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Investments in Unconsolidated Joint Ventures
12 Months Ended
Dec. 31, 2022
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Unconsolidated Joint Ventures Investments in Unconsolidated Joint Ventures
We have investments in several real estate joint ventures with various partners. As of December 31, 2022, the book value of these investments was $3.2 billion, net of investments with negative book values totaling $110.2 million for which we have an implicit commitment to fund future capital needs.
As of December 31, 2022, 800 Third Avenue and 21 East 66th Street are VIEs in which we are not the primary beneficiary. As of December 31, 2021, 800 Third Avenue, 21 East 66th Street, and certain properties within the Stonehenge Portfolio are VIEs in which we were not the primary beneficiary. Our net equity investment in these VIEs was $86.2 million as of December 31, 2022 and $85.6 million as of December 31, 2021. Our maximum loss is limited to the amount of our equity investment in these VIEs. See the "Principles of Consolidation" section of Note 2, "Significant Accounting Policies". All other investments below are voting interest entities. As we do not control the joint ventures listed below, we account for them under the equity method of accounting.
The table below provides general information on each of our joint ventures as of December 31, 2022:
PropertyPartner
Ownership
Interest (1)
Economic
Interest (1)
Unaudited Approximate Square Feet
100 Park AvenuePrudential Real Estate Investors49.90%49.90%834,000 
717 Fifth AvenueWharton Properties / Private Investor10.92%10.92%119,500 
800 Third AvenuePrivate Investors60.52%60.52%526,000 
919 Third AvenueNew York State Teacher's Retirement System51.00%51.00%1,454,000 
11 West 34th StreetPrivate Investor / Wharton Properties30.00%30.00%17,150 
280 Park AvenueVornado Realty Trust50.00%50.00%1,219,158 
1552-1560 Broadway (2)
Wharton Properties50.00%50.00%57,718 
10 East 53rd StreetCanadian Pension Plan Investment Board55.00%55.00%354,300 
21 East 66th Street (3)
Private Investors32.28%32.28%13,069 
650 Fifth Avenue (4)
Wharton Properties50.00%50.00%69,214 
121 Greene Street (5)
Wharton Properties50.00%50.00%7,131 
11 Madison AvenuePGIM Real Estate60.00%60.00%2,314,000 
One Vanderbilt Avenue National Pension Service of Korea / Hines Interest LP71.01%71.01%1,657,198 
Worldwide PlazaRXR Realty / New York REIT24.95%24.95%2,048,725 
1515 BroadwayAllianz Real Estate of America56.87%56.87%1,750,000 
2 Herald SquareIsraeli Institutional Investor51.00%51.00%369,000 
115 Spring StreetPrivate Investor51.00%51.00%5,218 
15 Beekman (6)
A fund managed by Meritz Alternative Investment Management20.00%20.00%221,884 
85 Fifth AvenueWells Fargo36.27%36.27%12,946 
One Madison Avenue (7)
National Pension Service of Korea / Hines Interest LP / International Investor25.50%25.50%1,048,700 
220 East 42nd StreetA fund managed by Meritz Alternative Investment Management51.00%51.00%1,135,000 
450 Park Avenue (8)
Korean Institutional Investor / Israeli Institutional Investor50.10%25.10%337,000 
5 Times Square (9)
RXR Realty led investment group31.55%31.55%1,131,735 
(1)Ownership interest and economic interest represent the Company's interests in the joint venture as of December 31, 2022. Changes in ownership or economic interests within the current year are disclosed in the notes below.
(2)The joint venture owns a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway.
(3)We hold a 32.28% interest in three retail units and one residential unit at the property and a 16.14% interest in two residential units at the property.
(4)The joint venture owns a long-term leasehold interest in the retail space at 650 Fifth Avenue.
(5)During the fourth quarter of 2022, the Company recorded a $6.3 million charge in connection with the pending sale of this investment for a gross consideration of approximately $14.0 million, which closed in February 2023. This charge is included in Depreciable real estate reserves and impairments in the consolidated statement of operations.
(6)In 2020, the Company formed a joint venture, which then entered into a long-term sublease with the Company.
(7)In 2020, the Company admitted partners to the One Madison Avenue development project, which resulted in the Company no longer retaining a controlling interest in the entity, as defined in ASC 810, and the deconsolidation of our remaining 50.5% interest. We recorded our investment at fair value, which resulted in the recognition of a fair value adjustment of $187.5 million. The fair value of our investment was determined by the terms of the joint venture agreement governing the capitalization of the project. The partners have committed aggregate equity to the project totaling no less than $501.8 million and their ownership interest in the joint venture is based on their capital contributions, up to an aggregate maximum of 49.5%. As of December 31, 2022, the total of the two partners' ownership interests based on equity contributed was 40.0%. In 2021, the Company admitted an additional partner to the development project for a committed aggregate equity investment totaling no less than $259.3 million. The partner's indirect ownership interest in the joint venture is based on it's capital contributions, up to an aggregate maximum of 25.0%. The transaction did not meet sale accounting under ASC 860 and, as a result, was treated as a secured borrowing for accounting purposes and is included in Other liabilities in our consolidated balance sheets at December 31, 2022 and 2021.
