Investments in Partially Owned Entities

3 Months Ended

Mar. 31, 2014

Equity Method Investments and Joint Ventures [Abstract]

7. Investments in Partially Owned Entities

Toys “R” Us (“Toys”)

As of March 31, 2014, we own 32.6% of Toys. We account for our investment in Toys under the equity method and record our share of Toys' net income or loss on a one-quarter lag basis because Toys' fiscal year ends on the Saturday nearest January 31, and our fiscal year ends on December 31. The business of Toys is highly seasonal and substantially all of Toys' net income is generated in its fourth quarter.

In the fourth quarter of 2013, we wrote down our investment in Toys to its estimated fair value and disclosed that to the extent the fair value of our investment did not change, we would recognize a non-cash impairment loss equal to our share of Toys' fourth quarter net earnings in our first quarter of 2014.

In the first quarter of 2014, we recognized (i) $1,847,000 of income applicable to Toys, representing management fees earned and received, and (ii) our share of the equity in earnings of Toys' fourth quarter totaling $75,196,000 and a corresponding non-cash impairment loss of the same amount.

Below is a summary of Toys' latest available financial information on a purchase accounting basis:

(Amounts in thousands)			Balance as of
Balance Sheet:			February 1, 2014		November 2, 2013
	Assets		$	10,400,000	$	11,756,000
	Liabilities			9,018,000		10,437,000
	Noncontrolling interests			78,000		75,000
	Toys “R” Us, Inc. equity⁽¹⁾			1,304,000		1,244,000

			For the Three Months Ended
Income Statement:			February 1, 2014		February 2, 2013
	Total revenues		$	5,267,000	$	5,770,000
	Net income attributable to Toys			82,500		241,000


(1)		At March 31, 2014, the carrying amount of our investment in Toys is less than our share of Toys' equity by approximately $349,759. This basis difference results primarily from non-cash impairment losses aggregating $355,953 that we have recognized through March 31, 2014. We have allocated the basis difference primarily to Toys' real estate, which is being amortized over its remaining estimated useful life.

7. Investments in Partially Owned Entities – continued

Alexander's, Inc. (“Alexander's”) (NYSE: ALX)

As of March 31, 2014, we own 1,654,068 Alexander's common shares, or approximately 32.4% of Alexander's common equity. We manage, lease and develop Alexander's properties pursuant to agreements which expire in March of each year and are automatically renewable. As of March 31, 2014, we have a $42,492,000 receivable from Alexander's for fees under these agreements.

As of March 31, 2014, the market value (“fair value” pursuant to ASC 820) of our investment in Alexander's, based on Alexander's March 31, 2014 closing share price of $360.99, was $597,102,000, or $429,978,000 in excess of the carrying amount on our consolidated balance sheet. As of March 31, 2014, the carrying amount of our investment in Alexander's, excluding amounts owed to us, exceeds our share of the equity in the net assets of Alexander's by approximately $41,873,000. The majority of this basis difference resulted from the excess of our purchase price for the Alexander's common stock acquired over the book value of Alexander's net assets. Substantially all of this basis difference was allocated, based on our estimates of the fair values of Alexander's assets and liabilities, to real estate (land and buildings). We are amortizing the basis difference related to the buildings into earnings as additional depreciation expense over their estimated useful lives. This depreciation is not material to our share of equity in Alexander's net income. The basis difference related to the land will be recognized upon disposition of our investment.

Below is a summary of Alexander's latest available financial information:

(Amounts in thousands)		Balance as of
Balance Sheet:		March 31, 2014		December 31, 2013
	Assets	$	1,452,000	$	1,458,000
	Liabilities		1,118,000		1,124,000
	Stockholders' equity		334,000		334,000

		For the Three Months Ended March 31,
Income Statement:		2014		2013
	Total revenues	$	49,000	$	49,000
	Net income attributable to Alexander’s		15,000		14,000

LNR Property LLC (“LNR”)

In January 2013, we and the other equity holders of LNR entered into a definitive agreement to sell LNR for $1.053 billion, of which our share of the net proceeds was $240,474,000. The definitive agreement provided that LNR would not (i) make any cash distributions to the equity holders, including us, through the completion of the sale, which occurred on April 19, 2013, and (ii) take any of the following actions (among others) without the purchaser's approval, the lending or advancing of any money, the acquisition of assets in excess of specified amounts, or the issuance of equity interests. Notwithstanding the terms of the definitive agreement, in accordance with GAAP, we recorded our pro rata share of LNR's earnings on a one-quarter lag basis through the date of sale, which increased the carrying amount of our investment in LNR above our share of the net sales proceeds and resulted in us recognizing a $27,231,000 “other-than-temporary” impairment loss on our investment in the three months ended March 31, 2013.

