SEC Info - Vornado Realty Trust - ‘10-K’ for 12/31/09

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Vornado Realty Trust – ‘10-K’ for 12/31/09 – ‘XML.R25’

On: Tuesday, 2/23/10, at 8:44am ET · For: 12/31/09 · Accession #: 899689-10-4 · File #: 1-11954

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

 2/23/10  Vornado Realty Trust              10-K       12/31/09   49:29M

Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   7.62M 
 3: EX-21       Subsidiaries List                                   HTML    504K 
 4: EX-23       Consent of Experts or Counsel                       HTML     22K 
 2: EX-12       Statement re: Computation of Ratios                 HTML     57K 
 5: EX-31       Certification -- §302 - SOA'02                      HTML     21K 
 6: EX-31       Certification -- §302 - SOA'02                      HTML     21K 
 7: EX-32       Certification -- §906 - SOA'02                      HTML     18K 
 8: EX-32       Certification -- §906 - SOA'02                      HTML     18K 
39: XML         IDEA XML File -- Definitions and References          XML    143K 
45: XML         IDEA XML File -- Filing Summary                      XML     73K 
43: XML.R1      Consolidated Balance Sheets                          XML    385K 
44: XML.R2      Consolidated Balance Sheets [Parentheticals]         XML    168K 
26: XML.R3      Consolidated Statements of Income                    XML    331K 
31: XML.R4      Consolidated Statements of Income [Parentheticals]   XML     48K 
37: XML.R5      Consolidated Statements of Changes in Equity         XML    673K 
36: XML.R6      Consolidated Statements of Cash Flows                XML    688K 
48: XML.R7      Consolidated Statements of Cash Flows                XML     48K 
                [Parentheticals]                                                 
20: XML.R8      Organization and Business                            XML     40K 
35: XML.R9      Basis of Presentation and Significant Accounting     XML    200K 
                Policies                                                         
18: XML.R10     Investments in Partially Owned Entities              XML    481K 
17: XML.R11     Marketable Securities                                XML     64K 
25: XML.R12     Mezzanine Loans Receivable                           XML     95K 
41: XML.R13     Identified Intangible Assets                         XML    110K 
27: XML.R14     Debt                                                 XML    651K 
28: XML.R15     Redeemable Noncontrolling Interests                  XML    114K 
33: XML.R16     Shareholders' Equity                                 XML     61K 
49: XML.R17     Fair Value Measurements                              XML    136K 
23: XML.R18     Discontinued Operations                              XML     72K 
15: XML.R19     Stock-based Compensation                             XML    121K 
30: XML.R20     Fee and Other Income                                 XML     52K 
40: XML.R21     Interest and Other Investment (Loss) Income, net     XML     66K 
21: XML.R22     Income Per Share                                     XML    113K 
38: XML.R23     Comprehensive Income                                 XML     50K 
29: XML.R24     Leases                                               XML     92K 
47: XML.R25     Commitments and Contingencies                        XML     46K 
42: XML.R26     Related Party Transactions                           XML     36K 
32: XML.R27     Retirement Plans                                     XML     33K 
34: XML.R28     Summary of Quarterly Results (Unaudited)             XML     83K 
16: XML.R29     Segment Information                                  XML    970K 
19: XML.R30     Schedule II - Valuation and Qualifying Accounts      XML     75K 
22: XML.R31     Schedule III - Real Estate and Accumulated           XML   3.22M 
                Depreciation                                                     
24: XML.R32     Document and Entity Information                      XML    107K 
46: EXCEL       IDEA Workbook of Financial Reports (.xls)            XLS    183K 
 9: EX-101.INS  XBRL Instance -- vno-20091231                        XML   6.59M 
11: EX-101.CAL  XBRL Calculations -- vno-20091231_cal                XML    166K 
12: EX-101.DEF  XBRL Definitions -- vno-20091231_def                 XML    633K 
13: EX-101.LAB  XBRL Labels -- vno-20091231_lab                      XML    597K 
14: EX-101.PRE  XBRL Presentations -- vno-20091231_pre               XML    396K 
10: EX-101.SCH  XBRL Schema -- vno-20091231                          XSD    104K

