Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 20, 2024 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2024 | |
Entity File Number | 001-42113 | |
Entity Registrant Name | Seaport Entertainment Group Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 99-0947924 | |
Entity Address State Or Province | NY | |
Entity Address, Address Line One | 199 Water Street | |
Entity Address, Adress Line Two | 28th Floor | |
Entity Address, City or Town | New York | |
Entity Address, Postal Zip Code | 10038 | |
City Area Code | 212 | |
Local Phone Number | 732-8257 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | SEG | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 5,521,884 | |
Entity Central Index Key | 0002009684 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Combined Balance Shee
Condensed Combined Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
ASSETS | ||
Buildings and equipment | $ 533,432 | $ 528,299 |
Less: accumulated depreciation | (210,819) | (203,208) |
Land | 9,497 | 9,497 |
Developments | 99,848 | 102,874 |
Net investment in real estate | 431,958 | 437,462 |
Investments in unconsolidated ventures | 36,396 | 37,459 |
Cash and cash equivalents | 3,344 | 1,834 |
Restricted cash | 42,232 | 42,011 |
Accounts receivable, net | 11,282 | 13,672 |
Deferred expenses, net | 4,246 | 4,379 |
Operating lease right-of-use assets, net | 39,659 | 40,884 |
Other assets, net | 40,978 | 39,112 |
Total assets | 610,095 | 616,813 |
LIABILITIES | ||
Mortgages payable, net | 155,075 | 155,628 |
Operating lease obligations | 47,876 | 48,153 |
Accounts payable and other liabilities | 26,413 | 28,139 |
Total liabilities | 229,364 | 231,920 |
EQUITY | ||
Net parent investment | 380,731 | 384,893 |
Total equity | 380,731 | 384,893 |
Total liabilities and equity | $ 610,095 | $ 616,813 |
Condensed Combined Statements o
Condensed Combined Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
REVENUES | ||||
Total revenues | $ 33,941 | $ 37,541 | $ 48,595 | $ 52,289 |
EXPENSES | ||||
Operating costs | 12,921 | 10,874 | 22,825 | 20,011 |
Provision for (recovery of) doubtful accounts | 1,307 | 6 | 2,260 | (13) |
General and administrative | 18,613 | 7,037 | 35,167 | 12,493 |
Depreciation and amortization | 5,333 | 13,170 | 13,407 | 26,400 |
Other | (382) | 21 | ||
Total expenses | 59,085 | 54,146 | 104,999 | 95,222 |
OTHER | ||||
Other income (loss), net | (91) | (18) | (83) | 3 |
Total other | (91) | (18) | (83) | 3 |
Operating loss | (25,235) | (16,623) | (56,487) | (42,930) |
Interest expense, net | (3,210) | (627) | (5,756) | (1,257) |
Equity in losses from unconsolidated ventures and distributions | (6,552) | (10,896) | (16,832) | (21,716) |
Loss before income taxes | (34,997) | (28,146) | (79,075) | (65,903) |
Income tax (benefit) expense | 0 | 0 | 0 | 0 |
Net loss | (34,997) | (28,146) | (79,075) | (65,903) |
Sponsorships, events, and entertainment | ||||
REVENUES | ||||
Total revenues | 18,651 | 22,080 | 22,831 | 26,161 |
EXPENSES | ||||
Cost of revenue | 12,544 | 14,834 | 17,405 | 20,822 |
Hospitality | ||||
REVENUES | ||||
Total revenues | 8,914 | 9,734 | 12,918 | 14,956 |
EXPENSES | ||||
Cost of revenue | 8,367 | 8,607 | 13,935 | 15,488 |
Rental | ||||
REVENUES | ||||
Total revenues | 6,317 | $ 5,727 | 12,764 | 11,169 |
Other | ||||
REVENUES | ||||
Total revenues | $ 59 | $ 82 | $ 3 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||||
Net loss | $ (34,997) | $ (28,146) | $ (79,075) | $ (65,903) | |
Adjustments to reconcile net loss to cash used in operating activities: | |||||
Depreciation | 11,617 | 24,699 | |||
Amortization | 1,790 | 1,701 | |||
Amortization of deferred financing costs | 386 | 154 | |||
Straight-line rent amortization | (401) | (310) | |||
Stock compensation expense | (592) | 242 | 66 | 534 | |
Other | 1,178 | ||||
Equity in losses from unconsolidated ventures and distributions | 16,847 | 21,716 | |||
Provision for doubtful accounts | 2,718 | 221 | |||
Net Changes: | |||||
Accounts receivable | 173 | (1,661) | |||
Other assets, net | (3,443) | 999 | |||
Deferred expenses, net | (80) | (150) | |||
Accounts payable and other liabilities | 10,253 | 8,911 | |||
Cash used in operating activities | (39,149) | (7,911) | |||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Operating property improvements | (2,322) | (9,272) | |||
Property development and redevelopment | (14,922) | (21,990) | |||
Investments in unconsolidated ventures | (16,267) | (24,133) | |||
Distributions from unconsolidated ventures | 484 | ||||
Cash used in investing activities | (33,027) | (55,395) | |||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||
Principal payments on mortgages payable | (940) | (895) | |||
Net transfers from parent | 74,847 | 49,477 | |||
Cash provided by financing activities | 73,907 | 48,582 | |||
Net change in cash, cash equivalents and restricted cash | 1,731 | (14,724) | |||
Cash, cash equivalents and restricted cash at beginning of period | 43,845 | 66,713 | $ 66,713 | ||
Cash, cash equivalents and restricted cash at end of period | 45,576 | 51,989 | 45,576 | 51,989 | 43,845 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH | |||||
Cash and cash equivalents | 3,344 | 5,493 | 3,344 | 5,493 | 1,834 |
Restricted cash | 42,232 | 46,496 | 42,232 | 46,496 | |
Cash, cash equivalents and restricted cash at end of period | $ 45,576 | $ 51,989 | 45,576 | 51,989 | $ 43,845 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | |||||
Interest paid | 6,443 | 5,247 | |||
Interest capitalized | 667 | 4,205 | |||
NON-CASH TRANSACTIONS | |||||
Accrued property improvements, developments, and redevelopments | (11,034) | (1,780) | |||
Capitalized stock compensation | $ 319 | $ 367 |
Condensed Combined Statements_2
Condensed Combined Statements of Shareholders' Equity - USD ($) $ in Thousands | Net Parent Investment | Total |
Beginning Balance at Dec. 31, 2022 | $ 1,096,186 | $ 1,096,186 |
Equity | ||
Net loss | (65,903) | (65,903) |
Net transfers from parent | 50,011 | 50,011 |
Ending Balance at Jun. 30, 2023 | 1,080,294 | 1,080,294 |
Beginning Balance at Mar. 31, 2023 | 1,080,963 | 1,080,963 |
Equity | ||
Net loss | (28,146) | (28,146) |
Net transfers from parent | 27,477 | 27,477 |
Ending Balance at Jun. 30, 2023 | 1,080,294 | 1,080,294 |
Beginning Balance at Dec. 31, 2023 | 384,893 | 384,893 |
Equity | ||
Net loss | (79,075) | (79,075) |
Net transfers from parent | 74,913 | 74,913 |
Ending Balance at Jun. 30, 2024 | 380,731 | 380,731 |
Beginning Balance at Mar. 31, 2024 | 389,132 | 389,132 |
Equity | ||
Net loss | (34,997) | (34,997) |
Net transfers from parent | 26,596 | 26,596 |
Ending Balance at Jun. 30, 2024 | $ 380,731 | $ 380,731 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Description of the Company HHH intended to separate the Seaport Entertainment division into a stand-alone publicly traded company, Seaport Entertainment Group Inc. (“SEG” or the “Company”), through the distribution of all of the outstanding shares of common stock of SEG to HHH’s stockholders on a pro rata basis in a distribution intended to be tax-free for U.S. federal income tax purposes, except for cash received in lieu of fractional shares of common stock (the “Separation”). On July 31, 2024, the Separation of the Company was completed. Under the terms of the Separation, each stockholder who held HHH common stock as of the close of business on July 29, 2024, the record date for the distribution, received one share of SEG common stock for every nine shares of HHH common stock held as of the close of business on such date. SEG common stock began trading on the NYSE American stock exchange on August 1, 2024, under the symbol “SEG”. In connection with the Separation, on July 31, 2024, the Company entered into a separation and distribution agreement with HHH. On this date, the Company also entered into various other agreements that provide a framework for the Company’s relationship with HHH after the Separation, including a transition services agreement, an employee matters agreement, and a tax matters agreement. These agreements provide for the allocation between the Company and HHH of the assets, employees, services, liabilities, and obligations (including their respective investments, property and employee benefits and tax-related assets and liabilities) of HHH and its subsidiaries attributable to periods prior to, at and after the Separation and govern certain relationships between the Company and HHH after the Separation. Additionally, HHH contributed capital of $23.4 million to the Company prior to the Separation to support the operating, investing, and financing activities of the Company. Also in connection with the Separation, on July 31, 2024, the Company entered into a revolving credit agreement (the “Revolving Credit Agreement”) with HHH, as lender. The Revolving Credit Agreement provides for a revolving commitment of $5.0 million, with an interest rate of 10.0% and a term of 1 year, which may be extended for an additional 6 months at the discretion of HHH. The Company does not currently have any outstanding borrowings under this agreement. The Company’s obligation under the Revolving Credit Agreement will be unsecured and the agreement provides for the mandatory prepayment of the revolving loans from the net proceeds of the Rights Offering and asset sales by the Company. The Revolving Credit Agreement requires the Company to comply with a number of customary covenants and includes customary provisions relating to the occurrence of events of default. Further in connection with certain restructuring transactions to effectuate the Separation, on July 31, 2024, a subsidiary of the Company issued 10,000 shares of 14.000% Series A preferred stock, par value $0.01 per share, with an aggregate liquidation preference of $10.0 million (the “Series A Preferred Stock”) to HHH in exchange for the contribution by HHH of certain assets. The Series A Preferred Stock ranks senior to the Company’s interest in its subsidiary with respect to dividend rights and rights upon liquidation, dissolution and other considerations. The Series A Preferred Stock has no maturity date and will remain outstanding unless redeemed. The Series A Preferred Stock is not redeemable by the Company prior to July 11, 2029 except under limited circumstances intended to preserve certain tax benefits for HHH, as defined in the subsidiary’s Amended and Restated Certificate of Incorporation designating the Series A Preferred Stock. The Company expects to conduct a rights offering (the “Rights Offering”), in the form of a pro rata distribution at no charge to holders of our common stock of transferable subscription rights to purchase up to an aggregate of 7,000,000 shares of its common stock at a cash subscription price of $25 per whole share. In connection with the Rights Offering, the Company has entered into a backstop agreement with Pershing Square, which through investment funds advised by it, is our largest stockholder. Pursuant to that agreement Pershing Square has agreed to (i) exercise its pro rata subscription right with respect to the Rights Offering at a price of $25 per share of the Company’s common stock and (ii) purchase any shares not purchased upon the expiration of the Rights Offering at the Rights Offering price, up to $175 million in the aggregate. The backstop agreement could result in Pershing Square’s affiliated funds owning as much as approximately 72.3% of the Company’s common stock if no other stockholders participate in the Rights Offering. Principles of Combination and Basis of Presentation The accompanying Unaudited Condensed Combined Financial Statements have been prepared on a standalone basis derived from the consolidated financial statements and accounting records of HHH. These statements reflect the unaudited condensed combined historical results of operations, financial position, and cash flows of Seaport Entertainment Group