8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 25, 2015

EMPIRE STATE REALTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland	001-36105	37-1645259
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

EMPIRE STATE REALTY OP, L.P.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-36106	45-4685158
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

One Grand Central Place 60 East 42nd Street New York, New York	10165
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 687-8700

n/a

(Former name or former address, if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On February 25, 2015, Empire State Realty Trust, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and full year 2014. The press release referred to certain supplemental information that is available on the Company’s website. The press release and the supplemental information are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

The information in Item 2.02 of this Current Report, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 7.01. Regulation FD Disclosure

As discussed in Item 2.02 above, the Company issued a press release regarding its financial results for the fourth quarter and full year 2014 and made available on its website certain supplemental information relating thereto.

The information in Item 7.01 of this Current Report is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press Release announcing financial results for the fourth quarter and full year 2014
99.2	Supplemental package

Non-GAAP Supplemental Financial Measures

Funds From Operations (“FFO”)

The Company computes FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income (loss) (determined in accordance with GAAP), excluding impairment writedowns of investments in depreciable real estate and investments in in-substance real estate investments, gains or losses from debt restructurings and sales of depreciable operating

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properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to non-controlling interests and gains/losses from discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized non-GAAP financial measure for REITs that the Company believes, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITS. In addition, FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. The Company presents FFO because it considers it an important supplemental measure of its operating performance and believes that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of the Company’s properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of its properties, all of which have real economic effect and could materially impact the Company’s results of operations, the utility of FFO as a measure of its performance is limited. There can be no assurance that FFO presented by the Company is comparable to similarly titled measures of other REITs. FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Although FFO is a measure used for comparability in assessing the performance of REITs, as the NAREIT White Paper only provides guidelines for computing FFO, the computation of FFO may vary from one company to another.

Modified Funds From Operations (“Modified FFO”)

Modified FFO adds back an adjustment for any above or below-market ground lease amortization to traditionally defined FFO. The Company considers this a useful supplemental measure in evaluating the operating performance of the Company due to the non-cash accounting treatment under GAAP, which stems from the third quarter 2014 acquisition of the two option properties as they carry significantly below market ground leases, the amortization of which is material to the Company’s overall results. The Company presents Modified FFO because it considers it an important supplemental measure of its operating performance in that it adds back the non-cash amortization of below-market ground leases. There can be no assurance that Modified FFO presented by the Company is comparable to similarly titled measures of other REITs. Modified FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Modified FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

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Core Funds From Operations (“Core FFO”)

Core FFO adds back to Modified FFO the following items associated with the Company’s initial public offering, or IPO, and formation transactions: gain on consolidation of non-controlling entities, acquisition expenses, severance expenses and retirement equity compensation expenses. It also adds back private perpetual preferred exchange offering expenses, prepayment penalty expense, deferred financing costs write-off, acquisition expenses, and gain on settlement of lawsuit related to the Observatory, net of income taxes. The Company presents Core FFO because it considers it an important supplemental measure of its operating performance in that it excludes items associated with its IPO and formation transactions and other non-recurring items. There can be no assurance that Core FFO presented by the Company is comparable to similarly titled measures of other REITs. Core FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, the Company presents Core FAD by (i) adding to Core FFO non-real estate depreciation and amortization, the amortization of deferred financing costs, amortization of debt discounts and non-cash compensation expense and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment purchases, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that management believes provides useful information regarding the Company’s ability to fund its dividends. Core FAD does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FAD is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. There can be no assurance that Core FAD presented by the Company is comparable to similarly titled measures of other REITs.

Net Operating Income (“NOI”)

Net Operating Income, or NOI is a non-GAAP financial measure of performance. NOI is used by investors and the Company’s management to evaluate and compare the performance of the Company’s properties and to determine trends in earnings and to compute the fair value of its properties as it is not affected by: (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses and formation transaction expenses; or (iv) general and administrative expenses and other gains and losses that are specific to the property owner. The cost of funds is eliminated from net operating income because it is specific to the particular financing capabilities and constraints of the owner.

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The cost of funds is also eliminated because it is dependent on historical interest rates and other costs of capital as well as past decisions made by the Company regarding the appropriate mix of capital which may have changed or may change in the future. Depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets are eliminated because they may not accurately represent the actual change in value in the Company’s office or retail properties that result from use of the properties or changes in market conditions. While certain aspects of real property do decline in value over time in a manner that is reasonably captured by depreciation and amortization, the value of the properties as a whole have historically increased or decreased as a result of changes in overall economic conditions instead of from actual use of the property or the passage of time. Gains and losses from the sale of real property vary from property to property and are affected by market conditions at the time of sale which will usually change from period to period. These gains and losses can create distortions when comparing one period to another or when comparing the Company’s operating results to the operating results of other real estate companies that have not made similarly timed, purchases or sales. The Company also excludes private perpetual exchange offering expenses and gain on settlement of lawsuit related to the Observatory, net of income taxes. The Company believes that eliminating these costs from net income is useful because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating its properties as well as trends in occupancy rates, rental rates and operating costs. However, the usefulness of NOI is limited because it excludes general and administrative costs, interest expense, interest income and other expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of the Company’s properties, all of which are significant economic costs. NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of the Company’s properties but does not measure its performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with GAAP and discussions elsewhere in this Supplemental Package regarding the components of net income that are eliminated in the calculation of NOI. Other companies may use different methods for calculating NOI than the Company does.

EBITDA

The Company computes EBITDA as net income plus perpetual preferred unit distributions, interest expense, income taxes, depreciation and amortization, acquisition expenses, and gain on consolidation of non-controlled entities. The Company presents EBITDA because it believes that EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of its ability to incur and service debt. EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of its liquidity.

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SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	EMPIRE STATE REALTY TRUST, INC. (Registrant)
Date: February 25, 2015	By:	/s/ David A. Karp
		Name: David A. Karp
		Title:   Executive Vice President, Chief Financial     Officer and Treasurer

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	EMPIRE STATE REALTY OP, L.P. (Registrant) By: Empire State Realty Trust, Inc., as general partner
Date: February 25, 2015	By:	/s/ David A. Karp
		Name: David A. Karp
		Title:   Executive Vice President, Chief Financial     Officer and Treasurer

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EX-99.1

Exhibit 99.1

EMPIRE STATE REALTY TRUST ANNOUNCES FOURTH QUARTER AND FULL YEAR 2014 RESULTS

– Reports Core FFO of $0.25 Per Fully Diluted Share For the Fourth Quarter –

New York, New York, February 25, 2015—Empire State Realty Trust, Inc. (NYSE: ESRT) (the “Company”), a real estate investment trust with office and retail properties in Manhattan and the greater New York metropolitan area, today reported operational and financial results for the fourth quarter and full year 2014.

“We are pleased to report strong operating and financial performance in the fourth quarter, driven by overall strength in leasing, along with continued progress in our redevelopment program for new leases of consolidated larger spaces” stated Anthony E. Malkin, Empire State Realty Trust’s Chairman and Chief Executive Officer. “Over the full year, we leased approximately 785,000 square feet of office and retail space to high quality tenants and achieved increases in starting cash rents of over 20% overall, and 31.5% on all new leasing in our Manhattan office portfolio. At the Empire State Building, we delivered attractive new amenities to tenants as part of our “Urban Campus,” while the Observatory again achieved record attendance and revenues. We expanded our portfolio with the acquisition of two buildings, one located in Times Square South on Broadway and one directly opposite Macy’s on 34^th Street. We continued to improve our low leveraged balance sheet as we unencumbered assets, extended the weighted average term maturity and converted our secured corporate credit facility to an unsecured facility. All these balance sheet changes support our ability to fund our future capital plan and acquisitions as, and when, we make them. We are very happy to have our new President and Chief Operating Officer John B. Kessler added to our already outstanding senior executive team. We continue to execute on our strategy and create lasting value for our shareholders.”

Fourth Quarter Highlights

• Achieved Core Funds From Operations (“Core FFO”) of $0.25 per fully diluted share and net income attributable to the Company of $0.04 per fully diluted share;

• Total portfolio was 88.6% occupied; including signed leases not commenced (“SLNC”), the total portfolio was 89.6% leased at December 31, 2014;

• Same store portfolio (defined as the total portfolio excluding 112 West 34th Street and 1400 Broadway) was 89.2% occupied, unchanged from September 30, 2014; including SLNC, the same store portfolio was 90.4% leased at December 31, 2014;

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• Manhattan office portfolio (excluding the retail component of these properties) was 87.5% occupied; including SLNC, the Manhattan office portfolio was 88.5% leased at December 31, 2014. On a same store basis, the Manhattan office portfolio was 88.2% occupied, up 10 basis points from September 30, 2014; including SLNC, the Manhattan office portfolio same store was 89.4% leased at December 31, 2014;

• Retail portfolio was 93.2% occupied at December 31, 2014, up 90 basis points from September 30, 2014;

• Empire State Building was 84.8% occupied, down 120 basis points from September 30, 2014; including SLNC, the Empire State Building was 86.3% leased at December 31, 2014;

• Executed 63 leases, representing 200,480 rentable square feet across the total portfolio, achieving a 26.2% increase in mark-to-market rent over previously fully escalated rents on new, renewal, and expansion leases; 46 of these leases, representing 146,474 rentable square feet, were within the Manhattan office portfolio capturing a 19.8% increase in mark-to-market rent over previously fully escalated rents on new, renewal and expansion leases;

• Signed 24 new leases representing 96,751 rentable square feet in the fourth quarter 2014 for the Manhattan office portfolio (excluding the retail component of these properties), achieving an increase of 24.1% in mark-to-market rent over expired previously fully escalated rents;

• The Empire State Building Observatory revenue for the fourth quarter 2014 grew 10.9% to $28.2 million, from $25.4 million in the fourth quarter 2013; and

• Declared a $0.085 per share dividend which was paid on December 31, 2014.

Full Year Highlights

• Achieved Core FFO of $0.89 per fully diluted share and net income attributable to the Company of $0.27 per fully diluted share;

• Executed 239 leases, representing 784,801 rentable square feet across the total portfolio, achieving a 20.2% increase in mark-to-market rent over previously fully escalated rents on new, renewal, and expansion leases; 181 of these leases, representing 621,224 rentable square feet, were within the Manhattan office portfolio capturing a 23.4% increase in mark-to-market rent over previously fully escalated rents on new, renewal and expansion leases;

• Signed 98 new leases representing 457,052 rentable square feet in 2014 for the Manhattan office portfolio (excluding the retail component of these properties), achieving an increase of 31.5% in mark-to-market rent over expired previously fully escalated rents;

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• Acquired the ground and operating leases at 112 West 34th Street and the ground lease at 1400 Broadway for a total of approximately $734 million in assumption of debt, cash, common stock and operating partnership units;

• The Empire State Building Observatory revenue grew 9.5% to $111.5 million, from $101.8 million in 2013; and

• Declared and paid aggregate dividends of $0.34 per share and operating partnership unit during 2014.

Financial Results for the Fourth Quarter 2014

The Company began operations upon the completion of its formation transactions and initial public offering in October 2013. Accordingly, the fourth quarter 2013 results noted below are not directly comparable.

Going forward the Company will report Modified Funds From Operations (“Modified FFO”) in addition to the Funds From Operations (“FFO”) and Core FFO measures already provided. Modified FFO is defined as FFO plus adjustments for any above or below market ground lease amortization. Under the NAREIT definition of FFO, the July 15, 2014 acquisitions of 1400 Broadway’s and 112 West 34th Street’s significantly below market ground leases require the Company to charge non-cash amortization that is material to the Company’s FFO calculation. This non-cash charge reduces FFO, and is consistent and predictable over the remaining terms of the ground leases on a straight line basis, with a fourth quarter 2014 impact of $2.0 million, or $0.01 per fully diluted share. The Company considers Modified FFO as a useful supplemental measure in evaluating the operating performance of the Company due to the non-cash accounting treatment under GAAP.

