Partners' Capital of the Operating Partnership

6 Months Ended

Jun. 30, 2017

Stockholders' Equity

Partners' Capital of the Operating Partnership

Stockholders’ Equity of the Company

Common Stock

Our authorized capital stock consists of 260,000,000 shares, $0.01 par value per share, consisting of 160,000,000 shares of common stock, $0.01 par value per share, 75,000,000 shares of excess stock, at $0.01 par value per share, and 25,000,000 shares of preferred stock, par value $0.01 per share. As of June 30, 2017, 98,366,984 shares of common stock and no shares of excess stock were issued and outstanding.

In August 2016, our board of directors approved a stock repurchase plan under which we can buy up to $1.0 billion of shares of our common stock. At June 30, 2017, repurchases made under the stock repurchase plans were as follows:

Period	Total number of shares purchased	Average price paid per share	Total number of shares purchased as part of the repurchase plan or programs	Maximum approximate dollar value of shares that may yet be purchased under the plan (in millions)
First quarter 2017	982	$103.89	982	$999.9
Second quarter 2017 (1)	2,447,153	$103.41	2,448,135	$746.8

(1) Includes 393,496 shares of common stock repurchased by the Company in June 2017 that were settled in July 2017.

Perpetual Preferred Stock

We have 9,200,000 shares of our 6.50% Series I Cumulative Redeemable Preferred Stock, or the Series I Preferred Stock, outstanding with a mandatory liquidation preference of $25.00 per share. The Series I Preferred stockholders receive annual dividends of $1.625 per share paid on a quarterly basis and dividends are cumulative, subject to certain provisions. We are entitled to redeem the Series I Preferred Stock at par for cash at our option on or after August 10, 2017. In August 2012, we received $221.9 million in net proceeds from the issuance of the Series I Preferred Stock, which were recorded net of underwriters' discount and issuance costs, and contributed the net proceeds to the Operating Partnership in exchange for 9,200,000 units of 6.50% Series I Cumulative Redeemable Preferred Units of limited partnership interest, or the Series I Preferred Units.

Dividend Reinvestment and Stock Purchase Plan

In February 2015, the Company filed a registration statement with the SEC for our dividend reinvestment and stock purchase plan, or DRSPP, which automatically became effective upon filing. The Company registered 3,500,000 shares of SL Green's common stock under the DRSPP. The DRSPP commenced on September 24, 2001.

Earnings per Share

SL Green's earnings per share for the three and six months ended June 30, 2017 and 2016 are computed as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
Numerator	2017		2016		2017		2016
Basic Earnings:
Income attributable to SL Green common stockholders	$	8,222	$	133,457	$	19,573	$	156,678
Effect of Dilutive Securities:
Redemption of units to common shares	419		5,586		895		6,508
Diluted Earnings:
Income attributable to SL Green common stockholders	$	8,641	$	139,043	$	20,468	$	163,186

	Three Months Ended June 30,		Six Months Ended June 30,
Denominator	2017	2016	2017	2016
Basic Shares:
Weighted average common stock outstanding	99,900	100,134	100,268	100,093
Effect of Dilutive Securities:
Operating Partnership units redeemable for common shares	4,562	4,342	4,584	4,158
Stock-based compensation plans	270	316	288	282
Diluted weighted average common stock outstanding	104,732	104,792	105,140	104,533

SL Green has excluded 986,390 and 979,676 common stock equivalents from the diluted shares outstanding for the three and six months ended June 30, 2017, respectively, as they were anti-dilutive. SL Green has excluded 739,636 and 845,026 common stock equivalents from the diluted shares outstanding for the three and six months ended June 30, 2016, respectively, as they were anti-dilutive.

SL Green Operating Partnership

Stockholders' Equity

Partners' Capital of the Operating Partnership

Partners' Capital of the Operating Partnership

The Company is the sole general partner of the Operating Partnership and at June 30, 2017 owned 98,366,984 general and limited partnership interests in the Operating Partnership and 9,200,000 Series I Preferred Units. Partnership interests in the Operating Partnership are denominated as “common units of limited partnership interest” (also referred to as “OP Units”) or “preferred units of limited partnership interest” (also referred to as “Preferred Units”). All references to OP Units and Preferred Units outstanding exclude such units held by the Company. A holder of an OP Unit may present such OP Unit to the Operating Partnership for redemption at any time (subject to restrictions agreed upon at the issuance of OP Units to particular holders that may restrict such right for a period of time, generally one year from issuance). Upon presentation of an OP Unit for redemption, the Operating Partnership must redeem such OP Unit in exchange for the cash equal to the then value of a share of common stock of the Company, except that the Company may, at its election, in lieu of cash redemption, acquire such OP Unit for one share of common stock. Because the number of shares of common stock outstanding at all times equals the number of OP Units that the Company owns, one share of common stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of common stock. Each series of Preferred Units makes a distribution that is set in accordance with an amendment to the partnership agreement of the Operating Partnership. Preferred Units may also be convertible into OP Units at the election of the holder thereof or the Company, subject to the terms of such Preferred Units.

Net income (loss) allocated to the preferred unitholders and common unitholders reflects their pro rata share of net income (loss) and distributions.

Limited Partner Units

As of June 30, 2017, limited partners other than SL Green owned 4.43%, or 4,561,513 common units, of the Operating Partnership.

Preferred Units

Preferred units not owned by SL Green are further described in Note 11, “Noncontrolling Interests on the Company’s Consolidated Financial Statements - Preferred Units of Limited Partnership Interest in the Operating Partnership.”

Earnings per Unit

The Operating Partnership's earnings per unit for the three and six months ended June 30, 2017 and 2016, respectively are computed as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
Numerator	2017		2016		2017		2016
Basic and Diluted Earnings:
Net income attributable to SLGOP common unitholders	$	8,641	$	139,043	$	20,468	$	163,186

	Three Months Ended June 30,		Six Months Ended June 30,
Denominator	2017	2016	2017	2016
Basic units:
Weighted average common units outstanding	104,462	104,476	104,852	104,251
Effect of Dilutive Securities:
Stock-based compensation plans	270	316	288	282
Diluted weighted average common units outstanding	104,732	104,792	105,140	104,533

The Operating Partnership has excluded 986,390 and 979,676 common unit equivalents from the diluted units outstanding for the three and six months ended June 30, 2017, respectively, as they were anti-dilutive. The Operating Partnership has excluded 739,636 and 845,026 common unit equivalents from the diluted units outstanding for the three and six months ended June 30, 2016, respectively, as they were anti-dilutive.