8-K Material Event Wed Apr 24 2024 (2024)

Exhibit 99.1

8-K Material Event Wed Apr 24 2024 (1)

EMPIRE STATE REALTY TRUST ANNOUNCES FIRST QUARTER2024 RESULTS

– Net Income Per Fully Diluted Share of$0.03 –

– Core FFO Per Fully Diluted Share of$0.21 –

Signed248,000 Rentable Square Feet of Leases –

– Closed New Credit Facility, over $800Mof Liquidity, No Floating Rate Debt Exposure –

– Reaffirms2024 Outlook –

New York, NewYork, April24, 2024 – Empire State Realty Trust,Inc. (NYSE: ESRT) is a NYC-focused REIT that owns and operatesa portfolio of modernized, amenitized, and well-located office, retail, and multifamily assets, and the Observatory deck attraction inESRT’s flagship Empire State Building – the “World’s Most Famous Building”. The Company is a recognizedleader in energy efficiency and indoor environmental quality. Today the Company reported its operational and financial results for thefirst quarter 2024. All per share amounts are on a fully diluted basis, where applicable.

First Quarter and Recent Highlights

·Net Income of $0.03 per share.
·Core Funds From Operations (“Core FFO”) of $0.21 per share.
·Same-Store Property Cash Net Operating Income (“NOI”) increased 12.3% year-over-year, excludinglease termination fees, primarily driven by higher revenues from cash rent commencement, which was partially offset by increases in operatingexpenses. Adjusted for certain nonrecurring items, first quarter Same-Store NOI increased by approximately 8% year-over-year.
·Manhattan office portfolio leased rate increased by 60bps sequentially and 200bps year-over-year to 92.7%.The total commercial portfolio is 91.1% leased as March31, 2024. This is the 9th consecutive quarter of positive commercialleased rate absorption.
·Signed approximately 248,000 rentable square feet of new, renewal, and expansion leases. In our Manhattanoffice portfolio, blended leasing spreads were +5.4% and this is the 11th consecutive quarter of positive leasing spreads.
·Empire State Building Observatory generated $16.2 million of NOI, a 13% increase year-over-year.

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8-K Material Event Wed Apr 24 2024 (2)

·In March, closed on a new $715 million credit facility comprised of a revolver and term loan that maturein 2029, inclusive of extensions, which replaces the existing facility that was due to mature in 2025.
·In April, entered into a notepurchase agreement to issue $225 million of green senior unsecured notes in a private placement transaction.
·Achieved the Energy Star Partner of the Year Sustained Excellence award for the second year, the WELL Equity Award and WELL Health-Safety Leadership Award. Published ESRT’s fourth annual Sustainability Report on April23, 2024 (linked here).

Property Operations

As of March31, 2024, the Company’sproperty portfolio contained 8.6 million rentable square feet of office space, 0.7 million rentable square feet of retail space and 727residential units, which were occupied and leased as shown below.

March31, 2024 December31, 2023 March31, 2023
Percent occupied:
Total commercial portfolio 87.6% 86.3% 86.7%
Total office 87.4% 86.0% 86.7%
Manhattan office 88.9% 87.3% 87.8%
GNYMA office1 76.8% 76.6% 80.6%
Total retail2 89.8% 90.4% 86.7%
Percent leased (includes signed leases not commenced):
Total commercial portfolio 91.1% 90.6% 89.4%
Total office 91.1% 90.5% 89.3%
Manhattan office 92.7% 92.1% 90.7%
GNYMA office1 79.5% 79.3% 81.6%
Total retail2 91.0% 92.1% 90.6%
Total multifamily portfolio 97.1% 98.1% 97.2%

1 “GNYMA office” for theperiods ended March31, 2024 and December31, 2023 reflects the removal of 500 Mamaroneck.

2 “Total retail” for theperiods ended March31, 2024 and December31, 2023 includes the Williamsburg Retail, Brooklyn assets which were acquired inSeptember2023.

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8-K Material Event Wed Apr 24 2024 (3)

Leasing

The tables thatfollow summarize leasing activity for the three months ended March31, 2024. During this period, the Company signed 23 leasesthat totaled 248,108 square feet. Within the Manhattan office portfolio, the Company signed 20 office leases that totaled 235,664 squarefeet.