in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The unaudited interim financial information included in this quarterly report on Form 10-Q (“Quarterly Report”) reflects all adjustments, all of which are of a normal and recurring nature, that management believes are necessary for a fair statement of the results of operations, financial position, equity, and cash flows for the periods presented. The information included in this Quarterly Report should be read in conjunction with our Combined Financial Statements and accompanying notes included in the Information Statement filed as Exhibit 99.1 to Amendment No. 5 to our Registration Statement on Form 10, as amended, filed with the Securities and Exchange Commission on July 23, 2024. The Condensed Combined Balance Sheet information at December 31, 2023 was derived from annual audited financial statements but does not include all disclosures required by GAAP. The results of operations for the quarter and year-to-date period ended June 30, 2024, are not necessarily indicative of the results to be expected for other interim periods or the full year. The Unaudited Condensed Combined Financial Statements are presented as if Seaport Entertainment Group had been carved out of HHH and had been combined for all periods presented. The Unaudited Condensed Combined Financial Statements include the attribution of certain assets and liabilities that have been held at HHH which are specifically identifiable or attributable to the Company. The assets and liabilities in the carve-out financial statements have been presented on a historical cost basis. All significant intercompany transactions within the Company have been eliminated. All transactions between the Company and HHH are considered to be effectively settled in the Unaudited Condensed Combined Financial Statements at the time the transaction is recorded, other than transactions described in Note 12 – Related-Party Transactions These Unaudited Condensed Combined Financial Statements include expense allocations for: (1) certain support functions that are provided on a centralized basis within HHH, including, but not limited to property management, development, executive oversight, treasury, accounting, finance, internal audit, legal, information technology, human resources, communications, facilities, and risk management; and (2) employee benefits and compensation, including stock-based compensation. These expenses have been allocated to the Company on the basis of direct time spent on Company projects where identifiable, with the remainder allocated on a basis of revenue, headcount, payroll costs, or other applicable measures. For an additional discussion and quantification of expense allocations, see Note 12 – Related-Party Transactions Management believes the assumptions underlying these Unaudited Condensed Combined Financial Statements, including the assumptions regarding allocated expenses, reasonably reflect the utilization of services provided to or the benefit received by the Company during the periods presented. Nevertheless, the Unaudited Condensed Combined Financial Statements may not reflect the results of operations, financial position and cash flows had the Company been a standalone company during the periods presented. Actual costs that the Company may have incurred had it been a standalone company would depend on several factors, including the chosen organization structure, whether functions were outsourced or performed by its employees and strategic decisions made in areas such as executive leadership, corporate infrastructure, and information technology. Debt obligations and related financing costs of HHH have not been included in the Unaudited Condensed Combined Financial Statements of the Company, because the Company’s business is not a party to the obligations between HHH and the debt holders. Further, the Company does not guarantee any of HHH’s debt obligations. The income tax provision in the Unaudited Condensed Combined Statements of Operations has been calculated as if the Company was operating on a standalone basis and filed separate tax returns in the jurisdictions in which it operates. Therefore, cash tax payments and items of current and deferred taxes may not be reflective of the Company’s actual tax balances prior to or subsequent to the carve-out. HHH maintains stock-based compensation plans at a corporate level. The Company’s employees participate in such plans and the portion of the cost of those plans related to the Company’s employees is included in the Unaudited Condensed Combined Statements of Operations. However, the Unaudited Condensed Combined Balance Sheets do not include any equity issued related to stock-based compensation plans. The equity balance in these Unaudited Condensed Combined Financial Statements represents the excess of total assets over total liabilities, including intercompany balances between the Company and HHH (net parent investment). Liquidity and Going Concern Management believes that cash on hand and the contribution of $23.4 million of cash by HHH pursuant to the separation and distribution agreement and the capital that will be raised from the Rights Offering, along with amounts available under the Revolving Credit Agreement, will provide sufficient liquidity to meet the Company’s projected obligations for at least twelve months. The Unaudited Combined Financial Statements for the Company have been prepared on the basis of accounting policies applicable to a going concern. The going concern basis presumes that for the foreseeable future, funds will be available to finance future operations and that the realization of assets and settlement of liabilities, contingent obligations and commitments will occur in the ordinary course of business. Use of Estimates intangible assets acquired and the related useful lives of assets upon which depreciation and amortization is based. Estimates and assumptions have also been made with respect to future revenues and costs. Actual results could differ from these and other estimates. Cash and Cash Equivalents Restricted Cash Commitments and Contingencies Accounts Receivable, net Leases Contingencies Other receivables are primarily related to short-term trade receivables. The Company is exposed to credit losses through the sale of goods and services to customers. As required under ASC 326 Financial Instruments – Credit Losses The following table represents the components of Accounts receivable, net of amounts considered uncollectible, in the accompanying Unaudited Condensed Combined Balance Sheets as of: June 30, December 31, in thousands 2024 2023 Tenant receivables $ 1,665 $ 875 Straight-line rent receivables 3,394 3,353 Other receivables 6,223 9,444 Accounts receivable, net (a) $ 11,282 $ 13,672 (a) As of June 30, 2024, and December 31, 2023, the total reserve balance was $2.3 million and $1.4 million, respectively. The following table summarizes the impacts of the collectability reserves in the accompanying Unaudited Condensed Combined Statements of Operations: Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Statements of Operations Location Rental revenue $ 401 $ 310 $ 457 $ 182 Provision for (recovery of) doubtful accounts 1,307 6 2,260 (13) Total (income) expense impact $ 1,708 $ 316 $ 2,717 $ 169 As of June 30, 2024, one related party had an accounts receivable balance of $1.1 million, which represented approximately 10.1% of the Company’s accounts receivable. See Note 12 – Related-Party Transactions As of December 31, 2023, two customers had an accounts receivable balance of $2.1 million and $1.7 million, which represented approximately 15.1% and 12.2% of the Company’s accounts receivable balance, respectively. Additionally, one related party had an accounts receivable balance of $3.1 million, which represented approximately 22.8% of the Company’s accounts receivable. See Note 12 – Related-Party Transactions |
Investments in Unconsolidated V
Investments in Unconsolidated Ventures | 6 Months Ended |
Jun. 30, 2024 | |
Investments in Unconsolidated Ventures | |
Investments in Unconsolidated Ventures | 2. Investments in Unconsolidated Ventures In the normal course of business, the Company enters into partnerships and ventures with an emphasis on investments associated with businesses that operate at the Company’s real estate assets and other entertainment-related investments. The Company does not consolidate the investments in the periods presented below as it does not have a controlling financial interest in these ventures. As such, the Company primarily reports its interests in accordance with the equity method. Additionally, the Company evaluates its equity method investments for significance in accordance with Regulation S-X, Rule 3-09 and Regulation S-X, Rule 4-08(g) and presents separate annual financial statements or summarized financial information, respectively, as required by those rules. Investments in unconsolidated ventures consist of the following: Ownership Interest (a) Carrying Value Share of Earnings (Losses)/ Dividends Three months ended Six months ended June 30, December 31, June 30, December 31, June 30, June 30, in thousands except percentages 2024 2023 2024 2023 2024 2023 2024 2023 Equity Method Investments The Lawn Club (b) 50 % 50 % $ 5,597 $ 1,266 $ 489 $ — $ 36 $ — Ssäm Bar (c) — % 50 % — — — (105) — (503) Tin Building by Jean-Georges (b) (d) 65 % 65 % 6,539 11,658 (7,057) (10,649) (16,718) (20,857) Jean-Georges Restaurants 25 % 25 % 14,260 14,535 16 (142) (150) (356) 26,396 27,459 (6,552) (10,896) (16,832) (21,716) Other equity investments (e) 10,000 10,000 — — — — Investments in unconsolidated ventures $ 36,396 $ 37,459 $ (6,552) $ (10,896) $ (16,832) $ (21,716) (a) Ownership interests presented reflect the Company’s stated ownership interest or if applicable, the Company’s final profit-sharing interest after receipt of any preferred returns based on the venture’s distribution priorities. (b) For these equity method investments, various provisions in the venture operating agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses and preferred returns may result in the Company’s economic interest differing from its stated interest or final profit-sharing interest. For these investments, the Company recognizes income or loss based on the venture’s distribution priorities, which could fluctuate over time and may be different from its stated ownership or final profit-sharing interest. (c) The Ssäm Bar joint venture was liquidated in May 2024. Refer to discussion below for additional details. (d) Classified as a VIE; however, the Company is not the primary beneficiary and accounts for its investment in accordance with the equity method. Refer to discussion below for additional information. (e) Other equity investments represent investments not accounted for under the equity method. As of June 30, 2024, Other equity investments consist of $10.0 million of warrants, which represents cash paid by the Company for the option to acquire additional ownership interest in Jean-Georges Restaurants. The Company elected the measurement alternative as this investment does not have readily determinable fair value. There was no impairment , or upward or downward adjustment to the carrying amount of this security either during the current year, or cumulatively. Refer to discussion below for additional detail. The Lawn Club Endorphin Ventures contributed the remaining 20%. In October 2023, the members executed an amended LLC agreement, in which the Company will fund 90% of any remaining capital requirements, and Endorphin Ventures will contribute 10%. The Company recognizes its share of income or loss based on the joint venture distribution priorities, which could fluctuate over time. Upon the return of each member’s contributed capital and a preferred return to the Company, distributions and recognition of income or loss will be allocated to the Company based on its final