SL GREEN REALTY CORP (Form: 8-K, Received: 07/22/2021 12:55:23)

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):

July 21, 2021

SL GREEN REALTY CORP.

(Exact name of registrant as specified in its charter)

Maryland

(State of Incorporation)


1-13199			13-3956775
(Commission File Number)			(I.R.S. employer identification number)


One Vanderbilt Avenue		10017
New York,	New York	(Zip Code)

(Address of principal executive offices)

(212) 594-2700

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))

Securities registered pursuant to Section 12(b) of the Act:

Registrant

Trading Symbol

Title of Each Class

Name of Each Exchange on Which Registered

SL Green Realty Corp.

SLG

Common Stock, $0.01 par value

New York Stock Exchange

SL Green Realty Corp.

SLG.PRI

6.500% Series I Cumulative Redeemable Preferred Stock, $0.01 par value

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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

Following the issuance of a press release on July 21, 2021 announcing SL Green Realty Corp.’s, or the Company, results for the quarter ended June 30, 2021, the Company has made available on its website supplemental information regarding the Company’s operations that is too voluminous for a press release. The Company is attaching the press release as Exhibit 99.1 and the supplemental package as Exhibit 99.2 to this Current Report on Form 8-K.

The information (including Exhibits 99.1 and 99.2) being furnished pursuant to this “Item 2.02. Results of Operations and Financial Condition” shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Act, or the Exchange Act regardless of any general incorporation language in such filing.

Item 7.01. Regulation FD Disclosure

As discussed in Item 2.02 above, on July 21, 2021, the Company issued a press release announcing its results for the quarter ended June 30, 2021.

The information being furnished pursuant to this “Item 7.01. Regulation FD Disclosure” shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act regardless of any general incorporation language in such filing. This information will not be deemed an admission as to the materiality of such information that is required to be disclosed solely by Regulation FD.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press release regarding results for the quarter ended June 30, 2021.

99.2 Supplemental package.

Non-GAAP Supplemental Financial Measures

Funds from Operations (FFO)

FFO is a widely recognized non-GAAP financial measure of REIT performance. The Company computes FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than the Company does. The revised White Paper on FFO approved by the Board of Governors of NAREIT in April 2002, and subsequently amended, defines FFO as net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of properties, and real estate related impairment charges, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures.

The Company presents FFO because it considers it an important supplemental measure of the Company’s operating performance and believes that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs, particularly those that own and operate commercial office properties. The Company also uses FFO as one of several criteria to determine performance-based bonuses for members of its senior management. FFO is intended to exclude GAAP historical cost depreciation and amortization of real estate and related assets, which assumes that the value of real estate assets diminishes ratably over time. Historically, however, real estate values have risen or fallen with market conditions. Because FFO excludes depreciation and amortization unique to real estate, gains and losses from property dispositions, and real estate related impairment charges, it provides a performance measure that, when compared year over year, reflects the impact to operations from trends in occupancy rates, rental rates, operating costs, and interest costs, providing perspective not immediately apparent from net income. FFO does not represent cash generated from operating activities in accordance with GAAP and should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance or to cash flow from operating activities (determined in accordance with GAAP) as a measure of the Company’s liquidity, nor is it indicative of funds available to fund the Company’s cash needs, including the Company's ability to make cash distributions.

Funds Available for Distribution (FAD)

FAD is a non-GAAP financial measure that is calculated as FFO plus non-real estate depreciation, allowance for straight line credit loss, adjustment for straight line operating lease rent, non-cash deferred compensation, and pro-rata adjustments from the Company's unconsolidated JVs, less straight line rental income, free rent net of amortization, second cycle tenant improvement and leasing costs, and recurring building improvements.

FAD is not intended to represent cash flow for the period and is not indicative of cash flow provided by operating activities as determined in accordance with GAAP. FAD is presented solely as a supplemental disclosure with respect to liquidity because the Company believes it provides useful information regarding the Company’s ability to fund its dividends. Because all companies do not calculate FAD the same way, the presentation of FAD may not be comparable to similarly titled measures of other companies. FAD does not represent cash flow from operating, investing and finance activities in accordance with GAAP and should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of the Company’s liquidity.

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre)

EBITDAre is a non-GAAP financial measure. The Company computes EBITDAre in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which may not be comparable to EBITDAre reported by other REITs that do not compute EBITDAre in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than the Company does. The White Paper on EBITDAre approved by the Board of Governors of NAREIT in September 2017 defines EBITDAre as net income (loss) (computed in accordance with Generally Accepted Accounting Principles, or GAAP), plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property, plus impairment write-downs of depreciated property and investments in unconsolidated joint ventures, plus adjustments to reflect the entity's share of EBITDAre of unconsolidated joint ventures.

The Company presents EBITDAre because the Company believes that EBITDAre, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of the Company’s ability to incur and service debt. EBITDAre should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of the Company’s financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of the Company’s liquidity.

Net Operating Income (NOI) and Cash NOI

NOI is a non-GAAP financial measure that is calculated as operating income before transaction related costs, gains/losses on early extinguishment of debt, marketing general and administrative expenses and non-real estate revenue. Cash NOI is also a non-GAAP financial measure that is calculated by subtracting free rent (net of amortization), straight-line rent, and the amortization of acquired above and below-market leases from NOI, while adding operating lease straight-line adjustment and the allowance for straight-line tenant credit loss.

