Company Description
Empire State Realty OP, L.P. Series 60 (OGCP) is a security series of Empire State Realty OP, L.P., the operating partnership subsidiary of Empire State Realty Trust, Inc. Empire State Realty Trust is a real estate investment trust (REIT) that, according to available information, focuses on real estate assets and related operations. The operating partnership structure is commonly used by REITs to own and finance properties and related activities, and OGCP represents interests in a specific series of operating partnership units, identified in SEC filings as the Series 60 Operating Partnership Units.
Empire State Realty OP, L.P. is associated with Empire State Realty Trust, Inc., which is identified in SEC filings as a Maryland corporation with a Commission File Number of 001-36105. The operating partnership and the company share a business focus on real estate, and the REIT sector classification for OGCP is Real Estate Investment Trusts. The operating partnership conducts business and enters into financing and credit arrangements that support its real estate activities and those of its subsidiaries.
Operating Partnership and Capital Structure
SEC filings describe Empire State Realty OP, L.P. as the borrower or issuer under various financing arrangements, including senior unsecured term loan credit facilities and privately placed senior notes. These arrangements are used for working capital needs of the operating partnership and its subsidiaries and for other general corporate purposes. The filings also reference multiple series of operating partnership units, including Series ES, Series 60, and Series 250 Operating Partnership Units, indicating a structured capital framework within the partnership.
The operating partnership may enter into credit agreements that provide senior unsecured term loan facilities with defined maximum principal amounts, options to increase the facility size, and maturity dates with potential extension options. These agreements typically include interest rates based on the secured overnight financing rate (SOFR) or a base reference rate, with applicable margins that can vary depending on credit ratings and other factors. The credit agreements described in the filings contain customary financial and operating covenants, limitations on liens, investments, distributions, debt, fundamental changes, and transactions with affiliates, as well as requirements to provide financial reports.
Financing Activities and Covenants
Empire State Realty OP, L.P. has also entered into note purchase agreements in connection with private placements of senior notes. One such agreement covers a series of senior notes with a fixed interest rate and a defined maturity date. The obligations of the operating partnership under these notes are unconditionally guaranteed by certain subsidiaries of Empire State Realty Trust, Inc. that guarantee or become liable in respect of indebtedness under material credit facilities of the company or its subsidiaries.
The note purchase agreement includes covenants that set financial ratios and limits, such as ratios of total indebtedness to total asset value, total secured indebtedness to total asset value, adjusted EBITDA to consolidated fixed charges, net operating income of unencumbered properties to interest expense on unsecured indebtedness, and total unsecured indebtedness to unencumbered asset value. These covenants are designed to govern leverage, coverage, and asset encumbrance levels within the REIT and its operating partnership structure.
Both the credit agreements and note purchase agreements contain customary events of default, which can include non-payment, covenant breaches, misrepresentations, cross defaults, bankruptcy or insolvency events, certain judgments, ERISA events, change of control events, and loss of REIT qualification. If an event of default occurs and continues, the outstanding obligations under these agreements may become due and payable.
Real Estate and Observatory Segments
According to the Polygon description, Empire State Realty OP, L.P. is associated with an NYC-focused REIT that owns and operates a portfolio of office, retail, and multifamily assets and operates in two segments: Real Estate and Observatory. The Real Estate segment involves ownership, management, operation, acquisition, repositioning, and disposition of real estate assets. The Observatory segment relates to the operation of observatories at the Empire State Building. The Polygon description also notes that the REIT generates maximum revenue from the Real Estate segment. While this description is an external summary and may not reflect the most current details, it provides context for the operating partnership’s role in supporting real estate and observatory-related activities.
Location and Organizational Context
SEC filings list Empire State Realty OP, L.P. with a principal location in New York, New York. The operating partnership functions as the primary vehicle through which Empire State Realty Trust, Inc. conducts its business and holds substantially all of its assets, as reflected in the Polygon description. OGCP, as Series 60 Operating Partnership Units, is one of several series of units referenced in filings, alongside Series ES and Series 250, and represents a specific class of interests in the operating partnership.