profit-sharing interest. The Company also entered into a lease agreement with HHC Lawn Games, LLC pursuant to which the Company agreed to lease 20,000 square feet of the Fulton Market Building to this venture. Ssäm Bar Tin Building by Jean-Georges The Company owns 100% of the Tin Building and leased 100% of the space to the Tin Building by Jean-Georges joint venture. Throughout this information statement, references to the Tin Building relate to the Company’s 100% owned landlord operations and references to the Tin Building by Jean-Georges refer to the hospitality business in which the Company has an equity ownership interest. The Company, as landlord, funded 100% of the development and construction of the Tin Building. Under the terms of the Tin Building by Jean-Georges LLC agreement, the Company contributes the cash necessary to fund pre-opening, opening and operating costs of the Tin Building by Jean-Georges. The Fulton Partner is not required to make any capital contributions. The Tin Building was completed and placed in service during the third quarter of 2022 and the Tin Building by Jean-Georges culinary marketplace began operations in the third quarter of 2022. Based on capital contribution and distribution provisions for the Tin Building by Jean-Georges, the Company currently receives substantially all of the economic interest in the venture. Upon return of the Company’s contributed capital and a preferred return to the Company, distribution and recognition of income or loss will be allocated to the Company based on its final profit-sharing interest. As of June 30, 2024, the Tin Building by Jean-Georges is classified as a VIE because the equity holders, as a group, lack the characteristics of a controlling financial interest. The Company further concluded that it is not the primary beneficiary of the VIE as it does not have the power to direct the restaurant-related activities that most significantly impact its economic performance. As the Company is unable to quantify the maximum amount of additional capital contributions that may be funded in the future associated with this investment, the Company’s maximum exposure to loss is currently equal to the $6.5 million carrying value of the investment as of June 30, 2024. The Company funded capital contributions of $11.6 million for the six months ended June 30, 2024, and $48.1 million for the year ended December 31, 2023. The Company’s investment in the Tin Building by Jean-Georges meets the threshold for disclosure of summarized financials for the six months ended June 30, 2024, and 2023. Relevant financial statement information is summarized as follows: June 30, December 31, in thousands 2024 2023 Balance Sheet Total Assets $ 91,645 $ 96,555 Total Liabilities 83,924 83,716 Total Equity $ 7,721 $ 12,839 Three months ended Six months ended June 30, June 30, in thousands 2024 2023 2024 2023 Income Statement Revenues $ 8,528 $ 8,270 $ 15,066 $ 15,223 Gross Margin 5,879 5,402 9,926 9,742 Net Loss $ (7,057) $ (10,649) $ (16,718) $ (20,857) Jean-Georges Restaurants Concurrent with the Company’s acquisition of the 25% interest in Jean-Georges Restaurants, the Company entered into a warrant agreement with Jean-Georges. The Company paid $10.0 million for the option to acquire up to an additional 20% interest in Jean-Georges Restaurants at a fixed exercise price per share subject to certain anti-dilution provisions. Should the warrant agreement be exercised by the Company, the $10.0 million will be credited against the aggregate exercise price of the warrants. Per the warrant agreement, the $10.0 million is to be used for working capital of Jean-Georges Restaurants. The warrant became exercisable on March 2, 2022, subject to automatic exercise in the event of dissolution or liquidation and will expire on March 2, 2026. As of June 30, 2024, this warrant had not been exercised. The Company elected the measurement alternative for this purchase option as the equity security does not have a readily determinable fair value. As such, the investment is measured at cost, less any identified impairment charges. Creative Culinary Management Company, LLC (“CCMC”), a wholly owned subsidiary of Jean-Georges Restaurants, provides management services for certain retail and food and beverage businesses that the Company owns, either wholly or through partnerships with third parties. Pursuant to the various management agreements, CCMC is responsible for employment and supervision of all employees providing services for the food and beverage operations and restaurant as well as the day-to-day operations and accounting for the food and beverage operations. |
Impairment
Impairment | 6 Months Ended |
Jun. 30, 2024 | |
Impairment | |
Impairment | 3. Impairment The Company reviews its long-lived assets for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. Impairment or disposal of long-lived assets in accordance with ASC 360 Property, Plant, and Equipment The Company evaluates each investment in an unconsolidated venture discussed in Note 2 – Investments in Unconsolidated Ventures |
Other Assets and Liabilities
Other Assets and Liabilities | 6 Months Ended |
Jun. 30, 2024 | |
Other Assets and Liabilities | |
Other Assets and Liabilities | 4. Other Assets and Liabilities Other Assets, net June 30, December 31, in thousands 2024 2023 Intangibles $ 18,957 $ 20,534 Security and other deposits 14,189 14,190 Food and beverage and merchandise inventory 2,863 2,718 Prepaid expenses 4,969 1,524 Other — 146 Other assets, net $ 40,978 $ 39,112 Accounts Payable and Other Liabilities June 30, December 31, in thousands 2024 2023 Deferred income $ 11,956 $ 4,030 Accounts payable and accrued expenses 6,669 4,285 Construction payables 1,444 12,477 Accrued payroll and other employee liabilities 3,829 4,885 Accrued interest 968 1,000 Tenant and other deposits 1,408 554 Other 139 908 Accounts payable and other liabilities $ 26,413 $ 28,139 |
Mortgages Payable, Net
Mortgages Payable, Net | 6 Months Ended |
Jun. 30, 2024 | |
Mortgages Payable, net | |
Mortgages Payable, Net | 5. Mortgages Payable, Net Mortgages Payable June 30, December 31, in thousands 2024 2023 Fixed-rate debt Secured mortgages payable $ 42,050 $ 42,990 Variable-rate debt Secured mortgages payable 115,000 115,000 Unamortized deferred financing costs (1,975) (2,362) Mortgages payable, net $ 155,075 $ 155,628 As of June 30, 2024, land, buildings and equipment, developments, and other collateral with an aggregate net book value of $197.4 million have been pledged as collateral for the Company’s debt obligations. Secured mortgages payable are without recourse to the Company and HHH at June 30, 2024. Secured Mortgages Payable The following table summarizes the Company’s Secured mortgages payable: June 30, 2024 December 31, 2023 Interest Interest $in thousands Principal Rate Maturity Date Principal Rate Maturity Date Fixed rate (a) $ 42,050 4.92 % December 15, 2039 $ 42,990 4.92 % December 15, 2039 Variable rate (b) 115,000 9.21 % September 1, 2026 115,000 9.21 % September 1, 2026 Secured mortgages payable $ 157,050 $ 157,990 (a) The Company has one fixed-rate debt obligation as of June 30, 2024, and December 31, 2023. The interest rate presented is based upon the coupon rate of the debt. (b) The Company has one variable-rate debt obligation as of June 30, 2024, and December 31, 2023. The interest rate presented is based on the applicable reference interest rate as of June 30, 2024, and December 31, 2023. During the six months ended June 30, 2024, the Company’s mortgage activity included repayments of $0.9 million and there were no refinancings or additional draws. In connection with the Separation, on July 31, 2024, the variable rate mortgage related to 250 Water Street was refinanced, with HHH paying down $53.7 million of the outstanding principal balance and SEG refinancing the remaining $61.3 million at an interest rate of SOFR |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value | |
Fair Value | 6. Fair Value ASC 820 Fair Value Measurement The following table presents the fair value measurement hierarchy levels required under ASC 820 for the estimated fair values of the Company’s financial instruments that are not measured at fair value on a recurring basis: June 30, 2024 December 31, 2023 Fair Value Carrying Estimated Carrying Estimated in thousands Hierarchy Amount Fair Value Amount Fair Value Assets: Cash and Restricted cash Level 1 $ 45,576 $ 45,576 $ 43,845 $ 43,845 Accounts receivable, net (a) Level 3 11,282 11,282 13,672 13,672 Liabilities: Fixed-rate debt (b) Level 2 42,050 36,551 42,990 38,906 Variable-rate debt (b) Level 2 $ 115,000 $ 115,000 115,000 115,000 (a) Accounts receivable, net is shown net of an allowance of $2.3 million at June 30, 2024 and $1.4 million at December 31, 2023, respectively. Refer to Note 1 - Summary of Significant Accounting Policies for additional information on the allowance. (b) Excludes related unamortized financing costs. The carrying amounts of Cash and Restricted cash and Accounts receivable, net approximate fair value because of the short‑term maturity of these instruments. The fair value of fixed-rate debt in the table above was estimated based on a discounted future cash payment model, which includes risk premiums and risk-free rates derived from the SOFR or U.S. Treasury obligation interest rates as of June 30, 2024. Refer to Note 5 - Mortgages Payable, Net The carrying amount for the Company’s variable-rate debt approximates fair value given that the interest rate is variable and adjusts with current market rates for instruments with similar risks and maturities. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies | |
Commitments and Contingencies | 7. Commitments and Contingencies Litigation 250 Water Street The Company has prevailed in various lawsuits filed in 2021 and 2022 challenging the development approvals in order to prevent construction of this project. A separate lawsuit was filed in July 2022 again challenging the Landmarks Preservation Commission approval. In January 2023, a Court ruled in favor of the petitioners vacating the Certificate of Appropriateness (“COA”) issued by the LPC. The Company immediately appealed this decision to the New York State Supreme Court’s Appellate Division and on June 6, 2023, an Appellate Division panel of five judges unanimously reversed the lower Court’s decision, reinstating the COA. Subsequently, on June 29, 2023, petitioners filed a motion requesting reargument or, in the alternative, permission to appeal the decision of the Appellate Division to the New York State Court of Appeals. On August 31, 2023, the Appellate Division denied petitioners’ motion in full. Subsequently, petitioners filed a motion in the Court of Appeals for permission to appeal to that court. On May 21, 2024, the Court of Appeals denied this motion. The petitioners have no options for further appeal and the judgment is final. Operating Leases Leases |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Taxes | |
Income Taxes | 8. Income Taxes The Company’s tax provision for interim periods is determined using an estimate of its annual current and deferred effective tax rates, adjusted for discrete items. The Company generated operating losses in the interim periods presented. The income tax benefit recognized related to this loss was zero for the three and six months ended June 30, 2024, and 2023, after an assessment of the available positive and negative evidence, which causes the Company’s effective tax rate to deviate from the federal statutory rate. |
Revenues
Revenues | 6 Months Ended |
Jun. 30, 2024 | |
Revenues. | |
