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Investment in Unconsolidated Joint Ventures (Tables)

6 Months Ended

Jun. 30, 2012

Investment in Unconsolidated Joint Ventures

Schedule of general information on joint ventures

Property	Partner	Ownership Interest		Economic Interest		Square Feet	Acquired	Acquisition Price($)(1)

100 Park Avenue	Prudential	49.90	%	49.90	%	834	02/00	95,800
21 West 34th Street	Sutton	50.00	%	50.00	%	30	07/05	22,400
1604-1610 Broadway	Onyx/Sutton	45.00	%	63.00	%	30	11/05	4,400
27-29 West 34th Street	Sutton	50.00	%	50.00	%	41	01/06	30,000
717 Fifth Avenue(10)	Sutton/Nakash	10.92	%	10.92	%	120	09/06	251,900
800 Third Avenue	Private Investors	42.95	%	42.95	%	526	12/06	285,000
One Court Square(9)	JP Morgan	30.00	%	30.00	%	1,402	01/07	533,500
1745 Broadway	Witkoff/SITQ/Lehman Bros.	32.26	%	32.26	%	674	04/07	520,000
1 and 2 Jericho Plaza	Onyx/Credit Suisse	20.26	%	20.26	%	640	04/07	210,000
16 Court Street	CIF	35.00	%	35.00	%	318	07/07	107,500
The Meadows(2)	Onyx	50.00	%	50.00	%	582	09/07	111,500
388 and 390 Greenwich Street(3)	SITQ	50.60	%	50.60	%	2,600	12/07	1,575,000
180/182 Broadway(4)	Harel/Sutton	25.50	%	25.50	%	71	02/08	43,600
600 Lexington Avenue	CPPIB	55.00	%	55.00	%	304	05/10	193,000
11 West 34th Street(5)	Private Investor/Sutton	30.00	%	30.00	%	17	12/10	10,800
7 Renaissance	Cappelli	50.00	%	50.00	%	37	12/10	4,000
3 Columbus Circle(6)	Moinian	48.90	%	48.90	%	769	01/11	500,000
280 Park Avenue(7)	Vornado	50.00	%	50.00	%	1,237	03/11	400,000
1552-1560 Broadway(8)	Sutton	50.00	%	50.00	%	49	08/11	136,550
747 Madison Avenue	Harel/Sutton	33.33	%	33.33	%	10	09/11	66,250
724 Fifth Avenue	Sutton	50.00	%	50.00	%	65	01/12	223,000
10 East 53rd Street	CPPIB	55.00	%	55.00	%	390	02/12	252,500

(1) Acquisition price represents the actual or implied purchase price for the joint venture.

(2) We, along with Onyx, acquired the remaining 50% interest on a pro-rata basis in September 2009. We recorded a $2.8 million depreciable real estate reserve in 2010 against this joint venture investment.

(3) The property is subject to a 13-year triple-net lease arrangement with a single tenant. The lease commenced in 2007.

(4) In December 2010, our 180-182 Broadway joint venture with Jeff Sutton announced an agreement with Pace University to convey a long-term ground lease condominium interest to Pace University for 20 floors of student housing. The joint venture also admitted Harel, which contributed $28.1 million to the joint venture, for a 49% partnership interest. In August 2011, the joint venture sold the property located at 63 Nassau Street for $2.8 million.

(5) In December 2010, our $12.0 million first mortgage collateralized by 11 West 34th Street was repaid at par, resulting in our recognition of additional income of approximately $1.1 million. Simultaneous with the repayment, the joint venture was recapitalized with the Company having a 30 percent interest. The property is subject to a long-term net lease arrangement.

(6) We issued 306,296 operating partnership units in connection with this investment. We have committed to fund an additional $47.5 million to the joint venture, of which $33.0 million has been funded as of June 30, 2012. This liability is recorded in accrued interest payable and other liabilities. In addition, we made a $125.0 million bridge loan to this joint venture which was bearing interest at a rate of 7.5%. This loan was repaid when the joint venture refinanced its debt in April 2011.