Total Portfolio

Total Portfolio Total Leases
Executed
Total square
footage executed
Average cash
rent psf – leases
executed
Previously
escalated cash
rents psf
% of new cash
rent over/ under
previously
escalated rents
Office 22 245,650 $59.21 $56.51 4.8%
Retail 1 2,458 $400.00 $378.97 5.5%
Total Overall 23 248,108 $62.59 $59.71 4.8%

Manhattan Office Portfolio

Manhattan Office Portfolio Total Leases
Executed
Total square
footage executed
Average cash
rent psf – leases
executed
Previously
escalated cash
rents psf
% of new cash
rent over / under
previously
escalated rents
New Office 12 201,580 $59.70 $55.66 7.3%
Renewal Office 8 34,084 $57.92 $60.62 -4.4%
Total Office 20 235,664 $59.44 $56.38 5.4%

Leasing Activity Highlights

·16-year 67,865 square foot expansion lease withBurlington Merchandising Corporation at 1400 Broadway.
·11-year 57,203 square foot new lease with Solde Janeiro USA,Inc. at One Grand Central Place.

Observatory Results

In the first quarter, Observatory revenue was $24.6 million and expenseswere $8.4 million. Observatory NOI was $16.2 million, a 13% increase year-over-year.

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8-K Material Event Wed Apr 24 2024 (4)

Balance Sheet

The Company had $834 million of total liquidityas of March31, 2024, which was comprised of $334 million of cash, plus $500 million available under its revolving credit facility.At March31, 2024, the Company had total debt outstanding of approximately $2.2 billion, no floating rate debt exposure, and a weightedaverage interest rate of 3.97% per annum. The weighted average term to maturity was 5.4 years. At March31, 2024, the Company’sratio of net debt to adjusted EBITDA was 5.3x.

In March, the Companyclosed on a new $715 million credit facility, which consists of a $620 million revolving credit facility and a $95 million term loan facility.The new credit facility matures in March2029, inclusive of extensions, and replacesthe existing credit facility that was due to mature in March2025. The facility has a sustainability-linked pricing mechanism thatreduces the borrowing spread if certain benchmarks are achieved each year.

In April, the Companyentered into a note purchase agreement to issue $225 million of green senior unsecured notesin a private placement transaction with three tranches including $155 million that matures in 2029, $45 million that matures in 2031,and $25 million that matures in 2034, at a weighted average rate of 7.25%. The private placement is scheduled to fund on June17,2024.

Portfolio Transaction Activity

In March, the Company executed a buyout of its partner’s 10%interest in two multifamily assets located at 561 10th Avenue and 345 East 94th Street for approximately $14 million in cash and the assumptionof $18 million of the in-place debt. ESRT now owns 100% of all assets in the Company’s portfolio with no JV ownership structures.

In April, the Company worked with the First Stamford Place mortgagelender to structure a cooperative consensual foreclosure, which is anticipated to be completed by the end of the second quarter. Uponcompletion, this transaction is expected to eliminate a $176 million liability that matures in July2027 from the balance sheet.

Share Repurchase

The stock repurchase program began in March2020 and through April23,2024, approximately $293.7 million has been repurchased at a weighted average price of $8.18 per share. There were no share repurchasesduring the first quarter.

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8-K Material Event Wed Apr 24 2024 (5)

Dividend

On March28, 2024, the Company paid a quarterlydividend of $0.035 per share or unit, as applicable, for the first quarter of 2024 to holders of the Company’s ClassA commonstock (NYSE: ESRT) and ClassB common stock and to holders of the SeriesES, Series250 and Series60 partnershipunits (NYSE Arca: ESBA, FISK and OGCP, respectively) and SeriesPR partnership units of Empire State Realty OP, L.P., the Company’soperating partnership (the “Operating Partnership”).

On March28, 2024, the Company paid a quarterlypreferred dividend of $0.15 per unit for the first quarter of 2024 to holders of the Operating Partnership’s Series2014 privateperpetual preferred units and a preferred dividend of $0.175 per unit for the first quarter of 2024 to holders of the Operating Partnership’sSeries2019 private perpetual preferred units.

