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): October 28, 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 October 28, 2015, Empire State Realty Trust, Inc. (the “Company” or “we”) issued a press release announcing its financial results for the third quarter of 2015. 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 third quarter of 2015 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 third quarter of 2015
99.2	Supplemental report

Non-GAAP Supplemental Financial Measures

Funds From Operations (“FFO”)

We compute 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

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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 we believe, 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. We present FFO because we consider it an important supplemental measure of our operating performance and believe 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 our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of its performance is limited. There can be no assurance that FFO presented by us 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. We consider this a useful supplemental measure in evaluating our operating performance due to the non-cash accounting treatment under GAAP, which stems from the July 2014 acquisition of two properties as they carry significantly below market ground leases, the amortization of which is material to our overall results. We present Modified FFO because we consider it an important supplemental measure of our 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 us 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, acquisition expenses, and gain on settlement of lawsuit related to the Observatory, net of income taxes, deferred financing cost write-off, prepayment penalties, construction severance expenses and acquisition break-up fee. 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. In future periods, we may also exclude other items from Core FFO that we believe may help investors compare our results.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, we present 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 our ability to fund our 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 us is comparable to similarly titled measures of other REITs.

Net Operating Income (“NOI”)

NOI is a non-GAAP financial measure of performance. NOI is used by investors and our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by; (i) the cost of funds of the property owner, (i) 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 break-up fee, 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 us

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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 our 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 our operating results to the operating results of other real estate companies that have not made similarly timed, purchases or sales. We believe that eliminating these costs from net income is useful because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating our 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, 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 our 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 our properties but does not measure our 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. Other companies may use different methods for calculating NOI or similarly entitled measures and, accordingly, our NOI may not-be comparable to similarly entitled measures reported by other companies that do not define the measure exactly as we do.

EBITDA

We compute EBITDA as net income plus perpetual preferred unit distributions, interest expense, income taxes, depreciation and amortization and acquisition expenses. We present EBITDA because we believe 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 our 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: October 28, 2015	By:	/s/ David A. Karp
		Name:	David A. Karp
		Title:	Executive Vice President, Chief Financial Officer

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: October 28, 2015	By:	/s/ David A. Karp
		Name:	David A. Karp
		Title:	Executive Vice President, Chief Financial Officer

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EX-99.1

Exhibit 99.1

EMPIRE STATE REALTY TRUST ANNOUNCES THIRD QUARTER 2015 RESULTS

- Reports Core FFO of $0.27 Per Fully Diluted Share -

New York, New York, October 28, 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 its operational and financial results for the third quarter of 2015.

“Our strong third quarter results represent continued progress towards the objectives we set forth during our initial public offering. Third quarter leasing was highlighted by a 126,000 square foot expansion with LinkedIn, and our year-to-date total volume of leases signed now exceeds one million square feet, representing 73% growth year over year. In addition, in the face of adverse New York City tourist trends and the opening of One World Trade Center’s new attraction, our Observatory revenues are steady. We enhanced our balance sheet with our new $265 million seven year senior unsecured bank loan facility. Finally, we entered into a contingent contract for an off-market property from which we ultimately received a break-up fee when the seller achieved a higher price and we declined to match. We are happy that our off-market efforts produced a result, but adhere to our view of value and reflect $2.3 million in non-recurring income in our results,” stated John B. Kessler, Empire State Realty Trust’s President and Chief Operating Officer. “We believe we will continue to create value in our Manhattan office and retail portfolio as our redevelopment program delivers embedded, derisked growth through market-leading rent spreads.”

Third Quarter Highlights

• Achieved Core Funds From Operations (“Core FFO”) of $0.27 per fully diluted share and net income attributable to the Company of $0.10 per fully diluted share.

• Total portfolio was 87.4% occupied; including signed leases not commenced (“SLNC”), the total portfolio was 90.0% leased at September 30, 2015.

• Manhattan office portfolio (excluding the retail component of these properties) was 85.4% occupied; including SLNC, the Manhattan office portfolio was 88.4% leased at September 30, 2015.

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• Retail portfolio was 92.7% occupied; including SLNC, the retail portfolio was 94.6% leased at September 30, 2015.

• Empire State Building was 83.7% occupied; including SLNC, the Empire State Building was 91.2% leased at September 30, 2015.

• Executed 67 leases, representing 338,477 rentable square feet across the total portfolio, achieving a 34.5% increase in mark-to-market rent over previous fully escalated rents on new, renewal, and expansion leases.

• Signed 23 new leases representing 232,198 rentable square feet in the third quarter 2015 for the Manhattan office portfolio (excluding the retail component of these properties), achieving an increase of 41.0% in mark-to-market rent over previous fully escalated rents.

• The Empire State Building Observatory revenue for the third quarter 2015 was $35.7 million, same as the third quarter 2014.

• Netted a $2.3 million break-up fee on a contingent contract we entered into on an off-market transaction to acquire a property.

• Closed on a new seven year $265.0 million senior unsecured term loan facility.

• Declared a dividend in the amount of $0.085 per share for the third quarter 2015, which was paid on September 30, 2015.

Financial Results for the Third Quarter 2015

Core FFO was $70.6 million, or $0.27 per fully diluted share, compared to $65.1 million, or $0.25 per fully diluted share in the third quarter of 2014.

Modified FFO was $72.9 million, or $0.27 per fully diluted share, compared to $62.0 million, or $0.24 per fully diluted share in the third quarter of 2014.

FFO was $70.9 million, or $0.27 per fully diluted share, compared to $60.3 million or $0.23 per fully diluted share in the third quarter of 2014.

Net income attributable to common stockholders was $11.2 million, or $0.10 per fully diluted share, compared to $8.3 million, or $0.09 per fully diluted share, in the third quarter of 2014.

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Financial Results for the Nine Months Ended September 30, 2015

Core FFO was $191.5 million, or $0.72 per fully diluted share, compared to $162.2 million, or $0.65 per fully diluted share in the nine months ended September 30, 2014.

Modified FFO was $191.6 million, or $0.72 per fully diluted share, compared to $158.0 million, or $0.63 per fully diluted share in the nine months ended September 30, 2014.

FFO was $185.7 million, or $0.70 per fully diluted share, compared to $155.4 million or $0.62 per fully diluted share in the nine months ended September 30, 2014.

Net income attributable to common stockholders was $25.5 million, or $0.22 per fully diluted share, compared to $22.5 million, or $0.23 per fully diluted share, in the nine months ended September 30, 2014.

Portfolio Operations

As of September 30, 2015, the Company’s total portfolio contained 10.1 million rentable square feet of office and retail space and was 87.4% occupied. Including SLNC, the Company’s portfolio was 90.0% leased at September 30, 2015.

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 88.1% occupied at the end of the third quarter 2015. Percentage occupied was down 30 basis points from 88.4% at the end of the second quarter 2015, and down 110 basis points from 89.2% at the end of the third quarter 2014. Including SLNC, the Company’s same store portfolio was 91.1% leased at September 30, 2015.

The Company’s office portfolio (excluding the retail component of these properties), containing 9.4 million rentable square feet, was 87.0% occupied at the end of the third quarter 2015. On a same store basis, the office portfolio was 87.7% occupied, down 40 basis points from the end of the second quarter 2015, and down 130 basis points from the end of the third quarter 2014. Including SLNC, the Company’s office portfolio (excluding the retail component of these properties) was 89.7% leased at September 30, 2015.

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The Manhattan office portfolio (excluding the retail component of these properties), containing 7.5 million rentable square feet was 85.4% occupied at the end of the third quarter 2015. On a same store basis, the Manhattan office portfolio was 85.9% occupied, down 50 basis points from the end of the second quarter 2015, and down 220 basis points from the end of the third quarter 2014. Including SLNC, the Company’s Manhattan office portfolio (excluding the retail component of these properties) was 88.4% leased at September 30, 2015.

The Company’s retail portfolio, containing approximately 724,000 rentable square feet, was 92.7% occupied at the end of the third quarter 2015. On a same store basis, the retail portfolio was 92.1% occupied, which compares to 92.2% at the end of the second quarter of 2015 and 92.1% at the end of the third quarter 2014. Including SLNC, the Company’s retail portfolio was 94.6% leased at September 30, 2015.

Leasing

For the three months ended September 30, 2015, the Company executed 67 leases within the total portfolio, comprising 338,477 rentable square feet. Total leasing volume included 65 office leases, comprising 335,904 rentable square feet, and two retail leases, comprising 2,573 rentable square feet.

On a blended basis, the 67 new, renewal and expansion leases signed within the total portfolio during the quarter had an average starting rental rate of $53.55 per rentable square foot, representing an increase of 34.5% over the prior in-place rent on a fully escalated basis.

On a blended basis, the 65 new, renewal and expansion office leases signed within the total portfolio during the quarter had an average starting rental rate of $51.89 per rentable square foot, representing an increase of 32.9% over the prior in-place rent on a fully escalated basis.

