0000899689-21-000032.txt : 20210504 0000899689-21-000032.hdr.sgml : 20210504 20210504081818 ACCESSION NUMBER: 0000899689-21-000032 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 19 CONFORMED PERIOD OF REPORT: 20210503 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20210504 DATE AS OF CHANGE: 20210504 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VORNADO REALTY TRUST CENTRAL INDEX KEY: 0000899689 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 221657560 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11954 FILM NUMBER: 21886092 BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-894-7000 MAIL ADDRESS: STREET 1: 888 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VORNADO REALTY LP CENTRAL INDEX KEY: 0001040765 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 133925979 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-34482 FILM NUMBER: 21886093 BUSINESS ADDRESS: STREET 1: 210 ROUTE 4 EAST CITY: PARAMUS STATE: NJ ZIP: 07652 BUSINESS PHONE: 212-894-7000 MAIL ADDRESS: STREET 1: 888 SEVENTH AVE CITY: NEW YORK STATE: NY ZIP: 10019 8-K 1 vno-20210503.htm 8-K vno-20210503
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
May 3, 2021
 
VORNADO REALTY TRUST
(Exact Name of Registrant as Specified in Charter)
Maryland No.001-11954 No.22-1657560
(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
VORNADO REALTY L.P.
(Exact Name of Registrant as Specified in Charter)
Delaware No.001-34482 No.13-3925979
(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
 
888 Seventh Avenue 
 New York,New York10019
(Address of Principal Executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: (212) 894-7000
Former name or former address, if changed since last report: N/A
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 (see General Instructions A.2.):
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))
Securities registered pursuant to Section 12(b) of the Act:
Registrant
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Vornado Realty Trust
Common Shares of beneficial interest, $.04 par value per share
VNO
New York Stock Exchange
Cumulative Redeemable Preferred Shares of beneficial interest, liquidation preference $25.00 per share:
Vornado Realty Trust
5.70% Series K
VNO/PK
New York Stock Exchange
Vornado Realty Trust
5.40% Series L
VNO/PL
New York Stock Exchange
Vornado Realty Trust
5.25% Series M
VNO/PM
New York Stock Exchange
Vornado Realty Trust
5.25% Series N
VNO/PN
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨    




Item 2.02. Results of Operations and Financial Condition.
    On May 3, 2021, Vornado Realty Trust (the “Company”), the general partner of Vornado Realty L.P., issued a press release announcing its financial results for the first quarter of 2021.  That press release referred to certain supplemental financial information that is available on the Company’s website.  That press release and the supplemental financial information are attached to this Current Report on Form 8-K as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.
    Exhibits 99.1 and 99.2 hereto 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 under that Section and shall not be deemed to be incorporated by reference into any filing of the Company or Vornado Realty L.P. under the Securities Act of 1933, as amended, or the Exchange Act.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
The following exhibits are being furnished as part of this Current Report on Form 8-K:
Vornado Realty Trust press release dated May 3, 2021
Vornado Realty Trust supplemental operating and financial data for the quarter ended March 31, 2021
104Cover Page Interactive Data File (embedded within the Inline XBRL document)


2



SIGNATURE 
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 VORNADO REALTY TRUST
 (Registrant)
   
 By:/s/ Matthew Iocco
 Name:Matthew Iocco
 Title:Chief Accounting Officer (duly authorized
officer and principal accounting officer)
Date: May 4, 2021
 
SIGNATURE
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 VORNADO REALTY L.P.
 (Registrant)
By:VORNADO REALTY TRUST,
  Sole General Partner
 By:/s/ Matthew Iocco
 Name:Matthew Iocco
 Title:Chief Accounting Officer of Vornado
Realty Trust, sole General Partner of Vornado Realty
L.P. (duly authorized officer and principal accounting
officer)
Date: May 4, 2021


3

EX-99.1 2 vno-33121xxex991xearningsr.htm EX-99.1 Document
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P R E S S R E L E A S E                                        EXHIBIT 99.1
Vornado Announces First Quarter 2021 Financial Results
New York City | May 3, 2021
Vornado Realty Trust (NYSE: VNO) reported today:
Quarter Ended March 31, 2021 Financial Results
NET INCOME attributable to common shareholders for the quarter ended March 31, 2021 was $4,083,000, or $0.02 per diluted share, compared to $4,963,000, or $0.03 per diluted share, for the prior year's quarter. Adjusting for the items that impact period-to-period comparability listed in the table below, net income attributable to common shareholders, as adjusted (non-GAAP) for the quarters ended March 31, 2021 and 2020 was $12,446,000 and $31,947,000, or $0.06 and $0.17 per diluted share, respectively.
FUNDS FROM OPERATIONS ("FFO") attributable to common shareholders plus assumed conversions (non-GAAP) for the quarter ended March 31, 2021 was $118,407,000, or $0.62 per diluted share, compared to $130,360,000, or $0.68 per diluted share, for the prior year's quarter. Adjusting for the items that impact period-to-period comparability listed in the table on the following page, FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the quarters ended March 31, 2021 and 2020 was $124,359,000 and $146,829,000, or $0.65 and $0.77 per diluted share, respectively.

