Company Quick10K Filing
Quick10K
Alexanders
Closing Price ($) Shares Out (MM) Market Cap ($MM)
$382.96 5 $1,960
10-Q 2019-06-30 Quarter: 2019-06-30
10-Q 2019-03-31 Quarter: 2019-03-31
10-K 2018-12-31 Annual: 2018-12-31
10-Q 2018-09-30 Quarter: 2018-09-30
10-Q 2018-06-30 Quarter: 2018-06-30
10-Q 2018-03-31 Quarter: 2018-03-31
10-K 2017-12-31 Annual: 2017-12-31
10-Q 2017-09-30 Quarter: 2017-09-30
10-Q 2017-06-30 Quarter: 2017-06-30
10-Q 2017-03-31 Quarter: 2017-03-31
10-K 2016-12-31 Annual: 2016-12-31
10-Q 2016-09-30 Quarter: 2016-09-30
10-Q 2016-06-30 Quarter: 2016-06-30
10-Q 2016-03-31 Quarter: 2016-03-31
10-K 2015-12-31 Annual: 2015-12-31
10-Q 2015-09-30 Quarter: 2015-09-30
10-Q 2015-06-30 Quarter: 2015-06-30
10-Q 2015-03-31 Quarter: 2015-03-31
10-K 2014-12-31 Annual: 2014-12-31
10-Q 2014-09-30 Quarter: 2014-09-30
10-Q 2014-06-30 Quarter: 2014-06-30
10-Q 2014-03-31 Quarter: 2014-03-31
10-K 2013-12-31 Annual: 2013-12-31
8-K 2019-05-16 Shareholder Vote
8-K 2018-12-12 Off-BS Arrangement, Exhibits
8-K 2018-05-17 Shareholder Vote
8-K 2018-03-02 Other Events
UN Unilever 155,910
NVRO Nevro 1,910
NPO Enpro Industries 1,360
CHEF Chefs' Warehouse 988
SOHU Sohu.com Limited 743
HMTV Hemisphere Media Group 290
GHM Graham 203
CWBR Cohbar 105
DXR Daxor 37
TCON Tracon Pharmaceuticals 21
ALX 2019-06-30
Part I. Financial Information
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
Part II. Other Information
Item 1. Legal Proceedings
Item 1A. Risk Factors
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Mine Safety Disclosures
Item 5. Other Information
Item 6. Exhibits
EX-15.1 exhibit15.htm
EX-31.1 exhibit311.htm
EX-31.2 exhibit312.htm
EX-32.1 exhibit321.htm
EX-32.2 exhibit322.htm

