarterly dividends in an amount calculated as (i) 1,350 multiplied by (ii) the current distribution per common unit of limited partnership in SL Green Operating Partnership. The holder has the right to require the Operating Partnership to repurchase the Series W unit for cash, or convert the Series W unit for Class B units, in each case at a price that is determined based on the closing price of the Company's common stock at the time such right is exercised. The unit's liquidation preference is the fair market value of the unit plus accrued distributions at the time of a liquidation event.

Below is ~~the rollforward analysis~~a summary of the activity relating to the preferred units in the Operating Partnership ~~as of~~for the nine months ended September 30, ~~2017~~2020 and the twelve months ended December 31, ~~2016~~2019 (in thousands):


	September 30, 2020		December 31, 2019
Balance at beginning of period	$	283,285	$	300,427
Issuance of preferred units	0		1,000
Redemption of preferred units	(82,750)		(18,142)
Accrued dividends on preferred units	1,634		0
Balance at end of period	$	202,169	$	283,285

September 30, 2017 December 31, 2016
Balance at beginning of period $ 302,010
$ 282,516
Issuance of preferred units —
22,793
Redemption of preferred units (125 ) (3,299 )
Balance at end of period $ 301,885
$ 302,010

12. Stockholders’ Equity of the Company

Common Stock

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, par value $0.01 per share. As of September 30, ~~2017, 97,445,509~~2020, 73,040,291 shares of common stock and no0 shares of excess stock were issued and outstanding.

In August 2016, our board of directors approved a stock repurchase plan under which we can buy up to $1.0 billion of shares of our common stock. At September 30, 2017, repurchases made under the stock repurchase plans were as follows:

Period Total number of shares purchased Average price paid per share Total number of shares purchased as part of the repurchase plan or programs Maximum approximate dollar value of shares that may yet be purchased under the plan (in millions)
First quarter 2017 982 $103.89 982 $999.9
Second quarter 2017 2,447,153 $103.41 2,448,135 $746.8
Third quarter 2017
951,866 $101.67 3,400,001 $650.0

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

Share Repurchase Program

In August 2016, our Board of Directors approved a share repurchase program under which we can buy up to $1.0 billion of shares of our common stock. The Board of Directors has since authorized 4 separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, and fourth quarter of 2019 bringing the total program size to $3.0 billion.

At September 30, 2020, repurchases executed under the program were as follows:


Period	Shares repurchased	Average price paid per share	Cumulative number of shares repurchased as part of the repurchase plan or programs
Year ended 2017	8,342,411	$101.64	8,342,411
Year ended 2018	9,744,911	$96.22	18,087,322
Year ended 2019	4,596,171	$83.62	22,683,493
Nine months ended September 30, 2020 (1)	6,243,165	$62.77	28,926,658

(1) Includes 216,101 shares of common stock repurchased by the Company in September 2020 that were settled in October 2020.

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. 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 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.

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's~~our 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 three and nine months ended September 30, 2020 and 2019, respectively (dollars in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Shares of common stock issued	4,205		490		9,884		3,485
Dividend reinvestments/stock purchases under the DRSPP	$	202	$	39	$	566	$	303

Earnings per Share

~~SL Green's~~We use the two-class method of computing earnings per share (“EPS”), which is an earnings allocation formula that determines EPS for ~~the three and nine months ended September 30, 2017 and 2016 are computed as follows (in thousands):~~

Three Months Ended September 30, Nine Months Ended September 30,
Numerator 2017 2016 2017 2016
Basic Earnings:
Income attributable to SL Green common stockholders $ 38,869
$ 34,252
$ 58,442
$ 190,930
Effect of Dilutive Securities:
Redemption of units to common shares 1,812
1,663
2,707
8,171
Diluted Earnings:
Income attributable to SL Green common stockholders $ 40,681
$ 35,915
$ 61,149
$ 199,101

Three Months Ended September 30, Nine Months Ended September 30,
Denominator 2017 2016 2017 2016
Basic Shares:
Weighted average common stock outstanding 97,783
100,233
99,431
100,140
Effect of Dilutive Securities:
Operating Partnership units redeemable for common shares 4,543
4,497
4,570
4,272
Stock-based compensation plans 244
413
279
349
Diluted weighted average common stock outstanding 102,570
105,143
104,280
104,761

~~SL Green has excluded 1,175,708 and 1,076,695~~ common stock ~~equivalents from~~and any participating securities according to dividends declared (whether paid or unpaid). Under the ~~diluted~~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 ~~three and nine months ended September 30, 2017, respectively, as they were anti-dilutive. SL Green has excluded 673,298 and 753,344 common stock equivalents~~period. Diluted EPS reflects the potential dilution that could occur from ~~the diluted shares outstanding for the three and nine months ended September 30, 2016, respectively, as they were anti-dilutive.~~

share equivalent activity.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

SL Green's earnings per share for the three and nine months ended September 30, 2020 and 2019 are computed as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
Numerator	2020		2019		2020		2019
Basic Earnings:
Income attributable to SL Green common stockholders	$	13,859	$	33,157	$	185,104	$	238,052
Less: distributed earnings allocated to participating securities	(333)		(108)		(777)		(325)
Less: undistributed earnings allocated to participating securities	0		0		(141)		(41)
Net income attributable to SL Green common stockholders (numerator for basic earnings per share)	$	13,526	$	33,049	$	184,186	$	237,686
Add back: dilutive effect of earnings allocated to participating securities	333		108		777		325
Add back: undistributed earnings allocated to participating securities	0		0		141		41
Add back: effect of dilutive securities (redemption of units to common shares)	802		1,719		10,073		12,306
Income attributable to SL Green common stockholders (numerator for diluted earnings per share)	$	14,661	$	34,876	$	195,177	$	250,358


	Three Months Ended September 30,		Nine Months Ended September 30,
Denominator	2020	2019	2020	2019
Basic Shares:
Weighted average common stock outstanding	73,020	82,292	75,521	82,855
Effect of Dilutive Securities:
Operating Partnership units redeemable for common shares	4,029	4,258	4,123	4,283
Stock-based compensation plans	442	164	441	171
Diluted weighted average common stock outstanding	77,491	86,714	80,085	87,309

The Company has excluded 2,131,606 and 1,779,212 common stock equivalents from the calculation of diluted shares outstanding for the three and nine months ended September 30, 2020, respectively, as they were anti-dilutive. The Company has excluded 1,317,803 and 1,266,296 common stock equivalents from the calculation of diluted shares outstanding for the three and nine months ended September 30, 2019, respectively, as they were anti-dilutive.