Core FFO was $65.2 million, or $0.25 per fully diluted share. In the period from October 7, 2013 through December 31, 2013, Core FFO was $41.8 million or $0.17 per fully diluted share.

Modified FFO was $61.4 million, or $0.23 per fully diluted share. In the period from October 7, 2013 through December 31, 2013, Modified FFO was $221.2 million or $0.90 per fully diluted share. Modified FFO for 2013 included a gain on consolidation of non-controlled entities.

FFO was $59.4 million, or $0.22 per fully diluted share, compared to $220.8 million or $0.90 per fully diluted share in the period from October 7, 2013 through December 31, 2013. FFO for 2013 included a gain on consolidation of non-controlled entities.

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Net income attributable to common stockholders was $4.1 million, or $0.04 per fully diluted share, compared to $75.2 million or $0.79 per fully diluted share in the period from October 7, 2013 through December 31, 2013. Net income for 2013 included a gain on consolidation of non-controlled entities.

Financial Results for the Twelve Months Ended December 31, 2014

The Company began operations upon the completion of its formation transactions and initial public offering in October 2013. Accordingly, 2013 results noted below are not directly comparable.

Core FFO was $227.4 million, or $0.89 per fully diluted share. In the period from October 7, 2013 through December 31, 2013, Core FFO was $41.8 million or $0.17 per fully diluted share.

Modified FFO was $219.5 million, or $0.86 per fully diluted share. In the period from October 7, 2013 through December 31, 2013, Modified FFO was $221.2 million or $0.90 per fully diluted share. As stated above, from the July 15, 2014 acquisitions of 112 West 34^th and 1400 Broadway, the Company recorded below market ground lease amortization expense of $4.6 million for the year ended December 31, 2014, or $0.02 per fully diluted share. Modified FFO for 2013 included a gain on consolidation of non-controlled entities.

FFO was $214.8 million, or $0.84 per fully diluted share, compared to $220.8 million or $0.90 per fully diluted share in the period from October 7, 2013 through December 31, 2013. FFO for 2013 included a gain on consolidation of non-controlled entities.

Net income attributable to common stockholders was $26.7 million, or $0.27 per fully diluted share, compared to $75.2 million or $0.79 per fully diluted share in the period from October 7, 2013 through December 31, 2013. Net income for 2013 included a gain on consolidation of non-controlled entities.

Portfolio Operations

The Company reported that its total portfolio as of December 31, 2014, containing 10.0 million rentable square feet of office and retail space, was 88.6% occupied at the end of the fourth quarter 2014. Including SLNC, the Company’s portfolio was 89.6% leased at December 31, 2014.

The Company’s same store portfolio, defined as the total portfolio excluding 112 West 34th Street and 1400 Broadway and containing 8.4 million rentable square feet of office and retail space, was 89.2% occupied at the end of the fourth quarter 2014. Percentage occupied was unchanged from 89.2% at the end of the third quarter 2014, and up 310 basis points from 86.1% at the end of the fourth quarter 2013. Including SLNC, the Company’s same store portfolio was 90.4% leased at December 31, 2014.

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The Company’s office portfolio (excluding the retail component of these properties) as of December 31, 2014, containing 9.3 million rentable square feet, was 88.2% occupied at the end of the fourth quarter 2014. On a same store basis, the office portfolio was 88.9% occupied, down 10 basis points from the end of the third quarter 2014, and up 330 basis points from the end of the fourth quarter 2013. Including SLNC, the Company’s office portfolio (excluding the retail component of these properties) was 89.4% leased at December 31, 2014.

The Manhattan office portfolio (excluding the retail component of these properties) as of December 31, 2014, containing 7.4 million rentable square feet was 87.5% occupied at the end of the fourth quarter 2014. On a same store basis, the Manhattan office portfolio was 88.2% occupied, up 10 basis points from the end of the third quarter 2014, and up 380 basis points from the end of the fourth quarter 2013. Including SLNC, the Company’s Manhattan office portfolio (excluding the retail component of these properties), was 88.5% leased at December 31, 2014.

The Company’s retail portfolio as of December 31, 2014, containing approximately 728,000 rentable square feet, was 93.2% occupied at the end of the fourth quarter 2014, which compares to 92.3% at the end of the third quarter of 2014.

Leasing

For the three months ended December 31, 2014, the Company executed 63 leases within the total portfolio, comprising 200,480 rentable square feet. Total leasing volume included 58 office leases, comprising 192,409 rentable square feet, and five retail leases, comprising 8,071 rentable square feet.

On a blended basis, the 63 new, renewal and expansion leases signed within the total portfolio during the quarter had an average starting rental rate of $55.67 per rentable square foot, representing an increase of 26.2% over the prior in-place rent on a fully escalated basis.

Leases signed in the Fourth Quarter 2014 for the Manhattan office portfolio included

• 24 new leases comprising 96,751 rentable square feet, with an average starting rental rate of $54.04 per rentable square foot, representing an increase of 24.1% over the prior in-place rent on a fully escalated basis, and

• 22 renewal leases, comprising 49,723 rentable square feet, with an average starting rental rate of $38.84 per rentable square foot, representing an increase of 9.4% over the prior in-place rent on a fully escalated basis.

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Empire State Building

The Company continues to renovate and re-lease the 2.8 million rentable square foot Empire State Building, its flagship property. At December 31, 2014, the Empire State Building was 84.8% occupied; including SLNC, the Empire State Building was 86.3% leased.

During the fourth quarter 2014, the Company executed six office leases at the Empire State Building, representing 17,140 rentable square feet in the aggregate. During the full year 2014, the Company executed 27 office leases at the Empire State Building, representing 199,212 rentable square feet in the aggregate.

The Observatory revenue for the fourth quarter 2014 grew 10.9% to $28.2 million, from $25.4 million in the fourth quarter 2013. The increase in Observatory revenue was driven by a combination of more visitors, higher admission prices, and a better mix of tickets purchased. The Observatory hosted approximately 997,000 visitors in the fourth quarter 2014, representing a 1.8% increase from the same period of 2013.

For the twelve months ended December, 2014, Observatory attendance recovered from weather-impacted volumes in the quarter ended March 31, 2014 and hosted 4.3 million visitors, an increase from the record numbers in 2013. Observatory revenue was $111.5 million, a 9.5% increase from $101.8 million for the twelve months ended December 31, 2013.

Significant Leases Executed Subsequent to Quarter-End

The Company signed several significant leases after the close of the fourth quarter, including:

• At the Empire State Building, the Company signed a 26,782 rentable square foot new lease with LIN Media, owned by Media General, Inc., one of the nation’s largest multimedia companies, for a term of 10.8 years.

• At 112 West 34th Street, the Company signed an 11,334 rentable square foot new lease with Sephora USA, LLC, a beauty-retail concept owned by LVMH Moët Hennessy Louis Vuitton S.A., one of the world’s leading luxury goods retailers.

• At One Grand Central Place, the Company signed a 14,011 rentable square foot new lease with Marketfield Asset Management LLC, a registered investment advisor to private and institutional clients, for a term of 10.3 years.

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Balance Sheet and Financial Transactions

As of December 31, 2014, the outstanding balance on the Company’s secured term loan and credit facility was $470.0 million.

On January 23, 2015, the Company terminated the secured term loan and credit facility and entered into a new $800 million unsecured revolving credit facility, which has an accordion feature, allowing for an increase in its maximum aggregate principal balance to $1.25 billion under certain circumstances. The facility matures in January 2019 with an ability to extend for two additional six-month periods, under certain conditions. As of January 23, 2015, the outstanding balance on the Company’s unsecured revolving credit facility was $470.0 million.

During the fourth quarter 2014, the Company refinanced at a lower rate the mortgage loan on its Metro Center property, located in Stamford, Connecticut. The new $100 million mortgage loan has a ten year term and bears interest at a fixed rate of 3.59% with amortization on a 30 year schedule.

The Company refinanced the mortgage loans on One Grand Central Place with a new $91.0 million mortgage loan due 2017 which bears interest at LIBOR plus 1.35%.

The Company repaid the mortgage loans on 500 Mamaroneck Avenue and 250 West 57th Street and the second lien mortgage loan on 1350 Broadway using proceeds from borrowings under its credit facility.

The Company extended the mortgage loan on 1359 Broadway to August 2015.

At December 31, 2014, the Company had total debt outstanding of approximately $1.6 billion, with a weighted average interest rate of 3.55% per annum, and a weighted average term to maturity of 3.6 years, as compared to approximately $1.6 billion with a weighted average interest rate of 4.29% per annum and a weighted average term to maturity of 3.0 years at September 30, 2014. At December 31, 2014, the Company has approximately $44.1 million of debt maturing in 2015 and no maturities in 2016.

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Dividend

The Company paid a dividend of $0.085 per share for the fourth quarter 2014 to holders of the Company’s Class A common stock and Class B common stock and to holders of the operating partnership’s Series ES, Series 250 and Series 60 operating partnership units (NYSE Arca: ESBA, FISK and OGCP, respectively) and Series PR operating partnership units on December 31, 2014. The Company paid a dividend of $0.15 per unit for the fourth quarter 2014 to holders of the operating partnership’s private perpetual preferred units.

Webcast and Conference Call Details

Empire State Realty Trust will host a webcast and conference call, open to the general public, on Thursday, February 26, 2015 at 8:30 am Eastern time.

The webcast will be available in the Investors section of the Company’s website at www.empirestaterealtytrust.com. To listen to a live broadcast, go to the site at least five minutes prior to the scheduled start time in order to register, download and install any necessary audio software. Shortly after the call, a replay of the webcast will be available for 90 days on the Company’s website.

The conference call can be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers. A replay will be available shortly after the call and can be accessed by dialing 1-877-870-5176 for domestic callers or 1-858-384-5517 for international callers. The passcode for the replay is 13599402. A replay of the conference call will be available until March 5, 2015.

The Supplemental Package will be available prior to the conference call in the Investors section of the Company’s website, www.empirestaterealtytrust.com.

About Empire State Realty Trust

Empire State Realty Trust, Inc. (NYSE: ESRT), a leading real estate investment trust (REIT), owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the world’s most famous office building. Headquartered in New York, New York, the Company’s office and retail portfolio covers 10.0 million rentable square feet, as of December 31, 2014, consisting of 9.3 million rentable square feet in 14 office properties, including nine in Manhattan, three in Fairfield County, Connecticut and two in Westchester County, New York; and approximately 728,000 rentable square feet in the retail portfolio. The Company also owns land at the Stamford, Connecticut Transportation Center that supports the development of an approximately 380,000 rentable square foot office building and garage.

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Non-GAAP Financial Measures

The Company has used non-GAAP financial measures in this press release. A reconciliation of each non-GAAP financial measure and the comparable GAAP financial measure can be found on pages 18 and 19 of this release and in the Company’s supplemental package.

Forward-Looking Statements

This press release includes “forward looking statements”. Forward-looking statements may be identified by the use of words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “pro forma,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: the factors included in (i) the Company’s Annual Report on Form 10-K for the year ended December 31, 2013, including those set forth under the headings “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” “Business,” and “Properties” and (ii) in future periodic reports filed by the Company under the Securities and Exchange Act of 1934, as amended. While forward-looking statements reflect the Company’s good faith beliefs, they are not guarantees of future performance. The Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, or new information, data or methods, future events or other changes after the date of this press release, except as required by applicable law. For a further discussion of these and other factors that could impact the Company’s future results, performance or transactions, see the section entitled “Risk Factors” in the Annual Report on Form 10-K for the year ended December 31, 2013, and in the Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission. Prospective investors should not place undue reliance on any forward-looking statements, which are based only on information currently available to the Company (or to third parties making the forward-looking statements).