(7) In March 2011, we contributed our debt investment with a carrying value of $286.6 million to a newly formed joint venture in which we hold a 50% interest. We realized $38.7 million of additional income upon the contribution. This income is included in preferred equity and investment income. The joint venture paid us approximately $111.3 million and also assumed $30 million of related floating rate financing which matures in June 2016. In May 2011, this joint venture took control of the underlying property as part of a recapitalization transaction which valued the investment at approximately $1.1 billion. We hold an effective 49.5% ownership interest in the joint venture.

(8) In connection with this acquisition, the joint venture also acquired a long-term leasehold interest in the retail space and certain other spaces at 1560 Broadway, which is adjacent to 1552 Broadway. The purchase price relates only to the purchase of the 1552 Broadway interest which comprises 13,045 square feet. In May 2012, we, along with Sutton, acquired the property at 155 West 46th Street for $8.4 million. This property is adjacent to 1552 and 1560 Broadway.

(9) In November 2011, we, along with our joint venture partner, reached an agreement to sell One Court Square to a private investor group for approximately $475.6 million. The transaction included $315.0 million of existing debt, which will be assumed by the purchaser. In November 2011, we recorded a $5.8 million impairment charge in connection with the expected sale of this investment. This entire impairment charge was reversed in June 2012. On subsequent dates in 2012, the closing date was extended and the purchase price was increased to $481.1 million. This transaction closed on July 18, 2012.

(10) In June 2012, this retail condominium was recapitalized. The recapitalization triggered a promote which resulted in a reduction of our economic interest. In addition, we sold 50% of our remaining interest at a property valuation of $617.6 million. We recognized $67.9 million of additional cash income, equivalent to profit, due to the distribution of refinancing proceeds and a gain on sale of $3.0 million.

Schedule of first mortgage notes payable collateralized by the respective joint venture properties and assignment of leases

Property	Maturity Date	Interest Rate(1)		June 30, 2012		December 31, 2011
717 Fifth Avenue(9)	06/2024	9.00	%	$	290,000	$	—
717 Fifth Avenue(9)	07/2022	4.45	%	300,000		—
388 and 390 Greenwich Street(2)	12/2017	5.19	%	1,106,756		1,106,757
800 Third Avenue	08/2017	6.00	%	20,910		20,910
1 and 2 Jericho Plaza	05/2017	5.65	%	163,750		163,750
1745 Broadway	01/2017	5.68	%	340,000		340,000
21 West 34th Street	12/2016	5.76	%	100,000		100,000
280 Park Avenue	06/2016	6.57	%	710,000		710,000
11 West 34th Street	01/2016	4.82	%	17,628		17,761
One Court Square	09/2015	4.91	%	315,000		315,000
7 Renaissance	02/2015	10.00	%	856		—
100 Park Avenue	09/2014	6.64	%	213,476		214,625
1604-1610 Broadway(3)	04/2012	5.66	%	27,000		27,000
141 Fifth Avenue	—	—		—		25,000
Total fixed rate debt				$	3,605,376	$	3,040,803
388 and 390 Greenwich Street(2)	12/2017	1.41	%	$	31,622	$	31,622
600 Lexington Avenue	10/2017	2.48	%	125,000		125,000
10 East 53rd Street	02/2017	2.74	%	125,000		—
724 Fifth Avenue	01/2017	2.59	%	120,000		—
Other loan payable	06/2016	1.14	%	30,000		30,000
3 Columbus Circle(4)	04/2016	2.58	%	251,120		254,896
747 Madison Avenue	10/2014	3.00	%	33,125		33,125
180/182 Broadway(5)	12/2013	2.99	%	53,082		30,722
16 Court Street	10/2013	2.74	%	85,290		85,728
1552 Broadway(6)	08/2013	3.24	%	98,321		95,405
27-29 West 34th Street(7)	05/2013	2.24	%	53,650		53,900
The Meadows(8)	09/2012	1.61	%	83,517		84,698
717 Fifth Avenue(9)	—	—		—		245,000
379 West Broadway(10)	—	—		—		20,991
Total floating rate debt				$	1,089,727	$	1,091,087
Total mortgages and other loan payable				$	4,695,103	$	4,131,890

(1) Interest rate represents the effective weighted average interest rate for the quarter ended June 30, 2012.