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On a blended basis, the two new retail leases signed within the total portfolio during the quarter had an average starting rental rate of $269.80 per rentable square foot, representing an increase of 94.6% over the prior in-place rent on a fully escalated basis.

Leases signed in the Third Quarter 2015 for the Manhattan office portfolio

• 23 new leases comprising 232,198 rentable square feet, with an average starting rental rate of $55.84 per rentable square foot, representing an increase of 41.0% over the prior in-place rent on a fully escalated basis, and

• 26 renewal leases, comprising 50,402 rentable square feet, with an average starting rental rate of $52.68 per rentable square foot, representing an increase of 23.8% over the prior in-place rent on a fully escalated basis.

Empire State Building

The Company continues to renovate and lease the 2.8 million rentable square foot Empire State Building, its flagship property. At September 30, 2015, the Empire State Building was 83.7% occupied; including SLNC, the Empire State Building was 91.2% leased.

During the third quarter 2015, the Company executed nine office leases at the Empire State Building, representing 172,112 rentable square feet in the aggregate.

The Observatory revenue for the third quarter was $35.7 million, equal to the $35.7 million in the third quarter 2014. The Observatory hosted approximately 1.3 million visitors in the third quarter 2015 compared to 1.4 million visitors in the third quarter of 2014. In the third quarter of 2015, there were no bad weather days which fell on weekends. This compares to the third quarter 2014, in which there were two bad weather days which fell on a weekend. Observatory admissions were impacted by general tourism trends in Manhattan.

For the nine months ended September 30, 2015, the Observatory hosted 3.1 million visitors, compared to 3.3 million visitors for the same period in 2014. Observatory revenue was $84.5 million, a 1.4% increase from $83.4 million for the nine months ended September 30, 2014. For the nine months of 2015, there were 14 bad weather weekend days. This compares to the nine months of 2014, in which there were 11 bad weather weekend days.

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Balance Sheet and Financial Transactions

As of September 30, 2015, the outstanding balance on the Company’s unsecured revolving credit facility was $20.0 million. The unsecured revolving credit facility has an accordion feature allowing for an increase in its maximum aggregate principal balance to $1.25 billion under certain circumstances.

During the quarter, the Company closed on a new seven year $265.0 million senior unsecured term loan facility. The facility is expandable by $100.0 million to $365.0 million under certain circumstances. The term loan matures on August 24, 2022. Interest is calculated at LIBOR plus 1.6% at September 30, 2015. Pursuant to a forward interest rate swap agreement, the Company effectively fixed LIBOR at 2.1485% beginning August 2017 through maturity for $265.0 million of the facility. The net proceeds were used to repay borrowings made under the Company’s unsecured revolving credit facility.

At September 30, 2015, the Company had total debt outstanding of approximately $1.6 billion, with a weighted average interest rate of 4.11% per annum, and a weighted average term to maturity of 5.7 years. At September 30, 2015, the Company had no debt maturing during 2015 and 2016. The Company’s consolidated debt to total market capitalization was approximately 26% as of September 30, 2015 and consolidated net debt to EBITDA was 5.0x.

Dividend

On September 30, 2015, the Company paid a dividend of $0.085 per share for the third quarter 2015 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. The Company paid a dividend of $0.15 per unit for the third quarter 2015 to holders of the operating partnership’s private perpetual preferred units.

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Webcast and Conference Call Details

Empire State Realty Trust, Inc. will host a webcast and conference call, open to the general public, on Thursday, October 29, 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 13620670. A replay of the conference call will be available until November 5, 2015.

The Supplemental Report 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 building. Headquartered in New York, New York, the Company’s office and retail portfolio covers 10.1 million rentable square feet, as of September 30, 2015, consisting of 9.4 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 724,000 rentable square feet in the retail portfolio.

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 11 and 12 of this release and in the Company’s supplemental report.

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Forward-Looking Statements

This press release includes “forward looking statements” within the meaning of the federal securities laws. 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: changes in our industry, the real estate markets, either nationally or in Manhattan or the greater New York metropolitan area; resolution of the litigations and arbitration involving the company; 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 our publicly-traded OP Units; changes in technology and market competition, which affect utilization of our broadcast or other facilities; changes in domestic or international tourism, including geopolitical events and currency exchange rates; defaults on, early terminations of, or non-renewal of leases by tenants; fluctuations in interest rates; declining real estate valuations and impairment charges; our failure to obtain necessary outside financing, including our unsecured revolving credit facility; decreased rental rates or increased vacancy rates; our failure to redevelop 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 development (including our Metro Tower development site), including the cost of construction delays and cost overruns; and conflicts of interest affecting any of our senior management team.

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, 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).

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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

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

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

	Three Months Ended September 30,
	2015			2014
Revenues
Rental revenue	$	110,903		$	106,152
Tenant expense reimbursement		23,096			20,034
Observatory revenue		35,702			35,684
Construction revenue		—			5,804
Third-party management and other fees		618			561
Other revenue and fees		5,460			1,206
Total revenues		175,779			169,441
Operating expenses
Property operating expenses		41,664			38,291
Ground rent expenses		2,331			2,066
Marketing, general and administrative expenses		10,182			10,071
Observatory expenses		7,284			7,109
Construction expenses		—			6,095
Real estate taxes		23,613			21,870
Acquisition expenses		193			2,647
Depreciation and amortization		45,169			37,880
Total operating expenses		130,436			126,029
Total operating income		45,343			43,412
Interest expense		(16,680	)		(17,674	)
Income before income taxes		28,663			25,738
Income tax expense		(2,578	)		(3,004	)
Net income		26,085			22,734
Preferred unit distributions		(234	)		(241	)
Net income attributable to non-controlling interests		(14,631	)		(14,171	)
Net income attributable to common stockholders	$	11,220		$	8,322
Total weighted average shares
Basic		115,900			97,729
Diluted		265,873			263,041
Net income per share attributable to common stockholders
Basic	$	0.10		$	0.09
Diluted	$	0.10		$	0.09

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Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

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

	Nine Months Ended September 30,
	2015			2014
Revenues
Rental revenue	$	333,827		$	288,566
Tenant expense reimbursement		59,878			49,491
Observatory revenue		84,525			83,374
Construction revenue		1,981			33,730
Third-party management and other fees		1,658			1,925
Other revenue and fees		10,565			7,829
Total revenues		492,434			464,915
Operating expenses
Property operating expenses		122,051			109,300
Ground rent expenses		6,994			2,964
Marketing, general and administrative expenses		28,395			29,786
Observatory expenses		21,681			21,210
Construction expenses		3,222			33,173
Real estate taxes		69,543			58,429
Acquisition expenses		193			3,382
Depreciation and amortization		126,216			96,632
Total operating expenses		378,295			354,876
Total operating income		114,139			110,039
Interest expense		(50,298	)		(46,640	)
Income before income taxes		63,841			63,399
Income tax expense		(3,283	)		(4,153	)
Net income		60,558			59,246
Preferred unit distributions		(702	)		(241	)
Net income attributable to non-controlling interests		(34,378	)		(36,480	)
Net income attributable to common stockholders	$	25,478		$	22,525
Total weighted average shares
Basic		112,741			96,226
Diluted		265,868			250,696
Net income per share attributable to common stockholders
Basic	$	0.23		$	0.23
Diluted	$	0.22		$	0.23

10

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 September 30,
	2015			2014
Net income	$	26,085		$	22,734
Preferred unit distributions		(234	)		(241	)
Real estate depreciation and amortization		45,072			37,797
FFO attributable to common stockholders and non-controlling interests		70,923			60,290
Amortization of below-market ground leases		1,957			1,750
Modified FFO attributable to common stockholders and non-controlling interests		72,880			62,040
Acquisition break-up fee		(2,500	)		—
Acquisition expenses		193			2,647
Private perpetual preferred exchange offering expenses		—			407
Core FFO attributable to common stockholders and non-controlling interests	$	70,573		$	65,094
Total weighted average shares
Basic		265,873			263,041
Diluted		265,873			263,041
FFO per share
Basic	$	0.27		$	0.23
Diluted	$	0.27		$	0.23
Modified FFO per share
Basic	$	0.27		$	0.24
Diluted	$	0.27		$	0.24
Core FFO per share
Basic	$	0.27		$	0.25
Diluted	$	0.27		$	0.25

11

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)