9

Contact:

Investors

Empire State Realty Trust Investor Relations

(212) 850-2678

IR@empirestaterealtytrust.com

Media

Brandy Bergman/Hugh Burns

Sard Verbinnen & Co.

(212) 687-8080

10

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

(unaudited and amounts in thousands, except per share data)

	Three Months Ended December 31, 2014			Period from October 7, 2013 through December 31, 2013
Revenues
Rental revenue	$	112,259		$	79,987
Tenant expense reimbursement		18,160			15,836
Observatory revenue		28,167			23,735
Construction revenue		4,918			5,265
Third-party management and other fees		451			550
Other revenue and fees		6,456			2,210
Total revenues		170,411			127,583
Operating expenses
Property operating expenses		41,748			34,055
Ground rent expenses		2,375			398
Marketing, general and administrative expenses		9,251			16,379
Observatory expenses		7,831			5,687
Construction expenses		5,423			5,468
Real estate taxes		23,702			17,191
Acquisition expenses		—			138,140
Depreciation and amortization		48,799			27,375
Total operating expenses		139,129			244,693
Total operating income (loss)		31,282			(117,110	)
Other income (expense)
Interest expense		(19,816	)		(13,147	)
Gain on consolidation of non-controlled entities		—			322,563
Income before income taxes		11,466			192,306
Income tax (expense) benefit		(502	)		1,125
Net income		10,964			193,431
Preferred unit distributions		(235	)		—
Net income attributable to non-controlling interests		(6,587	)		(118,186	)
Net income attributable to common stockholders	$	4,142		$	75,245
Total weighted average shares
Basic		103,022			95,463
Diluted		265,779			244,420
Net income per share attributable to common stockholders
Basic	$	0.04		$	0.79
Diluted	$	0.04		$	0.79

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

(unaudited and amounts in thousands, except per share data)

	Year Ended December 31, 2014			Period from October 7, 2013 through December 31, 2013
Revenues
Rental revenue	$	400,825		$	79,987
Tenant expense reimbursement		67,651			15,836
Observatory revenue		111,541			23,735
Construction revenue		38,648			5,265
Third-party management and other fees		2,376			550
Other revenue and fees		14,285			2,210
Total revenues		635,326			127,583
Operating expenses
Property operating expenses		151,048			34,055
Ground rent expenses		5,339			398
Marketing, general and administrative expenses		39,037			16,379
Observatory expenses		29,041			5,687
Construction expenses		38,596			5,468
Real estate taxes		82,131			17,191
Acquisition expenses		3,382			138,140
Depreciation and amortization		145,431			27,375
Total operating expenses		494,005			244,693
Total operating income (loss)		141,321			(117,110	)
Other income (expense)
Interest expense		(66,456	)		(13,147	)
Gain on consolidation of non-controlled entities		—			322,563
Income before income taxes		74,865			192,306
Income tax (expense) benefit		(4,655	)		1,125
Net income		70,210			193,431
Preferred unit distributions		(476	)		—
Net income attributable to non-controlling interests		(43,067	)		(118,186	)
Net income attributable to common stockholders	$	26,667		$	75,245
Total weighted average shares
Basic		97,941			95,463
Diluted		254,506			244,420
Net income per share attributable to common stockholders
Basic	$	0.27		$	0.79
Diluted	$	0.27		$	0.79

Empire State Realty Trust, Inc.

Reconciliation of Net Income to Funds From Operations (“FFO”),

Modified Funds From Operations (“Modified FFO”) and Core Funds From Operations (“Core FFO”)

(unaudited and amounts in thousands, except per share data)

	Three Months Ended December 31, 2014			Period from October 7, 2013 through December 31, 2013
Net income	$	10,964		$	193,431
Preferred unit distributions		(235	)		—
Real estate depreciation and amortization		48,711			27,352
FFO		59,440			220,783
Amortization of below-market ground leases		2,001			398
Modified FFO		61,441			221,181
Prepayment penalty expense and deferred financing costs write-off		3,771			—
Acquisition expenses		—			138,140
Gain on consolidation of non-controlled entities		—			(322,563	)
Severance expenses		—			2,738
Retirement equity compensation expenses		—			2,297
Core FFO	$	65,212		$	41,793
Total weighted average shares and Operating Partnership Units
Basic		265,779			244,420
Diluted		265,779			244,420
FFO per share
Basic	$	0.22		$	0.90
Diluted	$	0.22		$	0.90
Modified FFO per share
Basic	$	0.23		$	0.90
Diluted	$	0.23		$	0.90
Core FFO per share
Basic	$	0.25		$	0.17
Diluted	$	0.25		$	0.17

Empire State Realty Trust, Inc.

Reconciliation of Net Income to Funds From Operations (“FFO”),

Modified Funds From Operations (“Modified FFO”) and Core Funds From Operations (“Core FFO”)

(unaudited and amounts in thousands, except per share data)

	Year Ended December 31, 2014			Period from October 7, 2013 through December 31, 2013
Net income	$	70,210		$	193,431
Preferred unit distributions		(476	)		—
Real estate depreciation and amortization		145,115			27,352
FFO		214,849			220,783
Amortization of below-market ground leases		4,603			398
Modified FFO		219,452			221,181
Gain on settlement of lawsuit related to the Observatory, net of income taxes		(540	)		—
Private perpetual preferred exchange offering expenses		1,357			—
Prepayment penalty expense and deferred financing costs write-off		3,771			—
Acquisition expenses		3,382			138,140
Gain on consolidation of non-controlled entities		—			(322,563	)
Severance expenses		—			2,738
Retirement equity compensation expenses		—			2,297
Core FFO	$	227,422		$	41,793
Total weighted average shares and Operating Partnership Units
Basic		254,506			244,420
Diluted		254,506			244,420
FFO per share
Basic	$	0.84		$	0.90
Diluted	$	0.84		$	0.90
Modified FFO per share
Basic	$	0.86		$	0.90
Diluted	$	0.86		$	0.90
Core FFO per share
Basic	$	0.89		$	0.17
Diluted	$	0.89		$	0.17

Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)

	December 31,			December 31,
	2014			2013
Assets
Commercial real estate properties, at cost	$	2,139,863		$	1,649,423
Less: accumulated depreciation		(377,552	)		(295,351	)
Commercial real estate properties, net		1,762,311			1,354,072
Cash and cash equivalents		45,732			60,743
Restricted cash		60,273			55,621
Tenant and other receivables		23,745			24,817
Deferred rent receivables		102,104			62,689
Prepaid expenses and other assets		48,504			35,407
Deferred costs, net		80,212			78,938
Acquired below market ground leases, net		391,887			62,312
Acquired lease intangibles, net		290,248			249,983
Goodwill		491,479			491,479
Total assets	$	3,296,495		$	2,476,061
Liabilities and equity
Mortgage notes	$	903,985		$	883,112
Term loan and credit facility		470,000			325,000
Senior unsecured notes		237,667			—
Accounts payable and accrued expenses		96,563			81,908
Acquired below market leases, net		138,859			129,882
Deferred revenue and other liabilities		27,876			21,568
Tenants’ security deposits		40,448			31,406
Total liabilities		1,915,398			1,472,876
Total equity		1,381,097			1,003,185
Total liabilities and equity	$	3,296,495		$	2,476,061

EX-99.2

Exhibit 99.2

EMPIRE STATE REALTY TRUST

Supplemental Operating and Financial Data

For the Quarter Ended December 31, 2014

Fourth Quarter 2014

Table of Contents	Page
Summary
Company Profile		3
Financial Highlights		4
Selected Property Data
Property Summary		5
Property Same Store Summary		8
Property Detail		9
Tenant Lease Expirations		10
Largest Tenants and Portfolio Tenant Diversification by Industry		13
Capital Expenditures and Redevelopment Program		14
Observatory Summary		15
Financial information
Condensed Consolidated Balance Sheets		16
Condensed Consolidated Statements of Income		17
Core FFO, Modified FFO, FFO, FAD and EBITDA		18
Net Operating Income		19
Consolidated Debt Analysis
Debt Summary		20
Debt Detail		21
Debt Maturities		22
Ground Leases		22
Supplemental Definitions		23

Forward-looking Statements

We make forward-looking statements in this supplemental package within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. You should not rely on them as predictions of future events. For these statements, we claim the protections of the safe harbor for forward-looking statements contained in such Sections.

You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or similar words or phrases in the positive or negative. In particular, forward looking statements include those pertaining to our capital resources, portfolio performance, dividend policy, results of operations, anticipated growth in our portfolio from operations, acquisitions, and market conditions and demographics.

Forward-looking statements involve numerous risks and uncertainties, many of which are difficult to predict and generally beyond our control. They depend on assumptions, data or methods which may be incorrect or imprecise, and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all).

The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: changes in our industry and markets, either nationally or in Manhattan or the greater New York metropolitan area; resolution of the appeals related to the class actions filed against us; reduced demand for office or retail space; general volatility of the capital and credit markets and the market price of our Class A common stock and listed operating partnership units; changes in our business strategy; defaults on, early terminations of, or non-renewal of leases by, tenants; insolvency of a major tenant or a significant number of smaller tenants; fluctuations in interest rates; increased operating costs; declining real estate valuations and impairment charges; our failure to obtain necessary financing; our expected leverage; decreased rental rates or increased vacancy rates; our failure to generate sufficient cash flows to service our outstanding indebtedness; our failure to redevelop, renovate and reposition properties successfully or on the anticipated timeline or at the anticipated costs; difficulties in identifying properties to acquire and completing acquisitions; risks of real estate acquisitions, dispositions and development (including our Metro Tower development site), including construction delays and cost overruns; our failure to operate acquired properties and operations successfully; our ability to manage our growth effectively; changes in governmental regulations, tax laws and rates and similar matters; our failure to qualify as a REIT; a future terrorist event in the U.S.; environmental uncertainties and risks related to adverse weather conditions and natural disasters; lack or insufficient amounts of insurance; financial market fluctuations; availability of, and our ability to attract and retain, qualified personnel; conflicts of interest affecting our senior management team; competition; changes in real estate and zoning laws and increases in real property tax rates; and our ability to comply with the laws, rules and regulations applicable to companies and, in particular, public companies.

While forward-looking statements reflect our good faith beliefs, they are not guarantees of future performance. We disclaim any obligation to update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, or new information, data or methods, future events or other changes after the date of this presentation, except as required by applicable law.

For a further discussion of these and other factors that could impact our future results, performance or transactions, see the section entitled “Risk Factors” beginning on page 11 of our Annual Report on Form 10-K for the year ended December 31, 2013 and on page 59 of our Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 and other risks described in documents we subsequently file from time to time with the Securities and Exchange Commission.

Page 2

Fourth Quarter 2014

COMPANY PROFILE

Empire State Realty Trust, Inc., or the Company, is a leading real estate investment trust (REIT) that owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the world’s most famous office building.