The following table reconciles our net income attributable to common shareholders to net income attributable to common shareholders, as adjusted (non-GAAP):
(Amounts in thousands, except per share amounts)For the Three Months Ended
March 31,
 20212020
Net income attributable to common shareholders$4,083 $4,963 
Per diluted share$0.02 $0.03 
Certain expense (income) items that impact net income attributable to common shareholders:
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)$8,990 $12,393 
Our share of (income) loss from real estate fund investments(260)56,158 
After-tax net gain on sale of 220 Central Park South ("220 CPS") condominium units— (59,911)
Credit losses on loans receivable— 7,261 
Mark-to-market decrease in Pennsylvania Real Estate Investment Trust ("PREIT") common shares (sold on January 23, 2020)— 4,938 
Other194 7,896 
8,924 28,735 
Noncontrolling interests' share of above adjustments(561)(1,751)
Total of certain expense (income) items that impact net income attributable to common shareholders$8,363 $26,984 
Net income attributable to common shareholders, as adjusted (non-GAAP)$12,446 $31,947 
Per diluted share (non-GAAP)$0.06 $0.17 
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The following table reconciles our FFO attributable to common shareholders plus assumed conversions (non-GAAP) to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP):
(Amounts in thousands, except per share amounts)For the Three Months Ended
March 31,
 20212020
FFO attributable to common shareholders plus assumed conversions (non-GAAP)(1)
$118,407 $130,360 
Per diluted share (non-GAAP)$0.62 $0.68 
Certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions:
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)$6,228 $9,825 
Our share of (income) loss from real estate fund investments(260)56,158 
After-tax net gain on sale of 220 CPS condominium units— (59,911)
Credit losses on loans receivable— 7,261 
Other383 4,205 
6,351 17,538 
Noncontrolling interests' share of above adjustments(399)(1,069)
Total of certain expense (income) items that impact FFO attributable to common shareholders plus assumed conversions, net$5,952 $16,469 
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP)$124,359 $146,829 
Per diluted share (non-GAAP)$0.65 $0.77 
____________________________________________________________
(1)    See page 10 for a reconciliation of our net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three months ended March 31, 2021 and 2020.
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COVID-19 Pandemic
Our business has been adversely affected as a result of the COVID-19 pandemic and the preventive measures taken to curb the spread of the virus. Some of the effects on us include the following:
With the exception of grocery stores and other "essential" businesses, many of our retail tenants closed their stores in March 2020 and began reopening when New York City entered phase two of its state-mandated reopening plan on June 22, 2020, however, there continue to be limitations on occupancy and other restrictions that affect their ability to resume full operations.
While our buildings remain open, many of our office tenants are working remotely.
We temporarily closed the Hotel Pennsylvania on April 1, 2020 and on April 5, 2021, we announced that we permanently closed the hotel.
We cancelled trade shows at theMART beginning late March of 2020 and expect to resume trade shows in the third quarter of 2021.
As of April 30, 2021, approximately 70% of the 1,293 Building Maintenance Services LLC ("BMS") employees that had been placed on furlough in 2020 have returned to work.
While we believe our tenants are required to pay rent under their leases and we have commenced legal proceedings against certain tenants that have failed to pay under their leases, in limited circumstances, we have agreed to and may continue to agree to rent deferrals and rent abatements for certain of our tenants.
For the quarter ended March 31, 2021, we collected 96% of rent due from our tenants, comprised of 97% from our office tenants and 90% from our retail tenants.
Based on our assessment of the probability of rent collection of our lease receivables, we have written off $1,001,000 of receivables arising from the straight-lining of rents for the three months ended March 31, 2021. In addition, we have written off $2,910,000 of tenant receivables deemed uncollectible for the three months ended March 31, 2021. These write-offs resulted in a reduction of lease revenues and our share of income from partially owned entities. Prospectively, revenue recognition for lease receivables deemed uncollectible will be based on actual amounts received.
In light of the evolving health, social, economic, and business environment, governmental regulation or mandates, and business disruptions that have occurred and may continue to occur, the impact of the COVID-19 pandemic on our financial condition and operating results remains highly uncertain but that impact has been and may continue to be material. The impact on us includes lower rental income and potentially lower occupancy levels at our properties which will result in less cash flow available for operating costs, to pay our indebtedness and for distribution to our shareholders. We have experienced a decrease in cash flow from operations due to the COVID-19 pandemic, including reduced collections of rents billed to certain of our tenants, the closure of Hotel Pennsylvania, the cancellation of trade shows at theMART, and lower revenues from BMS and signage. The value of our real estate assets may decline, which may result in non-cash impairment charges in future periods and that impact could be material.

NYSE: VNO | WWW.VNO.COM
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FFO, as Adjusted Bridge - Q1 2021 vs. Q1 2020
The following table bridges our FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2020 to FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2021:
(Amounts in millions, except per share amounts)FFO, as Adjusted
AmountPer Share
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2020$146.8 $0.77 
(Decrease) increase in FFO, as adjusted due to:
Variable businesses:
Signage(5.9)
Garages(2.1)
Trade shows(0.7)
BMS0.2 
(8.5)
Tenant related items (inclusive of $4.8 decrease from JCPenney, $2.4 decrease from New York and Company, Inc. and $6.1 lease termination income in 2020)(21.1)
General and administrative (primarily due to the overhead reduction program previously announced in December 2020)8.3 
PENN District out of service for redevelopment(5.8)
Interest expense decrease (partially offset by lower capitalized interest) and other, net3.3 
(23.8)
Noncontrolling interests' share of above items1.4 
Net decrease(22.4)(0.12)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2021$124.4 $0.65 
See page 10 for reconciliations of our net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions (non-GAAP) for the three months ended March 31, 2021 and 2020. Reconciliations of FFO attributable to common shareholders plus assumed conversions to FFO attributable to common shareholders plus assumed conversions, as adjusted are provided on page 2 of this press release.

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Financings:
One Park Avenue
On February 26, 2021, a joint venture in which we have a 55.0% interest completed a $525,000,000 refinancing of One Park Avenue, a 943,000 square foot Manhattan office building. The interest-only loan bears a rate of LIBOR plus 1.11% (1.21% as of March 31, 2021) and matures in March 2026, as fully extended. We realized net proceeds of $105,000,000. The loan replaces the previous $300,000,000 loan that bore interest at LIBOR plus 1.75% and was scheduled to mature in March 2021.
PENN 11
On March 7, 2021, we entered into an interest rate swap agreement for our $500,000,000 PENN 11 mortgage loan, to swap the interest rate on the mortgage loan from LIBOR plus 2.75% (2.85% as of March 31, 2021) to a fixed rate of 3.03% through March 2024.
909 Third Avenue
On March 26, 2021, we completed a $350,000,000 refinancing of 909 Third Avenue, a 1.4 million square foot Manhattan office building. The interest-only loan bears a fixed rate of 3.23% and matures in April 2031. The loan replaces the previous $350,000,000 loan that bore interest at a fixed rate of 3.91% and was scheduled to mature in May 2021.
Unsecured Revolving Credit Facility
On April 15, 2021, we extended our $1.25 billion unsecured revolving credit facility from January 2023 (as fully extended) to April 2026 (as fully extended). The interest rate on the extended facility was lowered to LIBOR plus 0.90% from LIBOR plus 1.00%. The facility fee remains at 20 basis points. Our $1.50 billion unsecured revolving credit facility matures in March 2024 (as fully extended) and also has an interest rate of LIBOR plus 0.90% and a facility fee of 20 basis points.
Leasing Activity:
208,000 square feet of New York Office space (147,000 square feet at share) at an initial rent of $79.35 per square foot and a weighted average lease term of 15.5 years. The changes in the GAAP and cash mark-to-market rent on the 54,000 square feet of second generation space were positive 3.8% and 0.1%, respectively. Tenant improvements and leasing commissions were $10.45 per square foot per annum, or 13.2% of initial rent.
46,000 square feet of New York Retail space (36,000 square feet at share) at an initial rent of $253.39 per square foot and a weighted average lease term of 9.1 years. The changes in the GAAP and cash mark-to-market rent on the 12,000 square feet of second generation space were positive 32.2% and 9.4%, respectively. Tenant improvements and leasing commissions were $15.71 per square foot per annum, or 6.2% of initial rent.
85,000 square feet at theMART (all at share) at an initial rent of $52.76 per square foot and a weighted average lease term of 3.2 years. The changes in the GAAP and cash mark-to-market rent on the 83,000 square feet of second generation space were negative 4.3% and 2.6%, respectively. Tenant improvements and leasing commissions were $2.82 per square foot per annum, or 5.3% of initial rent.
Same Store Net Operating Income ("NOI") At Share:
The percentage (decrease) increase in same store NOI at share and same store NOI at share - cash basis of our New York segment, theMART and 555 California Street are summarized below.
555 California Street
TotalNew YorktheMART
Same store NOI at share % (decrease) increase(1):
Three months ended March 31, 2021 compared to March 31, 2020(8.4)%(8.9)%(12.5)%4.7 %
Three months ended March 31, 2021 compared to December 31, 20200.7 %(0.4)%5.9 %9.7 %
Same store NOI at share - cash basis % (decrease) increase(1):
Three months ended March 31, 2021 compared to March 31, 2020(7.4)%(6.9)%(19.9)%3.4 %
Three months ended March 31, 2021 compared to December 31, 20201.9 %1.9 %(1.3)%6.1 %
____________________
(1)See pages 12 through 15 for same store NOI at share and same store NOI at share - cash basis reconciliations.
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NOI At Share and NOI At Share - Cash Basis:
The elements of our New York and Other NOI at share and NOI at share - cash basis for the three months ended March 31, 2021 and 2020 and the three months ended December 31, 2020 are summarized below.
(Amounts in thousands)For the Three Months Ended
March 31,December 31, 2020
20212020
NOI at share:
New York:
Office(1)(2)
$166,635 $183,205 $167,865 
Retail36,702 52,018 38,146 
Residential4,456 6,200 4,083 
Alexander's10,489 10,492 10,259 
Hotel Pennsylvania(3)
(7,144)(9,356)(7,809)
Total New York211,138 242,559 212,544 
Other:
theMART(4)
18,107 21,113 17,091 
555 California Street16,064 15,231 14,638 
Other investments4,799 2,010 4,220 
Total Other38,970 38,354 35,949 
NOI at share$250,108 $280,913 $248,493 
_______________________
See notes below.
(Amounts in thousands)For the Three Months Ended
March 31,December 31, 2020
20212020
NOI at share - cash basis:
New York:
Office(1)
$167,096 $187,035 $166,925 
Retail34,876 49,041 34,256 
Residential4,011 5,859 3,828 
Alexander's11,349 11,094 11,163 
Hotel Pennsylvania(3)
(7,167)(9,364)(7,223)
Total New York210,165 243,665 208,949 
Other:
theMART(4)
17,840 22,705 18,075 
555 California Street15,855 15,435 14,947 
Other investments5,050 2,184 4,521 
Total Other38,745 40,324 37,543 
NOI at share - cash basis$248,910 $283,989 $246,492 
______________________
(1)    Includes the impact of write-offs of tenant receivables deemed uncollectible of $2,364 and $650, respectively, for the three months ended March 31, 2021 and December 31, 2020.
(2)    Includes the impact of non-cash write-offs of receivables arising from the straight-lining of rents of $820 and $585, respectively, for the three months ended March 31, 2021 and December 31, 2020.
(3)    We temporarily closed the Hotel Pennsylvania on April 1, 2020 and on April 5, 2021, we announced that we permanently closed the hotel.
(4)    We cancelled trade shows at theMART beginning late March of 2020 due to the COVID-19 pandemic.
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PENN District - Active Development/Redevelopment Summary as of March 31, 2021
(Amounts in thousands of dollars, except square feet)
Property
Rentable
Sq. Ft.
Projected Incremental Cash Yield
Active PENN District ProjectsSegment
Budget(1)
Amount
Expended
Remainder to be Expended
Stabilization Year
Farley (95% interest)
New York844,000 1,120,000 (2)834,360 (2)285,640 20226.4%
PENN 2 - as expanded(3)
New York1,795,000 750,000 96,964 653,036 20259.0%
PENN 1 (including LIRR Concourse Retail)(4)
New York2,546,000 450,000 206,563 