(8)The 50.1% ownership interest reflected in this table is comprised of our 25.1% economic interest and a 25.0% economic interest held by a third-party. The third-party's economic interest is held within a joint venture that we consolidate and recognize in Noncontrolling interests in other partnerships on our consolidated balance sheet. An additional third-party owns the remaining 49.9% economic interest in the property.
(9)In September 2022, the Company converted its mezzanine loan position secured by the equity interest in 5 Times Square to an equity interest in a joint venture partnership with the existing equity holders. See Note 5, " Debt and Preferred Equity Investments."
Disposition of Joint Venture Interests or Properties
The following table summarizes the investments in unconsolidated joint ventures sold during the years ended December 31, 2022, 2021, and 2020:
PropertyOwnership Interest SoldDisposition DateGross Asset Valuation
(in millions)
(Loss) Gain
on Sale
(in millions) (1) (2)
Stonehenge PortfolioVariousApril 2022$1.0 $— 
400 East 57th Street (3)
41.00%September 2021133.5 (1.0)
605 West 42nd Street - Sky20.00%June 2021858.1 8.9 
55 West 46th Street - Tower 4625.00%March 2021275.0 (15.2)
885 Third Avenue (4)
N/AJanuary 2021N/AN/A
333 East 22nd Street33.33%December 20201.6 3.0 
(1)Represents the Company's share of the gain or loss
(2)For the year ended December 31, 2021, the (losses) gains on sale are net of $1.4 million of employee compensation accrued in connection with the realization of the investment dispositions. There were no amounts accrued for employee compensation in the years ended December 31, 2022 and 2020. Additionally, amounts do not include adjustments for expenses recorded in subsequent periods.
(3)In connection with our agreement to sell the property in April 2021, we recorded a charge of $5.7 million, which is included in Depreciable real estate reserves and impairments in the consolidated statements of operations.
(4)In January 2021, pursuant to the partnership documents, certain participating rights of the common member expired. As a result, it was determined that we are the primary beneficiary of the VIE and the investment was consolidated in our financial statements. See Note 3, "Property Acquisitions."

Joint Venture Mortgages and Other Loans Payable
We generally finance our joint ventures with non-recourse debt. In certain cases we may provide guarantees or master leases, which terminate upon the satisfaction of specified circumstances or repayment of the underlying loans. The mortgage notes and other loans payable collateralized by the respective joint venture properties and assignment of leases as of December 31, 2022 and 2021, respectively, are as follows (dollars in thousands):
Property
Economic Interest (1)
Current Maturity Date
Final Maturity Date (2)
Interest
Rate (3)
December 31, 2022December 31, 2021
Fixed Rate Debt:
717 Fifth Avenue10.92 %
   July 2022 (4)
   July 2022 (4)
5.02%$655,328 $655,328 
650 Fifth Avenue50.00 %April 2023April 20235.45%65,000 — 
21 East 66th Street32.28 %April 2023April 20283.60%12,000 12,000 
919 Third Avenue51.00 %June 2023June 20235.12%500,000 500,000 
220 East 42nd Street51.00 %June 2023June 20255.75%510,000 — 
280 Park Avenue50.00 %September 2023September 20245.81%1,200,000 — 
5 Times Square31.55 %September 2024September 20267.00%400,000 — 
10 East 53rd Street55.00 %February 2025February 20255.35%220,000 — 
1515 Broadway56.87 %March 2025March 20253.93%782,321 801,845 
450 Park Avenue25.10 %June 2025June 20276.10%267,000 — 
11 Madison Avenue60.00 %September 2025September 20253.84%1,400,000 1,400,000 
One Madison Avenue (5)
25.50 %November 2025November 20263.94%467,008 — 
800 Third Avenue60.52 %February 2026February 20263.48%177,000 177,000 
Worldwide Plaza24.95 %November 2027November 20273.98%1,200,000 1,200,000 
One Vanderbilt Avenue71.01 %July 2031July 20312.95%3,000,000 3,000,000 
650 Fifth Avenue 275,000 
Stonehenge Portfolio  195,493 
Total fixed rate debt$10,855,657 $8,216,666 
Floating Rate Debt:
1552 Broadway 50.00 %
December 2022 (6)
December 2022 (6)
L+2.65%$193,132 $193,132 
11 West 34th Street30.00 %
January 2023 (7)
January 2023 (7)
L+1.45%23,000 23,000 
650 Fifth Avenue50.00 %April 2023April 2023S+2.50%210,000 — 
121 Greene Street50.00 %May 2023May 2023S+2.10%12,550 13,228 
115 Spring Street51.00 %September 2023September 2023L+3.40%65,550 65,550 
2 Herald Square51.00 %November 2023November 2023S+2.06%182,500 200,989 
100 Park Avenue49.90 %December 2023December 2025L+2.25%360,000 360,000 
15 Beekman (8)
20.00 %January 2024July 2025L+1.50%86,738 43,566 
5 Times Square31.55 %September 2024September 2026S+5.77%495,924 — 
21 East 66th Street32.28 %June 2033June 2033T+2.75%586 632 
220 East 42nd Street 510,000 
280 Park Avenue 1,200,000 
10 East 53rd Street 220,000 
One Madison Avenue 169,629 
Total floating rate debt$1,629,980 $2,999,726 
Total joint venture mortgages and other loans payable$12,485,637 $11,216,392 
Deferred financing costs, net(136,683)(130,516)
Total joint venture mortgages and other loans payable, net$12,348,954 $11,085,876 
(1)Economic interest represents the Company's interests in the joint venture as of December 31, 2022. Changes in ownership or economic interests, if any, within the current year are disclosed in the notes to the investment in unconsolidated joint ventures table above.