	Nine Months Ended September 30,
	2015			2014
Net income	$	60,558		$	59,246
Preferred unit distributions		(702	)		(241	)
Real estate depreciation and amortization		125,847			96,405
FFO attributable to common stockholders and non-controlling interests		185,703			155,410
Amortization of below-market ground leases		5,873			2,602
Modified FFO attributable to common stockholders and non-controlling interests		191,576			158,012
Acquisition break-up fee		(2,500	)		—
Deferred financing costs write-off		1,749			—
Construction severance expenses, net of taxes		480			—
Acquisition expenses		193			3,382
Gain on settlement of lawsuit related to the Observatory, net of income taxes		—			(540	)
Private perpetual preferred exchange offering expenses		—			1,357
Core FFO attributable to common stockholders and non-controlling interests	$	191,498		$	162,211
Total weighted average shares
Basic		265,868			250,696
Diluted		265,868			250,696
FFO per share
Basic	$	0.70		$	0.62
Diluted	$	0.70		$	0.62
Modified FFO per share
Basic	$	0.72		$	0.63
Diluted	$	0.72		$	0.63
Core FFO per share
Basic	$	0.72		$	0.65
Diluted	$	0.72		$	0.65

12

Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)

	September 30, 2015			December 31, 2014
Assets
Commercial real estate properties, at cost	$	2,244,862		$	2,139,863
Less: accumulated depreciation		(445,549	)		(377,552	)
Commercial real estate properties, net		1,799,313			1,762,311
Cash and cash equivalents		46,388			45,732
Restricted cash		64,899			60,273
Tenant and other receivables		32,406			23,745
Deferred rent receivables		116,208			102,104
Prepaid expenses and other assets		33,759			48,504
Deferred costs, net		338,466			370,460
Acquired below market ground leases, net		385,849			391,887
Goodwill		491,479			491,479
Total assets	$	3,308,767		$	3,296,495
Liabilities and equity
Mortgage notes payable	$	754,738		$	903,985
Senior unsecured notes		589,670			237,667
Unsecured term loan facility		265,000			—
Unsecured revolving credit facility		20,000			—
Term loan and credit facility		—			470,000
Accounts payable and accrued expenses		106,699			96,563
Acquired below market leases, net		112,312			138,859
Deferred revenue and other liabilities		38,066			27,876
Tenants’ security deposits		49,672			40,448
Total liabilities		1,936,157			1,915,398
Total equity		1,372,610			1,381,097
Total liabilities and equity	$	3,308,767		$	3,296,495

13

EX-99.2

Exhibit 99.2

EMPIRE STATE REALTY TRUST

Supplemental Operating and Financial Data

For the Quarter Ended September 30, 2015

Third Quarter 2015

Table of Contents	Page
Summary
Company Profile		3
Financial Highlights		4
Selected Property Data
Property Summary		5
Property Same Store Summary		9
Property Detail		10
Tenant Lease Expirations		11
Largest Tenants and Portfolio Tenant Diversification by Industry		14
Capital Expenditures and Redevelopment Program		15
Observatory Summary		16
Financial information
Condensed Consolidated Balance Sheets		17
Condensed Consolidated Statements of Income		18
Core FFO, Modified FFO, FFO, FAD and EBITDA		19
Net Operating Income		20
Consolidated Debt Analysis
Debt Summary		21
Debt Detail		22
Debt Maturities		23
Ground Leases		23
Supplemental Definitions		24

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 litigations and arbitration involving our company; 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; bankruptcy or insolvency of a major tenant or a significant number of smaller tenants; litigation; fluctuations in interest rates; increased operating costs; declining real estate valuations and impairment charges; availability, terms and deployment of capital; our failure to obtain necessary outside financing; our expected leverage; decreased rental rates or increased vacancy rates; breach of or the expiration of our ground lease; 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; estimates relating to our ability to make distributions to our securityholders in the future; 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” in our Annual Report on Form 10-K for the year ended December 31, 2014 and other risks described in documents we subsequently file from time to time with the Securities and Exchange Commission.

Page 2

Third Quarter 2015

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, Chair of
Officer	and Nominating/Corporate	Finance Committee
	Governance Committees
Thomas J. DeRosa	Steven J. Gilbert	S. Michael Giliberto
Director	Director, Lead Director	Director, Chair of
		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	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

ANALYST COVERAGE

Firm	Analyst	Phone	Email
Bank of America Merrill Lynch	James Feldman	(646) 855-5808	james.feldman@baml.com
BMO Capital Markets Corp.	John Kim	(212) 885-4115	jp.kim@bmo.com
Capital One Securities, Inc.	Thomas Lesnick	(571) 633-8191	thomas.lesnick@capitalone.com
Goldman Sachs & Co.	Brad Burke	(917) 343-2082	brad.burke@gs.com
Green Street Advisors	Jed Reagan	(949) 640-8780	jreagan@greenstreetadvisors.com
KeyBanc Capital Markets	Craig Mailman	(917) 368-2316	cmailman@key.com
Stifel Nicolaus	John Guinee	(443) 224-1307	jwguinee@stifel.com
Wells Fargo Securities, LLC	Brendan Maiorana	(443) 263-6516	brendan.maiorana@wellsfargo.com

Page 3

Third Quarter 2015

Financial Highlights

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

	Three Months Ended
Selected Items:	September 30, 2015			June 30, 2015			March 31, 2015			December 31, 2014			September 30, 2014
Revenue	$	175,779		$	164,773		$	151,882		$	170,411		$	169,441
EBITDA (1)	$	90,471		$	84,434		$	64,941		$	79,846		$	83,698
Cash net operating income (1)	$	89,490		$	84,926		$	67,656		$	78,161		$	82,379
Net income	$	26,085		$	26,585		$	7,888		$	10,964		$	22,734
Core funds from operations (“Core FFO”) (1)	$	70,573		$	68,255		$	52,670		$	65,212		$	65,094
Core funds available for distribution (“Core FAD”) (1)	$	59,197		$	55,903		$	42,645		$	49,546		$	49,008
Core FFO per share - diluted	$	0.27		$	0.26		$	0.20		$	0.25		$	0.25
Core FAD per share - diluted	$	0.22		$	0.21		$	0.16		$	0.19		$	0.19
Dividends declared and paid per share	$	0.085		$	0.085		$	0.085		$	0.085		$	0.085
Portfolio Statistics:
Number of properties		20			20			20			20			20
Total rentable square footage		10,087,018			10,042,025			10,018,399			10,014,264			10,024,329
Percent occupied (2)		87.4	%		88.0	%		87.6	%		88.6	%		88.7	%
Observatory Metrics:
Number of visitors		1,327,000			1,165,000			622,000			997,000			1,405,000
Change in visitors year over year		-5.5	%		-4.7	%		-6.3	%		1.8	%		0.9	%
Observatory revenues	$	35,702		$	30,600		$	18,223		$	28,167		$	35,684
Change in revenues year over year		0.1	%		0.7	%		5.2	%		10.9	%		10.2	%
Ratios:
Consolidated Debt to Total Market Capitalization (3)		26	%		26	%		24	%		25	%		28	%
Consolidated Debt and Perpetual Preferred Units to Total Market Capitalization (3)		27	%		27	%		24	%		26	%		29	%
Consolidated Debt to EBITDA (4)		5.1	x		5.2	x		5.4	x		5.6	x		4.8	x
Consolidated Net Debt to EBITDA (4)		5.0	x		5.1	x		5.2	x		5.4	x		4.6	x
Interest Coverage Ratio		5.4	x		5.6	x		4.4	x		5.3	x		5.5	x
Core FFO Payout Ratio (5)		32	%		33	%		43	%		35	%		35	%
Core FAD Payout Ratio (6)		38	%		41	%		53	%		46	%		46	%
Class A common stock price at quarter end	$	17.03		$	17.06		$	18.81		$	17.58		$	15.02
Average closing price	$	17.19		$	18.01		$	18.15		$	16.28		$	16.20
Dividends per share - annualized	$	0.34		$	0.34		$	0.34		$	0.34		$	0.34
Dividend yield (7)		2.0	%		2.0	%		1.8	%		1.9	%		2.3	%
Private Perpetual Preferred Units outstanding ($16.62 liquidation value)		1,560,360			1,560,360			1,560,360			1,560,360			1,609,813
Class A common stock		116,823,306			113,119,634			110,598,327			106,030,449			97,035,359
Class B common stock		1,130,728			1,134,252			1,149,014			1,161,438			1,232,183
Operating partnership units		149,625,374			153,332,538			155,808,466			159,912,447			168,862,138
Total common stock and operating partnership units outstanding		267,579,408			267,586,424			267,555,807			267,104,334			267,129,680

Notes:

(1) Represents non-GAAP financial measures. For a discussion on what these metrics represent and why the Company presents them, see page 24 and for a reconciliation of these metrics to net income, see pages 19 and 20.

(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 September 30, 2015 multiplied by the total outstanding number of shares of common stock and operating partnership units as of September 30, 2015; (ii) the number of perpetual preferred units at September 30, 2015 multiplied by $16.62 and (iii) our outstanding indebtedness as of September 30, 2015.

(4) Calculated based on trailing 12 months EBITDA for the first, second and third quarters 2015 and 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 September 30, 2015.