243,437 N/A 12.2%(4)(5)
Districtwide Improvements
New YorkN/A100,000 26,533 73,467 N/AN/A
Total Active PENN District Projects2,420,000 1,164,420 1,255,580 8.0%
________________________________
(1)    Excluding debt and equity carry.
(2)    Net of 154,000 of historic tax credit investor contributions, of which 88,000 has been funded to date (at our 95% share).
(3)    PENN 2 estimated impact on cash basis NOI and FFO of square feet taken out of service:
20212022
Square feet out of service at end of year1,190,000 1,210,000 
Year-over-year reduction in Cash Basis NOI(i)
(19,000)— 
Year-over-year reduction in FFO(ii)
(7,000)— 
________________________________
(i)    After capitalization of real estate taxes and operating expenses on space out of service.
(ii)    Net of capitalized interest on space out of service under redevelopment.

(4)    Property is ground leased through 2098, as fully extended. Fair market value resets occur in 2023, 2048 and 2073. The 12.2% projected return is before the ground rent reset in 2023, which may be material.
(5)    Achieved as existing leases roll; average remaining lease term 4.9 years.

There can be no assurance that the above projects will be completed, completed on schedule or within budget. In addition, there can be no assurance that the Company will be successful in leasing the properties on the expected schedule or at the assumed rental rates.
Conference Call and Audio Webcast
As previously announced, the Company will host a quarterly earnings conference call and an audio webcast on Tuesday, May 4, 2021 at 10:00 a.m. Eastern Time (ET). The conference call can be accessed by dialing 888-771-4371 (domestic) or 847-585-4405 (international) and indicating to the operator the passcode 50145196. A live webcast of the conference call will be available on Vornado’s website at www.vno.com in the Investor Relations section and an online playback of the webcast will be available on the website following the conference call.
Contact
Thomas J. Sanelli
(212) 894-7000
Supplemental Financial Information
Further details regarding results of operations, properties and tenants can be accessed at the Company’s website www.vno.com. Vornado Realty Trust is a fully - integrated equity real estate investment trust.
Certain statements contained herein may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. For a discussion of factors that could materially affect the outcome of our forward-looking statements and our future results and financial condition, see “Risk Factors” in Part I, Item 1A, of our Annual Report on Form 10-K for the year ended December 31, 2020. Such factors include, among others, risks associated with the timing of and costs associated with property improvements, financing commitments and general competitive factors. Currently, one of the most significant factors is the ongoing adverse effect of the COVID-19 pandemic on our business, financial condition, results of operations, cash flows, operating performance and the effect it has had and may continue to have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general. The extent of the impact of the COVID-19 pandemic will depend on future developments, including the duration of the pandemic, which are highly uncertain at this time but that impact could be material. Moreover, you are cautioned that the COVID-19 pandemic will heighten many of the risks identified in "Item 1A. Risk Factors" in Part I of our Annual Report on Form 10-K for the year ended December 31, 2020.
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VORNADO REALTY TRUST
CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)As ofIncrease
(Decrease)
 March 31, 2021December 31, 2020
ASSETS   
Real estate, at cost:   
Land$2,420,054 $2,420,054 $— 
Buildings and improvements7,953,933 7,933,030 20,903 
Development costs and construction in progress1,701,401 1,604,637 96,764 
Leasehold improvements and equipment132,597 130,222 2,375 
Total12,207,985 12,087,943 120,042 
Less accumulated depreciation and amortization(3,220,993)(3,169,446)(51,547)
Real estate, net8,986,992 8,918,497 68,495 
Right-of-use assets365,929 367,365 (1,436)
Cash and cash equivalents1,636,093 1,624,482 11,611 
Restricted cash119,517 105,887 13,630 
Tenant and other receivables74,590 77,658 (3,068)
Investments in partially owned entities3,363,657 3,491,107 (127,450)
Real estate fund investments3,739 3,739 — 
220 Central Park South condominium units ready for sale130,954 128,215 2,739 
Receivable arising from the straight-lining of rents668,799 674,075 (5,276)
Deferred leasing costs, net375,138 372,919 2,219 
Identified intangible assets, net22,390 23,856 (1,466)
Other assets397,339 434,022 (36,683)
Total assets$16,145,137 $16,221,822 $(76,685)
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY   
Liabilities:   
Mortgages payable, net$5,573,626 $5,580,549 $(6,923)
Senior unsecured notes, net446,888 446,685 203 
Unsecured term loan, net797,024 796,762 262 
Unsecured revolving credit facilities575,000 575,000 — 
Lease liabilities400,974 401,008 (34)
Accounts payable and accrued expenses432,035 427,202 4,833 
Deferred revenue36,925 40,110 (3,185)
Deferred compensation plan107,889 105,564 2,325 
Other liabilities286,961 294,520 (7,559)
Total liabilities8,657,322 8,667,400 (10,078)
Redeemable noncontrolling interests734,630 606,267 128,363 
Shareholders' equity6,337,907 6,533,198 (195,291)
Noncontrolling interests in consolidated subsidiaries415,278 414,957 321 
Total liabilities, redeemable noncontrolling interests and equity$16,145,137 $16,221,822 $(76,685)
NYSE: VNO | WWW.VNO.COM
PAGE 8 OF 15

