Connect with us

News

SL Green Realty Corp. Reports Fourth Quarter 2020 EPS of $3.43 Per Share; and FFO of $1.56 Per Share

gbafNews28

SL Green Realty Corp. (NYSE: SLG):

Financial and Operating Highlights

  • Net income attributable to common stockholders of $3.43 per share for the fourth quarter of 2020 and of $5.85 for the full year as compared to $0.22 and $3.19 per share for the same periods in 2019.
  • Funds from operations, or FFO, of $1.56 per share for the fourth quarter of 2020 and $7.11 per share for the full year, excluding the accounting impact of the Company’s reverse stock split in January 2021, as compared to $1.75 and $7.00 per share for the same periods in the prior year. FFO for the fourth quarter and the full year of 2020 includes $8.3 million, or $0.11 per share, and $35.3 million, or $0.45 per share, of losses on certain debt and preferred equity (“DPE”) investments that were sold and reserves against retained investments.
  • Announced an increase to the size of the Company’s share repurchase program by an additional $500 million, bringing the program to a total of $3.5 billion. To date, the Company has repurchased a total of 32.4 million shares of its common stock under the program and redeemed 1.1 million common units of its Operating Partnership, or OP units.
  • Increased the annual ordinary cash dividend by 2.8%, to $3.64 per share and issued a special stock dividend with a value of $1.6967 per share.
  • Signed 27 Manhattan office leases covering 463,927 square feet in the fourth quarter of 2020 and 125 Manhattan office leases covering 1,247,552 square feet for the full year. The mark-to-market on signed Manhattan office leases was 11.9% lower for the fourth quarter and 3.6% lower for the full year of 2020 than the previous fully escalated rents on the same spaces.
  • To date, the Company has collected gross tenant billings, including rent and other billable expenses for the full year of 2020, as follows:

Office

Retail

Overall (1)

97.9%

80.8%

94.8%

(1) Includes garage, suburban and residential properties

  • Same-store cash net operating income, or NOI, including our share of same-store cash NOI from unconsolidated joint ventures, decreased by 5.9% for the fourth quarter of 2020 and increased 4.6% for the full year as compared to the same periods in 2019. Excluding lease termination income and free rent to Viacom at 1515 Broadway, same-store cash NOI decreased 5.4% for the fourth quarter of 2020 and 1.6% for the full year.
  • Manhattan same-store office occupancy was 93.4% as of December 31, 2020, inclusive of leases signed but not yet commenced, as compared to 94.2% at the end of the previous quarter.

Investing Highlights

  • Together with its partners, closed on the sale of 410 Tenth Avenue for gross consideration of $952.5 million. The transaction generated net cash proceeds to the Company, which owned 70.9% of the venture, of $206.5 million and the Company recognized a gain of $41.3 million. These amounts exclude the net cash proceeds that will be recognized upon the sale of a retained 5.0% interest, which will be held through completion of the property’s redevelopment.
  • Closed on the sale of two retail condominiums in Williamsburg, Brooklyn, for a gross sales price of $32.0 million. The transaction generated net cash proceeds to the Company of $29.6 million and the Company recognized a gain of $12.6 million.
  • Closed on the sale of 1055 Washington Boulevard in Stamford, Connecticut for a gross sales price of $23.8 million. The transaction generated net cash proceeds to the Company of $22.4 million.
  • Closed on the sale of 712 Madison Avenue for a gross sales price of $43.0 million, pursuant to the exercise of a purchase option by the ground lessee of the property. The transaction generated net cash proceeds to the Company of $14.2 million.

Financing Highlights

  • Together with our joint venture partners, closed on a new $1.25 billion construction facility for One Madison Avenue. The facility has a term of up to 6 years and bears interest at a floating rate of 3.35% over LIBOR, with the ability to reduce the spread to as low as 3.00% upon achieving certain pre-leasing and completion milestones.
  • Together with our joint venture partner, closed on the early refinancing of 100 Park Avenue. The new $360.0 million mortgage has a term of up to 5 years and bears interest at a floating rate of 2.25% over LIBOR.

Summary

New York, NY, January 27, 2021 – SL Green Realty Corp. (the “Company”) (NYSE: SLG) today reported net income attributable to common stockholders for the quarter ended December 31, 2020 of $242.0 million, or $3.43 per share, as compared to net income of $17.4 million, or $0.22 per share, for the same quarter in 2019.

The Company also reported net income attributable to common stockholders for the year ended December 31, 2020 of $427.1 million, or $5.85 per share, as compared to net income of $255.5 million, or $3.19 per share, for the year ended December 31, 2019.

The Company reported FFO for the quarter ended December 31, 2020 of $119.2 million, or $1.56 per share, excluding the accounting impact of the Company’s reverse stock split in January 2021, as compared to FFO for the same period of 2019 of $147.6 million, or $1.75 per share. FFO for the fourth quarter includes $8.3 million, or $0.11 per share, of losses related to certain debt and preferred equity investments that were sold and reserves against retained DPE positions.

The Company also reported FFO for the year ended December 31, 2020 of $562.7 million, or $7.11 per share, excluding the accounting impact of the Company’s reverse stock split in January 2021, as compared to FFO for the year ended December 31, 2019 of $605.7 million, or $7.00 per share. FFO for the full year of 2020 includes $35.3 million, or $0.45 per share, of losses related to certain debt and preferred equity investments that were sold and reserves against retained DPE positions.

All per share amounts are presented on a diluted basis.