Alexanders Earnings 2019-06-30

ALX 10Q Quarterly Report

Balance SheetIncome StatementCash Flow

Document
2020-12-0117000000003000000002031-01-0129000290003103900032046000false--12-31Q22019000000349992120001178600030.34.594.591.001.001000000010000000517345051734505107290510729011090002275000131700026200002021-10-012024-06-012022-08-012025-12-012021-10-015352651870003730002000004000001957080001.001.00300000030000000000595000119000059500011900006616066160 0000003499 2019-01-01 2019-06-30 0000003499 2019-07-26 0000003499 2018-12-31 0000003499 2019-06-30 0000003499 2018-01-01 2018-06-30 0000003499 2018-04-01 2018-06-30 0000003499 2019-04-01 2019-06-30 0000003499 us-gaap:AdditionalPaidInCapitalMember 2019-06-30 0000003499 us-gaap:CommonStockMember 2019-03-31 0000003499 us-gaap:RetainedEarningsMember 2018-06-30 0000003499 2019-03-31 0000003499 us-gaap:AdditionalPaidInCapitalMember 2018-06-30 0000003499 us-gaap:RetainedEarningsMember 2018-04-01 2018-06-30 0000003499 2018-03-31 0000003499 us-gaap:TreasuryStockMember 2018-06-30 0000003499 us-gaap:AdditionalPaidInCapitalMember 2018-03-31 0000003499 us-gaap:RetainedEarningsMember 2019-04-01 2019-06-30 0000003499 2018-06-30 0000003499 us-gaap:AdditionalPaidInCapitalMember 2019-03-31 0000003499 us-gaap:AdditionalPaidInCapitalMember 2019-04-01 2019-06-30 0000003499 us-gaap:TreasuryStockMember 2018-03-31 0000003499 us-gaap:RetainedEarningsMember 2018-03-31 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-03-31 0000003499 us-gaap:CommonStockMember 2018-03-31 0000003499 us-gaap:AdditionalPaidInCapitalMember 2018-04-01 2018-06-30 0000003499 us-gaap:CommonStockMember 2018-06-30 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-04-01 2018-06-30 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-06-30 0000003499 us-gaap:TreasuryStockMember 2019-03-31 0000003499 us-gaap:RetainedEarningsMember 2019-06-30 0000003499 us-gaap:RetainedEarningsMember 2019-03-31 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-04-01 2019-06-30 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-06-30 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-03-31 0000003499 us-gaap:CommonStockMember 2019-06-30 0000003499 us-gaap:TreasuryStockMember 2019-06-30 0000003499 us-gaap:CommonStockMember 2018-12-31 0000003499 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0000003499 us-gaap:TreasuryStockMember 2017-12-31 0000003499 us-gaap:RetainedEarningsMember 2018-01-01 2018-06-30 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-06-30 0000003499 us-gaap:RetainedEarningsMember 2018-12-31 0000003499 us-gaap:RetainedEarningsMember 2017-12-31 0000003499 us-gaap:AdditionalPaidInCapitalMember 2017-12-31 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2017-12-31 0000003499 us-gaap:RetainedEarningsMember 2019-01-01 2019-06-30 0000003499 us-gaap:TreasuryStockMember 2018-12-31 0000003499 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-06-30 0000003499 2017-12-31 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-01-01 2018-06-30 0000003499 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0000003499 us-gaap:AdditionalPaidInCapitalMember 2018-01-01 2018-06-30 0000003499 us-gaap:CommonStockMember 2017-12-31 0000003499 alx:DevelopmentFeesMember srt:AffiliatedEntityMember 2018-01-01 2018-06-30 0000003499 alx:DevelopmentFeesMember srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 alx:OperatingPropertyMember 2019-06-30 0000003499 srt:RestatementAdjustmentMember 2018-04-01 2018-06-30 0000003499 srt:RestatementAdjustmentMember 2018-01-01 2018-06-30 0000003499 srt:RestatementAdjustmentMember alx:RestatementToReclassifyRegoParkIIAsAReductionToMortagePayableNetOfDeferredDebtIssuanceCostsMember 2018-12-31 0000003499 srt:ScenarioPreviouslyReportedMember 2018-12-31 0000003499 us-gaap:AccountingStandardsUpdate201602Member 2019-01-01 0000003499 alx:DirectServicesMember 2019-01-01 2019-06-30 0000003499 alx:DirectServicesMember 2018-01-01 2018-06-30 0000003499 us-gaap:ParkingMember 2018-04-01 2018-06-30 0000003499 us-gaap:ParkingMember 2019-04-01 2019-06-30 0000003499 us-gaap:ParkingMember 2018-01-01 2018-06-30 0000003499 us-gaap:ParkingMember 2019-01-01 2019-06-30 0000003499 alx:DirectServicesMember 2019-04-01 2019-06-30 0000003499 alx:DirectServicesMember 2018-04-01 2018-06-30 0000003499 alx:ManagementPropertyManagementCleaningEngineeringAndSecurityFeesMember srt:AffiliatedEntityMember 2018-12-31 0000003499 alx:DevelopmentFeesMember srt:AffiliatedEntityMember 2019-06-30 0000003499 alx:ToysRUsMember srt:RetailSiteMember alx:RegoPark2PropertyMember 2018-12-31 0000003499 srt:AffiliatedEntityMember 2019-06-30 0000003499 alx:DevelopmentFeesMember srt:AffiliatedEntityMember 2018-12-31 0000003499 alx:CommonAreaMember alx:LexingtonAvenuePropertyMember alx:PropertyManagementFeesMember srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 srt:RetailSiteMember alx:RegoPark2PropertyMember alx:PropertyManagementFeesMember srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 alx:ToysRUsMember srt:AffiliatedEntityMember 2018-12-31 0000003499 alx:LeasingFeesMember srt:AffiliatedEntityMember 2019-06-30 0000003499 alx:LeasingFeesMember srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 alx:ToysRUsMember srt:RetailSiteMember alx:RegoPark2PropertyMember 2018-01-01 2018-12-31 0000003499 alx:OfficeAndRetailSpaceMember alx:LexingtonAvenuePropertyMember alx:PropertyManagementFeesMember srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 alx:ManagementPropertyManagementCleaningEngineeringAndSecurityFeesMember srt:AffiliatedEntityMember 2019-06-30 0000003499 alx:LeasingFeesMember srt:AffiliatedEntityMember 2018-12-31 0000003499 alx:LeasingFeesMember srt:AffiliatedEntityMember 2018-01-01 2018-06-30 0000003499 srt:AffiliatedEntityMember 2019-04-01 2019-06-30 0000003499 alx:DevelopmentFeesMember srt:AffiliatedEntityMember 2019-04-01 2019-06-30 0000003499 alx:CompanyManagementFeesMember srt:AffiliatedEntityMember 2018-04-01 2018-06-30 0000003499 alx:PropertyManagementFeesMember srt:AffiliatedEntityMember 2019-04-01 2019-06-30 0000003499 alx:DevelopmentFeesMember srt:AffiliatedEntityMember 2018-04-01 2018-06-30 0000003499 alx:CompanyManagementFeesMember srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 alx:PropertyManagementFeesMember srt:AffiliatedEntityMember 2018-01-01 2018-06-30 0000003499 alx:PropertyManagementFeesMember srt:AffiliatedEntityMember 2019-01-01 2019-06-30 0000003499 srt:AffiliatedEntityMember 2018-04-01 2018-06-30 0000003499 srt:AffiliatedEntityMember 2018-01-01 2018-06-30 0000003499 alx:CompanyManagementFeesMember srt:AffiliatedEntityMember 2018-01-01 2018-06-30 0000003499 alx:CompanyManagementFeesMember srt:AffiliatedEntityMember 2019-04-01 2019-06-30 0000003499 alx:LeasingFeesMember srt:AffiliatedEntityMember 2018-04-01 2018-06-30 0000003499 alx:PropertyManagementFeesMember srt:AffiliatedEntityMember 2018-04-01 2018-06-30 0000003499 alx:LeasingFeesMember srt:AffiliatedEntityMember 2019-04-01 2019-06-30 0000003499 alx:MacerichMember 2019-06-30 0000003499 alx:MacerichMember 2018-12-31 0000003499 2018-01-01 2018-03-31 0000003499 alx:BloombergMember us-gaap:RealEstateMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2019-01-01 2019-06-30 0000003499 alx:BloombergMember us-gaap:RealEstateMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2018-01-01 2018-06-30 0000003499 alx:BloombergMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2018-01-01 2018-06-30 0000003499 us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2019-01-01 2019-06-30 0000003499 alx:BloombergMember alx:SevenThreeOneLexingtonAvenuePropertyMember 2019-06-28 0000003499 alx:BloombergMember us-gaap:SalesRevenueNetMember us-gaap:CustomerConcentrationRiskMember 2019-01-01 2019-06-30 0000003499 alx:RegoPark2PropertyMember alx:ParticipationAgreementMember 2019-06-30 0000003499 srt:OfficeBuildingMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember 2019-01-01 2019-06-30 0000003499 srt:RetailSiteMember alx:RegoPark2PropertyMember us-gaap:MortgagesMember us-gaap:LondonInterbankOfferedRateLIBORMember 2019-01-01 2019-06-30 0000003499 srt:RetailSiteMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember 2019-01-01 2019-06-30 0000003499 srt:RetailSiteMember alx:RegoPark2PropertyMember us-gaap:MortgagesMember 2019-01-01 2019-06-30 0000003499 srt:OfficeBuildingMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember us-gaap:LondonInterbankOfferedRateLIBORMember 2019-01-01 2019-06-30 0000003499 srt:RetailSiteMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember us-gaap:LondonInterbankOfferedRateLIBORMember 2019-01-01 2019-06-30 0000003499 srt:RetailSiteMember alx:RegoPark2PropertyMember us-gaap:MortgagesMember 2018-12-31 0000003499 alx:ParamusPropertyMember us-gaap:MortgagesMember 2018-12-31 0000003499 alx:ParamusPropertyMember us-gaap:MortgagesMember 2019-06-30 0000003499 srt:RetailSiteMember alx:RegoPark2PropertyMember us-gaap:MortgagesMember 2019-06-30 0000003499 srt:OfficeBuildingMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember 2019-06-30 0000003499 us-gaap:MortgagesMember 2019-06-30 0000003499 srt:RetailSiteMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember 2019-06-30 0000003499 srt:RetailSiteMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember 2018-12-31 0000003499 us-gaap:MortgagesMember 2018-12-31 0000003499 srt:OfficeBuildingMember alx:LexingtonAvenuePropertyMember us-gaap:MortgagesMember 2018-12-31 0000003499 alx:RegoPark2PropertyMember alx:ParticipationAgreementMember 2018-12-31 0000003499 alx:ParamusPropertyMember us-gaap:MortgagesMember 2019-01-01 2019-06-30 0000003499 srt:DirectorMember 2019-06-30 0000003499 srt:DirectorMember 2019-05-01 2019-05-31 0000003499 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2019-06-30 0000003499 us-gaap:CarryingReportedAmountFairValueDisclosureMember 2018-12-31 0000003499 us-gaap:FairValueInputsLevel2Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-06-30 0000003499 us-gaap:FairValueInputsLevel1Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2018-12-31 0000003499 us-gaap:FairValueInputsLevel2Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2018-12-31 0000003499 us-gaap:FairValueInputsLevel1Member us-gaap:EstimateOfFairValueFairValueDisclosureMember 2019-06-30 0000003499 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2019-06-30 0000003499 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2019-06-30 0000003499 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2019-06-30 0000003499 us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2019-06-30 0000003499 us-gaap:FairValueInputsLevel1Member us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2018-12-31 0000003499 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2018-12-31 0000003499 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2018-12-31 0000003499 us-gaap:FairValueMeasurementsRecurringMember alx:MarketableSecuritiesMember 2018-12-31 0000003499 srt:MinimumMember alx:AlexanderApartmentTowerMember 2019-06-30 0000003499 srt:MaximumMember alx:AlexanderApartmentTowerMember 2019-06-30 0000003499 srt:MinimumMember 2019-06-30 0000003499 srt:MaximumMember 2019-06-30 0000003499 alx:SearsMember alx:RegoPark1PropertyMember 2017-04-04 0000003499 alx:AllRiskPropertyAndRentalValueMember 2019-01-01 2019-06-30 0000003499 alx:IkeaMember alx:TenantOccupantMember alx:ParamusPropertyMember srt:ScenarioForecastMember 2021-12-31 0000003499 alx:IkeaMember alx:TenantOccupantMember alx:ParamusPropertyMember 2019-06-30 0000003499 alx:IkeaMember alx:TenantOccupantMember alx:ParamusPropertyMember srt:ScenarioForecastMember 2021-01-01 2021-12-31 0000003499 alx:IkeaMember alx:TenantOccupantMember alx:ParamusPropertyMember 2019-01-01 2019-06-30 0000003499 alx:TerrorismCoverageIncludingNbcrMember 2019-01-01 2019-06-30 0000003499 alx:NbcrMember 2019-06-30 0000003499 alx:NbcrMember alx:FiftyNinthStreetInsuranceCompanyLlcMember 2019-01-01 2019-06-30 0000003499 alx:SearsMember alx:RegoPark1PropertyMember alx:EstimatedFutureDamagesMember 2016-03-01 2016-03-31 0000003499 alx:SearsMember alx:RegoPark1PropertyMember 2018-01-01 2018-06-30 0000003499 alx:SearsMember alx:RegoPark1PropertyMember 2014-02-01 2014-02-28 0000003499 alx:KohlsMember 2019-04-13 0000003499 alx:SearsMember srt:MinimumMember alx:RegoPark1PropertyMember alx:EstimatedFutureDamagesMember 2019-01-01 2019-06-30 0000003499 alx:SearsMember srt:MinimumMember alx:RegoPark1PropertyMember 2019-01-01 2019-06-30 0000003499 alx:SearsMember srt:MaximumMember alx:RegoPark1PropertyMember alx:EstimatedFutureDamagesMember 2019-06-30 0000003499 alx:KohlsMember 2019-01-01 2019-06-30 0000003499 alx:NbcrMember 2019-01-01 2019-06-30 0000003499 alx:IkeaMember alx:TenantOccupantMember alx:ParamusPropertyMember 2001-12-31 alx:property xbrli:pure utreg:sqft alx:option alx:segment utreg:acre iso4217:USD xbrli:shares iso4217:USD utreg:sqft alx:fire iso4217:USD xbrli:shares