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VORNADO REALTY TRUST
OPERATING RESULTS
(Amounts in thousands, except per share amounts)For the Three Months Ended
March 31,
 20212020
Revenues$379,977 $444,532 
Net income (loss) $26,993 $(104,503)
Less net (income) loss attributable to noncontrolling interests in:
Consolidated subsidiaries(6,114)122,387 
Operating Partnership(329)(390)
Net income attributable to Vornado20,550 17,494 
Preferred share dividends(16,467)(12,531)
Net income attributable to common shareholders$4,083 $4,963 
Income per common share - basic:
Net income per common share$0.02 $0.03 
Weighted average shares outstanding191,418 191,038 
Income per common share - diluted:
Net income per common share$0.02 $0.03 
Weighted average shares outstanding192,031 191,113 
FFO attributable to common shareholders plus assumed conversions (non-GAAP)$118,407 $130,360 
Per diluted share (non-GAAP)$0.62 $0.68 
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP)$124,359 $146,829 
Per diluted share (non-GAAP)$0.65 $0.77 
Weighted average shares used in determining FFO attributable to common shareholders plus assumed conversions per diluted share192,057 191,143 
FFO is computed in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”). NAREIT defines FFO as GAAP net income or loss adjusted to exclude net gains from sales of depreciable real estate assets, real estate impairment losses, depreciation and amortization expense from real estate assets and other specified items, including the pro rata share of such adjustments of unconsolidated subsidiaries. FFO and FFO per diluted share are non-GAAP financial measures used by management, investors and analysts to facilitate meaningful comparisons of operating performance between periods and among our peers because they exclude the effect of real estate depreciation and amortization and net gains on sales, which are based on historical costs and implicitly assume that the value of real estate diminishes predictably over time, rather than fluctuating based on existing market conditions. FFO does not represent cash generated from operating activities and is not necessarily indicative of cash available to fund cash requirements and should not be considered as an alternative to net income as a performance measure or cash flow as a liquidity measure. FFO may not be comparable to similarly titled measures employed by other companies. In addition to FFO attributable to common shareholders plus assumed conversions, we also disclose FFO attributable to common shareholders plus assumed conversions, as adjusted. Although this non-GAAP measure clearly differs from NAREIT’s definition of FFO, we believe it provides a meaningful presentation of operating performance. Reconciliations of net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions are provided on the following page. Reconciliations of FFO attributable to common shareholders plus assumed conversions to FFO attributable to common shareholders plus assumed conversions, as adjusted are provided on page 2 of this press release.
NYSE: VNO | WWW.VNO.COM
PAGE 9 OF 15

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VORNADO REALTY TRUST
NON-GAAP RECONCILIATIONS

The following table reconciles net income attributable to common shareholders to FFO attributable to common shareholders plus assumed conversions:
(Amounts in thousands, except per share amounts)For the Three Months Ended
March 31,
20212020
Net income attributable to common shareholders$4,083 $4,963 
Per diluted share$0.02 $0.03 
FFO adjustments:
Depreciation and amortization of real property$87,719 $85,136 
Decrease in fair value of marketable securities— 4,938 
Proportionate share of adjustments to equity in net income of partially owned entities to arrive at FFO:
Depreciation and amortization of real property34,858 40,423 
(Increase) decrease in fair value of marketable securities(189)3,691 
122,388 134,188 
Noncontrolling interests' share of above adjustments(8,075)(8,804)
FFO adjustments, net$114,313 $125,384 
FFO attributable to common shareholders118,396 130,347 
Convertible preferred share dividends11 13 
FFO attributable to common shareholders plus assumed conversions$118,407 $130,360 
Per diluted share$0.62 $0.68 
Reconciliation of weighted average shares outstanding:
Weighted average common shares outstanding191,418 191,038 
Effect of dilutive securities:
Out-Performance Plan units608 — 
Convertible preferred shares26 30 
AO LTIPs— 
Employee stock options and restricted share awards75 
Denominator for FFO per diluted share192,057 191,143 
NYSE: VNO | WWW.VNO.COM
PAGE 10 OF 15

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VORNADO REALTY TRUST
NON-GAAP RECONCILIATIONS - CONTINUED

Below is a reconciliation of net income (loss) to NOI at share and NOI at share - cash basis for the three months ended March 31, 2021 and 2020 and the three months ended December 31, 2020.
For the Three Months Ended
(Amounts in thousands)March 31,December 31, 2020
20212020
Net income (loss)$26,993 $(104,503)$(208,726)
Depreciation and amortization expense95,354 92,793 107,084 
General and administrative expense44,186 52,834 61,254 
Transaction related costs, impairment losses and other843 71 242,593 
Income from partially owned entities(29,073)(19,103)(24,567)
Loss from real estate fund investments169 183,463 999 
Interest and other investment (income) loss, net(1,522)5,904 (1,569)
Interest and debt expense50,064 58,842 54,633 
Net gains on disposition of wholly owned and partially owned assets— (68,589)(42,458)
Income tax expense (benefit)1,984 12,813 (1,801)
NOI from partially owned entities78,756 81,881 76,952 
NOI attributable to noncontrolling interests in consolidated subsidiaries(17,646)(15,493)(15,901)
NOI at share250,108 280,913 248,493 
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net and other(1,198)3,076 (2,001)
NOI at share - cash basis$248,910 $283,989 $246,492 

NOI at share represents total revenues less operating expenses including our share of partially owned entities. NOI at share - cash basis represents NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We consider NOI at share - cash basis to be the primary non-GAAP financial measure for making decisions and assessing the unlevered performance of our segments as it relates to the total return on assets as opposed to the levered return on equity. As properties are bought and sold based on NOI at share - cash basis, we utilize this measure to make investment decisions as well as to compare the performance of our assets to that of our peers. NOI at share and NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies. NOI at share - cash basis includes rent that has been deferred as a result of the COVID-19 pandemic.
NYSE: VNO | WWW.VNO.COM
PAGE 11 OF 15