Operating and Leasing Activity

For the quarter ended December 31, 2020, the Company reported consolidated revenues and operating income of $234.9 million and $97.8 million, respectively, compared to $308.1 million and $155.4 million, respectively, for the same period in 2019.

To date, the Company has collected gross tenant billings, including rent and other billable expenses for the full year of 2020, as follows:

Office

Retail

Overall (1)

97.9%

80.8%

94.8%

(1) Includes garage, suburban and residential properties

Same-store cash NOI, including our share of same-store cash NOI from unconsolidated joint ventures decreased by 5.9% for the fourth quarter of 2020, and decreased 5.4% excluding lease termination income and free rent to Viacom at 1515 Broadway, as compared to the same period in 2019.

Same-store cash NOI, including our share of same-store cash NOI from unconsolidated joint ventures, increased by 4.6% for the year ended December 31, 2020, and decreased 1.6% excluding lease termination income and free rent given to Viacom at 1515 Broadway, as compared to the year ended December 31, 2019.

During the fourth quarter of 2020, the Company signed 27 office leases in its Manhattan portfolio totaling 463,927 square feet. Twenty leases comprising 357,567 square feet, representing office leases on space that had been occupied within the prior twelve months, are considered replacement leases on which mark-to-market is calculated. Those replacement leases had average starting rents of $60.52 per rentable square foot, representing an 11.9% decrease over the previous fully escalated rents on the same office spaces. The average lease term on the Manhattan office leases signed in the fourth quarter of 2020 was 6.6 years and average tenant concessions were 4.3 months of free rent with a tenant improvement allowance of $36.51 per rentable square foot.

During the year ended December 31, 2020, the Company signed 125 office leases in its Manhattan portfolio totaling 1,247,552 square feet. Ninety-seven leases comprising 899,018 square feet, representing office leases on space that had been occupied within the prior twelve months, are considered replacement leases on which mark-to-market is calculated. Those replacement leases had average starting rents of $66.57 per rentable square foot, representing a 3.6% decrease over the previously fully escalated rents on the same office spaces. The average lease term on the Manhattan office leases signed in the year ended December 31, 2020 was 6.9 years and average tenant concessions were 3.8 months of free rent with a tenant improvement allowance of $25.43 per rentable square foot.

Occupancy in the Company’s Manhattan same-store office portfolio was 93.4% as of December 31, 2020, inclusive of 248,577 square feet of leases signed but not yet commenced, as compared to 94.2% at the end of the previous quarter.

Significant leases that were signed in the fourth quarter included:

  • Early Renewal with Travelers Indemnity Company for 133,479 square feet at 485 Lexington Avenue, for 5.0 years;
  • New lease with Heidrick & Struggles International, Inc for 36,031 square feet at One Vanderbilt Avenue, for 12.0 years;
  • Early Renewal with Cohen & Gresser LLP for 33,900 square feet at 800 Third Avenue, for 10.0 years;
  • Renewal with Reitler, Kailas & Rosenblatt for 32,364 square feet at 885 Third Avenue, for 13.2 years;
  • New lease with a financial services firm for 26,770 square feet at One Vanderbilt Avenue, for 15.7 years;
  • Early Renewal with Napier Global Capital (US) LP for 25,224 square feet at 280 Park Avenue, for 7.3 years;
  • New lease with RSC Insurance Brokerage, Inc. for 24,515 square feet at 750 Third Avenue, for 16.0 years; and
  • New retail lease with 1Life Healthcare, Inc. d/b/a One Medical for 4,924 square feet at One Vanderbilt Avenue, for 15.0 years

Investment Activity

In December, the Company announced that its Board of Directors authorized a $500 million increase to the size of its share repurchase program, bringing the program to a total of $3.5 billion. To date, the Company has repurchased a total of 32.4 million shares of its common stock under the program and redeemed 1.1 million OP units.

In January, the Company closed on the sale of 712 Madison Avenue for a gross sales price of $43.0 million, pursuant to the exercise of a purchase option by the ground lessee of the property. The transaction generated net cash proceeds to the Company of $14.2 million.

In December, together with its joint venture partners, the Company closed on the sale of 410 Tenth Avenue, the 636,000-square-foot Manhattan office redevelopment anchored by Amazon and First Republic Bank, for gross consideration of $952.5 million. The transaction generated net cash proceeds to the Company, which owned 70.9% of the venture, of $206.5 million and the Company recognized a gain of $41.3 million. These amounts exclude the net cash proceeds that will be recognized upon the sale of a retained 5.0% interest, which will be held through completion of the property’s redevelopment.

In December, the Company closed on the sale of two retail condominiums in Williamsburg, Brooklyn, for a gross sales price of $32.0 million. The Company acquired the condominiums, which span a combined 52,000-square-feet, in 2010. The transaction generated net cash proceeds to the Company of $29.6 million and the Company recognized a gain of $12.6 million.

In December, the Company closed on the sale of its 60% interest in the leasehold at 30 East 40th street to its joint venture partner. The transaction generated net cash proceeds to the Company of $4.4 million.

In November, the Company closed on the sale of 1055 Washington Boulevard in Stamford, Connecticut for a sales price of $23.8 million. The transaction generated net cash proceeds to the Company of $22.4 million.

In October, the Company acquired 590 Fifth Avenue. The 103,244 square foot office building with ground floor retail is located on the revived lower Fifth Avenue corridor, between 47th and 48th Streets, steps from Saks Fifth Avenue & new retail flagships for Lululemon & Puma.