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(Mark one) 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended:    June 30, 2019                                                
Or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from:
 
to
 
Commission File Number:
001-06064
ALEXANDERS INC
(Exact name of registrant as specified in its charter)
Delaware
  
51-0100517
(State or other jurisdiction of incorporation or organization)
  
(I.R.S. Employer Identification Number)
 
 
 
 
 
210 Route 4 East,
 Paramus,
New Jersey
  
07652
(Address of principal executive offices)
  
(Zip Code)
(201)
587-8541
(Registrant’s telephone number, including area code)
N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $1 par value per share
 
ALX
 
New York Stock Exchange
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes ☐ No



Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer
Accelerated Filer
Non-Accelerated Filer 
Smaller Reporting Company
 
 
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No
As of July 26, 2019, there were 5,107,290 shares of common stock, par value $1 per share, outstanding.
 
        



ALEXANDER’S, INC.
INDEX
 
 
Page Number
PART I.
Financial Information
 
 
 
 
Item 1.
Financial Statements:
 
 
 
 
 
Consolidated Balance Sheets (Unaudited) as of June 30, 2019 and December 31, 2018
 
 
 
 
Consolidated Statements of Income (Unaudited) for the Three and Six Months Ended June 30, 2019 and 2018
 
 
 
 
Consolidated Statements of Comprehensive Income (Unaudited) for the Three and Six Months Ended June 30, 2019 and 2018
 
 
 
 
Consolidated Statements of Changes in Equity (Unaudited) for the Three and Six Months Ended June 30, 2019 and 2018
 
 
 
 
Consolidated Statements of Cash Flows (Unaudited) for the Six Months Ended June 30, 2019 and 2018
 
 
 
 
Notes to Consolidated Financial Statements (Unaudited)
 
 
 
 
Report of Independent Registered Public Accounting Firm
 
 
 
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
 
 
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
 
 
 
Item 4.
Controls and Procedures
 
 
 
PART II.
Other Information
 
 
 
 
Item 1.
Legal Proceedings
 
 
 
Item 1A.
Risk Factors
 
 
 
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
 
 
 
Item 3.
Defaults Upon Senior Securities
 
 
 
Item 4.
Mine Safety Disclosures
 
 
 
Item 5.
Other Information
 
 
 
Item 6.
Exhibits
 
 
 
Exhibit Index
 
 
 
 
Signatures
 

3


PART I. FINANCIAL INFORMATION
Item 1.    Financial Statements
ALEXANDER’S, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(Amounts in thousands, except share and per share amounts)
ASSETS
 
June 30, 2019
 
December 31, 2018
Real estate, at cost:
 
 
 
 
Land
 
$
44,971

 
$
44,971

Buildings and leasehold improvements
 
980,956

 
978,474

Development and construction in progress
 
8,556

 
4,246

Total
 
1,034,483


1,027,691

Accumulated depreciation and amortization
 
(311,036
)
 
(297,421
)
Real estate, net
 
723,447


730,270

Cash and cash equivalents
 
283,948

 
283,056

Restricted cash
 
5,374

 
6,439

Marketable securities
 
17,926

 
23,166

Tenant and other receivables
 
4,727

 
4,075

Receivable arising from the straight-lining of rents
 
167,476

 
168,789

Deferred leasing costs, net, including unamortized leasing fees to Vornado
of $32,046 and $31,039, respectively
 
41,239

 
40,669

Other assets
 
32,334

 
29,085

 
 
$
1,276,471


$
1,285,549

LIABILITIES AND EQUITY
 
 
 
 
Mortgages payable, net of deferred debt issuance costs
 
$
968,386

 
$
965,826

Amounts due to Vornado
 
3,416

 
708

Accounts payable and accrued expenses
 
27,899

 
30,889

Other liabilities
 
8,160

 
3,034

Total liabilities
 
1,007,861


1,000,457

 
 
 
 
 
Commitments and contingencies
 

 

 
 
 
 
 
Preferred stock: $1.00 par value per share; authorized, 3,000,000 shares;
issued and outstanding, none
 

 

Common stock: $1.00 par value per share; authorized, 10,000,000 shares; issued, 5,173,450 shares; outstanding, 5,107,290 shares
 
5,173

 
5,173

Additional capital
 
32,365

 
31,971

Retained earnings
 
231,535

 
248,443

Accumulated other comprehensive loss
 
(95
)
 
(127
)
 
 
268,978


285,460

Treasury stock: 66,160 shares, at cost
 
(368
)
 
(368
)
Total equity
 
268,610


285,092

 
 
$
1,276,471


$
1,285,549


See notes to consolidated financial statements (unaudited).

