SEC Filing | SL Green Realty Corp.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________________________________________________

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023

☐ 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: 1-13199 (SL Green Realty Corp.)

Commission File Number: 33-167793-02 (SL Green Operating Partnership, L.P.)

______________________________________________________________________

SL GREEN REALTY CORP.

SL GREEN OPERATING PARTNERSHIP, L.P.

(Exact name of registrant as specified in its charter)

______________________________________________________________________


SL Green Realty Corp.	Maryland	13-3956775
SL Green Operating Partnership, L.P.	Delaware	13-3960938
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

One Vanderbilt Avenue, New York, NY 10017

(Address of principal executive offices—Zip Code)

(212) 594-2700

(Registrant's telephone number, including area code)

______________________________________________________________________

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.

SL Green Realty Corp. Yes x No o SL Green Operating Partnership, L.P. Yes x No o

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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

SL Green Realty Corp. Yes x No o SL Green Operating Partnership, L.P. Yes x No o

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.

SL Green Realty Corp.

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.

☐

SL Green Operating Partnership, L.P.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

Smaller Reporting Company

☐

Emerging Growth Company

☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).

SL Green Realty Corp. Yes ☐ No x SL Green Operating Partnership, L.P. Yes ☐ No x

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

As of November 2, 2023, 64,416,699 shares of SL Green Realty Corp.'s common stock, par value $0.01 per share, were outstanding. As of November 2, 2023, 306,808 common units of limited partnership interest of SL Green Operating Partnership, L.P. were held by non-affiliates. There is no established trading market for such units.

EXPLANATORY NOTE

This report combines the quarterly reports on Form 10-Q for the period ended September 30, 2023 of SL Green Realty Corp. and SL Green Operating Partnership, L.P. Unless stated otherwise or the context otherwise requires, references to "SL Green Realty Corp.," the "Company" or "SL Green" mean SL Green Realty Corp. and its consolidated subsidiaries, including SL Green Operating Partnership, L.P.; and references to "SL Green Operating Partnership, L.P.," the "Operating Partnership" or "SLGOP" mean SL Green Operating Partnership, L.P. and its consolidated subsidiaries. The terms "we," "our" and "us" mean the Company and all the entities owned or controlled by the Company, including the Operating Partnership.

The Company is a Maryland corporation which operates as a self-administered and self-managed real estate investment trust, or REIT, and is the sole managing general partner of the Operating Partnership. As a general partner of the Operating Partnership, the Company has full, exclusive and complete responsibility and discretion in the day-to-day management and control of the Operating Partnership.

As of September 30, 2023, the Company owns 93.96% of the outstanding general and limited partnership interest in the Operating Partnership and owns 9,200,000 Series I Preferred Units of the Operating Partnership. As of September 30, 2023, noncontrolling investors held, in aggregate, a 6.04% limited partnership interest in the Operating Partnership. We refer to these interests as the noncontrolling interests in the Operating Partnership.

The Company and the Operating Partnership are managed and operated as one entity. The financial results of the Operating Partnership are consolidated into the financial statements of the Company. The Company has no significant assets other than its investment in the Operating Partnership. Substantially all of our assets are held by, and our operations are conducted through, the Operating Partnership. Therefore, the assets and liabilities of the Company and the Operating Partnership are substantially the same.

Noncontrolling interests in the Operating Partnership, stockholders' equity of the Company and partners' capital of the Operating Partnership are the main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership. The common limited partnership interests in the Operating Partnership not owned by the Company are accounted as noncontrolling interests, within mezzanine equity, in the Company's and the Operating Partnership's consolidated financial statements.

We believe combining the quarterly reports on Form 10-Q of the Company and the Operating Partnership into this single report results in the following benefits:

•Combined reports enhance investors' understanding of the Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;

•Combined reports eliminate duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the Company's disclosure applies to both the Company and the Operating Partnership; and

•Combined reports create time and cost efficiencies through the preparation of one combined report instead of two separate reports.

To help investors understand the significant differences between the Company and the Operating Partnership, this report presents the following separate sections for each of the Company and the Operating Partnership:

•consolidated financial statements; and

•the following notes to the consolidated financial statements:

◦Note 11, Noncontrolling Interests on the Company’s Consolidated Financial Statements;

◦Note 12, Stockholders' Equity of the Company; and

◦Note 13, Partners' Capital of the Operating Partnership.

