Investments in Unconsolidated Joint Ventures (Tables)

12 Months Ended

Dec. 31, 2015

Equity Method Investments and Joint Ventures [Abstract]

Schedule of general information on joint ventures

The table below provides general information on each of our joint ventures as of December 31, 2015:



Property	Partner	Ownership Interest	Economic Interest	Approximate Square Feet	Acquisition Date	Acquisition Price⁽¹⁾ (in thousands)
100 Park Avenue	Prudential Real Estate Investors	49.90%	49.90%	834,000	January 2000	$	95,800
717 Fifth Avenue	Jeff Sutton/Private Investor	10.92%	10.92%	119,500	September 2006	251,900
800 Third Avenue⁽²⁾	Private Investors	60.52%	60.52%	526,000	December 2006	285,000
1745 Broadway	Ivanhoe Cambridge, Inc.	56.88%	56.88%	674,000	April 2007	520,000
Jericho Plaza⁽³⁾	Onyx Equities/Credit Suisse	77.78%	77.78%	640,000	April 2007	210,000
11 West 34th Street	Private Investor/ Jeff Sutton	30.00%	30.00%	17,150	December 2010	10,800
7 Renaissance⁽⁴⁾	Louis Cappelli	50.00%	50.00%	65,641	December 2010	4,000
3 Columbus Circle⁽⁵⁾	The Moinian Group	48.90%	48.90%	741,500	January 2011	500,000
280 Park Avenue	Vornado Realty Trust	50.00%	50.00%	1,219,158	March 2011	400,000
1552-1560 Broadway⁽⁶⁾	Jeff Sutton	50.00%	50.00%	35,897	August 2011	136,550
724 Fifth Avenue	Jeff Sutton	50.00%	50.00%	65,040	January 2012	223,000
10 East 53rd Street	Canadian Pension Plan Investment Board	55.00%	55.00%	354,300	February 2012	252,500
33 Beekman⁽⁷⁾	Harel Insurance and Finance/TNG 33 LLC	45.90%	45.90%	163,500	August 2012	31,000
521 Fifth Avenue	Plaza Global Real Estate Partners LP	50.50%	50.50%	460,000	November 2012	315,000
21 East 66th Street⁽⁸⁾	Private Investors	32.28%	32.28%	16,736	December 2012	75,000
650 Fifth Avenue⁽⁹⁾	Jeff Sutton	50.00%	50.00%	32,324	November 2013	—
121 Greene Street	Jeff Sutton	50.00%	50.00%	7,131	September 2014	27,400
175-225 Third Street Brooklyn, New York	KCLW 3rd Street LLC/LIVWRK LLC	95.00%	95.00%	—	October 2014	74,600
55 West 46th Street	Prudential Real Estate Investors	25.00%	25.00%	347,000	November 2014	295,000
Stonehenge Portfolio⁽¹⁰⁾	Various	Various	Various	2,046,733	February 2015	36,668
131-137 Spring Street⁽¹¹⁾	Invesco Real Estate	20.00%	20.00%	68,342	August 2015	277,750

____________________________________________________________________


(1)	Acquisition price represents the actual or implied gross purchase price for the joint venture, which is not adjusted for subsequent acquisitions of additional interest.


(2)	In March 2015, we acquired an additional 17.56% interest in this joint venture for $67.5 million.


(3)	In connection with the restructuring of the joint venture and the loan on the property, our ownership increased by 57.52% in October 2015. Our ownership percentage was reduced in the first quarter of 2016 upon completion of the restructuring in the first quarter of 2016.


(4)	Subsequent to December 31, 2015, we entered into a contract to sell 7 Renaissance for a gross sales price of $20.7 million. The sale is anticipated to close in March 2016, subject to customary closing conditions.


(5)	As a result of the sale of a condominium interest in September 2012, Young & Rubicam, Inc., or Y&R, owns floors three through eight at the property. Because the joint venture has an option to repurchase these floors, the gain associated with this sale was deferred.