4


ALEXANDER’S, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(Amounts in thousands, except share and per share amounts)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2019
 
2018
 
2019
 
2018
REVENUES
 
 
 
 
 
 
 
 
Rental revenues
 
$
55,932

 
$
58,253

 
$
112,710

 
$
116,133

EXPENSES
 
 
 
 
 
 
 
 
Operating, including fees to Vornado of $1,371, $1,109, $2,620 and $2,275, respectively
 
(21,667
)
 
(21,511
)
 
(43,516
)
 
(43,788
)
Depreciation and amortization
 
(7,869
)
 
(8,700
)
 
(15,697
)
 
(16,983
)
General and administrative, including management fees to Vornado of $595 and $1,190 in each three and six month period, respectively
 
(1,893
)
 
(1,690
)
 
(3,138
)
 
(2,952
)
Total expenses
 
(31,429
)
 
(31,901
)

(62,351
)

(63,723
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest and other income, net
 
2,223

 
1,730

 
4,353

 
4,768

Interest and debt expense
 
(10,165
)
 
(10,945
)
 
(20,324
)
 
(20,774
)
Change in fair value of marketable securities
 
(5,278
)
 
433

 
(5,240
)
 
(4,737
)
Income from continuing operations
 
11,283

 
17,570


29,148


31,667

Loss from discontinued operations (see Note 7)
 

 

 

 
(23,797
)
Net income
 
$
11,283

 
$
17,570

 
$
29,148

 
$
7,870

 
 
 
 
 
 
 
 
 
Income per common share – basic and diluted:
 
 
 
 
 
 
 
 
Income from continuing operations
 
$
2.20

 
$
3.43

 
$
5.70

 
$
6.19

Loss from discontinued operations (see Note 7)
 

 

 

 
(4.65
)
Net income per common share
 
$
2.20

 
$
3.43

 
$
5.70

 
$
1.54

 
 
 
 
 
 
 
 
 
Weighted average shares outstanding 
 
5,118,030

 
5,116,657

 
5,117,690

 
5,116,321

See notes to consolidated financial statements (unaudited).

5


ALEXANDER’S, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
(Amounts in thousands)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
 
2019
 
2018
 
2019
 
2018
Net income
 
$
11,283

 
$
17,570

 
$
29,148

 
$
7,870

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
Change in fair value of interest rate cap
 
19

 
(52
)
 
32

 
(4
)
Comprehensive income
 
$
11,302


$
17,518


$
29,180


$
7,866

See notes to consolidated financial statements (unaudited).

6


ALEXANDER’S, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
(UNAUDITED)
(Amounts in thousands)
 
 
 
 
Additional  
Capital
 
Retained  
Earnings  
 
Accumulated    
Other
Comprehensive Loss
 
Treasury  
Stock
 
Total Equity
 
Common Stock
 
Shares  
 
Amount  
Three Months Ended June 30, 2019
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, March 31, 2019
 
5,173

 
$
5,173

 
$
31,971

 
$
243,280

 
$
(114
)
 
$
(368
)
 
$
279,942

Net income
 

 

 

 
11,283

 

 

 
11,283

Dividends paid ($4.50 per common share)
 

 

 

 
(23,028
)
 

 

 
(23,028
)
Change in fair value of interest rate cap
 

 

 

 

 
19

 

 
19

Deferred stock unit grants
 

 

 
394

 

 

 

 
394

Balance, June 30, 2019
 
5,173

 
$
5,173

 
$
32,365

 
$
231,535

 
$
(95
)
 
$
(368
)
 
$
268,610

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, March 31, 2018
 
5,173

 
$
5,173

 
$
31,577

 
$
274,977

 
$
(78
)
 
$
(368
)
 
$
311,281

Net income
 

 

 

 
17,570

 

 

 
17,570

Dividends paid ($4.50 per common share)
 

 

 

 
(23,022
)
 

 

 
(23,022
)
Change in fair value of interest rate cap
 

 

 

 

 
(52
)
 

 
(52
)
Deferred stock unit grants
 

 

 
394

 

 

 

 
394

Balance, June 30, 2018
 
5,173

 
$
5,173

 
$
31,971

 
$
269,525

 
$
(130
)
 
$
(368
)
 
$
306,171

 
 
 
 
Additional  
Capital
 
Retained  
Earnings  
 
Accumulated    
Other
Comprehensive Income (Loss)
 
Treasury  
Stock
 
Total Equity
 
 
Common Stock
 
 
 
Shares  
 
Amount  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2019
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, December 31, 2018
 
5,173

 
$
5,173

 
$
31,971

 
$
248,443

 
$
(127
)
 
$
(368
)
 
$
285,092

Net income
 

 

 

 
29,148

 

 

 
29,148

Dividends paid ($9.00 per common share)
 

 

 

 
(46,056
)
 

 

 
(46,056
)
Change in fair value of interest rate cap
 

 

 

 

 
32

 

 
32

Deferred stock unit grants
 

 

 
394

 

 

 

 
394

Balance, June 30, 2019
 
5,173


$
5,173


$
32,365


$
231,535


$
(95
)

$
(368
)

$
268,610

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance, December 31, 2017
 
5,173

 
$
5,173

 
$
31,577

 
$
302,543

 
$
5,030

 
$
(368
)
 
$
343,955

Net income
 

 

 

 
7,870

 

 

 
7,870

Dividends paid ($9.00 per common share)
 

 

 

 
(46,044
)
 

 

 
(46,044
)
Cumulative effect of change in accounting principle
 

 

 

 
5,156

 
(5,156
)
 

 

Change in fair value of interest rate cap
 

 

 

 

 
(4
)
 

 
(4
)
Deferred stock unit grants
 


 


 
394

 


 


 


 
394

Balance, June 30, 2018
 
5,173


$
5,173


$
31,971


$
269,525


$
(130
)

$
(368
)

$
306,171

See notes to consolidated financial statements (unaudited).