This report also includes separate Part I, Item 4. Controls and Procedures sections and separate Exhibit 31 and 32 certifications for each of the Company and the Operating Partnership, respectively, in order to establish that the Chief Executive Officer and the Chief Financial Officer of the Company, in both their capacity as the principal executive officer and principal financial officer of the Company and the principal executive officer and principal financial officer of the general partner of the Operating Partnership, have made the requisite certifications and that the Company and the Operating Partnership are compliant with Rule 13a-15 and Rule 15d-15 of the Securities Exchange Act of 1934, as amended, or the Exchange Act.

SL GREEN REALTY CORP. AND SL GREEN OPERATING PARTNERSHIP, L.P.

TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION
Item 1.	FINANCIAL STATEMENTS	5

	FINANCIAL STATEMENTS OF SL GREEN REALTY CORP.
	Consolidated Balance Sheets as of September 30, 2023 (unaudited) and December 31, 2022	5
	Consolidated Statements of Operations for the three and nine months ended September 30, 2023 and 2022 (unaudited)	7
	Consolidated Statements of Comprehensive (Loss) Income for the three and nine months ended September 30, 2023 and 2022 (unaudited)	8
	Consolidated Statements of Equity for the three and nine months ended September 30, 2023 and 2022 (unaudited)	9
	Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022 (unaudited)	11

	FINANCIAL STATEMENTS OF SL GREEN OPERATING PARTNERSHIP, L.P.
	Consolidated Balance Sheets as of September 30, 2023 (unaudited) and December 31, 2022	14
	Consolidated Statements of Operations for the three and nine months ended September 30, 2023 and 2022 (unaudited)	16
	Consolidated Statements of Comprehensive (Loss) Income for the three and nine months ended September 30, 2023 and 2022 (unaudited)	17
	Consolidated Statements of Capital for the three and nine months ended September 30, 2023 and 2022 (unaudited)	18
	Consolidated Statements of Cash Flows for the nine months ended September 30, 2023 and 2022 (unaudited)	20
	Notes to Consolidated Financial Statements (unaudited)	22
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	57
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	73
Item 4.	Controls and Procedures (SL Green Realty Corp. and SL Green Operating Partnership, L.P.)	74
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	75
Item 1A.	Risk Factors	75
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	76
Item 3.	Defaults Upon Senior Securities	77
Item 4.	Mine Safety Disclosures	78
Item 5.	Other Information	79
Item 6.	Exhibits	80
	Signatures	81

Table of Contents

SL GREEN REALTY CORP. AND SL GREEN OPERATING PARTNERSHIP, L.P.

PART I FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Table of Contents

SL Green Realty Corp.

Consolidated Balance Sheets

(in thousands)


	September 30, 2023		December 31, 2022
	(unaudited)
Assets
Commercial real estate properties, at cost:
Land and land interests	$	1,090,370	$	1,576,927
Building and improvements	3,605,247		4,903,776
Building leasehold and improvements	1,343,386		1,691,831

Right of use asset - operating leases	953,236		1,026,265
	6,992,239		9,198,799
Less: accumulated depreciation	(1,997,942)		(2,039,554)
	4,994,297		7,159,245

Cash and cash equivalents	189,750		203,273
Restricted cash	119,573		180,781
Investments in marketable securities	9,616		11,240
Tenant and other receivables	37,295		34,497
Related party receivables	9,723		27,352
Deferred rents receivable	262,808		257,887
Debt and preferred equity investments, net of discounts and deferred origination fees of $1,638 and $1,811 and allowances of $13,520 and $6,630 in 2023 and 2022, respectively	334,327		623,280
Investments in unconsolidated joint ventures	3,152,752		3,190,137
Deferred costs, net	108,370		121,157
Other assets	472,071		546,945
Total assets (1)	$	9,690,582	$	12,355,794
Liabilities
Mortgages and other loans payable, net	$	1,512,746	$	3,227,563
Revolving credit facility, net	394,368		443,217
Unsecured term loans, net	1,243,649		1,641,552
Unsecured notes, net	99,769		99,692
Accrued interest payable	17,934		14,227
Other liabilities	453,349		236,211
Accounts payable and accrued expenses	146,332		154,867
Deferred revenue	136,063		272,248
Lease liability - financing leases	105,198		104,218
Lease liability - operating leases	887,412		895,100
Dividend and distributions payable	21,725		21,569
Security deposits	50,071		50,472

Junior subordinated deferrable interest debentures held by trusts that issued trust preferred securities	100,000		100,000
Total liabilities (1)	5,168,616		7,260,936

Table of Contents

SL Green Realty Corp.

