The condensed consolidated financial statements of Vector Group Ltd. (the “Company” or “Vector”) include the accounts of Liggett Group LLC (“Liggett”), Vector Tobacco LLC (“Vector Tobacco”), Liggett Vector Brands LLC (“Liggett Vector Brands”), New Valley LLC (“New Valley”) and other less significant subsidiaries. New Valley includes the accounts of other less significant subsidiaries. All significant intercompany balances and transactions have been eliminated.

Liggett and Vector Tobacco are engaged in the manufacture and sale of cigarettes in the United States. Liggett Vector Brands coordinates Liggett and Vector Tobacco’s sales and marketing efforts. Certain references to “Liggett” refer to the Company’s tobacco operations, including the business of Liggett and Vector Tobacco, unless otherwise specified. New Valley is engaged in the real estate business.

The unaudited, interim condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information and, in management’s opinion, contain all adjustments, consisting only of normal recurring items, necessary for a fair statement of the results for the periods presented. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the Securities and Exchange Commission (“SEC”). The consolidated results of operations for interim periods should not be regarded as necessarily indicative of the results that may be expected for the entire year.

The Company records distributions on its common stock as dividends in its condensed consolidated statements of stockholders’ deficiency to the extent of retained earnings and net income for the respective fiscal year. Any amounts exceeding retained earnings and net income are recorded as a reduction to additional paid-in capital to the extent paid-in-capital is available and then to accumulated deficit.


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2022		2021		2022		2021
Net income from continuing operations	$	39,153	$	64,981	$	71,695	$	86,531
Net income from discontinued operations	—		28,324		—		38,731
Net income	39,153		93,305		71,695		125,262
Income from continuing operations attributable to participating securities	(1,249)		(2,699)		(2,226)		(3,411)
Net income applicable to common shares	$	37,904	$	90,606	$	69,469	$	121,851


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2022		2021		2022		2021
Net income from continuing operations	$	39,153	$	64,981	$	71,695	$	86,531
Income from continuing operations attributable to participating securities	(1,249)		(1,829)		(2,226)		(2,261)
Net income available to common stockholders	$	37,904	$	63,152	$	69,469	$	84,270


	Three Months Ended		Six Months Ended
	June 30,		June 30,
	2022	2021	2022	2021
Weighted-average shares for basic EPS	152,700,134	152,285,182	152,643,830	152,267,410

Plus incremental shares related to stock options and non-vested restricted stock	263,362	282,313	210,230	206,381
Weighted-average shares for diluted EPS	152,963,496	152,567,495	152,854,060	152,473,791

It may not be possible to recalculate EPS attributable to common stockholders by adjusting EPS from continuing operations by EPS from discontinued operations as each amount is calculated independently.

The following non-vested restricted stock was outstanding during the three and six months ended June 30, 2022 and 2021, but was not included in the computation of diluted EPS because the impact of the per share expense associated with the restricted stock was greater than the average market price of the common shares during the respective periods.


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2022		2021		2022		2021


Weighted-average shares of non-vested restricted stock	—		—		—		—
Weighted-average expense per share	$	—	$	—	$	—	$	—


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2022		2021		2022		2021

Interest and dividend income	$	935	$	457	$	1,385	$	991






Net (losses) gains recognized on investment securities	(4,130)		8,401		(7,169)		10,816
Net periodic benefit cost other than the service costs	(237)		(243)		(473)		(487)


Other income (expense)	338		(2)		2,018		(1)
Other, net	$	(3,094)	$	8,613	$	(4,239)	$	11,319


	June 30, 2022		December 31, 2021
Accounts payable	$	7,590	$	9,443
Accrued promotional expenses	60,342		55,647
Accrued excise and payroll taxes payable, net	22,701		22,919
Accrued interest	30,676		30,676
Accrued salaries and benefits	5,979		13,982
Allowance for sales returns	6,496		6,669
Other current liabilities	10,875		10,151
Total other current liabilities	$	144,659	$	149,487


	June 30, 2022		December 31, 2021
Cash and cash equivalents	$	323,885	$	193,411

Restricted cash and cash equivalents included in other assets	25,456		1,438
Total cash, cash equivalents, and restricted cash shown in the condensed consolidated statements of cash flows	$	349,341	$	194,849

Agreements with Douglas Elliman. The Company received $1,050 and $2,100 under the Transition Services Agreement and $686 and $1,177 under the Aircraft Lease Agreement during the three and six months ended June 30, 2022.

The Company has agreed to indemnify Douglas Elliman for certain tax matters under the Tax Disaffiliation Agreement. The Company has recorded a payable of $553 in its condensed consolidated balance sheet as of June 30, 2022 as well as Other expense of $553 in its condensed consolidated statement of operations for each of the three and six months ended June 30, 2022 related to the tax indemnification.

Real estate venture investments. Douglas Elliman has been engaged by the developers as the sole broker or the co-broker for several of the real estate development projects that New Valley owns an interest in through its real estate venture investments. Douglas Elliman had gross commissions of approximately $201, $4,228, $1,101, and $6,585 from these projects for the three and six months ended June 30, 2022 and 2021, respectively.

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805), Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The ASU requires that an acquirer recognize and measure contract assets and contract liabilities in a business combination in accordance with Topic 606. The ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The Company is currently evaluating the impact of the new guidance on its condensed consolidated financial statements.

On March 21, 2022, the SEC proposed rule changes that would require registrants to provide certain climate-related information in their registration statements and annual reports. The proposed rules would require information about a registrant's climate-related risks that are reasonably likely to have a material impact on its business, results of operations, or financial condition. The required information about climate-related risks would also include disclosure of a registrant's greenhouse gas emissions, which have become a commonly used metric to assess a registrant's exposure to such risks. In addition, under the proposed rules, certain climate-related financial metrics would be required in a registrant's audited financial statements. The Company is currently evaluating the impact of the proposed rule changes.