(6)	The purchase price represents only the purchase of the 1552 Broadway interest which comprised approximately 13,045 square feet. The joint venture also owns a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway.


(7)	The redevelopment project was substantially complete during the second quarter of 2015 and was conveyed to Pace University during the third quarter of 2015. In October 2015, we entered into an agreement to sell the property for $196.0 million. The transaction is expected to be completed in the first half of 2016, subject to customary closing conditions.


(8)	We hold a 32.28% interest in three retail and two residential units at the property and a 16.14% interest in three residential units at the property.

(9)

The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue. In connection with the ground lease obligation, SLG provided a performance guaranty and our joint venture partner executed a contribution agreement to reflect its pro rata obligation. In the event the property is converted into a condominium unit and the landlord elects the purchase option, the joint venture shall be obligated to acquire the unit at the then fair value.

(10)

In February 2015, we acquired an interest in a portfolio of Manhattan residential and retail properties for $40.2 million, of which $3.5 million represented an increase in ownership interest in six of our existing consolidated joint venture properties. The $40.2 million of consideration included the issuance of $40.0 million aggregate liquidation preference of 3.75% Series M Preferred Units of limited partnership interest of the Operating Partnership. In July 2015, we acquired less than 1.0% of additional interest in the Stonehenge Portfolio for a net purchase price of $1.1 million.


(11)	In August 2015, we sold an 80% interest in 131-137 Spring Street. These properties, which were previously wholly-owned, were accounted for in commercial real estate properties on the consolidated financial statements. See Note 4, "Properties Held for Sale and Property Dispositions."

The following table summarizes the investments in unconsolidated joint ventures sold during the years ended December 31, 2015, 2014, and 2013:



Property	Ownership Percentage	Disposition Date	Type of Sale	Gross Asset Valuation (in millions)⁽¹⁾		Gain (Loss) on Sale (in millions)⁽²⁾
The Meadows	50.00%	August 2015	Property	$	121.1	$	(1.6	)
315 West 36th Street⁽³⁾	35.50%	September 2015	Ownership Interest	115.0		16.3
180 Broadway⁽⁴⁾	25.50%	September 2014	Property	222.5		16.5
747 Madison Avenue⁽⁵⁾	33.33%	May 2014	Ownership Interest	160.0		—
West Coast Office portfolio⁽⁶⁾	42.02%	March 2014	Ownership Interest	756.0		85.6
21-25 West 34th Street⁽⁷⁾	49.90%	January 2014	Ownership Interest	114.9		20.9
27-29 West 34th Street⁽⁸⁾	50.00%	December 2013	Ownership Interest	70.1		7.6
West Coast Office Portfolio⁽⁶⁾	42.04%	Various dates in 2013	Property	224.3		2.1

___________________________________________________________________


(1)	Represents implied gross valuation for the joint venture or sales price of the property.


(2)	Represents the Company's share of the gain or loss.


(3)	The gain on sale for 315 West 36th Street is net of $1.2 million employee compensation awards accrued in connection with the realization of this investment gain as a bonus to certain employees that were instrumental in realizing the gain on sale.


(4)	In connection with the sale of the property, we also recognized a promote of $3.3 million.

(5)

We sold our ownership interest in the joint venture, which owns 100% interest as tenant-in-common in 30 East 65th Street Corporation and the related proprietary lease of five cooperative apartment units in the property. We also recognized a promote of $10.3 million and originated a $30.0 million preferred equity investment. Given our continuing involvement as a preferred equity holder, we deferred the gain on sale of $13.1 million as we did not meet the requirements of a sale under the full accrual method. We, along with our joint venture partners, retained one apartment unit at this property.

(6)

During the year ended December 31, 2013, the joint venture sold three properties, the proceeds of which were used primarily to repay a portion of the debt. Also during the year ended December 31, 2013, we acquired in aggregate 14.39% ownership interest of two of our joint venture partners. As a result, we had a 42.04% effective ownership interest (43.74% effective economic interest) in the West Coast portfolio as of December 31, 2013. During the year ended December 31, 2014, we sold our ownership interest in the joint venture.


