Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 05, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-41572 | |
Entity Registrant Name | Star Holdings | |
Entity Incorporation, State or Country Code | MD | |
Entity Tax Identification Number | 37-6762818 | |
Entity Address, Address Line One | 1114 Avenue of the Americas, 39th Floor | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10036 | |
City Area Code | 212 | |
Local Phone Number | 930-9400 | |
Title of 12(b) Security | Common Shares of Beneficial Interest, $0.001 par value | |
Trading Symbol | STHO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Common Stock, Shares, Outstanding | 13,319,552 | |
Entity Central Index Key | 0001953366 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Combined and Consolidated Balan
Combined and Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | |
Real estate | |||
Real estate, at cost | [1] | $ 97,907 | $ 97,481 |
Less: accumulated depreciation | [1] | (23,863) | (22,075) |
Real estate, net | [1] | 74,044 | 75,406 |
Real estate available and held for sale | [1] | 1,746 | |
Total real estate | [1] | 75,790 | 75,406 |
Land and development, net | [1] | 160,829 | 181,394 |
Loans receivable and other lending investments, net ($512 and $497 of allowances as of June 30, 2024 and December 31, 2023, respectively) | [1] | 30,681 | 20,898 |
Other investments | [1] | 260,852 | 316,451 |
Cash and cash equivalents | [1] | 48,277 | 50,663 |
Accrued interest and operating lease income receivable, net | [1] | 624 | 929 |
Deferred operating lease income receivable, net | [1] | 930 | 997 |
Deferred expenses and other assets, net | [1] | 23,057 | 22,459 |
Total assets | [1] | 601,040 | 669,197 |
Liabilities: | |||
Accounts payable, accrued expenses and other liabilities | [1],[2] | 47,076 | 42,462 |
Debt obligations, net | [1] | 197,209 | 192,895 |
Total liabilities | [1] | 244,285 | 235,357 |
Commitments and contingencies (refer to Note 10) | [1] | ||
Star Holdings shareholders' equity: | |||
Common Stock, $0.001 par value, 200,000 shares authorized, 13,320 and 13,320 shares issued and outstanding as of June 30, 2024 and December 31, 2023, respectively | [1] | 13 | 13 |
Additional paid-in capital | [1] | 607,623 | 607,623 |
Accumulated deficit | [1] | (272,537) | (196,441) |
Accumulated other comprehensive loss | [1] | 216 | 359 |
Star Holdings shareholders' equity | [1] | 335,315 | 411,554 |
Noncontrolling interests | [1] | 21,440 | 22,286 |
Total equity | [1] | 356,755 | 433,840 |
Total liabilities and equity | [1] | $ 601,040 | $ 669,197 |
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). As of June 30, 2024 and December 31, 2023, includes $4.8 million and $7.2 million, respectively, of management fees due to Safe (refer to Note 1). |
Combined and Consolidated Bal_2
Combined and Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Loans receivable and other lending investments, allowances | $ 512 | $ 497 |
Common Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common Stock, shares issued (in shares) | 13,320,000 | 13,320,000 |
Common Stock, shares outstanding (in shares) | 13,319,552 | 13,320,000 |
Management fees due SAFE | $ 4,800 | $ 7,200 |
Combined and Consolidated State
Combined and Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Revenues: | |||||
Total revenues | $ 30,551 | $ 25,480 | $ 55,986 | $ 42,266 | |
Costs and expenses: | |||||
Depreciation and amortization | 1,178 | 1,090 | 2,361 | 2,171 | |
General and administrative | [1] | 4,586 | 7,552 | 11,979 | 21,650 |
Provision for (recovery of) loan losses | (2) | (69) | 15 | 1,632 | |
Other expense | 8 | 315 | 63 | 602 | |
Total costs and expenses | 40,788 | 38,348 | 77,354 | 85,184 | |
Unrealized and realized gain (losses) on equity investments | (17,715) | (76,268) | (55,578) | (166,932) | |
Income (loss) from operations before earnings from equity method investments and other items | (27,952) | (89,136) | (76,946) | (209,850) | |
Loss on early extinguishment of debt, net | (1,040) | (1,040) | |||
Earnings from equity method investments | 242 | 30,216 | |||
Net income (loss) from operations before income taxes | (27,952) | (89,934) | (76,946) | (180,674) | |
Income tax expense | (2) | ||||
Net income (loss) | (27,952) | (89,934) | (76,948) | (180,674) | |
Net (income) from operations attributable to noncontrolling interests | 837 | (27) | 852 | (2) | |
Net income (loss) allocable to common shareholders | $ (27,115) | $ (89,961) | $ (76,096) | $ (180,676) | |
Per common share data: | |||||
Net income (loss) allocable to common shareholders - Basic | $ (2.04) | $ (6.75) | $ (5.71) | $ (13.56) | |
Net income (loss) allocable to common shareholders - Diluted | $ (2.04) | $ (6.75) | $ (5.71) | $ (13.56) | |
Weighted average number of common shares: | |||||
Basic (in shares) | 13,320 | 13,320 | 13,320 | 13,320 | |
Diluted (in shares) | 13,320 | 13,320 | 13,320 | 13,320 | |
Nonrelated party | |||||
Costs and expenses: | |||||
Interest expense | $ 1,725 | $ 2,609 | $ 3,433 | $ 12,708 | |
Related party | |||||
Costs and expenses: | |||||
Interest expense | 2,108 | 2,100 | 4,196 | 2,100 | |
Operating lease income | |||||
Revenues: | |||||
Total revenues | 1,701 | 1,610 | 3,581 | 3,310 | |
Interest income | |||||
Revenues: | |||||
Total revenues | 442 | 397 | 830 | 1,512 | |
Other income | |||||
Revenues: | |||||
Total revenues | [2] | 12,707 | 11,655 | 19,259 | 16,062 |
Land development revenue | |||||
Revenues: | |||||
Total revenues | 15,701 | 11,818 | 32,316 | 21,382 | |
Costs and expenses: | |||||
Cost of sales expense | 19,007 | 12,356 | 31,353 | 22,332 | |
Real estate expense | |||||
Costs and expenses: | |||||
Cost of sales expense | $ 12,178 | $ 12,395 | $ 23,954 | $ 21,989 | |
[1] For the three months ended June 30, 2024 and 2023, includes $3.8 million and $7.2 million, respectively, of management fees incurred to related parties. For the six months ended June 30, 2024 and 2023, includes $10.0 million and $7.2 million, respectively, of management fees incurred to related parties. For the three months ended June 30, 2024 and 2023, includes $6.4 million and $6.1 million, respectively, of revenues from hotel properties. For the six months ended June 30, 2024 and 2023, includes $8.4 million and $8.1 million, respectively, of revenues from hotel properties. |
Combined and Consolidated Sta_2
Combined and Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Total revenues | $ 30,551 | $ 25,480 | $ 55,986 | $ 42,266 | |
Related party | |||||
Management fees | 3,800 | 7,200 | 10,000 | 7,200 | |
Other income | |||||
Total revenues | [1] | 12,707 | 11,655 | 19,259 | 16,062 |
Hotel | |||||
Total revenues | $ 6,400 | $ 6,100 | $ 8,400 | $ 8,100 | |
[1] For the three months ended June 30, 2024 and 2023, includes $6.4 million and $6.1 million, respectively, of revenues from hotel properties. For the six months ended June 30, 2024 and 2023, includes $8.4 million and $8.1 million, respectively, of revenues from hotel properties. |
Combined and Consolidated Sta_3
Combined and Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income (loss) | $ (27,952) | $ (89,934) | $ (76,948) | $ (180,674) | |
Other comprehensive income: | |||||
Reclassification of losses on cash flow hedges into earnings upon realization | [1] | 5,933 | |||
Unrealized gains (losses) on available-for-sale securities | 10 | (143) | |||
Unrealized gains (losses) on cash flow hedges | (6,922) | ||||
Other comprehensive income (loss) | 10 | (143) | (989) | ||
Comprehensive income (loss) | (27,942) | (89,934) | (77,091) | (181,663) | |
Comprehensive (income) loss attributable to noncontrolling interests | 837 | (27) | 852 | (2) | |
Comprehensive income (loss) attributable to common shareholders | $ (27,105) | $ (89,961) | $ (76,239) | $ (181,665) | |
[1] Reclassified to “Earnings from equity method investments” in the Company’s combined and consolidated statements of operations for the Company’ impact of designated cash flow hedges at Safe (refer to Note 7). |
Combined and Consolidated Sta_4
Combined and Consolidated Statements of Changes in Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Net Parent Investment | Noncontrolling Interests | Total | |
Beginning Balance at Dec. 31, 2022 | $ 971,543 | $ 726 | $ 972,269 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | $ (180,761) | 85 | 2 | (180,674) | ||||
Change in accumulated other comprehensive income (loss) | (989) | (989) | ||||||
Common shares issued in conjunction with Spin-Off (refer to Note 1) | $ 13 | $ 607,623 | (607,636) | |||||
Stock-based compensation | 1,778 | 1,778 | ||||||
Net transactions with iStar Inc. | $ (364,781) | (364,781) | ||||||
Contributions from noncontrolling interests | 3,098 | 3,098 | ||||||
Change in noncontrolling interest | (23) | (23) | ||||||
Ending Balance at Jun. 30, 2023 | 13 | 607,623 | (180,761) | 3,803 | 430,678 | |||
Beginning Balance at Mar. 31, 2023 | 13 | 607,623 | (90,800) | 3,799 | 520,635 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | (89,961) | 27 | (89,934) | |||||
Change in noncontrolling interest | (23) | (23) | ||||||
Ending Balance at Jun. 30, 2023 | 13 | 607,623 | (180,761) | 3,803 | 430,678 | |||
Beginning Balance at Dec. 31, 2023 | 13 | 607,623 | (196,441) | $ 359 | 22,286 | 433,840 | [1] | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | (76,096) | (852) | (76,948) | |||||
Change in accumulated other comprehensive income (loss) | (143) | (143) | ||||||
Distributions to noncontrolling interests | (16) | (16) | ||||||
Contributions from noncontrolling interests | 27 | 27 | ||||||
Change in noncontrolling interest | (5) | (5) | ||||||
Ending Balance at Jun. 30, 2024 | 13 | 607,623 | (272,537) | 216 | 21,440 | 356,755 | [1] | |
Beginning Balance at Mar. 31, 2024 | 13 | 607,623 | (245,422) | 206 | 22,288 | 384,708 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net income (loss) | (27,115) | (837) | (27,952) | |||||
Change in accumulated other comprehensive income (loss) | 10 | 10 | ||||||
Distributions to noncontrolling interests | (9) | (9) | ||||||
Change in noncontrolling interest | (2) | (2) | ||||||
Ending Balance at Jun. 30, 2024 | $ 13 | $ 607,623 | $ (272,537) | $ 216 | $ 21,440 | $ 356,755 | [1] | |
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Combined and Consolidated Sta_5
Combined and Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (76,948) | $ (180,674) |
Adjustments to reconcile net income (loss) to cash flows from operating activities: | ||
Provision for (recovery of) loan losses | 15 | 1,632 |
Depreciation and amortization | 2,361 | 2,171 |
Stock-based compensation | 1,778 | |
Amortization of discounts/premiums and deferred interest on loans, net | (492) | (484) |
Deferred interest on loans received | 4,517 | |
Amortization of premium, discount and deferred financing costs and paid-in-kind interest on debt obligations, net | 3,899 | 215 |
Earnings from equity method investments | (30,216) | |
Distributions from operations of other investments | 19,459 | |
Deferred operating lease income | 68 | 60 |
Unrealized and realized (gains) losses on equity investments | 55,578 | 166,932 |
Loss on early extinguishment of debt | 1,040 | |
Land development revenue (in excess of) cost of sales | (963) | 950 |
Other operating activities, net | (268) | 292 |
Changes in assets and liabilities: | ||
Changes in accrued interest and operating lease income receivable | 168 | 756 |
Changes in deferred expenses and other assets, net | (1,764) | (3,452) |
Changes in accounts payable, accrued expenses and other liabilities | (2,291) | 10,368 |
Cash flows used in operating activities | (20,637) | (4,656) |
Cash flows from investing activities: | ||
Originations and fundings of loans receivable and other lending investments, net | (8,950) | (2,168) |
Capital expenditures on real estate assets | (240) | (680) |
Capital expenditures on land and development assets | (6,340) | (6,761) |
Repayments of and principal collections on loans receivable and other lending investments, net | 31,757 | |
Net proceeds from sales of loans receivable | 0 | 37,650 |
Net proceeds from sales of land and development assets | 32,727 | 21,185 |
Distributions from other investments | 47,165 | |
Other investing activities, net | 313 | 732 |
Cash flows provided by investing activities | 17,510 | 128,880 |
Cash flows from financing activities: | ||
Net transactions with iStar Inc | (290,077) | |
Borrowings from debt obligations | 253,070 | |
Repayments of debt obligations | (35,000) | |
Payments for deferred financing costs | (1,262) | |
Other financing activities, net | (635) | |
Cash flows used in financing activities | (73,904) | |
Changes in cash, cash equivalents and restricted cash | (3,127) | 50,320 |
Cash, cash equivalents and restricted cash at beginning of period | 60,714 | 7,474 |
Cash, cash equivalents and restricted cash at end of period | $ 57,587 | $ 57,794 |
Combined and Consolidated Sta_6
Combined and Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2024 | Jun. 30, 2023 | |
Reconciliation of cash and cash equivalents and restricted cash presented on the combined and consolidated statements of cash flows | |||
Cash and cash equivalents | $ 48,277 | [1] | $ 54,944 |
Restricted cash included in deferred expenses and other assets, net | 9,310 | 2,850 | |
Total cash and cash equivalents and restricted cash | $ 57,587 | $ 57,794 | |
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Business and Organization
Business and Organization | 6 Months Ended |
Jun. 30, 2024 | |
Business and Organization | |
Business and Organization | Note 1—Business and Organization On March 31, 2023, Star Holdings, a Maryland statutory trust (the "Company," "Star Holdings," "we" or "us") completed a series of reorganization and separation transactions (collectively, the “Spin-Off”) in accordance with the terms of a Separation and Distribution Agreement (the “Separation and Distribution Agreement”), dated as of March 31, 2023, by and between iStar Inc., a Maryland corporation ("iStar"), and Star Holdings. To effectuate the Spin-Off: (i) iStar contributed its remaining legacy non-ground lease assets, 13,522,651 shares of common stock of Safehold Inc. (the “Safe Shares”) and certain other assets (“iStar Included Assets”) to Star Holdings; and (ii) iStar distributed 100% of the common shares of beneficial interest in Star Holdings to holders of common stock of iStar ("iStar Common Stock") by way of a pro rata distribution of 0.153 common shares of Star Holdings for each outstanding share of iStar Common Stock held on the record date of the distribution. The Spin-Off became effective at 12:02 a.m., Eastern Time, on March 31, 2023 (the “Spin-Off Effective Time”). Following the Spin-Off, Star Holdings became an independent, publicly traded company. Star Holdings' common shares commenced regular-way trading on the Nasdaq Global Market (the “Nasdaq”) under the symbol “STHO” on March 31, 2023. Shortly after the Spin-Off, iStar completed its previously-announced merger (the "Merger") with Safehold Inc., a Maryland corporation. iStar continued as the surviving corporation in the Merger and changed its name to “Safehold Inc.” ("Safe"). The Company operates its business as one segment that focuses on realizing value for shareholders primarily by generating cash flows through active asset management and sales of its existing loans, operating properties and land and development properties. The Company’s short-term and long-term liquidity requirements include capital expenditures on its development projects, debt service, management fees and expense reimbursements payable to its Manager (refer to Note 7) and operating expenses, among others. The Company expects to meet its short-term liquidity requirements through any cash flows from operations, proceeds from asset sales, borrowings on the incremental facility under the Safe Credit Facility (refer to Note 9) and unrestricted cash. The Company expects to meet its long-term liquidity requirements through any cash flows from operations and proceeds from asset sales. The combined and consolidated financial statements of the Company include loans and other lending investments, operating properties and land and development assets that represent the assets, liabilities and operations from the assets included in the Spin-Off. References to "iStar" in the notes to the Company's financial statements refer to iStar prior to the closing of the Merger and the Spin-Off. |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 6 Months Ended |