7


ALEXANDER’S, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(Amounts in thousands)
 
Six Months Ended June 30,
CASH FLOWS FROM OPERATING ACTIVITIES
2019
 
2018
Net income
$
29,148

 
$
7,870

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization, including amortization of debt issuance costs
18,278

 
19,740

Straight-lining of rental income
1,313

 
2,038

Stock-based compensation
394

 
394

Change in fair value of marketable securities
5,240

 
4,737

Changes in operating assets and liabilities:
 
 
 
Tenant and other receivables, net
(652
)
 
(329
)
Other assets
(2,054
)
 
(8,785
)
Amounts due to Vornado
2,679

 
(2,064
)
Accounts payable and accrued expenses
(3,246
)
 
(382
)
Other liabilities
(302
)
 
10,246

Net cash provided by operating activities
50,798


33,465

 
 
 
 
 
 
 
 
CASH FLOWS FROM INVESTING ACTIVITIES
 
 
 
Construction in progress and real estate additions
(4,901
)
 
(1,789
)
Repayment of Rego Park II loan participation

 
1,519

Net cash used in investing activities
(4,901
)

(270
)
 
 
 
 
 
 
 
 
CASH FLOWS FROM FINANCING ACTIVITIES
 
 
 
Dividends paid
(46,056
)
 
(46,044
)
Debt issuance costs
(14
)
 
(141
)
Debt repayments

 
(158,452
)
Proceeds from borrowing

 
78,246

Net cash used in financing activities
(46,070
)

(126,391
)
 
 
 
 
Net decrease in cash and cash equivalents and restricted cash
(173
)
 
(93,196
)
Cash and cash equivalents and restricted cash at beginning of period
289,495

 
393,279

Cash and cash equivalents and restricted cash at end of period
$
289,322


$
300,083

 
 
 
 
 
 
 
 
RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH
 
 
 
Cash and cash equivalents at beginning of period
$
283,056

 
$
307,536

Restricted cash at beginning of period
6,439

 
85,743

Cash and cash equivalents and restricted cash at beginning of period
$
289,495


$
393,279

 
 
 
 
Cash and cash equivalents at end of period
$
283,948

 
$
293,840

Restricted cash at end of period
5,374

 
6,243

Cash and cash equivalents and restricted cash at end of period
$
289,322


$
300,083

 
 
 
 
 
 
 
 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
 
 
 
Cash payments for interest
$
18,107

 
$
17,782

 
 
 
 
 
 
 
 
NON-CASH TRANSACTIONS
 
 
 
Lease liability arising from the recognition of right-of-use asset
$
5,428

 
$

Reclassification of prepaid real estate taxes to construction in progress for property in redevelopment
1,466

 

Liability for real estate additions, including $29 for development fees due to Vornado in each period
791

 
209

Write-off of fully amortized and/or depreciated assets

 
13,742

See notes to consolidated financial statements (unaudited).

8

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)


 
1.
Organization
Alexander’s, Inc. (NYSE: ALX) is a real estate investment trust (“REIT”), incorporated in Delaware, engaged in leasing, managing, developing and redeveloping its properties. All references to “we,” “us,” “our,” “Company” and “Alexander’s” refer to Alexander’s, Inc. and its consolidated subsidiaries. We are managed by, and our properties are leased and developed by, Vornado Realty Trust (“Vornado”) (NYSE: VNO). We have seven properties in the greater New York City metropolitan area.
 
2.
Basis of Presentation
The accompanying consolidated financial statements are unaudited and include the accounts of Alexander’s and its consolidated subsidiaries. All intercompany amounts have been eliminated. In our opinion, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and changes in cash flows have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. These condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q of the Securities and Exchange Commission (the “SEC”) and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018, as filed with the SEC.
We have made estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The results of operations for the three and six months ended June 30, 2019 are not necessarily indicative of the operating results for the full year.
Subsequent to the issuance of our consolidated financial statements for the year ended December 31, 2018, we determined that the $195,708,000 participation in our Rego Park II shopping center mortgage loan was incorrectly classified as an asset, presented as “Rego Park II loan participation,” instead of as a reduction to “mortgages payable, net of deferred debt issuance costs” on our consolidated balance sheet as of December 31, 2018. On December 12, 2018, we refinanced this mortgage loan and the interest rate on the existing loan participation was adjusted to equal the interest rate on the refinanced loan. Consequently, we should have considered $195,708,000 of the Rego Park II shopping center mortgage loan liability extinguished as the participation interest is considered the reacquisition of our debt. Accordingly, our consolidated balance sheet for the year ended December 31, 2018 has been restated to reclassify $195,708,000 from “Rego Park II loan participation” to “mortgages payable, net of deferred debt issuance costs.” This reclassification had no impact to our consolidated statements of income, comprehensive income or changes in equity for the three and six months ending June 30, 2018 or our consolidated statement of cash flows for the six months ending June 30, 2018.
Certain prior year balances have been reclassified in order to conform to the current period presentation. For the three and six months ended June 30, 2018, “property rentals” of $38,618,000 and $76,859,000, respectively, and “expense reimbursements” of $19,635,000 and $39,274,000, respectively, were grouped into “rental revenues” on our consolidated statement of income in accordance with Accounting Standards Codification (“ASC”) Topic 205 Presentation of Financial Statements.
We operate in one reportable segment. 
3.
Recently Issued Accounting Literature

In February 2016, the Financial Accounting Standards Board (“FASB”) issued an update (“ASU 2016-02”) establishing ASC Topic 842, Leases (“ASC 842”), as amended by subsequent ASUs on the topic, which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. ASU 2016-02 requires lessees to apply a two-method approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase. Lessees are required to record a right-of-use asset and a lease liability equal to the present value of future minimum lease payments, less adjustments to the right-of-use asset for accrued rent expense, initial direct costs and prepaid lease payments for all leases with a term greater than 12 months. Leases with a term of 12 months or less will be accounted for similar to the previously existing guidance for operating leases. Lessees will recognize expense based on the effective interest method for finance leases or on a straight-line basis for operating leases. The accounting applied by the lessor is largely unchanged from that applied under ASC Topic 840, Leases (“ASC 840”). We adopted this standard effective January 1, 2019 using the modified retrospective approach. In transitioning to ASC 842, we elected to use the practical expedient package available to us and did not elect to use hindsight. These elections have been applied consistently to all of our leases. On January 1, 2019, for our Flushing property ground lease, which is classified as an operating lease, we recorded a right-of-use asset of $5,058,000 (included in “other assets”) and a lease liability of $5,428,000 (included in “other liabilities”) (see Note 12 - Leases).
 

9

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


3.
Recently Issued Accounting Literature - continued

In August 2018, the FASB issued an update (“ASU 2018-13”) Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement to ASC Topic 820, Fair Value Measurement (“ASC 820”). ASU 2018-13 modifies the disclosure requirements for fair value measurements by removing, modifying, and/or adding certain disclosures. ASU 2018-13 is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2019. We elected to early adopt ASU 2018-13 effective January 1, 2019. The adoption of this update did not have a material impact on our consolidated financial statements and disclosures.
 
In October 2018, the FASB issued an update (“ASU 2018-16”) Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes to ASC Topic 815, Derivatives and Hedging. ASU 2018-16 expands the list of U.S. benchmark interest rates permitted in the application of hedge accounting by adding the OIS rate based on SOFR as an eligible benchmark interest rate. ASU 2018-16 is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2018. We adopted this update effective January 1, 2019. The adoption of this update did not have a material impact on our consolidated financial statements.
4.
Revenue Recognition
Our rental revenues include revenues from the leasing of space to tenants at our properties and revenues from parking and tenant services. We have the following revenue recognition policies:  

Lease revenues from the leasing of space to tenants at our properties. Revenues derived from base rent are recognized over the non-cancelable term of the related leases on a straight-line basis which includes the effects of rent steps and rent abatements. We commence rental revenue recognition when the underlying asset is available for use by the lessee. In addition, in circumstances where we provide a tenant improvement allowance for improvements that are owned by the tenant, we recognize the allowance as a reduction of rental revenue on a straight-line basis over the term of the lease. Revenues derived from the reimbursement of real estate taxes, insurance expenses and common area maintenance expenses are generally recognized in the same period as the related expenses are incurred. As lessor, we have elected to combine the lease components (base and variable rent), non-lease components (reimbursements of common area maintenance expenses) and reimbursement of real estate taxes and insurance expenses from our operating lease agreements and account for the components as a single lease component in accordance with ASC 842.