2024 Earnings Outlook

The Company reaffirms2024 guidance and key assumptions, as summarized in the table below. The Company’s guidance does not include the impact ofany significant future lease termination fee income or any unannounced acquisition, disposition or other capital markets activity.

Key Assumptions 2024 Guidance 2023 Actual
Results
Comments
Earnings
Core FFO Per Fully Diluted Share $0.90 to $0.94

$0.93 

($0.90 ex non-recurring items)

· 2023 FFO included approximately $0.03 of non-recurring items

· 2024 includes $0.04 from multifamily assets

Commercial Property Drivers
Commercial Occupancy at year-end 87% to 89% 86.3%
SS Property Cash NOI (excluding lease termination fees) -1% to +2% +2.2%

· Assumes positive revenue growth

· Assumes a ~6-8% y/y increase in operating expenses and real estate taxes, partially offset by higher tenant expense reimbursem*nts

Observatory Drivers
Observatory NOI $94M to $102M $94.1M · Reflects average quarterly expenses of ~$9M

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8-K Material Event Wed Apr 24 2024 (6)

Low High
Net Income (Loss) Attributable to Common Stockholders and the Operating Partnership $0.24 $0.28
Add:
Impairment Charge 0.00 0.00
Real Estate Depreciation& Amortization 0.65 0.65
Less:
Private Perpetual Distributions 0.02 0.02
Gain on Disposal of Real Estate, net 0.00 0.00
FFO Attributable to Common Stockholders and the Operating Partnership $0.87 $0.91
Add:
Amortization of Below Market Ground Lease 0.03 0.03
Core FFO Attributable to Common Stockholders and the Operating Partnership $0.90 $0.94

The estimates set forth above may be subjectto fluctuations as a result of several factors, including continued impacts of changes in the use of office space and remote work onour business and our market, our ability to complete planned capital improvements in line with budget, costs of integration of completedacquisitions, costs associated with future acquisitions or other transactions, straight-line rent adjustments and the amortization ofabove and below-market leases. There can be no assurance that the Company’s actual results will not differ materially from theestimates set forth above.

Investor Presentation Update

The Company hasposted on the “Investors” section of ESRT’s website the latest investor presentation, which containsadditional information on its businesses, financial condition and results of operations.

Webcast and Conference Call Details

Empire State Realty Trust,Inc. will hosta webcast and conference call, open to the general public, on Thursday, April25, 2024 at 12:00 pm Eastern time.

The webcast willbe accessible on the “Investors” section of ESRT’s website. To listen to the live webcast, go to thesite at least five minutes prior to the scheduled start time in order to register and download and install any necessary audio software.The conference call can also be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers.

Starting shortly after the call until May2,2024, a replay of the webcast will be available on the Company’s website, and a dial-in replay will be available by dialing 1-844-512-2921for domestic callers or 1-412-317-6671 for international callers. The passcode for this dial-in replay is 13741461.

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8-K Material Event Wed Apr 24 2024 (7)

The SupplementalReport and Investor Presentation are additional components of the quarterly earnings announcement and are now available on the “Investors”section of ESRT’s website.

The Company uses, and intends to continue to use,the “Investors” pageof its website, which can be found at www.esrtreit.com, as a means to disclose material nonpublicinformation and to comply with its disclosure obligations under Regulation FD, including, without limitation, through the posting of investorpresentations that may include material nonpublic information. Accordingly, investors should monitor the “Investors” page,in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information containedon, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.

About Empire State Realty Trust

Empire State RealtyTrust,Inc. (NYSE: ESRT) is a NYC-focused REIT that owns and operates a portfolio of modernized, amenitized, and well-located office,retail, and multifamily assets and the Observatory deck attraction in ESRT’s flagship Empire State Building – the “World’sMost Famous Building”. The Company is the recognized leader in energy efficiency and indoor environmental quality. As of March31,2024, ESRT's portfolio is comprised of approximately 8.6 million rentable square feet of office space, 0.7 million rentable square feetof retail space and 727 residential units. More information about Empire State Realty Trust can be found at esrtreit.comandby following ESRT onFacebook,Instagram, TikTok,X,andLinkedIn.