13. Partners' Capital of the Operating Partnership

The Company is the sole managing general partner of the Operating Partnership and at September 30, ~~2017~~2020 owned ~~97,445,509~~73,040,291 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~~1 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 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.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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 September 30, ~~2017,~~2020, limited partners other than SL Green owned ~~4.45%~~5.23%, or ~~4,541,765~~4,027,317 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 three and nine months ended September 30, ~~2017~~2020 and ~~2016,~~2019, respectively, are computed as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
Numerator	2020		2019		2020		2019
Basic Earnings:
Income attributable to SLGOP common unitholders	$	14,661	$	34,876	$	195,177	$	250,358
Less: distributed earnings allocated to participating securities	(333)		(108)		(777)		(325)
Less: undistributed earnings allocated to participating securities	0		0		(141)		(41)
Net Income attributable to SLGOP common unitholders (numerator for basic earnings per unit)	$	14,328	$	34,768	$	194,259	$	249,992
Add back: dilutive effect of earnings allocated to participating securities	333		108		777		325
Add back: undistributed earnings allocated to participating securities	0		0		141		41
Income attributable to SLGOP common unitholders (numerator for diluted earnings per unit)	$	14,661	$	34,876	$	195,177	$	250,358

Three Months Ended September 30, Nine Months Ended September 30,
Numerator 2017
2016 2017 2016
Basic and Diluted Earnings:
Net income attributable to SLGOP common unitholders $ 40,681
$ 35,915
$ 61,149
$ 199,101


	Three Months Ended September 30,		Nine Months Ended September 30,			Three Months Ended September 30,		Nine Months Ended September 30,
Denominator	2017	2016	2017	2016	Denominator	2020	2019	2020	2019
Basic units:					Basic units:
Weighted average common units outstanding	102,326	104,730	104,001	104,412	Weighted average common units outstanding	77,049	86,550	79,644	87,138
Effect of Dilutive Securities:					Effect of Dilutive Securities:
Stock-based compensation plans	244	413	279	349	Stock-based compensation plans	442	164	441	171
Diluted weighted average common units outstanding	102,570	105,143	104,280	104,761	Diluted weighted average common units outstanding	77,491	86,714	80,085	87,309

The Operating Partnership has excluded ~~1,175,708~~2,131,606 and ~~1,076,695~~1,779,212 common unit equivalents from the diluted units outstanding for the three and nine months ended September 30, ~~2017,~~2020, respectively, as they were anti-dilutive. The Operating Partnership has excluded ~~673,298~~1,317,803 and ~~753,344~~1,266,296 common unit equivalents from the diluted units outstanding for the three and nine months ended September 30, ~~2016,~~2019, respectively, as they were anti-dilutive.

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

14. Share-based Compensation

We have ~~stock-based~~share-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.

~~Fourth Amended~~

Table of Contents

SL Green Realty Corp. and ~~Restated 2005 Stock Option and Incentive Plan~~SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

The Fourth Amended and Restated 2005 Stock Option and Incentive Plan, or the 2005 Plan, was approved by the Company's board of directors in April 2016 and its stockholders in June 2016 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 27,030,000 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) ~~granted after the effective date of the Fourth Amendment 2005 Plan~~ counting as 3.74 Fungible Units per share subject to such awards, (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 0.73 fungible units per share subject to such awards, and (3) all other awards (e.g., ten-year stock options) counting as 1.0 fungible units per share subject to such awards. Awards granted under the 2005 Plan prior to the approval of the fourth amendment and restatement in June 2016 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 result, depending on the types of awards issued, the 2005 Plan may result in the issuance of more or less than 27,030,000 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's~~our 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 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 September 30, ~~2017, 8.7~~2020, 3.4 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~~Units.

Stock Options and Class O LTIP Units ~~issued under our 2014 Outperformance Plan.~~

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 years or ten years from the date of grant, are not transferable other than on death, and generally vest in one year 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~~information.

There were 0 options granted during the nine months ended September 30, ~~2017 and~~2020 or the year ended December 31, ~~2016.~~2019.

A summary of the status of the Company's stock options as of September 30, 2020 and December 31, 2019, and changes during the nine months ended September 30, 2020 and year ended December 31, 2019 are as follows:


	September 30, 2020			December 31, 2019
	Options Outstanding	Weighted Average Exercise Price		Options Outstanding	Weighted Average Exercise Price
Balance at beginning of period	1,037,068	$	102.36	1,137,017	$	103.54
Granted	0	0		0	0
Exercised	0	0		0	0
Lapsed or canceled	(53,700)	111.18		(99,949)	115.81
Balance at end of period	983,368	$	101.88	1,037,068	$	102.36
Options exercisable at end of period	982,368	$	101.88	914,929	$	101.69

The remaining weighted average contractual life of the options outstanding was 2.0 years and the remaining average contractual life of the options exercisable was 2.0 years.

September 30, 2017 December 31, 2016
Dividend yield 2.50 % 2.37 %
Expected life 4.4 years
3.7 years
Risk-free interest rate 1.73 % 1.57 %
Expected stock price volatility 28.21 % 26.76 %

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

A summary of the status of the Company's stock options as of September 30, 2017 and December 31, 2016, and changes during the nine months ended September 30, 2017 and year ended December 31, 2016 are as follows:

September 30, 2017 December 31, 2016
Options Outstanding
Weighted Average
Exercise Price
Options Outstanding
Weighted Average
Exercise Price
Balance at beginning of period $ 1,737,213
$ 98.44
$ 1,595,007
$ 95.52
Granted 171,000
105.70
445,100
105.86
Exercised (146,277 ) 84.02
(192,875 ) 76.90
Lapsed or cancelled (65,300 ) 122.30
(110,019 ) 123.86
Balance at end of period $ 1,696,636
$ 99.50
$ 1,737,213
$ 98.44
Options exercisable at end of period 939,485
$ 91.71
748,617
$ 87.72
Weighted average fair value of options granted during the period $ 3,775,639

$ 8,363,036

All options were granted with strike prices ranging from $20.67 to $128.82. The remaining weighted average contractual life of the options outstanding was 3.6 years and the remaining average contractual life of the options exercisable was 2.8 years.

During the three and nine months ended September 30, ~~2017,~~2020, we recognized compensation expense for these options of ~~$2.0~~$0.00 million and ~~$5.9~~$0.03 million, respectively. During the three and nine months ended September 30, ~~2016,~~2019, we recognized compensation expense for these options of ~~$2.5~~$0.6 million and ~~$6.4~~$1.8 million, respectively.

As of September 30, ~~2017,~~2020, there was ~~$10.6~~$0.01 million of total unrecognized compensation cost related to unvested stock options, which is expected to be recognized over a weighted average period of ~~1.7~~0.5 years.

~~Stock-based Compensation~~Restricted Shares

~~Effective January 1, 1999, the Company implemented a deferred compensation plan, or the Deferred Plan, where shares issued under the Deferred Plan were~~Shares are granted to certain employees, including ~~certain of~~ our executives, and vesting ~~will occur~~occurs 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.

A summary of the Company's restricted stock as of September 30, ~~2017~~2020 and December 31, ~~2016~~2019 and charges during the nine months ended September 30, ~~2017~~2020 and the year ended December 31, ~~2016,~~2019, are as follows:


	September 30, 2017		December 31, 2016				September 30, 2020		December 31, 2019
Balance at beginning of period	3,202,031		3,137,881			Balance at beginning of period	3,566,466		3,452,016
Granted	300		98,800			Granted	9,220		126,350
Cancelled	—		(34,650		)
Canceled						Canceled	(26,043)		(11,900)
Balance at end of period	3,202,331		3,202,031			Balance at end of period	3,549,643		3,566,466
Vested during the period	86,736		83,822			Vested during the period	132,652		113,259
Compensation expense recorded	$	7,277,054	$	7,153,966		Compensation expense recorded	$	8,528,991	$	12,892,249
Weighted average fair value of restricted stock granted during the period	$	30,813	$	10,650,077
Total fair value of restricted stock granted during the period						Total fair value of restricted stock granted during the period	$	734,315	$	11,131,181

The fair value of restricted stock that vested during the nine months ended September 30, ~~2017~~2020 and the year ended December 31, ~~2016~~2019 was ~~$8.4~~$12.5 million and ~~$7.6~~$12.1 million, respectively. As of September 30, ~~2017~~2020, there was ~~$13.7~~$11.0 million of total unrecognized compensation cost related to restricted stock, which is expected to be recognized over a weighted average period of ~~1.7~~1.5 years.