Revenues | 9. Revenues Revenues from contracts with customers (excluding lease-related revenues) are recognized when control of the promised goods or services is transferred to the Company’s customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The following presents the Company’s revenues disaggregated by revenue source: Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Revenues from contracts with customers Recognized at a point in time or over time Sponsorships, events, and entertainment revenue $ 18,651 $ 22,080 $ 22,831 $ 26,161 Other revenue 59 — 82 3 Total 18,710 22,080 22,913 26,164 Recognized at a point in time Hospitality revenue 8,914 9,734 12,918 14,956 Rental and lease-related revenues Rental revenue 6,317 5,727 12,764 11,169 Total revenues $ 33,941 $ 37,541 $ 48,595 $ 52,289 Contract Assets and Liabilities There were no contract assets for the periods presented. The contract liabilities primarily relate to deferred Aviators and Seaport concert series ticket sales and sponsorship revenues. The beginning and ending balances of contract liabilities and significant activity during the periods presented are as follows: Contract in thousands Liabilities Balance at December 31, 2022 $ 4,740 Consideration earned during the period (19,112) Consideration received during the period 25,887 Balance at June 30, 2023 $ 11,515 Balance at December 31, 2023 $ 3,707 Consideration earned during the period (18,104) Consideration received during the period 26,110 Balance at June 30, 2024 $ 11,713 Remaining Unsatisfied Performance Obligation Less than 1 3 years and in thousands year 1-2 years thereafter Total remaining unsatisfied performance obligations $ 13,938 $ 3,708 $ 6,476 The Company’s remaining performance obligations are adjusted to reflect any known contract cancellations, revisions to customer agreements, and deferrals, as appropriate. During the three months ended June 30, 2024, and 2023, no customers accounted for greater than 10% of the Company’s revenue. During the six months ended June 30, 2024, and 2023, revenue from one customer accounted for approximately 12.0% and 11.6% of the Company’s total revenue, respectively, through a related-party transaction. See Note 12 – Related-Party Transactions |
Leases
Leases | 6 Months Ended |
Jun. 30, 2024 | |
Leases | |
Leases | 10. Leases Lessee Arrangements The Company’s lessee agreements consist of operating leases primarily for ground leases and other real estate. The majority of the Company’s leases have remaining lease terms ranging from less than two years to approximately 50 years, excluding extension options. The Company considers its strategic plan and the life of associated agreements in determining when options to extend or terminate lease terms are reasonably certain of being exercised. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Certain of the Company’s lease agreements include variable lease payments based on a percentage of income generated through subleases, changes in price indices and market rates, and other costs arising from operating, maintenance, and taxes. The Company’s lease agreements do not contain residual value guarantees or restrictive covenants. The Company leases various buildings and office space constructed on its ground leases to third parties. The Company’s leased assets and liabilities are as follows: June 30, December 31, in thousands 2024 2023 Assets Operating lease right-of-use assets, net $ 39,659 $ 40,884 Liabilities Operating lease obligations $ 47,876 $ 48,153 The components of lease expense are as follows: Three months ended Six months ended June 30, June 30, in thousands 2024 2023 2024 2023 Operating lease cost $ 1,548 $ 1,522 $ 3,095 $ 3,044 Variable lease cost 67 76 620 694 Total lease cost $ 1,615 $ 1,598 $ 3,715 $ 3,738 Future minimum lease payments as of June 30, 2024, are as follows: in thousands Operating Leases Remainder of 2024 $ 2,174 2025 4,375 2026 3,416 2027 2,749 2028 2,808 Thereafter 234,042 Total lease payments 249,564 Less: imputed interest (201,688) Present value of lease liabilities $ 47,876 Other information related to the Company’s lessee agreements is as follows: Supplemental Unaudited Condensed Combined Statements of Cash Flows Information Six months ended June 30, in thousands 2024 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows on operating leases $ 2,147 $ 2,118 June 30, June 30, Other Information 2024 2023 Weighted-average remaining lease term (years) Operating leases 45.5 44.9 Weighted-average discount rate Operating leases 7.8 % 7.5 % Lessor Arrangements elected Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Total minimum rent payments $ 5,261 $ 3,760 $ 10,422 $ 8,544 Total future minimum rents associated with operating leases are as follows as of June 30, 2024: Total Minimum in thousands Rent Remainder of 2024 $ 10,584 2025 21,859 2026 19,477 2027 19,603 2028 19,701 Thereafter 106,223 Total $ 197,447 Minimum rent revenues are recognized on a straight‑line basis over the terms of the related leases when collectability is reasonably assured and the tenant has taken possession of, or controls, the physical use of the leased asset. Percentage rent in lieu of fixed minimum rent is recognized as sales are reported from tenants. Minimum rent revenues reported on the Unaudited Condensed Combined Statements of Operations also include amortization related to above and below‑market tenant leases on acquired properties. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2024 | |
Segments | |
Segments | 11. Segments The Company has three business segments that offer different products and services. The Company’s three segments are managed separately as each requires different operating strategies or management expertise. Adjusted EBITDA is used to assess operating results for each of the Company’s business segments. The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation, amortization, equity in earnings (losses) from unconsolidated ventures, general and administrative expenses, and other expenses. The Company’s segments or assets within such segments could change in the future as development of certain properties commences or other operational or management changes occur. All operations are within the United States. The Company’s reportable segments are as follows: ● Landlord Operations – consists of the Company’s rental operations associated with over 478,000 square feet of properties situated in three primary locations at the Seaport in New York, New York: Pier 17, Historic Area/Uplands, and Tin Building, as well as the 250 Water Street development. ● Hospitality – consists of restaurant and retail businesses in the Historic District and Pier 17 that are owned, either wholly or through joint ventures, and operated by the Company or through license and management agreements, and also includes the equity interest in Jean-Georges Restaurants. ● Sponsorships, Events, and Entertainment – consists of baseball operations of the Aviators and Las Vegas Ballpark along with sponsorships, events, and other revenue generated at the Seaport in New York, New York. Segment operating results are as follows: Sponsorships, Landlord Events, and in thousands Operations Hospitality Entertainment Total Three months ended June 30, 2024 Total revenues $ 6,376 $ 8,914 $ 18,651 $ 33,941 Total segment expenses (10,167) (9,600) (15,463) (35,230) Segment Adjusted EBITDA (3,791) (686) 3,188 (1,289) Depreciation and amortization (5,333) Interest expense, net (3,210) Equity in losses from unconsolidated ventures (6,552) Corporate expenses and other items (18,613) Loss before income taxes (34,997) Income tax benefit (expense) — Net loss $ (34,997) Three months ended June 30, 2023 Total revenues $ 5,727 $ 9,734 $ 22,080 $ 37,541 Total segment expenses (8,171) (9,664) (16,504) (34,339) Segment Adjusted EBITDA (2,444) 70 5,576 3,202 Depreciation and amortization (13,170) Interest expense, net (627) Equity in losses from unconsolidated ventures (10,896) Corporate expenses and other items (6,655) Loss before income taxes (28,146) Income tax benefit (expense) — Net loss $ (28,146) Sponsorships, Landlord Events, and in thousands Operations Hospitality Entertainment Total Six months ended June 30, 2024 Total revenues $ 12,846 $ 12,918 $ 22,831 $ 48,595 Total segment expenses (18,628) (15,820) (22,060) (56,508) Segment Adjusted EBITDA (5,782) (2,902) 771 (7,913) Depreciation and amortization (13,407) Interest expense, net (5,756) Equity in losses from unconsolidated ventures (16,832) Corporate expenses and other items (35,167) Loss before income taxes (79,075) Income tax benefit (expense) — Net loss $ (79,075) Six months ended June 30, 2023 Total revenues $ 11,172 $ 14,956 $ 26,161 $ 52,289 Total segment expenses (15,640) (17,243) (23,422) (56,305) Segment Adjusted EBITDA (4,468) (2,287) 2,739 (4,016) Depreciation and amortization (26,400) Interest expense, net (1,257) Equity in losses from unconsolidated ventures (21,716) Corporate expenses and other items (12,514) Loss before income taxes (65,903) Income tax benefit (expense) — Net loss $ (65,903) The following represents assets by segment and the reconciliation of total segment assets to Total assets in the Unaudited Condensed Combined Balance Sheets as of: June 30, December 31, in thousands 2024 2023 Landlord Operations $ 408,199 $ 411,871 Hospitality 63,895 64,816 Sponsorships, Events, and Entertainment 130,504 135,121 Total segment assets 602,598 611,808 Corporate 7,497 5,005 Total assets $ 610,095 $ 616,813 |
Related-Party Transactions
Related-Party Transactions | 6 Months Ended |
Jun. 30, 2024 | |
Related-Party Transactions | |
Related-Party Transactions | 12. Related-Party Transactions The Company has not historically operated as a standalone business and has various relationships with HHH whereby HHH provides services to the Company. The Company also engages in transactions with CCMC and generates rental revenue by leasing space to equity method investees, which are related parties, as described below. Net Transfers from Parent Summary of Significant Accounting Policies Three months ended Six months ended June 30, June 30, in thousands 2024 2023 2024 2023 Net transfers from Parent as reflected in the Unaudited Condensed Combined Statements of Cash Flows $ 27,188 $ 27,235 $ 74,847 $ 49,477 Non-cash stock compensation expense (592) 242 66 534 Net transfers from Parent as reflected in the Unaudited Condensed Combined Statements of Equity $ 26,596 $ 27,477 $ 74,913 $ 50,011 Corporate Overhead and Other Allocations The allocation of expenses, net of amounts capitalized, from HHH to the Company were reflected as follows in the Unaudited Condensed Combined Statements of Operations: Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Operating costs 321 148 521 281 General and administrative 3,568 3,630 6,994 6,457 Other income, net (8) (7) (16) (15) Total 3,881 3,771 7,499 6,723 Allocated expenses recorded in operating costs, general and administrative expenses, and other income, net in the table above primarily include the allocation of employee benefits and compensation costs, including stock compensation expense, as well as overhead and other costs for shared support functions provided by HHH on a centralized basis. Operating costs as provided in the table above include immaterial expenses recorded to hospitality costs and sponsorships, events, and entertainment costs with the remainder recorded to operating costs. During the six months ended June 30, 2024, the Company capitalized costs of $0.3 million and $0.2 million that were incurred by HHH for the Company’s benefit in Developments and Buildings and equipment, respectively. During the six months ended June 30, 2023, the Company capitalized costs of $1.0 million and $0.2 million that were incurred by HHH for the Company’s benefit in Developments and Building and equipment, respectively. The financial information herein may not necessarily reflect the combined financial position, results of operations, and cash flows of the Company in the future or what they would have been had the Company been a separate, standalone entity during the periods presented. Management believes that the methods used to allocate expenses to the Company