Investment in Unconsolidated Joint Venture | Note 6 — Investment in Unconsolidated Joint Venture On October 30, 2013, the Predecessor purchased 48.9% On June 1, 2017, the Predecessor acquired an additional 49.9% equity interest in Worldwide Plaza on exercise of the WWP Option pursuant to the rights under the joint venture agreement of Worldwide Plaza for a contract purchase price of $276.7 million, based on the option price of the property of approximately $1.4 billion less $875.0 million of debt on the property. The joint venture partner exercised its right to retain 1.2% of the aggregate membership interests in Worldwide Plaza. Following the exercise of the option, the Company owned a total equity interest of 98.8% in Worldwide Plaza. On October 18, 2017, the sold a 48.7% interest in Worldwide Plaza to a joint venture managed by SL Green Realty Corp. and RXR Realty LLC based on an estimated underlying property value of $1.725 billion. In conjunction with the equity sale, there was a concurrent $1.2 billion refinancing of the existing Worldwide Plaza debt. The received cash at closing of approximately $446.5 million from the sale and excess proceeds from the financing, net of closing costs which included $108.3 million of defeasance and prepayment costs. The new debt on Worldwide Plaza bears interest at a blended rate of approximately 3.98% per annum, requires monthly payments of interest only and matures in November 2027. The Company has $90.7 million of the proceeds in a separate account to fund future capital improvements to Worldwide Plaza. Following the sale of its interest, the Company now holds a 50.1% interest in Worldwide Plaza. The Company has determined that this investment is an investment in a variable interest entity (VIE). The Company has determined that it is not the primary beneficiary of this VIE since the Company does not have the power to direct the activities that most significantly impact the VIE’s economic performance. The Company accounts for this investment using the equity method of accounting. The lease with one of the tenants at the Worldwide Plaza property contains a right of first offer in the event that Worldwide Plaza sells 100% of the property. The right requires Worldwide Plaza to offer the tenant the option to purchase 100% of the Worldwide Plaza property, at the price, and on other material terms, proposed by Worldwide Plaza to third parties. If, after a 45-day period, that tenant does not accept the offer, Worldwide Plaza may then sell the property to a third party, provided that Worldwide Plaza will be required to re-offer the property to that tenant if it desires to sell the property for a purchase price (and other economic consideration) less than 92.5% of the initial purchase price contained in the offer to that tenant. The following table lists the tenants whose annualized cash rent represented greater than 10% of total annualized cash rent for the three months ended March 31, 2019 and 2018, including annualized cash rent related to the Company’s unconsolidated joint venture: March 31, Property Portfolio Tenant 2019 2018 Worldwide Plaza Cravath, Swaine & Moore, LLP 46.4 % 41.9 % Worldwide Plaza Nomura Holdings America, Inc. 32.6 % 27.3 % The termination, delinquency or non-renewal of any of the above tenants may have a material adverse effect on the Company’s operations. The amounts reflected in the following tables are based on the financial information of Worldwide Plaza. Under liquidation accounting, equity investments are carried at net realizable value. The condensed balance sheets as of March 31, 2019 and December 31, 2018 for Worldwide Plaza are as follows: March 31, December 31, (In thousands) 2019 2018 Real estate assets, at cost $ 825,619 $ 825,516 Less accumulated depreciation and amortization (219,492 ) (212,862 ) Total real estate assets, net 606,127 612,654 Cash and cash equivalents 38,571 31,368 Other assets 148,671 158,292 Total assets $ 793,369 $ 802,314 Debt $ 1,228,560 $ 1,225,201 Other liabilities 143,553 139,619 Total liabilities 1,372,113 1,364,820 Deficit (578,744 ) (562,506 ) Total liabilities and deficit $ 793,369 $ 802,314 The condensed statements of operations for the three months ended March 31, 2019 and 2018 for Worldwide Plaza are as follows: March 31, (In thousands) 2019 2018 Rental income $ 35,877 $ 34,179 Operating expenses: Operating expenses 15,378 13,947 Depreciation and amortization 7,543 7,650 Total operating expenses 22,921 21,597 Operating income 12,956 12,582 Interest expense (18,596 ) (18,205 ) Net loss $ (5,640 ) $ (5,623 ) |