ALEXANDERS INC - Interim / Quarterly Report 2003

10-Q 1 y86235e10vq.htm ALEXANDER'S, INC. ALEXANDER'S, INC. PAGEBREAK

Table of Contents

EXHIBIT INDEX ON PAGE 22

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: March 31, 2003

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from: ___ to ___

Commission File Number: 1-6064

ALEXANDERS, INC.

(Exact name of registrant as specified in its charter)

Delaware	51-0100517
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

888 Seventh Avenue, New York, New York	10019
(Address of principal executive offices)	(Zip Code)

(212) 894-7000

(Registrants telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

[X] Yes [ ] No

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2).

[X] Yes [ ] No

As of April 19, 2003 there were 5,000,850 shares of common stock, par value $1 per share outstanding.

PAGEBREAK

TOC

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF INCOME
CONSOLIDATED STATEMENTS OF CASH FLOWS
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
Item 3.Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
CERTIFICATION
EXHIBIT INDEX
LETTER RE: UNAUDITED INTERIM FINANCIAL INFO

/TOC

Table of Contents

ALEXANDERS, INC. AND SUBSIDIARIES INDEX


PART I. Financial Information:
Item 1. Financial Statements:
Consolidated
Balance Sheets as of March 31, 2003 (unaudited) and December 31,
2002	3
Consolidated
Statements of Income (unaudited) for the Three Months Ended
March 31, 2003 and March 31, 2002	4
Consolidated Statements of Cash Flows (unaudited) for the Three Months Ended March 31, 2003 and March 31, 2002	5
Notes to Consolidated Financial Statements (unaudited)	6
Independent Accountants Report	11
Item 2.
Managements Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3. Quantitative and Qualitative Disclosures about Market Risk	17
Item 4. Control and Procedures	17
PART II. Other Information:
Item 1. Legal Proceedings	18
Item 6. Exhibits and Reports on Form 8-K	18
Signatures	19
Certifications	20
Exhibit Index	22

2 PAGEBREAK

Table of Contents

link1 "PART I. FINANCIAL INFORMATION"

PART I. FINANCIAL INFORMATION link2 "Item 1. Financial Statements"

Item 1. Financial Statements link3 "CONSOLIDATED BALANCE SHEETS"

ALEXANDERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (amounts in thousands except share amounts)

	March 31, — 2003	2002
ASSETS:	(Unaudited)
Real estate, at cost:
Land	$ 90,768	$	90,768
Buildings, leaseholds and leasehold improvements	173,368		173,368
Construction in progress (including Vornado Realty Trust
(Vornado) fees of $16,603 in 2003 and $13,325 in 2002)	381,565		315,781
Air rights acquired for Lexington Avenue Development	17,531		17,531
Total	663,232		597,448
Less accumulated depreciation and amortization	(57,057	)	(55,975	)
Real estate, net	606,175		541,473
Asset held for sale	1,502		1,502
Cash and cash equivalents	14,051		45,239
Restricted cash	5,285		2,425
Accounts receivable, net of allowance for doubtful accounts
of $256 in 2003 and $96 in 2002	2,715		2,508
Receivable arising from the straight-lining of rents,	21,230		20,670
Deferred lease and other property costs (including unamortized Vornado
leasing fees of $14,736 in 2003 and $14,837 in 2002)	27,443		27,765
Deferred debt expense	13,652		14,619
Other assets	5,727		8,711
TOTAL ASSETS	$ 697,780	$	664,912
LIABILITIES AND STOCKHOLDERS EQUITY:
Debt (including $119,000 due to Vornado
in 2003 and 2002)	$ 567,608	$	543,807
Amounts due to Vornado	13,740		11,294
Accounts payable and accrued expenses	38,807		36,895
Other liabilities	4,156		4,251
TOTAL LIABILITIES	624,311		596,247
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS EQUITY:
Preferred stock: no par value; authorized, 3,000,000 shares;
issued, none
Common stock: $1.00 par value per share; authorized, 10,000,000
shares; issued, 5,173,450 shares	5,174		5,174
Additional capital	24,843		24,843
Retained earnings	44,412		39,608
	74,429		69,625
Less treasury shares, 172,600 shares at cost	(960	)	(960	)
Total stockholders equity	73,469		68,665
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY	$ 697,780	$	664,912

See notes to consolidated financial statements.