are reasonable; however, the allocations may not be indicative of actual expenses that would have been incurred had the Company operated as an independent, publicly traded company for the periods presented. Actual costs that the Company may have incurred had it been a standalone company would depend on a number of factors, including the chosen organizational structure, whether functions were outsourced or performed by the Company employees and strategic decisions made in areas such as executive leadership, corporate infrastructure, and information technology. Unless otherwise stated, these intercompany transactions between the Company and HHH have been included in these Unaudited Condensed Combined Financial Statements and are considered to be effectively settled at the time the transaction is recorded. The total net effect of the settlement of these intercompany transactions is reflected in the Unaudited Condensed Combined Statements of Cash Flows as a financing activity and in the Unaudited Condensed Combined Balance Sheets as net parent investment. Stock Compensation Related-party Management Fees As discussed in Note 2 – Investments in Unconsolidated Ventures Related-party Rental Revenue Investments in Unconsolidated Ventures As of June 30, 2024, and December 31, 2023, the Unaudited Condensed Combined Balance Sheets reflect accounts receivable of $1.5 million and $0.1 million, respectively, due from these ventures generated by rental revenue earned by the Company. During the three months ended June 30, 2024, and 2023, the Unaudited Condensed Combined Income Statements reflect rental revenue associated with these related parties of $3.1 million and $3.4 million, respectively. This is primarily comprised of $2.9 million and $3.2 million from the Tin Building by Jean-Georges during the three months ended June 30, 2024, and 2023, respectively. During the six months ended June 30, 2024 and 2023, the Unaudited Condensed Combined Income Statements reflect rental revenue associated with these related parties of $6.0 million and $6.3 million, respectively. This is primarily comprised of $5.8 million and $6.0 million from the Tin Building by Jean-Georges during the six months ended June 30, 2024, and 2023, respectively. Related-party Other Receivables |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events | |
Subsequent Events | 13. Subsequent Events On July 31, 2024, the Separation was completed through HHH’s distribution of one share of the Company’s common stock for every nine shares of HHH common stock to HHH’s shareholders as of the close of business on the record date of July 29, 2024. On August 1, 2024, the Company began trading as an independent publicly traded company under the stock symbol “SEG” on the New York Stock Exchange American. Further in connection with the Separation, a subsidiary of the Company issued Series A Preferred Stock to HHH in exchange for the contribution by HHH of certain assets; the Company entered into the Revolving Credit Agreement with HHH, as lender; and HHH paid down the existing mortgage related to 250 Water Street and the Company refinanced the remaining $61.3 million mortgage payable. See Note 1 – Summary of Significant Accounting Policies Mortgages Payable, Net |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ 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) | $ (34,997) | $ (28,146) | $ (79,075) | $ (65,903) |
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 | |
Summary of Significant Accounting Policies | |
Principles of Combination and Basis of Presentation | Principles of Combination and Basis of Presentation The accompanying Unaudited Condensed Combined Financial Statements have been prepared on a standalone basis derived from the consolidated financial statements and accounting records of HHH. These statements reflect the unaudited condensed combined historical results of operations, financial position, and cash flows of Seaport Entertainment Group in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The unaudited interim financial information included in this quarterly report on Form 10-Q (“Quarterly Report”) reflects all adjustments, all of which are of a normal and recurring nature, that management believes are necessary for a fair statement of the results of operations, financial position, equity, and cash flows for the periods presented. The information included in this Quarterly Report should be read in conjunction with our Combined Financial Statements and accompanying notes included in the Information Statement filed as Exhibit 99.1 to Amendment No. 5 to our Registration Statement on Form 10, as amended, filed with the Securities and Exchange Commission on July 23, 2024. The Condensed Combined Balance Sheet information at December 31, 2023 was derived from annual audited financial statements but does not include all disclosures required by GAAP. The results of operations for the quarter and year-to-date period ended June 30, 2024, are not necessarily indicative of the results to be expected for other interim periods or the full year. The Unaudited Condensed Combined Financial Statements are presented as if Seaport Entertainment Group had been carved out of HHH and had been combined for all periods presented. The Unaudited Condensed Combined Financial Statements include the attribution of certain assets and liabilities that have been held at HHH which are specifically identifiable or attributable to the Company. The assets and liabilities in the carve-out financial statements have been presented on a historical cost basis. All significant intercompany transactions within the Company have been eliminated. All transactions between the Company and HHH are considered to be effectively settled in the Unaudited Condensed Combined Financial Statements at the time the transaction is recorded, other than transactions described in Note 12 – Related-Party Transactions These Unaudited Condensed Combined Financial Statements include expense allocations for: (1) certain support functions that are provided on a centralized basis within HHH, including, but not limited to property management, development, executive oversight, treasury, accounting, finance, internal audit, legal, information technology, human resources, communications, facilities, and risk management; and (2) employee benefits and compensation, including stock-based compensation. These expenses have been allocated to the Company on the basis of direct time spent on Company projects where identifiable, with the remainder allocated on a basis of revenue, headcount, payroll costs, or other applicable measures. For an additional discussion and quantification of expense allocations, see Note 12 – Related-Party Transactions Management believes the assumptions underlying these Unaudited Condensed Combined Financial Statements, including the assumptions regarding allocated expenses, reasonably reflect the utilization of services provided to or the benefit received by the Company during the periods presented. Nevertheless, the Unaudited Condensed Combined Financial Statements may not reflect the results of operations, financial position and cash flows had the Company been a standalone company during the periods presented. Actual costs that the Company may have incurred had it been a standalone company would depend on several factors, including the chosen organization structure, whether functions were outsourced or performed by its employees and strategic decisions made in areas such as executive leadership, corporate infrastructure, and information technology. Debt obligations and related financing costs of HHH have not been included in the Unaudited Condensed Combined Financial Statements of the Company, because the Company’s business is not a party to the obligations between HHH and the debt holders. Further, the Company does not guarantee any of HHH’s debt obligations. The income tax provision in the Unaudited Condensed Combined Statements of Operations has been calculated as if the Company was operating on a standalone basis and filed separate tax returns in the jurisdictions in which it operates. Therefore, cash tax payments and items of current and deferred taxes may not be reflective of the Company’s actual tax balances prior to or subsequent to the carve-out. HHH maintains stock-based compensation plans at a corporate level. The Company’s employees participate in such plans and the portion of the cost of those plans related to the Company’s employees is included in the Unaudited Condensed Combined Statements of Operations. However, the Unaudited Condensed Combined Balance Sheets do not include any equity issued related to stock-based compensation plans. The equity balance in these Unaudited Condensed Combined Financial Statements represents the excess of total assets over total liabilities, including intercompany balances between the Company and HHH (net parent investment). |
Liquidity and Going Concern | Liquidity and Going Concern Management believes that cash on hand and the contribution of $23.4 million of cash by HHH pursuant to the separation and distribution agreement and the capital that will be raised from the Rights Offering, along with amounts available under the Revolving Credit Agreement, will provide sufficient liquidity to meet the Company’s projected obligations for at least twelve months. The Unaudited Combined Financial Statements for the Company have been prepared on the basis of accounting policies applicable to a going concern. The going concern basis presumes that for the foreseeable future, funds will be available to finance future operations and that the realization of assets and settlement of liabilities, contingent obligations and commitments will occur in the ordinary course of business. |
Use of Estimates | Use of Estimates intangible assets acquired and the related useful lives of assets upon which depreciation and amortization is based. Estimates and assumptions have also been made with respect to future revenues and costs. Actual results could differ from these and other estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Restricted Cash | Restricted Cash Commitments and Contingencies |
Accounts Receivable, net | Accounts Receivable, net Leases Contingencies Other receivables are primarily related to short-term trade receivables. The Company is exposed to credit losses through the sale of goods and services to customers. As required under ASC 326 Financial Instruments – Credit Losses The following table represents the components of Accounts receivable, net of amounts considered uncollectible, in the accompanying Unaudited Condensed Combined Balance Sheets as of: June 30, December 31, in thousands 2024 2023 Tenant receivables $ 1,665 $ 875 Straight-line rent receivables 3,394 3,353 Other receivables 6,223 9,444 Accounts receivable, net (a) $ 11,282 $ 13,672 (a) As of June 30, 2024, and December 31, 2023, the total reserve balance was $2.3 million and $1.4 million, respectively. The following table summarizes the impacts of the collectability reserves in the accompanying Unaudited Condensed Combined Statements of Operations: Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Statements of Operations Location Rental revenue $ 401 $ 310 $ 457 $ 182 Provision for (recovery of) doubtful accounts 1,307 6 2,260 (13) Total (income) expense impact $ 1,708 $ 316 $ 2,717 $ 169 As of June 30, 2024, one related party had an accounts receivable balance of $1.1 million, which represented approximately 10.1% of the Company’s accounts receivable. See Note 12 – Related-Party Transactions As of December 31, 2023, two customers had an accounts receivable balance of $2.1 million and $1.7 million, which represented approximately 15.1% and 12.2% of the Company’s accounts receivable balance, respectively. Additionally, one related party had an accounts receivable balance of $3.1 million, which represented approximately 22.8% of the Company’s accounts receivable. See Note 12 – Related-Party Transactions |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Summary of Significant Accounting Policies | |
