EX-99.1 2 a06-3409_1ex99d1.htm EXHIBIT 99

Exhibit 99.1

 

FOR IMMEDIATE RELEASE

 

CONTACT

Gregory F. Hughes

Chief Financial Officer

(212) 594-2700

or

Michelle M. LeRoy

Investor Relations

(212) 594-2700

 

SL GREEN REALTY CORP. REPORTS

FOURTH QUARTER FFO OF $1.02 PER SHARE AND

FULL YEAR FFO OF $4.16 PER SHARE

 

Fourth Quarter Highlights

 

                  Increased full year FFO to $4.16 per share (diluted), an increase of 10.3% over the prior year.

 

                  Increased fourth quarter FFO to $1.02 per share (diluted) from $0.95 during the fourth quarter of 2004, an increase of 7.4%.

 

                  Net income available to common stockholders in the fourth quarter of 2005 totaled $0.48 per share (diluted).

 

                  Increased quarterly common stock dividend by 11.1% to $0.60 per fully diluted share.

 

                  For office leases signed during the fourth quarter, increased average office starting rents to $46.89, representing a 20.26% increase over previously fully escalated rents reflecting the upward trend in rents.

 

                  Signed 55 office leases totaling 963,087 square feet during the fourth quarter.

 

                  Finished the year at 96.7% occupancy, up from 96.0% at the end of the third quarter.

 

                  SL Green/Gale joint venture signed a 670,000 square foot net-lease with Sanofi-Aventis for its US headquarters.

 

                  Completed 1515 Broadway recapitalization by refinancing the property with a $625 million loan, which resulted in the Company’s economic stake increasing from 55% to 68.5%.

 

                  Closed new $205 million credit facility for the residential conversion and development of One Madison – Clock Tower.

 

                  Closed on previously announced $175 million refinancing of 100 Park Avenue.

 

                  Received $7.7 million in dividends and fees from our investment in, and management arrangement with, Gramercy Capital Corp.  This amount includes a $1.2 million incentive fee earned during the quarter.

 

                  Recognized combined same-store GAAP NOI growth of 1.0% during the fourth quarter and 4.0% for the year.

 

1



 

                  Closed on previously announced retail acquisitions of leasehold interests in 1604 Broadway and 379 West Broadway.

 

Summary

 

New York, NY, January 23, 2006 - SL Green Realty Corp. (NYSE:  SLG) today reported funds from operations available to common stockholders, or FFO, of $46.9 million, or $1.02 per share for the fourth quarter ended December 31, 2005, a 7.4% increase over the same quarter in 2004.  The Company also reported FFO of $4.16 per share for the year ended December 31, 2005, a 10.3% increase over the same period in 2004, which was $3.77 per share.

 

Net income available to common stockholders totaled $20.8 million, or $0.48 per share, for the fourth quarter and $137.5 million, or $3.20 per share, for the year ended December 31, 2005, a decrease of $90.7 million and $55.6 million over the respective periods in 2004.  The annual decrease was primarily due to gains on dispositions that closed in 2004, including 17 Battery Place North, 1466 Broadway and an interest in One Park Avenue ($117.7 million, or $2.73 per share) compared to gains on sale of 1414 Avenue of the Americas and 180 Madison Avenue ($47.5 million, or $1.04 per share) in 2005 and a reduction in income from discontinued operations ($0.16 per share) for 2004 compared to 2005.

 

All per share amounts are presented on a diluted basis.