Jun. 30, 2024 | |
Business and Organization | |
Basis of Presentation and Principles of Consolidation | Note 2—Basis of Presentation and Principles of Consolidation Basis of Presentation The accompanying unaudited combined and consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. These unaudited combined and consolidated financial statements and related notes should be read in conjunction with the combined and consolidated financial statements and related notes included in the Information Statement. The preparation of these combined and consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. In the opinion of management, the accompanying combined and consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year. The combined and consolidated financial statements of the Company prior to the Spin-off on March 31, 2023 represented a combination of entities under common control that have been “carved out” from iStar’s consolidated financial statements. Historically, financial statements of the Company have not been prepared as it was not operated separately from iStar. These combined and consolidated financial statements reflect the revenues and expenses of the Company and include certain assets and liabilities that were included in the Spin-Off, which have been reflected at iStar’s historical basis. All intercompany balances and transactions have been eliminated. The combined and consolidated financial statements may not be indicative of the Company’s future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had the Company operated as a standalone company during the periods presented. These combined and consolidated financial statements include an allocation of general and administrative expenses and interest expense to the Company from iStar through the date of the Spin-Off. General and administrative expenses include certain iStar corporate functions, including executive oversight, treasury, finance, human resources, tax compliance and planning, internal audit, financial reporting, information technology and investor relations. General and administrative expenses, including stock-based compensation, represent a pro rata allocation of costs from iStar’s real estate finance, operating properties, land and development and corporate business segments based on the Company’s average net assets for those segments as a percentage of iStar’s average net assets for those segments. Interest expense, net of amounts capitalized, was allocated to the Company by calculating the Company’s average net assets as a percentage of the average net assets in iStar’s segments and multiplying that percentage by the interest expense allocated to iStar’s segments. The Company believes the allocation methodology for general and administrative expenses and interest expense is reasonable. Accordingly, the general and administrative expense and interest expense allocations presented in our combined and consolidated statements of operations for historical periods does not necessarily reflect what our general and administrative expenses and interest expense will be as a standalone public company. For the six months ended June 30, 2023, the Company was allocated $14.1 million of general and administrative expense and $8.0 million of interest expense. For the six months ended June 30, 2023, the general and administrative expense allocation includes $1.8 million of stock-based compensation. Subsequent to the Spin-Off, the Company has its own general and administrative expense and interest expense as a stand-alone public company. Prior to the Spin-Off, certain of the entities included in the Company’s financial statements did not have bank accounts for the periods presented, and certain cash transactions for the Company were transacted through bank accounts owned by iStar. The combined and consolidated statements of cash flows for the periods presented were prepared as if operating, investing and financing transactions for the Company had been transacted through its own bank accounts. Principles of Combination and Consolidation The combined and consolidated financial statements include on a carve-out basis the historical balance sheets and statements of operations and cash flows of assets, liabilities and operations included in the Spin-Off. For periods prior to March 31, 2023, the Company was allocated a number of shares of Safe common stock based on estimates driven by the total value of stock that iStar expected to contribute to the Company and the price per share of Safe common stock (refer to Note 7). Information for the periods subsequent to March 31, 2023 reflect the actual number of Safe Shares contributed to the Company. Consolidated VIEs As of June 30, 2024 December 31, 2023 ASSETS Real estate Real estate, at cost $ 95,108 $ 94,682 Less: accumulated depreciation (23,045) (21,349) Real estate, net 72,063 73,333 Real estate available and held for sale 1,746 — Total real estate 73,809 73,333 Land and development, net 89,096 108,284 Cash and cash equivalents 15,797 31,479 Accrued interest and operating lease income receivable, net — 24 Deferred expenses and other assets, net 7,158 8,758 Total assets $ 185,860 $ 221,878 LIABILITIES Total liabilities $ 31,007 $ 23,600 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3—Summary of Significant Accounting Policies The Company’s significant accounting policies have not changed materially from those described in its Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “2023 Annual Report”). Please refer to the 2023 Annual Report for the Company’s significant accounting policies. New accounting pronouncements In August 2023, the FASB”) issued ASU 2023-05, Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). ASU 2023-05 requires a joint venture to initially measure all contributions received upon its formation at fair value and is effective for all joint venture entities with a formation date on or after January 1, 2025. ASU 2023-05 is to be applied on a prospective basis, while retrospective application can be elected for joint ventures formed before the effective date. The Company is currently evaluating ASU 2023-05 but does not expect this standard to have a material impact on its consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 improves disclosures for reportable segments primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective on a retrospective basis for annual periods beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating ASU 2023-07 but does not expect this standard to have a material impact on its consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires greater disaggregation of information in the rate reconciliation, income taxes paid disaggregated by jurisdiction and certain other amendments to improve income tax disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating ASU 2023-09 but does not expect this standard to have a material impact on its consolidated financial statements. |
Real Estate
Real Estate | 6 Months Ended |
Jun. 30, 2024 | |
Real Estate [Abstract] | |
Real Estate | Note 4—Real Estate The Company’s real estate assets were comprised of the following ($ in thousands): As of June 30, 2024 December 31, 2023 Land, at cost $ 5,570 $ 5,570 Buildings and improvements, at cost 92,337 91,911 Less: accumulated depreciation (23,863) (22,075) Real estate, net 74,044 75,406 Real estate available and held for sale (1) 1,746 — Total real estate $ 75,790 $ 75,406 (1) During the six months ended June 30, 2024, the Company transferred $1.7 million of residential condominiums from land and development to real estate available and held for sale. The condominiums were sold in July 2024. Tenant Reimbursements— and $0.4 million for the three months ended June 30, 2024 and 2023, respectively. and $0.8 million for the six months ended June 30, 2024 and 2023, respectively. Allowance for Doubtful Accounts— Future Minimum Operating Lease Payments Year Amount 2024 (remaining six months) $ 2,169 2025 4,310 2026 4,225 2027 1,578 2028 242 Thereafter 875 |
Land and Development
Land and Development | 6 Months Ended |
Jun. 30, 2024 | |
Land And Development [Abstract] | |
Land and Development | Note 5—Land and Development The Company’s land and development assets were comprised of the following ($ in thousands): As of June 30, December 31, 2024 2023 Land and land development, at cost $ 173,221 $ 193,360 Less: accumulated depreciation (12,392) (11,966) Total land and development, net $ 160,829 $ 181,394 Dispositions— In September 2023, the Company sold a land parcel to a third-party and provided the buyer with a loan to finance the acquisition. The buyer had the option to prepay the loan in full on or before a specified date, it would receive a discounted purchase price. At origination, the Company recorded the loan based on the discounted purchase price since collection of the discounted portion of the sale was undetermined. The buyer elected to not prepay the loan and receive the discounted purchase price and, as such, the Company recorded additional land development revenue during the six months ended June 30, 2024. The loan to the buyer is included in “Loans receivable and other lending investments, net” on the Company’s combined and consolidated balance sheets. In December 2023, the Company transferred the ownership interests in a subsidiary land owner to a third-party venture (the “Venture”) for its development and construction of a multifamily project in Asbury Park, NJ (the “Project”). In connection with this transfer, the Company (i) provided the Venture with a $10.6 million mezzanine loan that was fully funded at closing and is secured by the ownership interests in the subsidiary land owner; and (ii) provided a completion and carry guaranty on the Venture’s $80.0 million senior construction mortgage loan (refer to Note 9) with a third-party lender in return for a fee. The Company is a non-member manager of the Venture and is entitled to certain fees, but otherwise has no expected member-related economics. Until the mezzanine loan is repaid and the guaranties are released, the Company controls all decision-making of the Venture. The Venture is responsible for the funding and performance of all development and construction activities and the Company is not obligated to provide any capital contributions to the Venture. At closing, the third-party members provided $21.0 million in cash capital contributions to the Venture, exclusive of a $3.0 million deferred profits interest, which combined represent the total equity capitalization. The Company determined that the Venture (and its consolidated subsidiaries developing the Project) is a VIE for which the Company is the primary beneficiary and thus consolidated it under ASC 810. As a result, for accounting purposes, the Project will be recorded on the Company’s combined and consolidated financial statements and the mezzanine loan will eliminate in consolidation. The $21.0 million in third-party cash capital contributions to the Venture represents noncontrolling interests in the Company’s combined and consolidated balance sheet. The Company expects this consolidation treatment to continue until the mezzanine loan is paid in full by the Venture and the Company’s senior loan guaranties are released by the lender. |
Loans Receivable and Other Lend
Loans Receivable and Other Lending Investments, net | 6 Months Ended |
Jun. 30, 2024 | |
Receivables [Abstract] | |