Summary of accounts receivable net of amounts considered uncollectible | June 30, December 31, in thousands 2024 2023 Tenant receivables $ 1,665 $ 875 Straight-line rent receivables 3,394 3,353 Other receivables 6,223 9,444 Accounts receivable, net (a) $ 11,282 $ 13,672 (a) As of June 30, 2024, and December 31, 2023, the total reserve balance was $2.3 million and $1.4 million, respectively. |
Summary of impacts of the collectability reserves | Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Statements of Operations Location Rental revenue $ 401 $ 310 $ 457 $ 182 Provision for (recovery of) doubtful accounts 1,307 6 2,260 (13) Total (income) expense impact $ 1,708 $ 316 $ 2,717 $ 169 |
Investments in Unconsolidated_2
Investments in Unconsolidated Ventures (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Investments in Unconsolidated Ventures | |
Summary of investments in unconsolidated ventures | Ownership Interest (a) Carrying Value Share of Earnings (Losses)/ Dividends Three months ended Six months ended June 30, December 31, June 30, December 31, June 30, June 30, in thousands except percentages 2024 2023 2024 2023 2024 2023 2024 2023 Equity Method Investments The Lawn Club (b) 50 % 50 % $ 5,597 $ 1,266 $ 489 $ — $ 36 $ — Ssäm Bar (c) — % 50 % — — — (105) — (503) Tin Building by Jean-Georges (b) (d) 65 % 65 % 6,539 11,658 (7,057) (10,649) (16,718) (20,857) Jean-Georges Restaurants 25 % 25 % 14,260 14,535 16 (142) (150) (356) 26,396 27,459 (6,552) (10,896) (16,832) (21,716) Other equity investments (e) 10,000 10,000 — — — — Investments in unconsolidated ventures $ 36,396 $ 37,459 $ (6,552) $ (10,896) $ (16,832) $ (21,716) (a) Ownership interests presented reflect the Company’s stated ownership interest or if applicable, the Company’s final profit-sharing interest after receipt of any preferred returns based on the venture’s distribution priorities. (b) For these equity method investments, various provisions in the venture operating agreements regarding distributions of cash flow based on capital account balances, allocations of profits and losses and preferred returns may result in the Company’s economic interest differing from its stated interest or final profit-sharing interest. For these investments, the Company recognizes income or loss based on the venture’s distribution priorities, which could fluctuate over time and may be different from its stated ownership or final profit-sharing interest. (c) The Ssäm Bar joint venture was liquidated in May 2024. Refer to discussion below for additional details. (d) Classified as a VIE; however, the Company is not the primary beneficiary and accounts for its investment in accordance with the equity method. Refer to discussion below for additional information. (e) Other equity investments represent investments not accounted for under the equity method. As of June 30, 2024, Other equity investments consist of $10.0 million of warrants, which represents cash paid by the Company for the option to acquire additional ownership interest in Jean-Georges Restaurants. The Company elected the measurement alternative as this investment does not have readily determinable fair value. There was no impairment , or upward or downward adjustment to the carrying amount of this security either during the current year, or cumulatively. Refer to discussion below for additional detail. |
Summary of relevant financial statement information for unconsolidated ventures | June 30, December 31, in thousands 2024 2023 Balance Sheet Total Assets $ 91,645 $ 96,555 Total Liabilities 83,924 83,716 Total Equity $ 7,721 $ 12,839 Three months ended Six months ended June 30, June 30, in thousands 2024 2023 2024 2023 Income Statement Revenues $ 8,528 $ 8,270 $ 15,066 $ 15,223 Gross Margin 5,879 5,402 9,926 9,742 Net Loss $ (7,057) $ (10,649) $ (16,718) $ (20,857) |
Other Assets and Liabilities (T
Other Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Other Assets and Liabilities | |
Schedule of other assets, net | June 30, December 31, in thousands 2024 2023 Intangibles $ 18,957 $ 20,534 Security and other deposits 14,189 14,190 Food and beverage and merchandise inventory 2,863 2,718 Prepaid expenses 4,969 1,524 Other — 146 Other assets, net $ 40,978 $ 39,112 |
Schedule of accounts payable and other liabilities, net | June 30, December 31, in thousands 2024 2023 Deferred income $ 11,956 $ 4,030 Accounts payable and accrued expenses 6,669 4,285 Construction payables 1,444 12,477 Accrued payroll and other employee liabilities 3,829 4,885 Accrued interest 968 1,000 Tenant and other deposits 1,408 554 Other 139 908 Accounts payable and other liabilities $ 26,413 $ 28,139 |
Mortgages Payable Net (Tables)
Mortgages Payable Net (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Mortgages Payable, net | |
Schedule of mortgages payable | June 30, December 31, in thousands 2024 2023 Fixed-rate debt Secured mortgages payable $ 42,050 $ 42,990 Variable-rate debt Secured mortgages payable 115,000 115,000 Unamortized deferred financing costs (1,975) (2,362) Mortgages payable, net $ 155,075 $ 155,628 |
Summary of mortgages payable | June 30, 2024 December 31, 2023 Interest Interest $in thousands Principal Rate Maturity Date Principal Rate Maturity Date Fixed rate (a) $ 42,050 4.92 % December 15, 2039 $ 42,990 4.92 % December 15, 2039 Variable rate (b) 115,000 9.21 % September 1, 2026 115,000 9.21 % September 1, 2026 Secured mortgages payable $ 157,050 $ 157,990 (a) The Company has one fixed-rate debt obligation as of June 30, 2024, and December 31, 2023. The interest rate presented is based upon the coupon rate of the debt. (b) The Company has one variable-rate debt obligation as of June 30, 2024, and December 31, 2023. The interest rate presented is based on the applicable reference interest rate as of June 30, 2024, and December 31, 2023. |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value | |
Schedule of financial instruments not measured at fair value on a recurring basis | June 30, 2024 December 31, 2023 Fair Value Carrying Estimated Carrying Estimated in thousands Hierarchy Amount Fair Value Amount Fair Value Assets: Cash and Restricted cash Level 1 $ 45,576 $ 45,576 $ 43,845 $ 43,845 Accounts receivable, net (a) Level 3 11,282 11,282 13,672 13,672 Liabilities: Fixed-rate debt (b) Level 2 42,050 36,551 42,990 38,906 Variable-rate debt (b) Level 2 $ 115,000 $ 115,000 115,000 115,000 (a) Accounts receivable, net is shown net of an allowance of $2.3 million at June 30, 2024 and $1.4 million at December 31, 2023, respectively. Refer to Note 1 - Summary of Significant Accounting Policies for additional information on the allowance. (b) Excludes related unamortized financing costs. |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenues. | |
Schedule of revenues disaggregated by source | Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Revenues from contracts with customers Recognized at a point in time or over time Sponsorships, events, and entertainment revenue $ 18,651 $ 22,080 $ 22,831 $ 26,161 Other revenue 59 — 82 3 Total 18,710 22,080 22,913 26,164 Recognized at a point in time Hospitality revenue 8,914 9,734 12,918 14,956 Rental and lease-related revenues Rental revenue 6,317 5,727 12,764 11,169 Total revenues $ 33,941 $ 37,541 $ 48,595 $ 52,289 |
Schedule of contract liabilities and significant activity | Contract in thousands Liabilities Balance at December 31, 2022 $ 4,740 Consideration earned during the period (19,112) Consideration received during the period 25,887 Balance at June 30, 2023 $ 11,515 Balance at December 31, 2023 $ 3,707 Consideration earned during the period (18,104) Consideration received during the period 26,110 Balance at June 30, 2024 $ 11,713 |
Schedule of remaining unsatisfied performance obligation | Less than 1 3 years and in thousands year 1-2 years thereafter Total remaining unsatisfied performance obligations $ 13,938 $ 3,708 $ 6,476 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Leases | |
Schedule of leased assets and liabilities, lessee arrangements | June 30, December 31, in thousands 2024 2023 Assets Operating lease right-of-use assets, net $ 39,659 $ 40,884 Liabilities Operating lease obligations $ 47,876 $ 48,153 |
Schedule of components of lease expense, lessee arrangements | Three months ended Six months ended June 30, June 30, in thousands 2024 2023 2024 2023 Operating lease cost $ 1,548 $ 1,522 $ 3,095 $ 3,044 Variable lease cost 67 76 620 694 Total lease cost $ 1,615 $ 1,598 $ 3,715 $ 3,738 |
Schedule of future minimum lease payments, lessee arrangements | in thousands Operating Leases Remainder of 2024 $ 2,174 2025 4,375 2026 3,416 2027 2,749 2028 2,808 Thereafter 234,042 Total lease payments 249,564 Less: imputed interest (201,688) Present value of lease liabilities $ 47,876 |
Schedule of supplemental unaudited condensed combined statements of cash flows information, lessee arrangements | Supplemental Unaudited Condensed Combined Statements of Cash Flows Information Six months ended June 30, in thousands 2024 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows on operating leases $ 2,147 $ 2,118 |
Schedule of other information, lessee arrangements | June 30, June 30, Other Information 2024 2023 Weighted-average remaining lease term (years) Operating leases 45.5 44.9 Weighted-average discount rate Operating leases 7.8 % 7.5 % |
Schedule of minimum rent revenues, lessor arrangements | Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Total minimum rent payments $ 5,261 $ 3,760 $ 10,422 $ 8,544 |
Schedule of future minimum rents, lessor arrangements | Total Minimum in thousands Rent Remainder of 2024 $ 10,584 2025 21,859 2026 19,477 2027 19,603 2028 19,701 Thereafter 106,223 Total $ 197,447 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segments | |
Schedule of segment operating results | Sponsorships, Landlord Events, and in thousands Operations Hospitality Entertainment Total Three months ended June 30, 2024 Total revenues $ 6,376 $ 8,914 $ 18,651 $ 33,941 Total segment expenses (10,167) (9,600) (15,463) (35,230) Segment Adjusted EBITDA (3,791) (686) 3,188 (1,289) Depreciation and amortization (5,333) Interest expense, net (3,210) Equity in losses from unconsolidated ventures (6,552) Corporate expenses and other items (18,613) Loss before income taxes (34,997) Income tax benefit (expense) — Net loss $ (34,997) Three months ended June 30, 2023 Total revenues $ 5,727 $ 9,734 $ 22,080 $ 37,541 Total segment expenses (8,171) (9,664) (16,504) (34,339) Segment Adjusted EBITDA (2,444) 70 5,576 3,202 Depreciation and amortization (13,170) Interest expense, net (627) Equity in losses from unconsolidated ventures (10,896) Corporate expenses and other items (6,655) Loss before income taxes (28,146) Income tax benefit (expense) — Net loss $ (28,146) Sponsorships, Landlord Events, and in thousands Operations Hospitality Entertainment Total Six months ended June 30, 2024 Total revenues $ 12,846 $ 12,918 $ 22,831 $ 48,595 Total segment expenses (18,628) (15,820) (22,060) (56,508) Segment Adjusted EBITDA (5,782) (2,902) 771 (7,913) Depreciation and amortization (13,407) Interest expense, net (5,756) Equity in losses from unconsolidated ventures (16,832) Corporate expenses and other items (35,167) Loss before income taxes (79,075) Income tax benefit (expense) — Net loss $ (79,075) Six months ended June 30, 2023 Total revenues $ 11,172 $ 14,956 $ 26,161 $ 52,289 Total segment expenses (15,640) (17,243) (23,422) (56,305) Segment Adjusted EBITDA (4,468) (2,287) 2,739 (4,016) Depreciation and amortization (26,400) Interest expense, net (1,257) Equity in losses from unconsolidated ventures (21,716) Corporate expenses and other items (12,514) Loss before income taxes (65,903) Income tax benefit (expense) — Net loss $ (65,903) |
