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Vornado SpinCo

CIK:0001611547|SEC Filings

CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025	Jun. 30, 2026	Jun. 30, 2025
REVENUE
Total revenue	$ 122,781	$ 114,084	$ 255,405	$ 232,249
EXPENSES
Depreciation and amortization	35,036	32,602	67,348	69,797
Real estate taxes	16,875	16,582	33,477	32,940
Property operating	19,317	18,874	48,255	42,933
General and administrative	9,680	11,717	18,816	21,248
Lease expense	3,275	3,290	6,448	6,661
Total expenses	84,183	83,065	174,344	173,579
Gain on sale of real estate	0	49,462	0	49,462
Interest income	599	667	992	1,274
Interest and debt expense	(19,801)	(19,537)	(38,520)	(39,292)
(Loss) gain on extinguishment of debt	0	(175)	(212)	323
Income before income taxes	19,396	61,436	43,321	70,437
Income tax expense	(749)	(643)	(1,127)	(1,262)
Net income	18,647	60,793	42,194	69,175
Less net (income) loss attributable to NCI in:
Operating partnership	(930)	(3,058)	(2,107)	(3,490)
Consolidated subsidiaries	205	243	480	491
Net income (loss) attributable to common shareholders	$ 17,922	$ 57,978	$ 40,567	$ 66,176
Earnings (loss) per common share - Basic (in dollars per share)	$ 0.14	$ 0.46	$ 0.32	$ 0.53
Earnings (loss) per common share - Diluted (in dollars per share)	$ 0.14	$ 0.46	$ 0.32	$ 0.53
Weighted average shares outstanding - Basic (in shares)	126,069	125,688	125,975	125,601
Weighted average shares outstanding - Diluted (in shares)	131,668	125,766	131,304	125,780
Net income	$ 18,647	$ 60,793	$ 42,194	$ 69,175
Effective portion of change in fair value of derivatives	1,944	(198)	3,001	(386)
Comprehensive income	20,591	60,595	45,195	68,789
Less comprehensive income (loss) attributable to NCI in Operating partnership	(107)	10	(162)	19
Less net (income) loss attributable to NCI in Operating partnership	(930)	(3,058)	(2,107)	(3,490)
Less net (income) loss attributable to NCI in Consolidated subsidiaries	205	243	480	491
Comprehensive income attributable to common shareholders	19,759	57,790	43,406	65,809
Rental Revenue
REVENUE
Revenues	122,645	113,912	246,830	232,004
Other income
REVENUE
Revenues	136	172	8,575	245
Urban Edge Properties LP
REVENUE
Total revenue	122,781	114,084	255,405	232,249
EXPENSES
Depreciation and amortization	35,036	32,602	67,348	69,797
Real estate taxes	16,875	16,582	33,477	32,940
Property operating	19,317	18,874	48,255	42,933
General and administrative	9,680	11,717	18,816	21,248
Lease expense	3,275	3,290	6,448	6,661
Total expenses	84,183	83,065	174,344	173,579
Gain on sale of real estate	0	49,462	0	49,462
Interest income	599	667	992	1,274
Interest and debt expense	(19,801)	(19,537)	(38,520)	(39,292)
(Loss) gain on extinguishment of debt	0	(175)	(212)	323
Income before income taxes	19,396	61,436	43,321	70,437
Income tax expense	(749)	(643)	(1,127)	(1,262)
Net income	18,647	60,793	42,194	69,175
Less net (income) loss attributable to NCI in:
Consolidated subsidiaries	205	243	480	491
Net income (loss) attributable to common shareholders	$ 18,852	$ 61,036	$ 42,674	$ 69,666
Earnings (loss) per common share - Basic (in dollars per share)	$ 0.14	$ 0.47	$ 0.32	$ 0.53
Earnings (loss) per common share - Diluted (in dollars per share)	$ 0.14	$ 0.46	$ 0.32	$ 0.53
Weighted average shares outstanding - Basic (in shares)	131,399	130,474	131,191	130,297
Weighted average shares outstanding - Diluted (in shares)	131,668	130,623	131,304	130,476
Net income	$ 18,647	$ 60,793	$ 42,194	$ 69,175
Effective portion of change in fair value of derivatives	1,944	(198)	3,001	(386)
Comprehensive income	20,591	60,595	45,195	68,789
Less net (income) loss attributable to NCI in Consolidated subsidiaries	205	243	480	491
Comprehensive income attributable to common shareholders	20,796	60,838	45,675	69,280
Urban Edge Properties LP \| Rental Revenue
REVENUE
Revenues	122,645	113,912	246,830	232,004
Urban Edge Properties LP \| Other income
REVENUE
Revenues	$ 136	$ 172	$ 8,575	$ 245

