XML 28 R9.htm IDEA: XBRL DOCUMENT v2.4.0.8
Acquisitions Acquisitions
6 Months Ended
Jun. 30, 2014
Business Combinations [Abstract]  
Business Combination Disclosure
Acquisitions
On July 15, 2014, we acquired the ground and operating lease at 112 West 34th Street (and the fee title to 122 West 34th Street) for $423.6 million, consisting of $87.7 million by assumption of existing mortgage debt, $106.9 million in cash and $229.0 million in shares of Class A and Class B common stock and Series PR OP units. In connection with this transaction, we issued 1,217,685 shares of Class A common stock and 77,495 shares of Class B common stock at a share price of $16.65 and 12,457,379 Series PR OP Units at a unit price of $16.65.
On July 15, 2014, we acquired the ground lease at 1400 Broadway for $310.0 million, consisting of $80.0 million by assumption of existing mortgage debt, $79.7 million in cash and $150.3 million in shares of Class A and Class B common stock and Series PR OP units. In connection with this transaction, we issued 1,338,488 shares of Class A common stock and 32,452 shares of Class B common stock at a share price of $16.65 and 7,658,516 Series PR OP Units at a unit price of $16.65.
The purchase price is allocated between net tangible and intangible assets based on their estimated fair values as determined by management using information available at the time the acquisition closed. The following table is the preliminary allocation of the purchase price for the assets and liabilities acquired (amounts in thousands). The fair value asset and liability allocations are preliminary and may be adjusted as final information becomes available.
Consideration paid:
 
Cash and issuance of Class A Common Stock, Class B Common Stock, and Series PR OP units
$
565,916

Debt assumed
167,684

Total consideration paid
$
733,600

 
 
Net assets acquired:
 
Land and building and improvements
439,965

Acquired below-market ground lease
261,899

Acquired above-market leases
24,133

Acquired in place lease value and deferred leasing costs
64,473

Mortgage notes payable
(183,401
)
Acquired below-market leases
(41,153
)
Total net assets acquired
$
565,916


The acquisitions occurred subsequent to June 30, 2014. The results of operations from these acquired properties are not included in our condensed consolidated statements of income for the three and six months ended June 30, 2014 and 2013.
The following summary of selected unaudited pro forma results of operations presents information as if the acquisitions had occurred on January 1, 2013. The unaudited pro forma information is provided for informational purposes only and is not indicative of results that would have occurred or which may occur in the future (amounts in thousands, expect per share amounts):
 
For the three months ended June 30,
 
For the six months ended June 30,
 
2014
 
2013
 
2014
 
2013
 
The Company
 
The Predecessor
 
The Company
 
The Predecessor
Total revenues
$
172,355

 
$
77,069

 
$
330,164

 
$
156,488

Net income
25,940

 
3,323

 
36,471

 
3,490

Net income attributable to Empire State Realty Trust, Inc.
9,494

 

 
13,348

 

Net income attributable to Empire State Realty Trust, Inc. per share - basic and diluted
$
0.09

 
$

 
$
0.13

 
$