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Vornado Realty Trust, et al. – ‘10-Q’ for 6/30/20 – ‘R32’

On:  Monday, 8/3/20, at 4:29pm ET   ·   For:  6/30/20   ·   Accession #:  899689-20-39   ·   File #s:  1-11954, 1-34482

Previous ‘10-Q’:  ‘10-Q’ on 5/4/20 for 3/31/20   ·   Next:  ‘10-Q’ on 11/2/20 for 9/30/20   ·   Latest:  ‘10-Q’ on 5/6/24 for 3/31/24   ·   3 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size

 8/03/20  Vornado Realty Trust              10-Q        6/30/20  113:19M
          Vornado Realty LP

Quarterly Report   —   Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML   3.18M 
 2: EX-15.1     Letter re: Unaudited Interim Financial Info         HTML     32K 
 3: EX-15.2     Letter re: Unaudited Interim Financial Info         HTML     29K 
 4: EX-31.1     Certification -- §302 - SOA'02                      HTML     36K 
 5: EX-31.2     Certification -- §302 - SOA'02                      HTML     37K 
 6: EX-31.3     Certification -- §302 - SOA'02                      HTML     36K 
 7: EX-31.4     Certification -- §302 - SOA'02                      HTML     36K 
 8: EX-32.1     Certification -- §906 - SOA'02                      HTML     32K 
 9: EX-32.2     Certification -- §906 - SOA'02                      HTML     32K 
10: EX-32.3     Certification -- §906 - SOA'02                      HTML     32K 
11: EX-32.4     Certification -- §906 - SOA'02                      HTML     32K 
18: R1          Document and Entity Information                     HTML     97K 
19: R2          Consolidated Balance Sheets (Unaudited)             HTML    180K 
20: R3          Consolidated Balance Sheets (Unaudited)             HTML     65K 
                (Parentheticals)                                                 
21: R4          Consolidated Statements of Income (Unaudited)       HTML    145K 
22: R5          Consolidated Statements of Comprehensive Income     HTML     56K 
                (Unaudited)                                                      
23: R6          Consolidated Statements of Changes in Equity        HTML    252K 
                (Unaudited)                                                      
24: R7          Consolidated Statements of Changes in Equity        HTML     32K 
                (Unaudited) - Parenthetical (Unaudited)                          
25: R8          Consolidated Statements of Cash Flows (Unaudited)   HTML    233K 
26: R9          Consolidated Statements of Cash Flows (Unaudited)   HTML     32K 
                (Parentheticals)                                                 
27: R10         Organization                                        HTML     33K 
28: R11         COVID-19 Pandemic                                   HTML     43K 
29: R12         Basis of Presentation                               HTML     34K 
30: R13         Recently Issued Accounting Literature               HTML     38K 
31: R14         Revenue Recognition                                 HTML    161K 
32: R15         Real Estate Fund Investments                        HTML     57K 
33: R16         Marketable Securities                               HTML     38K 
34: R17         Investments in Partially Owned Entities             HTML    139K 
35: R18         220 Central Park South 220 CPS                      HTML     36K 
36: R19         Identified Intangible Assets and Liabilities        HTML     58K 
37: R20         Debt                                                HTML     69K 
38: R21         Redeemable Noncontrolling Interests                 HTML     70K 
39: R22         Shareholders' Equity/Partners' Capital              HTML    120K 
40: R23         Variable Interest Entities                          HTML     36K 
41: R24         Fair Value Measurements                             HTML    282K 
42: R25         Stock-based Compensation                            HTML     39K 
43: R26         Lease Liability Extinguishment Gain (Transaction    HTML     50K 
                Related Costs and Impairment Losses)                             
44: R27         Interest and Other Investment (Loss) Income, Net    HTML     68K 
45: R28         Interest and Debt Expense                           HTML     49K 
46: R29         (Loss) Income Per Share/(Loss) Income Per Class A   HTML    173K 
                Unit                                                             
47: R30         Commitments and Contingencies                       HTML     49K 
48: R31         Segment Information                                 HTML    166K 
49: R32         Recently Issued Accounting Literature (Policies)    HTML     56K 
50: R33         Revenue Recognition (Tables)                        HTML    177K 
51: R34         Real Estate Fund Investments (Tables)               HTML     51K 
