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Investments in Partially Owned Entities
6 Months Ended
Jun. 30, 2014
Investments in Partially Owned Entities [Abstract]  
Investments in Partially Owned Entities

7. Investments in Partially Owned Entities

 

 

Toys “R” Us (“Toys”)

 

As of June 30, 2014, we own 32.6% of Toys. We account for our investment in Toys under the equity method and record our share of Toys' net income or loss on a one-quarter lag basis because Toys' fiscal year ends on the Saturday nearest January 31, and our fiscal year ends on December 31. The business of Toys is highly seasonal and substantially all of Toys' net income is generated in its fourth quarter.

 

Below is a summary of Toys' latest available financial information on a purchase accounting basis:

 (Amounts in thousands)       Balance as of  
 Balance Sheet:       May 3, 2014 November 2, 2013  
  Assets       $ 10,358,000 $ 11,756,000  
  Liabilities         9,130,000   10,437,000  
  Noncontrolling interests         83,000   75,000  
  Toys “R” Us, Inc. equity (1)         1,145,000   1,244,000  
                  
    For the Three Months Ended For the Six Months Ended  
 Income Statement:May 3, 2014  May 4, 2013 May 3, 2014  May 4, 2013  
  Total revenues $ 2,479,000  $ 2,408,000 $ 7,746,000 $ 8,178,000  
  Net income attributable to Toys   (194,000)    (119,000)   (111,000)   122,000  
                  
                  
  (1) At June 30, 2014, the carrying amount of our investment in Toys is less than our share of Toys' equity by approximately $347,337. This basis difference results primarily from non-cash impairment losses aggregating $355,953 that we have recognized through June 30, 2014. We have allocated the basis difference primarily to Toys' real estate, which is being amortized over its remaining estimated useful life.   
                  

7. Investments in Partially Owned Entities – continued

 

 

Alexander's, Inc. (“Alexander's”) (NYSE: ALX)

 

As of June 30, 2014, we own 1,654,068 Alexander's common shares, or approximately 32.4% of Alexander's common equity. We manage, lease and develop Alexander's properties pursuant to agreements which expire in March of each year and are automatically renewable. As of June 30, 2014, we have a $42,489,000 receivable from Alexander's for fees under these agreements.

 

As of June 30, 2014, the market value (“fair value” pursuant to ASC 820) of our investment in Alexander's, based on Alexander's June 30, 2014 closing share price of $369.47, was $611,128,000, or $444,124,000 in excess of the carrying amount on our consolidated balance sheet. As of June 30, 2014, the carrying amount of our investment in Alexander's, excluding amounts owed to us, exceeds our share of the equity in the net assets of Alexander's by approximately $41,569,000. The majority of this basis difference resulted from the excess of our purchase price for the Alexander's common stock acquired over the book value of Alexander's net assets. Substantially all of this basis difference was allocated, based on our estimates of the fair values of Alexander's assets and liabilities, to real estate (land and buildings). We are amortizing the basis difference related to the buildings into earnings as additional depreciation expense over their estimated useful lives. This depreciation is not material to our share of equity in Alexander's net income. The basis difference related to the land will be recognized upon disposition of our investment.

 

Below is a summary of Alexander's latest available financial information:

(Amounts in thousands)      Balance as of 
Balance Sheet:      June 30, 2014 December 31, 2013 
 Assets      $ 1,450,000 $ 1,458,000 
 Liabilities        1,113,000   1,124,000 
 Stockholders' equity        337,000   334,000 
               
 For the Three Months Ended June 30, For the Six Months Ended June 30, 
Income Statement:2014 2013 2014 2013 
 Total revenues $ 50,000 $ 47,000 $ 99,000 $ 96,000 
 Net income attributable to Alexander’s  17,000   13,000   32,000   27,000 

LNR Property LLC (“LNR”)

In January 2013, we and the other equity holders of LNR entered into a definitive agreement to sell LNR for $1.053 billion, of which our share of the net proceeds was $240,474,000. The definitive agreement provided that LNR would not (i) make any cash distributions to the equity holders, including us, through the completion of the sale, which occurred on April 19, 2013, and (ii) take any of the following actions (among others) without the purchaser's approval, the lending or advancing of any money, the acquisition of assets in excess of specified amounts, or the issuance of equity interests. Notwithstanding the terms of the definitive agreement, in accordance with GAAP, we recorded our pro rata share of LNR's earnings on a one-quarter lag basis through the date of sale, which increased the carrying amount of our investment in LNR above our share of the net sales proceeds and resulted in us recognizing a $27,231,000 “other-than-temporary” impairment loss on our investment in the three months ended March 31, 2013.