For the three and nine months ended September 30, 2017, $1.4 million and $5.0 million, respectively, was capitalized to assets associated with compensation expense related to our long-term compensation plans, restricted stock and stock options. For the three and nine months ended September 30, 2016, $1.5 million and $4.4 million, respectively, was capitalized to assets associated with compensation expense related to our long-term compensation plans, restricted stock and stock options.

We ~~have~~ granted LTIP Units, which include bonus, time-based and ~~performance based~~performance-based awards, with a fair value of ~~$20.5~~$33.7 million and ~~$34.9~~$58.3 million as of September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, 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

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

have a discount from ~~SL Green's~~our 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 September 30, ~~2017,~~2020, there was ~~$7.1~~$41.8 million of total unrecognized compensation expense related to the time-based and performance based awards, which is expected to be recognized over a weighted average period of ~~1.2~~2.0 years.

During the three and nine months ended September 30, ~~2017,~~2020, we recorded compensation expense related to bonus, time-based and performance based awards of ~~$2.5~~$6.4 million and ~~$15.1~~$20.4 million, respectively. During the three and nine months ended September 30, ~~2016,~~2019, we recorded compensation expense related to bonus, time-based and performance based awards of ~~$2.3~~$3.0 million and ~~$15.1~~$14.0 million, respectively.

~~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 may 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. Under the 2014 Outperformance Plan, two-thirds of the LTIP Units may be earned based on the Company’s absolute total return to stockholders and one-third of the LTIP Units may be earned 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 will 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 will 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 are earned, each participant will also be 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 will be paid currently with respect to all earned LTIP Units, whether vested or unvested.

The cost of the 2014 Outperformance Plan ($29.2 million, subject to forfeitures), based on the portion of the 2014 Outperformance Plan granted as of September 30, 2017, will be amortized into earnings through the final vesting period. We recorded compensation expense of $1.9 million and $8.2 million for the three and nine months ended September 30, ~~2017,~~2020, $0.6 million and $1.7 million, respectively, was capitalized to assets associated with compensation expense related to ~~the 2014 Outperformance Plan. We recorded~~our long-term compensation ~~expense of $1.8 million~~plans, restricted stock and ~~$6.6 million for~~stock options. For the three and nine months ended September 30, ~~2016,~~2019, $0.5 million and $1.4 million, respectively, was capitalized to assets associated with compensation expense related to ~~the 2014 Outperformance Plan.~~our long-term compensation plans, restricted stock and stock options.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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 using the closing price of ~~SL Green's~~our 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 nine months ended September 30, ~~2017, 11,510~~2020, 18,167 phantom stock units and ~~9,171~~8,285 shares of common stock were issued to our board of directors. We recorded compensation expense of ~~$0.1~~$0.2 million and $2.1 million during the three and nine months ended September 30, 2020, respectively, related to the Deferred Compensation Plan. We recorded compensation expense of $0.2 million and $2.2 million during the three and nine months ended September 30, ~~2017, respectively, related to the Deferred Compensation Plan. We recorded compensation expense of $0.1 million and $1.9 million during the three and nine months ended September 30, 2016,~~2019, respectively, related to the Deferred Compensation Plan.

As of September 30, ~~2017,~~2020, there were ~~98,637~~138,189 phantom stock units outstanding pursuant to our Non-Employee Director's Deferral Program.

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

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 September 30, ~~2017, 101,882~~2020, 152,690 shares of ~~SL Green's~~our common stock had been issued under the ESPP.

15. Accumulated Other Comprehensive ~~Income~~Loss

The following tables set forth the changes in accumulated other comprehensive ~~income (loss)~~loss by component as of September 30, ~~2017~~2020 (in thousands):


	Net unrealized loss on derivative instruments (1)		SL Green’s share of joint venture net unrealized loss on derivative instruments (2)		Net unrealized gain (loss) on marketable securities		Total
Balance at December 31, 2019	$	(22,780)	$	(7,982)	$	2,277	$	(28,485)
Other comprehensive loss before reclassifications	(50,038)		(7,954)		(2,047)		(60,039)
Amounts reclassified from accumulated other comprehensive loss	9,120		3,204		0		12,324
Balance at September 30, 2020	$	(63,698)	$	(12,732)	$	230	$	(76,200)

(1)Amount reclassified from accumulated other comprehensive loss is included in interest expense in the respective consolidated statements of operations. As of September 30, 2020 and December 31, 2019, the deferred net gains from these terminated hedges, which is included in accumulated other comprehensive loss relating to net unrealized (loss) gain on derivative instrument, was $(0.5) million and $(0.7) million, respectively.

(2)Amount reclassified from accumulated other comprehensive loss is included in equity in net loss from unconsolidated joint ventures in the respective consolidated statements of operations.

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, 2016 $ 12,596
$ 4,021
$ 5,520
$ 22,137
Other comprehensive (loss) before reclassifications (4,669 ) (947 ) (1,133 ) (6,749 )
Amounts reclassified from accumulated other comprehensive income 1,336
591
(3,130 ) (1,203 )
Balance at September 30, 2017 $ 9,263
$ 3,665
$ 1,257
$ 14,185

~~(1)~~

Amount reclassified from accumulated other comprehensive income (loss) is included in interest expense in the respective consolidated statements of operations. As of September 30, 2017 and December 31, 2016, 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 $3.7 million and $7.1 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.~~

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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 September 30, ~~2017~~2020 and December 31, ~~2016~~2019 (in thousands):


	September 30, 2020
	Total		Level 1		Level 2		Level 3
Assets:
Marketable securities	$	27,734	$	0	$	27,734	$	0
Interest rate cap and swap agreements (included in other assets)	$	39	$	0	$	39	$	0
Liabilities:
Interest rate cap and swap agreements (included in other liabilities)	$	67,680	$	0	$	67,680	$	0

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

September 30, 2017
Total Level 1 Level 2 Level 3
Assets:
Marketable securities $ 28,802
$ —
$ 28,802
$ —
Interest rate cap and swap agreements (included in other assets) $ 13,727
$ —
$ 13,727
$ —


	December 31, 2016									December 31, 2019
	Total		Level 1		Level 2		Level 3			Total		Level 1		Level 2		Level 3
Assets:									Assets:
Marketable securities	$	85,110	$	48,315	$	36,795	$	—	Marketable securities	$	29,887	$	0	$	29,887	$	0
Interest rate cap and swap agreements (included in other assets)	$	21,090	$	—	$	21,090	$	—	Interest rate cap and swap agreements (included in other assets)	$	4,419	$	0	$	4,419	$	0
Liabilities:									Liabilities:
Interest rate cap and swap agreements (included in accrued interest payable and other liabilities)	$	1	$	—	$	1	$	—
Interest rate cap and swap agreements (included in other liabilities)									Interest rate cap and swap agreements (included in other liabilities)	$	29,110	$	0	$	29,110	$	0

We ~~determine other than temporary impairment in~~evaluate real estate investments and debt and preferred equity investments, including intangibles, for potential impairment 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.

As of September 30, 2017, we held notes receivable totaling $250.0 million, which were purchased at par, and were in maturity default at the time of acquisition. 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. The Company has initiated proceedings to foreclose on the property, and expects to take control of the property unless the buyer is able to repay the principal and interest, including default interest and fees, on the notes receivable in full prior to the completion of the foreclosure process. We believe the collateral value is sufficient to recover the carrying amounts of the notes receivable.

~~The marketable~~Marketable securities classified as Level 1 ~~were~~are 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.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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 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~~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.