(7)	We sold our ownership interest in the joint venture. We, along with our joint venture partner, retained approximately 91,300 square feet (unaudited) of development rights at the property.

(8)

We sold our ownership interest in the joint venture. The gain on the sale is net of a $1.5 million employee compensation award, accrued in connection with the realization of this investment gain as a bonus to certain employees that were instrumental in realizing the gain on this sale. Simultaneously, we, along with Sutton, also formed a new joint venture and retained the air rights at this property.

As of December 31, 2015 and 2014, the carrying value for acquisition, development and construction arrangements were as follows (in thousands):



Loan Type	December 31, 2015		December 31, 2014		Initial Maturity Date
Mezzanine loan and preferred equity	$	99,936	$	99,629	March 2016
Mezzanine loan⁽¹⁾	45,942		46,246		February 2022
	$	145,878	$	145,875

____________________________________________________________________


(1)	We have an option to convert our loan to an equity interest subject to certain conditions. We have determined that our option to convert the loan to equity is not a derivative financial instrument pursuant to GAAP.

Schedule of first mortgage notes payable collateralized by the respective joint venture properties and assignment of leases

The first mortgage notes and other loans payable collateralized by the respective joint venture properties and assignment of leases at December 31, 2015 and 2014, respectively, are as follows (amounts in thousands):



Property	Maturity Date	Interest Rate⁽¹⁾		December 31, 2015		December 31, 2014
Fixed Rate Debt:
280 Park Avenue	June 2016	6.57	%	$	692,963	$	700,171
7 Renaissance	December 2016	10.00	%	2,927		2,147
1745 Broadway	January 2017	5.68	%	340,000		340,000
Jericho Plaza⁽²⁾	May 2017	5.65	%	163,750		163,750
800 Third Avenue	August 2017	6.00	%	20,910		20,910
521 Fifth Avenue	November 2019	3.73	%	170,000		170,000
717 Fifth Avenue⁽³⁾	July 2022	4.45	%	300,000		300,000
21 East 66th Street	April 2023	3.60	%	12,000		12,000
717 Fifth Avenue⁽³⁾	July 2024	9.00	%	325,704		314,381
3 Columbus Circle⁽⁴⁾	March 2025	3.45	%	350,000		—
Stonehenge Portfolio⁽⁵⁾	Various	4.18	%	430,627		—
315 West 36th Street⁽⁶⁾				—		25,000
11 West 34th Street				—		16,905
Total fixed rate debt				$	2,808,881	$	2,065,264

Floating Rate Debt:
1552 Broadway⁽⁷⁾	April 2016	4.35	%	190,409		184,210
Other loan payable	June 2016	1.09	%	30,000		30,000
650 Fifth Avenue⁽⁸⁾	October 2016	3.70	%	65,000		65,000
175-225 Third Street	December 2016	4.26	%	40,000		40,000
10 East 53rd Street	February 2017	2.70	%	125,000		125,000
724 Fifth Avenue	April 2017	2.61	%	275,000		275,000
33 Beekman⁽⁹⁾	August 2017	2.94	%	73,518		52,283
55 West 46th Street⁽¹⁰⁾	October 2017	2.50	%	150,000		150,000
Stonehenge Portfolio	December 2017	3.25	%	10,500		—
121 Greene Street	November 2019	1.70	%	15,000		15,000
11 West 34th Street⁽¹¹⁾	January 2021	4.57	%	23,000		—
100 Park Avenue	February 2021	1.95	%	360,000		360,000
131-137 Spring Street	August 2020	1.76	%	141,000		—
21 East 66th Street	June 2033	2.97	%	1,805		1,883
3 Columbus Circle⁽⁴⁾				—		230,974
The Meadows⁽¹²⁾				—		67,350
600 Lexington Avenue⁽¹³⁾				—		116,740
Total floating rate debt				$	1,500,232	$	1,713,440
Total joint venture mortgages and other loans payable				$	4,309,113	$	3,778,704

____________________________________________________________________


(1)	Effective weighted average interest rate for the year ended December 31, 2015, taking into account interest rate hedges in effect during the period.

