Organization

12 Months Ended

Dec. 31, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Organization

The Company is an externally managed real estate investment trust for U.S. federal income tax purposes (“REIT”) that invests primarily in office properties located exclusively within the five boroughs of New York City, primarily Manhattan. The Company has also purchased certain real estate assets that accompany office properties, including retail spaces and amenities, and may purchase hospitality assets, residential assets and other property types also located exclusively within the five boroughs of New York City. As of December 31, 2020, the Company owned eight properties consisting of 1,163,061 rentable square feet, acquired for an aggregate purchase price of $790.7 million.

On August 18, 2020 (the “Listing Date”), the Company listed shares of Class A common stock on the New York Stock Exchange (the “Listing”). In anticipation of the Listing, the Company implemented a series of corporate actions which resulted in the bifurcation of the Company’s common stock into Class A common stock and Class B common stock in a net reduction of 2.43 shares for every one share of common stock outstanding prior to these corporate actions (the “Reverse Stock Split”). All references made to share or per share amounts as of dates prior to August 5, 2020 in the accompanying consolidated financial statements and applicable disclosures have been retroactively adjusted to reflect the Reverse Stock Split on that date. To effect the Listing, and to address the potential for selling pressure that may have existed at the outset of the Listing, the Company listed only shares of Class A common stock, which represented approximately 25% of the Company’s outstanding shares of common stock, on the New York Stock Exchange (“NYSE”) when trading commenced. The Company’s other class of outstanding stock is Class B common stock, which comprised approximately 75% of its outstanding shares of common stock at that time.The first of three equal tranches of shares of Class B common stock that were not listed on the NYSE on the Listing Date converted into 3,189,204 shares of Class A common stock and the shares were listed on the NYSE on December 16, 2020. Following a determination by the Company’s board of directors, the second tranche of shares of Class B common stock converted into 3,176,127 shares of Class A common stock and were listed on the NYSE on March 1, 2021. The remaining tranche of shares of of Class B common stock will convert into shares of Class A common stock to be listed on the NYSE on August 13, 2021, unless earlier converted. For additional information, see Note 7 — Stockholders’ Equity to our consolidated financial statements included in this Annual Report on Form 10-K.

Substantially all of the Company’s business is conducted through the OP and its wholly-owned subsidiaries. The Company’s advisor, New York City Advisors, LLC (the “Advisor”), manages our day-to-day business with the assistance of our Property Manager. Our Advisor and New York City Properties, LLC (the “Property Manager”) are under common control with AR Global and these related parties receive compensation and fees for providing services to us. We also reimburse these entities for certain expenses they incur in providing these services to us.

In connection with the Listing, the Company incurred expenses of $1.3 million for the year ended December 31, 2020 for financial advisory and other professional fees and expenses. In addition, various other impacts to the Company’s financial statements occurred in connection with the Listing which are discussed throughout these financial statements, including:

•The vesting, conversion and exchange of partnership units in the OP designated as “Class B Units” (“Class B Units”) held by the Advisor for shares of Class A common stock (see Note 7 — Stockholders’ Equity and Note 9 — Related Party Transactions and Arrangements).

•The redemption of units of limited partnership in the OP designated as “Class A Units,” which were formerly known as OP Units (“Class A Units”), held by the Advisor, for shares of Class A common stock (see Note 7 — Stockholders’ Equity and Note 9 — Related Party Transactions and Arrangements).

•The Company entered into the Listing Note (as defined herein) with the Advisor (see Note 9 — Related Party Transactions and Arrangements).

•The advisory agreement with the Advisor was amended to lower the quarterly thresholds the Company must reach on a quarterly basis for the Advisor to receive a variable management fee (see Note 9 — Related Party Transactions and Arrangements – “Asset Management Fees and Variable Management/Incentive Fees”).

•The issuance of an equity award to the Advisor under the 2020 OPP (as defined herein) (see Note 11 — Equity-Based Compensation, and Note 12 — Net Loss Per Share).

•The amendment and restatement of the Company’s distribution reinvestment plan (see Note 7 — Stockholders’ Equity).

•The amendment and restatement of the limited partnership agreement of the New York City Operating Partnership, L.P. (the “OP”) and (as so amended and restated, the “A&R OP Agreement”) (see Note 9 — Related Party Transactions and Arrangements).