Page 4

Third Quarter 2015

Property Summary

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

	Three Months Ended September 30, 2015
	Total Portfolio			Manhattan Office Portfolio (1)			Greater New York Office Portfolio			Standalone Retail Portfolio			Observatory
Number of properties		20			9			5			6
Square feet		10,087,018			8,021,017			1,861,549			204,452
Occupancy (2)		87.4	%		85.7	%		93.6	%		100.0	%
Revenue	$	172,661		$	112,633		$	19,426		$	4,900		$	35,702
Operating expenses		(74,892	)		(57,790	)		(8,345	)		(1,473	)		(7,284	)
Net operating income		97,769			54,843			11,081			3,427			28,418
Straight-line rent		(5,441	)		(5,608	)		97			70			—
Above/below-market lease amortization		(4,795	)		(4,795	)		—			—			—
Below-market ground lease amortization		1,957			1,957			—			—			—
Cash net operating income	$	89,490		$	46,397		$	11,178		$	3,497		$	28,418
Leasing activity
Total leases executed		67			55			12			—
Total square footage executed		338,477			286,746			51,731			—
Average rent psf - leases executed	$	53.55		$	57.08		$	33.96		$	—
Previously escalated rents psf	$	39.82		$	40.91		$	33.75		$	—
Percentage of new rent over previously escalated rents		34.5	%		39.5	%		0.6	%		—
Leasing commission costs per square foot	$	14.57		$	16.08		$	6.24		$	—
Tenant improvement costs per square foot		55.16			59.29			32.30			—
Total LC and TI per square foot (3)	$	69.73		$	75.37		$	38.54		$	—

Total Portfolio	Office			Retail			Total
Total square footage executed		335,904			2,573			338,477
Average rent psf - leases executed	$	51.89		$	269.80		$	53.55
Previously escalated rents psf	$	39.06		$	138.63		$	39.82
Percentage of new rent over previously escalated rents		32.9	%		94.6	%		34.5	%

Manhattan Office Portfolio	Office			Retail			Total
Total square footage executed		284,173			2,573			286,746
Average rent psf - leases executed	$	55.15		$	269.80		$	57.08
Previously escalated rents psf	$	40.02		$	138.63		$	40.91
Percentage of new rent over previously escalated rents		37.8	%		94.6	%		39.5	%

Page 5

Third Quarter 2015

Property Summary

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

	Three Months Ended June 30, 2015
	Total Portfolio			Manhattan Office Portfolio (1)			Greater New York Office Portfolio			Standalone Retail Portfolio			Observatory
Number of properties		20			9			5			6
Square feet		10,042,025			7,975,720			1,862,130			204,175
Occupancy (2)		88.0	%		86.4	%		93.4	%		100.0	%
Revenue	$	163,805		$	109,252		$	19,511		$	4,442		$	30,600
Operating expenses		(70,639	)		(53,393	)		(8,345	)		(1,481	)		(7,420	)
Net operating income		93,166			55,859			11,166			2,961			23,180
Straight-line rent		(5,622	)		(5,643	)		(74	)		95			—
Above/below-market lease amortization		(4,576	)		(4,576	)		—			—			—
Below-market ground lease amortization		1,958			1,958			—			—			—
Cash net operating income	$	84,926		$	47,598		$	11,092		$	3,056		$	23,180
Leasing activity
Total leases executed		79			65			14			—
Total square footage executed		254,360			203,721			50,639			—
Average rent psf - leases executed	$	64.67		$	68.72		$	41.90		$	—
Previously escalated rents psf	$	44.31		$	44.42		$	43.67		$	—
Percentage of new rent over previously escalated rents		46.0	%		54.7	%		-4.0	%		—
Leasing commission costs per square foot	$	12.33		$	14.24		$	4.90		$	—
Tenant improvement costs per square foot		47.15			51.25			31.55			—
Total LC and TI per square foot (3)	$	59.48		$	65.49		$	36.45		$	—

Total Portfolio	Office			Retail			Total
Total square footage executed		236,324			18,036			254,360
Average rent psf - leases executed	$	52.37		$	207.71		$	64.67
Previously escalated rents psf	$	40.70		$	91.08		$	44.31
Percentage of new rent over previously escalated rents		28.7	%		128.1	%		46.0	%

Manhattan Office Portfolio	Office			Retail			Total
Total square footage executed		185,685			18,036			203,721
Average rent psf - leases executed	$	55.22		$	207.71		$	68.72
Previously escalated rents psf	$	39.89		$	91.08		$	44.42
Percentage of new rent over previously escalated rents		38.4	%		128.1	%		54.7	%

Page 6

Third Quarter 2015

Property Summary

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

	Three Months Ended March 31, 2015
	Total Portfolio			Manhattan Office Portfolio (1)			Greater New York Office Portfolio			Standalone Retail Portfolio			Observatory
Number of properties		20			9			5			6
Square feet		10,018,399			7,953,643			1,860,581			204,175
Occupancy (2)		87.6	%		86.2	%		92.0	%		100.0	%
Revenue	$	149,829		$	107,733		$	19,118		$	4,755		$	18,223
Operating expenses		(74,738	)		(58,224	)		(8,039	)		(1,498	)		(6,977	)
Net operating income		75,091			49,509			11,079			3,257			11,246
Straight-line rent		(4,102	)		(4,349	)		271			(24	)		—
Above/below-market lease amortization		(5,291	)		(5,291	)		—			—			—
Below-market ground lease amortization		1,958			1,958			—			—			—
Cash net operating income	$	67,656		$	41,827		$	11,350		$	3,233		$	11,246
Leasing activity
Total leases executed		60			51			9			—
Total square footage executed		418,092			372,028			46,064			—
Average rent psf - leases executed	$	88.38		$	93.92		$	40.44		$	—
Previously escalated rents psf	$	35.43		$	35.00		$	39.14		$	—
Percentage of new rent over previously escalated rents		149.5	%		168.3	%		3.3	%		—
Leasing commission costs per square foot	$	37.58		$	41.21		$	8.22		$	—
Tenant improvement costs per square foot		52.41			53.46			43.95			—
Total LC and TI per square foot (3)	$	89.99		$	94.67		$	52.17		$	—

Total Portfolio	Office			Retail			Total
Total square footage executed		367,761			50,331			418,092
Average rent psf - leases executed	$	52.64		$	347.32		$	88.38
Previously escalated rents psf	$	35.33		$	36.14		$	35.43
Percentage of new rent over previously escalated rents		49.0	%		861.0	%		149.5	%

Manhattan Office Portfolio	Office			Retail			Total
Total square footage executed		321,697			50,331			372,028
Average rent psf - leases executed	$	54.27		$	347.32		$	93.92
Previously escalated rents psf	$	34.82		$	36.14		$	35.00
Percentage of new rent over previously escalated rents		55.9	%		861.0	%		168.3	%

Page 7

Third Quarter 2015

Property Summary

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

	Three Months Ended December 31, 2014
	Total Portfolio			Manhattan Office Portfolio (1)			Greater New York Office Portfolio			Standalone Retail 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
	Total Portfolio			Manhattan Office Portfolio (1)			Greater New York Office Portfolio			Standalone Retail 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		$	—

Notes:

⁽¹⁾  Includes 515,374 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 8

Third Quarter 2015

Same Store Summary

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

	Total Portfolio (Excluding Observatory) - Same Store (1)
	Three Months Ended
	September 30, 2015			June 30, 2015			March 31, 2015			December 31, 2014			September 30, 2014
Number of properties		18			18			18			18			18
Square feet		8,424,518			8,381,029			8,365,056			8,362,744			8,372,784
Occupancy (2)		88.1	%		88.4	%		88.1	%		89.2	%		89.2	%
Revenue	$	116,238		$	112,618		$	111,387		$	116,347		$	110,414
Operating expenses		(58,430	)		(54,818	)		(58,879	)		(58,815	)		(55,393	)
Net operating income		57,808			57,800			52,508			57,532			55,021
Straight-line rent		(3,555	)		(4,410	)		(3,272	)		(5,237	)		(7,132	)
Above/below-market lease amortization		(1,625	)		(1,664	)		(1,731	)		(2,449	)		(1,892	)
Below-market ground lease amortization		425			426			426			426			426
Cash net operating income	$	53,053		$	52,152		$	47,931		$	50,272		$	46,423
Leasing activity
Total leases executed		62			74			50			56			55
Total square footage executed		325,066			232,220			281,110			172,168			179,366
Average rent psf - leases executed	$	53.87		$	65.05		$	53.27		$	60.03		$	51.20
Previously escalated rents psf	$	39.98		$	45.01		$	34.61		$	46.43		$	42.64
Percentage of new rent over previously escalated rents		34.8	%		44.5	%		53.9	%		29.3	%		20.1	%
Leasing commission costs per square foot	$	14.70		$	11.53		$	16.54		$	14.18		$	14.45
Tenant improvement costs per square foot		57.29			48.24			52.57			42.72			44.08
Total LC and TI per square foot (3)	$	71.99		$	59.77		$	69.11		$	56.90		$	58.53

