Accumulated Other Comprehensive Loss of the Operating Partnership

9 Months Ended

Sep. 30, 2014

Accumulated Other Comprehensive Income (Loss) [Line Items]

Accumulated Other Comprehensive Loss of the Company

Stockholders’ Equity of the Company

Common Stock

Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, par value $0.01 per share. As of September 30, 2014, 95,944,861 shares of common stock and no shares of excess stock were issued and outstanding.

At-The-Market Equity Offering Program

In July 2011, the Company, along with the Operating Partnership, entered into an "at-the-market" equity offering program, or ATM Program, to sell an aggregate of $250.0 million of SL Green's common stock. During the nine months ended September 30, 2014, we sold 25,659 shares of our common stock out of the remaining balance of this ATM Program for aggregate net proceeds of $2.8 million. The net proceeds from this offering were contributed to the Operating Partnership in exchange for 25,659 units of limited partnership interest of the Operating Partnership.

In June 2014, the Company, along with the Operating Partnership, entered into a new ATM Program to sell an aggregate of $300.0 million of SL Green's common stock. During the nine months ended September 30, 2014, we sold 367,781 shares of our common stock for aggregate net proceeds of $40.3 million. The net proceeds from this offering were contributed to the Operating Partnership in exchange for 367,781 units of limited partnership interest of the Operating Partnership. As of September 30, 2014, $259.2 million remained available for issuance of common stock under the new ATM Program.

Perpetual Preferred Stock

We have 9,200,000 shares of our 6.50% Series I Cumulative Redeemable Preferred Stock, or the Series I Preferred Stock, outstanding with a mandatory liquidation preference of $25.00 per share. The Series I Preferred stockholders receive annual dividends of $1.625 per share paid on a quarterly basis and dividends are cumulative, subject to certain provisions. We are entitled to redeem the Series I Preferred Stock at par for cash at our option on or after August 10, 2017. The proceeds from this issuance of Series I Preferred Stock were contributed to the Operating Partnership in exchange of 9,200,000 units of 6.50% Series I Cumulative Redeemable Preferred Units of limited partnership interest, or the Series I Preferred Units.

Dividend Reinvestment and Stock Purchase Plan

In March 2012, the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRIP, which automatically became effective upon filing. The Company registered 3,500,000 shares of SL Green's common stock under the DRIP. The DRIP commenced on September 24, 2001.

During the nine months ended September 30, 2014, the Company issued 400 shares of SL Green's common stock and received approximately $40,000 of proceeds from dividend reinvestments and/or stock purchases under the DRIP. DRIP shares may be issued at a discount to the market price.

Earnings per Share

SL Green's earnings per share for the three and nine months ended September 30, 2014 and 2013 is computed as follows (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
Numerator	2014		2013		2014		2013
Basic Earnings:
Income attributable to SL Green common stockholders	$	64,688	$	37,025	$	446,319	$	64,210
Effect of Dilutive Securities:
Redemption of units to common shares	2,636		1,110		16,010		1,909
Diluted Earnings:
Income attributable to SL Green common stockholders	$	67,324	$	38,135	$	462,329	$	66,119

	Three Months Ended September 30,		Nine Months Ended September 30,
Denominator	2014	2013	2014	2013
Basic Shares:
Weighted average common stock outstanding	95,734	91,988	95,437	91,684
Effect of Dilutive Securities:
Redemption of units to common shares	3,585	2,792	3,423	2,705
Stock-based compensation plans	387	236	462	242
Diluted weighted average common stock outstanding	99,706	95,016	99,322	94,631

SL Green has excluded 231,970, 769,790, 703,702 and 922,239 common stock equivalents from the diluted shares outstanding for the three and nine months ended September 30, 2014 and 2013, respectively, as they were anti-dilutive.