(2)

As of December 31, 2015, we were in the process of restructuring the joint venture, which would reduce our ownership interest, and the loan on the Property. Subsequent to December 31, 2015, we along with our joint venture partners closed on the restructuring and refinancing. We hold an 11.67% non-controlling interest in the joint venture and the property secures a two year $100.0 million floating rate loan, of which $75.0 million is currently outstanding.


(3)	These loans are comprised of a $300.0 million fixed rate mortgage loan and $290.0 million mezzanine loan. The mezzanine loan is subject to accretion based on the difference between contractual interest rate and contractual pay rate.


(4)	In March 2015, the joint venture refinanced the previous mortgage and incurred a net loss on early extinguishment of debt of $0.8 million.


(5)	Amount is comprised of $13.3 million, $55.5 million, $35.0 million, $7.3 million, $141.5 million, and $177.9 million in fixed-rate mortgages that mature in July 2016, June 2017, November 2017, February 2018, August 2019, and June 2024, respectively.


(6)	In July 2015, the joint venture refinanced the previous mortgage. In September 2015, the interest in the property was sold for a gross asset valuation of $115.0 million.


(7)	These loans are comprised of a $150.0 million mortgage loan and a $41.5 million mezzanine loan. As of December 31, 2015, $0.6 million of the mortgage loan and $0.5 million of the mezzanine loan was unfunded.


(8)	This loan has a committed amount of $97.0 million, of which $32.0 million was unfunded as of December 31, 2015.

(9)

This loan has a committed amount of $75.0 million, of which $18.4 million is recourse to us. Our partner has indemnified us for its pro rata share of the recourse guarantee. A portion of the guarantee terminates upon the joint venture reaching certain milestones. We believe it is unlikely that we will be required to perform under this guarantee. The sale of this property is currently under contract, and the sale is expected to be completed in the first half of 2016.


(10)	This loan has a committed amount of $190.0 million, of which $40.0 million was unfunded as of December 31, 2015.


(11)	In December 2015, the joint venture refinanced the previous mortgage.


(12)	In August 2015, these properties were sold and the debt was repaid.


(13)	In December 2015, we acquired our joint venture partner's interest in 600 Lexington Avenue thereby assuming full ownership, and accounting for the property on a consolidated basis.

Schedule of combined balance sheets for the unconsolidated joint ventures

The combined balance sheets for the unconsolidated joint ventures, at December 31, 2015 and 2014, are as follows (in thousands):



	December 31, 2015		December 31, 2014
Assets
Commercial real estate property, net	$	6,122,468	$	5,275,632
Other assets	904,283		810,567
Total assets	$	7,026,751	$	6,086,199
Liabilities and members' equity
Mortgages and other loans payable	$	4,309,113	$	3,778,704
Other liabilities	523,160		485,572
Members' equity	2,194,478		1,821,923
Total liabilities and members' equity	$	7,026,751	$	6,086,199
Company's investments in unconsolidated joint ventures	$	1,203,858	$	1,172,020

Schedule of combined statements of income for the unconsolidated joint ventures

The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the years ended December 31, 2015, 2014, and 2013 are as follows (in thousands):



	Year Ended December 31,
	2015			2014			2013
Total revenues	$	576,845		$	522,132		$	628,649
Operating expenses	106,613			82,436			114,633
Ground rent	14,083			9,898			2,863
Real estate taxes	89,734			64,217			71,755
Interest expense, net of interest income	199,126			178,743			225,765
Amortization of deferred financing costs	13,394			12,395			17,092
Transaction related costs	615			535			808
Depreciation and amortization	149,023			137,793			192,504
Total expenses	572,588			486,017			625,420
Loss on early extinguishment of debt	(1,089		)	(6,743		)	—
Net income before gain on sale	$	3,168		$	29,372		$	3,229
Company's equity in net income from unconsolidated joint ventures	$	13,028		$	26,537		$	9,921