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VORNADO REALTY TRUST
NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the three months ended March 31, 2021 compared to March 31, 2020.
(Amounts in thousands)TotalNew YorktheMART555 California StreetOther
NOI at share for the three months ended March 31, 2021$250,108 $211,138 $18,107 $16,064 $4,799 
Less NOI at share from:
Development properties(6,287)(6,287)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)7,144 7,144 — — — 
Other non-same store income, net(5,090)(291)— — (4,799)
Same store NOI at share for the three months ended March 31, 2021$245,875 $211,704 $18,107 $16,064 $— 
NOI at share for the three months ended March 31, 2020$280,913 $242,559 $21,113 $15,231 $2,010 
Less NOI at share from:
Development properties(13,171)(13,171)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)9,356 9,356 — — — 
Other non-same store (income) expense, net(8,741)(6,424)(422)115 (2,010)
Same store NOI at share for the three months ended March 31, 2020$268,357 $232,320 $20,691 $15,346 $— 
(Decrease) increase in same store NOI at share$(22,482)$(20,616)$(2,584)$718 $— 
% (decrease) increase in same store NOI at share(8.4)%(8.9)%(12.5)%4.7 %— %

Same store NOI at share represents NOI at share from operations which are in service in both the current and prior year reporting periods. Same store NOI at share - cash basis is same store NOI at share adjusted to exclude straight-line rental income and expense, amortization of acquired below and above market leases, net and other non-cash adjustments. We present these non-GAAP measures to (i) facilitate meaningful comparisons of the operational performance of our properties and segments, (ii) make decisions on whether to buy, sell or refinance properties, and (iii) compare the performance of our properties and segments to those of our peers. Same store NOI at share and same store NOI at share - cash basis should not be considered alternatives to net income or cash flow from operations and may not be comparable to similarly titled measures employed by other companies.

NYSE: VNO | WWW.VNO.COM
PAGE 12 OF 15

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VORNADO REALTY TRUST
NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the three months ended March 31, 2021 compared to March 31, 2020.
(Amounts in thousands)TotalNew YorktheMART555 California StreetOther
NOI at share - cash basis for the three months ended March 31, 2021$248,910 $210,165 $17,840 $15,855 $5,050 
Less NOI at share - cash basis from:
Development properties(7,268)(7,268)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)7,167 7,167 — — — 
Other non-same store income, net(5,622)(572)— — (5,050)
Same store NOI at share - cash basis for the three months ended March 31, 2021$243,187 $209,492 $17,840 $15,855 $— 
NOI at share - cash basis for the three months ended March 31, 2020$283,989 $243,665 $22,705 $15,435 $2,184 
Less NOI at share - cash basis from:
Development properties(17,168)(17,168)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)9,364 9,364 — — — 
Other non-same store income, net(13,557)(10,848)(422)(103)(2,184)
Same store NOI at share - cash basis for the three months ended March 31, 2020$262,628 $225,013 $22,283 $15,332 $— 
(Decrease) increase in same store NOI at share - cash basis$(19,441)$(15,521)$(4,443)$523 $— 
% (decrease) increase in same store NOI at share - cash basis(7.4)%(6.9)%(19.9)%3.4 %— %

NYSE: VNO | WWW.VNO.COM
PAGE 13 OF 15

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VORNADO REALTY TRUST
NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share to same store NOI at share for our New York segment, theMART, 555 California Street and other investments for the three months ended March 31, 2021 compared to December 31, 2020.
(Amounts in thousands)TotalNew YorktheMART555 California StreetOther
NOI at share for the three months ended March 31, 2021$250,108 $211,138 $18,107 $16,064 $4,799 
Less NOI at share from:
Development properties(6,287)(6,287)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)7,144 7,144 — — — 
Other non-same store (income) expense, net(4,648)151 — — (4,799)
Same store NOI at share for the three months ended March 31, 2021$246,317 $212,146 $18,107 $16,064 $— 
NOI at share for the three months ended December 31, 2020$248,493 $212,544 $17,091 $14,638 $4,220 
Less NOI at share from:
Development properties(5,412)(5,412)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)7,809 7,809 — — — 
Other non-same store income, net(6,186)(1,966)— — (4,220)
Same store NOI at share for the three months ended December 31, 2020$244,704 $212,975 $17,091 $14,638 $— 
Increase (decrease) in same store NOI at share$1,613 $(829)$1,016 $1,426 $— 
% increase (decrease) in same store NOI at share0.7 %(0.4)%5.9 %9.7 %— %

NYSE: VNO | WWW.VNO.COM
PAGE 14 OF 15

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VORNADO REALTY TRUST
NON-GAAP RECONCILIATIONS - CONTINUED

Below are reconciliations of NOI at share - cash basis to same store NOI at share - cash basis for our New York segment, theMART, 555 California Street and other investments for the three months ended March 31, 2021 compared to December 31, 2020.
(Amounts in thousands)TotalNew YorktheMART555 California StreetOther
NOI at share - cash basis for the three months ended March 31, 2021$248,910 $210,165 $17,840 $15,855 $5,050 
Less NOI at share - cash basis from:
Development properties(7,268)(7,268)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)7,167 7,167 — — — 
Other non-same store income, net(5,181)(131)— — (5,050)
Same store NOI at share - cash basis for the three months ended March 31, 2021$243,628 $209,933 $17,840 $15,855 $— 
NOI at share - cash basis for the three months ended December 31, 2020$246,492 $208,949 $18,075 $14,947 $4,521 
Less NOI at share - cash basis from:
Development properties(7,589)(7,589)— — — 
Hotel Pennsylvania (temporarily closed on April 1, 2020, permanently closed on April 5, 2021)7,223 7,223 — — — 
Other non-same store income, net(7,136)(2,615)— — (4,521)
Same store NOI at share - cash basis for the three months ended December 31, 2020$238,990 $205,968 $18,075 $14,947 $— 
Increase (decrease) in same store NOI at share - cash basis$4,638 $3,965 $(235)$908 $— 
% increase (decrease) in same store NOI at share - cash basis1.9 %1.9 %(1.3)%6.1 %— %
NYSE: VNO | WWW.VNO.COM
PAGE 15 OF 15
EX-99.2 3 vno-33121xex992xfinancials.htm EX-99.2 Document