	Manhattan Office Portfolio - Same Store (1)
	Three Months Ended
	September 30, 2015			June 30, 2015			March 31, 2015			December 31, 2014			September 30, 2014
Number of properties		7			7			7			7			7
Square feet		6,358,517			6,314,724			6,300,300			6,297,223			6,325,276
Occupancy (2)		86.0	%		86.5	%		86.6	%		88.3	%		88.1	%
Revenue	$	91,912		$	88,665		$	87,514		$	93,262		$	86,550
Operating expenses		(48,612	)		(44,992	)		(49,342	)		(49,474	)		(46,082	)
Net operating income		43,300			43,673			38,172			43,788			40,468
Straight-line rent		(3,722	)		(4,431	)		(3,519	)		(5,162	)		(7,447	)
Above/below-market lease amortization		(1,625	)		(1,664	)		(1,731	)		(2,449	)		(1,892	)
Below-market ground lease amortization		425			426			426			426			426
Cash net operating income	$	38,378		$	38,004		$	33,348		$	36,603		$	31,555
Leasing activity
Total leases executed		50			60			41			47			46
Total square footage executed		273,335			181,581			235,046			127,170			140,913
Average rent psf - leases executed	$	57.64		$	69.67		$	55.61		$	64.36		$	56.00
Previously escalated rents psf	$	41.15		$	45.28		$	33.79		$	48.17		$	44.99
Percentage of new rent over previously escalated rents		40.1	%		53.9	%		64.6	%		33.6	%		24.5	%
Leasing commission costs per square foot	$	16.31		$	13.45		$	18.17		$	16.11		$	17.21
Tenant improvement costs per square foot		62.02			53.16			54.26			42.76			53.98
Total LC and TI per square foot (3)	$	78.33		$	66.61		$	72.43		$	58.87		$	71.19

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 9

Third Quarter 2015

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		2,698,605		83.3	%	$	110,409,613	$	49.12		195
One Grand Central Place	Grand Central		1,191,912		86.3	%		53,081,447		51.60		263
1400 Broadway (8)	Penn Station -Times Sq. South		898,570		91.5	%		34,944,517		42.50		54
112 West 34th Street (9)	Penn Station -Times Sq. South		652,599		72.3	%		22,196,098		47.04		25
250 West 57th Street	Columbus Circle - West Side		481,487		74.9	%		18,423,954		51.09		124
501 Seventh Avenue	Penn Station -Times Sq. South		459,462		95.7	%		18,818,506		42.80		34
1359 Broadway	Penn Station -Times Sq. South		453,112		91.3	%		19,062,966		46.08		33
1350 Broadway (10)	Penn Station -Times Sq. South		372,901		88.1	%		16,266,171		49.51		65
1333 Broadway	Penn Station -Times Sq. South		292,524		100.0	%		13,763,860		47.05		10
Manhattan Office Properties - Office			7,501,172		85.4	%		306,967,132		47.92		803
Manhattan Office Properties - Retail
The Empire State Building (7)	Penn Station -Times Sq. South		136,874		91.5	%		17,370,784		138.70		18
One Grand Central Place	Grand Central		67,475		95.6	%		6,894,960		106.89		13
1400 Broadway (8)	Penn Station -Times Sq. South		17,983		92.3	%		2,029,335		122.26		10
112 West 34th Street (9)	Penn Station -Times Sq. South		93,348		96.5	%		3,651,289		40.53		2
250 West 57th Street	Columbus Circle - West Side		48,633		85.7	%		5,295,918		127.07		6
501 Seventh Avenue	Penn Station -Times Sq. South		34,536		87.1	%		1,731,280		57.55		8
1359 Broadway	Penn Station -Times Sq. South		26,490		37.4	%		1,204,846		121.61		4
1350 Broadway (10)	Penn Station -Times Sq. South		31,774		100.0	%		6,517,626		205.12		6
1333 Broadway	Penn Station -Times Sq. South		62,732		90.4	%		6,238,227		110.00		1
Manhattan Office Properties - Retail			519,845		89.8	%		50,934,265		109.15		68
Sub-Total/Weighted Average
Manhattan Office Properties - Office and Retail			8,021,017		85.7	%		357,901,397		52.08		871
Greater New York Metropolitan Area Office Properties
First Stamford Place (11)	Stamford, CT		794,571		94.0	%		31,275,515		41.87		55
Metro Center	Stamford, CT		282,458		96.9	%		15,337,578		56.04		31
383 Main Street	Norwalk, CT		261,447		96.6	%		8,183,501		32.40		24
500 Mamaroneck Avenue	Harrison, NY		293,557		91.9	%		7,779,708		28.84		34
10 Bank Street	White Plains, NY		229,516		88.8	%		7,333,795		35.98		31
Sub-Total/Weighted Average Greater New York Metropolitan Area Office Properties			1,861,549		93.6	%		69,910,097		40.12		175
Standalone Retail Properties
10 Union Square	Union Square		58,005		100.0	%		6,406,260		110.44		14
1542 Third Avenue	Upper East Side		56,250		100.0	%		3,421,409		60.83		4
1010 Third Avenue	Upper East Side		44,662		100.0	%		3,469,240		77.68		2
77 West 55th Street	Midtown		24,102		100.0	%		2,602,938		108.00		3
69-97 Main Street	Westport, CT		17,103		100.0	%		2,086,842		122.02		5
103-107 Main Street	Westport, CT		4,330		100.0	%		697,353		161.05		1
Sub-Total/Weighted Average Standalone
Retail Properties			204,452		100.0	%		18,684,042		91.39		29
Portfolio Total			10,087,018		87.4	%	$	446,495,536	$	50.63		1,075
Total/Weighted Average Office Properties			9,362,721		87.0	%	$	376,877,229	$	46.25		978
Total/Weighted Average Retail Properties			724,297		92.7	%		69,618,307		103.69		97
Portfolio Total			10,087,018		87.4	%	$	446,495,536	$	50.63		1,075

Notes:

(1) Excludes (i) 146,828 square feet of space across the Company’s portfolio attributable to building management use and tenant amenities and (ii) 69,789 square feet of space attributable to the Company’s observatory.

(2) Based on leases signed and commenced as of September 30, 2015.

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

(4) Represents annualized rent under leases commenced as of September 30, 2015 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 48 years (expiring December 31, 2063).

(9) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 62 years (expiring May 31, 2077).

(10) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 35 years (expiring July 31, 2050).

(11) First Stamford Place consists of three buildings.

Page 10

Third Quarter 2015

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		—		1,004,744		10.0	%	$	—		0.0	%	$	—
Signed leases not commenced		23		262,901		2.6	%		—		0.0	%		—
2015		94		393,475		3.9	%		16,193,387		3.6	%		41.15
2016		158		723,327		7.2	%		34,348,011		7.7	%		47.49
2017		167		737,308		7.3	%		36,554,347		8.2	%		49.58
2018		167		850,332		8.4	%		41,720,853		9.3	%		49.06
2019		116		702,494		7.0	%		33,273,192		7.5	%		47.36
2020		126		887,550		8.8	%		49,751,469		11.1	%		56.05
2021		61		588,460		5.8	%		30,864,323		6.9	%		52.45
2022		43		453,450		4.5	%		25,274,303		5.7	%		55.74
2023		40		552,303		5.5	%		29,387,529		6.6	%		53.21
2024		32		551,626		5.5	%		29,146,488		6.5	%		52.84
2025		32		279,148		2.8	%		15,878,676		3.6	%		56.88
Thereafter		39		2,099,900		20.7	%		104,102,958		23.3	%		49.58
Total		1,098		10,087,018		100.0	%	$	446,495,536		100.0	%	$	50.63

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) 146,828 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 69,789 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 11