Partners' Capital of the Operating Partnership

The Company is the sole general partner of the Operating Partnership and at September 30, 2014 owned 95,944,861 general and limited partnership interests in the Operating Partnership and 9,200,000 Series I Preferred Units. Partnership interests in the Operating Partnership are denominated as “common units of limited partnership interest” (also referred to as “OP Units”) or “preferred units of limited partnership interest” (also referred to as “Preferred Units”). All references to OP Units and Preferred Units outstanding exclude such units held by the Company. A holder of an OP Unit may present such OP Unit to the Operating Partnership for redemption at any time (subject to restrictions agreed upon at the issuance of OP Units to particular holders that may restrict such right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, the Operating Partnership must redeem such OP Unit in exchange for the cash equal to the then value of a share of common stock of the Company, except that the Company may, at its election, in lieu of cash redemption, acquire such OP Unit for one share of common stock. Because the number of shares of common stock outstanding at all times equals the number of OP Units that the Company owns, one share of common stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of common stock. Each series of Preferred Units makes a distribution that is set in accordance with an amendment to the partnership agreement of the Operating Partnership. Preferred Units may also be convertible into OP Units at the election of the holder thereof or the Company, subject to the terms of such Preferred Units.

Net income (loss) allocated to the preferred unitholders and common unitholders reflects their pro rata share of net income (loss) and distributions.

Limited Partner Units

As of September 30, 2014, limited partners other than SL Green owned 3.75%, or 3,735,478, common units, of the Operating Partnership.

Preferred Units

Preferred units not owned by SL Green are further described in Note 11, “Noncontrolling Interests on the Company’s Consolidated Financial Statements - Preferred Units of Limited Partnership Interest in the Operating Partnership.”

Earnings per Unit

The Operating Partnership's earnings per unit for the three and nine months ended September 30, 2014 and 2013 is computed as follows (in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
Numerator	2014		2013		2014		2013
Basic and Diluted Earnings:
Income attributable to SLGOP common unitholders	$	67,324	$	38,135	$	462,329	$	66,119

	Three Months Ended September 30,		Nine Months Ended September 30,
Denominator	2014	2013	2014	2013
Basic units:
Weighted average common units outstanding	99,319	94,780	98,860	94,389
Effect of Dilutive Securities:
Stock-based compensation plans	387	236	462	242
Diluted weighted average common units outstanding	99,706	95,016	99,322	94,631

The Operating Partnership excluded 231,970, 769,790, 703,702 and 922,239 common unit equivalents from the diluted units outstanding for the three and nine months ended September 30, 2014 and 2013, respectively, as they were anti-dilutive.

SL Green Operating Partnership

Accumulated Other Comprehensive Income (Loss) [Line Items]

Accumulated Other Comprehensive Loss of the Company

Accumulated Other Comprehensive Loss of the Operating Partnership

The following tables set forth the changes in accumulated other comprehensive income (loss) by component as of September 30, 2014:

	Net unrealized gain (loss) on derivative instruments (1)			SLGOP’s share of joint venture net unrealized income (loss) on derivative instruments (2)			Unrealized gains and loss on marketable securities		Total
Balance at December 31, 2013	$	(15,573	)	$	(5,015	)	$	4,926	$	(15,662	)
Other comprehensive income before reclassifications	1,245			4,475			1,282		7,002
Amounts reclassified from accumulated other comprehensive income	3,790			1,870			—		5,660
Balance at September 30, 2014	$	(10,538	)	$	1,330		$	6,208	$	(3,000	)

___________________________

(1) Amount reclassified from accumulated other comprehensive income (loss) are included in interest expense in the respective consolidated statements of income. As of September 30, 2014 and December 31, 2013, the deferred net losses from these terminated hedges, which are included in accumulated other comprehensive loss relating to net unrealized loss on derivative instrument, were $12.7 million and $14.2 million, respectively.

(2) Amounts reclassified from accumulated other comprehensive income are included in equity in net income from unconsolidated joint ventures in the respective consolidated statements of income.