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

($ In millions except per share data)

 

2005

 

2004

 

2005

 

2004

 

Funds from operations

 

$

46.9

 

$

42.6

 

$

189.5

 

$

162.4

 

 -      per share (diluted)

 

$

1.02

 

$

0.95

 

$

4.16

 

$

3.77

 

Net income

 

$

20.8

 

$

111.5

 

$

137.5

 

$

193.2

 

 -      per share (diluted)

 

$

0.48

 

$

2.64

 

$

3.20

 

$

4.75

 

 

Operating and Leasing Activity

 

For the fourth quarter of 2005, the Company reported revenues and EBITDA of $114.6 million and $64.9 million, respectively, increases of $20.5 million (or 21.8%) and $7.3 million (or 12.7%), respectively, over the same period in 2004, largely due to the new acquisitions in 2004 and 2005, including 625 Madison Avenue (October 2004), 28 West 44th Street (February 2005), One Madison Avenue (April 2005) and an additional interest in 19 West 44th Street (June 2005).  Same-store GAAP NOI on a combined basis increased by 1.0% for the quarter when compared to the prior year, with the wholly-owned properties increasing 0.4% to $37.9 million during the fourth quarter and the joint venture properties increasing by 1.0% to $21.7 million.

 

Average starting office rents of $46.89 per rentable square foot for the fourth quarter represented a 20.26% increase over the previously fully escalated rents.

 

Occupancy for the portfolio increased from 96.0% at September 30, 2005 to 96.7% at December 31, 2005.  During the quarter, the Company signed 68 leases totaling 1,008,970 square feet with 55 leases, and 963,087 square feet, representing office leases.

 

Significant leasing activities during the fourth quarter included:

 

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                  New lease with Citigroup for approximately 296,000 square feet at 485 Lexington Avenue.

 

                  New lease with Travelers Indemnity for approximately 211,000 square feet at 485 Lexington Avenue.

 

                  New lease with TIAA for approximately 86,000 square feet at 750 Third Avenue.

 

                  New lease with Advance Magazine for approximately 54,000 square feet at 485 Lexington Avenue.

 

                  New lease with NY Hospital for approximately 49,000 square feet at 673 First Avenue.

 

                  New lease with Polo Ralph Lauren for approximately 43,000 square feet at 625 Madison Avenue.

 

Real Estate Investment Activity

 

During the fourth quarter of 2005, the Company announced acquisitions totaling approximately $24.2 million.

 

Investment activity announced during the fourth quarter included:

 

                  In November 2005, the Company, in a joint venture with Jeff Sutton, acquired a controlling leasehold interest in 1604 Broadway – a retail property located in Manhattan’s Times Square. The joint venture acquired a 90% interest in the 41,100-square-foot Times Square building.  The property is subject to a ground lease that was extended from 2019 to 2036 as part of the transaction. The Company has a 50% interest in the joint venture with Jeff Sutton. The Company has the opportunity to earn incentive fees based upon the financial performance of the property.

 

                  In December 2005, the Company, in a joint venture with Jeff Sutton, acquired a 90% interest in the leasehold interest at 379 West Broadway, an office/retail property in New York City’s Cast Iron Historic District.  The lease includes an option to acquire the fee interest in 2016.  The five-story, 62,006-square-foot property is fully leased.  The Company has a 50% interest in the joint venture with Jeff Sutton.

 

Financing and Capital Activity

 

In November 2005, the Company and SITQ, a subsidiary of the Caisse de depot et placement du Québec, completed a recapitalization of 1515 Broadway.  The joint venture obtained $625 million in financing in the form of a two-year loan bearing interest at LIBOR plus 90 basis points from Lehman Brothers and Wachovia Bank, the existing lenders. The recapitalization allowed SL Green to exceed the performance thresholds established with SITQ, resulting in an increased economic stake in the property from 55% to approximately 68.5%. SL Green used its portion of the refinancing proceeds to repay its unsecured revolving credit facility and for general corporate purposes.

 

In November 2005, the Company closed on a $205.1 million credit facility with Wells Fargo Bank, NA. This facility, which bears interest at 160 basis points over LIBOR, has a two-year term and two six-month extension options. This facility replaced the acquisition loan of $115.0 million at One Madison-Clock Tower and will be used in part to fund the

 

3



 

conversion and development of the Clock Tower. Approximately $113.4 million was drawn at closing.