In October, the Company acquired a 36.27% interest in the retail Co-Op at 85 Fifth Avenue. The 12,946 space is located in the heart of Union Square in Manhattan on the corner of Fifth Avenue and 16th Street.

The properties at 590 Fifth Avenue and 85 Fifth Avenue previously served as collateral for debt and preferred equity investments and were acquired through negotiated transactions with the respective sponsors of each investment.

Debt and Preferred Equity Investment Activity

The carrying value of the Companys DPE portfolio decreased to $1.11 billion at December 31, 2020. The portfolio is comprised of $1.08 billion of investments at a weighted average current yield of 6.8%, or 8.37% excluding the effect of $232.1 million of investments that are on non-accrual, that are classified in the debt and preferred equity line item on the balance sheet, and mortgage investments aggregating $0.03 billion at a weighted average current yield of 3.6% that are included in other balance sheet line items for accounting purposes.

During the fourth quarter, the Company generated $59.3 million of cash through the sale of one DPE position.

Financing Activity

In November, the Company, along with its joint venture partners, closed on a $1.25 billion construction facility for One Madison Avenue, the Companys 1.4 million square foot, full block office redevelopment adjacent to Madison Square Park. The facility, which was led by Wells Fargo, TD Bank, Goldman Sachs, Bank of America, Deutsche Bank and Axos Bank, has a term of up to 6 years and bears interest at a floating interest rate of 3.35% over LIBOR, with the ability to reduce the spread to as low as 3.00% upon achieving certain pre-leasing and completion milestones.

In December, the Company, along with its joint venture partner, closed on the early refinancing of 100 Park Avenue. The new $360.0 million mortgage has a term of up to 5 years, as extended, bears interest at a floating rate of 2.25% over LIBOR and replaces the previous $353.1 million of indebtedness on the property that was scheduled to mature in February 2021.

In January, the Company entered into $800 million of fixed rate interest swaps against floating rate corporate debt. The swaps have terms of between one and two years with a weighted average interest rate of 0.1578%.

Dividends

In the fourth quarter of 2020, the Company declared:

  • Two monthly dividends on its outstanding common stock of $0.295 per share which were paid on November 16 and December 15, 2020, and one monthly dividend of $0.3033 per share which was paid on January 15, 2021. The increased dividend represents a 2.8% increase to the Company’s ordinary dividend equating to an annualized dividend of $3.64 per share of common stock;
  • A special dividend with a value of $1.6967 per share, which was paid on January 15, 2021. The special dividend was paid in the form of common stock of the Company. To mitigate the dilutive impact of the stock issued for the special dividend, the board of directors also authorized a reverse stock split, which was effective on January 20, 2021. The split ratio for the reverse stock split was 1.02918-for-1.
  • Quarterly dividends on its outstanding 6.50% Series I Cumulative Redeemable Preferred Stock of $0.40625 per share for the period October 15, 2020 through and including January 14, 2021, which was paid on January 15, 2021 and is the equivalent of an annualized dividend of $1.625 per share.

Conference Call and Audio Webcast

The Company’s executive management team, led by Marc Holliday, Chairman and Chief Executive Officer, will host a conference call and audio webcast on Thursday, January 28, 2021 at 2:00 pm ET to discuss the financial results.

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

The live conference call will be webcast in listen-only mode in the Investors section of the SL Green Realty Corp. website at https://slgreen.com/ under Presentations & Webcasts. The conference may also be accessed by dialing toll-free (877) 312-8765 or international (419) 386-0002, and using conference ID 6387248.

A replay of the call will be available for 7 days after the call by dialing (855) 859-2056 using conference ID 3497478. A webcast replay will also be available in the Investors section of the SL Green Realty Corp. website at https://slgreen.com/ under Presentations & Webcasts.

Company Profile

SL Green Realty Corp., an S&P 500 company and Manhattan’s largest office landlord, is a fully integrated real estate investment trust, or REIT, that is focused primarily on acquiring, managing and maximizing value of Manhattan commercial properties. As of December 31, 2020, SL Green held interests in 88 buildings totaling 38.2 million square feet. This included ownership interests in 28.6 million square feet of Manhattan buildings and 8.7 million square feet securing debt and preferred equity investments.

To be added to the Company’s distribution list or to obtain the latest news releases and other Company information, please visit our website at www.slgreen.com or contact Investor Relations at [email protected]

Disclaimers

Non-GAAP Financial Measures

During the quarterly conference call, the Company may discuss non-GAAP financial measures as defined by SEC Regulation G. In addition, the Company has used non-GAAP financial measures in this press release. A reconciliation of each non-GAAP financial measure and the comparable GAAP financial measure can be found in this release and in the Companys Supplemental Package.