BOARD OF DIRECTORS
Anthony E. Malkin	William H. Berkman	Alice M. Connell
Chairman and Chief Executive	Director, Chair of Compensation	Director
Officer	and Nominating/Corporate
	Governance Committees
Thomas J. DeRosa	Steven J. Gilbert	S. Michael Giliberto
Director, Chair of	Director, Lead Director	Director
Audit Committee
James D. Robinson IV
Director

EXECUTIVE MANAGEMENT
Anthony E. Malkin	John B. Kessler	Thomas P. Durels
Chairman and Chief Executive	President and Chief Operating	Executive Vice President and
Officer	Officer	Director of Leasing and
		Operations
David A. Karp	Thomas N. Keltner, Jr.
Executive Vice President, Chief	Executive Vice President,
Financial Officer and Treasurer	General Counsel and Secretary

COMPANY INFORMATION
Corporate Headquarters	Investor Relations	New York Stock Exchange
One Grand Central Place	David A. Karp	Trading Symbol: ESRT
60 East 42nd Street	IR@empirestaterealtytrust.com
New York, NY 10165 www.empirestaterealtytrust.com
(212) 687-8700

Page 3

Fourth Quarter 2014

Financial Highlights

(unaudited and dollars in thousands, except per share amounts)

													Period from October 7, 2013 through December 31, 2013
	Three Months Ended
Selected Items:	December 31, 2014			September 30, 2014			June 30, 2014			March 31, 2014
Revenue	$	170,411		$	169,441		$	155,168		$	140,306		$	127,583
EBITDA (1)	$	79,846		$	83,698		$	71,911		$	54,203		$	48,405
Cash net operating income (1)	$	78,161		$	82,379		$	66,994		$	49,029		$	54,000
Net income	$	10,964		$	22,734		$	25,281		$	11,231		$	193,431
Core funds from operations (“Core FFO”) (1)	$	65,212		$	65,094		$	55,408		$	41,709		$	41,793
Core funds available for distribution (“Core FAD”) (1)	$	49,546		$	49,008		$	39,236		$	25,839		$	21,819
Core FFO per share—diluted	$	0.25		$	0.25		$	0.23		$	0.17		$	0.17
Core FAD per share—diluted	$	0.19		$	0.19		$	0.16		$	0.11		$	0.09
Dividends declared and paid per share	$	0.085		$	0.085		$	0.085		$	0.085		$	0.0795
Portfolio Statistics:
Number of properties		20			20			18			18			18
Total rentable square footage		10,014,264			10,024,329			8,371,044			8,362,786			8,350,871
Percent occupied (2)		88.6	%		88.7	%		88.6	%		87.2	%		86.1	%
Observatory Metrics:
Number of visitors		997,000			1,405,000			1,222,000			664,000			980,000
Change in visitors year over year		1.8	%		0.9	%		3.8	%		-6.3	%		8.5	%
Observatory revenues	$	28,167		$	35,684		$	30,389		$	17,301		$	25,389
Change in revenues year over year		10.9	%		10.2	%		11.4	%		3.6	%		10.4	%
Ratios:
Consolidated Debt to Total Market Capitalization (3)		25	%		28	%		23	%		24	%		24	%
Consolidated Debt and Perpetual Preferred Units to Total Market Capitalization (3)		26	%		29	%		23	%		24	%		24	%
Consolidated Debt to EBITDA (4)		5.6x			4.8x			4.3x			5.6x			5.9x
Interest Coverage Ratio		5.3x			5.5x			4.9x			3.9x			3.9x
Core FFO Payout Ratio (5)		35	%		35	%		38	%		51	%		47	%
Core FAD Payout Ratio (6)		46	%		46	%		53	%		78	%		89	%
Class A common stock price at quarter end	$	17.58		$	15.02		$	16.50		$	15.11		$	15.30
Average closing price	$	16.28		$	16.20		$	16.07		$	14.88		$	14.64
Dividends per share—annualized	$	0.34		$	0.34		$	0.34		$	0.34		$	0.34
Dividend yield (7)		1.9	%		2.3	%		2.1	%		2.3	%		2.2	%
Private Perpetual Preferred Units outstanding ($16.62 liquidation value)		1,560,360			1,609,813			—			—			—
Common stock and operating partnership units outstanding		267,104,334			267,129,680			245,964,043			245,894,321			245,477,006

Notes:

(1) Represents non-GAAP financial measures. For a discussion on what these metrics represent and why the Company presents them, see page 23 and for a reconciliation of these metrics to net income, see pages 18 and 19.

(2) Based on leases signed and commenced as of end of period.

(3) Market capitalization represents the sum of (i) Company’s common stock per share price as of December 31, 2014 multiplied by the total outstanding number of shares of common stock and operating partnership units as of December 31, 2014; (ii) the number of perpetual preferred units at December 31, 2014 multiplied by $16.62 and (iii) our outstanding indebtedness as of December 31, 2014.

(4) Calculated based on trailing 12 months EBITDA for the fourth quarter 2014. For prior quarters, quarterly EBITDA was annualized.

(5) Represents the amount of Core FFO paid out in distributions.

(6) Represents the amount of Core FAD paid out in distributions.

(7) Based on the closing price per share of Class A common stock on December 31, 2014.

Page 4

Fourth Quarter 2014

Property Summary

(unaudited and dollars in thousands, except per square foot amounts)

	Three Months Ended December 31, 2014
				Manhattan			Greater New York			Standalone
	Total			Office			Office			Retail
	Portfolio			Portfolio (1)			Portfolio			Portfolio			Observatory
Number of properties		20			9			5			6
Square feet		10,014,264			7,948,743			1,861,346			204,175
Occupancy (2)		88.6	%		87.7	%		91.1	%		100.0	%
Revenue	$	165,041		$	113,789		$	18,497		$	4,588		$	28,167
Operating expenses		(75,655	)		(58,483	)		(7,591	)		(1,750	)		(7,831	)
Net operating income		89,386			55,306			10,906			2,838			20,336
Straight-line rent		(7,613	)		(7,538	)		(135	)		60			—
Above/below-market lease amortization		(5,613	)		(5,613	)		—			—			—
Below-market ground lease amortization		2,001			2,001			—			—			—
Cash net operating income	$	78,161		$	44,156		$	10,771		$	2,898		$	20,336
Leasing activity
Total leases executed		63			54			9			—
Total square footage executed		200,480			155,482			44,998			—
Average rent psf—leases executed	$	55.67		$	58.60		$	34.93		$	—
Previously escalated rents psf	$	44.12		$	45.23		$	36.30		$	—
Percentage of new rent over previously escalated rents		26.2	%		29.6	%		-3.8	%		—
Leasing commission costs per square foot	$	12.39		$	13.41		$	8.85		$	—
Tenant improvement costs per square foot		36.92			35.28			42.58			—
Total LC and TI per square foot (3)	$	49.31		$	48.69		$	51.43		$	—
	Three Months Ended September 30, 2014
				Manhattan			Greater New York			Standalone
	Total			Office			Office			Retail
	Portfolio			Portfolio (1)			Portfolio			Portfolio			Observatory
Number of properties		20			9			5			6
Square feet		10,024,329			7,976,822			1,843,332			204,175
Occupancy (2)		88.7	%		87.7	%		91.8	%		100.0	%
Revenue	$	163,076		$	103,528		$	19,053		$	4,811		$	35,684
Operating expenses		(69,336	)		(52,916	)		(7,773	)		(1,538	)		(7,109	)
Net operating income		93,740			50,612			11,280			3,273			28,575
Straight-line rent		(8,543	)		(8,858	)		433			(118	)		—
Above/below-market lease amortization		(4,568	)		(4,568	)		—			—			—
Below-market ground lease amortization		1,750			1,750			—			—			—
Cash net operating income	$	82,379		$	38,936		$	11,713		$	3,155		$	28,575
Leasing activity
Total leases executed		57			48			9			—
Total square footage executed		181,743			143,290			38,453			—
Average rent psf—leases executed	$	51.11		$	55.80		$	33.65		$	—
Previously escalated rents psf	$	42.67		$	44.99		$	34.02		$	—
Percentage of new rent over previously escalated rents		19.8	%		24.0	%		-1.1	%		—
Leasing commission costs per square foot	$	14.30		$	16.97		$	4.34		$	—
Tenant improvement costs per square foot		43.54			53.14			7.79			—
Total LC and TI per square foot (3)	$	57.84		$	70.11		$	12.13		$	—

Page 5

Fourth Quarter 2014

Property Summary

(unaudited and dollars in thousands, except per square foot amounts)

	Three Months Ended June 30, 2014
				Manhattan			Greater New York			Standalone
	Total			Office			Office			Retail
	Portfolio			Portfolio (1)			Portfolio			Portfolio			Observatory
Number of properties		18			7			5			6
Square feet		8,371,044			6,323,271			1,843,598			204,175
Occupancy (2)		88.6	%		87.8	%		90.2	%		100.0	%
Revenue	$	140,477		$	86,693		$	18,991		$	4,404		$	30,389
Operating expenses		(60,902	)		(44,527	)		(7,902	)		(1,353	)		(7,120	)
Net operating income		79,575			42,166			11,089			3,051			23,269
Straight-line rent		(10,979	)		(10,540	)		(192	)		(247	)		—
Above/below-market lease amortization		(2,028	)		(2,028	)		—			—			—
Below-market ground lease amortization		426			426			—			—			—
Cash net operating income	$	66,994		$	30,024		$	10,897		$	2,804		$	23,269
Leasing activity
Total leases executed		69			58			11			—
Total square footage executed		211,259			172,212			39,047			—
Average rent psf—leases executed	$	49.05		$	51.54		$	37.53		$	—
Previously escalated rents psf	$	41.15		$	41.03		$	41.30		$	—
Percentage of new rent over previously escalated rents		19.2	%		25.6	%		-9.1	%		—
Leasing commission costs per square foot	$	15.20		$	16.52		$	9.41		$	—
Tenant improvement costs per square foot		45.65			51.29			20.78			—
Total LC and TI per square foot (3)	$	60.85		$	67.81		$	30.19		$	—
	Three Months Ended March 31, 2014
				Manhattan			Greater New York			Standalone
	Total			Office			Office			Retail
	Portfolio			Portfolio (1)			Portfolio			Portfolio			Observatory
Number of properties		18			7			5			6
Square feet		8,362,786			6,318,516			1,840,095			204,175
Occupancy (2)		87.2	%		86.2	%		89.5	%		98.9	%
Revenue	$	124,732		$	84,946		$	17,985		$	4,500		$	17,301
Operating expenses		(61,665	)		(44,438	)		(8,854	)		(1,392	)		(6,981	)
Net operating income		63,067			40,508			9,131			3,108			10,320
Straight-line rent		(12,580	)		(12,748	)		250	(82)					—
Above/below-market lease amortization		(1,884	)		(1,884	)		—			—			—
Below-market ground lease amortization		426			426			—			—			—
Cash net operating income	$	49,029		$	26,302		$	9,381		$	3,026		$	10,320
Leasing activity
Total leases executed		50			46			4			—
Total square footage executed		191,319			172,716			18,603			—
Average rent psf—leases executed	$	48.03		$	49.42		$	35.11		$	—
Previously escalated rents psf	$	41.47		$	40.43		$	51.14		$	—
Percentage of new rent over previously escalated rents		15.8	%		22.3	%		-31.3	%		—
Leasing commission costs per square foot	$	14.75		$	15.07		$	11.71		$	—
Tenant improvement costs per square foot		53.36			54.25			46.11			—
Total LC and TI per square foot (3)	$	68.11		$	69.32		$	57.82		$	—

Page 6

Fourth Quarter 2014

Property Summary

(unaudited and dollars in thousands, except per square foot amounts)

	Period from October 7, 2013 through December 31, 2013
				Manhattan			Greater New York			Standalone
	Total			Office			Office			Retail
	Portfolio			Portfolio (1)			Portfolio			Portfolio			Observatory
Number of properties		18			7			5			6
Square feet		8,350,871			6,306,601			1,840,095			204,175
Occupancy (2)		86.1	%		84.7	%		89.7	%		97.7	%
Revenue	$	121,768		$	77,584		$	16,731		$	3,718		$	23,735
Operating expenses		(57,331	)		(42,628	)		(7,838	)		(1,178	)		(5,687	)
Net operating income		64,437			34,956			8,893			2,540			18,048
Straight-line rent		(8,932	)		(8,807	)		(94	)		(31	)		—
Above/below-market lease amortization		(1,903	)		(1,903	)		—			—			—
Below-market ground lease amortization		398			398			—			—			—
Cash net operating income	$	54,000		$	24,644		$	8,799		$	2,509		$	18,048
Leasing activity
Total leases executed		55			47			6			2
Total square footage executed		414,806			362,844			45,705			6,257
Average rent psf—leases executed	$	43.82		$	42.92		$	35.57		$	156.15
Previously escalated rents psf	$	41.29		$	39.70		$	41.06		$	135.18
Percentage of new rent over previously escalated rents		6.1	%		8.1	%		-13.4	%		15.5	%
Leasing commission costs per square foot	$	19.29		$	19.64		$	9.26		$	72.15
Tenant improvement costs per square foot		38.26			39.12			36.68			—
Total LC and TI per square foot (3)	$	57.55		$	58.76		$	45.94		$	72.15

Notes:

⁽¹⁾ Includes 523,463 rentable square feet of retail space in the Company’s nine Manhattan office properties.