 

In December 2005, the Company modified and enhanced the covenants under its $325.0 million term loan to correspond with those under the 2005 unsecured revolving credit facility, which closed in August 2005.

 

Structured Finance Activity

 

The Company’s structured finance investments totaled $400.1 million on December 31, 2005, consistent with the balance at September 30, 2005. The structured finance investments currently have a weighted average maturity of 6.5 years.  The weighted average yield for the quarter ended December 31, 2005 was 10.4%, up slightly from 10.26% for the quarter ended September 30, 2005.

 

Investment In Gramercy Capital Corp.

 

At December 31, 2005, the Company’s investment in Gramercy Capital Corp. (NYSE: GKK) totaled $96.5 million. Fees earned from various arrangements between the Company and Gramercy totaled approximately $5.0 million for the quarter ended December 31, 2005, including an incentive fee of $1.2 million earned as a result of Gramercy’s FFO exceeding the 9.5% return on equity performance threshold.  For the year ended December 31, 2005, the Company earned $12.6 million in fees from Gramercy Capital Corp.  The Company’s share of FFO generated from its investment in Gramercy totaled approximately $3.2 million and $9.1 million for the quarter and year ended December 31, 2005, respectively.

 

The Company’s marketing, general and administrative, or MG&A, expenses includes the consolidation of the expenses of its subsidiary GKK Manager, the entity which manages and advises Gramercy Capital Corp.  There are currently approximately 22 employees of GKK Manager dedicated to the operations of Gramercy compared to five at the time of Gramercy’s IPO.  For the quarter and year ended December 31, 2005, the Company’s MG&A includes approximately $2.2 million and $7.4 million, respectively, of costs associated with GKK Manager.

 

Dividends

 

During the fourth quarter of 2005, the Company increased the quarterly dividend on its common shares from $0.54 to $0.60 per share, representing an 11.1% increase.  On an annualized basis, the Company’s dividend will now be $2.40 compared to $2.16 prior to the increase.  Dividends declared during the fourth quarter were as follows:

 

                  $0.60 per common share. Dividends were paid on January 16, 2006 to stockholders of record on the close of business on December 31, 2005.

 

                  $0.4766 and $0.4922 per share on the Company’s Series C and D Preferred Stock, respectively, for the period October 15, 2005 through and including January 14, 2006. Distributions were made on January 16, 2006 to stockholders of record on the close of business on December 31, 2005. Distributions reflect regular quarterly distributions, which are the equivalent of an annualized distribution of $1.90625 and $1.96875, respectively.

 

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Conference Call and Audio Webcast

 

The Company’s executive management team, led by Marc Holliday, President and Chief Executive Officer, will host a conference call and audio web cast on Tuesday, January 24, 2006 at 2:00 p.m. ET to discuss fourth quarter and full year 2005 financial results.

 

The live conference will be webcast in listen-only mode on the Company’s web site at www.slgreen.com and on Thomson’s StreetEvents Network. The conference may also be accessed by dialing (866) 831-6291 Domestic or (617) 213-8860 International, using pass code 88020953.

 

A replay of the call will be available through Tuesday, January 31, 2006 by dialing (888) 286-8010 Domestic or (617) 801-6888 International, using pass code 50601422.

 

Supplemental Information

 

The Supplemental Package outlining fourth quarter 2005 financial results will be available prior to the quarterly conference call on the Company’s website.

 

Company Profile

 

SL Green Realty Corp. is a self-administered and self-managed real estate investment trust, or REIT, that predominantly acquires, owns, repositions and manages a portfolio of Manhattan office properties. As of December 31, 2005, the Company owned 28 office properties totaling 18.2 million square feet. SL Green’s retail space ownership totals 168,300 square feet at five properties.  The Company is the only publicly held REIT that specializes exclusively in this niche.

 

To be added to the Company’s distribution list or to obtain the latest news releases and other Company information, please visit our website at www.slgreen.com or contact Investor Relations at 212-216-1601.