52: R35         Marketable Securities (Tables)                      HTML     36K 
53: R36         Investments in Partially Owned Entities (Tables)    HTML    127K 
54: R37         Identified Intangible Assets and Liabilities        HTML     62K 
                (Tables)                                                         
55: R38         Debt (Tables)                                       HTML     69K 
56: R39         Redeemable Noncontrolling Interests (Tables)        HTML     63K 
57: R40         Shareholders' Equity/Partners' Capital              HTML    119K 
                Shareholders' Equity/Partners' Capital (Tables)                  
58: R41         Fair Value Measurements (Tables)                    HTML    372K 
59: R42         Lease Liability Extinguishment Gain (Transaction    HTML     48K 
                Related Costs and Impairment Losses) (Tables)                    
60: R43         Interest and Other Investment (Loss) Income, Net    HTML     67K 
                (Tables)                                                         
61: R44         Interest and Debt Expense (Tables)                  HTML     49K 
62: R45         (Loss) Income Per Share/(Loss) Income Per Class A   HTML    174K 
                Unit (Tables)                                                    
63: R46         Segment Information (Tables)                        HTML    165K 
64: R47         Organization (Narrative) (Details)                  HTML     33K 
65: R48         COVID-19 Pandemic - Narrative (Details)             HTML     66K 
66: R49         Recently Issued Accounting Literature (Narrative)   HTML     41K 
                (Details)                                                        
67: R50         Revenue Recognition - Revenues by Segment           HTML     94K 
                (Details)                                                        
68: R51         Revenue Recognition - Components of Lease Revenue   HTML     37K 
                (Details)                                                        
69: R52         Real Estate Fund Investments (Narrative) (Details)  HTML     69K 
70: R53         Real Estate Fund Investments (Income from the Fund  HTML     44K 
                and the Co-Investment) (Details)                                 
71: R54         Marketable Securities (Narrative) (Details)         HTML     39K 
72: R55         Marketable Securities (Marketable securities        HTML     40K 
                portfolio) (Details)                                             
73: R56         Investments in Partially Owned Entities Narrative   HTML     77K 
                (Details)                                                        
74: R57         Investments in Partially Owned Entities             HTML     44K 
                (Alexander's Inc.) (Details)                                     
75: R58         Investments in Partially Owned Entities - Latest    HTML     38K 
                Financial Information of Fifth Avenue and Times                  
                Square JV (Details)                                              
76: R59         Investments in Partially Owned Entities (Summary    HTML     55K 
                of Investments) (Details)                                        
77: R60         Investments in Partially Owned Entities (Summary    HTML     61K 
                of Income (Loss)) (Details)                                      
78: R61         220 Central Park South 220 CPS - Narrative          HTML     50K 
                (Details)                                                        
79: R62         Identified Intangible Assets and Liabilities -      HTML     39K 
                Narrative (Details)                                              
80: R63         Identified Intangible Assets and Liabilities -      HTML     44K 
                Schedule of Identified Intangible Assets and                     
                Intangible Liabilities (Details)                                 
81: R64         Identified Intangible Assets and Liabilities -      HTML     46K 
                Schedule of Future Amortization Expense of                       
                Intangible Assets (Details)                                      
82: R65         Debt (Narrative) (Details)                          HTML     44K 
83: R66         Debt (Summary of Debt) (Details)                    HTML     59K 
84: R67         Redeemable Noncontrolling Interests (Narrative)     HTML     60K 
                (Details)                                                        
85: R68         Redeemable Noncontrolling Interests (Activity of    HTML     60K 
                Redeemable Noncontrolling Interests) (Details)                   
86: R69         Shareholders' Equity/Partners' Capital              HTML     38K 