EXHIBIT 99.2
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INDEX 
 Page
COVID-19 PANDEMIC
BUSINESS DEVELOPMENTS
FINANCIAL INFORMATION
Financial Highlights
FFO, As Adjusted Bridge
Consolidated Balance Sheets
Net Income (Loss) Attributable to Common Shareholders (Consolidated and by Segment)-
Net Operating Income at Share and Net Operating Income at Share - Cash Basis (by Segment and by Subsegment)-
Same Store NOI at Share and Same Store NOI at Share - Cash Basis and NOI at Share By Region
Pro Forma NOI at Share - Cash Basis - Trailing Twelve Months
DEVELOPMENT ACTIVITY
PENN District Active Development/Redevelopment Summary
Future Development Opportunities
LEASING ACTIVITY AND LEASE EXPIRATIONS
Leasing Activity
Lease Expirations-
CAPITAL EXPENDITURES, TENANT IMPROVEMENTS AND LEASING COMMISSIONS-
UNCONSOLIDATED JOINT VENTURES-
DEBT AND CAPITALIZATION
Capital Structure
Common Shares Data
Debt Analysis
Consolidated Debt Maturities
PROPERTY STATISTICS
Top 30 Tenants
Square Footage
Occupancy and Residential Statistics
Ground Leases
Property Table
-
EXECUTIVE OFFICERS AND RESEARCH COVERAGE
APPENDIX: DEFINITIONS AND NON-GAAP RECONCILIATIONS
Definitions
Reconciliations
-
Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are not guarantees of performance. They represent our intentions, plans, expectations and beliefs and are subject to numerous assumptions, risks and uncertainties. Our future results, financial condition and business may differ materially from those expressed in these forward-looking statements. You can find many of these statements by looking for words such as "approximates," "believes," "expects," "anticipates," "estimates," "intends," "plans," "would," "may" or other similar expressions in this supplemental package. We also note the following forward-looking statements: in the case of our development and redevelopment projects, the estimated completion date, estimated project cost, projected incremental cash yield, stabilization date and cost to complete; and estimates of future capital expenditures, dividends to common and preferred shareholders and operating partnership distributions. Many of the factors that will determine the outcome of these and our other forward-looking statements are beyond our ability to control or predict. Currently, one of the most significant factors is the ongoing adverse effect of the COVID-19 pandemic on our business, financial condition, results of operations, cash flows, operating performance and the effect it has had and may continue to have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general. The extent of the impact of the COVID-19 pandemic will depend on future developments, including the duration of the pandemic, which are highly uncertain at this time but that impact could be material. For further discussion of factors that could materially affect the outcome of our forward-looking statements, see "Item 1A. Risk Factors" in Part 1 of our Annual Report on Form 10-K for the year ended December 31, 2020. For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this supplemental package. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances occurring after the date of this supplemental package. This supplemental package includes certain non-GAAP financial measures, which are accompanied by what Vornado Realty Trust and subsidiaries (the "Company") considers the most directly comparable financial measures calculated and presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). These include Funds From Operations ("FFO"), Funds Available for Distribution ("FAD"), Net Operating Income ("NOI") and Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre"). Quantitative reconciliations of the differences between the most directly comparable GAAP financial measures and the non-GAAP financial measures presented are provided within this Supplemental package. Definitions of these non-GAAP financial measures and statements of the reasons why management believes the non-GAAP measures provide useful information to investors about the Company's financial condition and results of operations, and, if applicable, the purposes for which management uses the measures, can be found in the Definitions section of this Supplemental package on page i in the Appendix.
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COVID-19 PANDEMIC
Our business has been adversely affected as a result of the COVID-19 pandemic and the preventive measures taken to curb the spread of the virus. Some of the effects on us include the following:
With the exception of grocery stores and other "essential" businesses, many of our retail tenants closed their stores in March 2020 and began reopening when New York City entered phase two of its state-mandated reopening plan on June 22, 2020, however, there continue to be limitations on occupancy and other restrictions that affect their ability to resume full operations.
While our buildings remain open, many of our office tenants are working remotely.
We temporarily closed the Hotel Pennsylvania on April 1, 2020 and on April 5, 2021, we announced that we permanently closed the hotel.
We cancelled trade shows at theMART beginning late March of 2020 and expect to resume trade shows in the third quarter of 2021.
As of April 30, 2021, approximately 70% of the 1,293 Building Maintenance Services LLC ("BMS") employees that had been placed on furlough in 2020 have returned to work.
While we believe our tenants are required to pay rent under their leases and we have commenced legal proceedings against certain tenants that have failed to pay under their leases, in limited circumstances, we have agreed to and may continue to agree to rent deferrals and rent abatements for certain of our tenants.
For the quarter ended March 31, 2021, we collected 96% of rent due from our tenants, comprised of 97% from our office tenants and 90% from our retail tenants.
Based on our assessment of the probability of rent collection of our lease receivables, we have written off $1,001,000 of receivables arising from the straight-lining of rents for the three months ended March 31, 2021. In addition, we have written off $2,910,000 of tenant receivables deemed uncollectible for the three months ended March 31, 2021. These write-offs resulted in a reduction of lease revenues and our share of income from partially owned entities. Prospectively, revenue recognition for lease receivables deemed uncollectible will be based on actual amounts received.
In light of the evolving health, social, economic, and business environment, governmental regulation or mandates, and business disruptions that have occurred and may continue to occur, the impact of the COVID-19 pandemic on our financial condition and operating results remains highly uncertain but that impact has been and may continue to be material. The impact on us includes lower rental income and potentially lower occupancy levels at our properties which will result in less cash flow available for operating costs, to pay our indebtedness and for distribution to our shareholders. We have experienced a decrease in cash flow from operations due to the COVID-19 pandemic, including reduced collections of rents billed to certain of our tenants, the closure of Hotel Pennsylvania, the cancellation of trade shows at theMART, and lower revenues from BMS and signage. The value of our real estate assets may decline, which may result in non-cash impairment charges in future periods and that impact could be material.

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BUSINESS DEVELOPMENTS 
Financing Activity
One Park Avenue
On February 26, 2021, a joint venture in which we have a 55.0% interest completed a $525,000,000 refinancing of One Park Avenue, a 943,000 square foot Manhattan office building. The interest-only loan bears a rate of LIBOR plus 1.11% (1.21% as of March 31, 2021) and matures in March 2026, as fully extended. We realized net proceeds of $105,000,000. The loan replaces the previous $300,000,000 loan that bore interest at LIBOR plus 1.75% and was scheduled to mature in March 2021.
PENN 11
On March 7, 2021, we entered into an interest rate swap agreement for our $500,000,000 PENN 11 mortgage loan, to swap the interest rate on the mortgage loan from LIBOR plus 2.75% (2.85% as of March 31, 2021) to a fixed rate of 3.03% through March 2024.
909 Third Avenue
On March 26, 2021, we completed a $350,000,000 refinancing of 909 Third Avenue, a 1.4 million square foot Manhattan office building. The interest-only loan bears a fixed rate of 3.23% and matures in April 2031. The loan replaces the previous $350,000,000 loan that bore interest at a fixed rate of 3.91% and was scheduled to mature in May 2021.
Unsecured Revolving Credit Facility
On April 15, 2021, we extended our $1.25 billion unsecured revolving credit facility from January 2023 (as fully extended) to April 2026 (as fully extended). The interest rate on the extended facility was lowered to LIBOR plus 0.90% from LIBOR plus 1.00%. The facility fee remains at 20 basis points. Our $1.50 billion unsecured revolving credit facility matures in March 2024 (as fully extended) and also has an interest rate of LIBOR plus 0.90% and a facility fee of 20 basis points.
Leasing Activity
208,000 square feet of New York Office space (147,000 square feet at share) at an initial rent of $79.35 per square foot and a weighted average lease term of 15.5 years. The changes in the GAAP and cash mark-to-market rent on the 54,000 square feet of second generation space were positive 3.8% and 0.1%, respectively. Tenant improvements and leasing commissions were $10.45 per square foot per annum, or 13.2% of initial rent.
46,000 square feet of New York Retail space (36,000 square feet at share) at an initial rent of $253.39 per square foot and a weighted average lease term of 9.1 years. The changes in the GAAP and cash mark-to-market rent on the 12,000 square feet of second generation space were positive 32.2% and 9.4%, respectively. Tenant improvements and leasing commissions were $15.71 per square foot per annum, or 6.2% of initial rent.
85,000 square feet at theMART (all at share) at an initial rent of $52.76 per square foot and a weighted average lease term of 3.2 years. The changes in the GAAP and cash mark-to-market rent on the 83,000 square feet of second generation space were negative 4.3% and 2.6%, respectively. Tenant improvements and leasing commissions were $2.82 per square foot per annum, or 5.3% of initial rent.