3 PAGEBREAK

Table of Contents

link3 "CONSOLIDATED STATEMENTS OF INCOME"

ALEXANDERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (amounts in thousands except per share amounts)

	For The Three Months Ended
	March 31,
	2003	2002
REVENUES:
Property rentals	$ 12,672	$	12,405
Expense reimbursements	6,896		6,317
Total revenues	19,568		18,722
EXPENSES:
Operating (including management fees of $363 and $366
to Vornado)	8,913		6,870
General and administrative (including management
fees of $540 to Vornado in each period)	923		865
Depreciation and amortization	1,607		1,612
Total expenses	11,443		9,347
OPERATING INCOME	8,125		9,375
Interest and debt expense
(including interest on loans from Vornado)	(3,200	)	(6,578	)
Interest and other income, net	123		667
Income from continuing operations	5,048		3,464
(Loss) income from discontinued operations	(244	)	67
NET INCOME	$ 4,804	$	3,531
Income (loss) per share (basic and diluted):
Continuing operations	$ 1.01	$	.69
Discontinued operations	(.05	)	.02
Net income	$ .96	$	.71

See notes to consolidated financial statements.

4 PAGEBREAK

Table of Contents

link3 "CONSOLIDATED STATEMENTS OF CASH FLOWS"

ALEXANDERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (amounts in thousands)

	For The Three Months Ended March 31, — 2003	2002
Cash Flows From Operating Activities:
Income from continuing operations	$ 5,048	$	3,464
Adjustments to reconcile income from continuing operations to net cash
provided by continuing operating activities:
Depreciation and amortization (including debt issuance costs)	2,574		1,811
Straight-lining of rental income,	(560	)	(744	)
Change in assets and liabilities:
Accounts receivable	(207	)	(926	)
Amounts due to Vornado and its affiliate	(644	)	(985	)
Accounts payable and accrued expenses	792		(3,146	)
Other liabilities	(95	)	233
Other	2,781		1,152
Net cash provided by operating activities of continuing operations	9,689		859
(Loss) income from discontinued operations	(244	)	67
Depreciation and amortization			31
Net cash (used in) provided by discontinued operations	(244	)	98
Net cash provided by operating activities	9,445		957
Cash Flows From Investing Activities:
Cash flows from continuing operations:
Additions to real estate	(61,574	)	(12,223	)
Cash restricted for operating liabilities	(2,932	)	(1,989	)
Cash made available for operating liabilities	72
Net cash used in continuing operations	(64,434	)	(14,212	)
Net cash used in investing activities	(64,434	)	(14,212	)
Cash Flows From Financing Activities:
Issuance of debt	24,518
Debt repayments	(717	)	(670	)
Deferred debt expense			(36	)
Net cash provided by (used in) financing activities	23,801		(706	)
Net decrease in cash and cash equivalents	(31,188	)	(13,961	)
Cash and cash equivalents at beginning of period	45,239		135,258
Cash and cash equivalents at end of period	$ 14,051	$	121,297
Supplemental disclosure of cash flow information:
Cash payments for interest (of which $8,731 and $4,685
have been capitalized)	$ 10,914	$	12,533

See notes to consolidated financial statements.

5 PAGEBREAK

Table of Contents

link3 "NOTES TO CONSOLIDATED FINANCIAL STATEMENTS"

ALEXANDERS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Balance Sheet as of March 31, 2003, the Consolidated Statements of Operations for the three months ended March 31, 2003 and 2002, and the Consolidated Statements of Cash Flows for the three months ended March 31, 2003 and 2002 are unaudited. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and 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 have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Alexanders, Inc. and Subsidiaries (the Company) annual report on Form 10-K for the year ended December 31, 2002 as filed with the Securities and Exchange Commission. The results of operations for the three months ended March 31, 2003 are not necessarily indicative of the operating results for the full year.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

In accordance with SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, effective January 1, 2002, the Company reclassified its statements of operations to reflect income and expenses for properties which are held for sale or sold during 2002 and thereafter as discontinued operations.