Forward-looking Statements

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

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

 

SL GREEN REALTY CORP.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited and in thousands, except per share data)

 

 

Three Months Ended

 

Twelve Months Ended

 

December 31,

 

December 31,

Revenues:

2020

 

2019

 

2020

 

2019

 

 

 

 

 

 

 

Rental revenue, net

$

165,243

 

 

$

218,495

 

 

$

708,383

 

 

$

863,061

 

Escalation and reimbursement

25,148

 

 

31,957

 

 

96,040

 

 

120,496

 

Investment income

18,699

 

 

42,423

 

 

120,163

 

 

195,590

 

Other income

25,808

 

 

15,207

 

 

128,158

 

 

59,848

 

Total revenues

234,898

 

 

308,082

 

 

1,052,744

 

 

1,238,995

 

Expenses:

 

 

 

 

 

 

 

Operating expenses, including related party expenses of $3,354 and $12,643 in 2020 and $4,531 and $18,106 in 2019

42,527

 

 

58,814

 

 

183,200

 

 

234,676

 

Real estate taxes

44,510

 

 

47,756

 

 

176,315

 

 

190,764

 

Operating lease rent

6,872

 

 

8,297

 

 

29,043

 

 

33,188

 

Interest expense, net of interest income

25,579

 

 

44,724

 

 

116,679

 

 

190,521

 

Amortization of deferred financing costs

3,482

 

 

3,087

 

 

11,794

 

 

11,653

 

Depreciation and amortization

56,932

 

 

64,090

 

 

313,668

 

 

272,358

 

Loan loss and other investment reserves, net of recoveries

8,280

 

 

 

 

35,298

 

 

 

Transaction related costs

20

 

 

369

 

 

503

 

 

729

 

Marketing, general and administrative

25,144

 

 

25,575

 

 

91,826

 

 

100,875

 

Total expenses

213,346

 

 

252,712

 

 

958,326

 

 

1,034,764

 

 

 

 

 

 

 

 

 

Equity in net loss from unconsolidated joint ventures

(9,750)

 

 

(11,874)

 

 

(25,195)

 

 

(34,518)

 

Equity in net gain on sale of interest in unconsolidated joint venture/real estate

2,961

 

 

 

 

2,961

 

 

76,181

 

Purchase price and other fair value adjustment

187,522

 

 

 

 

187,522

 

 

69,389

 

Gain (loss) on sale of real estate, net

51,882

 

 

(19,241)

 

 

215,506

 

 

(16,749)

 

Depreciable real estate reserves

(53,827)

 

 

 

 

(60,454)

 

 

(7,047)

 

Net income

200,340

 

 

24,255

 

 

414,758

 

 

291,487

 

Net income attributable to noncontrolling interests in the Operating Partnership

(9,943)

 

 

(995)

 

 

(20,016)

 

 

(13,301)

 

Net (income) loss attributable to noncontrolling interests in other partnerships

(13,795)

 

 

635

 

 

(14,940)

 

 

3,159

 

Preferred unit distributions

(1,864)

 

 

(2,726)

 

 

(8,747)

 

 

(10,911)

 

Net income attributable to SL Green

174,738

 

 

21,169

 

 

371,055

 

 

270,434

 

Perpetual preferred stock dividends

(3,737)

 

 

(3,737)

 

 

(14,950)

 

 

(14,950)

 

Net income attributable to SL Green common stockholders

$

171,001

 

 

$

17,432

 

 

$

356,105

 

 

$

255,484

 

Earnings Per Share (EPS)

 

 

 

 

 

 

 

Net income per share (Basic) (1)

$

2.43

 

 

$

0.22

 

 

$

4.88

 

 

$

3.20

 

Net income per share (Diluted) (1)

$

2.41

 

 

$

0.22

 

 

$

4.87

 

 

$

3.19

 

 

 

 

 

 

 

 

 

Funds From Operations (FFO)

 

 

 

 

 

 

 

FFO per share (Basic) (1)

$

1.59

 

 

$

1.80

 

 

$

7.31

 

 

$

7.21

 

FFO per share (Diluted) (1)

$

1.59

 

 

$

1.80

 

 

$

7.29

 

 

$

7.19

 

FFO per share (Pro forma) (2)

$

1.56

 

 

$

1.75

 

 

$

7.11

 

 

$

7.00

 

 

 

 

 

 

 

 

 

Basic ownership interest

 

 

 

 

 

 

 

Weighted average REIT common shares for net income per share

70,278

 

 

77,629

 

 

72,773

 

 

79,782

 

Weighted average partnership units held by noncontrolling interests

4,016

 

 

4,250

 

 

4,096

 

 

4,275

 

Basic weighted average shares and units outstanding (1)

74,294

 

 

81,879

 

 

76,869

 

 

84,057

 

 

 

 

 

 

 

 

 

Diluted ownership interest

 

 

 

 

 

 

 

Weighted average REIT common share and common share equivalents

71,147

 

 

77,805

 

 

73,147

 

 

79,959

 

Weighted average partnership units held by noncontrolling interests

4,016

 

 

4,250

 

 

4,096

 

 

4,275

 

Diluted weighted average shares and units outstanding (1)

75,163

 

 

82,055

 

 

77,243

 

 

84,234

 

Pro forma adjustment (2)

1,411

 

 

2,265

 

 

1,874

 

 

2,328

 

Pro forma diluted weighted average shares and units outstanding (2)

76,574

 

 

84,320

 

 

79,117

 

 

86,562

 

(1) During the first quarter of 2021, the Company completed a reverse stock split to mitigate the dilutive impact of stock issued for a special dividend paid primarily in stock. The 2019 basic and diluted weighted average common shares outstanding have been restated to reflect the reverse stock split.

 

(2) During the first quarter of 2021, the Company completed a reverse stock split and a special dividend paid primarily in stock. GAAP requires the weighted average common shares outstanding to be adjusted retroactively for all periods presented to reflect the reverse stock split. However, GAAP requires shares issued pursuant to the special dividend be included in diluted weighted average common shares outstanding only from the date on which the special dividend was declared. To facilitate comparison between the periods presented, the Company calculated Pro forma diluted weighted average shares and units outstanding, which includes the shares issued pursuant to the special dividend from the beginning of the 2020 reporting periods.