Parking revenue arising from the rental of parking spaces at our properties.  This income is recognized as the services are transferred in accordance with ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”).

Tenant services is revenue arising from sub-metered electric, elevator and other services provided to tenants at their request. This revenue is recognized as the services are transferred in accordance with ASC 606.
The following is a summary of revenue sources for the three and six months ended June 30, 2019 and 2018.
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(Amounts in thousands)
 
2019
 
2018
 
2019
 
2018
Lease revenues
 
$
53,834

 
$
55,906

 
$
108,330

 
$
111,520

Parking revenue
 
1,361

 
1,408

 
2,856

 
2,715

Tenant services
 
737

 
939

 
1,524

 
1,898

Rental revenues
 
$
55,932

 
$
58,253

 
$
112,710

 
$
116,133



The components of lease revenues for the three and six months ended June 30, 2019 are as follows:
(Amounts in thousands)
 
Three Months Ended June 30, 2019
 
Six Months Ended June 30, 2019
Fixed lease revenues
 
$
35,903

 
$
71,632

Variable lease revenues
 
17,931

 
36,698

Lease revenues
 
$
53,834

 
$
108,330




10

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


5.
Related Party Transactions
Vornado
As of June 30, 2019, Vornado owned 32.4% of our outstanding common stock. We are managed by, and our properties are leased and developed by, Vornado, pursuant to the agreements described below, which expire in March of each year and are automatically renewable.
Management and Development Agreements
We pay Vornado an annual management fee equal to the sum of (i) $2,800,000, (ii) 2% of gross revenue from the Rego Park II shopping center, (iii) $0.50 per square foot of the tenant-occupied office and retail space at 731 Lexington Avenue and (iv) $324,000, escalating at 3% per annum, for managing the common area of 731 Lexington Avenue. Vornado is also entitled to a development fee equal to 6% of development costs, as defined.
Leasing and Other Agreements
Vornado also provides us with leasing services for a fee of 3% of rent for the first ten years of a lease term, 2% of rent for the eleventh through the twentieth year of a lease term, and 1% of rent for the twenty-first through thirtieth year of a lease term, subject to the payment of rents by tenants. In the event third-party real estate brokers are used, the fees to Vornado increase by 1% and Vornado is responsible for the fees to the third-party real estate brokers.
Vornado is also entitled to a commission upon the sale of any of our assets equal to 3% of gross proceeds, as defined, for asset sales less than $50,000,000 and 1% of gross proceeds, as defined, for asset sales of $50,000,000 or more.
We also have agreements with Building Maintenance Services, a wholly owned subsidiary of Vornado, to supervise (i) cleaning, engineering and security services at our 731 Lexington Avenue property and (ii) security services at our Rego Park I and Rego Park II properties and The Alexander apartment tower.
The following is a summary of fees to Vornado under the various agreements discussed above.
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(Amounts in thousands)
 
2019
 
2018
 
2019
 
2018
Company management fees
 
$
700

 
$
700

 
$
1,400

 
$
1,400

Development fees
 
5

 
2

 
29

 
9

Leasing fees
 
2,017

 

 
2,746

 

Property management, cleaning, engineering and security fees
 
1,297

 
939

 
2,444

 
1,965

 
 
$
4,019


$
1,641


$
6,619


$
3,374


As of June 30, 2019, the amounts due to Vornado were $2,448,000 for leasing fees; $793,000 for management, property management, cleaning, engineering and security fees; and $175,000 for development fees. As of December 31, 2018, the amounts due to Vornado were $549,000 for management, property management, cleaning, engineering and security fees; $146,000 for development fees; and $13,000 for leasing fees.
Toys “R” Us, Inc. (“Toys”)

Our affiliate, Vornado, owned 32.5% of Toys as of December 31, 2018. On February 1, 2019, in connection with the Toys Chapter 11 bankruptcy, the plan of reorganization for Toys was declared effective and Vornado’s ownership in Toys was canceled and Toys’ Board of Directors was dissolved. Joseph Macnow, Vornado’s Executive Vice President and Chief Financial Officer and Wendy A. Silverstein, a member of our Board of Directors, represented Vornado as members of Toys’ Board of Directors. Also in connection with the Toys Chapter 11 bankruptcy, Toys rejected its 47,000 square foot lease at our Rego Park II shopping center ($2,600,000 of annual revenue) effective June 30, 2018 and possession of the space was returned to us.
 

11

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


6.
Marketable Securities
As of June 30, 2019 and December 31, 2018, we owned 535,265 common shares of The Macerich Company (“Macerich”) (NYSE: MAC). These shares have an economic cost of $56.05 per share, or $30,000,000 in the aggregate. As of June 30, 2019 and December 31, 2018, the fair value of these shares was $17,926,000 and $23,166,000, respectively, based on Macerich’s closing share price of $33.49 per share and $43.28 per share, respectively. These shares are included in “marketable securities” on our consolidated balance sheets and are classified as available-for-sale. Available-for-sale securities are presented at fair value on our consolidated balance sheets and gains and losses resulting from the mark-to-market of these securities are recognized in current period earnings.
7.
Discontinued Operations
In 2012, we sold the Kings Plaza Regional Shopping Center (“Kings Plaza”) and paid real property transfer taxes to New York City in connection with the sale. In 2015, the New York City Department of Finance (“NYC DOF”) issued a Notice of Determination to us assessing an additional New York City real property transfer tax amount, including interest.
In 2014, in a case with similar facts, the NYC DOF issued a Notice of Determination to a Vornado joint venture assessing an additional New York City real property transfer tax amount, including interest. In January 2017, a New York City administrative law judge made a determination upholding the Vornado joint venture’s position that such additional real property transfer taxes were not due. On February 16, 2018, the New York City Tax Appeals Tribunal (the “Tribunal”) overturned the January 2017 determination. The Vornado joint venture appealed the Tribunal’s decision to the Appellate Division of the Supreme Court of the State of New York and on April 25, 2019, the Tribunal’s decision was unanimously upheld. On June 20, 2019, the Vornado joint venture filed a motion to reargue the Appellate Division’s decision with the appellate court.
Based on the precedent of the Tribunal’s decision, we accrued an expense for the potential additional real property transfer taxes of $23,797,000 ($15,874,000 of real property transfer tax and $7,923,000 of interest) during the three months ended March 31, 2018. On April 5, 2018, we paid this amount in order to stop the interest from accruing.
As the results related to Kings Plaza were previously classified as discontinued operations, we have classified the expense as “loss from discontinued operations” on our consolidated statement of income for the six months ended June 30, 2018 in accordance with the provisions of ASC Topic 360, Property, Plant and Equipment.