The Company presents NOI and Cash NOI because the Company believes that these measures, when taken together with the corresponding GAAP financial measures and reconciliations, provide investors with meaningful information regarding the operating performance of properties. When operating performance is compared across multiple periods, the investor is provided with information not immediately apparent from net income that is determined in accordance with GAAP. NOI and Cash NOI provide information on trends in the revenue generated and expenses incurred in operating the Company's properties, unaffected by the cost of leverage, straight-line adjustments, depreciation, amortization, and other net income components. The Company uses these metrics internally as performance measures. None of these measures is an alternative to net income (determined in accordance with GAAP) and same-store performance should not be considered an alternative to GAAP net income performance.

Coverage Ratios

The Company presents fixed charge and debt service coverage ratios to provide a measure of the Company’s financial flexibility to service current debt amortization, interest expense and operating lease rent from current cash net operating income. These coverage ratios represent a common measure of the Company’s ability to service fixed cash payments; however, these ratios are not used as an alternative to cash flow from operating, financing and investing activities (determined in accordance with GAAP).

SIGNATURES

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 thereunto duly authorized.


			SL GREEN REALTY CORP.

			/s/ Matthew J. DiLiberto
			Matthew J. DiLiberto
			Chief Financial Officer

Date: July 22, 2021

Exhibit 99.1

CONTACT

Matt DiLiberto

Chief Financial Officer

(212) 594-2700

SL GREEN REALTY CORP. REPORTS

SECOND QUARTER 2021 EPS OF $1.51 PER SHARE;

AND FFO OF $1.60 PER SHARE

Financial and Operating Highlights

•Net income attributable to common stockholders of $1.51 per share for the second quarter of 2021 as compared to $0.76 per share for the same period in 2020. Net income attributable to common stockholders for the second quarter of 2021 includes net gains of $108.3 million, or $1.47 per share, recognized from the sales of 635-641 Sixth Avenue and our interests in 605 West 42nd Street, as compared to a net gain of $65.4 million, or $0.82 per share, recognized from the sale of the retail condominium at 609 Fifth Avenue in the second quarter of 2020.

•Funds from operations, or FFO, of $1.60 per share for the second quarter of 2021 as compared to $1.70 per share for the same period in 2020. FFO for the second quarter of the prior year included $12.4 million, or $0.15 per share, of lease termination income as compared to just $1.1 million, or $0.02 per share, of lease termination income in the second quarter of 2021.

•To date in 2021, the Company has repurchased or redeemed a combined 4.0 million shares of its common stock and units of its Operating Partnership, or OP units, under the previously announced $3.5 billion share repurchase plan, bringing total repurchases and redemptions to 36.5 million shares/units.

•Signed 42 Manhattan office leases covering 557,703 square feet in the second quarter and 63 Manhattan office leases covering 910,455 square feet for the first six months of 2021. The mark-to-market on signed Manhattan office leases was 1.1% lower for the second quarter and 1.7% lower for the first six months of 2021 than the previous fully escalated rents on the same spaces.

•Same-store cash net operating income, or NOI, including our share of same-store cash NOI from unconsolidated joint ventures, decreased by 3.7% for the second quarter of 2021 and decreased by 2.4% for the first six months of 2021 as compared to the same period in 2020, excluding lease termination income, an interim level that is consistent with our full-year 2021 goals and objectives.

•Manhattan same-store office occupancy was 93.6% as of June 30, 2021, inclusive of leases signed but not yet commenced.

Investing Highlights

•Closed on the previously announced sale of 635-641 Sixth Avenue for a gross sale price of $325.0 million, equating to more than $1,200 per square foot. The transaction generated net cash proceeds to the Company of $313.2 million.

•Closed on the previously announced sale of its 20.0% interest in 605 West 42nd Street, also known as "Sky," for a gross asset valuation of $858.1 million. The transaction generated net cash proceeds to the Company of $54.5 million.

•Closed on the acquisition of the fee interest in 461 Fifth Avenue for a gross purchase price of $28.0 million pursuant to a purchase option under the ground lease at the property, thereby consolidating a leasehold position into 100% unencumbered fee ownership.

Financing Highlights

•Along with our joint venture partners, closed on the previously announced $3.0 billion 10-year fixed-rate refinancing of One Vanderbilt Avenue. The new financing carries a stated coupon of 2.855 percent, equivalent to a rate of 2.947 percent inclusive of hedging costs, and replaces the previous $1.75 billion construction facility that had an outstanding balance of approximately $1.54 billion at the time of repayment.

Summary

New York, NY, July 21, 2021 - SL Green Realty Corp. (the "Company") (NYSE: SLG) today reported net income attributable to common stockholders for the quarter ended June 30, 2021 of $105.3 million, or $1.51 per share, as compared to net income of $56.4 million, or $0.76 per share, for the same quarter in 2020. Net income attributable to common stockholders for the second quarter of 2021 includes net gains totaling $108.3 million, or $1.47 per share, recognized from the sales of 635-641 Sixth Avenue and our interests in 605 West 42nd Street, as compared to a net gain of $65.4 million, or $0.82 per share, in the second quarter of 2020 recognized from the sale of the retail condominium at 609 Fifth Avenue.