SL GREEN REALTY CORP.

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)

 

 

December 31,

 

December 31,

 

2020

 

2019

Assets

(Unaudited)

 

 

Commercial real estate properties, at cost:

 

 

 

Land and land interests

$

1,315,832

 

 

$

1,751,544

 

Building and improvements

4,168,193

 

 

5,154,990

 

Building leasehold and improvements

1,448,134

 

 

1,433,793

 

Right of use asset – financing leases

55,711

 

 

47,445

 

Right of use asset – operating leases

367,209

 

 

396,795

 

 

7,355,079

 

 

8,784,567

 

Less: accumulated depreciation

(1,956,077)

 

 

(2,060,560)

 

 

5,399,002

 

 

6,724,007

 

Assets held for sale

 

 

391,664

 

Cash and cash equivalents

266,059

 

 

166,070

 

Restricted cash

106,736

 

 

75,360

 

Investment in marketable securities

28,570

 

 

29,887

 

Tenant and other receivables, net of allowance of $23,853 and $12,369 in 2020 and 2019, respectively

44,507

 

 

43,968

 

Related party receivables

34,657

 

 

21,121

 

Deferred rents receivable, net of allowance of $16,346 and $12,477 in 2020 and 2019, respectively

302,791

 

 

283,011

 

Debt and preferred equity investments, net of discounts and deferred origination fees of $11,232 and $14,562 and allowances of $13,213 and $1,750 in 2020 and 2019, respectively

1,076,542

 

 

1,580,306

 

Investments in unconsolidated joint ventures

3,823,322

 

 

2,912,842

 

Deferred costs, net

177,168

 

 

205,283

 

Other assets

448,213

 

 

332,801

 

Total assets

$

11,707,567

 

 

$

12,766,320

 

 

 

 

 

Liabilities

 

 

 

Mortgages and other loans payable

$

2,001,361

 

 

$

2,211,883

 

Revolving credit facility

110,000

 

 

240,000

 

Unsecured term loan

1,500,000

 

 

1,500,000

 

Unsecured notes

1,251,888

 

 

1,502,837

 

Deferred financing costs, net

(34,521)

 

 

(46,583)

 

Total debt, net of deferred financing costs

4,828,728

 

 

5,408,137

 

Accrued interest payable

14,825

 

 

22,148

 

Accounts payable and accrued expenses

151,309

 

 

166,905

 

Deferred revenue

118,572

 

 

114,052

 

Lease liability – financing leases

152,521

 

 

44,448

 

Lease liability – operating leases

339,458

 

 

381,671

 

Dividend and distributions payable

149,294

 

 

79,282

 

Security deposits

53,836

 

 

62,252

 

Liabilities related to assets held for sale

 

 

 

Junior subordinate deferrable interest debentures held by trusts that issued trust preferred securities

100,000

 

 

100,000

 

Other liabilities

302,798

 

 

177,080

 

Total liabilities

6,211,341

 

 

6,555,975

 

 

 

 

 

Commitments and contingencies

 

 

 

Noncontrolling interest in the Operating Partnership

358,262

 

 

409,862

 

Preferred units

202,169

 

 

283,285

 

 

 

 

 

Equity

 

 

 

Stockholders equity:

 

 

 

Series I Preferred Stock, $0.01 par value, $25.00 liquidation preference, 9,200 issued and outstanding at both December 31, 2020 and December 31, 2019

221,932

 

 

221,932

 

Common stock, $0.01 par value 160,000 shares authorized, 71,562 and 80,257 issued and outstanding at December 31, 2020 and December 31, 2019, respectively (including 1,055 held in Treasury at both December 31, 2020 and December 31, 2019)

716

 

 

803

 

Additional paid-in capital

3,862,949

 

 

4,286,395

 

Treasury stock at cost

(124,049)

 

 

(124,049)

 

Accumulated other comprehensive loss

(67,247)

 

 

(28,485)

 

Retained earnings

1,015,462

 

 

1,084,719

 

Total SL Green Realty Corp. stockholders equity

4,909,763

 

 

5,441,315

 

Noncontrolling interests in other partnerships

26,032

 

 

75,883

 

Total equity

4,935,795

 

 

5,517,198

 

Total liabilities and equity

$

11,707,567

 

 

$

12,766,320

 

 

SL GREEN REALTY CORP.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(unaudited and in thousands, except per share data)

 

 

Three Months Ended

 

Twelve Months Ended

 

December 31,

 

December 31,

Funds From Operations (FFO) Reconciliation:

2020

 

2019

 

2020

 

2019

 

 

 

 

 

 

 

 

Net income attributable to SL Green common stockholders

$

171,001

 

 

$

17,432

 

 

$

356,105

 

 

$

255,484

 

Add:

 

 

 

 

 

 

 

Depreciation and amortization

56,932

 

 

64,090

 

 

313,668

 

 

272,358

 

Joint venture depreciation and noncontrolling interest adjustments

56,560

 

 

47,224

 

 

205,869

 

 

192,426

 

Net income attributable to noncontrolling interests

23,738

 

 

360

 

 

34,956

 

 

10,142

 

Less:

 

 

 

 

 

 

 

Gain (loss) on sale of real estate, net

51,882

 

 

(19,241)

 

 

215,506

 

 

(16,749)

 

Equity in net gain on sale of interest in unconsolidated joint venture/real estate

2,961

 