Schedule of assets by segment | June 30, December 31, in thousands 2024 2023 Landlord Operations $ 408,199 $ 411,871 Hospitality 63,895 64,816 Sponsorships, Events, and Entertainment 130,504 135,121 Total segment assets 602,598 611,808 Corporate 7,497 5,005 Total assets $ 610,095 $ 616,813 |
Related-Party Transactions (Tab
Related-Party Transactions (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Related-Party Transactions | |
Schedule of components of net parent investment | Three months ended Six months ended June 30, June 30, in thousands 2024 2023 2024 2023 Net transfers from Parent as reflected in the Unaudited Condensed Combined Statements of Cash Flows $ 27,188 $ 27,235 $ 74,847 $ 49,477 Non-cash stock compensation expense (592) 242 66 534 Net transfers from Parent as reflected in the Unaudited Condensed Combined Statements of Equity $ 26,596 $ 27,477 $ 74,913 $ 50,011 |
Schedule of the allocation of expenses | Three months ended June 30, Six months ended June 30, in thousands 2024 2023 2024 2023 Operating costs 321 148 521 281 General and administrative 3,568 3,630 6,994 6,457 Other income, net (8) (7) (16) (15) Total 3,881 3,771 7,499 6,723 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Description of the Company (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |||
Jul. 31, 2024 | Oct. 05, 2023 | Jun. 30, 2024 | Dec. 31, 2023 | |
Capital contributed | $ 380,731 | $ 384,893 | ||
HHH | Subsequent Event | ||||
Shares issued for every nine shares of the parent company | 1 | |||
Shares of common stock converted for each share distributed | 9 | |||
HHH | Subsequent Event | Series A Preferred Stock | ||||
Number of new stock issued | 10,000 | |||
Percentage of preferred stock | 14% | |||
Preferred stock par value (In dollars per share) | $ 0.01 | |||
Liquidation preference value | $ 10,000 | |||
Howard Hughes Holdings Inc. | Subsequent Event | ||||
Capital contributed | 23,400 | |||
Rights Offering | ||||
Shares offering | 7,000,000 | |||
Price per whole sale | $ 25 | |||
Rights Offering | Subsequent Event | ||||
Aggregate value of shares | 175,000 | |||
Rights Offering | Pershing Square | ||||
Price per whole sale | $ 25 | |||
Aggregate value of shares | $ 175,000 | |||
Possible ownership after Rights Offering (as a percentage) | 72.30% | |||
Revolving Credit Agreement | Subsequent Event | ||||
Amount of revolving credit | $ 5,000 | |||
Interest rate | 10% | |||
Agreement term | 1 year | |||
Term extension | 6 months | |||
Jean-Georges Restaurants | ||||
Ownership interest | 25% | 25% | ||
Jean-Georges Restaurants | Jean-Georges Restaurants | ||||
Ownership interest | 25% | |||
Fashion Show Mall | ||||
Percentage of air rights | 80% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Liquidity and Going Concern and Restricted Cash (Details) - USD ($) $ in Thousands | 1 Months Ended | |||
Aug. 31, 2024 | Jul. 31, 2024 | Jun. 30, 2024 | Dec. 31, 2023 | |
Capital contributed | $ 380,731 | $ 384,893 | ||
Subsequent Event | 250 Water Street litigation | ||||
Amount of litigation | $ 40,000 | |||
Revolving Credit Agreement | Subsequent Event | ||||
Amount of revolving credit | $ 5,000 | |||
Rights Offering | Subsequent Event | ||||
Gross proceeds from Rights Offering | 175,000 | |||
Howard Hughes Holdings Inc. | Subsequent Event | ||||
Capital contributed | $ 23,400 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Accounts Receivable, net (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | $ 11,282 | $ 13,672 |
Total reserve balance | 2,300 | 1,400 |
Tenant receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | 1,665 | 875 |
Straight-line rent receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | 3,394 | 3,353 |
Other receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | $ 6,223 | $ 9,444 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Impacts of the Collectability Reserves (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Summary of Significant Accounting Policies | ||||
Rental revenue | $ 401 | $ 310 | $ 457 | $ 182 |
Provision for (recovery of) doubtful accounts | 1,307 | 6 | 2,260 | (13) |
Total (income) expense impact | $ 1,708 | $ 316 | $ 2,717 | $ 169 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Concentration Risk (Details) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2024 USD ($) item | Dec. 31, 2023 USD ($) item customer | |
Concentration Risk [Line Items] | ||
Accounts receivable, net | $ 11,282 | $ 13,672 |
Accounts Receivable | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Number of customers | customer | 2 | |
Number of related parties | item | 1 | 1 |
Accounts Receivable | Customer Concentration Risk | Major Customer One | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 15.10% | |
Accounts receivable, net | $ 2,100 | |
Accounts Receivable | Customer Concentration Risk | Major Customer Two | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 12.20% | |
Accounts receivable, net | $ 1,700 | |
Accounts Receivable | Customer Concentration Risk | Related Party One | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 0.101% | 22.80% |
Accounts receivable, net | $ 1,100 | $ 3,100 |
Investments in Unconsolidated_3
Investments in Unconsolidated Ventures - Investments in Unconsolidated Ventures (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 | |
Schedule of Equity Method Investments [Line Items] | |||||
Investments in unconsolidated ventures | $ 26,396 | $ 26,396 | $ 27,459 | ||
Equity in losses from unconsolidated ventures and distributions | (6,552) | $ (10,896) | (16,832) | $ (21,716) | |
Other equity investments | 10,000 | 10,000 | 10,000 | ||
Investments in Unconsolidated Ventures | 36,396 | 36,396 | $ 37,459 | ||
Impairment loss, cumulative amount | 0 | 0 | |||
Downward price adjustment, cumulative amount | 0 | 0 | |||
Upward price adjustment, cumulative amount | 0 | 0 | |||
Impairment loss, annual amount | 0 | ||||
Downward price adjustment, annual amount | 0 | ||||
Upward price adjustment, annual amount | 0 | ||||
Equity securities | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Other equity investments | $ 10,000 | $ 10,000 | |||
Lawn Club | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest | 50% | 50% | 50% | ||
Investments in unconsolidated ventures | $ 5,597 | $ 5,597 | $ 1,266 | ||
Equity in losses from unconsolidated ventures and distributions | $ 489 | $ 36 | |||
Ssam Bar | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest | 50% | ||||
Equity in losses from unconsolidated ventures and distributions | (105) | (503) | |||
Tin Building by Jean-Georges | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest | 65% | 65% | 65% | ||
Investments in unconsolidated ventures | $ 6,539 | $ 6,539 | $ 11,658 | ||
Equity in losses from unconsolidated ventures and distributions | $ (7,057) | (10,649) | $ (16,718) | (20,857) | |
Jean-Georges Restaurants | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ownership interest | 25% | 25% | 25% | ||
Investments in unconsolidated ventures | $ 14,260 | $ 14,260 | $ 14,535 | ||
Equity in losses from unconsolidated ventures and distributions | $ 16 | $ (142) | $ (150) | $ (356) |
Investments in Unconsolidated_4
Investments in Unconsolidated Ventures - The Lawn Club (Details) - ft² | 1 Months Ended | 3 Months Ended |
Oct. 31, 2023 | Sep. 30, 2023 | |
Lawn Club | ||
Schedule of Unconsolidated Venture [Line Items] | ||
Venture funded (as a percentage) | 90% | 80% |
Lawn Club | Endorphin Ventures | ||
Schedule of Unconsolidated Venture [Line Items] | ||
Venture funded (as a percentage) | 10% | 20% |
Fulton Market Building | ||
Schedule of Unconsolidated Venture [Line Items] | ||
Area of real estate property (in sqft) | 20,000 |
Investments in Unconsolidated_5
Investments in Unconsolidated Ventures - Tin Building by Jean-Georges (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Mar. 31, 2022 | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2015 ft² | |
Schedule of Equity Method Investments [Line Items] | |||||||
Carry Value, Equity Method Investments | $ 26,396 | $ 26,396 | $ 27,459 | ||||
Capital contributions | 16,267 | $ 24,133 | |||||
Total Assets | 610,095 | 610,095 | 616,813 | ||||
Total Liabilities | 229,364 | 229,364 | 231,920 | ||||
Net loss | (34,997) | $ (28,146) | (79,075) | (65,903) | |||
Tin Building by Jean-Georges | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Area of real estate property (in sqft) | ft² | 53,783 | ||||||
Ownership (as a percentage) | 100% | ||||||
Space leased (as a percentage) | 100% | ||||||
Venture funded (as a percentage) | 100% | ||||||
Capital contributions | 11,600 | 48,100 | |||||
Total Assets | 91,645 | 91,645 | 96,555 | ||||
Total Liabilities | 83,924 | 83,924 | 83,716 | ||||
Total Equity | 7,721 | 7,721 | $ 12,839 | ||||
Revenues | 8,528 | 8,270 | 15,066 | 15,223 | |||
Gross Margin | 5,879 | 5,402 | 9,926 | 9,742 | |||
Net loss | (7,057) | $ (10,649) | (16,718) | $ (20,857) | |||
Tin Building by Jean-Georges | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Interest acquired (as a percentage) | 25% | ||||||
Carry Value, Equity Method Investments | $ 6,500 | $ 6,500 |
Investments in Unconsolidated_6
Investments in Unconsolidated Ventures - Jean-Georges Restaurants (Details) - Jean-Georges Restaurants $ in Millions | 1 Months Ended |
Mar. 31, 2022 USD ($) Offering | |
Business Acquisition [Line Items] | |
Interest acquired (as a percentage) | 25% |
Purchase price | $ 45 |
Number of hospitality offerings | Offering | 40 |
Price price for additional interest | $ 10 |
Additional interest acquired (as a percentage) | 20% |
Impairment (Details)
Impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Impairment | ||||
Impairment of long lived assets | $ 0 | $ 0 | $ 0 | $ 0 |
Impairment of investments in unconsolidated joint ventures | $ 0 | $ 0 | $ 0 | $ 0 |
Other Assets and Liabilities (D
Other Assets and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Other Assets, net | ||
Intangibles | $ 18,957 | $ 20,534 |
Security and other deposits | 14,189 | 14,190 |
Food and beverage and merchandise inventory | 2,863 | 2,718 |
Prepaid expenses | 4,969 | 1,524 |
Other | 146 | |
Other assets, net | 40,978 | 39,112 |
Accounts Payable and Other Liabilities | ||
Deferred income | 11,956 | 4,030 |
Accounts payable and accrued expenses | 6,669 | 4,285 |
Construction payables | 1,444 | 12,477 |
Accrued payroll and other employee liabilities | 3,829 | 4,885 |
Accrued interest | 968 | 1,000 |
Tenant and other deposits | 1,408 | 554 |
Other | 139 | 908 |
Accounts payable and other liabilities | $ 26,413 | $ 28,139 |
Mortgages Payable Net (Details)
Mortgages Payable Net (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Mortgages Payable, Net | ||
Secured mortgages payable | $ 157,050 | $ 157,990 |
Unamortized deferred financing costs | (1,975) | (2,362) |
Mortgages payable, net | 155,075 | 155,628 |
Fixed-rate debt | ||
Mortgages Payable, Net | ||
Secured mortgages payable | 42,050 | 42,990 |
Variable-rate debt | ||
Mortgages Payable, Net | ||
Secured mortgages payable | $ 115,000 | $ 115,000 |
Mortgages Payable Net - Summary
Mortgages Payable Net - Summary (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Mortgages Payable, Net | ||
Secured mortgages payable | $ 157,050 | $ 157,990 |
Fixed-rate debt | ||
Mortgages Payable, Net | ||
Secured mortgages payable | $ 42,050 | $ 42,990 |
Fixed rate interest | 4.92% | 4.92% |
Variable-rate debt | ||
Mortgages Payable, Net | ||
Secured mortgages payable | $ 115,000 | $ 115,000 |
Variable rate interest | 9.21% | 9.21% |
Mortgages Payable Net - Refinan
Mortgages Payable Net - Refinance (Details) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jul. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | |
Mortgages Payable, Net | |||
Collateral amount | $ 197,400 | ||
Principal payments on mortgages payable | 940 | $ 895 | |
Mortgage Payable | |||
Mortgages Payable, Net | |||
Principal payments on mortgages payable | 900 | ||