 

Disclaimers

 

Non-GAAP Financial Measures

 

During the quarterly conference call, the Company may discuss non-GAAP financial measures as defined by SEC Regulation G. In addition, the Company has used non-GAAP financial measures in this press release. A reconciliation of each non-GAAP financial measure and the comparable GAAP financial measure (net income) can be found on pages 6 and 8 of this release and in the Company’s Supplemental Package.

 

Forward-looking Information

 

This press release contains forward-looking information based upon the Company’s current best judgment and expectations. Actual results could vary from those presented herein. The risks and uncertainties associated with forward-looking information in this release include the strength of the commercial office real estate markets in New York, competitive market conditions, unanticipated administrative costs, timing of leasing income, general and local economic conditions, interest rates, capital market conditions, tenant bankruptcies and defaults, the availability and cost of comprehensive insurance, including coverage for terrorist acts, and other factors, which are beyond the Company’s control. We undertake no obligation to publicly update or revise any of the forward-looking information. For further information, please refer to the Company’s filing with the Securities and Exchange Commission.

 

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SL GREEN REALTY CORP.

STATEMENTS OF OPERATIONS-UNAUDITED

(Amounts in thousands, except per share data)

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

 

 

2005

 

2004

 

2005

 

2004

 

Revenue:

 

 

 

 

 

 

 

 

 

Rental revenue, net

 

$

78,126

 

$

67,147

 

$

298,495

 

$

240,350

 

Escalations & reimbursement revenues

 

16,849

 

13,083

 

58,515

 

44,392

 

Preferred equity and investment income

 

11,267

 

8,418

 

44,989

 

39,085

 

Other income

 

8,352

 

5,465

 

38,183

 

19,892

 

Total revenues

 

114,594

 

94,113

 

440,182

 

343,719

 

 

 

 

 

 

 

 

 

 

 

Equity in net income from unconsolidated joint ventures

 

10,706

 

12,021

 

49,349

 

44,037

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

Operating expenses

 

28,048

 

20,796

 

104,098

 

84,477

 

Ground rent

 

5,249

 

4,688

 

19,598

 

16,179

 

Real estate taxes

 

15,145

 

13,751

 

60,659

 

48,030

 

Marketing, general and administrative

 

11,965

 

9,336

 

44,215

 

30,279

 

Total expenses

 

60,407

 

48,571

 

228,570

 

178,965

 

 

 

 

 

 

 

 

 

 

 

Earnings Before Interest, Depreciation and Amortization (EBITDA)

 

64,893

 

57,563

 

260,961

 

208,791

 

Interest expense

 

20,100

 

16,796

 

77,353

 

61,636

 

Amortization of deferred financing costs

 

875

 

892

 

4,461

 

3,274

 

Depreciation and amortization

 

16,379

 

14,041

 

60,647

 

48,220

 

Net income from Continuing Operations

 

27,539

 

25,834

 

118,500

 

95,661

 

Income from Discontinued Operations, net of minority interests

 

 

1,486

 

475

 

7,017

 

Gain on sale of Discontinued Operations, net of minority interests

 

 

90,199

 

33,875

 

90,370

 

Equity in net gain on sale of interest in unconsolidated joint ventures

 

 

 

11,550

 

22,012

 

Minority interests

 

(1,734

)

(1,025

)

(6,981

)

(5,630

)

Preferred stock dividends

 

(4,969

)

(4,969

)

(19,875

)

(16,258

)

Net income available to common shareholders

 

$

20,836

 

$

111,525

 

$

137,544

 

$

193,172

 

 

 

 

 

 

 

 

 

 

 

Net income per share (Basic)

 

$

0.49

 

$

2.75

 

$

3.29

 

$

4.93

 

Net income per share (Diluted)

 

$

0.48

 

$

2.64

 

$

3.20

 

$

4.75

 

 

 

 

 

 

 

 