‘XML.R25’ — Commitments and Contingencies

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<div> <div><div><div style="font-family: 'Times New Roman', serif;"> 18. Commitments and Contingencies Insurance We maintain general liability insurance with limits of $300,000,000 per occurrence and all risk property and rental value insurance with limits of $2.0 billion per occurrence, including coverage for terrorist acts, with sub-limits for certain perils such as floods. Our California properties have earthquake insurance with coverage of $150,000,000 per occurrence, subject to a deductible in the amount of 5% of the value of the affected property, and a $150,000,000 annual aggregate. Penn Plaza Insurance Company, LLC (“PPIC”), our wholly owned consolidated subsidiary, acts as a re-insurer with respect to a portion of our earthquake insurance coverage and as a direct insurer for coverage for acts of terrorism, including nuclear, biological, chemical and radiological (“NBCR”) acts, as defined by TRIPRA. Coverage for acts of terrorism (excluding NBCR acts) is fully reinsured by third party insurance companies and the Federal government with no exposure to PPIC. Our coverage for NBCR losses is up to $2 billion per occurrence, for which PPIC is responsible for a deductible of $3,200,000 and 15% of the balance of a covered loss and the Federal government is responsible for the remaining 85% of a covered loss. We are ultimately responsible for any loss borne by PPIC. We continue to monitor the state of the insurance market and the scope and costs of coverage for acts of terrorism. However, we cannot anticipate what coverage will be available on commercially reasonable terms in future policy years. Our debt instruments, consisting of mortgage loans secured by our properties which are non-recourse to us, senior unsecured notes, exchangeable senior debentures, convertible senior debentures and revolving credit agreements contain customary covenants requiring us to maintain insurance. Although we believe that we have adequate insurance coverage for purposes of these agreements, we may not be able to obtain an equivalent amount of coverage at reasonable costs in the future. Further, if lenders insist on greater coverage than we are able to obtain it could adversely affect our ability to finance and/or refinance our properties and expand our portfolio. Other Commitments and Contingencies Our mortgage loans are non-recourse to us. However, in certain cases we have provided guarantees or master leased tenant space. These guarantees and master leases terminate either upon the satisfaction of specified circumstances or repayment of the underlying loans. As of December 31, 2009, the aggregate dollar amount of these guarantees and master leases is approximately $135,000,000. At December 31, 2009, $37,232,000 of letters of credit were outstanding under our $0.965 billion revolving credit facility. Our credit facilities contain financial covenants that require us to maintain minimum interest coverage and maximum debt to market capitalization ratios, and provide for higher interest rates in the event of a decline in our ratings below Baa3/BBB. Our credit facilities also contain customary conditions precedent to borrowing, including representations and warranties and also contain customary events of default that could give rise to accelerated repayment, including such items as failure to pay interest or principal. Each of our properties has been subjected to varying degrees of environmental assessment at various times. The environmental assessments did not reveal any material environmental contamination. However, there can be no assurance that the identification of new areas of contamination, changes in the extent or known scope of contamination, the discovery of additional sites, or changes in cleanup requirements would not result in significant costs to us. We are committed to fund additional capital to certain of our partially owned entities aggregating approximately $90,406,000. Of this amount, $71,788,000 is committed to IPF and is pledged as collateral to IPF’s lender. <p style="margin: 0in 0in 0pt; font-family: 'Times New Roman','serif'; font-size: 10pt; mso-fareast-font-family: 'Times New Roman'; mso-ansi-language: EN-US; mso-fareast-language: EN-US; mso-bidi-language: AR-SA;" class="Bodytext">Litigation We are from time to time involved in legal actions arising in the ordinary course of business. In our opinion, after consultation with legal counsel, the outcome of such matters, including the matters referred to below, are not expected to have a material adverse effect on our financial position, results of operations or cash flows. On January 8, 2003, Stop & Shop filed a complaint with the United States District Court for the District of New Jersey (“USDC-NJ”) claiming that we had no right to reallocate and therefore continue to collect the $5,000,000 of annual rent from Stop & Shop pursuant to the Master Agreement and Guaranty, because of the expiration of the East Brunswick, Jersey City, Middletown, Union and Woodbridge leases to which the $5,000,000 of additional rent was previously allocated. Stop & Shop asserted that a prior order of the Bankruptcy