Consolidated Balance Sheets

(in thousands)


	September 30, 2023		December 31, 2022
	(unaudited)
Commitments and contingencies
Noncontrolling interests in Operating Partnership	248,222		269,993
Preferred units	166,501		177,943

Equity
SL Green stockholders' equity:
Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both September 30, 2023 and December 31, 2022	221,932		221,932
Common stock, $0.01 par value, 160,000 shares authorized and 65,458 and 65,440 issued and outstanding at September 30, 2023 and December 31, 2022, respectively (including 1,060 and 1,060 shares held in treasury at September 30, 2023 and December 31, 2022, respectively)	656		656
Additional paid-in-capital	3,813,758		3,790,358
Treasury stock at cost	(128,655)		(128,655)
Accumulated other comprehensive income	69,616		49,604
Retained earnings	62,406		651,138
Total SL Green stockholders' equity	4,039,713		4,585,033
Noncontrolling interests in other partnerships	67,530		61,889
Total equity	4,107,243		4,646,922
Total liabilities and equity	$	9,690,582	$	12,355,794

(1) The Company's consolidated balance sheets include assets and liabilities of consolidated variable interest entities ("VIEs"). See Note 2. The consolidated balance sheets include the following amounts related to our consolidated VIEs, excluding the Operating Partnership: $41.2 million and $41.2 million of land, $39.8 million and $41.0 million of building and improvements, $— million and $— million of building and leasehold improvements, $— million and $— million of right of use assets, $5.2 million and $4.4 million of accumulated depreciation, $664.1 million and $599.2 million of other assets included in other line items, $50.0 million and $49.8 million of real estate debt, net, $0.0 million and $0.2 million of accrued interest payable, $— million and $— million of lease liabilities, and $304.7 million and $146.4 million of other liabilities included in other line items as of September 30, 2023 and December 31, 2022, respectively.

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Operations

(unaudited, in thousands, except per share data)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Revenues
Rental revenue, net	$	150,991	$	162,952	$	531,978	$	474,215
Investment income	9,689		29,513		27,849		69,808
Other income	12,540		19,991		58,038		57,842
Total revenues	173,220		212,456		617,865		601,865
Expenses
Operating expenses, including related party expenses of $2 and $3 in 2023, and $0 and $5,695 in 2022	49,585		45,011		148,606		127,151
Real estate taxes	31,195		35,111		112,463		96,677
Operating lease rent	7,253		7,388		20,209		20,429
Interest expense, net of interest income	27,440		21,824		109,714		51,854
Amortization of deferred financing costs	2,152		2,043		6,327		5,908
Depreciation and amortization	50,212		48,462		197,844		142,359
Loan loss and other investment reserves, net of recoveries	—		—		6,890		—
Transaction related costs	166		292		1,083		321
Marketing, general and administrative	22,873		21,276		69,132		69,574
Total expenses	190,876		181,407		672,268		514,273

Equity in net loss from unconsolidated joint ventures	(15,126)		(21,997)		(44,470)		(31,262)
Equity in net loss on sale of interest in unconsolidated joint venture/real estate	—		—		(79)		(131)
Purchase price and other fair value adjustments	10,183		(1,117)		(6,987)		(7,348)
Gain (loss) on sale of real estate, net	516		4,276		(27,813)		(61,104)
Depreciable real estate reserves and impairment	389		—		(305,527)		—





Net (loss) income	(21,694)		12,211		(439,279)		(12,253)
Net loss (income) attributable to noncontrolling interests:
Noncontrolling interests in the Operating Partnership	1,574		(491)		27,493		1,831
Noncontrolling interests in other partnerships	1,794		993		4,459		(2,269)
Preferred units distributions	(1,903)		(1,598)		(5,352)		(4,844)
Net (loss) income attributable to SL Green	(20,229)		11,115		(412,679)		(17,535)
Perpetual preferred stock dividends	(3,738)		(3,738)		(11,213)		(11,213)
Net (loss) income attributable to SL Green common stockholders	$	(23,967)	$	7,377	$	(423,892)	$	(28,748)






















Basic (loss) earnings per share	$	(0.38)	$	0.11	$	(6.63)	$	(0.47)