2. RELATIONSHIP WITH VORNADO REALTY TRUST (Vornado)

Vornado owns 33.1% of the Companys Common Stock as of March 31, 2003. Steven Roth is Chief Executive Officer and a director of the Company, the Managing General Partner of Interstate Properties (Interstate) and Chairman of the Board and Chief Executive Officer of Vornado. At March 31, 2003, Mr. Roth, Interstate and the other two general partners of Interstate, David Mandelbaum and Russell B. Wight, Jr. (who are also directors of the Company and trustees of Vornado) own, in the aggregate, 27.5% of the outstanding common stock of the Company, and 12.9% of the outstanding common shares of beneficial interest of Vornado.

The Company is managed by and its properties are leased by Vornado pursuant to management, leasing and development agreements with one-year terms expiring in March of each year which are automatically renewable. In conjunction with the closing of the Lexington Avenue construction loan on July 3, 2002 (Note 4), these agreements were bifurcated to cover the Companys Lexington Avenue property separately. Further, the management and development agreements with Vornado were amended to provide for a term lasting until substantial completion of the property, with automatic renewals, and for the payment of the development fee upon the earlier of January 3, 2006 or the payment in full of the construction loan encumbering the property.

Pursuant to this construction loan, Vornado has agreed to guarantee among other things, the lien free, timely completion of the construction of the project and funding of project costs in excess of a stated loan budget, if not funded by the Company (the Completion Guarantee). The $6,300,000 estimated fee payable by the Company to Vornado for the Completion Guarantee is 1% of construction costs (as defined) and is due at the same time that the development fee is due. In addition, if Vornado should advance any funds under the Completion Guarantee in excess of the $26,000,000 currently available under the secured line of credit, discussed below, interest on those advances are at 15% per annum.

The other fees payable by the Company to Vornado consist of (i) an annual management fee of $3,000,000 plus 3% of the gross income from the Kings Plaza Mall, (ii) a development fee equal to 6% of development costs, as defined, with a minimum guaranteed fee of $750,000 per annum, and (iii) a leasing fee. The development fee for the Lexington Avenue project is estimated to be approximately $26,300,000. At March 31, 2003, the Company owed Vornado $10,235,000 in development fees. The leasing fee to Vornado is equal to (i) 3% of the gross proceeds, as defined, from the sale of an asset and (ii) in the event of a lease or sublease of an asset, 3% of lease rent

6 PAGEBREAK

Table of Contents

ALEXANDERS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

for the first ten years of a lease term, 2% of lease rent for the eleventh through the twentieth years of a lease term and 1% of lease rent for the twenty-first through thirtieth year of a lease term, subject to the payment of rents by tenants. Such amount is payable annually in an amount not to exceed $2,500,000, until the present value of such installments (calculated at a discount rate of 9% per annum) equals the amount that would have been paid had it been paid at the time the transactions which gave rise to the commissions occurred. Pursuant to the leasing agreement, in the event third party real estate brokers are used, the fees to Vornado increase by 1% and Vornado is responsible for the fees to the third party real estate brokers.

The following table shows the total amounts incurred under the above mentioned agreements.