                Shareholders' Equity/Partners' Capital - Narrative               
                (Details)                                                        
87: R70         Shareholders' Equity/Partners' Capital              HTML     66K 
                Shareholders' Equity/Partners' Capital - Schedule                
                of Dividends (Details)                                           
88: R71         Shareholders' Equity/Partners' Capital              HTML     54K 
                Shareholders' Equity/Partners' Capital - AOCI by                 
                Component (Details)                                              
89: R72         Variable Interest Entities - Narrative (Details)    HTML     39K 
90: R73         Fair Value Measurements (Narrative) (Details)       HTML     62K 
91: R74         Fair Value Measurements (Financial Assets and       HTML     74K 
                Liabilities Measured at Fair Value on a Recurring                
                Basis) (Details)                                                 
92: R75         Fair Value Measurements (Unobervable Quantitative   HTML     54K 
                Input Ratios) (Details)                                          
93: R76         Fair Value Measurements (Changes in the Fair Value  HTML     50K 
                of Real Estate Fund Investments and Deferred                     
                Compensation Plan Assets) (Details)                              
94: R77         Fair Value Measurements (Changes in the Fair Value  HTML     38K 
                of Loans Receivable) (Details)                                   
95: R78         Fair Value Measurements (Summary of Derivative      HTML     84K 
                Instruments) (Details)                                           
96: R79         Fair Value Measurements (Fair Value Measurements    HTML     42K 
                on a Nonrecurring Basis) (Details)                               
97: R80         Fair Value Measurements (Carrying amounts and fair  HTML     67K 
                value of financial instruments) (Details)                        
98: R81         Stock-based Compensation (Narrative) (Details)      HTML     89K 
99: R82         Lease Liability Extinguishment Gain (Transaction    HTML     39K 
                Related Costs and Impairment Losses) - Narrative                 
                (Details)                                                        
100: R83         Schedule of Lease Liability Extinguishment Gain     HTML     41K  
                (Transaction Related Costs and Impairment Losses)                
                (Details)                                                        
101: R84         Interest and Other Investment (Loss) Income, Net    HTML     53K  
                (Details)                                                        
102: R85         Interest and Debt Expense (Details)                 HTML     38K  
103: R86         Interest and Debt Expense - Footnote (Details)      HTML     38K  
104: R87         (Loss) Income Per Share/(Loss) Income Per Class A   HTML    105K  
                Unit (Details)                                                   
105: R88         (Loss) Income Per Share/(Loss) Income Per Class A   HTML     35K  
                Unit (Narrative) (Details)                                       
106: R89         Commitments and Contingencies (Narrative)           HTML    113K  
                (Details)                                                        
107: R90         Segment Information (Narrative) (Details)           HTML     31K  
108: R91         Segment Information (Summary of net income and      HTML     70K  
                EBITDA reconciliation by segment) (Details)                      
109: R92         Segment Information - Summary of NOI by Segment     HTML     57K  
                (Details)                                                        
111: XML         IDEA XML File -- Filing Summary                      XML    206K  
17: XML         XBRL Instance -- vno-063020x10q_htm                  XML   5.31M 
110: EXCEL       IDEA Workbook of Financial Reports                  XLSX    153K  
13: EX-101.CAL  XBRL Calculations -- vno-20200630_cal                XML    329K 
14: EX-101.DEF  XBRL Definitions -- vno-20200630_def                 XML   1.46M 
15: EX-101.LAB  XBRL Labels -- vno-20200630_lab                      XML   2.49M 
16: EX-101.PRE  XBRL Presentations -- vno-20200630_pre               XML   1.62M 
12: EX-101.SCH  XBRL Schema -- vno-20200630                          XSD    302K 
112: JSON        XBRL Instance as JSON Data -- MetaLinks              494±   745K  
113: ZIP         XBRL Zipped Folder -- 0000899689-20-000039-xbrl      Zip    577K  