 

 

 

2,961

 

 

76,181

 

Purchase price and other fair value adjustments

187,522

 

 

 

 

187,522

 

 

69,389

 

Depreciable real estate reserves

(53,827)

 

 

 

 

(60,454)

 

 

(7,047)

 

Depreciation on non-rental real estate assets

541

 

 

742

 

 

2,338

 

 

2,935

 

FFO attributable to SL Green common stockholders and unit holders

$

119,152

 

 

$

147,605

 

 

$

562,725

 

 

$

605,701

 

 

Three Months Ended

 

Twelve Months Ended

 

December 31,

 

December 31,

Operating income and Same-store NOI Reconciliation:

2020

 

2019

 

2020

 

2019

 

 

 

 

 

 

 

 

Net income

$

200,340

 

 

$

24,255

 

 

$

414,758

 

 

$

291,487

 

Equity in net gain on sale of interest in unconsolidated joint venture/real estate

(2,961)

 

 

 

 

(2,961)

 

 

(76,181)

 

Purchase price and other fair value adjustments

(187,522)

 

 

 

 

(187,522)

 

 

(69,389)

 

(Gain) loss on sale of real estate, net

(51,882)

 

 

19,241

 

 

(215,506)

 

 

16,749

 

Depreciable real estate reserves

53,827

 

 

 

 

60,454

 

 

7,047

 

Depreciation and amortization

56,932

 

 

64,090

 

 

313,668

 

 

272,358

 

Interest expense, net of interest income

25,579

 

 

44,724

 

 

116,679

 

 

190,521

 

Amortization of deferred financing costs

3,482

 

 

3,087

 

 

11,794

 

 

11,653

 

Operating income

97,795

 

 

155,397

 

 

511,364

 

 

644,245

 

 

 

 

 

 

 

 

 

Equity in net loss from unconsolidated joint ventures

9,750

 

 

11,874

 

 

25,195

 

 

34,518

 

Marketing, general and administrative expense

25,144

 

 

25,575

 

 

91,826

 

 

100,875

 

Transaction related costs, net

20

 

 

369

 

 

503

 

 

729

 

Investment income

(18,699)

 

 

(42,423)

 

 

(120,163)

 

 

(195,590)

 

Loan loss and other investment reserves, net of recoveries

8,280

 

 

 

 

35,298

 

 

 

Non-building revenue

(192)

 

 

(7,268)

 

 

(3,982)

 

 

(16,413)

 

Net operating income (NOI)

122,098

 

 

143,524

 

 

540,041

 

 

568,364

 

 

 

 

 

 

 

 

 

Equity in net loss from unconsolidated joint ventures

(9,750)

 

 

(11,874)

 

 

(25,195)

 

 

(34,518)

 

SLG share of unconsolidated JV depreciation and amortization

52,768

 

 

46,429

 

 

194,393

 

 

189,290

 

SLG share of unconsolidated JV interest expense, net of interest income

34,413

 

 

37,168

 

 

137,032

 

 

153,151

 

SLG share of unconsolidated JV amortization of deferred financing costs

2,125

 

 

1,751

 

 

7,737

 

 

6,415

 

SLG share of unconsolidated JV loss on early extinguishment of debt

97

 

 

 

 

97

 

 

258

 

SLG share of unconsolidated JV investment income

(215)

 

 

(314)

 

 

(1,146)

 

 

(3,331)

 

SLG share of unconsolidated JV non-building revenue

(2,425)

 

 

(1,215)

 

 

(4,025)

 

 

(1,926)

 

NOI including SLG share of unconsolidated JVs

199,111

 

 

215,469

 

 

848,934

 

 

877,703

 

 

 

 

 

 

 

 

 

NOI from other properties/affiliates

(26,082)

 

 

(35,972)

 

 

(142,110)

 

 

(157,915)

 

Same-Store NOI

173,029

 

 

179,497

 

 

706,824

 

 

719,788

 

 

 

 

 

 

 

 

 

Ground lease straight-line adjustment

245

 

 

356

 

 

1,022

 

 

1,476

 

Joint Venture ground lease straight-line adjustment

232

 

 

243

 

 

1,058

 

 

1,220

 

Straight-line and free rent

(4,934)

 

 

(4,570)

 

 

(9,081)

 

 

(19,097)

 

Amortization of acquired above and below-market leases, net

(1,223)

 

 

(1,192)

 

 

(6,461)

 

 

(4,830)

 

Joint Venture straight-line and free rent

(5,519)

 

 

(2,414)

 

 

(19,265)

 

 

(51,831)

 

Joint Venture amortization of acquired above and below-market leases, net

(4,063)

 

 

(4,314)

 

 

(15,494)

 

 

(16,929)

 

Same-store cash NOI

$

157,767

 

 

$

167,606

 

 

$

658,603

 

 

$

629,797

 

 

SL GREEN REALTY CORP.

NON-GAAP FINANCIAL MEASURES – DISCLOSURES

Funds from Operations (FFO)

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

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

Funds Available for Distribution (FAD)

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

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

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

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

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

Net Operating Income (NOI) and Cash NOI

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

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

Coverage Ratios

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

SLG-EARN

Source: SL Green Realty Corp.

Matt DiLiberto

Chief Financial Officer

(212) 594-2700

News

Hong Kong Productivity Council and Hong Kong Computer Society Sign Pact to Enhance the Adoption of Emerging Technologies in Hong Kong

gbafNews28

HONG KONG SAR – Media OutReach – 22 February 2021 – The Hong Kong Productivity Council (HKPC) and the Hong Kong Computer Society (HKCS) today signed a Memorandum of Understanding (MoU) to form a strategic partnership in driving the adoption of emerging technologies in Hong Kong.