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2026	Jun. 30, 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 42,194	$ 69,175
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	67,435	70,083
Gain on sale of real estate	0	(49,462)
Loss (gain) on extinguishment of debt	212	(323)
Amortization of deferred financing costs and premiums/discounts on debt obligations	3,069	2,727
Amortization of above and below market leases, net	(7,339)	(5,238)
Amortization of Lease Incentive	208	198
Noncash lease expense	3,299	3,375
Straight-lining of rent	(608)	(1,164)
Share-based compensation expense	6,564	6,273
Rental revenue deemed uncollectible	2,674	1,513
Change in operating assets and liabilities:
Tenant and other receivables	(2,316)	(6,113)
Deferred leasing costs	(2,547)	(5,055)
Prepaid expenses and other assets	3,068	(567)
Lease liabilities	(3,157)	(3,212)
Accounts payable, accrued expenses and other liabilities	(6,923)	(6,171)
Net cash provided by operating activities	105,833	76,039
CASH FLOWS FROM INVESTING ACTIVITIES
Real estate development and capital improvements	(83,245)	(44,543)
Acquisitions of real estate	(54,296)	0
Acquisitions of leasehold interest	(10,675)	0
Proceeds from sale of real estate	0	64,353
Net cash (used in) provided by investing activities	(148,216)	19,810
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from mortgage loan borrowings	62,500	0
Borrowings from unsecured line of credit	55,000	75,000
Contributions from noncontrolling interests	1,516	204
(Costs) proceeds related to the issuance of common shares	(76)	15
Taxes withheld for vested restricted shares	(281)	(273)
Distributions to redeemable noncontrolling interests	(3,650)	(2,893)
Debt issuance costs	(8,208)	(20)
Debt repayments	(8,213)	(92,566)
Dividends to common shareholders	(52,922)	(47,755)
Net cash provided by (used in) financing activities	45,666	(68,288)
Net increase in cash and cash equivalents and restricted cash	3,283	27,561
Cash and cash equivalents and restricted cash at beginning of period	78,865	90,640
Cash and cash equivalents and restricted cash at end of period	82,148	118,201
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash payments for interest, net of amounts capitalized of $7,472 and $5,772, respectively	35,139	36,767
Cash payments for income taxes	492	597
NON-CASH INVESTING AND FINANCING ACTIVITIES
Accrued capital expenditures included in accounts payable and accrued expenses	17,061	25,244
Write-off of fully depreciated assets	9,953	28,926
Issuance of LTIP Units	3,893	5,470
Issuance of note receivable used as capital contribution from non-controlling interests	3,791	0
Transfer of assets held for sale included in prepaid expenses and other assets	19,492	0
Transfer of liabilities held for sale included in accounts payable, accrued expenses and other liabilities	(29,216)	0
Cash and cash equivalents at beginning of period	48,881	41,373
Cash and cash equivalents at end of period	58,264	52,962
Restricted cash at beginning of period	29,984	49,267
Restricted cash at end of period	23,884	65,239
Cash and cash equivalents and restricted cash at beginning/end of period	82,148	118,201
Urban Edge Properties LP
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	42,194	69,175
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	67,435	70,083
Gain on sale of real estate	0	(49,462)
Loss (gain) on extinguishment of debt	212	(323)
Amortization of deferred financing costs and premiums/discounts on debt obligations	3,069	2,727
Amortization of above and below market leases, net	(7,339)	(5,238)
Amortization of Lease Incentive	208	198
Noncash lease expense	3,299	3,375
Straight-lining of rent	(608)	(1,164)
Share-based compensation expense	6,564	6,273
Rental revenue deemed uncollectible	2,674	1,513
Change in operating assets and liabilities:
Tenant and other receivables	(2,316)	(6,113)
Deferred leasing costs	(2,547)	(5,055)
Prepaid expenses and other assets	3,068	(567)
Lease liabilities	(3,157)	(3,212)
Accounts payable, accrued expenses and other liabilities	(6,923)	(6,171)