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

The following table provides the carrying value and fair value of these financial instruments as of September 30, ~~2017~~2020 and December 31, ~~2016~~2019 (in thousands):


	September 30, 2020				December 31, 2019
	Carrying Value (1)		Fair Value		Carrying Value (1)		Fair Value

Debt and preferred equity investments	$	1,153,363	(2)		$	1,580,306	(2)

Fixed rate debt	$	3,338,268	$	3,427,731	$	3,536,286	$	3,642,770
Variable rate debt	2,128,581		2,112,589		2,018,434		2,018,714
	$	5,466,849	$	5,540,320	$	5,554,720	$	5,661,484

September 30, 2017 December 31, 2016

Carrying Value⁽¹⁾
Fair Value
Carrying Value⁽¹⁾
Fair Value

Debt and preferred equity investments $ 2,020,739

⁽²⁾
$ 1,640,412

⁽²⁾

Fixed rate debt $ 5,154,810
$ 5,398,870
$ 5,452,084
$ 5,722,494
Variable rate debt 1,321,813
1,314,223
1,105,585
1,110,110
$ 6,476,623
$ 6,713,093
$ 6,557,669
$ 6,832,604
(1)Amounts exclude net deferred financing costs.


~~(1)~~	~~Amounts exclude net deferred financing costs.~~


~~(2)~~	At September 30, 2017, debt and preferred equity investments had an estimated fair value ranging between $2.0 billion and $2.2 billion. At December 31, 2016, debt and preferred equity investments had an estimated fair value ranging between $1.6 billion and $1.8 billion.

(2)At September 30, 2020, debt and preferred equity investments had an estimated fair value ranging between $1.04 billion and $1.15 billion. At December 31, 2019, debt and preferred equity investments had an estimated fair value ranging between $1.58 billion and $1.74 billion.

Disclosure about fair value of financial instruments was based on pertinent information available to us as of September 30, ~~2017~~2020 and December 31, ~~2016. Although we are not aware of any factors that would significantly affect the reasonable fair value amounts, such~~2019. 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.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

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 ~~sheets~~sheet 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 (loss) 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 September 30, ~~2017~~2020 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~~(dollars in thousands).


	Notional Value		Strike Rate		Effective Date	Expiration Date	Balance Sheet Location	Fair Value
Interest Rate Swap	$	100,000	1.928	%	December 2017	November 2020	Other Liabilities	$	(295)
Interest Rate Swap	100,000		1.934	%	December 2017	November 2020	Other Liabilities	(296)
Interest Rate Cap	111,869		3.500	%	December 2019	December 2020	Other Assets	0
Interest Rate Cap	85,000		4.000	%	March 2019	March 2021	Other Assets	0
Interest Rate Swap	350,000		0.544	%	April 2020	August 2021	Other Liabilities	(978)
Interest Rate Cap	510,000		3.000	%	June 2020	December 2021	Other Assets	1
Interest Rate Swap	200,000		1.131	%	July 2016	July 2023	Other Liabilities	(5,599)
Interest Rate Swap	100,000		1.161	%	July 2016	July 2023	Other Liabilities	(2,883)
Interest Rate Cap	600,000		4.000	%	August 2020	September 2023	Other Assets	38
Interest Rate Swap	150,000		2.696	%	January 2019	January 2024	Other Liabilities	(12,430)
Interest Rate Swap	150,000		2.721	%	January 2019	January 2026	Other Liabilities	(19,286)
Interest Rate Swap	200,000		2.740	%	January 2019	January 2026	Other Liabilities	(25,913)
								$	(67,641)

Notional
Value

Strike
Rate

Effective
Date

Expiration
Date
Balance Sheet Location
Fair
Value
Interest Rate Swap $ 200,000
0.938 % October 2014 December 2017 Other Assets $ 105
Interest Rate Swap 150,000
0.940 % October 2014 December 2017 Other Assets 78
Interest Rate Swap 150,000
0.940 % October 2014 December 2017 Other Assets 78
Interest Rate Cap 137,500
4.000 % September 2017 September 2019 Other Assets 4
Interest Rate Swap 200,000
1.131 % July 2016 July 2023 Other Assets 8,998
Interest Rate Swap 100,000
1.161 % July 2016 July 2023 Other Assets 4,335
Interest Rate Swap 100,000
2.287 % November 2017 November 2027 Other Assets 129
$ 13,727

~~During both the three and nine months ended September 30, 2017, we recorded a loss~~NaN gains or losses on the changes in the fair ~~value of $0.1 million, which is~~values were included in interest expense onin the consolidated statements of ~~operations. During~~operations during the three ~~and nine~~ months ended September 30, ~~2016, we recorded a $0.1 million loss and a $0.5 million gain, respectively,~~2020 or 2019. NaN gains or losses on the changes in the fair ~~value, which is~~values were included in interest expense onin the consolidated statements of ~~operations.~~operations during the nine months ended September 30, 2020 or 2019.

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

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

on its derivative obligations. As of September 30, ~~2017,~~2020, 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 ~~zero.~~$68.9 million. As of September 30, ~~2017,~~2020, 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 ~~zero~~$70.2 million at September 30, ~~2017.~~2020.

Gains and losses on terminated hedges are included in accumulated other comprehensive ~~loss,~~income (loss), 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 loss 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 ~~$0.8~~$17.7 million of the current balance held in accumulated other comprehensive loss will be reclassified into interest expense and ~~$0.3~~$7.4 million of the portion related to

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

our share of joint venture accumulated other comprehensive loss will be reclassified into equity in net ~~income~~loss 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 three months ended September 30, ~~2017~~2020 and ~~2016,~~2019, respectively (in thousands):


	Amount of (Loss) 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) Recognized in Income on Derivative		Amount of (Loss) Gain Recognized into Income (Ineffective Portion)									Amount of Loss Recognized in Other Comprehensive Loss							Location of Loss Reclassified from Accumulated Other Comprehensive Loss into Income		Amount of Loss Reclassified from Accumulated Other Comprehensive Loss into Income
	Three Months Ended September 30,							Three Months Ended September 30,					Three Months Ended September 30,									Three Months Ended September 30,									Three Months Ended September 30,
Derivative	2017			2016				2017		2016			2017				2016			Derivative		2020				2019								2020				2019
Interest Rate Swaps/Caps	$	(304	)	$	(7	)	Interest expense	$	85	$	1,442		Interest expense		$	4			$	—	Interest Rate Swaps/Caps			$	(318)			$	(10,169)				Interest expense			$	(5,162)			$	(105)
Share of unconsolidated joint ventures' derivative instruments	(290		)	(222		)	Equity in net income from unconsolidated joint ventures	185		547			Equity in net income from unconsolidated joint ventures		(48		)		830		Share of unconsolidated joint ventures' derivative instruments			(199)				(2,437)					Equity in net loss from unconsolidated joint ventures			(1,454)				(192)
	$	(594	)	$	(229	)		$	270	$	1,989			$	(44	)		$	830				$	(517)			$	(12,606)							$	(6,616)			$	(297)

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 nine months ended September 30, ~~2017~~2020 and ~~2016,~~2019, respectively (in thousands):


	Amount of Loss Recognized in Other Comprehensive Loss				Location of (Loss) Gain Reclassified from Accumulated Other Comprehensive Loss into Income	Amount of (Loss) Gain Reclassified from Accumulated Other Comprehensive Loss into Income
	Nine Months Ended September 30,					Nine Months Ended September 30,
Derivative	2020		2019				2020		2019
Interest Rate Swaps/Caps	$	(52,808)	$	(43,008)		Interest expense	$	(9,610)	$	886
Share of unconsolidated joint ventures' derivative instruments	(8,375)		(11,963)			Equity in net loss from unconsolidated joint ventures	(3,347)		713
	$	(61,183)	$	(54,971)			$	(12,957)	$	1,599