 

 

 

Funds From Operations (FFO)

 

 

 

 

 

 

 

 

 

FFO per share (Basic)

 

$

1.05

 

$

0.99

 

$

4.28

 

$

3.92

 

FFO per share (Diluted)

 

$

1.02

 

$

0.95

 

$

4.16

 

$

3.77

 

 

 

 

 

 

 

 

 

 

 

FFO Calculation:

 

 

 

 

 

 

 

 

 

Net income from continuing operations

 

$

27,539

 

$

25,834

 

$

118,500

 

$

95,661

 

Add:

 

 

 

 

 

 

 

 

 

Depreciation and amortization

 

16,379

 

14,041

 

60,647

 

48,220

 

FFO from Discontinued Operations

 

 

1,734

 

613

 

11,643

 

Joint venture FFO adjustment

 

8,130

 

6,115

 

30,412

 

23,817

 

Less:

 

 

 

 

 

 

 

 

 

Dividend on perpetual preferred stock

 

(4,969

)

(4,969

)

(19,875

)

(16,258

)

Depreciation of non-real estate assets

 

(205

)

(177

)

(784

)

(706

)

FFO before minority interests – BASIC and DILUTED

 

$

46,874

 

$

42,578

 

$

189,513

 

$

162,377

 

 

 

 

 

 

 

 

 

 

 

Basic ownership interest

 

 

 

 

 

 

 

 

 

Weighted average REIT common shares for net income per share

 

42,148

 

40,661

 

41,793

 

39,171

 

Weighted average partnership units held by minority interests

 

2,448

 

2,471

 

2,499

 

2,302

 

Basic weighted average shares and units outstanding for FFO per share

 

44,596

 

43,132

 

44,292

 

41,473

 

Diluted ownership interest

 

 

 

 

 

 

 

 

 

Weighted average REIT common share and common share equivalents

 

43,372

 

42,227

 

43,005

 

40,776

 

Weighted average partnership units held by minority interests

 

2,448

 

2,471

 

2,499

 

2,302

 

Diluted weighted average shares and units outstanding

 

45,820

 

44,698

 

45,504

 

43,078

 

 

6



 

SL GREEN REALTY CORP.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Amounts in Thousands)

 

 

 

December 31,
2005

 

December 31,
2004

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Commercial real estate properties, at cost:

 

 

 

 

 

Land and land interests

 

$

288,239

 

$

206,824

 

Buildings and improvements

 

1,440,584

 

1,065,654

 

Building leasehold and improvements

 

481,891

 

471,418

 

Property under capital lease

 

12,208

 

12,208

 

 

 

2,222,922

 

1,756,104

 

Less accumulated depreciation

 

(219,295

)

(176,238

)

 

 

2,003,627

 

1,579,866

 

Cash and cash equivalents

 

24,104

 

35,795

 

Restricted cash

 

60,750

 

56,417

 

Tenant and other receivables, net of allowance of $9,681 and $9,880 in 2005 and 2004, respectively

 

23,722

 

15,248

 

Related party receivables

 

7,707

 

5,027

 

Deferred rents receivable, net of allowance of $8,698 and $6,541 in 2005 and 2004, respectively

 

75,294

 

61,302

 

Structured finance investments, net of discount of $1,537 and $1,895 in 2005 and 2004, respectively

 

400,076

 

350,027

 

Investments in unconsolidated joint ventures

 

543,189

 

557,089

 

Deferred costs, net

 

79,428

 

47,869

 

Other assets

 

91,880

 

43,241

 

Total assets

 

$

3,309,777

 

$

2,751,881

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Mortgage notes payable

 

$

885,252

 

$

614,476

 

Revolving credit facilities

 

32,000

 

110,900

 

Term loans

 

525,000

 

425,000

 

Derivative instruments at fair value

 

 

1,347

 

Accrued interest

 

7,711

 

4,494

 

Accounts payable and accrued expenses

 