The Company also reported net income attributable to common stockholders for the six months ended June 30, 2021 of $97.9 million, or $1.40 per share, as compared to net income of $171.2 million, or $2.28 per share, for the same period in 2020. Net income attributable to common stockholders for the six months ended June 30, 2021 includes $94.1 million, or $1.27 per share, of net gains recognized from the sale of real estate interests and non-cash fair value adjustments. Net income for the six months ended June 30, 2020 included $137.5 million, or $1.69 per share, of net gains recognized from the sale of real estate interests and non-cash fair value adjustments.

The Company reported FFO for the quarter ended June 30, 2021 of $117.7 million, or $1.60 per share, as compared to FFO for the same period in 2020 of $136.1 million, or $1.70 per share. FFO for the second quarter of the prior year included $12.4 million, or $0.15 per share, of lease termination income as compared to just $1.1 million, or $0.02 per share, of lease termination income included in the second quarter of 2021.

The Company also reported FFO for the six months ended June 30, 2021 of $246.0 million, or $3.33 per share, as compared to FFO of $308.1 million, or $3.79 per share, for the same period in 2020. FFO for the six months ended June 30, 2020 included $25.1 million, or $0.31 per share, of incremental income from Credit Suisse at 1 Madison Avenue representing rent through December 31, 2020.

All per share amounts are presented on a diluted basis.

Operating and Leasing Activity

For the quarter ended June 30, 2021, the Company reported consolidated revenues and operating income of $218.1 million and $88.7 million, respectively, compared to $253.7 million and $130.4 million, respectively, for the same period in 2020.

Same-store cash NOI, including our share of same-store cash NOI from unconsolidated joint ventures, decreased by 9.2% for the second quarter of 2021, and decreased 3.7% excluding lease termination income, as compared to the same period in 2020, an interim level that is consistent with our full-year 2021 goals and objectives.

Same-store cash NOI, including our share of same-store cash NOI from unconsolidated joint ventures, decreased by 5.4% for the six months June 30, 2021, and decreased 2.4% excluding lease termination income, as compared to the same period in 2020, an interim level that is consistent with our full-year 2021 goals and objectives.

During the second quarter of 2021, the Company signed 42 office leases in its Manhattan office portfolio totaling 557,703 square feet. The average lease term on the Manhattan office leases signed in the second quarter of 2021 was 4.7 years and average tenant concessions were 2.4 months of free rent with a tenant improvement allowance of $17.16 per rentable square foot, excluding leases signed at One Vanderbilt Avenue. Twenty-five leases comprising 265,798 square feet, representing office leases on space that had been occupied within the prior twelve months, are considered replacement leases on which mark-to-market is calculated. Those replacement leases had average starting rents of $84.12 per rentable square foot, representing a 1.1% decrease over the previous fully escalated rents on the same office spaces.

During the first six months of 2021, the Company signed 63 office leases in its Manhattan office portfolio totaling 910,455 square feet. The average lease term on the Manhattan office leases signed in the first six months of 2021 was 5.3 years and average tenant concessions were 4.7 months of free rent with a tenant improvement allowance of $39.76 per rentable square foot, excluding leases signed at One Vanderbilt Avenue. Thirty-eight leases comprising 453,124 square feet, representing office leases on space that had been occupied within the prior twelve months, are considered replacement leases on which mark-to-market is calculated. Those replacement leases had average starting rents of $72.98 per rentable square foot, representing a 1.7% decrease over the previous fully escalated rents on the same office spaces.

Occupancy in the Company's Manhattan same-store office portfolio was 93.6% as of June 30, 2021, inclusive of 53,962 square feet of leases signed but not yet commenced, as compared to 94.1% at the end of the previous quarter.

Significant leases that were signed in the second quarter included:

•Total of 227,670 square feet of leases signed at One Vanderbilt Avenue:

•New lease for 97,652 square feet, for 15.0 years;

•New lease with MSD Partners for 35,567 square feet, for 15.0 years;

•New lease with Mamoura Holdings (US), LLC for 28,448 square feet, for 10.0 years;

•Expansion lease with TD Securities for 24,020 square feet, for 20.0 years, which increases TD Securities' footprint in the building to 142,892 square feet;

•New lease with Kyndrel for 22,531 square feet, for 9.0 years;

•New lease with Nearwater Management LLC for 17,289 square feet, for 7.0 years; and

•Expansion lease with InTandem Capital Partners LLC and Sagewind Capital LLC for 2,163 square feet, for 7.0 years, which increases their joint footprint in the building to 12,328 square feet;

•Early renewal with Wells Fargo Bank N.A. for 103,803 square feet at 100 Park Avenue, for 2.1 years;

•New lease with GQG Partners, LLC for 8,936 square feet at 280 Park Avenue, for 15.0 years; and

•New retail lease with Vashi for 11,777 square feet at 110 Greene Street, for 15.0 years.

Investment Activity

To date in 2021, the Company has repurchased 3.4 million shares of its common stock and redeemed 0.6 million units of its Operating Partnership, or OP units, bringing total repurchases and redemptions to 34.9 million shares of common stock and 1.6 million OP units for a combined total of $3.1 billion under the previously announced $3.5 billion share repurchase program.