Amount of (Loss)
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) Recognized in Income on Derivative Amount of (Loss)
Recognized into Income
(Ineffective Portion)
Nine Months Ended September 30, Nine Months Ended September 30, Nine Months Ended September 30,
Derivative 2017 2016 2017 2016 2017 2016
Interest Rate Swaps/Caps $ (5,477 ) $ (8,112 ) Interest expense $ 1,583
$ 8,073
Interest expense $ (4 ) $ (38 )
Share of unconsolidated joint ventures' derivative instruments (1,277 ) (5,992 ) Equity in net income from unconsolidated joint ventures 876
1,465
Equity in net income from unconsolidated joint ventures (109 ) (206 )
$ (6,754 ) $ (14,104 ) $ 2,459
$ 9,538
$ (113 ) $ (244 )

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, ~~2017~~2020

(unaudited)

18. Rental Income

~~18.~~The Operating Partnership is the lessor and the sublessor to tenants under operating and sales-type leases. The minimum rental amounts due under the leases are generally 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.

The components of operating lease revenues were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Fixed lease payments	$	171,866	$	214,282	$	538,601	$	641,007
Variable lease payments	21,979		32,581		70,892		88,539
Total lease payments	$	193,845	$	246,863	$	609,493	$	729,546
Amortization of acquired above and below-market leases	1,670		1,165		4,539		3,559
Total rental revenue	$	195,515	$	248,028	$	614,032	$	733,105

The components of sales-type lease revenues were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Loss recognized at commencement, net(1)	$	(5,973)	$	0	$	(5,973)	$	0
Interest income(2)	484		0		484		0
Total loss recognized on sales-type leases	$	(5,489)	$	0	$	(5,489)	$	0

(1)These amounts are included in gain on sale of real estate, net and depreciable real estate reserves and impairment in our consolidated statements of operations.

(2)These amounts are included in other income in our consolidated statements of operations.

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

19. Commitments and Contingencies

Legal Proceedings

As of September 30, ~~2017,~~2020, 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.

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.

~~Capital~~Ground Lease Arrangements

We are a tenant under ground leases for certain properties. These leases have expirations from 2022 to 2119, or 2043 to 2119 as fully extended. Certain leases offer extension options which we assess against relevant economic factors to determine whether we are reasonably certain of exercising or not exercising the option. Lease payments associated with renewal periods that we are reasonably certain will be exercised, if any, are included in the measurement of the corresponding lease liability and ~~Ground Leases Arrangements~~right of use asset.

Certain of our ground leases are subject to rent resets, generally based on a percentage of the then fair market value, a fixed amount, or a percentage of the preceding rent at specified future dates. Rent resets will be recognized in the periods in which they are incurred.

The table below summarizes our current ground lease arrangements as of September 30, 2020:


Property (1)	Year of Current Expiration	Year of Final Expiration (2)
1185 Avenue of the Americas	2043	2043
625 Madison Avenue	2022	2054
420 Lexington Avenue	2050	2080
711 Third Avenue (3)	2033	2083
461 Fifth Avenue (4)	2027	2084
1055 Washington Blvd, Stamford, Connecticut	2090	2090
1080 Amsterdam Avenue (5)	2111	2111
30 East 40th Street (5)	2114	2114
126 Nassau Street (4)(6)	2119	2119
Other	Various	Various

(1)All leases are classified as operating leases unless otherwise specified.

(2)Reflects exercise of all available renewal options.

(3)The Company owns 50% of the fee interest.

(4)The Company has an option to purchase the ground lease for a fixed price on a specific date. The lease is classified as a financing lease.

(5)A portion of the lease is classified as a financing lease.

(6)In August 2020, the Company entered into a long-term sublease with an unconsolidated joint venture as part of the capitalization of the 126 Nassau Street development project. See Note 6, "Investments in Unconsolidated Joint Ventures."

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

The following is a schedule of future minimum lease payments ~~under capital~~as evaluated in accordance with ASC 842 for our financing leases and ~~non-cancellable~~ operating leases with initial terms in excess of one year as of September 30, ~~2017~~2020 (in thousands):


	Financing leases		Operating leases (1)
Remaining 2020	$	1,974	$	7,363
2021	34,885		29,452
2022	5,881		27,148
2023	5,927		24,844
2024	5,999		24,863
2025	6,266		24,962
Thereafter	1,018,013		618,326
Total minimum lease payments	$	1,078,945	$	756,958
Amount representing interest	(903,962)
Amount discounted using incremental borrowing rate			(398,539)

Lease liabilities	$	174,983	$	358,419

(1)As of September 30, 2020, the total future minimum payments to be received under non-cancelable subleases is $1.7 billion.

The following table provides lease cost information for the Company's operating and financing leases for the three and nine months ended September 30, 2020 and 2019 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Operating Lease Costs
Operating lease costs before capitalized operating lease costs	$	7,751	$	8,315	$	24,486	$	24,918
Operating lease costs capitalized	(778)		(20)		(2,315)		(27)
Operating lease costs, net (1)	6,973		8,295		22,171		24,891

Financing Lease Costs
Interest on financing leases before capitalized interest	2,198		813		6,010		2,425
Interest on financing leases capitalized	(588)		0		(2,378)		0
Interest on financing leases, net (2)	1,610		813		3,632		2,425
Amortization of right-of-use assets (3)	304		304		914		914


Financing lease costs, net	1,914		1,117		4,546		3,339

(1)This amount is included in operating lease rent in our consolidated statements of operations.

(2)These amounts are included in interest expense, net of interest income in our consolidated statements of operations.

(3)These amounts are included in depreciation and amortization in our consolidated statements of operations.

As of September 30, 2020, the weighted-average discount rate used to calculate the lease liabilities was 7.98%. As of September 30, 2020, the weighted-average remaining lease term was 32 years, inclusive of purchase options expected to be exercised.

Capital lease
Non-cancellable
operating leases
Remaining 2017 $ 597
$ 7,763
2018 2,387
31,049
2019 2,411
31,066
2020 2,620
31,436
2021 2,794
31,628
Thereafter 822,688
732,724
Total minimum lease payments $ 833,497
$ 865,666
Amount representing interest (790,837 )
Capital lease obligations $ 42,660

Table of Contents

SL Green Realty Corp. and SL Green Operating Partnership, L.P.

~~19.~~Notes to Consolidated Financial Statements (cont.)

September 30, 2020

(unaudited)

20. Segment Information

The Company is a REIT with in-house capabilities in commercial and residential property management, acquisitions and dispositions, financing, development and redevelopment, construction and leasing in the New York Metropolitan area, and has ~~two~~2 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.~~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.