⁽²⁾ Based on leases signed and commenced as of period end.

⁽³⁾ Presents all tenant improvement and leasing commission costs as if they were incurred in the period in which the lease was signed, which may be different than the period in which they were actually paid.

Page 7

Fourth Quarter 2014

Same Store Summary

(unaudited and dollars in thousands, except per square foot amounts)

	Total Portfolio (Excluding Observatory)—Same Store (1)
													Period from October 7, 2013 through December 31, 2013
	Three Months Ended
	December 31, 2014			September 30, 2014			June 30, 2014			March 31, 2014
Number of properties		18			18			18			18			18
Square feet		8,362,744			8,372,784			8,371,044			8,362,786			8,350,871
Occupancy (2)		89.2	%		89.2	%		88.6	%		87.2	%		86.1	%
Revenue	$	116,347		$	110,414		$	110,088		$	107,431		$	98,033
Operating expenses		(58,815	)		(55,393	)		(53,782	)		(54,684	)		(51,644	)
Net operating income		57,532			55,021			56,306			52,747			46,389
Straight-line rent		(5,237	)		(7,132	)		(10,979	)		(12,580	)		(8,932	)
Above/below-market lease amortization		(2,449	)		(1,892	)		(2,028	)		(1,884	)		(1,903	)
Below-market ground lease amortization		426			426			426			426			398
Cash net operating income	$	50,272		$	46,423		$	43,725		$	38,709		$	35,952
Leasing activity
Total leases executed		56			55			69			50			55
Total square footage executed		172,168			179,366			212,259			191,319			414,806
Average rent psf—leases executed	$	60.03		$	51.20		$	49.05		$	48.03		$	43.82
Previously escalated rents psf	$	46.43		$	42.64		$	41.15		$	41.47		$	41.29
Percentage of new rent over previously escalated rents		29.3	%		20.1	%		19.2	%		15.8	%		6.1	%
Leasing commission costs per square foot	$	14.18		$	14.45		$	15.20		$	14.75		$	19.29
Tenant improvement costs per square foot		42.72			44.08			45.65			53.36			38.26
Total LC and TI per square foot (3)	$	56.90		$	58.53		$	60.85		$	68.11		$	57.55

	Manhattan Office Portfolio—Same Store (1)
													Period from October 7, 2013 through December 31, 2013
	Three Months Ended
	December 31, 2014			September 30, 2014			June 30, 2014			March 31, 2014
Number of properties		7			7			7			7			7
Square feet		6,297,223			6,325,276			6,323,271			6,318,516			6,306,601
Occupancy (2)		88.3	%		88.1	%		87.8	%		86.2	%		84.7	%
Revenue	$	93,262		$	86,550		$	86,693		$	84,946		$	77,584
Operating expenses		(49,474	)		(46,082	)		(44,527	)		(44,438	)		(42,628	)
Net operating income		43,788			40,468			42,166			40,508			34,956
Straight-line rent		(5,162	)		(7,447	)		(10,540	)		(12,748	)		(8,807	)
Above/below-market lease amortization		(2,449	)		(1,892	)		(2,028	)		(1,884	)		(1,903	)
Below-market ground lease amortization		426			426			426			426			398
Cash net operating income	$	36,603		$	31,555		$	30,024		$	26,302		$	24,644
Leasing activity
Total leases executed		47			46			58			46			47
Total square footage executed		127,170			140,913			172,212			172,716			362,844
Average rent psf—leases executed	$	64.36		$	56.00		$	51.54		$	49.42		$	42.92
Previously escalated rents psf	$	48.17		$	44.99		$	41.03		$	40.43		$	39.70
Percentage of new rent over previously escalated rents		33.6	%		24.5	%		25.6	%		22.3	%		8.1	%
Leasing commission costs per square foot	$	16.11		$	17.21		$	16.52		$	15.07		$	19.64
Tenant improvement costs per square foot		42.76			53.98			51.29			54.25			39.12
Total LC and TI per square foot (3)	$	58.87		$	71.19		$	67.81		$	69.32		$	58.76

Notes:

⁽¹⁾  Defined as the total portfolio excluding 112 West 34th Street and 1400 Broadway which the Company acquired on July 15, 2014 and the observatory.

⁽²⁾  Based on leases signed and commenced as of period end.

⁽³⁾  Presents all tenant improvement and leasing commission costs as if they were incurred in the period in which the lease was signed, which may be different than the period in which they were actually paid.

Page 8

Fourth Quarter 2014

Property Detail

(unaudited)

Property Name	Location or Sub-Market	Rentable Square Feet (1)		Percent Occupied (2)			Annualized Rent (3)		Annualized Rent per Occupied Square Foot (4)		Number of Leases (5)
Manhattan Office Properties—Office
The Empire State Building (6)	Penn Station - Times Sq. South		2,657,171		84.4	%	$	103,758,255	$	46.28		187
One Grand Central Place	Grand Central		1,185,760		88.4	%		51,608,389		49.25		280
1400 Broadway (10) (11)	Penn Station - Times Sq. South		890,650		89.2	%		31,897,395		40.15		63
112 West 34th Street (10) (12)	Penn Station - Times Sq. South		650,828		78.8	%		23,425,275		45.70		31
250 West 57th Street	Columbus Circle - West Side		478,093		84.7	%		20,086,792		49.59		150
501 Seventh Avenue	Penn Station - Times Sq. South		456,017		95.1	%		18,185,475		41.93		34
1359 Broadway	Penn Station - Times Sq. South		446,106		97.4	%		19,482,497		44.86		34
1350 Broadway (8)	Penn Station - Times Sq. South		368,359		91.1	%		15,697,008		46.78		69
1333 Broadway	Penn Station - Times Sq. South		292,296		98.7	%		12,894,262		44.70		9
Manhattan Office Properties—Office			7,425,280		87.5	%		297,035,348		45.74		857
Manhattan Office Properties—Retail
The Empire State Building (7)	Penn Station - Times Sq. South		142,586		93.4	%		15,438,567		115.88		17
One Grand Central Place	Grand Central		66,303		92.3	%		6,593,422		107.80		17
1400 Broadway (10) (11)	Penn Station - Times Sq. South		17,587		71.6	%		1,347,584		106.94		8
112 West 34th Street (10) (12)	Penn Station - Times Sq. South		92,455		97.5	%		3,592,267		39.87		2
250 West 57th Street	Columbus Circle - West Side		49,534		84.7	%		5,139,251		122.52		7
501 Seventh Avenue	Penn Station - Times Sq. South		35,495		96.4	%		1,912,656		55.90		9
1359 Broadway	Penn Station - Times Sq. South		25,123		36.0	%		1,250,211		138.30		5
1350 Broadway (8)	Penn Station - Times Sq. South		31,714		100.0	%		6,336,660		199.81		6
1333 Broadway	Penn Station - Times Sq. South		62,666		95.6	%		6,683,350		111.52		4
Manhattan Office Properties—Retail			523,463		90.5	%		48,293,968		101.90		75
Sub-Total/Weighted Average
Manhattan Office Properties—Office and Retail			7,948,743		87.7	%		345,329,316		49.55		932
Greater New York Metropolitan Area Office Properties
First Stamford Place (9)	Stamford, CT		794,589		91.4	%		29,925,326		41.21		53
Metro Center	Stamford, CT		282,433		96.9	%		15,009,846		54.85		30
383 Main Street	Norwalk, CT		260,255		87.2	%		7,354,822		32.41		20
500 Mamaroneck Avenue	Harrison, NY		294,772		91.7	%		7,834,185		28.97		35
10 Bank Street	White Plains, NY		229,297		86.9	%		7,074,508		35.49		29
Sub-Total/Weighted Average Greater New York Metropolitan Area Office Properties			1,861,346		91.1	%		67,198,687		39.61		167
Standalone Retail Properties
10 Union Square	Union Square		58,005		100.0	%		6,049,873		104.30		14
1542 Third Avenue	Upper East Side		56,250		100.0	%		3,274,958		58.22		4
1010 Third Avenue	Upper East Side		44,662		100.0	%		3,281,277		73.47		2
77 West 55th Street	Midtown		24,102		100.0	%		2,518,656		104.50		3
69-97 Main Street	Westport, CT		16,826		100.0	%		2,068,956		122.96		5
103-107 Main Street	Westport, CT		4,330		100.0	%		581,040		134.19		1
Sub-Total/Weighted Average Standalone Retail Properties			204,175		100.0	%		17,774,760		87.06		29
Portfolio Total			10,014,264		88.6	%	$	430,302,763	$	48.51		1,128
Total/Weighted Average Office Properties			9,286,626		88.2	%	$	364,234,035	$	44.47		1,024
Total/Weighted Average Retail Properties			727,638		93.2	%		66,068,728		97.43		104
Portfolio Total			10,014,264		88.6	%	$	430,302,763	$	48.51		1,128

Notes:

(1) Excludes (i) 151,172 square feet of space across the Company’s portfolio attributable to building management use and tenant amenities and (ii) 69,757 square feet of space attributable to the Company’s observatory.

(2) Based on leases signed and commenced as of December 31, 2014.

(3) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(4) Represents annualized rent under leases commenced as of December 31, 2014 divided by occupied square feet.

(5) Represents the number of leases at each property or on a portfolio basis. If a tenant has more than one lease, whether or not at the same property, but with different expirations, the number of leases is calculated equal to the number of leases with different expirations.

(6) Includes 86,902 rentable square feet of space leased by the Company’s broadcasting tenants.

(7) Includes 5,300 rentable square feet of space leased by Host Services of New York, a licensee of the Company’s observatory.

(8) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 36 years (expiring July 31, 2050).

(9) First Stamford Place consists of three buildings.

(10) Property was acquired by the Company on July 15, 2014.

(11) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 49 years (expiring December 31, 2063).

(12) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 63 years (expiring May 31, 2077).

Page 9

Fourth Quarter 2014

Tenant Lease Expirations

(unaudited)

Total Lease Expirations	Number of Leases Expiring (1)		Rentable Square Feet Expiring (2)		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent (3)		Percent of Portfolio Annualized Rent (4)			Annualized Rent Per Rentable Square Foot
Available		—		1,036,926		10.3	%	$	—		0.0	%	$	—
Signed leases not commenced		26		108,481		1.1	%		—		0.0	%		—
2015		314		998,150		10.0	%		45,751,551		10.6	%		45.84
2016		147		720,912		7.2	%		30,719,392		7.1	%		42.61
2017		155		714,998		7.1	%		34,662,475		8.1	%		48.48
2018		137		777,689		7.8	%		35,670,139		8.3	%		45.87
2019		96		690,106		6.9	%		31,584,024		7.3	%		45.77
2020		82		788,814		7.9	%		41,307,280		9.6	%		52.37
2021		47		511,960		5.1	%		26,407,436		6.1	%		51.58
2022		42		419,738		4.2	%		23,160,205		5.4	%		55.18
2023		35		522,138		5.2	%		26,820,968		6.2	%		51.37
2024		30		541,677		5.4	%		28,216,031		6.6	%		52.09
Thereafter		43		2,182,675		21.9	%		106,003,262		24.6	%		48.57
Total		1,154		10,014,264		100.0	%	$	430,302,763		100.0	%	$	48.51

Notes:

(1) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(2) Excludes (i) 151,172 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 69,757 square feet of space attributable to the Company’s observatory.