7. Investments in Partially Owned Entities – continued

Below are schedules summarizing our investments in, and income from, partially owned entities.

			Percentage
(Amounts in thousands)			Ownership at		Balance as of
Investments:			March 31, 2014		March 31, 2014		December 31, 2013
	Toys ($80,062 in each period, excluding our share of
		Toys' other comprehensive loss/income)		32.6%	$	75,932	$	83,224

	Alexander’s			32.4%	$	167,124	$	167,785
	India real estate ventures			4.1%-36.5%		88,563		88,467
	Partially owned office buildings⁽¹⁾			Various		628,881		621,294
	Other investments⁽²⁾			Various		284,428		288,897
					$	1,168,996	$	1,166,443


(1)		Includes interests in 280 Park Avenue, 650 Madison Avenue, One Park Avenue, 666 Fifth Avenue (Office), 330 Madison Avenue and others.
(2)		Includes interests in Independence Plaza, Monmouth Mall, 85 10th Avenue, Fashion Center Mall, 50-70 West 93rd Street and others.

				Percentage		For the Three Months
(Amounts in thousands)				Ownership at		Ended March 31,
Our Share of Net Income (Loss):				March 31, 2014		2014		2013
	Toys:				32.6%
		Equity in net earnings				$	75,196	$	78,542
		Non-cash impairment losses					(75,196)		(78,542)
		Management fees					1,847		1,759
						$	1,847	$	1,759

	Alexander's:				32.4%
		Equity in net income				$	4,759	$	4,589
		Management, leasing and development fees					1,626		1,487
							6,385		6,076

	India real estate ventures				4.1%-36.5%		(137)		(767)

	Partially owned office buildings⁽¹⁾				Various		(2,395)		(582)

	Other investments⁽²⁾				Various		(3,721)		(1,713)

	Lexington⁽³⁾				n/a		-		(979)

	LNR (see page 13 for details):				n/a
		Equity in net income					-		45,962
		Impairment loss					-		(27,231)
							-		18,731

						$	132	$	20,766


(1)			Includes interests in 280 Park Avenue, 650 Madison Avenue, One Park Avenue, 666 Fifth Avenue (Office), 330 Madison Avenue and others.
(2)			Includes interests in Independence Plaza, Monmouth Mall, 85 10th Avenue, Fashion Center Mall, 50-70 West 93rd Street and others.
(3)			In the first quarter of 2013, we began accounting for our investment in Lexington as a marketable equity security - available for sale. The 2013 amount represents our share of Lexington's 2012 fourth quarter earnings which was recorded on a one-quarter lag basis.

7. Investments in Partially Owned Entities – continued

Below is a summary of the debt of our partially owned entities as of March 31, 2014 and December 31, 2013, none of which is recourse to us.

			Percentage		Interest	100% of
			Ownership at		Rate at	Partially Owned Entities’ Debt at
(Amounts in thousands)			March 31,		March 31,	March 31,		December 31,
			2014	Maturity	2014	2014		2013
Toys:
	Notes, loans and mortgages payable		32.6%	2014-2021	7.14%	$	4,977,482	$	5,702,247

Alexander's:
	Mortgages payable		32.4%	2015-2021	2.59%	$	1,035,022	$	1,049,959

India Real Estate Ventures:
	TCG Urban Infrastructure Holdings mortgages
		payable	25.0%	2014-2022	13.23%	$	202,496	$	199,021

Partially owned office buildings⁽¹⁾:			Various	2014-2023	5.74%	$	3,632,588	$	3,622,759

Other⁽²⁾:			Various	2014-2023	4.56%	$	1,705,703	$	1,709,509


(1)		Includes 280 Park Avenue, 650 Madison Avenue, One Park Avenue, 666 Fifth Avenue (Office), 330 Madison Avenue and others.
(2)		Includes Independence Plaza, Monmouth Mall, Fashion Center Mall, 50-70 West 93rd Street and others.

Based on our ownership interest in the partially owned entities above, our pro rata share of the debt of these partially owned entities was $3,953,375,000 and $4,189,403,000 at March 31, 2014 and December 31, 2013, respectively.

- Definition

The entire disclosure for equity method investments and joint ventures. Equity method investments are investments that give the investor the ability to exercise significant influence over the operating and financial policies of an investee. Joint ventures are entities owned and operated by a small group of businesses as a separate and specific business or project for the mutual benefit of the members of the group.

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