Loans Receivable and Other Lending Investments, net | Note 6—Loans Receivable and Other Lending Investments, net The following is a summary of the Company’s loans receivable and other lending investments by class ($ in thousands): (1) As of June 30, 2024 December 31, 2023 Loans Senior mortgages $ 3,050 $ 2,550 Subordinate mortgages 14,757 14,266 Subtotal - gross carrying value of loans 17,807 16,816 Other lending investments Available-for-sale debt securities 13,386 4,579 Subtotal - other lending investments 13,386 4,579 Total gross carrying value of loans receivable and other lending investments 31,193 21,395 Allowance for loan losses (512) (497) Total loans receivable and other lending investments, net $ 30,681 $ 20,898 (1) As of June 30, 2024 and December 31, 2023, accrued interest was $0.4 million and $0.2 million, respectively, and is recorded in “Accrued interest and operating lease income receivable, net” on the Company’s combined and consolidated balance sheets. During the three and six months ended June 30, 2024 and 2023, the Company did not reverse any accrued interest on its loan portfolio. Allowance for Loan Losses General Allowance Construction Specific Three Months Ended June 30, 2024 Loans Loans Allowance Total Allowance for loan losses at beginning of period $ — $ 514 $ — $ 514 Provision for (recovery of) loan losses (1) — (2) — (2) Allowance for loan losses at end of period $ — $ 512 $ — $ 512 Three Months Ended June 30, 2023 Allowance for loan losses at beginning of period $ 78 $ 380 $ — $ 458 Provision for (recovery of) loan losses (1) (78) 9 — (69) Allowance for loan losses at end of period $ — $ 389 $ — $ 389 (1) During the three months ended June 30, 2024 and 2023, the Company recorded a recovery of loan losses of $2 thousand and $0.1 million, respectively, in its combined and consolidated statements of operations. The recovery in 2024 was due primarily to an improving macroeconomic forecast since March 31, 2024. The recovery in 2023 was due primarily to the repayment of loans during the three months ended June 30, 2023. Changes in the Company’s allowance for loan losses were as follows for the six months ended June 30, 2024 and 2023 ($ in thousands): General Allowance Construction Specific Six Months Ended June 30, 2024 Loans Loans Allowance Total Allowance for loan losses at beginning of period $ — $ 497 $ — $ 497 Provision for (recovery of) loan losses (1) — 15 — 15 Allowance for loan losses at end of period $ — $ 512 $ — $ 512 Six Months Ended June 30, 2023 Allowance for loan losses at beginning of period $ 92 $ 437 $ 396 $ 925 Provision for (recovery of) loan losses (1) (92) (48) (396) (536) Allowance for loan losses at end of period $ — $ 389 $ — $ 389 (1) During the six months ended June 30, 2024 and 2023, the Company recorded a provision for loan losses of $15 thousand and $1.6 million, respectively, in its combined and consolidated statements of operations. The provision in 2024 was due primarily to a principal addition to a loan originated in September 2023 (refer to Note 5). The provision in 2023 was due primarily to a $2.2 million provision on the sale of a loan held for sale, which was partially offset by a recovery due to the repayment of loans during the six months ended June 30, 2023. The Company’s investment in loans, all of which were collectively evaluated for impairment, and the associated allowance for loan losses were as follows as of June 30, 2024 and December 31, 2023 ($ in thousands): As of June 30, 2024 Loans $ 17,807 Less: Allowance for loan losses (512) Total $ 17,295 As of December 31, 2023 Loans $ 16,816 Less: Allowance for loan losses (497) Total $ 16,319 Credit Characteristics The Company’s amortized cost basis in performing senior mortgage and subordinate mortgages, presented by year of origination and by credit quality, as indicated by risk rating, as of June 30, 2024 were as follows ($ in thousands): Year of Origination 2024 2023 2022 2021 2020 Prior to 2020 Total Senior mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 — 3,050 — — — — 3,050 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal $ — $ 3,050 $ — $ — $ — $ — $ 3,050 Subordinate mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 — — — — — 14,757 14,757 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal $ — $ — $ — $ — $ — $ 14,757 $ 14,757 Total $ — $ 3,050 $ — $ — $ — $ 14,757 $ 17,807 The Company’s amortized cost basis in performing senior mortgages and subordinate mortgages, presented by year of origination and by credit quality, as indicated by risk rating, as of December 31, 2023 were as follows ($ in thousands): Year of Origination 2023 2022 2021 2020 2019 Prior to 2019 Total Senior mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 2,550 — — — — — 2,550 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal (1) $ 2,550 $ — $ — $ — $ — $ — $ 2,550 Subordinate mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 — — — — — 14,266 14,266 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal $ — $ — $ — $ — $ — $ 14,266 $ 14,266 Total $ 2,550 $ — $ — $ — $ — $ 14,266 $ 16,816 The Company’s amortized cost basis in loans, aged by payment status and presented by class, was as follows ($ in thousands): Less Than Greater or Equal Than Total Current to 90 Days 90 Days Past Due Total As of June 30, 2024 Senior mortgages $ 3,050 $ — $ — $ — $ 3,050 Subordinate mortgages 14,757 — — — 14,757 Total $ 17,807 $ — $ — $ — $ 17,807 As of December 31, 2023 Senior mortgages $ 2,550 $ — $ — $ — $ 2,550 Subordinate mortgages 14,266 — — — 14,266 Total $ 16,816 $ — $ — $ — $ 16,816 Other lending investments— Other lending investments includes the following securities ($ in thousands): Net Net Amortized Unrealized Estimated Carrying Face Value Cost Basis Gain (Loss) Fair Value Value As of June 30, 2024 Available-for-sale securities Municipal debt securities (1) $ 13,170 $ 13,170 $ 216 $ 13,386 $ 13,386 Total $ 13,170 $ 13,170 $ 216 $ 13,386 $ 13,386 As of December 31, 2023 Available-for-Sale Securities Municipal debt securities (1) $ 4,220 $ 4,220 $ 359 $ 4,579 $ 4,579 Total $ 4,220 $ 4,220 $ 359 $ 4,579 $ 4,579 (1) In September 2023, the Company acquired two securities for $4.2 million. In February 2024, the Company acquired one security for $0.8 million. In May 2024, the Company acquired three securities for $8.2 million. As of June 30, 2024, the contractual maturities of the Company’s securities were as follows ($ in thousands): Amortized Estimated Cost Basis Fair Value Maturities Within one year $ — $ — After one year through 5 years — — After 5 years through 10 years — — After 10 years 13,170 13,386 Total $ 13,170 $ 13,386 |
Other Investments
Other Investments | 6 Months Ended |
Jun. 30, 2024 | |
Investments, All Other Investments [Abstract] | |
Other Investments | Note 7—Other Investments The Company’s other investments and its proportionate share of earnings from equity investments were as follows ($ in thousands): Earnings from Earnings from Carrying Value Equity Method Investments Equity Method Investments as of For the Three Months Ended For the Six Months Ended June 30, December 31, June 30, June 30, 2024 2023 2024 2023 2024 2023 Safehold Inc. ("Safe") (1) $ 260,852 $ 316,430 $ — $ — $ — $ 1,089 Other real estate and strategic equity investments (2) — 21 — 242 — 29,127 Total $ 260,852 $ 316,451 $ — $ 242 $ — $ 30,216 (1) As of June 30, 2024, the Company owned 13.5 million shares of Safe common stock which, based on the closing price of $19.29 on June 28, 2024, had a market value of $260.9 million. The Company does not have significant influence over Safe and accounts for its investment in Safe as an equity investment under ASC 321 – Investments – Equity Securities (“ASC 321”), which requires that the Company adjust its investment in Safe to fair value through income at each reporting period. As such, the Company recognized an “Unrealized loss on equity investment” of $17.7 million and $76.3 million, respectively, in its combined and consolidated statements of operations for the three months ended June 30, 2024 and 2023, respectively. The Company recognized an “Unrealized loss on equity investment” of $55.6 million and $166.9 million, respectively, in its combined and consolidated statements of operations for the six months ended June 30, 2024 and 2023, respectively. Prior to the Spin-Off, iStar accounted for its investment in Safe as an equity method investment under ASC 323 – Investments – Equity Method and Joint Ventures (“ASC 323”) due to its ability to exercise significant influence. Pursuant to ASC 323-10-40-1, an equity method investor shall account for a share issuance by an investee as if the investor had sold a proportionate share of its investment. Any gain or loss to the investor resulting from an investee’s share issuance shall be recognized in earnings. As of December 31, 2022, the Company was allocated ownership of approximately 15.2 million shares of Safe common stock from iStar. The allocation was adjusted based upon the final terms of the Spin-Off on March 31, 2023, and the Company’s investment basis was reduced by approximately 1.8 million shares with a carrying value of approximately $65.6 million, which was adjusted against additional paid-in capital within equity. (2) For the six months ended June 30, 2023, the Company recorded $29.1 million in earnings from equity method investments primarily from the sale of properties within its equity method investments. Safehold Inc. On March 31, 2023, the Company entered into the following agreements with Safe: Separation and Distribution Agreement Management Agreement not assume any responsibility other than to render the services called for thereunder and is not responsible for any action of the Board in following or declining to follow its advice or recommendations. The Management Agreement has an annual term that automatically renews on March 31 of each year. The Company pays a fixed cash management fee and reimburses the Manager for third party expenses incurred in connection with its services. The Company paid the Manager management fees of $25.0 million for the term ended March 31, 2024. The annual fee declines to $15.0 million, $10.0 million and $5.0 million, respectively, in each of the following annual terms, and adjusts to 2.0% of the gross book value of the Company’s assets, excluding the Safe Shares, thereafter. During the three months ended June 30, 2024 and 2023, the Company recorded $3.8 million and $7.2 million, respectively, of management fees to the Manager. During the six months ended June 30, 2024 and 2023, the Company recorded $10.0 million and $7.2 million, respectively, of management fees to the Manager. The Management Agreement may be terminated by the Company without cause by not less than one hundred eighty days’ written notice to the Manager upon the affirmative vote of at least two In the event of a termination without cause by the Company prior to the fourth anniversary of the Spin-Off, the Company will pay the Manager a termination fee of $50.0 million minus the aggregate amount of management fees actually paid to the Manager prior to the termination date. However, if the Company has completed the liquidation of its assets on or before the termination date, the termination fee will consist of any portion of the annual management fee that remained unpaid for the remainder of the then current annual term plus, if the termination date occurs on or before the third anniversary of the Spin-Off, the amount of the management fee that would have been payable for the next succeeding annual term, or if the termination date occurs after the third anniversary of the Spin-Off, zero. In the event of a termination by the Manager based on a reduction in the amount of the Company’s combined and consolidated assets below designated thresholds, the Company will pay the Manager a termination fee of $30.0 million if the termination occurs in the first year, $15.0 million if the termination occurs in the second year and $5.0 million if the termination occurs in the third year, in each case, plus the balance of any unpaid portion of the annual management fee for the applicable year. Governance Agreement Pursuant to the terms of the Governance Agreement, the Company and its subsidiaries are subject to customary restrictions on the transfer of Safe Shares held by the Company. Furthermore, the Company and its subsidiaries are prohibited from transferring at any time any the Safe Shares held by the Company or its subsidiaries to any person who is known by the Company or its subsidiaries to be an “Activist” or “Company Competitor” (as such terms are defined in the Governance Agreement), or to any group that, to the knowledge of the Company or its subsidiaries, includes as “Activist” or “Company Competitor,” without first obtaining the Safe’s prior written consent. During a “restrictive period” which lasts until the earliest to occur of (i) the effective date on which Safe terminates the Management Agreement; or (ii) the date on which we beneficially own less than 7.5% of Safe’s outstanding common stock and Safe is no longer our external Manager; or (iii) a Change of Control of Safe (as defined in the Governance Agreement), we and our directly or indirectly wholly owned subsidiaries are required to vote the Safe Shares in accordance with the recommendations of the board of directors of Safe. We have irrevocably designated and appointed the board of directors of Safe as our sole and exclusive attorney-in-fact and proxy with full power of substitution and re-substitution to exercise the voting power of our shares of Safe in accordance with these requirements. We will also be subject to certain standstill agreements during the restrictive period. The terms of such standstill agreements will restrict us from making certain acquisitions of Safe securities, seeking representation on Safe’s board of directors, participating in the solicitation of proxies or written consents of Safe shareholders, and taking other actions which could seek to influence or result in a change of control of Safe or cause or require Safe to make certain public announcements, except as permitted by the governance agreement or with the prior written consent of the independent directors of the board of directors of Safe. Registration Rights Agreement Safe Credit Facility . Other real estate and strategic equity investments that have been sold and are in the process of liquidating. Summarized investee financial information Revenues Expenses Net Income Attributable to Safe (1) For the Three Months Ended March 31, 2023 Safe (2) $ 78,329 $ 75,875 $ 4,682 (1) Net Income Attributable to Safe also includes earnings from equity method investments and income tax expense. (2) Prior to the Spin-Off, iStar accounted for its investment in Safe as an equity method investment under ASC 323 due to its ability to exercise significant influence. Subsequent to the Spin-Off, the Company does not have significant influence over Safe and accounts for its investment in Safe as an equity investment under ASC 321, which requires that the Company adjust its investment in Safe to fair value through income at each reporting period. |
Other Assets and Other Liabilit
Other Assets and Other Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Other Assets and Other Liabilities [Abstract] | |
Other Assets and Other Liabilities | Note 8—Other Assets and Other Liabilities Deferred expenses and other assets, net, consist of the following items ($ in thousands): As of June 30, 2024 December 31, 2023 Other assets (1) $ 9,161 $ 8,882 Operating lease right-of-use assets (2) 1,154 1,380 Restricted cash 9,310 10,051 Other receivables 3,196 1,865 Leasing costs, net (3) 85 101 Intangible assets, net (4) 151 180 Deferred expenses and other assets, net $ 23,057 $ 22,459 (1) As of June 30, 2024 and December 31, 2023, other assets primarily includes prepaid expenses and deposits for certain real estate assets. (2) Right-of use lease assets initially equal the lease liability. For operating leases, rent expense is recognized on a straight-line basis over the term of the lease and is recorded in “Real estate expense” in the Company’s combined and consolidated statements of operations. During the three months ended June 30, 2024 and 2023, the Company recognized $0.1 million and $0.1 million, respectively, in “Real estate expense” in its combined and consolidated statements of operations relating to operating leases. During the six months ended June 30, 2024 and 2023, the Company recognized $0.2 million and $0.2 million, respectively, in “Real estate expense” in its combined and consolidated statements of operations relating to operating leases. (3) Accumulated amortization of leasing costs was $0.2 million and $0.2 million as of June 30, 2024 and December 31, 2023, respectively. (4) Intangible assets, net includes above market and in-place lease assets related to the acquisition of real estate assets. Accumulated amortization on intangible assets, net was $0.2 million and $0.2 million as of June 30, 2024 and December 31, 2023, respectively. These intangible lease assets are amortized over the remaining term of the lease. As of June 30, 2024, the weighted average remaining amortization period for the Company’s intangible assets was approximately 2.6 years. Accounts payable, accrued expenses and other liabilities consist of the following items ($ in thousands): As of June 30, 2024 December 31, 2023 Other liabilities (1) $ 34,455 $ 35,010 Accrued expenses 11,304 5,914 Operating lease liabilities (see table above) 1,317 1,538 Accounts payable, accrued expenses and other liabilities $ 47,076 $ 42,462 (1) As of June 30, 2024, “Other liabilities” includes $20.7 million of deferred income and liabilities, $4.8 million of management fees due Safe and $6.1 million of other payables related to real estate properties. As of December 31, 2023, “Other liabilities” includes $20.1 million of deferred income and liabilities, $7.2 million of management fees due Safe and $4.9 million of other payables related to real estate properties. |