(3) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(4) Represents the percentage of annualized rent of the Company’s office and retail portfolio in the aggregate.

Page 10

Fourth Quarter 2014

Tenant Lease Expirations

(unaudited)

Manhattan Office Properties (1)	Number of Leases Expiring (2)		Rentable Square Feet Expiring (3)		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent (4)		Percent of Portfolio Annualized Rent (5)			Annualized Rent Per Rentable Square Foot
Available		—		855,059		11.5	%	$	—		0.0	%	$	—
Signed leases not commenced		18		75,986		1.0	%		—		0.0	%		—
2015		271		861,874		11.6	%		38,349,249		12.9	%		44.50
2016		116		468,927		6.3	%		20,872,910		7.0	%		44.51
2017		125		522,870		7.0	%		24,689,143		8.3	%		47.22
2018		97		485,645		6.5	%		23,506,839		7.9	%		48.40
2019		70		397,683		5.4	%		18,389,329		6.2	%		46.24
2020		52		515,029		6.9	%		22,753,483		7.7	%		44.18
2021		34		364,528		4.9	%		16,816,440		5.7	%		46.13
2022		26		187,639		2.5	%		9,618,492		3.2	%		51.26
2023		24		360,307		4.9	%		16,793,314		5.7	%		46.61
2024		14		336,658		4.5	%		15,412,628		5.2	%		45.78
Thereafter		28		1,993,075		26.8	%		89,833,521		30.2	%		45.07
Total Manhattan office properties		875		7,425,280		100.0	%		297,035,348		100.0	%		45.74
Greater New York Metropolitan Area Office Properties
Available		—		132,343		7.1	%		—		0.0	%		—
Signed leases not commenced		8		32,495		1.7	%		—		0.0	%		—
2015		27		103,306		5.6	%		4,282,828		6.4	%		41.46
2016		16		74,533		4.0	%		2,993,986		4.5	%		40.17
2017		23		145,308		7.8	%		5,841,872		8.7	%		40.20
2018		34		266,141		14.3	%		9,827,780		14.6	%		36.93
2019		20		265,476		14.3	%		10,258,396		15.3	%		38.64
2020		19		210,119		11.3	%		8,229,074		12.2	%		39.16
2021		7		118,495		6.4	%		5,122,248		7.6	%		43.23
2022		6		168,044		9.0	%		6,578,957		9.8	%		39.15
2023		5		114,106		6.1	%		4,823,205		7.2	%		42.27
2024		2		174,448		9.4	%		7,063,701		10.5	%		40.49
Thereafter		8		56,532		3.0	%		2,176,640		3.2	%		38.50
Total greater New York metropolitan area office properties		175		1,861,346		100.0	%		67,198,687		100.0	%		39.61
Retail Properties
Available		—		49,524		6.8	%		—		0.0	%		—
Signed leases not commenced		—		—		0.0	%		—		0.0	%		—
2015		16		32,970		4.5	%		3,119,474		4.7	%		94.62
2016		15		177,452		24.4	%		6,852,496		10.4	%		38.62
2017		7		46,820		6.4	%		4,131,460		6.3	%		88.24
2018		6		25,903		3.6	%		2,335,520		3.5	%		90.16
2019		6		26,947		3.7	%		2,936,299		4.4	%		108.97
2020		11		63,666		8.7	%		10,324,723		15.6	%		162.17
2021		6		28,937		4.0	%		4,468,748		6.8	%		154.43
2022		10		64,055		8.8	%		6,962,756		10.5	%		108.70
2023		6		47,725		6.6	%		5,204,449		7.9	%		109.05
2024		14		30,571		4.2	%		5,739,702		8.7	%		187.75
Thereafter		7		133,068		18.3	%		13,993,101		21.2	%		105.16
Total retail properties		104		727,638		100.0	%		66,068,728		100.0	%		97.43
Total portfolio lease expirations		1,154		10,014,264		100.0	%	$	430,302,763		100.0	%	$	48.51

Notes:

(1) Excludes (i) retail space in the Company’s Manhattan office properties and (ii) the Empire State Building broadcasting licenses and observatory operations.

(2) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(3) Excludes (i) 151,172 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 69,757 square feet of space attributable to the Company’s observatory.

(4) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(5) Represents the percentage of annualized rent of the Company’s office and retail portfolio in the aggregate.

Page 11

Fourth Quarter 2014

Tenant Lease Expirations

(unaudited)

Empire State Building Office (1)	Number of Leases Expiring (2)		Rentable Square Feet Expiring (3)		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent (4)		Percent of Portfolio Annualized Rent (5)			Annualized Rent Per Rentable Square Foot
Available		—		373,367		14.1	%	$	—		0.0	%	$	—
Signed leases not commenced		6		41,796		1.6	%		—		0.0	%		—
2015		43		216,616		8.2	%		9,433,984		9.1	%		43.55
2016		16		76,060		2.9	%		3,387,163		3.3	%		44.53
2017		24		82,276		3.1	%		4,355,598		4.2	%		52.94
2018		23		92,923		3.5	%		4,113,765		4.0	%		44.27
2019		14		62,989		2.4	%		2,955,249		2.8	%		46.92
2020		21		250,411		9.4	%		11,300,880		10.9	%		45.13
2021		11		83,520		3.1	%		3,926,672		3.8	%		47.01
2022		11		48,869		1.8	%		2,386,718		2.3	%		48.84
2023		7		35,699		1.3	%		1,899,009		1.8	%		53.20
2024		7		140,386		5.3	%		6,853,793		6.6	%		48.82
Thereafter		10		1,152,259		43.4	%		53,145,424		51.2	%		46.12
Total Empire State Building office		193		2,657,171		100.0	%	$	103,758,255		100.0	%	$	46.28

Notes:

(1) Excludes retail space, broadcasting licenses and observatory operations

(2) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(3) Excludes 31,271 rentable square feet of space attributable to building management use.

(4) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(5) Represents the percentage of annualized rent of the Company’s office and retail portfolio in the aggregate.

Page 12

Fourth Quarter 2014

20 Largest Tenants and Portfolio Tenant Diversification by Industry

(unaudited)

20 Largest Tenants	Number of Leases		Number of Properties		Lease Expiration (1)	Weighted Average Remaining Lease Term(2)		Total Occupied Square Feet (3)		Percent of Portfolio Rentable Square Feet (4)			Annualized Rent (5)		Percent of Portfolio Annualized Rent (6)
1. Global Brands Group		3		2	Oct. 2021-Oct. 2027		12.8 years		698,488		7.0	%	$	29,079,744		6.8	%
2. Coty		1		1	Jan. 2030		15.0 years		311,242		3.1	%		15,501,116		3.6	%
3. PVH Corp.		1		1	Oct. 2028		13.8 years		215,988		2.2	%		9,213,027		2.2	%
4. Thomson Reuters		4		2	Apr. 2018-Apr. 2020		4.3 years		147,208		1.5	%		7,615,166		1.8	%
5. LinkedIn		1		1	Feb. 2026		11.2 years		152,411		1.5	%		7,207,894		1.7	%
6. Li & Fung		3		1	Oct. 2021-Oct. 2027		12.8 years		147,641		1.5	%		6,478,122		1.5	%
7. Urban Outfitters		1		1	Sept. 2029		14.8 years		56,730		0.6	%		6,200,000		1.4	%
8. Legg Mason		1		1	Sept. 2024		9.8 years		138,868		1.4	%		6,129,370		1.4	%
9. Federal Deposit Insurance Corporation		1		1	Feb. 2020		5.2 years		121,879		1.1	%		6,037,013		1.4	%
10. Duane Reade		3		3	Feb. 2021-Sept. 2027		12.8 years		46,976		0.5	%		5,897,357		1.4	%
11. Footlocker		2		1	Apr. 2016		1.3 years		170,187		1.7	%		5,377,020		1.3	%
12. Host Services of New York		1		1	May 2020		5.4 years		5,300		0.1	%		5,064,790		1.2	%
13. Kohl’s		1		1	May 2029		14.4 years		111,834		1.1	%		4,404,896		1.0	%
14. Aeropostale		2		1	Nov. 2015-Nov. 2016		1.9 years		88,760		0.9	%		4,118,948		1.0	%
15. Odyssey Reinsurance		1		1	Sept. 2022		7.8 years		101,619		1.0	%		3,843,803		0.9	%
16. The Interpublic Group of Companies		1		1	Aug. 2024		9.6 years		86,561		0.9	%		3,767,237		0.9	%
17. Shutterstock		1		1	Sept. 2024		9.8 years		82,331		0.7	%		3,658,715		0.9	%
18. Bank of America		3		3	Apr. 2015-Feb. 2018		3.2 years		29,671		0.3	%		3,363,542		0.7	%
19. Reed Elsevier		1		1	Nov. 2019		4.9 years		96,727		0.9	%		3,252,809		0.7	%
20. Human Rights Watch		1		1	Oct. 2026		11.8 years		65,660		0.7	%		3,209,214		0.7	%
Total		33							2,876,081		28.7	%	$	139,419,783		32.5	%

Notes:

(1) Expiration dates are per lease and do not assume exercise of renewal or extension options. None of these leases contain early termination options. For tenants with more than two leases, the lease expiration is shown as a range.

(2) Represents the weighted average lease term, based on annualized rent.

(3) Based on leases signed and commenced as of December 31, 2014.

(4) Represents the percentage of rentable square feet of the Company’s office and retail portfolios in the aggregate.

(5) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(6) Represents the percentage of annualized rent of the Company’s office and retail portfolios in the aggregate.

Portfolio Tenant Diversification by Industry (based on annualized rent)

Page 13

Fourth Quarter 2014

Capital Expenditures and Redevelopment Program

(unaudited)

Capital expenditures	December 31, 2014		September 30, 2014		June 30, 2014		March 31, 2014
Tenant improvements—first generation	$	29,620	$	28,462	$	16,827	$	5,095
Tenant improvements—second generation		1,020		3,090		3,250		1,038
Leasing commissions—first generation		2,481		2,945		1,207		1,045
Leasing commissions—second generation		386		1,401		1,229		880
Building improvements—first generation		13,678		24,328		11,721		11,241
Building improvements—second generation		2,391		893		344		1,106
Total	$	49,576	$	61,119	$	34,578	$	20,405

Redevelopment program components

• Upgrading common areas: lobbies, elevators, corridors and bathrooms

• Installing energy efficient building systems

• Improving roofs, windows and facades

• Optimizing base floors for retail

Current redevelopment program ^{(1) (2)}

• Spent to date: $594 million

• To be invested: $75 to $115 million between 2015 and 2016

Redevelopment program by square feet ^{(1) (2)}

• Future redevelopment (Empire State Building) - 600,000 square feet

• Future redevelopment (other Manhattan properties) - 1,600,000 square feet

• Redevelopment completed - 5,800,000 square feet

Inventory of vacant space ⁽²⁾

• Developed - 63%

• Undeveloped - 37%

Inventory of undeveloped space ⁽²⁾

• Vacant - 15%

• Expires in 2015 through 2016 - 42%

• Expires in 2017 and thereafter - 43%

Notes:

⁽¹⁾  These estimates are based on the Company’s current budgets (which do not include tenant improvements and leasing commission costs) and are subject to change.