Amount of revolving credit | $ 0 | ||
250 Water Street Mortgage | Subsequent Event | Mortgage Payable | |||
Mortgages Payable, Net | |||
Principal payments on mortgages payable | $ 53,700 | ||
Amount of revolving credit | $ 61,300 | ||
Margin rate | 4.50% | ||
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] | us-gaap:SecuredOvernightFinancingRateSofrMember |
Fair Value (Details)
Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Assets: | ||
Allowance for doubtful accounts receivable | $ 2,300 | $ 1,400 |
Carrying Amount | Nonrecurring | Level 1 | ||
Assets: | ||
Cash and restricted cash | 45,576 | 43,845 |
Carrying Amount | Nonrecurring | Level 2 | ||
Liabilities: | ||
Fixed-rate debt | 42,050 | 42,990 |
Variable-rate debt | 115,000 | 115,000 |
Carrying Amount | Nonrecurring | Level 3 | ||
Assets: | ||
Accounts receivable, net | 11,282 | 13,672 |
Estimate of Fair Value | Nonrecurring | Level 1 | ||
Assets: | ||
Cash and restricted cash | 45,576 | 43,845 |
Estimate of Fair Value | Nonrecurring | Level 2 | ||
Liabilities: | ||
Fixed-rate debt | 36,551 | 38,906 |
Variable-rate debt | 115,000 | 115,000 |
Estimate of Fair Value | Nonrecurring | Level 3 | ||
Assets: | ||
Accounts receivable, net | $ 11,282 | $ 13,672 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 06, 2023 judge | |
Commitments and Contingencies | |||||
Number of judges | judge | 5 | ||||
Rental expense | $ 1.6 | $ 1.6 | $ 3.7 | $ 3.7 | |
Straight line rent amortization expense | $ 0.6 | $ 0.6 | $ 1.2 | $ 1.2 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Taxes | ||||
Income tax benefit | $ 0 | $ 0 | $ 0 | $ 0 |
Revenues - Revenue Disaggregate
Revenues - Revenue Disaggregated by Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 33,941 | $ 37,541 | $ 48,595 | $ 52,289 |
Sponsorships, events, entertainment, and other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 18,710 | 22,080 | 22,913 | 26,164 |
Sponsorships, events, and entertainment revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 18,651 | 22,080 | 22,831 | 26,161 |
Other Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 59 | 82 | 3 | |
Hospitality Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 8,914 | 9,734 | 12,918 | 14,956 |
Rental Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 6,317 | $ 5,727 | $ 12,764 | $ 11,169 |
Revenues - Contract Assets and
Revenues - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Contract Assets | ||
Contract assets | $ 0 | |
Contract Liabilities | ||
Contract Liabilities, Beginning Balance | 3,707 | $ 4,740 |
Consideration earned during the period | (18,104) | (19,112) |
Consideration received during the period | 26,110 | 25,887 |
Contract Liabilities, Ending Balance | $ 11,713 | $ 11,515 |
Revenues - Remaining Unsatisfie
Revenues - Remaining Unsatisfied Performance Obligation (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Amount | $ 24,100 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 6 months |
Revenue, Remaining Performance Obligation, Amount | $ 13,938 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Amount | $ 3,708 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period | 1 year |
Revenue, Remaining Performance Obligation, Amount | $ 6,476 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) - customer | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Concentration Risk [Line Items] | ||||
Number of customers | 0 | 0 | ||
Revenue from Contract with Customer Benchmark | Customer Concentration Risk | Customer One | ||||
Concentration Risk [Line Items] | ||||
Concentration Risk, Percentage | 12% | 11.60% |
Leases - Lessee Arrangements (D
Leases - Lessee Arrangements (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 | |
Assets | |||||
Operating lease right-of-use assets, net | $ 39,659 | $ 39,659 | $ 40,884 | ||
Liabilities | |||||
Operating lease obligations | 47,876 | 47,876 | 48,153 | ||
Lease expense | |||||
Operating lease cost | 1,548 | $ 1,522 | 3,095 | $ 3,044 | |
Variable lease cost | 67 | 76 | 620 | 694 | |
Total lease cost | 1,615 | $ 1,598 | 3,715 | 3,738 | |
Future minimum lease payments | |||||
Remainder of 2024 | 2,174 | 2,174 | |||
2025 | 4,375 | 4,375 | |||
2036 | 3,416 | 3,416 | |||
2027 | 2,749 | 2,749 | |||
2028 | 2,808 | 2,808 | |||
Thereafter | 234,042 | 234,042 | |||
Total lease payments | 249,564 | 249,564 | |||
Less: imputed interest | (201,688) | (201,688) | |||
Present value of lease liabilities | $ 47,876 | 47,876 | $ 48,153 | ||
Supplemental Statements of Cash Flows Information | |||||
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows on operating leases | $ 2,147 | $ 2,118 | |||
Other Information | |||||
Weighted-average remaining lease term (years), Operating leases | 45 years 6 months | 44 years 10 months 24 days | 45 years 6 months | 44 years 10 months 24 days | |
Weighted-average discount rate, Operating leases | 7.80% | 7.50% | 7.80% | 7.50% | |
Minimum | |||||
Lessee Arrangements | |||||
Remaining lease term | 2 years | 2 years | |||
Maximum | |||||
Lessee Arrangements | |||||
Remaining lease term | 50 years | 50 years |
Leases - Lessor Arrangements (D
Leases - Lessor Arrangements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Lessor Arrangements | ||||
Remaining term, Multi-family leases | 12 months | |||
Lease, Practical Expedient, Lessor Single Lease Component | true | true | ||
Total minimum rent payments | $ 5,261 | $ 3,760 | $ 10,422 | $ 8,544 |
Total future minimum rents | ||||
Remainder of 2024 | 10,584 | 10,584 | ||
2025 | 21,859 | 21,859 | ||
2026 | 19,477 | 19,477 | ||
2027 | 19,603 | 19,603 | ||
2028 | 19,701 | 19,701 | ||
Thereafter | 106,223 | 106,223 | ||
Total | $ 197,447 | $ 197,447 | ||
Average | ||||
Lessor Arrangements | ||||
Remaining term, Retail, office, and other properties | 7 years |
Segments - Narrative (Details)
Segments - Narrative (Details) | 6 Months Ended |
Jun. 30, 2024 ft² item segment | |
Segment Reporting Information [Line Items] | |
Number of segments | segment | 3 |
Primary location | item | 3 |
Landlord Operations | |
Segment Reporting Information [Line Items] | |
Square feet | ft² | 478,000 |
Segments - Segment Operating Re
Segments - Segment Operating Results (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 33,941 | $ 37,541 | $ 48,595 | $ 52,289 |
Total segment expenses | (12,921) | (10,874) | (22,825) | (20,011) |
Depreciation and amortization | (5,333) | (13,170) | (13,407) | (26,400) |
Interest expense, net | (3,210) | (627) | (5,756) | (1,257) |
Equity in losses from unconsolidated ventures and distributions | (6,552) | (10,896) | (16,832) | (21,716) |
Corporate expenses and other items | (18,613) | (6,655) | (35,167) | (12,514) |
Loss before income taxes | (34,997) | (28,146) | (79,075) | (65,903) |
Income tax benefit (expense) | 0 | 0 | 0 | 0 |
Net loss | (34,997) | (28,146) | (79,075) | (65,903) |
Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 33,941 | 37,541 | ||
Total segment expenses | (35,230) | (34,339) | (56,508) | (56,305) |
Segment Adjusted EBITDA | (1,289) | 3,202 | (7,913) | (4,016) |
Landlord Operations | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 12,846 | 11,172 | ||
Landlord Operations | Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 6,376 | 5,727 | ||
Total segment expenses | (10,167) | (8,171) | (18,628) | (15,640) |
Segment Adjusted EBITDA | (3,791) | (2,444) | (5,782) | (4,468) |
Hospitality | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 12,918 | 14,956 | ||
Hospitality | Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 8,914 | 9,734 | ||
Total segment expenses | (9,600) | (9,664) | (15,820) | (17,243) |
Segment Adjusted EBITDA | (686) | 70 | (2,902) | (2,287) |
Sponsorships, Events, and Entertainment | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 22,831 | 26,161 | ||
Sponsorships, Events, and Entertainment | Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 18,651 | 22,080 | ||
Total segment expenses | (15,463) | (16,504) | (22,060) | (23,422) |
Segment Adjusted EBITDA | $ 3,188 | $ 5,576 | $ 771 | $ 2,739 |
Segments - Assets By Segment (D
Segments - Assets By Segment (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 610,095 | $ 616,813 |
Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 602,598 | 611,808 |
Corporate | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 7,497 | 5,005 |
Landlord Operations | Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 408,199 | 411,871 |
Hospitality | Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | 63,895 | 64,816 |
Sponsorships, Events, and Entertainment | Segments | ||
Segment Reporting, Asset Reconciling Item [Line Items] | ||
Total assets | $ 130,504 | $ 135,121 |
Related-Party Transactions - Ne
Related-Party Transactions - Net Transfers from Parent (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Components of Net Parent Investment | ||||
Net transfers from Parent as reflected in the Unaudited Condensed Combined Statements of Cash Flows | $ 27,188 | $ 27,235 | $ 74,847 | $ 49,477 |
Non-cash stock compensation expense | (592) | 242 | 66 | 534 |
Net transfers from Parent as reflected in the Unaudited Condensed Combined Statements of Equity | $ 26,596 | $ 27,477 | $ 74,913 | $ 50,011 |
Related-Party Transactions - Co
Related-Party Transactions - Corporate Overhead and Other Allocations (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 | |
Allocation of Expenses | |||||
Operating costs | $ 12,921 | $ 10,874 | $ 22,825 | $ 20,011 | |
Operating loss | (25,235) | (16,623) | (56,487) | (42,930) | |
Stock compensation expense | (592) | 242 | 66 | 534 | |
Related Party | |||||
Allocation of Expenses | |||||
Operating costs | $ 321 | $ 148 | $ 521 | $ 281 | |
Operating Cost and Expense, Related Party, Name [Extensible Enumeration] | HHH | HHH | HHH | HHH | |
General and administrative | $ 3,568 | $ 3,630 | $ 6,994 | $ 6,457 | |
Selling, General, and Administrative Expenses, Related Party, Name [Extensible Enumeration] | HHH | HHH | HHH | HHH | |
Other income, net | $ (8) | $ (7) | $ (16) | $ (15) | |
Other Operating Income, Related Party, Name [Extensible Enumeration] | HHH | HHH | HHH | HHH | |
Operating loss | $ 3,881 | $ 3,771 | $ 7,499 | $ 6,723 | |
Accounts payable and other liabilities | $ 400 | $ 400 | $ 200 | ||
Accounts Payable, Current, Related Party, Name [Extensible Enumeration] | CCMC | CCMC | CCMC | ||
Related Party | HHH | |||||
Allocation of Expenses | |||||
Stock compensation expense | $ (600) | 200 | $ 100 | 500 | |
Stock compensation expense capitalized | (100) | 100 | 300 | 300 | |
Related-party management fee | 100 | 100 | 200 | 200 | |
Related Party | HHH | Developments and Buildings | |||||
Allocation of Expenses | |||||
Capitalized costs | 300 | 1,000 | |||
Related Party | HHH | Equipment | |||||
Allocation of Expenses | |||||
Capitalized costs | 200 | 200 | |||
Related Party | CCMC | |||||
Allocation of Expenses | |||||
Accounts receivable, net | 2,100 | 2,100 | $ 1,200 | ||
Related-party management fee | 600 | 600 | 1,100 | 1,100 | |
Related Party | Lawn Club and the Tin Building by Jean-Georges | |||||
Allocation of Expenses | |||||
Accounts receivable, net | 1,500 | 1,500 | 100 | ||
Rental revenue | 3,100 | 3,400 | 6,000 | 6,300 | |
Related Party | Tin Building by Jean-Georges | |||||
Allocation of Expenses | |||||
Rental revenue | 2,900 | $ 3,200 | 5,800 | $ 6,000 | |
Related Party | Lawn Club | |||||
Allocation of Expenses | |||||
Accounts receivable, net | $ 100 | $ 100 | $ 3,100 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Millions | Jul. 31, 2024 | Jun. 30, 2024 |
Mortgage Payable | ||
Subsequent Events | ||
Mortgage payable | $ 0 | |
Subsequent Event | Mortgage Payable | 250 Water Street Mortgage | ||
Subsequent Events | ||
Mortgage payable | $ 61.3 | |
Subsequent Event | HHH | ||
Subsequent Events | ||
Shares issued for every nine shares of the parent company | 1 | |
Shares of common stock converted for each share distributed | 9 |