(2) Comprised of a $576.0 million mortgage and a $562.4 million mezzanine loan, both of which are fixed rate loans, except for $16.0 million of the mortgage and $15.6 million of the mezzanine loan which are floating. Up to $200.0 million of the mezzanine loan, secured indirectly by these properties, is recourse to us. We believe it is unlikely that we will be required to perform under this guarantee.

(3) This loan went into default in November 2009 due to the non-payment of debt service. The joint venture is in discussions with the special servicer to resolve this default.

(4) We provided 50% of a bridge loan to this joint venture. In April 2011, our joint venture with The Moinian Group which owns the property located at 3 Columbus Circle, New York, refinanced the bridge loan and replaced it with a $260.0 million 5-year mortgage with the Bank of China, which carries a floating rate of interest of 210 basis points over the 30-day LIBOR, at which point SL Green and Deutsche Bank’s bridge loan was repaid. The joint venture has the ability to increase the mortgage by $40.0 million based on meeting certain performance hurdles. In connection with this obligation, we executed a master lease agreement. Our partner has executed a contribution agreement to reflect its pro rata obligation under the master lease.

(5) This loan has a committed amount of $90.0 million.

(6) This loan has a committed amount of $125.0 million.

(7) In April 2012, this loan was extended by 1-year.

(8) This loan has a committed amount of $91.2 million.

(9) This loan was repaid in June 2012 and was replaced with a $300 million mortgage and a $290 million mezzanine loan. See Note 10 to the prior table.

(10) This property was sold in April 2012 and the mortgage was repaid at a discount.

Schedule of combined balance sheets for the unconsolidated joint ventures

	June 30, 2012		December 31, 2011
Assets
Commercial real estate property, net	$	6,153,652	$	5,699,113
Other assets	668,567		599,596
Total assets	$	6,822,219	$	6,298,709

Liabilities and members’ equity
Mortgages and other loan payable	$	4,695,103	$	4,131,890
Other liabilities	271,289		250,925
Members’ equity	1,855,827		1,915,894
Total liabilities and members’ equity	$	6,822,219	$	6,298,709
Company’s net investment in unconsolidated joint ventures	$	1,014,042	$	893,933

Schedule of combined statements of income for the unconsolidated joint ventures

	Three Months Ended					Six Months Ended
	June 30,					June 30,
	2012		2011			2012		2011
Total revenues	$	124,418	$	113,792		$	244,466	$	237,352
Operating expenses	16,949		16,080			34,633		36,681
Real estate taxes	12,483		12,290			25,857		25,740
Interest expense, net of interest income	53,506		53,587			110,141		101,224
Depreciation and amortization	35,724		33,865			72,507		65,589
Transaction related costs	90		752			358		817
Total expenses	118,752		116,574			243,496		230,051
Net income(loss)	$	5,666	$	(2,782	)	$	970	$	7,301
Company’s equity in net income of unconsolidated joint ventures	$	70,890	$	2,184		$	69,330	$	10,390

- Definition

Tabular disclosure of equity method investments in common stock. The disclosure may include: (a) the name of each investee or group of investments for which combined disclosure is appropriate, (2) the percentage ownership of common stock, (3) the difference, if any, between the carrying amount of an investment and the value of the underlying equity in the net assets and the accounting treatment of difference, if any, and (4) the aggregate value of each identified investment based on its quoted market price, if available.

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