Debt Obligations, net
Debt Obligations, net | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt Obligations, net | Note 9—Debt Obligations, net The Company’s debt obligations were as follows ($ in thousands): Carrying Value as of Stated Scheduled June 30, 2024 December 31, 2023 Interest Rates Maturity Date Debt obligations: Safe Credit Facility $ 115,000 $ 115,000 8.00 % March 2027 Margin Loan Facility (1) 85,504 81,914 SOFR plus 3.00 % March 2026 Total debt obligations 200,504 196,914 Debt discounts and deferred financing costs, net (3,295) (4,019) Total debt obligations, net (2) $ 197,209 $ 192,895 (2) In June 2024 and March 2024, the Company elected to pay interest in kind (“PIK”) of $1.8 million and $1.8 million, respectively, which was added to the principal balance on the Margin Loan Facility at such time. The applicable margin on the Margin Loan Facility increases by 25 basis points for the entirety of the interest period immediately succeeding any interest period with respect to which the Company makes a PIK election. (3) During the three and six months ended June 30, 2024, the Company capitalized interest expense on qualifying real estate assets of $0.5 million and $1.0 million, respectively. During the three and six months ended June 30, 2023, the Company capitalized interest expense on qualifying real estate assets of $0.6 million and $1.0 million, respectively. Future Scheduled Maturities 2024 (remaining six months) $ — 2025 — 2026 85,504 2027 115,000 2028 — Thereafter — Total principal maturities 200,504 Unamortized discounts and deferred financing costs, net (3,295) Total debt obligations, net $ 197,209 Safe Credit Facility Interest on borrowings under the Safe Credit Facility is payable in cash and accrues interest at a rate of (x) 8.00% per annum or (y) to the extent any loan remains outstanding under an incremental facility available under the Safe Credit Facility at such time, 10.00% per annum, as applicable. Amounts outstanding under the Safe Credit Facility may be prepaid at any time, in whole or in part, without premium or penalty. The Company paid a $0.6 million commitment fee in connection with the Safe Credit Facility. The Safe Credit Facility is secured by a first priority pledge of the equity interests in certain subsidiaries of the Company. During the three and six months ended June 30, 2024, the Company incurred $2.4 million and $4.7 million, respectively, of interest expense gross of amounts capitalized on the Safe Credit Facility, which is included in “Interest expense – related party” in the Company’s combined and consolidated statements of operations. During both the three and six months ended June 30, 2023, the Company incurred $2.4 million of interest expense gross of amounts capitalized on the Safe Credit Facility, which is included in “Interest expense – related party” in the Company’s combined and consolidated statements of operations. Margin Loan Facility Interest on the Margin Loan Facility is payable in cash; provided, that STAR SPV may, at its option, elect that the interest for any future interest period be paid-in-kind. Amounts outstanding under the Margin Loan Facility accrue interest at a rate equal to term SOFR for a three-month tenor plus a spread. Amounts outstanding under the Margin Loan Facility may be prepaid at any time upon prior notice, in whole or in part, subject to the payment of any applicable make-whole amount. Senior Construction Mortgage Loan 3-year 12-month Other Debt Obligations Debt Covenants The Margin Loan Facility requires that STAR SPV comply with various covenants, including, without limitation, covenants restricting, subject to certain exceptions, indebtedness, liens, investments and the payment of dividends. Additionally, the Margin Loan Facility includes customary representations and warranties, events of default and other creditor protections for this type of facility. Upon the occurrence of certain events which are customary for this type of facility, STAR SPV may be required to prepay all amounts due under the Margin Loan Facility or post additional collateral in accordance with the Margin Loan Facility and related agreements. A subsidiary of the Company provided a completion and carry guaranty on the Loan and is required to maintain a minimum net worth and a minimum liquidity amount both prior to and after the completion of the Project while the Loan is outstanding. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 10—Commitments and Contingencies Commitments Future minimum lease obligations under non-cancelable operating leases as of June 30, 2024 are as follows ($ in thousands): (1) 2024 (remaining six months) $ 243 2025 486 2026 486 2027 162 2028 — Thereafter — Total undiscounted cash flows 1,377 Present value discount (1) (60) Lease liabilities $ 1,317 (1) The lease liability equals the present value of the minimum rental payments due under the lease discounted at the rate implicit in the lease or the Company’s incremental secured borrowing rate for similar collateral. For operating leases, lease liabilities were discounted at inception at the Company’s weighted average incremental secured borrowing rate for similar collateral estimated to be 3.0% and the weighted average remaining lease term is 2.8 years. Legal Proceedings The Company and/or one or more of its subsidiaries is party to various pending litigation matters that are considered ordinary routine litigation incidental to the Company’s business as a finance and investment company focused on the commercial real estate industry, including foreclosure-related proceedings. The Company believes it is not a party to, nor are any of its properties the subject of, any pending legal proceeding that would have a material effect on the Company’s combined and consolidated financial statements. |
Risk Management
Risk Management | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Risk Management | Note 11—Risk Management Risk management In the normal course of its on-going business operations, the Company encounters economic risk. There are three main components of economic risk: interest rate risk, credit risk and market risk. The Company is subject to interest rate risk to the degree that its interest-bearing liabilities mature or reprice at different points in time and potentially at different bases, than its interest-earning assets. Credit risk is the risk of default on the Company’s lending investments or leases that result from a borrower’s or tenant’s inability or unwillingness to make contractually required payments. Market risk reflects changes in the value of loans and other lending investments due to changes in interest rates or other market factors, including the rate of prepayments of principal and the value of the collateral underlying loans, the valuation of real estate assets by the Company as well as changes in foreign currency exchange rates. Risk concentrations— Concentrations of credit risks arise when a number of borrowers, tenants or investees related to the Company’s investments are engaged in similar business activities, or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations, including those to the Company, to be similarly affected by changes in economic conditions. All of the Company’s real estate and assets collateralizing its loans receivable are located in the United States. As of June 30, 2024, the Company’s portfolio contains concentrations in the following property types: entertainment/leisure, land and development, hotel, condominium and retail and the Safe Shares. The Company underwrites the credit of prospective borrowers and tenants and often requires them to provide some form of credit support such as corporate guarantees, letters of credit and/or cash security deposits. Although the Company’s loans and real estate assets are geographically diverse and the borrowers and tenants operate in a variety of industries, to the extent the Company has a significant concentration of interest or operating lease revenues from any single borrower or tenant, the inability of that borrower or tenant to make its payment could have a material adverse effect on the Company. In addition, declines in the market price of Safe common stock could require the Company to post additional collateral or prepay some or all of the outstanding borrowings under the Margin Loan Facility. |
Equity
Equity | 6 Months Ended |
Jun. 30, 2024 | |
Equity | |
Equity | Note 12—Equity Common Stock— iStar distributed 100% of the common shares of beneficial interest in the Company to holders of common stock of iStar ("iStar Common Stock") by way of a pro rata distribution of 0.153 common shares of the Company for each outstanding share of iStar Common Stock held on the record date of the distribution. Net Parent Investment— Accumulated Other Comprehensive Income (Loss) |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Note 13—Earnings Per Share The following table presents a reconciliation of income from operations used in the basic and diluted earnings per share (“EPS”) calculations ($ in thousands, except for per share data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Net income (loss) $ (27,952) $ (89,934) $ (76,948) $ (180,674) Net (income) loss from operations attributable to noncontrolling interests 837 (27) 852 (2) Net income (loss) allocable to common shareholders $ (27,115) $ (89,961) $ (76,096) $ (180,676) For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Earnings allocable to common shares: Numerator for basic and diluted earnings per share: Net income (loss) allocable to common shareholders $ (27,115) $ (89,961) $ (76,096) $ (180,676) Denominator for basic and diluted earnings per share: (1) Weighted average common shares outstanding for basic and diluted earnings per common share 13,320 13,320 13,320 13,320 Basic and diluted earnings per common share: Net income (loss) allocable to common shareholders $ (2.04) $ (6.75) $ (5.71) $ (13.56) (1) For periods presented prior to the Spin-Off, the weighted average shares outstanding for the EPS calculation assumes the pro rata distribution of 0.153 common shares of the Company’s common stock for each outstanding share of iStar Common Stock on the record date of the distribution were issued and outstanding. |
Fair Values
Fair Values | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Values | Note 14—Fair Values Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy prioritizes the inputs to be used in valuation techniques to measure fair value: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). Certain of the Company’s assets and liabilities are recorded at fair value either on a recurring or non-recurring basis. Assets required to be marked-to-market and reported at fair value every reporting period are classified as being valued on a recurring basis. Assets not required to be recorded at fair value every period may be recorded at fair value if a specific provision or other impairment is recorded within the period to mark the carrying value of the asset to market as of the reporting date. Such assets are classified as being valued on a non-recurring basis. The following fair value hierarchy table summarizes the Company’s assets recorded at fair value on a recurring or non-recurring basis by the above categories as of June 30, 2024 and December 31, 2023 ($ in thousands): Fair Value Using Quoted market Significant prices in other Significant active observable unobservable markets inputs inputs Total (Level 1) (Level 2) (Level 3) As of June 30, 2024 Recurring basis: Available-for-sale debt securities (1) $ 13,386 $ — $ — $ 13,386 Other investments (refer to Note 7) 260,852 260,852 — — As of December 31, 2023 Non-recurring basis: Available-for-sale debt securities (1) $ 4,579 $ — $ — $ 4,579 Other investments (refer to Note 7) 316,430 316,430 — — (1) The fair value of the Company’s available-for-sale debt securities are based upon unadjusted third-party broker quotes and are classified as Level 3. The following table summarizes changes in Level 3 available-for-sale securities reported at fair value on the Company’s combined and consolidated balance sheets for the six months ended June 30, 2024 ($ in thousands): Beginning balance $ 4,579 Purchases 8,950 Unrealized gain (loss) recorded in other comprehensive income (loss) (143) Ending balance $ 13,386 Fair values of financial instruments— As of June 30, 2024 As of December 31, 2023 Carrying Fair Carrying Fair Value Value Value Value Assets Loans receivable and other lending investments, net (1) $ 31 $ 28 $ 21 $ 17 Equity investment in Safe (2) 261 261 316 316 Cash and cash equivalents (3) 48 48 51 51 Restricted cash (3) 9 9 10 10 Liabilities Debt obligations, net (1) 197 201 193 193 (1) The fair value of the Company’s loans receivable and other lending investments, net and debt obligations are classified as Level 3 within the fair value hierarchy. (2) The fair value of the Company’s investment in approximately 13.5 million shares of Safe common stock is classified as Level 1 within the fair value hierarchy, and is included within “Other investments” on the Company’s balance sheet. (3) The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values. Restricted cash is recorded in “Deferred expenses and other assets, net” on the Company’s balance sheet. The fair value of the Company’s cash and cash equivalents and restricted cash are classified as Level 1 within the fair value hierarchy. