XML 27 R12.htm IDEA: XBRL DOCUMENT v3.20.2
Partners' Capital of the Operating Partnership
9 Months Ended
Sep. 30, 2020
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 September 30, 2020, 73,040,291 shares of common stock and no shares of excess stock were issued and outstanding.
Share Repurchase Program
In August 2016, our Board of Directors approved a share repurchase program under which we can buy up to $1.0 billion of shares of our common stock. The Board of Directors has since authorized four separate $500.0 million increases to the size of the share repurchase program in the fourth quarter of 2017, second quarter of 2018, fourth quarter of 2018, and fourth quarter of 2019 bringing the total program size to $3.0 billion.
At September 30, 2020, repurchases executed under the program were as follows:
Period
Shares repurchased
Average price paid per share
Cumulative number of shares repurchased as part of the repurchase plan or programs
Year ended 20178,342,411$101.648,342,411
Year ended 20189,744,911$96.2218,087,322
Year ended 20194,596,171$83.6222,683,493
Nine months ended September 30, 2020 (1)
6,243,165$62.7728,926,658
(1)    Includes 216,101 shares of common stock repurchased by the Company in September 2020 that were settled in October 2020.
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. 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 ("DRSPP")
In February 2018, 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 our common stock under the DRSPP. The DRSPP commenced on September 24, 2001.
The following table summarizes SL Green common stock issued, and proceeds received from dividend reinvestments and/or stock purchases under the DRSPP for the three and nine months ended September 30, 2020 and 2019, respectively (dollars in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2020201920202019
Shares of common stock issued4,205 490 9,884 3,485 
Dividend reinvestments/stock purchases under the DRSPP$202 $39 $566 $303 
Earnings per Share
We use the two-class method of computing earnings per share (“EPS”), which is an earnings allocation formula that determines EPS for common stock and any participating securities according to dividends declared (whether paid or unpaid). Under the two-class method, basic EPS is computed by dividing the income available to common stockholders by the weighted-average number of common stock shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur from share equivalent activity.
SL Green's earnings per share for the three and nine months ended September 30, 2020 and 2019 are computed as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
Numerator2020201920202019
Basic Earnings:
Income attributable to SL Green common stockholders$13,859 $33,157 $185,104 $238,052 
Less: distributed earnings allocated to participating securities
(333)(108)(777)(325)
Less: undistributed earnings allocated to participating securities
 — (141)(41)
Net income attributable to SL Green common stockholders (numerator for basic earnings per share)$13,526 $33,049 $184,186 $237,686 
Add back: dilutive effect of earnings allocated to participating securities
333 108 777 325 
Add back: undistributed earnings allocated to participating securities
 — 141 41 
Add back: effect of dilutive securities (redemption of units to common shares)
802 1,719 10,073 12,306 
Income attributable to SL Green common stockholders (numerator for diluted earnings per share)$14,661 $34,876 $195,177 $250,358 
Three Months Ended September 30,Nine Months Ended September 30,
Denominator2020201920202019
Basic Shares:
Weighted average common stock outstanding73,020 82,292 75,521 82,855 
Effect of Dilutive Securities:
Operating Partnership units redeemable for common shares4,029 4,258 4,123 4,283 
Stock-based compensation plans442 164 441 171 
Diluted weighted average common stock outstanding77,491 86,714 80,085 87,309 
The Company has excluded 2,131,606 and 1,779,212 common stock equivalents from the calculation of diluted shares outstanding for the three and nine months ended September 30, 2020, respectively, as they were anti-dilutive. The Company has excluded 1,317,803 and 1,266,296 common stock equivalents from the calculation of diluted shares outstanding for the three and nine months ended September 30, 2019, respectively, as they were anti-dilutive.
Accumulated Other Comprehensive Loss
The following tables set forth the changes in accumulated other comprehensive loss by component as of September 30, 2020 (in thousands):
Net unrealized loss on derivative instruments (1)
SL Green’s share
of joint venture
net unrealized loss on derivative
instruments (2)
Net unrealized gain (loss) on marketable securitiesTotal
Balance at December 31, 2019$(22,780)$(7,982)$2,277 $(28,485)
Other comprehensive loss before reclassifications(50,038)(7,954)(2,047)(60,039)
Amounts reclassified from accumulated other comprehensive loss9,120 3,204 — 12,324 
Balance at September 30, 2020$(63,698)$(12,732)$230 $(76,200)
(1)Amount reclassified from accumulated other comprehensive loss is included in interest expense in the respective consolidated statements of operations. As of September 30, 2020 and December 31, 2019, the deferred net gains from these terminated hedges, which is included in accumulated other comprehensive loss relating to net unrealized (loss) gain on derivative instrument, was $(0.5) million and $(0.7) million, respectively.
(2)Amount reclassified from accumulated other comprehensive loss is included in equity in net loss from unconsolidated joint ventures in the respective consolidated statements of operations.
SL Green Operating Partnership  
Stockholders' Equity  
Partners' Capital of the Operating Partnership Partners' Capital of the Operating PartnershipThe Company is the sole managing general partner of the Operating Partnership and at September 30, 2020 owned 73,040,291 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 September 30, 2020, limited partners other than SL Green owned 5.23%, or 4,027,317 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 nine months ended September 30, 2020 and 2019, respectively, are computed as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
Numerator2020201920202019
Basic Earnings:
Income attributable to SLGOP common unitholders$14,661 $34,876 $195,177 $250,358 
Less: distributed earnings allocated to participating securities
(333)(108)(777)(325)
Less: undistributed earnings allocated to participating securities
 — (141)(41)
Net Income attributable to SLGOP common unitholders (numerator for basic earnings per unit)$14,328 $34,768 $194,259 $249,992 
Add back: dilutive effect of earnings allocated to participating securities
333 108 777 325 
Add back: undistributed earnings allocated to participating securities
 — 141 41 
Income attributable to SLGOP common unitholders (numerator for diluted earnings per unit)$14,661 $34,876 $195,177 $250,358 
Three Months Ended September 30,Nine Months Ended September 30,
Denominator2020201920202019
Basic units:
Weighted average common units outstanding77,049 86,550 79,644 87,138 
Effect of Dilutive Securities:
Stock-based compensation plans442 164 441 171 
Diluted weighted average common units outstanding77,491 86,714 80,085 87,309 
The Operating Partnership has excluded 2,131,606 and 1,779,212 common unit equivalents from the diluted units outstanding for the three and nine months ended September 30, 2020, respectively, as they were anti-dilutive. The Operating Partnership has excluded 1,317,803 and 1,266,296 common unit equivalents from the diluted units outstanding for the three and nine months ended September 30, 2019, respectively, as they were anti-dilutive.