8.
Significant Tenant
Bloomberg L.P. (“Bloomberg”) accounted for revenue of $53,676,000 and $52,672,000 for the six months ended June 30, 2019 and 2018, respectively, representing approximately 48% and 45% of our total revenues in each period, respectively. No other tenant accounted for more than 10% of our total revenues. If we were to lose Bloomberg as a tenant, or if Bloomberg were to be unable to fulfill its obligations under its lease, it would adversely affect our results of operations and financial condition. In order to assist us in our continuing assessment of Bloomberg’s creditworthiness, we receive certain confidential financial information and metrics from Bloomberg. In addition, we access and evaluate financial information regarding Bloomberg from other private sources, as well as publicly available data.

On June 28, 2019, we entered into a lease agreement with Bloomberg for an additional 49,000 square feet at our 731 Lexington Avenue property.

12

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


9.
Mortgages Payable
The following is a summary of our outstanding mortgages payable as of June 30, 2019 and December 31, 2018. We may refinance our maturing debt as it comes due or choose to repay it.
 
 
 
 
 
 
Balance at
(Amounts in thousands)
 
Maturity
 
Interest Rate at June 30, 2019
 
June 30, 2019
 
December 31, 2018
First mortgages secured by:
 
 
 
 
 
 
 
 
Paramus
 
Oct. 2021
 
4.72%
 
$
68,000

 
$
68,000

731 Lexington Avenue, retail condominium(1)
 
Aug. 2022
 
3.83%
 
350,000

 
350,000

731 Lexington Avenue, office condominium(2)
 
Jun. 2024
 
3.29%
 
500,000

 
500,000

Rego Park II shopping center(3)
 
Dec. 2025
 
3.75%
 
56,836

 
56,836

Total
 
974,836


974,836

Deferred debt issuance costs, net of accumulated amortization of $11,786 and $9,212, respectively
 
 
 
 
 
(6,450
)
 
(9,010
)
 
 
 
 
 
 
$
968,386


$
965,826

                                                                               
(1)
Interest at LIBOR plus 1.40%. Maturity date represents the extended maturity based on our conditional right to extend.
(2)
Interest at LIBOR plus 0.90%. Maturity date represents the extended maturity based on our unilateral right to extend.
(3)
Interest at LIBOR plus 1.35%. The amount of this loan is net of our $195,708 loan participation (see Note 2 - Basis of Presentation).

10.
Stock-Based Compensation
We account for stock-based compensation in accordance with ASC Topic 718, Compensation – Stock Compensation. Our 2016 Omnibus Stock Plan (the “Plan”) provides for grants of incentive and non-qualified stock options, restricted stock, stock appreciation rights, deferred stock units (“DSUs”) and performance shares, as defined, to the directors, officers and employees of the Company and Vornado.
In May 2019, we granted each of the members of our Board of Directors 193 DSUs with a grant date fair value of $56,250 per grant, or $394,000 in the aggregate. The DSUs entitle the holders to receive shares of the Company’s common stock without the payment of any consideration. The DSUs vested immediately and accordingly, were expensed on the date of grant, but the shares of common stock underlying the DSUs are not deliverable to the grantee until the grantee is no longer serving on the Company’s Board of Directors. As of June 30, 2019, there were 11,408 DSUs outstanding and 494,379 shares were available for future grant under the Plan.


13

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


11.
Fair Value Measurements
ASC 820 defines fair value and establishes a framework for measuring fair value. ASC 820 establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three levels: Level 1 – quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities; Level 2 – observable prices that are based on inputs not quoted in active markets, but corroborated by market data; and Level 3 – unobservable inputs that are used when little or no market data is available. The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as consider counterparty credit risk in our assessment of fair value.
Financial Assets and Liabilities Measured at Fair Value
Financial assets measured at fair value on our consolidated balance sheets as of June 30, 2019 and December 31, 2018, consist of marketable securities, which are presented in the table below based on their level in the fair value hierarchy, and an interest rate cap, which fair value was insignificant as of June 30, 2019 and December 31, 2018. There were no financial liabilities measured at fair value as of June 30, 2019 and December 31, 2018.
 
 
As of June 30, 2019
(Amounts in thousands)
 
Total      
 
Level 1      
 
Level 2      
 
Level 3      
Marketable securities
 
$
17,926

 
$
17,926

 
$

 
$

 
 
As of December 31, 2018
(Amounts in thousands)
 
Total
 
Level 1
 
Level 2
 
Level 3
Marketable securities
 
$
23,166

 
$
23,166

 
$

 
$


Financial Assets and Liabilities not Measured at Fair Value
Financial assets and liabilities that are not measured at fair value on our consolidated balance sheets include cash equivalents and mortgages payable. Cash equivalents are carried at cost, which approximates fair value due to their short-term maturities and are classified as Level 1. The fair value of our mortgages payable is calculated by discounting the future contractual cash flows of these instruments using current risk-adjusted rates available to borrowers with similar credit ratings, which are provided by a third-party specialist, and is classified as Level 2. The table below summarizes the carrying amounts and fair values of these financial instruments as of June 30, 2019 and December 31, 2018.
 
 
As of June 30, 2019
 
As of December 31, 2018
(Amounts in thousands)
 
Carrying  Amount
 
Fair    
Value
 
Carrying    
Amount
 
Fair    
Value
 
 
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
 
Cash equivalents
 
$
248,850

 
$
248,850

 
$
173,858

 
$
173,858

Liabilities:
 
 
 
 
 
 
 
 
Mortgages payable (excluding deferred debt  issuance costs, net)
 
$
974,836

 
$
972,000

 
$
974,836

 
$
969,000

 

14

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


12.
Leases
As Lessor
We lease space to tenants under operating leases in an office building and in retail centers.  The rental terms range from approximately 5 to 25 years.  The leases provide for the payment of fixed base rents payable monthly in advance as well as reimbursements of real estate taxes, insurance and maintenance costs.  Retail leases may also provide for the payment by the lessee of additional rents based on a percentage of their sales. We also lease residential space at The Alexander apartment tower with 1 or 2 year lease terms. We have elected to account for lease revenues (including fixed and variable rent) and the reimbursement of common area maintenance expenses as a single lease component presented as “rental revenues” in our consolidated statements of income.
 
Future undiscounted cash flows under our non-cancelable operating leases are as follows:
 
 
Under ASC 842
(Amounts in thousands)
 
As of June 30, 2019
For the remainder of 2019
 
$
69,688

For the year ending December 31,
 
 
2020
 
135,749

2021
 
126,736

2022
 
119,393

2023
 
120,756

2024
 
128,928

Thereafter
 
586,226

 
 
 
Under ASC 840
(Amounts in thousands)
 
As of December 31, 2018
For the year ending December 31,
 
 
2019
 
$
138,784

2020
 
131,647

2021
 
120,450

2022
 
111,532

2023
 
111,962

Thereafter
 
671,111


These amounts do not include reimbursements or additional rents based on a percentage of retail tenants’ sales.