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (27,115) | $ (89,961) | $ (76,096) | $ (180,676) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited combined and consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. These unaudited combined and consolidated financial statements and related notes should be read in conjunction with the combined and consolidated financial statements and related notes included in the Information Statement. The preparation of these combined and consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. In the opinion of management, the accompanying combined and consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year. The combined and consolidated financial statements of the Company prior to the Spin-off on March 31, 2023 represented a combination of entities under common control that have been “carved out” from iStar’s consolidated financial statements. Historically, financial statements of the Company have not been prepared as it was not operated separately from iStar. These combined and consolidated financial statements reflect the revenues and expenses of the Company and include certain assets and liabilities that were included in the Spin-Off, which have been reflected at iStar’s historical basis. All intercompany balances and transactions have been eliminated. The combined and consolidated financial statements may not be indicative of the Company’s future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had the Company operated as a standalone company during the periods presented. These combined and consolidated financial statements include an allocation of general and administrative expenses and interest expense to the Company from iStar through the date of the Spin-Off. General and administrative expenses include certain iStar corporate functions, including executive oversight, treasury, finance, human resources, tax compliance and planning, internal audit, financial reporting, information technology and investor relations. General and administrative expenses, including stock-based compensation, represent a pro rata allocation of costs from iStar’s real estate finance, operating properties, land and development and corporate business segments based on the Company’s average net assets for those segments as a percentage of iStar’s average net assets for those segments. Interest expense, net of amounts capitalized, was allocated to the Company by calculating the Company’s average net assets as a percentage of the average net assets in iStar’s segments and multiplying that percentage by the interest expense allocated to iStar’s segments. The Company believes the allocation methodology for general and administrative expenses and interest expense is reasonable. Accordingly, the general and administrative expense and interest expense allocations presented in our combined and consolidated statements of operations for historical periods does not necessarily reflect what our general and administrative expenses and interest expense will be as a standalone public company. For the six months ended June 30, 2023, the Company was allocated $14.1 million of general and administrative expense and $8.0 million of interest expense. For the six months ended June 30, 2023, the general and administrative expense allocation includes $1.8 million of stock-based compensation. Subsequent to the Spin-Off, the Company has its own general and administrative expense and interest expense as a stand-alone public company. Prior to the Spin-Off, certain of the entities included in the Company’s financial statements did not have bank accounts for the periods presented, and certain cash transactions for the Company were transacted through bank accounts owned by iStar. The combined and consolidated statements of cash flows for the periods presented were prepared as if operating, investing and financing transactions for the Company had been transacted through its own bank accounts. |
Principles of Combination and Consolidation | Principles of Combination and Consolidation The combined and consolidated financial statements include on a carve-out basis the historical balance sheets and statements of operations and cash flows of assets, liabilities and operations included in the Spin-Off. For periods prior to March 31, 2023, the Company was allocated a number of shares of Safe common stock based on estimates driven by the total value of stock that iStar expected to contribute to the Company and the price per share of Safe common stock (refer to Note 7). Information for the periods subsequent to March 31, 2023 reflect the actual number of Safe Shares contributed to the Company. |
New accounting pronouncements | New accounting pronouncements In August 2023, the FASB”) issued ASU 2023-05, Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). ASU 2023-05 requires a joint venture to initially measure all contributions received upon its formation at fair value and is effective for all joint venture entities with a formation date on or after January 1, 2025. ASU 2023-05 is to be applied on a prospective basis, while retrospective application can be elected for joint ventures formed before the effective date. The Company is currently evaluating ASU 2023-05 but does not expect this standard to have a material impact on its consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 improves disclosures for reportable segments primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective on a retrospective basis for annual periods beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating ASU 2023-07 but does not expect this standard to have a material impact on its consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires greater disaggregation of information in the rate reconciliation, income taxes paid disaggregated by jurisdiction and certain other amendments to improve income tax disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating ASU 2023-09 but does not expect this standard to have a material impact on its consolidated financial statements. |
Basis of Presentation and Pri_2
Basis of Presentation and Principles of Consolidation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Business and Organization | |
Schedule of assets and liabilities of consolidated VIEs | As of June 30, 2024 December 31, 2023 ASSETS Real estate Real estate, at cost $ 95,108 $ 94,682 Less: accumulated depreciation (23,045) (21,349) Real estate, net 72,063 73,333 Real estate available and held for sale 1,746 — Total real estate 73,809 73,333 Land and development, net 89,096 108,284 Cash and cash equivalents 15,797 31,479 Accrued interest and operating lease income receivable, net — 24 Deferred expenses and other assets, net 7,158 8,758 Total assets $ 185,860 $ 221,878 LIABILITIES Total liabilities $ 31,007 $ 23,600 |
Real Estate (Tables)
Real Estate (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Real Estate [Abstract] | |
Schedule of real estate assets | The Company’s real estate assets were comprised of the following ($ in thousands): As of June 30, 2024 December 31, 2023 Land, at cost $ 5,570 $ 5,570 Buildings and improvements, at cost 92,337 91,911 Less: accumulated depreciation (23,863) (22,075) Real estate, net 74,044 75,406 Real estate available and held for sale (1) 1,746 — Total real estate $ 75,790 $ 75,406 |
Schedule of future minimum lease payments to be collected under non-cancelable operating leases | Future Minimum Operating Lease Payments Year Amount 2024 (remaining six months) $ 2,169 2025 4,310 2026 4,225 2027 1,578 2028 242 Thereafter 875 |
Land and Development (Tables)
Land and Development (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Land And Development [Abstract] | |
Schedule of land and development assets | The Company’s land and development assets were comprised of the following ($ in thousands): As of June 30, December 31, 2024 2023 Land and land development, at cost $ 173,221 $ 193,360 Less: accumulated depreciation (12,392) (11,966) Total land and development, net $ 160,829 $ 181,394 |
Loans Receivable and Other Le_2
Loans Receivable and Other Lending Investments, net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Receivables [Abstract] | |
Schedule of the company's loans receivable and other lending investments by class | The following is a summary of the Company’s loans receivable and other lending investments by class ($ in thousands): (1) As of June 30, 2024 December 31, 2023 Loans Senior mortgages $ 3,050 $ 2,550 Subordinate mortgages 14,757 14,266 Subtotal - gross carrying value of loans 17,807 16,816 Other lending investments Available-for-sale debt securities 13,386 4,579 Subtotal - other lending investments 13,386 4,579 Total gross carrying value of loans receivable and other lending investments 31,193 21,395 Allowance for loan losses (512) (497) Total loans receivable and other lending investments, net $ 30,681 $ 20,898 (1) As of June 30, 2024 and December 31, 2023, accrued interest was $0.4 million and $0.2 million, respectively, and is recorded in “Accrued interest and operating lease income receivable, net” on the Company’s combined and consolidated balance sheets. During the three and six months ended June 30, 2024 and 2023, the Company did not reverse any accrued interest on its loan portfolio. |
Schedule of changes in the company's allowance for loan losses | Allowance for Loan Losses General Allowance Construction Specific Three Months Ended June 30, 2024 Loans Loans Allowance Total Allowance for loan losses at beginning of period $ — $ 514 $ — $ 514 Provision for (recovery of) loan losses (1) — (2) — (2) Allowance for loan losses at end of period $ — $ 512 $ — $ 512 Three Months Ended June 30, 2023 Allowance for loan losses at beginning of period $ 78 $ 380 $ — $ 458 Provision for (recovery of) loan losses (1) (78) 9 — (69) Allowance for loan losses at end of period $ — $ 389 $ — $ 389 (1) During the three months ended June 30, 2024 and 2023, the Company recorded a recovery of loan losses of $2 thousand and $0.1 million, respectively, in its combined and consolidated statements of operations. The recovery in 2024 was due primarily to an improving macroeconomic forecast since March 31, 2024. The recovery in 2023 was due primarily to the repayment of loans during the three months ended June 30, 2023. Changes in the Company’s allowance for loan losses were as follows for the six months ended June 30, 2024 and 2023 ($ in thousands): General Allowance Construction Specific Six Months Ended June 30, 2024 Loans Loans Allowance Total Allowance for loan losses at beginning of period $ — $ 497 $ — $ 497 Provision for (recovery of) loan losses (1) — 15 — 15 Allowance for loan losses at end of period $ — $ 512 $ — $ 512 Six Months Ended June 30, 2023 Allowance for loan losses at beginning of period $ 92 $ 437 $ 396 $ 925 Provision for (recovery of) loan losses (1) (92) (48) (396) (536) Allowance for loan losses at end of period $ — $ 389 $ — $ 389 (1) During the six months ended June 30, 2024 and 2023, the Company recorded a provision for loan losses of $15 thousand and $1.6 million, respectively, in its combined and consolidated statements of operations. The provision in 2024 was due primarily to a principal addition to a loan originated in September 2023 (refer to Note 5). The provision in 2023 was due primarily to a $2.2 million provision on the sale of a loan held for sale, which was partially offset by a recovery due to the repayment of loans during the six months ended June 30, 2023. |
Schedule of recorded investment in loans and associated allowance for loan losses | The Company’s investment in loans, all of which were collectively evaluated for impairment, and the associated allowance for loan losses were as follows as of June 30, 2024 and December 31, 2023 ($ in thousands): As of June 30, 2024 Loans $ 17,807 Less: Allowance for loan losses (512) Total $ 17,295 As of December 31, 2023 Loans $ 16,816 Less: Allowance for loan losses (497) Total $ 16,319 |
Schedule of investment in performing loans, presented by class and by credit quality, as indicated by risk rating | The Company’s amortized cost basis in performing senior mortgage and subordinate mortgages, presented by year of origination and by credit quality, as indicated by risk rating, as of June 30, 2024 were as follows ($ in thousands): Year of Origination 2024 2023 2022 2021 2020 Prior to 2020 Total Senior mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 — 3,050 — — — — 3,050 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal $ — $ 3,050 $ — $ — $ — $ — $ 3,050 Subordinate mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 — — — — — 14,757 14,757 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal $ — $ — $ — $ — $ — $ 14,757 $ 14,757 Total $ — $ 3,050 $ — $ — $ — $ 14,757 $ 17,807 The Company’s amortized cost basis in performing senior mortgages and subordinate mortgages, presented by year of origination and by credit quality, as indicated by risk rating, as of December 31, 2023 were as follows ($ in thousands): Year of Origination 2023 2022 2021 2020 2019 Prior to 2019 Total Senior mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 2,550 — — — — — 2,550 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal (1) $ 2,550 $ — $ — $ — $ — $ — $ 2,550 Subordinate mortgages Risk rating 1.0 $ — $ — $ — $ — $ — $ — $ — 1.5 — — — — — — — 2.0 — — — — — — — 2.5 — — — — — — — 3.0 — — — — — 14,266 14,266 3.5 — — — — — — — 4.0 — — — — — — — 4.5 — — — — — — — 5.0 — — — — — — — Subtotal $ — $ — $ — $ — $ — $ 14,266 $ 14,266 Total $ 2,550 $ — $ — $ — $ — $ 14,266 $ 16,816 |
Schedule of recorded investment in loans, aged by payment status and presented by class | The Company’s amortized cost basis in loans, aged by payment status and presented by class, was as follows ($ in thousands): Less Than Greater or Equal Than Total Current to 90 Days 90 Days Past Due Total As of June 30, 2024 Senior mortgages $ 3,050 $ — $ — $ — $ 3,050 Subordinate mortgages 14,757 — — — 14,757 Total $ 17,807 $ — $ — $ — $ 17,807 As of December 31, 2023 Senior mortgages $ 2,550 $ — $ — $ — $ 2,550 Subordinate mortgages 14,266 — — — 14,266 Total $ 16,816 $ — $ — $ — $ 16,816 |
Schedule of other lending investments - securities | Other lending investments— Other lending investments includes the following securities ($ in thousands): Net Net Amortized Unrealized Estimated Carrying Face Value Cost Basis Gain (Loss) Fair Value Value As of June 30, 2024 Available-for-sale securities Municipal debt securities (1) $ 13,170 $ 13,170 $ 216 $ 13,386 $ 13,386 Total $ 13,170 $ 13,170 $ 216 $ 13,386 $ 13,386 As of December 31, 2023 Available-for-Sale Securities Municipal debt securities (1) $ 4,220 $ 4,220 $ 359 $ 4,579 $ 4,579 Total $ 4,220 $ 4,220 $ 359 $ 4,579 $ 4,579 (1) In September 2023, the Company acquired two securities for $4.2 million. In February 2024, the Company acquired one security for $0.8 million. In May 2024, the Company acquired three securities for $8.2 million. |
Schedule of contractual maturities of securities | As of June 30, 2024, the contractual maturities of the Company’s securities were as follows ($ in thousands): Amortized Estimated Cost Basis Fair Value Maturities Within one year $ — $ — After one year through 5 years — — After 5 years through 10 years — — After 10 years 13,170 13,386 Total $ 13,170 $ 13,386 |
Other Investments (Tables)
Other Investments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Investments, All Other Investments [Abstract] | |