8-K Material Event Wed Apr 24 2024 (8)

Forward-Looking Statements

This press release includes “forward-lookingstatements” within the meaning of Section27A of the Securities Act of 1933, as amended (the “Securities Act"),and Section21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We intend these forward-lookingstatements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation ReformAct of 1995 and are including this statement for purposes of complying with those safe harbor provisions. You can identify forward-lookingstatements by the use of forward-looking terminology such as “aims," "anticipates," "approximately," "believes," "contemplates," "continues," "estimates," "expects," "forecasts," "hope," "intends," "may," "plans," "seeks," "should," "thinks," "will," "would" or the negative of these words and phrases or similar words or phrases. For the avoidance of doubt, any projection,guidance, or similar estimation about the future or future results, performance or achievements is a forward-looking statement.

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8-K Material Event Wed Apr 24 2024 (9)

Forward-looking statements are subject to substantialrisks and uncertainties, many of which are difficult to predict and are generally beyond our control, and you should not rely on themas predictions of future events. Forward-looking statements depend on assumptions, data or methods which may be incorrect or imprecise,and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or thatthey will happen at all).

Many important factors could cause our actualresults, performance, achievements, and future events to differ materially from those set forth, implied, anticipated, expected, projected,assumed or contemplated in our forward-looking statements, including, among other things: (i)economic, market, political and socialimpact of, and uncertainty relating to, any catastrophic events, including pandemics, epidemics or other outbreaks of disease, climate-relatedrisks such as natural disasters and extreme weather events, terrorism and other armed hostilities, as well as cybersecurity threats andtechnology disruptions; (ii)a failure of conditions or performance regarding any event or transaction described herein; (iii)resolutionof legal proceedings involving the Company; (iv)reduced demand for office, multifamily or retail space, including as a result ofthe changes in the use of office space and remote work; (v)changes in our business strategy; (vi)a decline in Observatoryvisitors due to changes in domestic or international tourism, including due to health crises, geopolitical events, currency exchange rates,and/or competition from other observatories; (vii)defaults on, early terminations of, or non-renewal of, leases by tenants; (viii)increasesin the Company’s borrowing costs as a result of changes in interest rates and other factors; (ix)declining real estate valuationsand impairment charges; (x)termination of our ground leases; (xi)limitations on our ability to pay down, refinance, restructureor extend our indebtedness or borrow additional funds; (xii)decreased rental rates or increased vacancy rates; (xiii)difficultiesin executing capital projects or development projects successfully or on the anticipated timeline or budget; (xiv)difficulties inidentifying and completing acquisitions; (xv)impact of changes in governmental regulations, tax laws and rates and similar matters;(xvi)our failure to qualify as a REIT; (xvii)incurrence of taxable capital gain on disposition of an asset due to failureof compliance with a 1031 exchange program; and (xviii)failure to achieve sustainability metrics and goals, including as a resultof tenant collaboration, and impact of governmental regulation on our sustainability efforts. For a further discussion of these and otherfactors that could impact the company's future results, performance, or transactions, see the section entitled “Risk Factors”of our annual report on Form10-K for the year ended December31, 2023 and any additional factors that may be contained in anyfiling we make with the SEC.

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8-K Material Event Wed Apr 24 2024 (10)

While forward-looking statements reflect the Company'sgood faith beliefs, they do not guarantee future performance. Any forward-looking statement contained in this press release speaks onlyas of the date on which it was made, and we assume no obligation to update or revise publicly any forward-looking statement to reflectchanges in underlying assumptions or factors, new information, data or methods, future events, or other changes after the date of thispress release, except as required by applicable law. Prospective investors should not place undue reliance on any forward-looking statements,which are based only on information currently available to the Company (or to third parties making the forward-looking statements).

Contact: Investors and Media

Empire State Realty Trust Investor Relations

(212) 850-2678

IR@esrtreit.com

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8-K Material Event Wed Apr 24 2024 (11)

Empire State Realty Trust,Inc.