In June, the Company closed on the previously announced sale of 635-641 Sixth Avenue for a gross sale price of $325.0 million, equating to more than $1,200 per square foot. The property is comprised of two adjoined buildings totaling eight stories and 267,000 square feet, occupying the full western block-front on Sixth Avenue from 19th Street to 20th Street in Midtown South. The transaction generated net cash proceeds to the Company of $313.2 million.

In June, the Company closed on the previously announced sale of its 20.0% interest in 605 West 42nd Street, also known as "Sky," for a gross asset valuation of $858.1 million. The 71-story, 948,233 square foot luxury multifamily tower includes 295 affordable units of dedicated affordable housing and 68,000 square feet of retail space. The transaction generated net cash proceeds to the Company of $54.5 million.

In June, the Company closed on the acquisition of the fee interest in 461 Fifth Avenue for a gross purchase price of $28.0 million pursuant to a purchase option under the ground lease at the property, thereby consolidating a leasehold position into 100% unencumbered fee ownership. The Company acquired the leasehold interest in the property in 2003. The property comprises 200,000 square feet on the corner of Fifth Avenue and 40th Street in East Midtown.

Debt and Preferred Equity Investment Activity

The carrying value of the Company’s debt and preferred equity ("DPE") portfolio was $1.11 billion at June 30, 2021. The portfolio is comprised of $1.07 billion of investments, which are classified in the debt and preferred equity line item of the balance sheet, at a weighted average current yield of 7.3%, or 9.0% excluding the effect of $238.7 million of investments that are on non-accrual, and mortgage investments aggregating $0.04 billion at a weighted average current yield of 3.6% that are included in other balance sheet line items for accounting purposes.

During the second quarter, the Company acquired a subordinate debt investment for $60.4 million, all of which was retained, at a yield of 14.0%.

During the second quarter, the Company generated $53.8 million of cash through the sale, at par, of one DPE position.

Financing Activity

In June, the Company, along with its joint venture partners, closed on the previously announced $3.0 billion 10-year fixed-rate refinancing of One Vanderbilt Avenue. The loan was securitized in a single asset, single borrower (SASB) agented CMBS transaction. The new financing carries a stated coupon of 2.855 percent, equivalent to a rate of 2.947 percent inclusive of hedging costs, and replaces the previous $1.75 billion construction facility that had an outstanding balance of approximately $1.54 billion at the time of repayment.

Dividends

In the second quarter of 2021, the Company declared:

•Three monthly dividends on its outstanding common stock of $0.3033 per share which were paid on May 17, June 15, and July 15, 2021, equating to an annualized dividend of $3.64 per share of common stock; and

•Quarterly dividend on its outstanding 6.50% Series I Cumulative Redeemable Preferred Stock of $0.40625 per share for the period April 15, 2021 through and including July 14, 2021, which was paid on July 15, 2021 and is the equivalent of an annualized dividend of $1.625 per share.

Conference Call and Audio Webcast

The Company's executive management team, led by Marc Holliday, Chairman and Chief Executive Officer, will host a conference call and audio webcast on Thursday, July 22, 2021, at 2:00 pm ET to discuss the financial results.

The supplemental data will be available prior to the quarterly conference call in the Investors section of the SL Green Realty Corp. website at www.slgreen.com under “Financial Reports.”

The live conference call will be webcast in listen-only mode in the Investors section of the SL Green Realty Corp. website at www.slgreen.com under “Presentations & Webcasts.” The conference may also be accessed by dialing toll-free (877) 312-8765 or international (419) 386-0002, and using conference ID 5177356.

A replay of the call will be available for 7 days after the call by dialing (855) 859-2056 using conference ID 1787091. A webcast replay will also be available in the Investors section of the SL Green Realty Corp. website at www.slgreen.com under “Presentations & Webcasts.”

Company Profile

SL Green Realty Corp., Manhattan's largest office landlord, is a fully integrated real estate investment trust, or REIT, that is focused primarily on acquiring, managing and maximizing value of Manhattan commercial properties. As of June 30, 2021, SL Green held interests in 77 buildings totaling 35.3 million square feet. This included ownership interests in 27.1 million square feet of Manhattan buildings and 7.4 million square feet securing debt and preferred equity investments.

To be added to the Company's distribution list or to obtain the latest news releases and other Company information, please visit our website at www.slgreen.com or contact Investor Relations at investor.relations@slgreen.com.

Disclaimers

Non-GAAP Financial Measures

During the quarterly conference call, the Company may discuss non-GAAP financial measures as defined by SEC Regulation G. In addition, 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 in this release and in the Company’s Supplemental Package.

Forward-looking Statements

This press release includes certain statements that may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provisions thereof. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, are forward-looking statements. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate. Forward-looking statements are not guarantees of future performance and actual results or developments may differ materially, and we caution you not to place undue reliance on such statements. Forward-looking statements are generally identifiable by the use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "project," "continue," or the negative of these words, or other similar words or terms.

Forward-looking statements contained in this press release are subject to a number of risks and uncertainties, many of which are beyond our control, that may cause our actual results, performance or achievements to be materially different from future results, performance or achievements expressed or implied by forward-looking statements made by us. Factors and risks to our business that could cause actual results to differ from those contained in the forward-looking statements include risks and uncertainties related to the on-going COVID-19 pandemic and the duration and impact it will have on our business and the industry as a whole and the other risks and uncertainties described in our filings with the Securities and Exchange Commission. Except to the extent required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of future events, new information or otherwise.