Non-GAAP Measures and REIT Metrics
Empire State Realty Trust, Inc. and its operating partnership use several non-GAAP financial measures in their reporting, as described in SEC filings. These include Funds From Operations (FFO), Modified Funds From Operations (Modified FFO), Core Funds From Operations (Core FFO), Core Funds Available for Distribution (Core FAD), Net Operating Income (NOI), and Property Cash NOI. These measures are used by management to evaluate operating performance, compare results across periods, and assess the performance of properties.
FFO is computed in accordance with guidelines published by the National Association of Real Estate Investment Trusts (NAREIT), starting from GAAP net income and adjusting for real estate-related depreciation and amortization, certain gains and losses, and other items. Modified FFO adds back amortization of below-market ground leases. Core FFO further adjusts for items such as loss on early extinguishment of debt, acquisition expenses, severance expenses, litigation expenses related to the initial public offering, and certain interest expenses. Core FAD adjusts Core FFO for non-real estate depreciation and amortization, deferred financing costs, debt discounts, non-cash compensation, and various revenue and expense items, while deducting recurring capital improvements.
NOI and Property Cash NOI are used to evaluate and compare property-level performance, focusing on revenue and expenses from operations and excluding items such as general and administrative costs, interest expense, depreciation and amortization, and gains or losses from property sales. Property Cash NOI can exclude observatory-related NOI and the effects of straight-line rent and certain non-cash adjustments, and may also be presented excluding lease termination fees to provide an alternative view of recurring operating performance.
Earnings Releases and Reporting Practices
Empire State Realty Trust, Inc. periodically issues press releases announcing financial results for specific quarters, and these releases are furnished in Form 8-K filings for Empire State Realty OP, L.P. The filings state that the company provides supplemental information related to earnings and that such information is made available through its usual reporting channels. These earnings-related filings emphasize that non-GAAP measures such as FFO, Modified FFO, Core FFO, Core FAD, NOI, and Property Cash NOI are intended as supplemental disclosures and are not substitutes for GAAP net income or cash flow from operating activities.
For investors analyzing OGCP, understanding the operating partnership’s use of these non-GAAP metrics and the structure of its credit facilities and note issuances can be important when evaluating the underlying REIT’s financial policies, leverage, and property-level performance. The SEC filings provide detailed definitions and limitations of each non-GAAP measure and explain how they are used by management.
Corporate Governance and Management Arrangements
SEC filings also describe certain management and executive compensation arrangements at Empire State Realty Trust, Inc. that involve the operating partnership. For example, a transition agreement is referenced in which an executive officer of the company transitions responsibilities to new co-heads of real estate and continues in an executive and consulting capacity for defined periods, with specified salary, bonus eligibility, equity awards, and vesting conditions. The agreement includes separation payments subject to conditions such as continued service, non-revocation of a release of claims, and compliance with restrictive covenants.
These arrangements illustrate how the operating partnership and the company manage leadership transitions and align executive compensation with performance plans and long-term equity awards. While these details relate to the broader organization rather than OGCP specifically, they form part of the governance context in which the Series 60 Operating Partnership Units exist.
Summary
In summary, Empire State Realty OP, L.P. Series 60 (OGCP) represents a series of operating partnership units within the capital structure of Empire State Realty OP, L.P., the operating partnership subsidiary of Empire State Realty Trust, Inc., a REIT classified in the Real Estate Investment Trusts sector. The operating partnership supports the REIT’s real estate and observatory-related activities through ownership and financing of assets, credit facilities, and privately placed notes, all governed by detailed covenants and financial metrics disclosed in SEC filings. Investors considering OGCP typically review the operating partnership’s SEC filings, non-GAAP performance measures, and financing agreements to understand the risk and return characteristics associated with this series of operating partnership units.
Stock Performance
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