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FINANCIAL HIGHLIGHTS (unaudited)
(Amounts in thousands, except per share amounts)
 For the Three Months Ended
 March 31,December 31, 2020
 20212020
Total revenues
$379,977 $444,532 $376,431 
Net income (loss) attributable to common shareholders$4,083 $4,963 $(209,127)
Per common share:
   
Basic
$0.02 $0.03 $(1.09)
Diluted
$0.02 $0.03 $(1.09)
Net income attributable to common shareholders, as adjusted (non-GAAP)$12,446 $31,947 $6,695 
Per diluted share (non-GAAP)
$0.06 $0.17 $0.04 
FFO attributable to common shareholders plus assumed conversions, as adjusted
(non-GAAP)
$124,359 $146,829 $130,389 
Per diluted share (non-GAAP)
$0.65 $0.77 $0.68 
FFO attributable to common shareholders plus assumed conversions (non-GAAP)
$118,407 $130,360 $138,399 
FFO - Operating Partnership Basis ("OP Basis") (non-GAAP)
$126,342 $138,819 $147,486 
Per diluted share (non-GAAP)
$0.62 $0.68 $0.72 
Dividends per common share$0.53 $0.66 $0.53 
FFO payout ratio (based on FFO attributable to common shareholders plus assumed conversions, as adjusted)
81.5 %85.7 %76.8 %
FAD payout ratio
86.9 %106.5 %103.9 %
Weighted average common shares outstanding (REIT basis)
191,418 191,038 191,279 
Convertible units:
Class A12,654 12,332 12,297 
Equity awards - unit equivalents829 146 263 
Preferred shares26 30 25 
Weighted average shares used in determining FFO attributable to Class A unitholders
plus assumed conversions per diluted share (OP Basis)
204,927 203,546 203,864 

Please refer to the Appendix for reconciliations of GAAP to non-GAAP measures.
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FFO, AS ADJUSTED BRIDGE - Q1 2021 VS. Q1 2020 (unaudited)
(Amounts in millions, except per share amounts)
FFO, as Adjusted
AmountPer Share
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2020$146.8 $0.77 
(Decrease) increase in FFO, as adjusted due to:
Variable businesses:
Signage(5.9)
Garages(2.1)
Trade shows(0.7)
BMS0.2 
(8.5)
Tenant related items (inclusive of $4.8 decrease from JCPenney, $2.4 decrease from New York and Company, Inc. and $6.1 lease termination income in 2020)(21.1)
General and administrative (primarily due to the overhead reduction program previously announced in December 2020)8.3 
PENN District out of service for redevelopment(5.8)
Interest expense decrease (partially offset by lower capitalized interest) and other, net3.3 
(23.8)
Noncontrolling interests' share of above items1.4 
Net decrease(22.4)(0.12)
FFO attributable to common shareholders plus assumed conversions, as adjusted (non-GAAP) for the three months ended March 31, 2021$124.4 $0.65 

Please refer to the Appendix for reconciliations of GAAP to non-GAAP measures.

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CONSOLIDATED BALANCE SHEETS (unaudited)
(Amounts in thousands)
As ofIncrease
(Decrease)
 March 31, 2021December 31, 2020
ASSETS   
Real estate, at cost:   
Land
$2,420,054 $2,420,054 $— 
Buildings and improvements
7,953,933 7,933,030 20,903 
Development costs and construction in progress
1,701,401 1,604,637 96,764 
Leasehold improvements and equipment
132,597 130,222 2,375 
Total
12,207,985 12,087,943 120,042 
Less accumulated depreciation and amortization
(3,220,993)(3,169,446)(51,547)
Real estate, net8,986,992 8,918,497 68,495 
Right-of-use assets365,929 367,365 (1,436)
Cash and cash equivalents1,636,093 1,624,482 11,611 
Restricted cash119,517 105,887 13,630 
Tenant and other receivables74,590 77,658 (3,068)
Investments in partially owned entities3,363,657 3,491,107 (127,450)
Real estate fund investments3,739 3,739 — 
220 Central Park South ("220 CPS") condominium units ready for sale130,954 128,215 2,739 
Receivable arising from the straight-lining of rents668,799 674,075 (5,276)
Deferred leasing costs, net375,138 372,919 2,219 
Identified intangible assets, net22,390 23,856 (1,466)
Other assets397,339 434,022 (36,683)
Total Assets
$16,145,137 $16,221,822 $(76,685)
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND EQUITY   
Liabilities:   
Mortgages payable, net
$5,573,626 $5,580,549 $(6,923)
Senior unsecured notes, net
446,888 446,685 203 
Unsecured term loan, net
797,024 796,762 262 
Unsecured revolving credit facilities
575,000 575,000 — 
Lease liabilities
400,974 401,008 (34)
Accounts payable and accrued expenses
432,035 427,202 4,833 
Deferred revenue
36,925 40,110 (3,185)
Deferred compensation plan
107,889 105,564 2,325 
Other liabilities
286,961 294,520 (7,559)
Total liabilities8,657,322 8,667,400 (10,078)
Redeemable noncontrolling interests734,630 606,267 128,363 
Shareholders' equity6,337,907 6,533,198 (195,291)
Noncontrolling interests in consolidated subsidiaries415,278 414,957 321 
Total liabilities, redeemable noncontrolling interests and equity
$16,145,137 $16,221,822 $(76,685)
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CONSOLIDATED NET INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS (unaudited)
(Amounts in thousands)
 For the Three Months Ended
 March 31,December 31, 2020
 20212020Variance
Property rentals(1)
$300,499 $355,060 $(54,561)$298,910 
Tenant expense reimbursements(1)
40,725 52,173 (11,448)40,563 
Amortization of acquired below-market leases, net3,166 4,206 (1,040)3,824 
Straight-lining of rents(5,073)(10,165)5,092 (4,383)
Total rental revenues339,317 401,274 (61,957)338,914 
Fee and other income:
BMS cleaning fees28,477 32,466 (3,989)27,901 
Management and leasing fees5,369 2,867 2,502 3,063 
Other income6,814 7,925 (1,111)6,553 
Total revenues379,977 444,532 (64,555)376,431 
Operating expenses(190,979)(230,007)39,028 (188,989)
Depreciation and amortization(95,354)(92,793)(2,561)(107,084)
General and administrative(44,186)(52,834)8,648 (61,254)
(Expense) benefit from deferred compensation plan liability(3,245)11,245 (14,490)(6,991)
Transaction related costs, impairment losses and other(843)(71)(772)(242,593)
Total expenses(334,607)(364,460)29,853 (606,911)
Income from partially owned entities29,073 19,103 9,970 24,567 
Loss from real estate fund investments(169)(183,463)183,294 (999)
Interest and other investment income (loss), net1,522 (5,904)7,426 1,569 
Income (loss) from deferred compensation plan assets3,245 (11,245)14,490 6,991 
Interest and debt expense(50,064)(58,842)8,778 (54,633)
Net gains on disposition of wholly owned and partially owned assets— 68,589 (68,589)42,458 
Income (loss) before income taxes28,977 (91,690)120,667 (210,527)
Income tax expense (benefit)(1,984)(12,813)10,829 1,801 
Net income (loss)26,993 (104,503)131,496 (208,726)
Less net (income) loss attributable to noncontrolling interests in:
Consolidated subsidiaries(6,114)122,387 (128,501)(1,109)
Operating Partnership(329)(390)61 14,856 
Net income (loss) attributable to Vornado20,550 17,494 3,056 (194,979)
Preferred share dividends(16,467)(12,531)(3,936)(14,148)
Net income (loss) attributable to common shareholders$4,083 $4,963 $(880)$(209,127)
Capitalized expenditures:
Development payroll
$2,558 $5,307 $(2,749)$5,958 
Interest and debt expense
10,267 12,055 (1,788)10,227 
________________________________
(1)"Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.
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NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS BY SEGMENT (unaudited)
(Amounts in thousands)
 For the Three Months Ended March 31, 2021
 TotalNew YorkOther
Property rentals(1)
$300,499 $238,328 $62,171 
Tenant expense reimbursements(1)
40,725 31,500 9,225 
Amortization of acquired below-market leases, net3,166 2,972 194 
Straight-lining of rents(5,073)(6,100)1,027 
Total rental revenues339,317 266,700 72,617 
Fee and other income:
BMS cleaning fees28,477 29,948 (1,471)
Management and leasing fees5,369 5,522 (153)
Other income6,814 1,801 5,013 
Total revenues379,977 303,971 76,006 
Operating expenses(190,979)(160,985)(29,994)
Depreciation and amortization(95,354)(72,838)(22,516)
General and administrative(44,186)(14,281)(29,905)
Expense from deferred compensation plan liability(3,245)— (3,245)
Transaction related costs and other(843)— (843)
Total expenses(334,607)(248,104)(86,503)
Income from partially owned entities29,073 28,564 509 
Loss from real estate fund investments(169)— (169)
Interest and other investment income, net1,522 910 612 
Income from deferred compensation plan assets3,245 — 3,245 
Interest and debt expense(50,064)(23,063)(27,001)
Income (loss) before income taxes28,977 62,278 (33,301)
Income tax expense(1,984)(456)(1,528)
Net income (loss)26,993 61,822 (34,829)
Less net income attributable to noncontrolling interests in consolidated subsidiaries(6,114)(2,451)(3,663)
Net income (loss) attributable to Vornado Realty L.P.20,879 $59,371 $(38,492)
Less net income attributable to noncontrolling interests in the Operating Partnership(288)
Preferred unit distributions(16,508)
Net income attributable to common shareholders$4,083 
For the three months ended March 31, 2020:
Net income (loss) attributable to Vornado Realty L.P.$17,884 $67,226 $(49,342)
Net income attributable to common shareholders$4,963 
________________________________
(1)"Property rentals" and "tenant expense reimbursements" represent non-GAAP financial measures which are reconciled above to "rental revenues" the most directly comparable financial measure calculated in accordance with GAAP.