‘R32’   —   Recently Issued Accounting Literature (Policies)


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.20.2
Recently Issued Accounting Literature (Policies)
6 Months Ended
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]  
Basis of Presentation
The accompanying consolidated financial statements are unaudited and include the accounts of Vornado and the Operating Partnership and their consolidated subsidiaries. All inter-company amounts have been eliminated and all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and changes in cash flows have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. These condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form  10-K for the year ended December 31, 2019, as filed with the SEC.
We have made estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. The results of operations for the three and six months ended June 30, 2020 are not necessarily indicative of the operating results for the full year.
Recently Issued Accounting Literature
In June 2016, the FASB issued an update (“ASU 2016-13”) Measurement of Credit Losses on Financial Instruments establishing Accounting Standards Codification ("ASC") Topic 326, Financial Instruments - Credit Losses ("ASC 326"), as amended by subsequent ASUs on the topic. ASU 2016-13 changes how entities account for credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The guidance replaces the current “incurred loss” model with an “expected loss” model that requires consideration of a broader range of information to estimate expected credit losses over the lifetime of the financial asset. ASU 2016-13 is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2019. In May 2019, the FASB issued ASU 2019-05 Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief to allow companies to irrevocably elect, upon adoption of ASU 2016-13, the fair value option for financial instruments that were previously recorded at amortized cost and are within the scope of ASC Subtopic 326-20 if the instruments are eligible for the fair value option under ASC Subtopic 825-10, Financial Instruments ("ASC 825-10"). We elected to apply the fair value option on an instrument-by-instrument basis to our loans receivable. We adopted this standard effective January 1, 2020 and recorded a $16,064,000 cumulative-effect adjustment to beginning accumulated deficit to recognize credit losses on loans receivable recorded on our consolidated balance sheets. For the three and six months ended June 30, 2020, we recorded $6,108,000 and $13,369,000, respectively, of credit losses on our loans receivable which is included in "interest and other investment (loss) income, net" on our consolidated statements of income.
In March 2020, the FASB issued an update (“ASU 2020-04”) establishing ASC Topic 848, Reference Rate Reform. ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts. The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the six months ended June 30, 2020, we elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. We continue to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.
In April 2020, the FASB issued a Staff Q&A on accounting for leases during the COVID-19 pandemic, focused on the application of lease guidance in ASC Topic 842, Leases ("ASC 842"). The Q&A states that it would be acceptable to make a policy election regarding rent concessions resulting from COVID-19, which would not require entities to account for these rent concessions as lease modifications when total cash flows resulting from the modified contract are “substantially the same or less” than the cash flows in the original contract. During the three months ended June 30, 2020, in limited circumstances, we granted rent deferrals and rent abatements for certain of our tenants. We have made a policy election in accordance with the Staff Q&A for our portfolio allowing us to not account for the concessions as lease modifications. Accordingly, rent abatements are recognized as reductions to “rental revenues” during the period in which they were granted. Rent deferrals result in an increase to "tenant and other receivables" during the deferral period with no impact on rental revenue recognition. For any concessions that do not meet the guidance contained in the Q&A, the modification guidance in accordance with ASC 842 will be applied. See Note 2 - COVID-19 Pandemic for further details.
Real Estate Fund Investments The Fund is accounted for under ASC Topic 946, Financial Services – Investment Companies (“ASC 946”) and its investments are reported on its balance sheet at fair value, with changes in value each period recognized in earnings. We consolidate the accounts of the Fund into our consolidated financial statements, retaining the fair value basis of accounting.
We are also the general partner and investment manager of the Crowne Plaza Times Square Hotel Joint Venture (the “Crowne Plaza Joint Venture”) and own a 57.1% interest in the joint venture which owns the 24.7% interest in the Crowne Plaza Times Square Hotel not owned by the Fund. The Crowne Plaza Joint Venture is also accounted for under ASC 946 and we consolidate the accounts of the joint venture into our consolidated financial statements, retaining the fair value basis of accounting.
Redeemable Noncontrolling Interests Redeemable noncontrolling partnership units exclude our Series G-1 through G-4 convertible preferred units and Series D-13 cumulative redeemable preferred units, as they are accounted for as liabilities in accordance with ASC Topic 480, Distinguishing Liabilities and Equity, because of their possible settlement by issuing a variable number of Vornado common shares.
Redeemable noncontrolling partnership units are primarily comprised of Class A Operating Partnership units held by third parties and are recorded at the greater of their carrying amount or redemption value at the end of each reporting period. Changes in the value from period to period are charged to “additional capital” in Vornado’s consolidated statements of changes in equity and to “partners’ capital” on the consolidated balance sheets of the Operating Partnership.
Fair Value Measurement
ASC 820 defines fair value and establishes a framework for measuring fair value. The objective of fair value is to determine the price that would be received upon the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (the exit price). ASC 820 establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three levels: Level 1 – quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities; Level 2 – observable prices that are based on inputs not quoted in active markets, but corroborated by market data; and Level 3 – unobservable inputs that are used when little or no market data is available. The fair value hierarchy gives the highest priority to Level 1 inputs and the lowest priority to Level 3 inputs. In determining fair value, we utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as consider counterparty credit risk in our assessment of fair value. Considerable judgment is necessary to interpret Level 2 and 3 inputs in determining the fair value of our financial and non-financial assets and liabilities. Accordingly, our fair value estimates, which are made at the end of each reporting period, may be different than the amounts that may ultimately be realized upon sale or disposition of these assets.
Stock-based Compensation
We account for all equity-based compensation in accordance with ASC Topic 718, Compensation - Stock Compensation. Stock-based compensation expense, a component of "general and administrative" expense on our consolidated statements of income, was $7,703,000 and $10,520,000 for the three months ended June 30, 2020 and 2019, respectively, and $33,468,000 and $42,174,000 for the six months ended June 30, 2020 and 2019, respectively.

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
Filed on:8/3/208-K
For Period end:6/30/20
1/1/20
12/31/1910-K,  5
12/15/19
6/30/1910-Q
 List all Filings 


2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/23/20  Vornado Realty Trust              424B5                  1:678K                                   Toppan Merrill-FA
11/19/20  Vornado Realty Trust              424B5                  1:678K                                   Toppan Merrill-FA


1 Previous Filing that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/03/20  Vornado Realty Trust              DEF 14A     5/14/20    1:6.4M                                   Toppan Merrill/FA
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Filing Submission 0000899689-20-000039   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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