Mr Mohamed Butt, Executive Director of HKPC (left), and Ir Dr Ted Suen, MH, President of HKCS, sign a Memorandum of Understanding in which HKPC and HKCS will form a strategic partnership in driving the adoption of emerging technologies in Hong Kong.

Under the two-year arrangement, HKPC and HKCS will collaborate on talent development, education and promotion for emerging technologies to support the industry demand with focus in the areas of 5G, artificial intelligence (AI), cloud computing, cyber security, data analytics, Internet of Things (IoT) and robotics. This collaboration also signals HKPC’s relentless drive to invest in and build technologies that matter for Hong Kong in areas including reindustrialisation, SME and start-up support, intelligent manufacturing, digitalisation and cyber security, FutureSkills and smart and green living. HKCS members and local IT professionals will definitely benefit from this collaboration.

Mr Mohamed Butt, Executive Director of HKPC, said, “Being the expert of Industry 4.0 and Enterprise 4.0, HKPC has a team of technical professionals with a good grasp of technology research and development and advanced technologies such as IoT, big data analytics, AI and robotics, smart manufacturing. Our professional knowledge and acute technology sense will certainly help achieve more effective use of this collaboration.”

Dr Ted Suen, MH, President of HKCS, said, “With the continuous expansion of emerging technologies such as 5G and AI, coupled with the impact of the COVID-19 pandemic, many enterprises need to accelerate digital transformation to meet actual situation needs. The signing of the MoU will further strengthen collaboration between both parties, especially in the promotion of the application of emerging technologies.”

HKPC will set out a framework with HKCS to promote technology training courses organised by HKPC to its members and offer its government funding advisory support through SME ReachOut. HKCS, in turn, will recognise the relevant technology training courses offered by HKPC as continuing professional development activities and share the insights of the skills demand from the industries for HKPC to design training courses. Both sides also pledge to jointly promote and co-organise events related to emerging technologies such as seminars, webinars and workshops.

To mark the launch of the new collaboration, a webinar was held today with HKPC and HKCS experts sharing their insights of the Agile approach, intelligent automations and how they could enable enterprises to accelerate digital transformation.

About Hong Kong Productivity Council

The Hong Kong Productivity Council (HKPC) is a multi-disciplinary organisation established by statute in 1967, to promote productivity excellence through integrated advanced technologies and innovative service offerings to support Hong Kong enterprises. HKPC is the champion and expert in facilitating Hong Kong’s reindustrialisation empowered by i4.0 and e4.0 — focusing on R&D, IoT, big data analytics, AI and Robotic technology development, digital manufacturing, etc., to help enterprises and industries upgrade their business performance, lower operating costs, increase productivity and enhance competitiveness.


The Council is a trusted partner with comprehensive innovative solutions for Hong Kong industries and enterprises, enabling them to achieve resources and productivity utilisation, effectiveness and cost reduction, and enhanced competitiveness in both local and international marketplace. It offers SMEs and startups immediate and timely assistance in coping with the ever-changing business environment, accompanying them on their innovation and transformation journey.


In addition, HKPC partners and collaborates with local industries and enterprises to develop applied technology solutions for value creation. It also benefits a variety of sectors through product innovation and technology transfer, with commercialisation of multiple market-driven patents and technologies, bringing enormous opportunities abound for licensing and technology transfer, both locally and internationally.


For more information, please visit HKPC’s website: www.hkpc.org.


About Hong Kong Computer Society


Founded in 1970, the Hong Kong Computer Society (HKCS) is a recognised non-profit professional organisation focused on developing Hong Kong’s Information Technology (IT) profession and industry. Their members come from a broad spectrum of Hong Kong’s IT community, from corporations to like-minded individuals, all coming together to raise the profile and standards of the IT profession and industry. As a well-established IT professional body, the Society is committed to professional and industry development as well as community services to ensure the IT sector continues to make a positive impact on peoples’ lives with three main goals, namely, 1) talent cultivation and professional development, 2) industry development and collaboration, and 3) the effective use of IT in our community.

For more details, please visit HKCS’s website http://www.hkcs.org.hk

Continue Reading

News

Citi Plus® Official Launch Ceremony

gbafNews28

HONG KONG SAR – Media OutReach – 22 February 2021

Photo 1


Mr Lawrence Lam, Consumer Business Manager of Citibank Hong Kong, introduces saving, investment and spending services of Citi Plus® that are designed to suit needs of the younger generation.

Photo 2


Mr Lawrence Lam, Consumer Business Manager of Citibank Hong Kong, and Ms Josephine Lee, Head of Retail Bank at Citibank Hong Kong, unveil Citi Plus® at the official launch ceremony.

Photo 3



Mr Lawrence Lam, Consumer Business Manager (third from left) and Ms Josephine Lee, Head of Retail Bank of Citibank Hong Kong (forth from left), exchange wealth management tips with singer Hins Cheung (fifth from left), Jason Chan (first from left), artist Elva Ni (second from left), and athlete Cecilia Yeung (sixth from left), and talk about how Citi Plus’ features can address clients’ pain points, supporting them to achieve investment goals.