⁽²⁾  Redevelopment program is for the Manhattan office assets only. Square footage based on market measurement. Developed space includes space that has been demolished and completed asbestos abatement and available for lease up or ready to be prebuilt. Permanent building use spaces, amenity spaces and broadcasting spaces are excluded.

Page 14

Fourth Quarter 2014

Observatory Summary

(unaudited and in thousands)

	Three Months Ended
Observatory NOI	December 31, 2014		September 30, 2014		June 30, 2014		March 31, 2014			December 31, 2013
Observatory revenue	$	28,167	$	35,684	$	30,389	$	17,301		$	25,389
Observatory expenses		7,831		7,109		7,120		6,981			6,193
NOI		20,336		28,575		23,269		10,320			19,196
Intercompany rent expense (1)		17,874		19,936		16,283		15,200			20,276
NOI after intercompany rent	$	2,462	$	8,639	$	6,986	$	(4,880	)	$	(1,080	)

Note:

(1) The observatory pays a market-based rent payment comprised of fixed and percentage rent to the Empire State Building. We recognize intercompany percentage rent expense in the interim periods as it is probable that percentage rent will be incurred based upon management’s estimates. Prior to the consolidation and formation transactions, Empire State Building Company, LLC recorded percentage rent when incurred, which resulted in rent expense being recognized primarily in the third and fourth quarters. Intercompany rent is eliminated upon consolidation.

Annual Observatory Revenues 2010 to 2014

Page 15

Fourth Quarter 2014

Condensed Consolidated Balance Sheets

(unaudited and dollars in thousands)

	December 31, 2014			September 30, 2014			June 30, 2014			March 31, 2014			December 31, 2013
Assets
Commercial real estate properties, at cost:
Land	$	201,196		$	201,172		$	187,566		$	187,566		$	187,566
Development costs		6,986			6,971			6,861			6,459			6,459
Building and improvements		1,931,681			1,899,467			1,508,309			1,473,665			1,455,398
		2,139,863			2,107,610			1,702,736			1,667,690			1,649,423
Less: accumulated depreciation		(377,552	)		(354,730	)		(332,766	)		(315,256	)		(295,351	)
Commercial real estate properties, net		1,762,311			1,752,880			1,369,970			1,352,434			1,354,072
Cash and cash equivalents		45,732			52,918			41,791			44,703			60,743
Restricted cash		60,273			63,821			55,482			54,832			55,621
Tenant and other receivables, net		23,745			29,837			26,185			29,644			24,817
Deferred rent receivables, net		102,104			94,837			85,948			74,971			62,689
Prepaid expenses and other assets		48,504			31,091			39,658			23,535			35,407
Deferred costs, net		80,212			80,396			77,035			79,032			78,938
Acquired below-market ground leases, net		391,887			392,756			61,460			61,886			62,312
Acquired lease intangibles, net		290,248			312,001			227,617			237,900			249,983
Goodwill		491,479			491,479			491,479			491,479			491,479
Total assets	$	3,296,495		$	3,302,016		$	2,476,625		$	2,450,416		$	2,476,061
Liabilities and Equity
Mortgage notes	$	903,985		$	1,005,569		$	873,863		$	878,545		$	883,112
Term loan and credit facility		470,000			355,600			355,000			325,000			325,000
Senior unsecured notes		237,667			236,999			—			—			—
Accounts payable and accrued expenses		96,563			97,413			74,807			71,712			81,908
Acquired below-market leases, net		138,859			148,493			120,219			125,106			129,882
Deferred revenue and other liabilities		27,876			24,728			18,722			22,574			21,568
Tenants’ security deposits		40,448			40,111			34,170			32,939			31,406
Total liabilities		1,915,398			1,908,913			1,476,781			1,455,876			1,472,876
Total equity		1,381,097			1,393,103			999,844			994,540			1,003,185
Total liabilities and equity	$	3,296,495		$	3,302,016		$	2,476,625		$	2,450,416		$	2,476,061

Page 16

Fourth Quarter 2014

Condensed Consolidated Statements of Income

(unaudited and in thousands, except per share amounts)

													Period from October 7, 2013
	Three Months Ended												through
	December 31, 2014			September 30, 2014			June 30, 2014			March 31, 2014			December 31, 2013
Revenues
Rental revenue	$	112,259		$	106,152		$	92,210		$	90,204		$	79,987
Tenant expense reimbursement		18,160			20,034			14,304			15,153			15,836
Observatory revenue		28,167			35,684			30,389			17,301			23,735
Construction revenue		4,918			5,804			12,963			14,963			5,265
Third party management and other fees		451			561			753			611			550
Other revenue and fees		6,456			1,206			4,549			2,074			2,210
Total revenues		170,411			169,441			155,168			140,306			127,583
Operating expenses
Property operating expenses		41,748			38,291			35,149			35,860			34,055
Ground rent expenses		2,375			2,066			447			451			398
Marketing, general, and administrative expenses		9,251			10,071			9,560			10,155			16,379
Observatory expenses		7,831			7,109			7,120			6,981			5,687
Construction expenses		5,423			6,095			12,795			14,283			5,468
Real estate taxes		23,702			21,870			18,186			18,373			17,191
Acquisition expenses		—			2,647			735			—			138,140
Depreciation and amortization		48,799			37,880			28,637			30,115			27,375
Total operating expenses		139,129			126,029			112,629			116,218			244,693
Total operating income (loss)		31,282			43,412			42,539			24,088			(117,110	)
Other income (expense)
Interest expense		(19,816	)		(17,674	)		(14,629	)		(14,337	)		(13,147	)
Gain on consolidation of non-controlled entities		—			—			—			—			322,563
Income before income taxes		11,466			25,738			27,910			9,751			192,306
Income tax (expense) benefit		(502	)		(3,004	)		(2,629	)		1,480			1,125
Net income		10,964			22,734			25,281			11,231			193,431
Perpetual preferred unit distributions		(235	)		(241	)		—			—			—
Net income attributable to non-controlling interests		(6,587	)		(14,171	)		(15,447	)		(6,862	)		(118,186	)
Net income attributable to Empire State Realty Trust, Inc.	$	4,142		$	8,322		$	9,834		$	4,369		$	75,245
Weighted average common shares outstanding
Basic		103,022			97,729			95,573			95,575			95,463
Diluted		265,779			263,041			245,941			245,821			244,420
Net income per share attributable to Empire State Realty Trust, Inc.
Basic	$	0.04		$	0.09		$	0.10		$	0.05		$	0.79
Diluted	$	0.04		$	0.09		$	0.10		$	0.05		$	0.79
Dividends per share	$	0.085		$	0.085		$	0.085		$	0.085		$	0.0795

Page 17

Fourth Quarter 2014

Funds from Operations (“FFO”), Modified Funds From Operations (“Modified FFO”), Core Funds from Operations (“Core FFO”), Core Funds Available for Distribution (“Core FAD”) and EBITDA

(unaudited and in thousands, except per share amounts)

													Period from October 7, 2013
	Three Months Ended												through
	December 31, 2014			September 30, 2014			June 30, 2014			March 31, 2014			December 31, 2013
Reconciliation of Net Income to FFO, Modified FFO and Core FFO
Net Income	$	10,964		$	22,734		$	25,281		$	11,231		$	193,431
Preferred unit distributions		(235	)		(241	)		—			—			—
Real estate depreciation and amortization		48,711			37,797			28,556			30,052			27,352
FFO		59,440			60,290			53,837			41,283			220,783
Amortization of below-market ground lease		2,001			1,750			426			426			398
Modified FFO		61,441			62,040			54,263			41,709			221,181
Gain on settlement of lawsuit related to the Observatory, net of income taxes		—			—			(540	)		—			—
Private perpetual preferred exchange offering expenses		—			407			950			—			—
Acquisition expenses		—			2,647			735			—			138,140
Prepayment penalty and deferred financing costs write-off		3,771			—			—			—			—
Gain on consolidation of non-controlled entities		—			—			—			—			(322,563	)
Severance expenses		—			—			—			—			2,738
Retirement equity compensation expenses		—			—			—			—			2,297
Core FFO	$	65,212		$	65,094		$	55,408		$	41,709		$	41,793
Total weighted average shares and Operating Partnership Units
Basic		265,779			263,041			245,941			245,821			244,420
Diluted		265,779			263,041			245,941			245,821			244,420
FFO per share
Basic	$	0.22		$	0.23		$	0.22		$	0.17		$	0.90
Diluted	$	0.22		$	0.23		$	0.22		$	0.17		$	0.90
Modified FFO per share
Basic	$	0.23		$	0.24		$	0.22		$	0.17		$	0.90
Diluted	$	0.23		$	0.24		$	0.22		$	0.17		$	0.90
Core FFO per share
Basic	$	0.25		$	0.25		$	0.23		$	0.17		$	0.17
Diluted	$	0.25		$	0.25		$	0.23		$	0.17		$	0.17
Reconciliation of Core FFO to Core FAD
Core FFO	$	65,212		$	65,094		$	55,408		$	41,709		$	41,793
Add:
Amortization of deferred financing costs		1,541			2,653			1,375			1,090			1,074
Non-real estate depreciation and amortization		88			83			80			65			23
Amortization of non-cash compensation expense		813			939			944			1,025			697
Amortization of debt discount		668			356			—			—			—
Deduct:
Straight-line rental revenues		(7,613	)		(8,543	)		(10,979	)		(12,580	)		(8,932	)
Amortization of debt premiums		(1,753	)		(1,622	)		(738	)		(556	)		(922	)
Above/below-market rent revenue		(5,613	)		(4,568	)		(2,028	)		(1,884	)		(1,903	)
FF&E purchases		—			—			(3	)		(6	)		(853	)
Tenant improvements—second generation		(1,020	)		(3,090	)		(3,250	)		(1,038	)		(1,219	)
Building improvements—second generation		(2,391	)		(893	)		(344	)		(1,106	)		(1,030	)
Leasing commissions—second generation		(386	)		(1,401	)		(1,229	)		(880	)		(6,909	)
Core FAD	$	49,546		$	49,008		$	39,236		$	25,839		$	21,819
Core FAD per share
Basic	$	0.19		$	0.19		$	0.16		$	0.11		$	0.09
Diluted	$	0.19		$	0.19		$	0.16		$	0.11		$	0.09
Reconciliation of Net Income to EBITDA
Net income	$	10,964		$	22,734		$	25,281		$	11,231		$	193,431
Perpetual preferred unit distributions		(235	)		(241	)		—			—			—
Interest expense		19,816			17,674			14,629			14,337			13,147
Income tax expense (benefit)		502			3,004			2,629			(1,480	)		(1,125	)
Depreciation and amortization		48,799			37,880			28,637			30,115			27,375
Acquisition expenses		—			2,647			735			—			138,140
Gain on consolidation of non-controlled entities		—			—			—			—			(322,563	)
EBITDA	$	79,846		$	83,698		$	71,911		$	54,203		$	48,405

Page 18

Fourth Quarter 2014

Net Operating Income (“NOI”)

(unaudited and dollars in thousands)