Schedule of other investments and proportionate share of earnings from equity method investments | The Company’s other investments and its proportionate share of earnings from equity investments were as follows ($ in thousands): Earnings from Earnings from Carrying Value Equity Method Investments Equity Method Investments as of For the Three Months Ended For the Six Months Ended June 30, December 31, June 30, June 30, 2024 2023 2024 2023 2024 2023 Safehold Inc. ("Safe") (1) $ 260,852 $ 316,430 $ — $ — $ — $ 1,089 Other real estate and strategic equity investments (2) — 21 — 242 — 29,127 Total $ 260,852 $ 316,451 $ — $ 242 $ — $ 30,216 (1) As of June 30, 2024, the Company owned 13.5 million shares of Safe common stock which, based on the closing price of $19.29 on June 28, 2024, had a market value of $260.9 million. The Company does not have significant influence over Safe and accounts for its investment in Safe as an equity investment under ASC 321 – Investments – Equity Securities (“ASC 321”), which requires that the Company adjust its investment in Safe to fair value through income at each reporting period. As such, the Company recognized an “Unrealized loss on equity investment” of $17.7 million and $76.3 million, respectively, in its combined and consolidated statements of operations for the three months ended June 30, 2024 and 2023, respectively. The Company recognized an “Unrealized loss on equity investment” of $55.6 million and $166.9 million, respectively, in its combined and consolidated statements of operations for the six months ended June 30, 2024 and 2023, respectively. Prior to the Spin-Off, iStar accounted for its investment in Safe as an equity method investment under ASC 323 – Investments – Equity Method and Joint Ventures (“ASC 323”) due to its ability to exercise significant influence. Pursuant to ASC 323-10-40-1, an equity method investor shall account for a share issuance by an investee as if the investor had sold a proportionate share of its investment. Any gain or loss to the investor resulting from an investee’s share issuance shall be recognized in earnings. As of December 31, 2022, the Company was allocated ownership of approximately 15.2 million shares of Safe common stock from iStar. The allocation was adjusted based upon the final terms of the Spin-Off on March 31, 2023, and the Company’s investment basis was reduced by approximately 1.8 million shares with a carrying value of approximately $65.6 million, which was adjusted against additional paid-in capital within equity. (2) For the six months ended June 30, 2023, the Company recorded $29.1 million in earnings from equity method investments primarily from the sale of properties within its equity method investments. |
Schedule of summarized investee financial information | Summarized investee financial information Revenues Expenses Net Income Attributable to Safe (1) For the Three Months Ended March 31, 2023 Safe (2) $ 78,329 $ 75,875 $ 4,682 (1) Net Income Attributable to Safe also includes earnings from equity method investments and income tax expense. (2) Prior to the Spin-Off, iStar accounted for its investment in Safe as an equity method investment under ASC 323 due to its ability to exercise significant influence. Subsequent to the Spin-Off, the Company does not have significant influence over Safe and accounts for its investment in Safe as an equity investment under ASC 321, which requires that the Company adjust its investment in Safe to fair value through income at each reporting period. |
Other Assets and Other Liabil_2
Other Assets and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Other Assets and Other Liabilities [Abstract] | |
Schedule of deferred expenses and other assets, net | Deferred expenses and other assets, net, consist of the following items ($ in thousands): As of June 30, 2024 December 31, 2023 Other assets (1) $ 9,161 $ 8,882 Operating lease right-of-use assets (2) 1,154 1,380 Restricted cash 9,310 10,051 Other receivables 3,196 1,865 Leasing costs, net (3) 85 101 Intangible assets, net (4) 151 180 Deferred expenses and other assets, net $ 23,057 $ 22,459 (1) As of June 30, 2024 and December 31, 2023, other assets primarily includes prepaid expenses and deposits for certain real estate assets. (2) Right-of use lease assets initially equal the lease liability. For operating leases, rent expense is recognized on a straight-line basis over the term of the lease and is recorded in “Real estate expense” in the Company’s combined and consolidated statements of operations. During the three months ended June 30, 2024 and 2023, the Company recognized $0.1 million and $0.1 million, respectively, in “Real estate expense” in its combined and consolidated statements of operations relating to operating leases. During the six months ended June 30, 2024 and 2023, the Company recognized $0.2 million and $0.2 million, respectively, in “Real estate expense” in its combined and consolidated statements of operations relating to operating leases. (3) Accumulated amortization of leasing costs was $0.2 million and $0.2 million as of June 30, 2024 and December 31, 2023, respectively. (4) Intangible assets, net includes above market and in-place lease assets related to the acquisition of real estate assets. Accumulated amortization on intangible assets, net was $0.2 million and $0.2 million as of June 30, 2024 and December 31, 2023, respectively. These intangible lease assets are amortized over the remaining term of the lease. As of June 30, 2024, the weighted average remaining amortization period for the Company’s intangible assets was approximately 2.6 years. |
Schedule of accounts payable, accrued expenses and other liabilities | Accounts payable, accrued expenses and other liabilities consist of the following items ($ in thousands): As of June 30, 2024 December 31, 2023 Other liabilities (1) $ 34,455 $ 35,010 Accrued expenses 11,304 5,914 Operating lease liabilities (see table above) 1,317 1,538 Accounts payable, accrued expenses and other liabilities $ 47,076 $ 42,462 (1) As of June 30, 2024, “Other liabilities” includes $20.7 million of deferred income and liabilities, $4.8 million of management fees due Safe and $6.1 million of other payables related to real estate properties. As of December 31, 2023, “Other liabilities” includes $20.1 million of deferred income and liabilities, $7.2 million of management fees due Safe and $4.9 million of other payables related to real estate properties. |
Debt Obligations, net (Tables)
Debt Obligations, net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of debt obligations | The Company’s debt obligations were as follows ($ in thousands): Carrying Value as of Stated Scheduled June 30, 2024 December 31, 2023 Interest Rates Maturity Date Debt obligations: Safe Credit Facility $ 115,000 $ 115,000 8.00 % March 2027 Margin Loan Facility (1) 85,504 81,914 SOFR plus 3.00 % March 2026 Total debt obligations 200,504 196,914 Debt discounts and deferred financing costs, net (3,295) (4,019) Total debt obligations, net (2) $ 197,209 $ 192,895 (2) In June 2024 and March 2024, the Company elected to pay interest in kind (“PIK”) of $1.8 million and $1.8 million, respectively, which was added to the principal balance on the Margin Loan Facility at such time. The applicable margin on the Margin Loan Facility increases by 25 basis points for the entirety of the interest period immediately succeeding any interest period with respect to which the Company makes a PIK election. (3) During the three and six months ended June 30, 2024, the Company capitalized interest expense on qualifying real estate assets of $0.5 million and $1.0 million, respectively. During the three and six months ended June 30, 2023, the Company capitalized interest expense on qualifying real estate assets of $0.6 million and $1.0 million, respectively. |
Schedule of future scheduled maturities of outstanding debt obligations | Future Scheduled Maturities 2024 (remaining six months) $ — 2025 — 2026 85,504 2027 115,000 2028 — Thereafter — Total principal maturities 200,504 Unamortized discounts and deferred financing costs, net (3,295) Total debt obligations, net $ 197,209 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum lease obligations operating leases | Commitments Future minimum lease obligations under non-cancelable operating leases as of June 30, 2024 are as follows ($ in thousands): (1) 2024 (remaining six months) $ 243 2025 486 2026 486 2027 162 2028 — Thereafter — Total undiscounted cash flows 1,377 Present value discount (1) (60) Lease liabilities $ 1,317 (1) The lease liability equals the present value of the minimum rental payments due under the lease discounted at the rate implicit in the lease or the Company’s incremental secured borrowing rate for similar collateral. For operating leases, lease liabilities were discounted at inception at the Company’s weighted average incremental secured borrowing rate for similar collateral estimated to be 3.0% and the weighted average remaining lease term is 2.8 years. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of reconciliation of income (loss) from continuing operations used in the basic and diluted EPS calculations | The following table presents a reconciliation of income from operations used in the basic and diluted earnings per share (“EPS”) calculations ($ in thousands, except for per share data): For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Net income (loss) $ (27,952) $ (89,934) $ (76,948) $ (180,674) Net (income) loss from operations attributable to noncontrolling interests 837 (27) 852 (2) Net income (loss) allocable to common shareholders $ (27,115) $ (89,961) $ (76,096) $ (180,676) |
Schedule of earnings per share allocable to common shares | For the Three Months Ended June 30, For the Six Months Ended June 30, 2024 2023 2024 2023 Earnings allocable to common shares: Numerator for basic and diluted earnings per share: Net income (loss) allocable to common shareholders $ (27,115) $ (89,961) $ (76,096) $ (180,676) Denominator for basic and diluted earnings per share: (1) Weighted average common shares outstanding for basic and diluted earnings per common share 13,320 13,320 13,320 13,320 Basic and diluted earnings per common share: Net income (loss) allocable to common shareholders $ (2.04) $ (6.75) $ (5.71) $ (13.56) (1) For periods presented prior to the Spin-Off, the weighted average shares outstanding for the EPS calculation assumes the pro rata distribution of 0.153 common shares of the Company’s common stock for each outstanding share of iStar Common Stock on the record date of the distribution were issued and outstanding. |
Fair Values (Tables)
Fair Values (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities recorded at fair value on a recurring and non-recurring basis | The following fair value hierarchy table summarizes the Company’s assets recorded at fair value on a recurring or non-recurring basis by the above categories as of June 30, 2024 and December 31, 2023 ($ in thousands): Fair Value Using Quoted market Significant prices in other Significant active observable unobservable markets inputs inputs Total (Level 1) (Level 2) (Level 3) As of June 30, 2024 Recurring basis: Available-for-sale debt securities (1) $ 13,386 $ — $ — $ 13,386 Other investments (refer to Note 7) 260,852 260,852 — — As of December 31, 2023 Non-recurring basis: Available-for-sale debt securities (1) $ 4,579 $ — $ — $ 4,579 Other investments (refer to Note 7) 316,430 316,430 — — (1) The fair value of the Company’s available-for-sale debt securities are based upon unadjusted third-party broker quotes and are classified as Level 3. |
Summary of changes in Level 3 available-for-sale securities reported at fair value | The following table summarizes changes in Level 3 available-for-sale securities reported at fair value on the Company’s combined and consolidated balance sheets for the six months ended June 30, 2024 ($ in thousands): Beginning balance $ 4,579 Purchases 8,950 Unrealized gain (loss) recorded in other comprehensive income (loss) (143) Ending balance $ 13,386 |
Schedule of carrying value and fair value of financial instruments | Fair values of financial instruments— As of June 30, 2024 As of December 31, 2023 Carrying Fair Carrying Fair Value Value Value Value Assets Loans receivable and other lending investments, net (1) $ 31 $ 28 $ 21 $ 17 Equity investment in Safe (2) 261 261 316 316 Cash and cash equivalents (3) 48 48 51 51 Restricted cash (3) 9 9 10 10 Liabilities Debt obligations, net (1) 197 201 193 193 (1) The fair value of the Company’s loans receivable and other lending investments, net and debt obligations are classified as Level 3 within the fair value hierarchy. (2) The fair value of the Company’s investment in approximately 13.5 million shares of Safe common stock is classified as Level 1 within the fair value hierarchy, and is included within “Other investments” on the Company’s balance sheet. (3) The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values. Restricted cash is recorded in “Deferred expenses and other assets, net” on the Company’s balance sheet. The fair value of the Company’s cash and cash equivalents and restricted cash are classified as Level 1 within the fair value hierarchy. |
Business and Organization (Deta
Business and Organization (Details) | 6 Months Ended | ||
Jun. 30, 2024 segment | Jun. 30, 2023 shares | Mar. 31, 2023 shares | |
Business and Organization | |||
Number of shares of common stock in Safehold, Inc. received in Spin-off | 13,522,651 | ||
Percentage of common shares of beneficial interest distributed at Spin-off | 100% | ||
Pro rata distribution of common shares issued for each outstanding share of iStar common share at Spin-off. | 0.153 | 0.153 | |
Number of operating segments | segment | 1 |
Basis of Presentation and Pri_3
Basis of Presentation and Principles of Consolidation -Basis of Presentation (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
General and administrative expenses allocated from iStar | $ 14.1 |
Interest expense allocated from iStar | 8 |
General and Administrative | |
Stock-based compensation expense allocated from iStar | $ 1.8 |
Basis of Presentation and Pri_4
Basis of Presentation and Principles of Consolidation - VIEs (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | |||
Real estate | ||||||
Real estate, at cost | [1] | $ 97,907 | $ 97,481 | |||
Less: accumulated depreciation | [1] | (23,863) | (22,075) | |||
Real estate, net | [1] | 74,044 | 75,406 | |||
Real estate available and held for sale | [1] | 1,746 | ||||
Total real estate | [1] | 75,790 | 75,406 | |||
Land and development, net | [1] | 160,829 | 181,394 | |||
Cash and cash equivalents | 48,277 | [1] | 50,663 | [1] | $ 54,944 | |
Accrued interest and operating lease income receivable, net | [1] | 624 | 929 | |||
Deferred operating lease income receivable, net | [1] | 930 | 997 | |||
Deferred expenses and other assets, net | [1] | 23,057 | 22,459 | |||
Total assets | [1] | 601,040 | 669,197 | |||
LIABILITIES | ||||||
Accounts payable, accrued expenses and other liabilities | [1],[2] | 47,076 | 42,462 | |||
Debt obligations, net | [1] | 197,209 | 192,895 | |||