(2)Reflects exercise of all available options. The ability to exercise extension options may be subject to certain conditions, including meeting tests based on the operating performance of the property.
(3)Interest rates as of December 31, 2022, taking into account interest rate hedges in effect during the period. Floating rate debt is presented with the stated spread over the 30-day LIBOR ("L"), Term SOFR ("S") or 1-year Treasury ("T").
(4)This loan matured in July 2022. The Company is in discussions with the lender on a resolution.
(5)The loan is a $1.25 billion construction facility with an initial term of five years with one, one year extension option. Advances under the loan are subject to costs incurred. In conjunction with the loan, we provided partial guarantees for interest and principal payments, the amounts of which are based on certain construction milestones and operating metrics.
(6)In January 2023, the maturity date of the loan was extended by one month.
(7)This loan matured in February 2023. The Company is in discussions with the lender on a resolution.
(8)This loan is a $125.0 million construction facility. Advances under the loan are subject to costs incurred.

We are entitled to receive fees for providing management, leasing, construction supervision and asset management services to certain of our joint ventures. We earned $24.0 million, $19.6 million and $15.8 million from these services, net of our ownership share of the joint ventures, for the years ended December 31, 2022, 2021, and 2020, respectively. In addition, we have the ability to earn incentive fees based on the ultimate financial performance of certain of the joint venture properties.
The combined balance sheets for the unconsolidated joint ventures, as of December 31, 2022 and 2021, are as follows (in thousands):
December 31, 2022December 31, 2021
Assets (1)
Commercial real estate property, net$15,989,642 $14,763,874 
Cash and restricted cash709,299 768,510 
Tenant and other receivables, related party receivables, and deferred rents receivable601,552 533,455 
Other assets2,551,426 1,776,030 
Total assets$19,851,919 $17,841,869 
Liabilities and equity (1)
Mortgages and other loans payable, net$12,348,954 $11,085,876 
Deferred revenue/gain1,077,901 1,158,242 
Lease liabilities1,000,356 980,595 
Other liabilities456,537 352,499 
Equity4,968,171 4,264,657 
Total liabilities and equity$19,851,919 $17,841,869 
Company's investments in unconsolidated joint ventures$3,190,137 $2,997,934 
(1)As of December 31, 2022, $547.6 million of net unamortized basis differences between the amount at which our investments are carried and our share of equity in net assets of the underlying property will be amortized through equity in net income (loss) from unconsolidated joint ventures over the remaining life of the underlying items having given rise to the differences.
The combined statements of operations for the unconsolidated joint ventures, from acquisition date through the years ended December 31, 2022, 2021, and 2020 are as follows (unaudited, in thousands):
Year Ended December 31,
202220212020
Total revenues$1,339,364 $1,228,364 $1,133,217 
Operating expenses240,002 203,332 180,201 
Real estate taxes252,806 225,104 220,633 
Operating lease rent26,152 22,576 24,134 
Interest expense, net of interest income431,865 342,910 325,500 
Amortization of deferred financing costs27,754 31,423 20,427 
Depreciation and amortization465,100 484,130 407,834 
Total expenses$1,443,679 $1,309,475 $1,178,729 
Loss on early extinguishment of debt(467)(2,017)(194)
Net loss before (loss) gain on sale$(104,782)$(83,128)$(45,706)
Company's equity in net loss from unconsolidated joint ventures$(57,958)$(55,402)$(25,195)