Court for the Southern District of New York dated February 6, 2001, as modified on appeal to the District Court for the Southern District of New York on February 13, 2001, froze our right to reallocate which effectively terminated our right to collect the additional rent from Stop & Shop. On March 3, 2003, after we moved to dismiss for lack of jurisdiction, Stop & Shop voluntarily withdrew its complaint. On March 26, 2003, Stop & Shop filed a new complaint in New York State Supreme Court, asserting substantially the same claims as in its USDC-NJ complaint. We removed the action to the United States District Court for the Southern District of New York. In January 2005 that court remanded the action to the New York State Supreme Court. On February 14, 2005, we served an answer in which we asserted a counterclaim seeking a judgment for all the unpaid additional rent accruing through the date of the judgment and a declaration that Stop & Shop will continue to be liable for the additional rent as long as any of the leases subject to the Master Agreement and Guaranty remain in effect. On May 17, 2005, we filed a motion for summary judgment. On July 15, 2005, Stop & Shop opposed our motion and filed a cross-motion for summary judgment. On December 13, 2005, the Court issued its decision denying the motions for summary judgment. Both parties appealed the Court’s decision and on December 14, 2006, the Appellate Court division issued a decision affirming the Court’s decision. On January 16, 2007, we filed a motion for the reconsideration of one aspect of the Appellate Court’s decision which was denied on March 13, 2007. Discovery is now complete. On October 19, 2009, Stop & Shop filed a motion for leave to amend its pleadings to assert new claims for relief, including a claim for damages in an unspecified amount, and an additional affirmative defense. The motion was argued and submitted for decision on December 18, 2009. The course of future proceedings will depend upon the outcome of Stop & Shop’s motion, but we anticipate that a trial date will be set for some time in 2010. We intend to vigorously pursue our claims against Stop & Shop. In our opinion, after consultation with legal counsel, the outcome of such matters will not have a material effect on our financial condition, results of operations or cash flows. On May 24, 2007, we acquired a 70% controlling interest in 1290 Avenue of the Americas and the 555 California Street complex. Our 70% interest was acquired through the purchase of all of the shares of a group of foreign companies that own, through U.S. entities, the 1% sole general partnership interest and a 69% limited partnership interest in the partnerships that own the two properties. The remaining 30% limited partnership interest is owned by Donald J. Trump. In August 2005, Mr. Trump brought a lawsuit in the New York State Supreme Court against, among others, the general partners of the partnerships referred to above relating to a dispute over the sale of properties located on the former Penn Central rail yards between West 59th and 72nd Streets in Manhattan which were formerly owned by the partnerships. In decisions issued in 2006, 2007 and 2009, the New York State Supreme Court dismissed all of Mr. Trump’s claims, and those decisions were affirmed by the Appellate Division. Mr. Trump cannot further appeal those decisions. In July 2005, we acquired H Street Building Corporation (“H Street”) which has a subsidiary that owns, among other things, a 50% tenancy in common interest in land located in Arlington County, Virginia, known as "Pentagon Row," leased to two tenants. In April 2007, H Street acquired the remaining 50% interest in that fee. In April 2007, we received letters from those tenants, Street Retail, Inc. and Post Apartment Homes, L.P., claiming they had a right of first offer triggered by each of those transactions. On September 25, 2008, both tenants filed suit against us and the former owners. The claim alleges the right to purchase the fee interest, damages in excess of $75,000,000 and punitive damages. We believe this claim is without merit and regardless of merit, in our opinion, after consultation with legal counsel, this claim will not have a material effect on our financial condition, results of operations or cash flows. <font style="font-family: 'Times New Roman','serif'; font-size: 10pt; mso-fareast-font-family: 'Times New Roman'; mso-ansi-language: EN-US; mso-fareast-language: EN-US; mso-bidi-language: AR-SA;" class="_mt"> </div></div></div> </div>

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Filing Submission 0000899689-10-000004 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Vornado Realty Trust – ‘10-K’ for 12/31/09 – ‘XML.R25’

On: Tuesday, 2/23/10, at 8:44am ET · For: 12/31/09 · Accession #: 899689-10-4 · File #: 1-11954

Previous ‘10-K’: ‘10-K/A’ on 3/2/09 for 12/31/08 · Next: ‘10-K/A’ on 3/3/10 for 12/31/09 · Latest: ‘10-K’ on 2/12/24 for 12/31/23

Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34Filing Table of Contents

‘XML.R25’ — Commitments and Contingencies

This Financial Report is an XBRL XML File.

Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34
Filing Table of Contents