Selected consolidated results of operations for the three and nine months ended September 30, ~~2017~~2020 and ~~2016,~~2019, and selected asset information as of September 30, ~~2017~~2020 and December 31, ~~2016,~~2019, regarding our operating segments are as follows (in thousands):


	Real Estate Segment		Debt and Preferred Equity Segment		Total Company
Total revenues
Three months ended:
September 30, 2020	$	226,856	$	22,988	$	249,844
September 30, 2019	262,115		51,519		313,634
Nine months ended:
September 30, 2020	$	716,382	$	101,464	817,846
September 30, 2019	777,745		153,168		930,913
Net income
Three months ended:
September 30, 2020	$	10,097	$	10,580	$	20,677
September 30, 2019	6,133		34,589		40,722
Nine months ended:
September 30, 2020	$	161,388	$	53,030	214,418
September 30, 2019	168,639		98,593		267,232
Total assets
As of:
September 30, 2020	$	11,079,252	$	1,244,787	$	12,324,039
December 31, 2019	11,063,155		1,703,165		12,766,320

~~Table of Contents~~

~~SL Green Realty Corp. and SL Green Operating Partnership, L.P.~~

~~Notes to Consolidated Financial Statements (cont.)~~

~~September 30, 2017~~

~~(unaudited)~~

Real Estate Segment Debt and Preferred Equity Segment Total Company
Total revenues
Three months ended:
September 30, 2017 $ 326,780
$ 47,820
$ 374,600
September 30, 2016 341,285
75,396
416,681
Nine months ended:
September 30, 2017 1,001,390
148,741
1,150,131
September 30, 2016 1,315,392
174,347
1,489,739
Net income (loss) before equity in net gain on sale of interest in unconsolidated joint venture/real estate, gain on sale of real estate, net, depreciable real estate reserves, and gain on sale of investment in marketable securities

Three months ended:

September 30, 2017 $ 4,873
$ 39,892
$ 44,765
September 30, 2016 (32,731 ) 75,452
42,721
Nine months ended:
September 30, 2017 (504 ) 132,402
131,898
September 30, 2016 (187,222 ) 168,295
(18,927 )
Total assets

As of:

September 30, 2017 $ 12,939,363
$ 2,170,507
$ 15,109,870
December 31, 2016 13,868,672
1,989,115
15,857,787

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 ~~includes~~include actual costs incurred for borrowings on the ~~2016~~2017 MRA and ~~2017 MRA.~~the FHLB Facility. Interest is imputed on the investments that do not collateralize the ~~2016 MRA or~~ 2017 MRA and the FHLB Facility using our weighted 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 to the debt and preferred equity segment ~~since~~because 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 three and nine months ended September 30, ~~2017,~~2020, marketing, general and administrative expenses totaled ~~$24.0~~$23.6 million and ~~$72.4~~$66.7 million, respectively. For the three and nine months ended September 30, ~~2016,~~2019, marketing, general and administrative expenses totaled ~~$25.5~~$23.8 million and ~~$74.0~~$75.3 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 three and nine months ended September 30, 2017 and 2016 (in thousands):~~



SL Green Realty Corp.	Maryland	~~13-3956755~~13-3956775
SL Green Operating Partnership, L.P.	Delaware	13-3960938
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)



	September 30, 2017			December 31, 2016
Balance at beginning of period ⁽¹⁾	$	1,640,412		$	1,670,020
Debt Investment Originations/Accretion ⁽²⁾	944,494			1,009,176
Preferred Equity Investment Originations/Accretion ⁽²⁾	144,013			5,698
Redemptions/Sales/Syndications/Amortization ⁽³⁾	(708,180		)	(1,044,482		)
Balance at end of period ⁽¹⁾	$	2,020,739		$	1,640,412



Loan Type	September 30, 2017 Future Funding Obligations		September 30, 2017 Senior Financing		September 30, 2017 Carrying Value ⁽¹⁾		December 31, 2016 Carrying Value ⁽¹⁾		Maturity Date ⁽²⁾
Fixed Rate Investments:
Mortgage/Jr. Mortgage Loan⁽³⁾	$	—	$	—	$	250,164	$	—	April 2017
Mortgage Loan⁽⁴⁾	—		—		26,352		26,311		February 2019
Mortgage Loan	—		—		275		380		August 2019
Mezzanine Loan^(5a)	—		1,160,000		201,757		—		March 2020
Mezzanine Loan	—		15,000		3,500		3,500		September 2021
Mezzanine Loan	—		147,000		24,909		—		April 2022
Mezzanine Loan	—		87,595		12,697		12,692		November 2023
Mezzanine Loan^(5b)	—		115,000		12,930		12,925		June 2024
Mezzanine Loan	—		95,000		30,000		30,000		January 2025
Mezzanine Loan	—		340,000		15,000		15,000		November 2026
Mezzanine Loan	—		1,657,500		55,250		—		June 2027
Mezzanine Loan⁽⁶⁾	—		—		—		66,129
Jr. Mortgage Participation/Mezzanine Loan ⁽⁷⁾	—		—		—		193,422
Total fixed rate	$	—	$	3,617,095	$	632,834	$	360,359
Floating Rate Investments:
Mortgage/Mezzanine Loan⁽⁸⁾	622		—		23,372		20,423		October 2017
Mezzanine Loan^(5c)	—		85,000		15,340		15,141		December 2017
Mezzanine Loan^(5d)	—		65,000		14,832		14,656		December 2017
Mezzanine Loan^(5e)	795		—		15,132		15,051		December 2017
Mortgage/Mezzanine Loan⁽⁹⁾	—		125,000		29,966		29,998		January 2018
Mezzanine Loan	—		40,000		19,964		19,913		April 2018
Jr. Mortgage Participation	—		117,808		34,899		34,844		April 2018
Mezzanine Loan	523		20,523		10,916		10,863		August 2018
Mortgage/Mezzanine Loan	—		—		19,914		19,840		August 2018
Mortgage Loan	—		65,000		14,935		14,880		August 2018



Type	September 30, 2017 Future Funding Obligations		September 30, 2017 Senior Financing		September 30, 2017 Carrying Value ⁽¹⁾		December 31, 2016 Carrying Value ⁽¹⁾		Mandatory Redemption ⁽²⁾
Preferred Equity⁽³⁾	$	—	$	272,000	$	143,980	$	—	April 2021
Preferred Equity⁽⁴⁾	—		—		—		9,982
Preferred Equity⁽⁵⁾	—		—		—		37,893
Total	$	—	$	272,000	$	143,980	$	47,875



Property	Partner	Ownership Interest⁽¹⁾	Economic Interest ⁽¹⁾	Unaudited Approximate Square Feet	Acquisition Date⁽²⁾	Acquisition Price⁽²⁾(in thousands)
100 Park Avenue	Prudential Real Estate Investors	49.90%	49.90%	834,000	February 2000	$	95,800
717 Fifth Avenue	Jeff Sutton/Private Investor	10.92%	10.92%	119,500	September 2006	251,900
800 Third Avenue	Private Investors	60.52%	60.52%	526,000	December 2006	285,000
1745 Broadway	Ivanhoe Cambridge, Inc.	56.87%	56.87%	674,000	April 2007	520,000
Jericho Plaza	Onyx Equities/Credit Suisse	11.67%	11.67%	640,000	April 2007	210,000
11 West 34th Street	Private Investor/ Jeff Sutton	30.00%	30.00%	17,150	December 2010	10,800
3 Columbus Circle⁽³⁾	The Moinian Group	48.90%	48.90%	741,500	January 2011	500,000
280 Park Avenue	Vornado Realty Trust	50.00%	50.00%	1,219,158	March 2011	400,000
1552-1560 Broadway⁽⁴⁾	Jeff Sutton	50.00%	50.00%	57,718	August 2011	136,550
724 Fifth Avenue	Jeff Sutton	50.00%	50.00%	65,010	January 2012	223,000
10 East 53rd Street	Canadian Pension Plan Investment Board	55.00%	55.00%	354,300	February 2012	252,500
521 Fifth Avenue	Plaza Global Real Estate Partners LP	50.50%	50.50%	460,000	November 2012	315,000
21 East 66th Street⁽⁵⁾	Private Investors	32.28%	32.28%	13,069	December 2012	75,000
650 Fifth Avenue⁽⁶⁾	Jeff Sutton	50.00%	50.00%	69,214	November 2013	—
121 Greene Street	Jeff Sutton	50.00%	50.00%	7,131	September 2014	27,400
175-225 Third Street Brooklyn, New York	KCLW 3rd Street LLC/LIVWRK LLC	95.00%	95.00%	—	October 2014	74,600
55 West 46th Street	Prudential Real Estate Investors	25.00%	25.00%	347,000	November 2014	295,000
Stonehenge Portfolio ⁽⁷⁾	Various	Various	Various	1,439,016	February 2015	36,668
131-137 Spring Street	Invesco Real Estate	20.00%	20.00%	68,342	August 2015	277,750
605 West 42nd Street	The Moinian Group	20.00%	20.00%	927,358	April 2016	759,000
11 Madison Avenue	PGIM Real Estate	60.00%	60.00%	2,314,000	August 2016	2,605,000
333 East 22nd Street ⁽⁸⁾	Private Investors	33.33%	33.33%	26,926	August 2016	—
400 E 57th Street⁽⁹⁾	BlackRock, Inc and Stonehenge Partners	51.00%	41.00%	290,482	October 2016	170,000
One Vanderbilt ⁽¹⁰⁾	National Pension Service of Korea/Hines Interest LP	71.01%	71.01%	—	January 2017	3,310,000
Mezzanine Loan ⁽¹¹⁾	Private Investors	33.33%	33.33%	—	May 2017	15,000