Diluted (loss) earnings per share	$	(0.38)	$	0.11	$	(6.63)	$	(0.47)

Basic weighted average common shares outstanding	64,114		63,949		64,099		63,971
Diluted weighted average common shares and common share equivalents outstanding	68,296		68,897		68,274		69,249

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Comprehensive (Loss) Income

(unaudited, in thousands)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Net (loss) income	$	(21,694)	$	12,211	$	(439,279)	$	(12,253)
Other comprehensive income:
Increase in unrealized value of derivative instruments, including SL Green's share of joint venture derivative instruments	12,799		50,488		23,062		111,378
(Decrease) increase in unrealized value of marketable securities	(181)		1,605		(1,625)		(642)
Other comprehensive income	12,618		52,093		21,437		110,736
Comprehensive (loss) income	(9,076)		64,304		(417,842)		98,483
Net loss (income) attributable to noncontrolling interests and preferred units distributions	1,465		(1,096)		26,600		(5,282)
Other comprehensive income attributable to noncontrolling interests	(771)		(3,114)		(1,425)		(6,404)
Comprehensive (loss) income attributable to SL Green	$	(8,382)	$	60,094	$	(392,667)	$	86,797

The accompanying notes are an integral part of these consolidated financial statements.

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SL Green Realty Corp.

Consolidated Statements of Equity

(unaudited, in thousands, except per share data)


	SL Green Realty Corp. Stockholders
				Common Stock
		Series I Preferred Stock		Shares	Par Value		Additional Paid- In-Capital		Treasury Stock		Accumulated Other Comprehensive Income		Retained Earnings		Noncontrolling Interests		Total
Balance at June 30, 2023		$	221,932	64,387	$	656	$	3,805,704	$	(128,655)	$	57,769	$	135,518	$	66,909	$	4,159,833
Net loss													(20,229)		(1,794)		(22,023)

Other comprehensive income											11,847						11,847
Preferred dividends													(3,738)				(3,738)
DRSPP proceeds				3			97										97

Reallocation of noncontrolling interest in the Operating Partnership													3,126				3,126

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				8			7,957										7,957




Contributions to consolidated joint venture interests															3,266		3,266

Cash distributions to noncontrolling interests															(851)		(851)

Cash distributions declared ($0.812 per common share, none of which represented a return of capital for federal income tax purposes)													(52,271)				(52,271)
Balance at September 30, 2023		$	221,932	64,398	$	656	$	3,813,758	$	(128,655)	$	69,616	$	62,406	$	67,530	$	4,107,243

	SL Green Realty Corp. Stockholders
				Common Stock
		Series I Preferred Stock		Shares	Par Value		Additional Paid- In-Capital		Treasury Stock		Accumulated Other Comprehensive Income		Retained Earnings		Noncontrolling Interests		Total
Balance at June 30, 2022		$	221,932	64,302	$	655	$	3,801,272	$	(128,655)	$	8,595	$	779,999	$	64,966	$	4,748,764
Net income													11,115		(993)		10,122
Acquisition of subsidiary interest from noncontrolling interest							(29,742)								(75)		(29,817)
Other comprehensive income											48,979						48,979
Preferred dividends													(3,738)				(3,738)
DRSPP proceeds				3			140										140

Reallocation of noncontrolling interest in the Operating Partnership													28,624				28,624

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				11			8,616										8,616




Contributions to consolidated joint venture interests															817		817


Cash distributions to noncontrolling interests															(148)		(148)

Cash distributions declared ($0.932 per common share, none of which represented a return of capital for federal income tax purposes)													(60,138)				(60,138)
Balance at September 30, 2022		$	221,932	64,316	$	655	$	3,780,286	$	(128,655)	$	57,574	$	755,862	$	64,567	$	4,752,221

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Equity

(unaudited, in thousands, except per share data)


	SL Green Realty Corp. Stockholders
				Common Stock
		Series I Preferred Stock		Shares	Par Value		Additional Paid- In-Capital		Treasury Stock		Accumulated Other Comprehensive Income		Retained Earnings		Noncontrolling Interests		Total
Balance at December 31, 2022		$	221,932	64,380	$	656	$	3,790,358	$	(128,655)	$	49,604	$	651,138	$	61,889	$	4,646,922


Net loss													(412,679)		(4,459)		(417,138)