Condensed Consolidated Statements of Operations

(unaudited and amounts in thousands, except per share data)

Three Months Ended March31,
2024 2023
Revenues
Rental revenue $153,882 $140,091
Observatory revenue 24,596 22,154
Lease termination fees - -
Third-party management and other fees 265 427
Other revenue and fees 2,436 1,950
Total revenues 181,179 164,622
Operating expenses
Property operating expenses 45,060 42,044
Ground rent expenses 2,331 2,331
General and administrative expenses 15,972 15,708
Observatory expenses 8,431 7,855
Real estate taxes 32,241 31,788
Depreciation and amortization 46,081 47,408
Total operating expenses 150,116 147,134
Total operating income 31,063 17,488
Other income (expense):
Interest income 4,178 2,595
Interest expense (25,128) (25,304)
Loss on early extinguishment of debt (553) -
Gain (loss) on sale of properties - 15,696
Income before income taxes 9,560 10,475
Income tax benefit (expense) 655 1,219
Net income 10,215 11,694
Net (income) loss attributable to non-controlling interests:
Non-controlling interest in the Operating Partnership (3,500) (4,168)
Non-controlling interests in other partnerships (4) 43
Preferred unit distributions (1,050) (1,050)
Net income attributable to common stockholders $5,661 $6,519
Total weighted average shares
Basic 163,491 161,339
Diluted 267,494 265,197
Earnings per share attributable to common stockholders
Basic $0.03 $0.04
Diluted $0.03 $0.04

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8-K Material Event Wed Apr 24 2024 (12)

Empire State RealtyTrust,Inc.

Reconciliation of Net Income to Funds From Operations (“FFO”),

Modified Funds From Operations (“Modified FFO”) and Core Funds From Operations (“Core FFO”)

(unaudited and amounts in thousands, except per share data)

Three Months Ended March31,
2024 2023
Net income $10,215 $11,694
Non-controlling interests in other partnerships (4) 43
Preferred unit distributions (1,050) (1,050)
Real estate depreciation and amortization 44,857 46,024
(Gain) loss on sale of properties - (15,696)
FFO attributable to common stockholders and Operating Partnership units 54,018 41,015
Amortization of below-market ground leases 1,958 1,958
Modified FFO attributable to common stockholders and Operating Partnership units 55,976 42,973
Loss on early extinguishment of debt 553 -
Core FFO attributable to common stockholders and Operating Partnership units $56,529 $42,973
Total weighted average shares and Operating Partnership units
Basic 264,562 264,493
Diluted 267,494 265,197
FFO per share
Basic $0.20 $0.16
Diluted $0.20 $0.15
Modified FFO per share
Basic $0.21 $0.16
Diluted $0.21 $0.16
Core FFO per share
Basic $0.21 $0.16
Diluted $0.21 $0.16

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8-K Material Event Wed Apr 24 2024 (13)

Empire State RealtyTrust,Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)

March31, 
2024

December31,
2023
Assets
Commercial real estate properties, at cost $3,702,317 $3,655,192
Less: accumulated depreciation (1,288,519) (1,250,062)
Commercial real estate properties, net 2,413,798 2,405,130
Cash and cash equivalents 333,573 346,620
Restricted cash 51,738 60,336
Tenant and other receivables 40,137 39,836
Deferred rent receivables 257,266 255,628
Prepaid expenses and other assets 74,472 98,167
Deferred costs, net 180,462 172,547
Acquired below market ground leases, net 319,284 321,241
Right of use assets 28,378 28,439
Goodwill 491,479 491,479
Total assets $4,190,587 $4,219,333
Liabilities and equity
Mortgage notes payable, net $876,497 $877,388
Senior unsecured notes, net 973,926 973,872
Unsecured term loan facility, net 268,503 389,286
Unsecured revolving credit facility 120,000 -
Accounts payable and accrued expenses 91,005 99,756
Acquired below market leases, net 12,798 13,750
Ground lease liabilities 28,378 28,439
Deferred revenue and other liabilities 69,289 70,298
Tenants’ security deposits 25,457 35,499
Total liabilities 2,465,853 2,488,288
Total equity 1,724,734 1,731,045
Total liabilities and equity $4,190,587 $4,219,333

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8-K Material Event Wed Apr 24 2024 (2024)
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