Third Quarter 2015

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		—		867,035		11.6	%	$	—		0.0	%	$	—
Signed leases not commenced		13		228,554		3.0	%		—		0.0	%		—
2015		89		372,408		5.0	%		15,448,272		5.0	%		41.48
2016		127		467,241		6.2	%		21,679,909		7.1	%		46.40
2017		138		529,255		7.1	%		25,829,210		8.4	%		48.80
2018		124		554,394		7.4	%		28,962,807		9.4	%		52.24
2019		87		424,764		5.7	%		20,207,338		6.6	%		47.57
2020		89		600,614		8.0	%		30,058,476		9.8	%		50.05
2021		36		396,108		5.3	%		18,972,626		6.2	%		47.90
2022		26		200,351		2.7	%		10,626,099		3.5	%		53.04
2023		27		385,424		5.1	%		18,644,126		6.1	%		48.37
2024		15		337,573		4.5	%		15,685,784		5.1	%		46.47
2025		18		172,968		2.3	%		9,532,331		3.1	%		55.11
Thereafter		27		1,964,483		26.1	%		91,320,154		29.7	%		46.49
Total Manhattan office properties		816		7,501,172		100.0	%		306,967,132		100.0	%		47.92
Greater New York Metropolitan Area Office Properties
Available		—		98,240		5.3	%		—		0.0	%		—
Signed leases not commenced		4		20,620		1.1	%		—		0.0	%		—
2015		4		20,654		1.1	%		712,473		1.0	%		34.50
2016		15		61,856		3.3	%		2,340,365		3.3	%		37.84
2017		23		161,604		8.7	%		6,454,741		9.2	%		39.94
2018		37		275,309		14.8	%		10,383,245		14.9	%		37.71
2019		22		250,194		13.4	%		9,786,163		14.0	%		39.11
2020		26		224,793		12.1	%		9,307,298		13.3	%		41.40
2021		19		162,850		8.7	%		7,222,018		10.3	%		44.35
2022		8		188,707		10.1	%		7,301,025		10.4	%		38.69
2023		6		118,242		6.4	%		5,296,864		7.6	%		44.80
2024		3		181,475		9.7	%		7,573,847		10.8	%		41.73
2025		10		80,308		4.3	%		2,845,434		4.1	%		35.43
Thereafter		2		16,697		1.0	%		686,624		1.0	%		41.12
Total greater New York metropolitan area office properties		179		1,861,549		100.0	%		69,910,097		100.0	%		40.12
Retail Properties
Available		—		39,469		5.4	%		—		0.0	%		—
Signed leases not commenced		6		13,727		1.9	%		—		0.0	%		—
2015		1		413		0.1	%		32,642		0.0	%		79.04
2016		16		194,230		26.8	%		10,327,737		14.8	%		53.17
2017		6		46,449		6.4	%		4,270,396		6.1	%		91.94
2018		6		20,629		2.8	%		2,374,801		3.4	%		115.12
2019		7		27,536		3.8	%		3,279,691		4.7	%		119.11
2020		11		62,143		8.6	%		10,385,695		14.9	%		167.13
2021		6		29,502		4.1	%		4,669,679		6.7	%		158.28
2022		9		64,392		8.9	%		7,347,179		10.6	%		114.10
2023		7		48,637		6.7	%		5,446,539		7.8	%		111.98
2024		14		32,578		4.5	%		5,886,857		8.5	%		180.70
2025		4		25,872		3.6	%		3,500,911		5.0	%		135.32
Thereafter		10		118,720		16.4	%		12,096,180		17.4	%		101.89
Total retail properties		103		724,297		100.0	%		69,618,307		100.0	%		103.69
Total portfolio lease expirations		1,098		10,087,018		100.0	%	$	446,495,536		100.0	%	$	50.63

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) 146,828 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 69,789 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 12

Third Quarter 2015

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		—		236,647		8.8	%	$	—		0.0	%	$	—
Signed leases not commenced		9		213,973		7.9	%		—		0.0	%		—
2015		28		131,208		4.9	%		5,340,501		4.8	%		40.70
2016		16		61,538		2.3	%		2,720,890		2.5	%		44.21
2017		26		94,385		3.5	%		5,322,069		4.8	%		56.39
2018		24		89,070		3.3	%		4,877,971		4.4	%		54.77
2019		14		58,292		2.2	%		2,788,358		2.5	%		47.83
2020		37		299,449		11.1	%		15,717,028		14.2	%		52.49
2021		11		83,520		3.1	%		4,044,550		3.7	%		48.43
2022		11		42,764		1.6	%		2,365,391		2.1	%		55.31
2023		7		38,166		1.4	%		2,027,269		1.8	%		53.12
2024		7		147,706		5.5	%		7,334,098		6.6	%		49.65
2025		5		68,575		2.5	%		3,687,803		3.3	%		53.78
Thereafter		9		1,133,312		41.9	%		54,183,685		49.1	%		47.81
Total Empire State Building office		204		2,698,605		100.0	%	$	110,409,613		100.0	%	$	49.12

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 25,937 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 13

Third Quarter 2015

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. 2023-Oct. 2028	13.0 years		656,224		6.5	%	$	28,416,497		6.4	%
2.	Coty		1		1	Jan. 2030	14.3 years		311,242		3.1	%		15,643,051		3.5	%
3.	PVH Corp.		1		1	Oct. 2028	13.0 years		211,311		2.1	%		9,032,352		2.0	%
4.	Thomson Reuters		4		2	Apr. 2018-Apr. 2020	4.6 years		147,208		1.5	%		7,686,772		1.7	%
6.	LinkedIn		1		1	Feb. 2026	10.4 years		152,411		1.5	%		7,499,224		1.7	%
5.	Li & Fung		3		1	Oct. 2021-Oct. 2027	12.0 years		149,436		1.4	%		6,596,873		1.5	%
7.	Federal Deposit Insurance Corporation		1		1	Feb. 2020	4.4 years		121,879		1.2	%		6,345,612		1.4	%
8.	Urban Outfitters		1		1	Sept. 2029	14.0 years		56,730		0.6	%		6,238,227		1.4	%
9.	Legg Mason		1		1	Sept. 2024	9.0 years		138,868		1.4	%		6,129,370		1.4	%
10.	Duane Reade		3		3	Feb. 2021-Sept. 2027	12.0 years		47,541		0.5	%		6,111,852		1.4	%
11.	Bank of America		3		3	Apr. 2016-Feb. 2018	2.4 years		29,671		0.2	%		5,536,885		1.2	%
12.	Footlocker		2		1	Apr. 2016	0.6 years		170,187		1.7	%		5,476,743		1.2	%
14.	WDGF North America		1		1	May 2020	4.6 years		5,300		0.1	%		4,951,062		1.1	%
13.	Kohl’s		1		1	May 2029	13.6 years		111,834		1.1	%		4,516,010		1.0	%
15.	Aeropostale		2		1	Nov. 2015-Nov. 2016	1.1 years		88,760		0.9	%		4,449,506		1.0	%
16.	On Deck Capital		1		1	Oct. 2015-Oct. 2026	11.1 years		87,941		0.9	%		4,446,163		1.0	%
17.	Shutterstock		1		1	Sept. 2024	9.3 years		89,433		0.9	%		4,079,449		0.9	%
19.	The Interpublic Group of Companies		1		1	Aug. 2024	9.1 years		86,561		0.9	%		3,851,035		0.9	%
18.	Odyssey Reinsurance		1		1	Sept. 2022	7.0 years		101,619		1.0	%		3,850,442		0.9	%
20.	Human Rights Watch		1		1	Oct. 2026	11.1 years		65,660		0.6	%		3,594,316		0.8	%
	Total		33						2,829,816		28.1	%	$	144,451,441		32.4	%

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 September 30, 2015.

(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 14

Third Quarter 2015

Capital Expenditures and Redevelopment Program

(unaudited)

	Three Months Ended
Capital expenditures	September 30, 2015		June 30, 2015		March 31, 2015		December 31, 2014		September 30, 2014
Tenant improvements - first generation	$	29,552	$	13,536	$	27,662	$	29,620	$	28,462
Tenant improvements - second generation		1,792		2,015		1,681		1,020		3,090
Leasing commissions - first generation		4,115		4,613		15,813		2,481		2,945
Leasing commissions - second generation		60		513		372		386		1,401
Building improvements - first generation		12,554		13,833		8,420		13,678		24,328
Building improvements - second generation		650		928		333		2,391		893
Total	$	48,723	$	35,438	$	54,281	$	49,576	$	61,119

Building 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

Building redevelopment program costs ^(1) (2)

• Spent to date: $629 million

• To be invested: $45 to $75 million between 2015 and 2016

Tenant space redevelopment by square feet ^(1) (2)

• Future redevelopment (Empire State Building) - 480,000 square feet

• Future redevelopment (other Manhattan properties) - 1,450,000 square feet

• Redevelopment completed - 6,070,000 square feet

Inventory of vacant space ⁽²⁾

• Developed - 590,000 square feet, 69%

• Undeveloped - 260,000 square feet, 31%

Inventory of undeveloped space ⁽²⁾

• Vacant - 260,000 square feet, 13%

• Expires in 2015 through 2016 - 670,000 square feet, 35%

• Expires in 2017 and thereafter -1,000,000 square feet, 52%

Notes:

⁽¹⁾  These estimates are based on the Company’s current budgets (which do not include base building work in tenant spaces, 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 15

Third Quarter 2015

Observatory Summary

(unaudited and in thousands)

	Three Months Ended
Observatory NOI	September 30, 2015		June 30, 2015		March 31, 2015			December 31, 2014		September 30, 2014
Observatory revenue	$	35,702	$	30,600	$	18,223		$	28,167	$	35,684
Observatory expenses		7,284		7,420		6,977			7,831		7,109
NOI		28,418		23,180		11,246			20,336		28,575
Intercompany rent expense (1)		20,828		18,910		11,664			17,874		19,936
NOI after intercompany rent	$	7,590	$	4,270	$	(418	)	$	2,462	$	8,639

Note:

⁽¹⁾  The observatory pays a market-based rent payment comprised of fixed and percentage rent to the Empire State Building. Intercompany rent is eliminated upon consolidation.