Other comprehensive income											20,012						20,012
Preferred dividends													(11,213)				(11,213)
DRSPP proceeds				15			439										439

Reallocation of noncontrolling interest in the Operating Partnership													(8,072)				(8,072)

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				3			22,961										22,961




Contributions to consolidated joint venture interests															11,714		11,714

Cash distributions to noncontrolling interests															(1,614)		(1,614)

Cash distributions declared ($2.437 per common share, none of which represented a return of capital for federal income tax purposes)													(156,768)				(156,768)
Balance at September 30, 2023		$	221,932	64,398	$	656	$	3,813,758	$	(128,655)	$	69,616	$	62,406	$	67,530	$	4,107,243

	SL Green Realty Corp. Stockholders
				Common Stock
		Series I Preferred Stock		Shares	Par Value		Additional Paid- In-Capital		Treasury Stock		Accumulated Other Comprehensive Income		Retained Earnings		Noncontrolling Interests		Total
Balance at December 31, 2021		$	221,932	64,105	$	672	$	3,739,409	$	(126,160)	$	(46,758)	$	975,781	$	13,377	$	4,778,253
Net loss													(17,535)		2,269		(15,266)
Acquisition of subsidiary interest from noncontrolling interest							(29,742)								(75)		(29,817)
Other comprehensive income											104,332						104,332
Preferred dividends													(11,213)				(11,213)
DRSPP proceeds				6			339										339

Reallocation of noncontrolling interest in the Operating Partnership													23,539				23,539

Deferred compensation plan and stock awards, net of forfeitures and tax withholdings				215	3		22,144										22,147


Repurchases of common stock				(1,971)	(20)		(114,979)						(36,198)				(151,197)

Contributions to consolidated joint venture interests															52,164		52,164


Cash distributions to noncontrolling interests															(3,168)		(3,168)
Issuance of special dividend paid primarily in stock				1,961			163,115		(2,495)								160,620
Cash distributions declared ($2.797 per common share, none of which represented a return of capital for federal income tax purposes)													(178,512)				(178,512)
Balance at September 30, 2022		$	221,932	64,316	$	655	$	3,780,286	$	(128,655)	$	57,574	$	755,862	$	64,567	$	4,752,221

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Cash Flows

(unaudited, in thousands, except per share data)


	Nine Months Ended September 30,
	2023		2022
Operating Activities
Net loss	$	(439,279)	$	(12,253)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	204,171		148,267
Equity in net loss from unconsolidated joint ventures	44,470		31,262
Distributions of cumulative earnings from unconsolidated joint ventures	514		448
Equity in net loss on sale of interest in unconsolidated joint venture interest/real estate	79		131
Purchase price and other fair value adjustments	6,987		7,348
Depreciable real estate reserves and impairment	305,527		—
Loss on sale of real estate, net	27,813		61,104
Loan loss reserves and other investment reserves, net of recoveries	6,890		—



Deferred rents receivable	(16,195)		(1,371)
Non-cash lease expense	15,477		17,332
Other non-cash adjustments	6,645		(11,950)
Changes in operating assets and liabilities:
Tenant and other receivables	(2,852)		7,800
Related party receivables	16,466		5,803
Deferred lease costs	(8,066)		(10,227)
Other assets	(13,254)		(35,114)
Accounts payable, accrued expenses, other liabilities and security deposits	23,655		21,345
Deferred revenue	9,978		17,208
Lease liability - operating leases	(7,688)		2,495
Net cash provided by operating activities	181,338		249,628
Investing Activities
Acquisitions of real estate property	—		(64,491)
Additions to land, buildings and improvements	(194,035)		(194,997)
Acquisition deposits and deferred purchase price	—		75,400
Investments in unconsolidated joint ventures	(119,522)		(146,598)
Distributions in excess of cumulative earnings from unconsolidated joint ventures	108,884		92,217
Net proceeds from disposition of real estate/joint venture interest	547,605		353,853
Cash and restricted cash assumed from acquisition of real estate investment	—		60,494

Proceeds from sale or redemption of marketable securities	—		11,465

Other investments	(17,545)		1,619
Origination of debt and preferred equity investments	(53,703)		(40,053)
Repayments or redemption of debt and preferred equity investments	—		124,405
Net cash provided by investing activities	271,684		273,314

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SL Green Realty Corp.