Continue Reading

News

Voluntary Announcement: IND Approval Received for A Phase III Clinical Trial of OT-101 in the United States

gbafNews28

HONG KONG SAR – Media OutReach – 22 February 2021 – This announcement is made by Ocumension Therapeutics (the “Company“, together with its subsidiaries, the “Group“) on a voluntary basis to keep the shareholders of the Company and potential investors informed of the latest business updates of the Group.

The board of directors of the Company (the “Board“) is pleased to announce that an investigational new drug (“IND“) approval for initiating a multi-regional phase III clinical trial (the “Phase III MRCT“) in the United States for OT-101, a self developed product of the Group, has been received from the United States Food and Drug Administration in February 2021. The Company plans to file IND applications with the regulatory authorities in both China and Europe Union in 2021 and initiate the Phase III MRCT of OT-101 in these regions accordingly.

OT-101 is a low-concentration atropine 0.01% eye drop developed by the Group to retard, or slow down, the progression of myopia in children and adolescents. The instability of low-concentration atropine solutions has long been a technical barrier for its commercialization. The Group developed a storage and delivery system to address low-concentration atropine solution’s instability, and also conducted several rounds of tests on the system’s reliability, closure integrity and sterility conditions.

Cautionary Statement required by Rule 18A.05 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited: The Company cannot guarantee that it will ultimately commercialize OT-101 successfully. Shareholders of the Company and potential investors are advised to exercise caution when dealing in the shares of the Company.

By order of the Board of

Ocumension Therapeutics

Dr. Lian Yong CHEN

Chairman and Executive Director

As of the date of this announcement, the Board comprises Dr. Lian Yong CHEN, Mr. Ye LIU, Dr. Zhaopeng HU and Dr. Wei LI as executive directors, Mr. Yanling CAO and Mr. Lefei SUN as non-executive directors, and Mr. Ting Yuk Anthony WU, Mr. Lianming HE, and Mr. Yiran HUANG as independent non-executive directors.


Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Continue Reading
Editorial & Advertiser disclosureOur website provides you with information, news, press releases, Opinion and advertorials on various financial products and services. This is not to be considered as financial advice and should be considered only for information purposes. We cannot guarantee the accuracy or applicability of any information provided with respect to your individual or personal circumstances. Please seek Professional advice from a qualified professional before making any financial decisions. We link to various third party websites, affiliate sales networks, and may link to our advertising partners websites. Though we are tied up with various advertising and affiliate networks, this does not affect our analysis or opinion. When you view or click on certain links available on our articles, our partners may compensate us for displaying the content to you, or make a purchase or fill a form. This will not incur any additional charges to you. To make things simpler for you to identity or distinguish sponsored articles or links, you may consider all articles or links hosted on our site as a partner endorsed link.

Call for Entries

Global Banking and Finance Review Awards Nominations 2021
2021 Awards now open. Click Here to Nominate

Latest Posts

gbafNews28 gbafNews28
News2 hours ago

HKGSEO Provides Free Website SEO Analysis and Consulting Services

HONG KONG SAR – Media OutReach – 22 February 2021 – The COVID-19 epidemic has lasted for nearly a year....

gbafNews28 gbafNews28
News2 hours ago

Media OutReach Expands into China with Strategic Partnership with Xinhua Finance Agency

The newswire continues growing its foothold in Asia by opening its 7th office in the region   HONG KONG SAR...

gbafNews28 gbafNews28
News2 hours ago

Voluntary Announcement: IND Approval Received for A Phase III Clinical Trial of OT-101 in the United States

HONG KONG SAR – Media OutReach – 22 February 2021 – This announcement is made by Ocumension Therapeutics (the “Company“,...

gbafNews28 gbafNews28
News2 hours ago

Citi Plus® Official Launch Ceremony

HONG KONG SAR – Media OutReach – 22 February 2021 Photo 1 Mr Lawrence Lam, Consumer Business Manager of Citibank...

gbafNews28 gbafNews28
News2 hours ago

Hong Kong Productivity Council and Hong Kong Computer Society Sign Pact to Enhance the Adoption of Emerging Technologies in Hong Kong

HONG KONG SAR – Media OutReach – 22 February 2021 – The Hong Kong Productivity Council (HKPC) and the Hong...

gbafNews28 gbafNews28
News2 hours ago

Citibank Officially Launches Citi Plus®

Co-creating With Target Clients to Suit Their Banking and Investment Needs Fostering Financial Education to Level-Up Digital Natives Through Mobile...

gbafNews28 gbafNews28
News2 hours ago

Kerry Logistics Network Extends Winning Streak at the Quamnet Outstanding Enterprise Awards for Sixth Year Running

HONG KONG SAR – Media OutReach – 22 February 2021 – Kerry Logistics Network Limited (‘Kerry Logistics Network’; Stock Code...

gbafNews28 gbafNews28
News2 hours ago

Black Spade Capital Aims to Build an SPAC-themed Portfolio

HONG KONG SAR – Media OutReach – 22 February 2021 – 2020 proved to be a great year for Special...

gbafNews28 gbafNews28
News2 hours ago

Nexstgo comprehensively enhances its range of NEXSTMALL BIZ business solutions

Giving impetus to the development of SMEs with digital strategies to maintain their competitiveness under the ‘new normal’   HONG...

gbafNews28 gbafNews28
News2 hours ago

Unique French-English bilingual programme at the Canadian International School (CIS) expanding from August 2021

SINGAPORE – Media OutReach – 22 February 2021 – The Canadian International School (CIS) in Singapore is delighted to announce...