Total liabilities | [1] | 244,285 | 235,357 | |||
Carrying value of investment | [1] | 260,852 | 316,451 | |||
Consolidated VIEs | ||||||
Real estate | ||||||
Real estate, at cost | 95,108 | 94,682 | ||||
Less: accumulated depreciation | (23,045) | (21,349) | ||||
Real estate, net | 72,063 | 73,333 | ||||
Real estate available and held for sale | 1,746 | |||||
Total real estate | 73,809 | 73,333 | ||||
Land and development, net | 89,096 | 108,284 | ||||
Cash and cash equivalents | 15,797 | 31,479 | ||||
Accrued interest and operating lease income receivable, net | 24 | |||||
Deferred expenses and other assets, net | 7,158 | 8,758 | ||||
Total assets | 185,860 | 221,878 | ||||
LIABILITIES | ||||||
Total liabilities | $ 31,007 | $ 23,600 | ||||
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). As of June 30, 2024 and December 31, 2023, includes $4.8 million and $7.2 million, respectively, of management fees due to Safe (refer to Note 1). |
Real Estate - Schedule of Real
Real Estate - Schedule of Real Estate Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | |
Real Estate Properties [Line Items] | |||
Less: accumulated depreciation | [1] | $ (23,863) | $ (22,075) |
Real estate, net | [1] | 74,044 | 75,406 |
Real estate available and held for sale | [1] | 1,746 | |
Total real estate | [1] | 75,790 | 75,406 |
Operating properties | |||
Real Estate Properties [Line Items] | |||
Land, at cost | 5,570 | 5,570 | |
Buildings and improvements, at cost | 92,337 | 91,911 | |
Less: accumulated depreciation | (23,863) | (22,075) | |
Real estate, net | 74,044 | 75,406 | |
Real estate available and held for sale | 1,746 | ||
Total real estate | $ 75,790 | $ 75,406 | |
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Real Estate - Tenant Reimbursem
Real Estate - Tenant Reimbursements (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Real Estate [Abstract] | ||||
Tenant expense reimbursements | $ 0.4 | $ 0.4 | $ 0.8 | $ 0.8 |
Real Estate - Allowance for Dou
Real Estate - Allowance for Doubtful Accounts (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Real Estate Tenant Receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowance for doubtful accounts receivable | $ 0.1 | $ 0.1 |
Real Estate - Future Minimum Op
Real Estate - Future Minimum Operating Lease Payments (Details) - Operating properties $ in Thousands | Jun. 30, 2024 USD ($) |
Real Estate Properties [Line Items] | |
2024 (remaining six months) | $ 2,169 |
2025 | 4,310 |
2026 | 4,225 |
2027 | 1,578 |
2028 | 242 |
Thereafter | $ 875 |
Land and Development (Schedule
Land and Development (Schedule of Land and Development Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | |
Real Estate Properties [Line Items] | |||
Total land and development, net | [1] | $ 160,829 | $ 181,394 |
Land and development asset | |||
Real Estate Properties [Line Items] | |||
Land and land development, at cost | 173,221 | 193,360 | |
Less: accumulated depreciation | (12,392) | (11,966) | |
Total land and development, net | $ 160,829 | $ 181,394 | |
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Land and Development (Dispositi
Land and Development (Dispositions and Impairments) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Real Estate Properties [Line Items] | ||||||
Revenues | $ 30,551 | $ 25,480 | $ 55,986 | $ 42,266 | ||
Noncontrolling interests | [1] | $ 22,286 | 21,440 | 21,440 | ||
Venture | ||||||
Real Estate Properties [Line Items] | ||||||
Amount of funded mezzanine loan | 10,600 | |||||
Completion and carry guaranty | 80,000 | |||||
Third party capital contributions | 21,000 | |||||
Deferred profit interest | 3,000 | |||||
Noncontrolling interests | $ 21,000 | |||||
Land development revenue | ||||||
Real Estate Properties [Line Items] | ||||||
Revenues | 15,701 | 11,818 | 32,316 | 21,382 | ||
Cost of sales expense | $ 19,007 | $ 12,356 | $ 31,353 | $ 22,332 | ||
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Loans Receivable and Other Le_3
Loans Receivable and Other Lending Investments, net - Loans Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Gross carrying value of loans | $ 17,807 | $ 16,816 | |||||
Other lending investments | 13,386 | 4,579 | |||||
Total gross carrying value of loans receivable and other lending investments | 31,193 | 21,395 | |||||
Allowance for loan losses | (512) | (497) | |||||
Total loans receivable and other lending investments, net | [1] | 30,681 | 20,898 | ||||
Accrued Interest And Operating Lease Income Receivable, Net | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Accrued interest | 400 | 200 | |||||
Senior mortgages | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Gross carrying value of loans | 3,050 | 2,550 | |||||
Subordinate mortgages | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Gross carrying value of loans | 14,757 | 14,266 | |||||
Loans | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Gross carrying value of loans | 17,807 | 16,816 | |||||
Allowance for loan losses | (512) | $ (514) | (497) | $ (389) | $ (380) | $ (437) | |
Loans | Senior mortgages | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Gross carrying value of loans | 3,050 | 2,550 | |||||
Loans | Subordinate mortgages | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Gross carrying value of loans | 14,757 | 14,266 | |||||
Other lending investments | Available-for-sale debt securities | |||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||
Other lending investments | $ 13,386 | $ 4,579 | |||||
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Loans Receivable and Other Le_4
Loans Receivable and Other Lending Investments, net - Allowance for Loan Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Financing Receivables | ||||
Allowance for loan losses at beginning of period | $ 497 | |||
Provision for (recovery of) loan losses | $ (2) | $ (69) | 15 | $ 1,632 |
Allowance for loan losses at end of period | 512 | 512 | ||
Total | ||||
Allowance for loan losses at beginning of period | 514 | 458 | 497 | 925 |
Provision for (recovery of) loan losses | (2) | (69) | 15 | (536) |
Allowance for loan losses at end of period | 512 | 389 | 512 | 389 |
Provision for (recovery of) loan losses | 2 | 100 | 15 | 1,600 |
Loss on sale of loan receivable | 2,200 | |||
Construction Loans | ||||
Financing Receivables | ||||
Allowance for loan losses at beginning of period | 78 | 92 | ||
Provision for (recovery of) loan losses | (78) | (92) | ||
Loans | ||||
Financing Receivables | ||||
Allowance for loan losses at beginning of period | 514 | 380 | 497 | 437 |
Provision for (recovery of) loan losses | (2) | 9 | 15 | (48) |
Allowance for loan losses at end of period | $ 512 | $ 389 | $ 512 | 389 |
Specific receivables | ||||
Financing Receivables | ||||
Allowance for loan losses at beginning of period | 396 | |||
Provision for (recovery of) loan losses | $ (396) |
Loans Receivable and Other Le_5
Loans Receivable and Other Lending Investments, net - Investment in Loans and Associated Allowance for Loan Losses (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Investment in loans | ||
Loans | $ 17,807 | $ 16,816 |
Allowance for loan losses | (512) | (497) |
Collectively Evaluated for Impairment | ||
Investment in loans | ||
Loans | 17,807 | 16,816 |
Allowance for loan losses | (512) | (497) |
Total | $ 17,295 | $ 16,319 |
Loans Receivable and Other Le_6
Loans Receivable and Other Lending Investments, net - Credit Characteristics for Performing Loans (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Total | $ 17,807 | $ 16,816 |
Senior mortgages | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Total | 3,050 | 2,550 |
Subordinate mortgages | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Total | 14,757 | 14,266 |
Performing Financial Instruments | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 2,550 |
1 Year Prior | 3,050 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 14,757 | 14,266 |
Total | 17,807 | 16,816 |
Performing Financial Instruments | Senior mortgages | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 2,550 |
1 Year Prior | 3,050 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 3,050 | 2,550 |
Performing Financial Instruments | Senior mortgages | Risk Rating 1.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Senior mortgages | Risk Rating 1.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Senior mortgages | Risk Rating 2.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Senior mortgages | Risk Rating 2.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Senior mortgages | Risk Rating 3.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 2,550 |
1 Year Prior | 3,050 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 3,050 | 2,550 |
Performing Financial Instruments | Senior mortgages | Risk Rating 3.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Senior mortgages | Risk Rating 4.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Senior mortgages | Risk Rating 4.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Senior mortgages | Risk Rating 5.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 14,757 | 14,266 |
Total | 14,757 | 14,266 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 1.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 1.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 2.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 2.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 3.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 14,757 | 14,266 |
Total | 14,757 | 14,266 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 3.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 4.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 4.5 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | 0 | 0 |
Performing Financial Instruments | Subordinate mortgages | Risk Rating 5.0 | ||
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating | ||
Current | 0 | 0 |
1 Year Prior | 0 | 0 |
2 Years Prior | 0 | 0 |
3 Years Prior | 0 | 0 |
4 Years Prior | 0 | 0 |
5 Years or More Prior | 0 | 0 |
Total | $ 0 | $ 0 |
Loans Receivable and Other Le_7
Loans Receivable and Other Lending Investments, net - Credit Characteristics by Payment Status (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Recorded investment in loans, aged by payment status and presented by class | ||
Total | $ 17,807 | $ 16,816 |
Past Due | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Greater Than 90 Days | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Less Than and Equal to 90 Days | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Current | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 17,807 | 16,816 |
Senior mortgages | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 3,050 | 2,550 |
Senior mortgages | Past Due | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Senior mortgages | Greater Than 90 Days | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Senior mortgages | Less Than and Equal to 90 Days | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Senior mortgages | Current | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 3,050 | 2,550 |
Subordinate mortgages | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 14,757 | 14,266 |
Subordinate mortgages | Past Due | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Subordinate mortgages | Greater Than 90 Days | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Subordinate mortgages | Less Than and Equal to 90 Days | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | 0 | 0 |
Subordinate mortgages | Current | ||
Recorded investment in loans, aged by payment status and presented by class | ||
Total | $ 14,757 | $ 14,266 |
Loans Receivable and Other Le_8
Loans Receivable and Other Lending Investments, net - Loan Receivable Held for Sale and Other Lending Investments (Details) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
May 31, 2024 USD ($) security | Feb. 29, 2024 USD ($) security | Sep. 30, 2023 USD ($) security | Jun. 30, 2024 USD ($) | Dec. 31, 2023 USD ($) | |
Other lending investments | |||||
Face Value | $ 13,170 | $ 4,220 | |||
Amortized Cost Basis | 13,170 | 4,220 | |||
Net Unrealized Gain (Loss) | $ 216 | $ 359 | |||
Debt Securities, Available-for-Sale, Type [Extensible Enumeration] | us-gaap:MunicipalNotesMember | us-gaap:MunicipalNotesMember | |||
Number of securities acquired | security | 3 | 1 | 2 | ||
Securities acquired during the period | $ 8,200 | $ 800 | $ 4,200 | ||
Carrying Value | |||||
Other lending investments | |||||
Net Carrying Value | $ 13,386 | $ 4,579 | |||
Fair Value | |||||
Other lending investments | |||||
Net Carrying Value | $ 13,386 | $ 4,579 |
Loans Receivable and Other Le_9
Loans Receivable and Other Lending Investments, net (Maturities of Company Securities) (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Amortized Cost Basis | ||
After 10 years | $ 13,170 | |
Amortized Cost Basis | 13,170 | $ 4,220 |
Estimated Fair Value | ||
After 10 years | 13,386 | |
Total | $ 13,386 |
Other Investments (Schedule of
Other Investments (Schedule of Other Investments) (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | ||
Schedule of Equity Method Investments [Line Items] | ||||||||
Carrying value | $ 260,852 | $ 260,852 | $ 316,451 | |||||
Other investments | [1] | 260,852 | 260,852 | 316,451 | ||||
Earnings from equity method investments | $ 242 | $ 30,216 | ||||||
Safehold Inc. | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Carrying value | $ 260,852 | $ 260,852 | 316,430 | |||||
Earnings from equity method investments | 1,089 | |||||||
Number of shares owned (in shares) | 13.5 | 13.5 | ||||||
Closing price (in dollars per share) | $ 19.29 | $ 19.29 | ||||||
Market value | $ 260,900 | $ 260,900 | ||||||
Unrealized loss on equity investment | $ 17,700 | 76,300 | $ 55,600 | 166,900 | ||||
Shares of SAFE allocated from iStar | 15.2 | |||||||
Reduction to allocated shares of affiliate based on final terms of Spin-Off | 1.8 | |||||||
Carrying value of the adjusted shares of SAFE allocated per final terms of Spin-Off agreement | $ 65,600 | |||||||
Other real estate and strategic equity investments | ||||||||
Schedule of Equity Method Investments [Line Items] | ||||||||
Carrying value | $ 21 | |||||||
Earnings from equity method investments | $ 242 | $ 29,127 | ||||||
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Other Investments (Safehold Inc
Other Investments (Safehold Inc) (Details) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Safehold Inc. | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Number of shares owned (in shares) | 13.5 | 13.5 | |||
Equity interest | 18.90% | 18.90% | |||
Safehold Inc. | Maximum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Beneficial ownership percentage under which restrictive voting requirements no longer apply | 7.50% | ||||
Percentage of ownership threshold under which registration rights will terminate. | 2% | ||||
Safehold Management Services | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Management fees | $ 3.8 | $ 7.2 | $ 10 | $ 7.2 | |