SL GREEN REALTY CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited and in thousands, except per share data)


	Three Months Ended				Six Months Ended
	June 30,				June 30,
Revenues:	2021		2020		2021		2020

Rental revenue, net	$	163,916	$	174,141	$	326,726	$	369,604
Escalation and reimbursement	20,695		21,745		45,974		48,913
Investment income	20,107		39,943		39,380		78,476
Other income	13,389		17,870		32,129		71,009
Total revenues	218,107		253,699		444,209		568,002
Expenses:
Operating expenses, including related party expenses of $3,039 and $5,264 in 2021 and $2,739 and $6,488 in 2020	43,883		40,897		86,167		94,763
Real estate taxes	43,768		41,661		89,179		88,283
Operating lease rent	6,707		7,831		13,446		15,198
Interest expense, net of interest income	18,960		30,070		42,348		67,564
Amortization of deferred financing costs	3,386		2,661		7,160		5,161
Depreciation and amortization	57,261		95,941		120,257		164,220
Loan loss and other investment reserves, net of recoveries	—		6,813		—		18,061
Transaction related costs	3		373		25		438
Marketing, general and administrative	22,064		23,510		44,949		43,080
Total expenses	196,032		249,757		403,531		496,768


Equity in net loss from unconsolidated joint ventures	(12,970)		(2,199)		(15,834)		(15,013)
Equity in net gain (loss) on sale of interest in unconsolidated joint venture/real estate	8,471		—		(4,158)		—
Purchase price and other fair value adjustment	(1,947)		—		717		—
Gain on sale of real estate, net	98,960		64,884		97,572		137,520
Depreciable real estate reserves	2,545		—		(5,696)		—





Net income	117,134		66,627		113,279		193,741
Net income attributable to noncontrolling interests in the Operating Partnership	(6,282)		(3,070)		(5,806)		(9,272)
Net loss (income) attributable to noncontrolling interests in other partnerships	40		(1,023)		1,539		(730)
Preferred unit distributions	(1,823)		(2,353)		(3,669)		(5,019)
Net income attributable to SL Green	109,069		60,181		105,343		178,720
Perpetual preferred stock dividends	(3,737)		(3,737)		(7,475)		(7,475)
Net income attributable to SL Green common stockholders	$	105,332	$	56,444	$	97,868	$	171,245
Earnings Per Share (EPS)
Net income per share (Basic) (1)	$	1.52	$	0.76	$	1.41	$	2.28
Net income per share (Diluted) (1)	$	1.51	$	0.76	$	1.40	$	2.28

Funds From Operations (FFO)
FFO per share (Basic) (1)	$	1.60	$	1.75	$	3.35	$	3.90
FFO per share (Diluted) (1)	$	1.60	$	1.74	$	3.33	$	3.89
FFO per share (Pro forma) (2)	$	1.60	$	1.70	$	3.33	$	3.79

Basic ownership interest
Weighted average REIT common shares for net income per share	68,980		73,538		68,996		74,598
Weighted average partnership units held by noncontrolling interests	4,093		4,120		4,121		4,170
Basic weighted average shares and units outstanding (1)	73,073		77,658		73,117		78,768

Diluted ownership interest
Weighted average REIT common share and common share equivalents	69,634		73,946		69,778		75,038
Weighted average partnership units held by noncontrolling interests	4,093		4,120		4,121		4,170
Diluted weighted average shares and units outstanding (1)	73,727		78,066		73,899		79,208
Pro forma adjustment (2)	—		2,153		—		2,184
Pro forma diluted weighted average shares and units outstanding (2)	73,727		80,219		73,899		81,392

(1) During the first quarter of 2021, the Company completed a reverse stock split to mitigate the dilutive impact of stock issued for a special dividend paid primarily in stock. The 2020 basic and diluted weighted average common shares outstanding have been retroactively adjusted to reflect the reverse stock split.

(2) During the first quarter of 2021, the Company completed a reverse stock split to mitigate the dilutive impact of stock issued for a special dividend paid primarily in stock. GAAP requires the weighted average common shares outstanding to be adjusted retroactively for all periods presented to reflect the reverse stock split. To facilitate comparison between the periods presented, the Company calculated Pro forma diluted weighted average shares and units outstanding for the 2020 periods presented, which adjusts the share counts back to the originally-reported numbers.

SL GREEN REALTY CORP.