													Period from October 7, 2013 through December 31, 2013
	Three Months Ended
	December 31, 2014			September 30, 2014			June 30, 2014			March 31, 2014
Reconciliation of Net Income to NOI, Cash NOI and Same Store Cash NOI
Net income	$	10,964		$	22,734		$	25,281		$	11,231		$	193,431
Add:
Marketing, general and administrative expenses		9,251			10,071			9,560			10,155			16,379
Depreciation and amortization		48,799			37,880			28,637			30,115			27,375
Interest expense		19,816			17,674			14,629			14,337			13,147
Construction expenses		5,423			6,095			12,795			14,283			5,468
Acquisition expenses		—			2,647			735			—			138,140
Income tax expense (benefit)		502			3,004			2,629			(1,480	)		(1,125	)
Less:
Construction revenue		(4,918	)		(5,804	)		(12,963	)		(14,963	)		(5,265	)
Third-party management and other fees		(451	)		(561	)		(753	)		(611	)		(550	)
Gain on settlement of lawsuit related to the Observatory		—			—			(975	)		—			—
Gain on consolidation of non-controlled entities		—			—			—			—			(322,563	)
Net operating income		89,386			93,740			79,575			63,067			64,437
Straight-line rent		(7,613	)		(8,543	)		(10,979	)		(12,580	)		(8,932	)
Above/below-market lease amortization		(5,613	)		(4,568	)		(2,028	)		(1,884	)		(1,903	)
Below-market ground lease amortization		2,001			1,750			426			426			398
Cash net operating income		78,161			82,379			66,994			49,029			54,000
Less: 112 West 34th St. and 1400 Broadway cash NOI		(7,553	)		(7,381	)		—			—			—
Same store cash net operating income	$	70,608		$	74,998		$	66,994		$	49,029		$	54,000

Page 19

Fourth Quarter 2014

Debt Summary

(unaudited and dollars in thousands)

			Weighted Average
			Interest			Maturity
Debt Summary	Balance		Rate			(Years)
Fixed rate mortgage debt	$	746,917		5.53	%		3.7
Exchangeable senior notes		250,000		2.63	%		4.6
Total fixed rate debt		996,917		4.80	%		3.9
Variable rate mortgage debt		135,146		1.65	%		1.9
Term loan and credit facility		470,000		1.46	%		3.4
Total variable rate debt		605,146		1.50	%		3.1
Total debt		1,602,063		3.55	%		3.6
Premium/discount		9,589
Total	$	1,611,652

Available Borrowing	Facility		Outstanding at December 31, 2014		Letters of Credit		Remaining Capacity at December 31, 2014
Mortgages	$	—	$	882,063	$	—	$	—
Exchangeable senior notes		—		250,000		—		—
Term loan and credit facility (1)		800,000		470,000		—		330,000
Total	$	800,000	$	1,602,063	$	—	$	330,000

Covenant Summary	Required			Current Quarter			In Compliance
Secured Credit Facility
Maximum Total Leverage		< 60	%		29.9	%		Yes
Maximum Secured Debt		< 40	%		16.8	%		Yes
Minimum Fixed Charge Coverage		> 1.5x			3.5x			Yes
Maximum Variable Rate Indebtedness		< 25	%		11.2	%		Yes
Maximum Secured Recourse Indebtedness		< 10	%		0	%		Yes
Minimum Tangible Net Worth	$	689,800		$	933,930			Yes

Notes:

(1) The term loan and credit facility has an accordion feature allowing for an increase in maximum aggregate principal balance to $1.25 billion under certain circumstances.

(2) Subsequent to December 31, 2014, the Company terminated the $800.0 million secured term loan and credit facility and entered into a new $800.0 million unsecured revolving credit facility, which, like the previous facility, has an accordion feature that allows for an increase in capacity to $1.25 billion under certain circumstances. The facility matures in January 2019 with two additional six-month extension options.

Page 20

Fourth Quarter 2014

Debt Detail

(unaudited and dollars in thousands)

	Stated Interest Rate (%)			Current Interest Rate (%)			Principal Balance		Maturity Date		Amortization
Fixed rate mortgage debt:
10 Union Square		6.00	%		6.00	%	$	20,641		5/1/2017		30 years
10 Bank Street		5.72	%		5.72	%		32,847		6/1/2017		30 years
1542 Third Avenue		5.90	%		5.90	%		18,628		6/1/2017		30 years
First Stamford Place		5.65	%		5.65	%		242,295		7/5/2017		30 years
383 Main Avenue, Norwalk, CT		5.59	%		5.59	%		29,852		7/5/2017		30 years
1010 Third Avenue and 77 West 55th Street		5.69	%		5.69	%		27,595		7/5/2017		30 years
1333 Broadway		6.32	%		6.32	%		69,575		1/5/2018		30 years
1400 Broadway (first lien mortgage loan)		6.12	%		6.12	%		69,689		2/5/2018		30 years
1400 Broadway (second lien mortgage loan)		3.35	%		3.35	%		9,803		2/5/2018		30 years
112 West 34th Street (first lien mortgage loan)		6.01	%		6.01	%		77,484		4/5/2018		30 years
112 West 34th Street (second lien mortgage loan)		6.56	%		6.56	%		9,763		4/5/2018		30 years
1350 Broadway (first lien mortgage loan)		5.87	%		5.87	%		38,900		4/5/2018		Interest only
Metro Center		3.59	%		3.59	%		99,845		11/5/2024		30 years
Total fixed rate mortgage debt								746,917
Variable rate mortgage debt:
1359 Broadway		LIBOR plus 1.75	%		1.92	%		44,146		8/1/2015		25 years
One Grand Central Place		LIBOR plus 1.35	%		1.52	%		91,000		11/5/2017		Interest only
Total variable rate mortgage debt								135,146
Total mortgage debt								882,063
Secured Revolving Credit Facility		LIBOR plus 1.20	%		1.37	%		170,000		10/5/2017		Interest only
Secured Term Credit Facility		LIBOR plus 1.35	%		1.52	%		300,000		10/5/2018		Interest only
Exchangeable senior notes		2.63	%		2.63	%		250,000		8/15/2019		Interest only
Total / weighted average debt					3.55	%		1,602,063
Premium/discounts								9,589
Total							$	1,611,652

Page 21

Fourth Quarter 2014

Debt Maturities and Ground Lease Commitments

(unaudited and dollars in thousands)

Year	Amortization		Maturities (1)		Total		Percentage of Total Debt			Weighted Average Interest Rate of Maturing Debt
2015	$	11,772	$	44,146	$	55,918		3.5	%		1.92	%
2016		12,387		—		12,387		0.8	%		n/a
2017		10,070		616,760		626,830		39.1	%		3.92	%
2018		2,880		562,210		565,090		35.3	%		3.67	%
2019 and thereafter		14,163		327,675		341,838		21.3	%		2.90	%
Total debt	$	51,272	$	1,550,791		1,602,063		100.0	%		3.55	%
Premium/discount						9,589
Total					$	1,611,652

Note:

(1) Assumes no extension options are exercised.

Debt Maturity Profile

Ground Lease Commitments

Year	1350 Broadway		1400 Broadway		112 West 34th Street		Total
2015	$	108	$	675	$	735	$	1,518
2016		108		675		735		1,518
2017		108		675		735		1,518
2018		108		675		735		1,518
2019		108		675		735		1,518
Thereafter		2,547		13,500		42,201		58,248
	$	3,087	$	16,875	$	45,876	$	65,838

Page 22

Fourth Quarter 2014

Supplemental Definitions

Funds From Operations (“FFO”)

The Company computes FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income (loss) (determined in accordance with GAAP), excluding impairment writedowns of investments in depreciable real estate and investments in in-substance real estate investments, gains or losses from debt restructurings and sales of depreciable operating properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to non-controlling interests and gains/losses from discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized non-GAAP financial measure for REITs that the Company believes, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITS. In addition, FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. The Company presents FFO because it considers it an important supplemental measure of its operating performance and believes that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of the Company’s properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of its properties, all of which have real economic effect and could materially impact the Company’s results of operations, the utility of FFO as a measure of its performance is limited. There can be no assurance that FFO presented by the Company is comparable to similarly titled measures of other REITs. FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Although FFO is a measure used for comparability in assessing the performance of REITs, as the NAREIT White Paper only provides guidelines for computing FFO, the computation of FFO may vary from one company to another.

Modified Funds From Operations (“Modified FFO”)

Modified FFO adds back an adjustment for any above or below-market ground lease amortization to traditionally defined FFO. The Company considers this a useful supplemental measure in evaluating the operating performance of the Company due to the non-cash accounting treatment under GAAP, which stems from the third quarter 2014 acquisition of the two option properties as they carry significantly below market ground leases, the amortization of which is material to the Company’s overall results. The Company presents Modified FFO because it considers it an important supplemental measure of its operating performance in that it adds back the non-cash amortization of below-market ground leases. There can be no assurance that Modified FFO presented by the Company is comparable to similarly titled measures of other REITs. Modified FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Modified FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds From Operations (“Core FFO”)

Core FFO adds back to Modified FFO the following items associated with the Company’s initial public offering, or IPO, and formation transactions: gain on consolidation of non-controlling entities, acquisition expenses, severance expenses and retirement equity compensation expenses. It also adds back private perpetual preferred exchange offering expenses, prepayment penalty expense, deferred financing costs write-off, acquisition expenses and gain on settlement of lawsuit related to the Observatory, net of income taxes. The Company presents Core FFO because it considers it an important supplemental measure of its operating performance in that it excludes items associated with its IPO and formation transactions and other non-recurring items. There can be no assurance that Core FFO presented by the Company is comparable to similarly titled measures of other REITs. Core FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, the Company presents Core FAD by (i) adding to Core FFO non-real estate depreciation and amortization, the amortization of deferred financing costs, amortization of debt discounts and non-cash compensation expense and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment purchases, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that management believes provides useful information regarding the Company’s ability to fund its dividends. Core FAD does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FAD is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. There can be no assurance that Core FAD presented by the Company is comparable to similarly titled measures of other REITs.

Net Operating Income

Net Operating Income, or NOI is a non-GAAP financial measure of performance. NOI is used by investors and the Company’s management to evaluate and compare the performance of the Company’s properties and to determine trends in earnings and to compute the fair value of its properties as it is not affected by; (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses and formation transaction expenses; or (iv) general and administrative expenses and other gains and losses that are specific to the property owner. The cost of funds is eliminated from net operating income because it is specific to the particular financing capabilities and constraints of the owner. The cost of funds is also eliminated because it is dependent on historical interest rates and other costs of capital as well as past decisions made by the Company regarding the appropriate mix of capital which may have changed or may change in the future. Depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets are eliminated because they may not accurately represent the actual change in value in the Company’s office or retail properties that result from use of the properties or changes in market conditions. While certain aspects of real property do decline in value over time in a manner that is reasonably captured by depreciation and amortization, the value of the properties as a whole have historically increased or decreased as a result of changes in overall economic conditions instead of from actual use of the property or the passage of time. Gains and losses from the sale of real property vary from property to property and are affected by market conditions at the time of sale which will usually change from period to period. These gains and losses can create distortions when comparing one period to another or when comparing the Company’s operating results to the operating results of other real estate companies that have not made similarly timed, purchases or sales. The Company also excludes private perpetual exchange offering expenses and gain on settlement of lawsuit related to the Observatory, net of income taxes. The Company believes that eliminating these costs from net income is useful because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating its properties as well as trends in occupancy rates, rental rates and operating costs. However, the usefulness of NOI is limited because it excludes general and administrative costs, interest expense, interest income and other expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of the Company’s properties, all of which are significant economic costs. NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of the Company’s properties but does not measure its performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with GAAP and discussions elsewhere in this Supplemental Package regarding the components of net income that are eliminated in the calculation of NOI. Other companies may use different methods for calculating NOI than the Company does.

EBITDA

The Company computes EBITDA as net income plus perpetual preferred unit distributions, interest expense, income taxes, depreciation and amortization, acquisition expenses, and gain on consolidation of non-controlled entities. The Company presents EBITDA because it believes that EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of its ability to incur and service debt. EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of its liquidity.

Page 23