Safehold Management Services | Affiliated entity | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Annual management fee - Year 1 | $ 25 | ||||
Annual management fee - Year 2 | 15 | ||||
Annual management fee - Year 3 | 10 | ||||
Annual management fee - Year 4 | $ 5 | ||||
Annual management fee percent of gross book value, year five and thereafter | 2% | ||||
Notice required to terminate management agreement with cause | 30 days | ||||
Percentage approval of independent directors to terminate management agreement without cause | 66.70% | ||||
Termination fee, termination without cause | $ 50 | ||||
Termination fee due to liquidation of consolidated assets after third anniversary of agreement | 0 | ||||
Termination fee due to reduction in consolidated assets - Year 1 | 30 | ||||
Termination fee due to reduction in consolidated assets - Year 2 | 15 | ||||
Termination fee due to reduction in consolidated assets - Year 3 | $ 5 | ||||
Safehold Management Services | Affiliated entity | Minimum | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Notice required to terminate management agreement without cause | 180 days |
Other Investments (Other Real E
Other Investments (Other Real Estate Equity Investments) (Details) - Operating properties and land and development venture - Other real estate and strategic equity investments | 12 Months Ended |
Dec. 31, 2023 property | |
Schedule of Equity Method Investments [Line Items] | |
Number of operating properties | 2 |
Equity interest | 95% |
Other Investments (Summarized I
Other Investments (Summarized Investee Financial Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Schedule of Equity Method Investments [Line Items] | |||||
Revenues | $ 30,551 | $ 25,480 | $ 55,986 | $ 42,266 | |
Expenses | 40,788 | 38,348 | 77,354 | 85,184 | |
Net Income (Loss) | $ (27,115) | $ (89,961) | $ (76,096) | $ (180,676) | |
Safehold Inc. | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Revenues | $ 78,329 | ||||
Expenses | 75,875 | ||||
Net Income (Loss) | $ 4,682 |
Other Assets and Other Liabil_3
Other Assets and Other Liabilities (Deferred Expenses and Other Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | ||
Real Estate Properties [Line Items] | ||||||
Other assets | $ 9,161 | $ 9,161 | $ 8,882 | |||
Operating lease right-of-use assets | 1,154 | 1,154 | 1,380 | |||
Restricted cash | 9,310 | 9,310 | 10,051 | |||
Other receivables | 3,196 | 3,196 | 1,865 | |||
Leasing costs, net | 85 | 85 | 101 | |||
Intangible assets, net | 151 | 151 | 180 | |||
Deferred expenses and other assets, net | [1] | 23,057 | 23,057 | 22,459 | ||
Intangible assets, accumulated amortization | 200 | $ 200 | 200 | |||
Weighted average amortization period | 2 years 7 months 6 days | |||||
Accumulated amortization on leasing costs | $ 200 | $ 200 | $ 200 | |||
Operating Lease, Right-of-Use Asset, Statement of Financial Position | Deferred expenses and other assets, net | Deferred expenses and other assets, net | Deferred expenses and other assets, net | |||
Real Estate Expense | ||||||
Real Estate Properties [Line Items] | ||||||
Operating lease expense | $ 100 | $ 100 | $ 200 | $ 200 | ||
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Other Assets and Other Liabil_4
Other Assets and Other Liabilities (Schedule of Other Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | |
Other Assets and Other Liabilities [Abstract] | |||
Other liabilities | $ 34,455 | $ 35,010 | |
Accrued expenses | 11,304 | 5,914 | |
Operating lease liabilities | 1,317 | 1,538 | |
Accounts payable, accrued expenses and other liabilities | [1],[2] | 47,076 | 42,462 |
Deferred income | 20,700 | 20,100 | |
Management fees due SAFE | 4,800 | 7,200 | |
Other payables related to real estate properties | $ 6,100 | $ 4,900 | |
Operating Lease, Liability, Statement of Financial Position | Accounts payable, accrued expenses and other liabilities | Accounts payable, accrued expenses and other liabilities | |
[1] As of June 30, 2024 and December 31, 2023, includes $4.8 million and $7.2 million, respectively, of management fees due to Safe (refer to Note 1). Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Debt Obligations, net (Schedule
Debt Obligations, net (Schedule of Debt) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Mar. 31, 2023 | ||
Debt Instrument [Line Items] | ||||||||||
Total debt obligations, net | [1] | $ 197,209 | $ 197,209 | $ 197,209 | $ 192,895 | |||||
Interest costs capitalized | 500 | $ 600 | 1,000 | $ 1,000 | ||||||
Secured Debt | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Total debt obligations | 200,504 | 200,504 | 200,504 | 196,914 | ||||||
Debt discounts and deferred financing costs, net | (3,295) | (3,295) | (3,295) | (4,019) | ||||||
Total debt obligations, net | 197,209 | 197,209 | 197,209 | 192,895 | ||||||
Secured Debt | Safe Credit Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Total debt obligations | $ 115,000 | $ 115,000 | $ 115,000 | $ 115,000 | ||||||
Stated interest rate | 8% | 8% | 8% | 8% | ||||||
Secured Debt | Safe Credit Facility | Safehold Inc. | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Stated interest rate | 8% | |||||||||
Secured Debt | Margin Loan Facility | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Total debt obligations | $ 85,504 | $ 85,504 | $ 85,504 | $ 81,914 | ||||||
Paid-in-kind interest on debt obligations | $ 1,800 | $ 1,800 | ||||||||
Increase in basis point spread for the period immediately succeeding a period in which the Company makes a PIK election. | 0.25% | 0.25% | ||||||||
Secured Debt | Margin Loan Facility | SOFR | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Basis point spread on variable interest rate | 3% | 3% | ||||||||
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Debt Obligations, net (Future S
Debt Obligations, net (Future Scheduled Maturities) (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | |
Maturities of Long-term Debt [Abstract] | |||
Total debt obligations, net | [1] | $ 197,209 | $ 192,895 |
Secured Debt | |||
Maturities of Long-term Debt [Abstract] | |||
2024 (remaining six months) | 0 | ||
2025 | 0 | ||
2026 | 85,504 | ||
2027 | 115,000 | ||
2028 | 0 | ||
Thereafter | 0 | ||
Total principal maturities | 200,504 | 196,914 | |
Unamortized discounts and deferred financing costs, net | (3,295) | (4,019) | |
Total debt obligations, net | $ 197,209 | $ 192,895 | |
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Debt Obligations, net (Secured
Debt Obligations, net (Secured Term Loan and Credit Facility Narrative) (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 15 Months Ended | ||||
Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) item | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) | |
Safehold Inc. | Interest expense - related party | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Interest expense | $ 2.4 | $ 2.4 | $ 4.7 | $ 2.4 | |||||
Loan Payable to iStar | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument, face amount | $ 125 | $ 125 | |||||||
Stated interest rate | 8% | 8% | |||||||
Interest expense | $ 2.5 | ||||||||
Senior Construction Mortgage Loan | Venture | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument, face amount | $ 80 | $ 80 | |||||||
Debt instrument term extension, number of option | item | 1 | ||||||||
Debt instrument extension term | 12 months | ||||||||
Debt instrument term extension option fees | 1% | ||||||||
Debt instrument origination fees | 1% | ||||||||
Debt instrument exit fees | 1.85% | ||||||||
Debt instrument term | 3 years | ||||||||
Senior Construction Mortgage Loan | SOFR | Venture | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument floor rate | 3.65% | ||||||||
Basis point spread on variable interest rate | 6.85% | ||||||||
Secured Debt | Safe Credit Facility | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Stated interest rate | 8% | 8% | 8% | 8% | 8% | ||||
Secured Debt | Safe Credit Facility | Safehold Inc. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Stated interest rate | 8% | 8% | |||||||
Interest rate when any loan remains outstanding under an incremental facility available under the Safe Credit Facility | 10% | 10% | |||||||
Commitment fees paid | $ 0.6 | ||||||||
Secured Debt | Term Loan | Safehold Inc. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument, face amount | 115 | $ 115 | |||||||
Secured Debt | Incremental Borrowing Facility | Safehold Inc. | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Maximum borrowing capacity | 25 | 25 | |||||||
Secured Debt | Margin Loan Facility | SOFR | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Basis point spread on variable interest rate | 3% | 3% | |||||||
Secured Debt | Margin Loan Facility | Morgan Stanley | |||||||||
Line of Credit Facility [Line Items] | |||||||||
Debt instrument, face amount | $ 140 | $ 140 | |||||||
Debt instrument term | 3 years | ||||||||
Loan proceeds used to extinguish senior unsecured notes | $ 88 | ||||||||
Repayment of principal | $ 60 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Operating | ||
2024 (remaining six months) | $ 243 | |
2025 | 486 | |
2026 | 486 | |
2027 | 162 | |
2028 | 0 | |
Thereafter | 0 | |
Total undiscounted cash flows | 1,377 | |
Present value discount | (60) | |
Lease liabilities | $ 1,317 | $ 1,538 |
Operating leases, weighted average incremental borrowing rate, discount rate (percent) | 3% | |
Operating leases, weighted average lease term (in years) | 2 years 9 months 18 days |
Equity (Details)
Equity (Details) | 6 Months Ended | |||
Jun. 30, 2024 class shares | Dec. 31, 2023 shares | Jun. 30, 2023 shares | Mar. 31, 2023 shares | |
Equity | ||||
Percentage of common shares of beneficial interest distributed at Spin-off | 100% | |||
Pro rata distribution of common shares issued for each outstanding share of iStar common share at Spin-off. | 0.153 | 0.153 | ||
Number of classes of common stock | class | 1 | |||
Common Stock, shares outstanding (in shares) | 13,319,552 | 13,320,000 |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Earnings Per Share [Abstract] | ||||
Net income (loss) | $ (27,952) | $ (89,934) | $ (76,948) | $ (180,674) |
Net (income) loss attributable to noncontrolling interests | 837 | (27) | 852 | (2) |
Net income (loss) allocable to common shareholders | $ (27,115) | $ (89,961) | $ (76,096) | $ (180,676) |
Earnings Per Share (Earnings Al
Earnings Per Share (Earnings Allocable to Common Shares) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | |
Numerator for basic and diluted earnings per share: | |||||
Net income (loss) allocable to common shareholders - Basic | $ (27,115) | $ (89,961) | $ (76,096) | $ (180,676) | |
Net income (loss) allocable to common shareholders - Diluted | $ (27,115) | $ (89,961) | $ (76,096) | $ (180,676) | |
Denominator for basic and diluted earnings per share: | |||||
Weighted average common shares outstanding for basic earnings per common share | 13,320,000 | 13,320,000 | 13,320,000 | 13,320,000 | |
Weighted average common shares outstanding for diluted earnings per common share | 13,320,000 | 13,320,000 | 13,320,000 | 13,320,000 | |
Basic and diluted earnings per common share: | |||||
Net income (loss) allocable to common shareholders - Basic | $ (2.04) | $ (6.75) | $ (5.71) | $ (13.56) | |
Net income (loss) allocable to common shareholders - Diluted | $ (2.04) | $ (6.75) | $ (5.71) | $ (13.56) | |
Pro rata distribution of common shares issued for each outstanding share of iStar common share at Spin-off. | 0.153 | 0.153 | 0.153 |
Fair Values (Schedule of Fair V
Fair Values (Schedule of Fair Value Measurement) (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 | |
Assets and liabilities recorded at fair value | |||
Other investments | [1] | $ 260,852 | $ 316,451 |
Fair Value | |||
Assets and liabilities recorded at fair value | |||
Available-for-sale securities | 13,386 | 4,579 | |
Recurring Basis | Significant unobservable inputs (Level 3) | |||
Assets and liabilities recorded at fair value | |||
Available-for-sale securities | 13,386 | 4,579 | |
Recurring Basis | Fair Value | |||
Assets and liabilities recorded at fair value | |||
Available-for-sale securities | 13,386 | ||
Other investments | 260,852 | ||
Recurring Basis | Fair Value | Quoted market prices in active markets (Level 1) | |||
Assets and liabilities recorded at fair value | |||
Other investments | 260,852 | ||
Recurring Basis | Fair Value | Significant unobservable inputs (Level 3) | |||
Assets and liabilities recorded at fair value | |||
Available-for-sale securities | $ 13,386 | ||
Non-recurring Basis | Fair Value | |||
Assets and liabilities recorded at fair value | |||
Available-for-sale securities | 4,579 | ||
Other investments | 316,430 | ||
Non-recurring Basis | Fair Value | Quoted market prices in active markets (Level 1) | |||
Assets and liabilities recorded at fair value | |||
Other investments | 316,430 | ||
Non-recurring Basis | Fair Value | Significant unobservable inputs (Level 3) | |||
Assets and liabilities recorded at fair value | |||
Available-for-sale securities | $ 4,579 | ||
[1] Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”). |
Fair Values - (Available-For-Sa
Fair Values - (Available-For-Sale Securities) (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
May 31, 2024 | Feb. 29, 2024 | Sep. 30, 2023 | Jun. 30, 2024 | Dec. 31, 2023 | |
Assets and liabilities recorded at fair value | |||||
Purchases | $ 8,200 | $ 800 | $ 4,200 | ||
Unrealized losses recorded in other comprehensive income (loss) | $ 216 | $ 359 | |||
Recurring Basis | Significant unobservable inputs (Level 3) | |||||
Assets and liabilities recorded at fair value | |||||
Beginning balance | 4,579 | ||||
Purchases | 8,950 | ||||
Unrealized losses recorded in other comprehensive income (loss) | (143) | ||||
Ending balance | $ 13,386 | $ 4,579 |
Fair Values - (Carrying Value a
Fair Values - (Carrying Value and Fair Value of Financial Instruments) (Details) - USD ($) $ in Thousands, shares in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Book and estimated fair values of financial instruments | ||
Equity method investments | $ 260,852 | $ 316,451 |
Safehold Inc. | ||
Book and estimated fair values of financial instruments | ||
Equity method investments | $ 260,852 | 316,430 |
Number of shares owned (in shares) | 13.5 | |
Carrying Value | ||
Book and estimated fair values of financial instruments | ||
Loans receivable and other lending investments | $ 31 | 21 |
Cash and cash equivalents | 48 | 51 |
Restricted cash | 9 | 10 |
Debt obligations, net | 197 | 193 |
Carrying Value | Safehold Inc. | ||
Book and estimated fair values of financial instruments | ||
Equity method investments | 261 | 316 |
Fair Value | ||
Book and estimated fair values of financial instruments | ||
Loans receivable and other lending investments | 28 | 17 |
Cash and cash equivalents | 48 | 51 |
Restricted cash | 9 | 10 |
Debt obligations, net | 201 | 193 |
Fair Value | Safehold Inc. | ||
Book and estimated fair values of financial instruments | ||
Equity method investments | $ 261 | $ 316 |