Property	Ownership Interest	Disposition Date	Type of Sale	Gross Asset Valuation (in thousands)⁽¹⁾		Gain on Sale (in thousands)⁽²⁾
Stonehenge Portfolio (partial)	Various	March 2017	Ownership Interest	$	300,000	$	871
102 Greene Street	10.00%	September 2017	Ownership Interest	$	43,500	$	283



Property	Maturity Date	Interest Rate ⁽¹⁾		September 30, 2017			December 31, 2016
Fixed Rate Debt:
Unsecured Loan	June 2018	4.81	%	$	16,000		$	16,000
One Madison Avenue	May 2020	5.91	%	494,264			517,806
762 Madison Avenue	February 2022	5.00	%	771			7,694
100 Church Street	July 2022	4.68	%	218,237			221,446
919 Third Avenue ⁽²⁾	June 2023	5.12	%	500,000			500,000
420 Lexington Avenue	October 2024	3.99	%	300,000			300,000
1515 Broadway	March 2025	3.93	%	876,613			888,531
400 East 58th Street ⁽³⁾	November 2026	3.00	%	40,000			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 ⁽⁴⁾	February 2027	3.58	%	36,363			—
315 West 33rd Street	February 2027	4.17	%	250,000			—
Series J Preferred Units ⁽⁵⁾	April 2051	3.75	%	4,000			4,000
885 Third Avenue ⁽⁶⁾				—			267,650
FHLBNY Facility ⁽⁷⁾				—			105,000
FHLBNY Facility ⁽⁷⁾				—			100,000
Total fixed rate debt				$	3,286,248		$	3,518,127
Floating Rate Debt:
719 Seventh Avenue	February 2018	4.27	%	$	41,171		$	37,388
183, 187 Broadway & 5-7 Dey Street	May 2018	3.92	%	58,000			58,000
2016 Master Repurchase Agreement	July 2018	3.73	%	184,642			184,642
220 East 42nd Street	October 2020	2.82	%	275,000			275,000
One Vanderbilt Avenue ⁽⁸⁾				—			64,030
1080 Amsterdam ⁽⁹⁾				—			3,525
Total floating rate debt				$	558,813		$	622,585
Total fixed rate and floating rate debt				$	3,845,061		$	4,140,712
Mortgages reclassed to liabilities related to assets held for sale				—			—
Total mortgages and other loans payable				$	3,845,061		$	4,140,712
Deferred financing costs, net of amortization				(40,887		)	(66,882		)
Total mortgages and other loans payable, net				$	3,804,174		$	4,073,830



Issuance	September 30, 2017 Unpaid Principal Balance		September 30, 2017 Accreted Balance			December 31, 2016 Accreted Balance			Coupon Rate ⁽¹⁾		Effective Rate		Initial Term (in Years)	Maturity Date
October 12, 2010 ⁽²⁾	$	269,000	$	268,628		$	334,077		3.00	%	3.00	%	7	October 2017
August 5, 2011 ⁽³⁾	250,000		249,934			249,880			5.00	%	5.00	%	7	August 2018
March 16, 2010 ⁽³⁾	250,000		250,000			250,000			7.75	%	7.75	%	10	March 2020
November 15, 2012 ⁽³⁾	200,000		200,000			200,000			4.50	%	4.50	%	10	December 2022
December 17, 2015 ⁽³⁾	100,000		100,000			100,000			4.27	%	4.27	%	10	December 2025
	$	1,069,000	$	1,068,562		$	1,133,957
Deferred financing costs, net			(4,018		)	(5,642		)
	$	1,069,000	$	1,064,544		$	1,128,315



	Scheduled Amortization		Principal		Revolving Credit Facility		Unsecured Term Loan		Trust Preferred Securities		Senior Unsecured Notes			Total		Joint Venture Debt
Remaining 2017	$	12,846	$	—	$	—	$	—	$	—	$	269,000	⁽¹⁾	$	281,846	$	79,787
2018	54,937		299,813		—		—		—		250,000			604,750		242,799
2019	59,618		—		—		1,183,000		—		—			1,242,618		705,574
2020	41,427		679,531		280,000		—		—		250,000			1,250,958		320,914
2021	30,418		—		—		—		—		—			30,418		376,765
Thereafter	90,532		2,575,939		—		—		100,000		300,000			3,066,471		1,465,371
	$	289,778	$	3,555,283	$	280,000	$	1,183,000	$	100,000	$	1,069,000		$	6,477,061	$	3,191,210



Period	Total number of shares purchased	Average price paid per share	Total number of shares purchased as part of the repurchase plan or programs	Maximum approximate dollar value of shares that may yet be purchased under the plan (in millions)
First quarter 2017	982	$103.89	982	$999.9
Second quarter 2017	2,447,153	$103.41	2,448,135	$746.8
Third quarter 2017	951,866	$101.67	3,400,001	$650.0



	September 30, 2017		December 31, 2016
Dividend yield	2.50	%	2.37	%
Expected life	4.4 years		3.7 years
Risk-free interest rate	1.73	%	1.57	%
Expected stock price volatility	28.21	%	26.76	%



	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, 2016	$	12,596		$	4,021		$	5,520		$	22,137
Other comprehensive (loss) before reclassifications	(4,669		)	(947		)	(1,133		)	(6,749		)
Amounts reclassified from accumulated other comprehensive income	1,336			591			(3,130		)	(1,203		)
Balance at September 30, 2017	$	9,263		$	3,665		$	1,257		$	14,185



	September 30, 2017				December 31, 2016
	Carrying Value⁽¹⁾		Fair Value		Carrying Value⁽¹⁾		Fair Value

Debt and preferred equity investments	$	2,020,739	⁽²⁾		$	1,640,412	⁽²⁾

Fixed rate debt	$	5,154,810	$	5,398,870	$	5,452,084	$	5,722,494
Variable rate debt	1,321,813		1,314,223		1,105,585		1,110,110
	$	6,476,623	$	6,713,093	$	6,557,669	$	6,832,604