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)


	June 30,		December 31,
	2021		2020
Assets	(Unaudited)
Commercial real estate properties, at cost:
Land and land interests	$	1,403,399	$	1,315,832
Building and improvements	4,088,659		4,168,193
Building leasehold and improvements	1,642,595		1,448,134
Right of use asset - financing leases	27,445		55,711
Right of use asset - operating leases	502,316		367,209
	7,664,414		7,355,079
Less: accumulated depreciation	(2,008,438)		(1,956,077)
	5,655,976		5,399,002
Assets held for sale	—		—
Cash and cash equivalents	218,337		266,059
Restricted cash	98,164		106,736
Investment in marketable securities	32,339		28,570
Tenant and other receivables	40,147		44,507
Related party receivables	36,430		34,657
Deferred rents receivable	304,140		302,791
Debt and preferred equity investments, net of discounts and deferred origination fees of $7,922 and $11,232 and allowances of $13,213 and $13,213 in 2021 and 2020, respectively	1,072,711		1,076,542
Investments in unconsolidated joint ventures	3,209,151		3,823,322
Deferred costs, net	161,962		177,168
Other assets	336,807		448,213
Total assets	$	11,166,164	$	11,707,567

Liabilities
Mortgages and other loans payable	$	1,874,592	$	2,001,361
Revolving credit facility	—		110,000
Unsecured term loan	1,500,000		1,500,000
Unsecured notes	1,251,404		1,251,888
Deferred financing costs, net	(26,820)		(34,521)
Total debt, net of deferred financing costs	4,599,176		4,828,728
Accrued interest payable	13,771		14,825
Accounts payable and accrued expenses	126,929		151,309
Deferred revenue	114,536		118,572
Lease liability - financing leases	124,808		152,521
Lease liability - operating leases	443,313		339,458
Dividend and distributions payable	24,407		149,294
Security deposits	54,797		53,836
Liabilities related to assets held for sale	—		—
Junior subordinate deferrable interest debentures held by trusts that issued trust preferred securities	100,000		100,000
Other liabilities	196,966		302,798
Total liabilities	5,798,703		6,211,341

Commitments and contingencies	—		—
Noncontrolling interest in the Operating Partnership	355,201		358,262
Preferred units	198,503		202,169

Equity
Stockholders’ equity:
Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both June 30, 2021 and December 31, 2020	221,932		221,932
Common stock, $0.01 par value 160,000 shares authorized, 68,906 and 69,534 issued and outstanding at June 30, 2021 and December 31, 2020, respectively (including 1,026 held in Treasury at both June 30, 2021 and December 31, 2020)	690		716
Additional paid-in capital	3,823,290		3,862,949
Treasury stock at cost	(124,049)		(124,049)
Accumulated other comprehensive loss	(66,863)		(67,247)
Retained earnings	934,132		1,015,462
Total SL Green Realty Corp. stockholders’ equity	4,789,132		4,909,763
Noncontrolling interests in other partnerships	24,625		26,032
Total equity	4,813,757		4,935,795
Total liabilities and equity	$	11,166,164	$	11,707,567

SL GREEN REALTY CORP.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(unaudited and in thousands, except per share data)


	Three Months Ended				Six Months Ended
	June 30,				June 30,
Funds From Operations (FFO) Reconciliation:	2021		2020		2021		2020

Net income attributable to SL Green common stockholders	$	105,332	$	56,444	$	97,868	$	171,245
Add:
Depreciation and amortization	57,261		95,941		120,257		164,220
Joint venture depreciation and noncontrolling interest adjustments	59,485		45,107		115,187		101,425
Net income attributable to noncontrolling interests	6,242		4,093		4,267		10,002
Less:
Gain on sale of real estate, net	98,960		64,884		97,572		137,520
Equity in net gain (loss) on sale of interest in unconsolidated joint venture/real estate	8,471		—		(4,158)		—
Purchase price and other fair value adjustments	—		—		2,664		—
Depreciable real estate reserves	2,545		—		(5,696)		—
Depreciation on non-rental real estate assets	672		609		1,199		1,259
FFO attributable to SL Green common stockholders and unit holders	$	117,672	$	136,092	$	245,998	$	308,113


	Three Months Ended				Six Months Ended
	June 30,				June 30,
Operating income and Same-store NOI Reconciliation:	2021		2020		2021		2020

Net income	$	117,134	$	66,627	$	113,279	$	193,741
Equity in net (gain) loss on sale of interest in unconsolidated joint venture/real estate	(8,471)		—		4,158		—
Purchase price and other fair value adjustments	1,947		—		(717)		—
Gain on sale of real estate, net	(98,960)		(64,884)		(97,572)		(137,520)
Depreciable real estate reserves	(2,545)		—		5,696		—

Depreciation and amortization	57,261		95,941		120,257		164,220
Interest expense, net of interest income	18,960		30,070		42,348		67,564
Amortization of deferred financing costs	3,386		2,661		7,160		5,161
Operating income	88,712		130,415		194,609		293,166

Equity in net loss from unconsolidated joint ventures	12,970		2,199		15,834		15,013
Marketing, general and administrative expense	22,064		23,510		44,949		43,080

Transaction related costs, net	3		373		25		438
Investment income	(20,107)		(39,943)		(39,380)		(78,476)
Loan loss and other investment reserves, net of recoveries	—		6,813		—		18,061
Non-building revenue	(8,027)		(192)		(12,488)		(3,982)

Net operating income (NOI)	95,615		123,175		203,549		287,300

Equity in net loss from unconsolidated joint ventures	(12,970)		(2,199)		(15,834)		(15,013)
SLG share of unconsolidated JV depreciation and amortization	58,537		46,217		113,812		92,091
SLG share of unconsolidated JV interest expense, net of interest income	34,274		32,714		67,701		68,491
SLG share of unconsolidated JV amortization of deferred financing costs	3,545		1,693		6,430		3,380
SLG share of unconsolidated JV loss on early extinguishment of debt	941		—		941		—