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NET OPERATING INCOME AT SHARE AND NET OPERATING INCOME AT SHARE - CASH BASIS BY SEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands)
For the Three Months Ended March 31, 2021
TotalNew YorkOther
Total revenues$379,977 $303,971 $76,006 
Operating expenses(190,979)(160,985)(29,994)
NOI - consolidated188,998 142,986 46,012 
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries(17,646)(8,621)(9,025)
Add: NOI from partially owned entities 78,756 76,773 1,983 
NOI at share250,108 211,138 38,970 
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other(1,198)(973)(225)
NOI at share - cash basis$248,910 $210,165 $38,745 
For the Three Months Ended March 31, 2020
TotalNew YorkOther
Total revenues$444,532 $355,615 $88,917 
Operating expenses(230,007)(183,031)(46,976)
NOI - consolidated214,525 172,584 41,941 
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries(15,493)(8,433)(7,060)
Add: NOI from partially owned entities 81,881 78,408 3,473 
NOI at share280,913 242,559 38,354 
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other3,076 1,106 1,970 
NOI at share - cash basis$283,989 $243,665 $40,324 
For the Three Months Ended December 31, 2020
TotalNew YorkOther
Total revenues$376,431 $302,360 $74,071 
Operating expenses(188,989)(155,907)(33,082)
NOI - consolidated187,442 146,453 40,989 
Deduct: NOI attributable to noncontrolling interests in consolidated subsidiaries(15,901)(9,060)(6,841)
Add: NOI from partially owned entities 76,952 75,151 1,801 
NOI at share248,493 212,544 35,949 
Non-cash adjustments for straight-line rents, amortization of acquired below-market leases, net, and other(2,001)(3,595)1,594 
NOI at share - cash basis$246,492 $208,949 $37,543 
________________________________
See Appendix page vii for details of NOI at share components.
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NET OPERATING INCOME AT SHARE BY SUBSEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands)
For the Three Months Ended
March 31,December 31, 2020
20212020
NOI at share:
New York:
Office(1)
$166,635 $183,205 $167,865 
Retail36,702 52,018 38,146 
Residential4,456 6,200 4,083 
Alexander's Inc. ("Alexander's")10,489 10,492 10,259 
Hotel Pennsylvania(2)
(7,144)(9,356)(7,809)
Total New York211,138 242,559 212,544 
Other:
theMART(3)
18,107 21,113 17,091 
555 California Street16,064 15,231 14,638 
Other investments4,799 2,010 4,220 
Total Other38,970 38,354 35,949 
NOI at share$250,108 $280,913 $248,493 
____________________
(1)    Includes the impact of write-offs of tenant receivables deemed uncollectible of $2,364 and $650, respectively, for the three months ended March 31, 2021 and December 31, 2020. In addition, includes the impact of non-cash write-offs of receivables arising from the straight-lining of rents of $820 and $585, respectively, for the three months ended March 31, 2021 and December 31, 2020.
(2)    We temporarily closed the Hotel Pennsylvania on April 1, 2020 and on April 5, 2021, we announced that we permanently closed the hotel.
(3)    We cancelled trade shows at theMART beginning late March of 2020 due to the COVID-19 pandemic.

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NET OPERATING INCOME AT SHARE - CASH BASIS BY SUBSEGMENT (NON-GAAP) (unaudited)
(Amounts in thousands)
For the Three Months Ended
March 31,December 31, 2020
20212020
NOI at share - cash basis:
New York:
Office(1)
$167,096 $187,035 $166,925 
Retail34,876 49,041 34,256 
Residential4,011 5,859 3,828 
Alexander's11,349 11,094 11,163 
Hotel Pennsylvania(2)
(7,167)(9,364)(7,223)
Total New York210,165