Annual Observatory Revenues 2010 to 2014

Page 16

Third Quarter 2015

Condensed Consolidated Balance Sheets

(unaudited and dollars in thousands)

	September 30, 2015			June 30, 2015			March 31, 2015			December 31, 2014			September 30, 2014
Assets
Commercial real estate properties, at cost:
Land	$	201,196		$	201,196		$	201,196		$	201,196		$	201,172
Development costs		7,479			7,388			7,332			6,986			6,971
Building and improvements		2,036,187			1,996,318			1,967,260			1,931,681			1,899,467
		2,244,862			2,204,902			2,175,788			2,139,863			2,107,610
Less: accumulated depreciation		(445,549	)		(423,279	)		(399,851	)		(377,552	)		(354,730	)
Commercial real estate properties, net		1,799,313			1,781,623			1,775,937			1,762,311			1,752,880
Cash and cash equivalents		46,388			34,221			36,463			45,732			52,918
Restricted cash		64,899			69,709			61,007			60,273			63,821
Tenant and other receivables, net		32,406			16,431			12,759			23,745			29,837
Deferred rent receivables, net		116,208			111,897			106,226			102,104			94,837
Prepaid expenses and other assets		33,759			47,857			30,715			48,504			31,091
Deferred costs, net		338,466			352,940			368,637			370,460			392,397
Acquired below-market ground leases, net		385,849			387,807			389,765			391,887			392,756
Goodwill		491,479			491,479			491,479			491,479			491,479
Total assets	$	3,308,767		$	3,293,964		$	3,272,988		$	3,296,495		$	3,302,016
Liabilities and Equity
Mortgage notes payable	$	754,738		$	759,405		$	855,032		$	903,985		$	1,005,569
Senior unsecured notes		589,670			589,002			588,335			237,667			236,999
Unsecured term loan facility		265,000			—			—			—			—
Unsecured revolving credit facility		20,000			285,000			165,000			—			—
Term loan and credit facility		—			—			—			470,000			355,600
Accounts payable and accrued expenses		106,699			101,674			101,797			96,563			97,413
Acquired below-market leases, net		112,312			121,286			129,736			138,859			148,493
Deferred revenue and other liabilities		38,066			18,713			20,994			27,876			24,728
Tenants’ security deposits		49,672			46,338			44,388			40,448			40,111
Total liabilities		1,936,157			1,921,418			1,905,282			1,915,398			1,908,913
Total equity		1,372,610			1,372,546			1,367,706			1,381,097			1,393,103
Total liabilities and equity	$	3,308,767		$	3,293,964		$	3,272,988		$	3,296,495		$	3,302,016

Page 17

Third Quarter 2015

Condensed Consolidated Statements of Income

(unaudited and in thousands, except per share amounts)

	Three Months Ended
	September 30, 2015			June 30, 2015			March 31, 2015			December 31, 2014			September 30, 2014
Revenues
Rental revenue	$	110,903		$	112,866		$	110,058		$	112,259		$	106,152
Tenant expense reimbursement		23,096			18,582			18,200			18,160			20,034
Observatory revenue		35,702			30,600			18,223			28,167			35,684
Construction revenue		—			374			1,607			4,918			5,804
Third party management and other fees		618			594			446			451			561
Other revenue and fees		5,460			1,757			3,348			6,456			1,206
Total revenues		175,779			164,773			151,882			170,411			169,441
Operating expenses
Property operating expenses		41,664			37,935			42,452			41,748			38,291
Ground rent expenses		2,331			2,332			2,331			2,375			2,066
Marketing, general, and administrative expenses		10,182			9,113			9,100			9,251			10,071
Observatory expenses		7,284			7,420			6,977			7,831			7,109
Construction expenses		—			353			2,869			5,423			6,095
Real estate taxes		23,613			22,952			22,978			23,702			21,870
Acquisition expenses		193			—			—			—			2,647
Depreciation and amortization		45,169			39,629			41,418			48,799			37,880
Total operating expenses		130,436			119,734			128,125			139,129			126,029
Total operating income		45,343			45,039			23,757			31,282			43,412
Other income (expense)
Interest expense		(16,680	)		(17,571	)		(16,047	)		(19,816	)		(17,674	)
Income before income taxes		28,663			27,468			7,710			11,466			25,738
Income tax (expense) benefit		(2,578	)		(883	)		178			(502	)		(3,004	)
Net income		26,085			26,585			7,888			10,964			22,734
Perpetual preferred unit distributions		(234	)		(234	)		(234	)		(235	)		(241	)
Net income attributable to non-controlling interests		(14,631	)		(15,231	)		(4,516	)		(6,587	)		(14,171	)
Net income attributable to Empire State Realty Trust, Inc.	$	11,220		$	11,120		$	3,138		$	4,142		$	8,322
Weighted average common shares outstanding
Basic		115,900			112,852			109,400			103,022			97,729
Diluted		265,873			265,867			265,810			265,779			263,041
Net income per share attributable to Empire State Realty Trust, Inc.
Basic and Diluted	$	0.10		$	0.10		$	0.03		$	0.04		$	0.09
Dividends per share	$	0.085		$	0.085		$	0.085		$	0.085		$	0.085

Page 18

Third Quarter 2015

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)

	Three Months Ended
Reconciliation of Net Income to FFO, Modified FFO and Core FFO	September 30, 2015			June 30, 2015			March 31, 2015			December 31, 2014			September 30, 2014
Net Income	$	26,085		$	26,585		$	7,888		$	10,964		$	22,734
Preferred unit distributions		(234	)		(234	)		(234	)		(235	)		(241	)
Real estate depreciation and amortization		45,072			39,542			41,233			48,711			37,797
FFO attributable to common stockholders and non-controlled interests		70,923			65,893			48,887			59,440			60,290
Amortization of below-market ground lease		1,957			1,958			1,958			2,001			1,750
Modified FFO attributable to common stockholders and non-controlled interests		72,880			67,851			50,845			61,441			62,040
Acquisition break-up fee		(2,500	)		—			—			—			—
Acquisition expenses		193			—			—			—			2,647
Deferred financing costs write-off and prepayment penalty		—			404			1,345			3,771			—
Construction severance expenses, net of taxes		—			—			480			—			—
Private perpetual preferred exchange offering expenses		—			—			—			—			407
Core FFO attributable to common stockholders and non-controlled interests	$	70,573		$	68,255		$	52,670		$	65,212		$	65,094
Total weighted average shares and Operating Partnership Units
Basic and Diluted		265,873			265,867			265,810			265,779			263,041
FFO attributable to common stockholders and non-controlled interests per share
Basic and Diluted	$	0.27		$	0.25		$	0.18		$	0.22		$	0.23
Modified FFO attributable to common stockholders and non-controlled interests per share
Basic and Diluted	$	0.27		$	0.26		$	0.19		$	0.23		$	0.24
Core FFO attributable to common stockholders and non-controlled interests per share
Basic and Diluted	$	0.27		$	0.26		$	0.20		$	0.25		$	0.25
Reconciliation of Core FFO to Core FAD
Core FFO	$	70,573		$	68,255		$	52,670		$	65,212		$	65,094
Add:
Amortization of deferred financing costs		1,086			1,054			1,076			1,541			2,653
Non-real estate depreciation and amortization		97			87			185			88			83
Amortization of non-cash compensation expense		1,334			1,230			1,694			813			939
Amortization of debt discount		668			668			668			668			356
Deduct:
Straight-line rental revenues		(5,441	)		(5,622	)		(4,102	)		(7,613	)		(8,543	)
Amortization of debt premiums		(1,737	)		(1,737	)		(1,869	)		(1,753	)		(1,622	)
Above/below-market rent revenue		(4,795	)		(4,576	)		(5,291	)		(5,613	)		(4,568	)
FF&E purchases		(86	)		—			—			—			—
Tenant improvements - second generation		(1,792	)		(2,015	)		(1,681	)		(1,020	)		(3,090	)
Building improvements - second generation		(650	)		(928	)		(333	)		(2,391	)		(893	)
Leasing commissions - second generation		(60	)		(513	)		(372	)		(386	)		(1,401	)
Core FAD	$	59,197		$	55,903		$	42,645		$	49,546		$	49,008
Core FAD attributable to common stockholders and non-controlled interests per share
Basic and Diluted	$	0.22		$	0.21		$	0.16		$	0.19		$	0.19
Reconciliation of Net Income to EBITDA
Net income	$	26,085		$	26,585		$	7,888		$	10,964		$	22,734
Perpetual preferred unit distributions		(234	)		(234	)		(234	)		(235	)		(241	)
Interest expense		16,680			17,571			16,047			19,816			17,674
Income tax expense (benefit)		2,578			883			(178	)		502			3,004
Depreciation and amortization		45,169			39,629			41,418			48,799			37,880
Acquisition expenses		193			—			—			—			2,647
EBITDA	$	90,471		$	84,434		$	64,941		$	79,846		$	83,698