SLG share of unconsolidated JV investment income	(314)		(310)		(610)		(617)
SLG share of unconsolidated JV non-building revenue	(599)		(2,425)		(2,186)		(4,025)
NOI including SLG share of unconsolidated JVs	179,029		198,865		373,803		431,607

NOI from other properties/affiliates	(16,937)		(27,921)		(51,740)		(100,334)
Same-store NOI	162,092		170,944		322,063		331,273

Ground lease straight-line adjustment	244		245		489		533
Joint Venture ground lease straight-line adjustment	233		252		465		594
Straight-line and free rent	(7,884)		100		(11,264)		(2,800)
Amortization of acquired above and below-market leases, net	(100)		(858)		(195)		(2,428)
Joint Venture straight-line and free rent	(2,166)		(4,271)		(9,515)		(10,030)
Joint Venture amortization of acquired above and below-market leases, net	(4,824)		(3,807)		(9,135)		(7,630)
Same-store cash NOI	$	147,595	$	162,605	$	292,908	$	309,512

Lease termination income	(1,095)		(10,570)		(1,100)		(10,590)
Joint Venture lease termination income	(247)		(172)		(254)		(179)
Same-store cash NOI excluding lease termination income	$	146,253	$	151,863	$	291,554	$	298,743

SL GREEN REALTY CORP.

NON-GAAP FINANCIAL MEASURES - DISCLOSURES

Funds from Operations (FFO)

Funds Available for Distribution (FAD)

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre)

Net Operating Income (NOI) and Cash NOI

Coverage Ratios

SLG-EARN

SL Green Realty Corp. is a self-managed real estate investment trust, or REIT, with in-house capabilities in property management, acquisitions and dispositions, financing, development, redevelopment, construction and leasing.

As of June 30, 2021, the Company held interests in 77 buildings totaling 35.3 million square feet. This included ownership interests in 27.1 million square feet in Manhattan buildings and 7.4 million square feet securing debt and preferred equity investments.

•SL Green’s common stock is listed on the New York Stock Exchange and trades under the symbol SLG.

•SL Green's website is www.slgreen.com.

•This data is furnished to supplement audited and unaudited regulatory filings of the Company and should be read in conjunction with those filings. The financial data herein is unaudited and is provided to assist readers of quarterly and annual financial filings and should not be read in replacement of, or superior to, such financial filings. As such, data otherwise contained in future regulatory filings covering the same period may restate the data presented herein.

Questions pertaining to the information contained herein should be referred to Investor Relations at investor.relations@slgreen.com.

Ratings

Ratings are not recommendations to buy, sell or hold the Company’s securities.

Forward-looking Statements

This supplemental reporting package includes certain statements that may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are intended to be covered by the safe harbor provisions thereof. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, are forward-looking statements. These forward-looking statements are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions, expected future developments and other factors we believe are appropriate. Forward-looking statements are not guarantees of future performance and actual results or developments may differ materially, and we caution you not to place undue reliance on such statements. Forward-looking statements are generally identifiable by the use of the words "may," "will," "should," "expect," "anticipate," "estimate," "believe," "intend," "project," "continue," or the negative of these words, or other similar words or terms.

The following discussion related to the consolidated financial statements of the Company should be read in conjunction with the financial statements for the quarter ended June 30, 2021 that will be included on Form 10-Q to be filed on or before August 9, 2021.


Supplemental Information			2			Second Quarter 2021



TABLE OF CONTENTS





Definitions	4

Highlights	6	-	10

Comparative Balance Sheets	11

Comparative Statements of Operations	13

Comparative Computation of FFO and FAD	14

Consolidated Statement of Equity	15

Joint Venture Statements	16	-	18

Selected Financial Data	19	-	22

Debt Summary Schedule	23	-	24

Lease Liability Schedule	25

Debt and Preferred Equity Investments	26	-	28

Selected Property Data
Property Portfolio	29	-	33
Largest Tenants	34
Tenant Diversification	35
Leasing Activity	36	-	37
Lease Expirations	38	-	39

Summary of Real Estate Acquisition/Disposition Activity	40	-	44

Corporate Information	45

Non-GAAP Disclosures and Reconciliations	46

Analyst Coverage	49


Supplemental Information			3			Second Quarter 2021



DEFINITIONS

Annualized cash rent - Monthly base rent and escalations per the lease, excluding concessions, deferrals, and abatements as of the last day of the quarter, multiplied by 12.

Capitalized Interest - The total of i) interest cost for project specific debt on properties that are under development or redevelopment plus ii) an imputed interest cost for properties that are under development or redevelopment, which is calculated based on the Company’s equity investment in those properties multiplied by the Company’s weighted average borrowing rate. Capitalized Interest is a component of the carrying value in a development or redevelopment property.

Debt service coverage - Operating Income adding back income taxes, loan loss reserves and the Company's share of joint venture depreciation and amortization, divided by total interest and principal payments.