87,390

 

72,298

 

Deferred revenue/gain

 

25,691

 

18,648

 

Capitalized lease obligation

 

16,260

 

16,442

 

Deferred land lease payable

 

16,312

 

15,723

 

Dividend and distributions payable

 

31,103

 

27,553

 

Security deposits

 

24,556

 

22,056

 

Junior subordinate deferrable interest debentures held by trusts that issued trust preferred securities

 

100,000

 

 

Total liabilities

 

1,751,275

 

1,328,937

 

Commitments and contingencies

 

 

 

Minority interest in other partnerships

 

25,012

 

509

 

Minority interest in operating partnership

 

74,049

 

74,555

 

Stockholders’ Equity

 

 

 

 

 

7.625% Series C perpetual preferred shares, $0.01 per value, $25.00 liquidation preference, 6,300 issued and outstanding at December 31, 2005 and 2004, respectively

 

151,981

 

151,981

 

7.875% Series D perpetual preferred shares, $0.01 per value, $25.00 liquidation preference, 4,000 issued and outstanding at December 31, 2005 and 2004, respectively

 

96,321

 

96,321

 

Common stock, $0.01 par value 100,000 shares authorized, 42,456 and 40,876 issued and outstanding at December 31, 2005 and 2004, respectively

 

425

 

409

 

Additional paid – in capital

 

959,858

 

902,340

 

Accumulated other comprehensive income

 

15,316

 

5,647

 

Retained earnings

 

235,540

 

191,182

 

Total stockholders’ equity

 

1,459,441

 

1,347,880

 

Total liabilities and stockholders’ equity

 

$

3,309,777

 

$

2,751,881

 

 

7



 

SL GREEN REALTY CORP.
SELECTED OPERATING DATA-UNAUDITED

 

 

 

December 31,

 

 

 

2005

 

2004

 

Operating Data: (1)

 

 

 

 

 

Net rentable area at end of period (in 000’s)

 

18,200

 

17,000

 

Portfolio percentage leased at end of period

 

96.7

%

95.6

%

Same-Store percentage leased at end of period

 

96.5

%

96.3

%

Number of properties in operation

 

28

 

28

 

 

 

 

 

 

 

Office square feet leased during quarter (rentable)

 

963,087

 

719,292

 

Average mark-to-market percentage-office

 

20.3

%

5.3

%

Average starting cash rent per rentable square foot-office

 

$

46.89

 

$

32.11

 

 


(1)  Includes wholly owned and joint venture properties.

 

SL GREEN REALTY CORP.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES*
(Amounts in thousands, except per share data)

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

 

 

2005

 

2004

 

2005

 

2004

 

Earnings before interest, depreciation and amortization (EBITDA):

 

$

64,893

 

$

57,563

 

$

260,961

 

$

208,791

 

Add:

 

 

 

 

 

 

 

 

 

Marketing, general & administrative expense

 

11,965

 

9,336

 

44,215

 

30,279

 

Operating income from discontinued operations

 

 

1,993

 

801

 

12,485

 

Less:

 

 

 

 

 

 

 

 

 

Non-building revenue

 

(19,619

)

(13,883

)

(83,172

)

(58,977

)

Equity in net income from joint ventures

 

(10,706

)

(12,021

)

(49,349

)

(44,037

)

GAAP net operating income (GAAP NOI)

 

46,533

 

42,988

 

173,456

 

148,541

 

 

 

 

 

 

 

 

 

 

 

Less:

 

 

 

 

 

 

 

 

 

Operating income from discontinued operations

 

 

(1,993

)

(801

)

(12,485

)

GAAP NOI from other properties/ affiliates

 

(8,586

)

(3,200

)

(29,072

)

4,162

 

Same-Store GAAP NOI

 

$

37,947

 

$

37,795

 

$

143,583

 

$

140,218

 

 


*  See page 7 for a reconciliation of FFO and EBITDA to net income.

 

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