Net cash provided by operating activities	105,833	76,039
CASH FLOWS FROM INVESTING ACTIVITIES
Real estate development and capital improvements	(83,245)	(44,543)
Acquisitions of real estate	(54,296)	0
Acquisitions of leasehold interest	(10,675)	0
Proceeds from sale of real estate	0	64,353
Net cash (used in) provided by investing activities	(148,216)	19,810
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from mortgage loan borrowings	62,500	0
Borrowings from unsecured line of credit	55,000	75,000
Contributions from noncontrolling interests	1,516	204
(Costs) proceeds related to the issuance of common shares	(76)	15
Taxes withheld for vested restricted shares	(281)	(273)
Distributions to partners	(56,572)	(50,648)
Debt issuance costs	(8,208)	(20)
Debt repayments	(8,213)	(92,566)
Net cash provided by (used in) financing activities	45,666	(68,288)
Net increase in cash and cash equivalents and restricted cash	3,283	27,561
Cash and cash equivalents and restricted cash at beginning of period	78,865	90,640
Cash and cash equivalents and restricted cash at end of period	82,148	118,201
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash payments for interest, net of amounts capitalized of $7,472 and $5,772, respectively	35,139	36,767
Cash payments for income taxes	492	597
NON-CASH INVESTING AND FINANCING ACTIVITIES
Accrued capital expenditures included in accounts payable and accrued expenses	17,061	25,244
Write-off of fully depreciated assets	9,953	28,926
Issuance of LTIP Units	3,893	5,470
Issuance of note receivable used as capital contribution from non-controlling interests	3,791	0
Transfer of assets held for sale included in prepaid expenses and other assets	19,492	0
Transfer of liabilities held for sale included in accounts payable, accrued expenses and other liabilities	(29,216)	0
Cash and cash equivalents at beginning of period	48,881	41,373
Cash and cash equivalents at end of period	58,264	52,962
Restricted cash at beginning of period	29,984	49,267
Restricted cash at end of period	23,884	65,239
Cash and cash equivalents and restricted cash at beginning/end of period	$ 82,148	$ 118,201

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2026	Dec. 31, 2025
Real estate, at cost:
Land	$ 669,498	$ 669,078
Buildings and improvements	2,861,588	2,835,540
Construction in progress	382,031	327,413
Furniture, fixtures and equipment	14,035	13,059
Total	3,927,152	3,845,090
Accumulated depreciation and amortization	(964,931)	(935,548)
Real estate, net	2,962,221	2,909,542
Operating lease right-of-use assets	55,618	58,917
Cash and cash equivalents	58,264	48,881
Restricted cash	23,884	29,984
Tenant and other receivables	26,300	26,658
Receivables arising from the straight-lining of rents	62,755	63,842
Identified intangible assets, net of accumulated amortization of $71,193 and $70,514, respectively	85,189	87,591
Deferred leasing costs, net of accumulated amortization of $22,018 and $21,982, respectively	29,430	31,220
Prepaid expenses and other assets	80,727	55,236
Total assets	3,384,388	3,311,871
Liabilities:
Mortgages payable, net	1,632,980	1,606,774
Unsecured line of credit	55,000	0
Operating lease liabilities	53,172	56,329
Accounts payable, accrued expenses and other liabilities	108,764	97,397
Identified intangible liabilities, net of accumulated amortization of $58,036 and $59,668, respectively	157,096	174,899
Total liabilities	2,007,012	1,935,399
Commitments and contingencies (Note 10)
Shareholders’ equity:
Common shares: $0.01 par value; 500,000,000 shares authorized and 126,224,466 and 125,912,647 shares issued and outstanding, respectively	1,261	1,257
Additional paid-in capital	1,168,529	1,163,939
Accumulated other comprehensive income (loss)	2,136	(703)
Accumulated earnings	112,159	124,566
Noncontrolling interests:
Operating partnership	73,982	69,140
Consolidated subsidiaries	19,309	18,273
Total equity	1,377,376	1,376,472
Total liabilities and equity	$ 3,384,388	$ 3,311,871