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre) - EBITDAre is a non-GAAP financial measure. The Company computes EBITDAre in accordance with standards established by the National Association of Real Estate Investment Trusts, or NAREIT, which may not be comparable to EBITDAre reported by other REITs that do not compute EBITDAre in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than the Company does. The White Paper on EBITDAre approved by the Board of Governors of NAREIT in September 2017 defines EBITDAre as net income (loss) (computed in accordance with Generally Accepted Accounting Principles, or GAAP), plus interest expense, plus income tax expense, plus depreciation and amortization, plus (minus) losses and gains on the disposition of depreciated property, plus impairment write-downs of depreciated property and investments in unconsolidated joint ventures, plus adjustments to reflect the entity's share of EBITDAre of unconsolidated joint ventures.

First generation TIs and LCs - Tenant improvements (TIs), leasing commissions (LCs), and other leasing costs that were taken into consideration when underwriting the acquisition of a property, which are generally incurred during the first 4-5 years following acquisition.

Fixed charge - Total payments for interest, loan principal amortization, ground rent and preferred stock dividends.

Fixed charge coverage - Operating Income adding back income taxes, loan loss reserves and the Company's share of joint venture depreciation and amortization, divided by Fixed Charge.

Funds Available for Distribution (FAD) - FAD is a non-GAAP financial measure that is calculated as FFO plus non-real estate depreciation, allowance for straight line credit loss, adjustment for straight line operating lease rent, non-cash deferred compensation, and pro-rata adjustments from the Company's unconsolidated JVs, less straight line rental income, free rent net of amortization, second cycle tenant improvement and leasing costs, and recurring building improvements.

Funds from Operations (FFO) - FFO is a widely recognized non-GAAP financial measure of REIT performance. The Company computes FFO in accordance with standards established by NAREIT, which may not be comparable to FFO reported by other REITs that do not compute FFO in accordance with the NAREIT definition, or that interpret the NAREIT definition differently than the Company does. The revised White Paper on FFO approved by the Board of Governors of NAREIT in April 2002, and subsequently amended, defines FFO as net income (loss) (computed in accordance with GAAP), excluding gains (or losses) from sales of properties, and real estate related impairment charges, plus real estate related depreciation and amortization and after adjustments for unconsolidated partnerships and joint ventures.

Junior Mortgage Participations - Subordinate interests in first mortgages.

Mezzanine Debt - Loans secured by ownership interests in real estate.

Net Operating Income (NOI) and Cash NOI - NOI is a non-GAAP financial measure that is calculated as operating income before transaction related costs, gains/losses on early extinguishment of debt, marketing general and administrative expenses and non-real estate revenue. Cash NOI is also a non-GAAP financial measure that is calculated by subtracting free rent (net of amortization), straight-line rent, and the amortization of acquired above and below-market leases from NOI, while adding operating lease straight-line adjustment and the allowance for straight-line tenant credit loss.

Preferred Equity Investments - Equity investments that are senior to common equity and are entitled to preferential returns.

Recurring capital expenditures - Building improvements and leasing costs required to maintain current revenues. Recurring capital expenditures do not include building improvements that were taken into consideration when underwriting the acquisition of a property or which are incurred to bring a property up to “operating standards.”

Redevelopment costs - Non-recurring capital expenditures incurred to improve properties to the Company’s “operating standards.”

Right of Use Assets / Lease Liabilities - Represents the right to control the use of leased property and the corresponding obligation, both measured at inception as the present value of the lease payments. The asset and related liability are classified as either operating or financing based on the length and cost of the lease and whether the lease contains a purchase option or a transfer of ownership. Operating leases are expensed through operating lease rent while financing leases are expensed through amortization and interest expense.

Same-Store Properties (Same-Store) - Properties owned in the same manner during both the current and prior year, excluding development properties that are not stabilized for both the current and prior year. Changes to Same-Store properties in 2021 are as follows:


Added to Same-Store in 2021:			Removed from Same-Store in 2021:
115 Spring Street			750 Third Avenue (redevelopment)
			760 Madison Avenue (redevelopment)
			55 West 46th Street "Tower 46" (disposed)
			605 West 42nd Street "Sky" (disposed)
			635-641 Sixth Avenue (disposed)

Second generation TIs and LCs - Tenant improvements, leasing commissions, and other leasing costs that do not meet the definition of first generation TIs and LCs.


Supplemental Information			4			Second Quarter 2021



DEFINITIONS

SLG Interest - 'SLG Share' or 'Share of JV' is computed by multiplying the referenced line item by the Company's percentage ownership in the respective joint ventures and may not accurately depict the legal and economic implications of holding a non-controlling interest in the respective joint ventures.

Total square feet owned - The total square footage of properties either owned directly by the Company or in which the Company has a joint venture interest.


Supplemental Information			5			Second Quarter 2021



SECOND QUARTER 2021 HIGHLIGHTS Unaudited

All per share amounts are presented on a diluted basis.

Operating and Leasing Activity

During the second quarter of 2021, the Company signed 42 office leases in its Manhattan office portfolio totaling 557,703 square feet. The average lease term on the Manhattan office

leases signed in the second quarter of 2021 was 4.7 years and average tenant concessions were 2.4 months of free rent with a tenant improvement allowance of $17.16 per rentable square foot, excluding leases signed at One Vanderbilt Avenue. Twenty-five leases comprising 265,798 square feet, representing office leases on space that had been occupied within the prior twelve months, are considered replacement leases on which mark-to-market is calculated. Those replacement leases had average starting rents of $84.12 per rentable square foot, representing a 1.1% decrease over the previous fully escalated rents on the same office spaces.