Page 19

Third Quarter 2015

Net Operating Income (“NOI”)

(unaudited and dollars in thousands)

	Three Months Ended
Reconciliation of Net Income to NOI, Cash NOI and Same Store Cash NOI	September 30, 2015			June 30, 2015			March 31, 2015			December 31, 2014			September 30, 2014
Net income	$	26,085		$	26,585		$	7,888		$	10,964		$	22,734
Add:
Marketing, general and administrative expenses		10,182			9,113			9,100			9,251			10,071
Depreciation and amortization		45,169			39,629			41,418			48,799			37,880
Interest expense		16,680			17,571			16,047			19,816			17,674
Construction expenses		—			353			2,869			5,423			6,095
Acquisition expenses		193			—			—			—			2,647
Income tax expense (benefit)		2,578			883			(178	)		502			3,004
Less:
Construction revenue		—			(374	)		(1,607	)		(4,918	)		(5,804	)
Third-party management and other fees		(618	)		(594	)		(446	)		(451	)		(561	)
Acquisition break-up fee		(2,500	)		—			—			—			—
Net operating income		97,769			93,166			75,091			89,386			93,740
Straight-line rent		(5,441	)		(5,622	)		(4,102	)		(7,613	)		(8,543	)
Above/below-market lease amortization		(4,795	)		(4,576	)		(5,291	)		(5,613	)		(4,568	)
Below-market ground lease amortization		1,957			1,958			1,958			2,001			1,750
Cash net operating income		89,490			84,926			67,656			78,161			82,379
Less: 112 West 34th St. and 1400 Broadway cash NOI		(8,019	)		(9,594	)		(8,479	)		(7,553	)		(7,381	)
Less: Observatory NOI		(28,418	)		(23,180	)		(11,246	)		(20,336	)		(28,575	)
Total portfolio (excluding observatory) same-store cash net operating income	$	53,053		$	52,152		$	47,931		$	50,272		$	46,423

Page 20

Third Quarter 2015

Debt Summary

(unaudited and dollars in thousands)

	September 30, 2015							June 30, 2015
			Weighted Average							Weighted Average
Debt Summary	Balance		Interest Rate			Maturity (Years)		Balance		Interest Rate			Maturity (Years)
Fixed rate mortgage debt	$	738,158		5.53	%		3.0	$	741,089		5.53	%		3.2
Senior unsecured notes		600,000		3.47	%		8.6		600,000		3.47	%		8.9
Total fixed rate debt		1,338,158		4.61	%		5.5		1,341,089		4.61	%		5.7
Unsecured revolving credit facility		20,000		1.34	%		3.3		285,000		1.34	%		3.6
Unsecured term loan facility (1)		265,000		1.79	%		6.9		—		—			—
Total variable rate debt		285,000		1.76	%		6.7		285,000		1.34	%		3.6
Total debt		1,623,158		4.11	%		5.7		1,626,089		4.04	%		5.4
Premium/discount		6,250							7,318
Total	$	1,629,408						$	1,633,407

Notes:

⁽¹⁾  Beginning August 2017, LIBOR is fixed at 2.1485% under a variable to fixed interest rate swap agreement.

Available Capacity	Facility		Outstanding at September 30, 2015		Letters of Credit		Available Capacity at September 30, 2015
Unsecured revolving credit facility (1)	$	800,000	$	20,000	$	—	$	780,000

Covenant Summary	Required			Current Quarter			In Compliance
Maximum Total Leverage(2)		< 60	%		30.3	%	Yes
Maximum Secured Debt		< 40	%		14.1	%	Yes
Minimum Fixed Charge Coverage		> 1.50	x		4.0	x	Yes
Minimum Unencumbered Interest Coverage		> 1.75	x		7.5	x	Yes
Maximum Unsecured Leverage		< 60	%		25.0	%	Yes
Maximum Secured Recourse Indebtedness		< 10	%		0	%	Yes
Minimum Tangible Net Worth	$	745,356		$	954,683		Yes

Notes:

⁽¹⁾  The unsecured revolving credit facility has an accordion feature allowing for an increase in maximum aggregate principal balance to $1.25 billion under certain circumstances. This facility matures in January 2019 with two additional six-month extension options.

⁽²⁾  Represents the ratio of total indebtedness to total asset value as defined and determined in accordance with the credit facility agreement.

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Third Quarter 2015

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	%	$	20,380		5/1/2017		30 years
10 Bank Street		5.72	%		5.72	%		32,375		6/1/2017		30 years
1542 Third Avenue		5.90	%		5.90	%		18,327		6/1/2017		30 years
First Stamford Place		5.65	%		5.65	%		239,675		7/5/2017		30 years
383 Main Avenue, Norwalk, CT		5.59	%		5.59	%		29,418		7/5/2017		30 years
1010 Third Avenue and 77 West 55th Street		5.69	%		5.69	%		27,200		7/5/2017		30 years
1333 Broadway		6.32	%		6.32	%		68,883		1/5/2018		30 years
1400 Broadway (first lien mortgage loan)		6.12	%		6.12	%		68,977		2/5/2018		30 years
1400 Broadway (second lien mortgage loan)		3.35	%		3.35	%		9,651		2/5/2018		30 years
112 West 34th Street (first lien mortgage loan)		6.01	%		6.01	%		76,682		4/5/2018		30 years
112 West 34th Street (second lien mortgage loan)		6.56	%		6.56	%		9,671		4/5/2018		30 years
1350 Broadway		5.87	%		5.87	%		38,489		4/5/2018		30 years
Metro Center		3.59	%		3.59	%		98,430		11/5/2024		30 years
Total mortgage debt								738,158
Unsecured revolving credit facility		LIBOR plus 1.15	%		1.34	%		20,000		1/23/2019		Interest only
Exchangeable senior unsecured notes		2.63	%		2.63	%		250,000		8/15/2019		Interest only
Unsecured term loan facility		LIBOR plus 1.60	%		1.79	%		265,000		8/24/2022		Interest only
Senior unsecured notes (Series A)		3.93	%		3.93	%		100,000		3/27/2025		Interest only
Senior unsecured notes (Series B)		4.09	%		4.09	%		125,000		3/27/2027		Interest only
Senior unsecured notes (Series C)		4.18	%		4.18	%		125,000		3/27/2030		Interest only
Total / weighted average debt					4.11	%		1,623,158
Premium/discounts								6,250
Total							$	1,629,408

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Third Quarter 2015

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	$	3,014	$	—	$	3,014		0.2	%		n/a
2016		12,387		—		12,387		0.8	%		n/a
2017		10,070		355,761		365,831		22.5	%		5.69	%
2018		2,880		262,210		265,090		16.3	%		6.02	%
2019		2,188		270,000		272,188		16.8	%		2.53	%
Thereafter		11,974		692,674		704,648		43.4	%		3.16	%
Total debt	$	42,513	$	1,580,645		1,623,158		100.0	%		4.11	%
Premium/discount						6,250
Total					$	1,629,408

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	$	27	$	168	$	183	$	378
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
	$	3,006	$	16,368	$	45,324	$	64,698

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Third Quarter 2015

Supplemental Definitions

Funds From Operations (“FFO”)

We compute 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 we believe, 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. We present FFO because we consider it an important supplemental measure of our operating performance and believe 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 our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of its performance is limited. There can be no assurance that FFO presented by us 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. We consider this a useful supplemental measure in evaluating our operating performance due to the non-cash accounting treatment under GAAP, which stems from the July 2014 acquisition of two properties as they carry significantly below market ground leases, the amortization of which is material to our overall results. We present Modified FFO because we consider it an important supplemental measure of our 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 us 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, acquisition expenses, and gain on settlement of lawsuit related to the Observatory, net of income taxes, deferred financing cost write-off, prepayment penalties, construction severance expenses and acquisition break-up fee. 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. In future periods, we may also exclude other items from Core FFO that we believe may help investors compare our results.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, we present 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 expenses and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that we believe provides useful information regarding our ability to fund our 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 us is comparable to similarly titled measures of other REITs.

Net Operating Income (NOI)

NOI is a non-GAAP financial measure of performance. NOI is used by investors and our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by; (i) the cost of funds of the property owner, (i) 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 break-up fee, 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 us 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 our 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 our operating results to the operating results of other real estate companies that have not made similarly timed, purchases or sales. We believe that eliminating these costs from net income is useful because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating our 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, 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 our 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 our properties but does not measure our 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. Other companies may use different methods for calculating NOI or similarly entitled measures and, accordingly, our NOI may not-be comparable to similarly entitled measures reported by other companies that do not define the measure exactly as we do.

EBITDA

We compute EBITDA as net income plus perpetual preferred unit distributions, interest expense, income taxes, depreciation and amortization and acquisition expenses. We present EBITDA because we believe 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 our 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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