One Park Avenue

 

On June 26, 2014, we invested an additional $22,700,000 to increase our ownership in One Park Avenue to 55.0% from 46.5% through a joint venture with an institutional investor, who increased his ownership interest to 45.0% (see Note 4 Vornado Capital Partners Real Estate Fund). The transaction was based on a property value of $560,000,000. The property is encumbered by a $250,000,000 interest-only mortgage loan that bears interest at 4.995% and matures in March 2016. We account for our investment in the joint venture under the equity method because we share control over major decisions with our joint venture partner.

7. Investments in Partially Owned Entities – continued

 

Below are schedules summarizing our investments in, and income from, partially owned entities.

     Percentage  
(Amounts in thousands) Ownership at Balance as of
Investments:  June 30, 2014 June 30, 2014 December 31, 2013
 Toys   32.6% $ 26,309 $ 83,224
              
 Alexander’s   32.4% $ 167,004 $ 167,785
 India real estate ventures   4.1%-36.5%   87,859   88,467
 Partially owned office buildings (1)   Various   725,483   621,294
 Other investments (2)   Various   287,024   288,897
         $ 1,267,370 $ 1,166,443
              
              
(1) Includes interests in 280 Park Avenue, 650 Madison Avenue, One Park Avenue, 666 Fifth Avenue (Office), 330 Madison Avenue and others.
(2) Includes interests in Independence Plaza, Monmouth Mall, 85 10th Avenue, Fashion Center Mall, 50-70 West 93rd Street and others.

      Percentage For the Three Months For the Six Months
(Amounts in thousands)Ownership at Ended June 30, Ended June 30,
Our Share of Net Income (Loss):June 30, 2014 2014 2013 2014 2013
 Toys: 32.6%            
  Equity in net earnings   $ (59,530) $ (38,708) $ 15,666 $ 39,834
  Non-cash impairment losses (see page 13 for details)     -   -   (75,196)   (78,542)
  Management fees     1,939   1,847   3,786   3,606
         $ (57,591) $ (36,861) $ (55,744) $ (35,102)
                    
 Alexander's: 32.4%            
  Equity in net income    $ 5,272 $ 4,077 $ 10,031 $ 8,486
  Management, leasing and development fees     1,622   1,674   3,248   3,341
           6,894   5,751   13,279   11,827
                    
 India real estate ventures 4.1%-36.5%   (2,041)   (414)   (2,178)   (1,181)
                    
 Partially owned office buildings (1) Various   990   (1,042)   (1,405)   (1,624)
                    
 Other investments (2) Various   (1,994)   (2,823)   (5,715)   (4,536)
                    
 Lexington (3) n/a   -   -   -   (979)
                    
 LNR (see page 14 for details): n/a            
  Equity in net income     -   -   -   45,962
  Impairment loss     -   -   -   (27,231)
           -   -   -   18,731
                    
         $ 3,849 $ 1,472 $ 3,981 $ 22,238
               
                    
(1)  Includes interests in 280 Park Avenue, 650 Madison Avenue, One Park Avenue, 666 Fifth Avenue (Office), 330 Madison Avenue and others.
(2)  Includes interests in Independence Plaza, Monmouth Mall, 85 10th Avenue, Fashion Center Mall, 50-70 West 93rd Street and others.
(3)  In the first quarter of 2013, we began accounting for our investment in Lexington as a marketable equity security - available for sale. The 2013 amount represents our share of Lexington's 2012 fourth quarter earnings which was recorded on a one-quarter lag basis.

7. Investments in Partially Owned Entities continued

Below is a summary of the debt of our partially owned entities as of June 30, 2014 and December 31, 2013, none of which is recourse to us.

   Percentage   Interest 100% of
   Ownership at   Rate at Partially Owned Entities’ Debt at
(Amounts in thousands)June 30,   June 30, June 30, December 31,
 2014 Maturity 2014 2014 2013
Toys:           
 Notes, loans and mortgages payable32.6% 2014-2021 6.90% $ 5,206,299 $ 5,702,247
              
Alexander's:           
 Mortgages payable32.4% 2015-2021 2.58% $ 1,034,289 $ 1,049,959
              
India real estate ventures:           
 TCG Urban Infrastructure Holdings mortgages           
  payable25.0% 2014-2026 13.21% $ 195,891 $ 199,021
              
Partially owned office buildings(1)Various 2014-2023 5.70% $ 3,646,299 $ 3,622,759
              
Other(2)Various 2014-2023 4.56% $ 1,703,586 $ 1,709,509
            
              
(1) Includes 280 Park Avenue, 650 Madison Avenue, One Park Avenue, 666 Fifth Avenue (Office), 330 Madison Avenue and others.
(2) Includes Independence Plaza, Monmouth Mall, Fashion Center Mall, 50-70 West 93rd Street and others.

Based on our ownership interest in the partially owned entities above, our pro rata share of the debt of these partially owned entities was $4,094,370,000 and $4,189,403,000 at June 30, 2014 and December 31, 2013, respectively.