15

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


12.
Leases - continued

As Lessee
We are the lessee under a ground lease at our Flushing property, classified as an operating lease, which expires in 2027 and has one 10-year extension option. On January 1, 2019, we recorded a right-of-use asset and lease liability related to this ground lease equal to the present value of the remaining minimum lease payments. As of June 30, 2019, the right-of-use asset of $4,796,000 and the lease liability of $5,139,000, are included in “other assets” and “other liabilities,” respectively, on our consolidated balance sheet. The discount rate applied to measure the right-of-use asset and lease liability is based on the incremental borrowing rate (“IBR”) for the property of 4.20%. We initially consider the general economic environment and factor in various financing and asset specific adjustments so that the IBR is appropriate to the intended use of the underlying lease. As we did not elect to apply hindsight, the lease term assumption determined under ASC 840 was carried forward and applied in calculating our lease liability recorded under ASC 842.
 
Future lease payments under this operating lease, excluding the extension option, are as follows:
 
 
Under ASC 842
(Amounts in thousands)
 
As of June 30, 2019
For the remainder of 2019
 
$
400

For the year ending December 31,
 
 
2020
 
800

2021
 
800

2022
 
800

2023
 
800

2024
 
800

Thereafter
 
1,600

Total undiscounted cash flows
 
6,000

Present value discount
 
(861
)
Lease liability as of June 30, 2019
 
$
5,139


 
 
Under ASC 840
(Amounts in thousands)
 
As of December 31, 2018
For the year ending December 31,
 
 
2019
 
$
800

2020
 
800

2021
 
800

2022
 
800

2023
 
800

Thereafter
 
2,467



We recognize rent expense as a component of “operating” expenses on our consolidated statements of income on a straight-line basis. Rent expense was $187,000 and $373,000 in each three and six month period ended June 30, 2019 and 2018, respectively. Cash paid for rent expense was $200,000 and $400,000 in each three and six month period ended June 30, 2019 and 2018, respectively.

16

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


13.
Commitments and Contingencies
Insurance
We maintain general liability insurance with limits of $300,000,000 per occurrence and per property, and all-risk property and rental value insurance coverage with limits of $1.7 billion per occurrence, including coverage for acts of terrorism, with sub-limits for certain perils such as floods and earthquakes on each of our properties.
Fifty Ninth Street Insurance Company, LLC (“FNSIC”), our wholly owned consolidated subsidiary, acts as a direct insurer for coverage for acts of terrorism, including nuclear, biological, chemical and radiological (“NBCR”) acts, as defined by the Terrorism Risk Insurance Program Reauthorization Act, which expires in December 2020. Coverage for acts of terrorism (including NBCR acts) is up to $1.7 billion per occurrence and in the aggregate. Coverage for acts of terrorism (excluding NBCR acts) is fully reinsured by third party insurance companies and the Federal government with no exposure to FNSIC. For NBCR acts, FNSIC is responsible for a $323,000 deductible and 19% of the balance of a covered loss, and the Federal government is responsible for the remaining 81% of a covered loss. We are ultimately responsible for any loss incurred by FNSIC.
We continue to monitor the state of the insurance market and the scope and costs of coverage for acts of terrorism or other events. However, we cannot anticipate what coverage will be available on commercially reasonable terms in the future. We are responsible for uninsured losses and for deductibles and losses in excess of our insurance coverage, which could be material.
Our mortgage loans are non-recourse to us and contain customary covenants requiring us to maintain insurance. Although we believe that we have adequate insurance coverage for purposes of these agreements, we may not be able to obtain an equivalent amount of coverage at reasonable costs in the future. If lenders insist on greater coverage than we are able to obtain, it could adversely affect our ability to finance or refinance our properties.
Paramus
In 2001, we leased 30.3 acres of land located in Paramus, New Jersey to IKEA Property, Inc. The lease has a purchase option in 2021 for $75,000,000. The property is encumbered by a $68,000,000 interest-only mortgage loan, with a fixed rate of 4.72%, which matures in October 2021. The annual triple-net rent is the sum of $700,000 plus the amount of interest on the mortgage loan. If the purchase option is exercised, we will receive net cash proceeds of approximately $7,000,000 and recognize a gain on sale of land of approximately $60,000,000. If the purchase option is not exercised, the triple-net rent for the last 20 years would include debt service sufficient to fully amortize $68,000,000 over the remaining 20-year lease term.
Rego Park I Litigation
In June 2014, Sears Roebuck and Co. (“Sears”) filed a lawsuit in the Supreme Court of the State of New York against Vornado and us (and certain of our subsidiaries) with regard to the 195,000 square foot store that Sears leased at our Rego Park I property alleging that the defendants are liable for harm that Sears has suffered as a result of (a) water intrusions into the premises, (b) two fires in February 2014 that caused damages to those premises, and (c) alleged violations of the Americans with Disabilities Act in the premises’ parking garage. Sears asserted various causes of actions for damages and sought to compel compliance with landlord’s obligations to repair the premises and to provide security, and to compel us to abate a nuisance that Sears claims was a cause of the water intrusions into its premises. In addition to injunctive relief, Sears sought, among other things, damages of not less than $4,000,000 and future damages it estimated would not be less than $25,000,000. In March 2016, Sears withdrew its claim for future damages leaving a remaining claim for property damages, which we estimate to be approximately $650,000 based on information provided by Sears. We intend to defend the remaining claim vigorously. The amount or range of reasonably possible losses, if any, is not expected to be greater than $650,000.
On April 4, 2017, Sears closed its store at Rego Park I ($10,300,000 of annual revenue). On October 15, 2018, Sears filed for Chapter 11 bankruptcy relief and rejected its lease resulting in an automatic stay of this case.

17

ALEXANDER’S, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)


13.
Commitments and Contingencies - continued
Tenant Matter

On April 13, 2019, Kohl’s closed its 133,000 square foot store at our Rego Park II shopping center. Kohl’s plans to sublease its store and remains obligated to us under its lease which expires in January 2031.
Letters of Credit
Approximately $1,030,000 of standby letters of credit were issued and outstanding as of June 30, 2019.
Other
There are various other legal actions against us in the ordinary course of business. In our opinion, the outcome of such matters in the aggregate will not have a material effect on our financial position, results of operations or cash flows. 

14.
Earnings Per Share
The following table sets forth the computation of basic and diluted income per share. Basic income per share is determined using the weighted average shares of common stock outstanding during the period. Diluted income per share is determined using the weighted average shares of common stock outstanding during the period, and assumes all potentially dilutive securities were converted into common shares at the earliest date possible. There were no potentially dilutive securities outstanding during the three and six months ended June 30, 2019 and 2018.    
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
(Amounts in thousands, except share and per share amounts)
 
2019
 
2018
 
2019
 
2018
Income from continuing operations
 
$
11,283

 
$
17,570

 
$
29,148

 
$
31,667

Loss from discontinued operations (see Note 7)
 

 

 

 
(23,797
)
Net income
 
$
11,283

 
$
17,570

 
$
29,148

 
$
7,870

 
 
 
 
 
 
 
 
 
Weighted average shares outstanding – basic and diluted
 
5,118,030

 
5,116,657

 
5,117,690

 
5,116,321