Consolidated Statements of Cash Flows

(unaudited, in thousands, except per share data)


	Nine Months Ended September 30,
	2023		2022
Financing Activities
Proceeds from mortgages and other loans payable	—		381,980
Repayments of mortgages and other loans payable	(4,340)		(290,936)
Proceeds from revolving credit facility, term loans and unsecured notes	358,000		1,124,000
Repayments of revolving credit facility, term loans and unsecured notes	(808,000)		(1,364,000)
Proceeds from stock options exercised and DRSPP issuance	439		339

Repurchase of common stock	—		(151,197)
Redemption of preferred stock	(11,700)		(17,967)
Redemption of OP units	(8,900)		(35,316)
Distributions to noncontrolling interests in other partnerships	(1,614)		(3,168)
Contributions from noncontrolling interests in other partnerships	3,580		52,164
Acquisition of subsidiary interest from noncontrolling interest	—		(29,817)
Distributions to noncontrolling interests in the Operating Partnership	(11,225)		(12,635)
Dividends paid on common and preferred stock	(172,920)		(197,124)
Other obligations related to secured borrowing	129,656		77,874
Tax withholdings related to restricted share awards	—		(3,915)
Deferred loan costs	(729)		(5,130)

Net cash used in financing activities	(527,753)		(474,848)
Net (decrease) increase in cash, cash equivalents, and restricted cash	(74,731)		48,094
Cash, cash equivalents, and restricted cash at beginning of year	384,054		336,984
Cash, cash equivalents, and restricted cash at end of period	$	309,323	$	385,078





Supplemental Disclosure of Non-Cash Investing and Financing Activities:



Exchange of preferred equity investment for real estate or equity in joint venture	$	—	$	190,652
Exchange of debt investment for real estate or equity in joint venture	349,946		193,995
Assumption of mortgage and mezzanine loans	—		1,712,750
Issuance of special dividend paid primarily in stock	—		160,620
Tenant improvements and capital expenditures payable	—		18,518

Fair value adjustment to noncontrolling interest in the Operating Partnership	8,072		23,539

Deconsolidation of a subsidiary	101,351		—
Contribution to consolidated joint venture interest	8,134		—




Debt and preferred equity investments	—		302


Removal of fully depreciated commercial real estate properties	7,747		4,048





Recognition of right of use assets and related lease liabilities	—		57,938

Table of Contents

SL Green Realty Corp.

Consolidated Statements of Cash Flows

(unaudited, in thousands, except per share data)

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows.


	Nine Months Ended September 30,
	2023		2022
Cash and cash equivalents	$	189,750	$	201,267
Restricted cash	119,573		183,811
Total cash, cash equivalents, and restricted cash	$	309,323	$	385,078

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

SL Green Operating Partnership, L.P.

Consolidated Balance Sheets

(in thousands)


	September 30, 2023		December 31, 2022
	(unaudited)
Assets
Commercial real estate properties, at cost:
Land and land interests	$	1,090,370	$	1,576,927
Building and improvements	3,605,247		4,903,776
Building leasehold and improvements	1,343,386		1,691,831

Right of use asset - operating leases	953,236		1,026,265
	6,992,239		9,198,799
Less: accumulated depreciation	(1,997,942)		(2,039,554)
	4,994,297		7,159,245

Cash and cash equivalents	189,750		203,273
Restricted cash	119,573		180,781
Investments in marketable securities	9,616		11,240
Tenant and other receivables	37,295		34,497
Related party receivables	9,723		27,352
Deferred rents receivable	262,808		257,887
Debt and preferred equity investments, net of discounts and deferred origination fees of $1,638 and $1,811 and allowances of $13,520 and $6,630 in 2023 and 2022, respectively	334,327		623,280
Investments in unconsolidated joint ventures	3,152,752		3,190,137
Deferred costs, net	108,370		121,157
Other assets	472,071		546,945
Total assets (1)	$	9,690,582	$	12,355,794
Liabilities
Mortgages and other loans payable, net	$	1,512,746	$	3,227,563
Revolving credit facility, net	394,368		443,217
Unsecured term loans, net	1,243,649		1,641,552
Unsecured notes, net	99,769		99,692
Accrued interest payable	17,934		14,227
Other liabilities	453,349		236,211
Accounts payable and accrued expenses	146,332		154,867
Deferred revenue	136,063		272,248
Lease liability - financing leases	105,198		104,218
Lease liability - operating leases	887,412		895,100