	Capital lease			Non-cancellable operating leases
Remaining 2017	$	597		$	7,763
2018	2,387			31,049
2019	2,411			31,066
2020	2,620			31,436
2021	2,794			31,628
Thereafter	822,688			732,724
Total minimum lease payments	$	833,497		$	865,666
Amount representing interest	(790,837		)
Capital lease obligations	$	42,660



	Three months ended						Nine months ended
	September 30,						September 30,
(in millions)	2017			2016			2017			2016
Net income	$	45.8		$	43.3		$	62.7		$	224.9
Equity in net gain on sale of interest in unconsolidated joint venture/real estate	(1.0		)	(0.2		)	(16.2		)	(43.6		)
Loss (gain) on sale of real estate, net	—			(0.4		)	3.3			(210.8		)
Depreciable real estate reserves	—			—			85.3			10.4
Loss on sale of investment in marketable securities	—			—			(3.3		)	0.1
Depreciation and amortization	91.7			112.7			318.9			717.0
Interest expense, net of interest income	65.6			72.6			196.1			256.3
Amortization of deferred financing costs	4.0			4.8			12.2			20.2
Operating income	206.1			232.8			659.0			974.5
Less: Operating income from other properties/affiliates	(31.9		)	(72.8		)	(129.5		)	(465.5		)
Same-store operating income	$	174.2		$	160.0		$	529.5		$	509.0


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 September 30, 2017 (Same-Store Properties totale~~d52 ~~of our 63 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, redevelopment or were deconsolidated during the period,


~~iii.~~	~~"Disposed Properties" which represents all properties or interests in properties sold or partially sold in 2017 and 2016, and~~


~~iv.~~	~~“Other,” which represents corporate level items not allocable to specific properties, as well as the Service Corporation and eEmerge Inc.~~


	Same-Store								Disposed				Other				Consolidated
(in millions)	2020		2019		$ Change		% Change		2020		2019		2020		2019		2020		2019		$ Change		% Change

Rental revenue	$	184.3	$	193.7	$	(9.4)	(4.9)	%	$	0.5	$	18.3	$	10.7	$	36.0	$	195.5	$	248.0	$	(52.5)	(21.2)	%

Investment income	—		—		—		—	%	—		—		23.0		51.5		23.0		51.5		(28.5)		(55.3)	%
Other income	20.9		6.2		14.7		237.1	%	0.6		—		9.8		7.9		31.3		14.1		17.2		122.0	%
Total revenues	205.2		199.9		5.3		2.7	%	1.1		18.3		43.5		95.4		249.8		313.6		(63.8)		(20.3)	%

Property operating expenses	87.6		91.7		(4.1)		(4.5)	%	0.5		10.2		8.3		15.9		96.4		117.8		(21.4)		(18.2)	%

Marketing, general and administrative	—		—		—		—	%	—		—		23.6		23.8		23.6		23.8		(0.2)		(0.8)	%
	87.6		91.7		(4.1)		(4.5)	%	0.5		10.2		31.9		39.7		120.0		141.6		(21.6)		(15.3)	%



Other income (expenses):
Interest expense and amortization of deferred financing costs, net of interest income																	(26.7)		(51.2)		24.5		(47.9)	%
Depreciation and amortization																	(92.5)		(70.5)		(22.0)		31.2	%
Equity in net loss from unconsolidated joint ventures																	(0.4)		(9.9)		9.5		(96.0)	%

Purchase price and other fair value adjustments																	—		3.8		(3.8)		(100.0)	%
Gain on sale of real estate, net																	26.1		3.5		22.6		646	%
Depreciable real estate reserves and impairment																	(6.6)		(7.0)		0.4		(5.7)	%

Loan loss and other investment reserves, net of recoveries																	(9.0)		—		(9.0)		100.0	%




Net income																	$	20.7	$	40.7	$	(20.0)	(49.1)	%


	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 period	1,393,574


Acquired Vacancies	32,514

Space which became available during the period (3)
• Office	381,260
• Retail	21,479
• Storage	2,673
	405,412
Total space available	1,831,500
Leased space commenced during the period:
• Office(4)	250,561	274,540	$	69.78	$	67.28	$	48.65	7.3	7.1
• Retail	10,057	10,240	$	267.75	$	302.11	$	—	5.7	2.4
• Storage	580	528	$	21.86	$	21.86	$	—	8.0	5.7
Total leased space commenced	261,198	285,308	$	76.80	$	75.35	$	46.81	7.3	7.2

Total available space at end of period	1,570,302

Early renewals
• Office	66,075	75,439	$	66.32	$	67.31	$	1.54	4.5	4.5
• Retail	1,819	1,913	$	98.22	$	101.87	$	—	2.0	1.0

Total early renewals	67,894	77,352	$	67.11	$	68.16	$	1.50	4.4	4.4

Total commenced leases, including replaced previous vacancy
• Office		349,979	$	69.03	$	67.29	$	38.49	6.7	6.5
• Retail		12,153	$	241.06	$	264.70	$	—	5.1	8.1
• Storage		528	$	21.86	$	21.86	$	—	8.0	5.7
Total commenced leases		362,660	$	74.73	$	73.59	$	37.15	6.7	6.6



	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
Space available at beginning of the period	1,553,301
Space which became available during the period ⁽³⁾
• Office	149,453
• Retail	1,600
• Storage	3,102
	154,155
Total space available	1,707,456
Leased space commenced during the period:
• Office⁽⁴⁾	198,250	214,637	$	73.72	$	62.63	$	60.01	4.1	7.0
• Retail	11,715	11,180	$	356.82	$	475.65	$	111.55	8.3	10.3
• Storage	1,082	994	$	35.92	$	—	$	—	—	13.1
Total leased space commenced	211,047	226,811	$	87.51	$	105.70	$	62.28	4.3	7.2

Total available space at end of period	1,496,409

Early renewals
• Office	75,472	85,927	$	76.42	$	78.87	$	8.78	1.0	4.4
• Retail	7,058	6,430	$	236.77	$	226.52	$	10.95	0.4	7.9
Total early renewals	82,530	92,357	$	87.59	$	89.15	$	8.93	1.0	4.6

Total commenced leases, including replaced previous vacancy
• Office		300,564	$	74.50	$	70.30	$	45.36	3.2	6.3
• Retail		17,610	$	312.99	$	384.69	$	74.82	5.5	9.4
• Storage		994	$	35.92	$	—	$	—	—	13.1
Total commenced leases		319,168	$	87.53	$	98.04	$	46.85	3.3	6.5


~~(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 $67.52 per rentable square feet for~~ ~~96,047~~ ~~rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was~~ ~~$71.73~~ ~~per rentable square feet for~~ ~~181,974~~ ~~rentable square feet.~~


~~ii.~~	~~“Acquisition Properties,” which represents all properties or interests in properties acquired in 2017 and 2016 and all non-~~


~~iii.~~	iii."~~Disposed Properties" which represents all properties or interests in properties sold or partially sold in 2017 and 2016, and~~


~~(4)~~	Average starting office rent excluding new tenants replacing vacancies was $70.53 per rentable square feet for 353,537 rentable square feet. Average starting office rent for office space (leased and early renewals, excluding new tenants replacing vacancies) was $74.04 per rentable square feet for 542,608 rentable square feet.


~~(5)~~	~~Net proceeds from divestitures of properties and redemptions, participations and dispositions of debt and preferred equity investments; and~~


~~(6)~~	Proceeds from common or preferred equity or debt offerings by the Company, the Operating Partnership (including issuances of units of limited partnership interest in the Operating Partnership and Trust preferred securities) or ROP.