	Three Months Ended
	March 31,
(amounts in thousands)	2003	2002
Management fee	$ 903	$ 906
Development fee, guarantee fee and rent
for development office	3,371	1,423
Leasing and other fees	535	767
	$ 4,809	$ 3,096

At March 31, 2003, the Company was indebted to Vornado in the amount of $119,000,000 comprised of (i) $95,000,000 financing, and (ii) $24,000,000 under a $50,000,000 line of credit (which carries a 1% unused commitment fee). The interest rate on the loan and line of credit is 12.48% and the maturity has been extended to the earlier of January 3, 2006 or the date the Lexington Avenue construction loan is repaid in full. The interest rate on the loan and line of credit will reset quarterly, using the same spread to treasuries and a 3.00% floor for treasuries. The Company incurred interest on its loans from Vornado of $3,778,000 and $4,082,000 in the three months ended March 31, 2003 and 2002. At March 31, 2003, $26,000,000 was available under the line of credit.

3. DEBT

Below is a summary of the Companys outstanding debt.

		Interest Rate as of	Balance as of — March 31,	December 31,
	Maturity	March 31, 2003	2003	2002
(amounts in thousands)
	January
Term loan to Vornado	2006	12.48 %	$ 119,000	$ 119,000
First mortgage loan, secured by
the Companys Kings Plaza Regional Shopping Center	June 2011	7.46 %	218,590	219,307
First mortgage loan, secured by
the Companys Rego Park I Shopping Center	May 2009	7.25 %	82,000	82,000
First mortgage loan secured by	October
the Companys Paramus Property	2011	5.92 %	68,000	68,000
Construction loan, secured by the
Companys Lexington Avenue Property	January 2006	3.88 %	80,018	55,500
			$ 567,608	$ 543,807

7 PAGEBREAK

Table of Contents

ALEXANDERS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The scheduled principal repayments for the next five years and thereafter are as follows:

(amounts in thousands)

Year Ending December 31,
2003	$ 2,004
2004	3,226
2005	3,895
2006	203,217
2007	4,526
Thereafter	350,740

4. LEXINGTON AVENUE

The development plans at Lexington Avenue consist of approximately 1.3 million square foot multi-use building. The building will contain approximately 154,000 net rentable square feet of retail (45,000 square feet of which has been leased to Hennes & Mauritz), approximately 878,000 net rentable square feet of office (695,000 square feet of which has been leased to Bloomberg L.P.) and approximately 248,000 net saleable square feet of residential consisting of condominium units (through a taxable REIT subsidiary). Construction is expected to be completed in 2005. On July 3, 2002 the Company finalized a $490,000,000 loan with HVB Real Estate Capital (Hypo Vereinsbank) to finance the construction of the Lexington Avenue property (the Construction Loan). The estimated construction costs in excess of the construction loan of approximately $140,000,000 has been provided by the Company. The Construction Loan has an interest rate of LIBOR plus 2.5% (currently 3.88%) and a term of forty-two months subject to two one-year extensions. The Company received funding of $80,000,000 under the Construction Loan as of March 31, 2003. Of the total construction budget of $630,000,000, $246,000,000 has been expended through March 31, 2003 and an additional $143,000,000 has been committed to. Pursuant to this Construction Loan, Vornado has agreed to guarantee, among other things, the lien free, timely, completion of the construction of the project and funding of project costs in excess of a stated loan budget, if not funded by the Company.

There can be no assurance that the Lexington Avenue project ultimately will be completed, completed on time or completed for the budgeted amount. Further, the Company may need additional financing for the project, which may involve equity, debt, joint ventures and asset sales, and which may involve arrangements with Vornado Realty Trust. If the project is not completed on a timely basis, the Bloomberg L.P. lease may be cancelled and significant penalties may apply.

5. COMMITMENTS AND CONTINGENCIES

The Companys debt instruments, consisting of mortgage loans secured by its properties (which are generally non-recourse to the Company), contain customary covenants requiring the Company to maintain insurance. There can be no assurance that the lenders under these instruments will not take the position that since the Companys current all risk insurance policies, differ from policies in effect prior to September 11, 2001 as to coverage for terrorist acts, there are breaches of these debt instruments that allow the lenders to declare an event of default and accelerate repayment of the debt. In addition, if lenders insist on coverage for these risks, as it existed prior to September 11, 2001, it could adversely affect the Companys ability to finance and/or refinance its properties, including the construction of its Lexington Avenue development property.

In June 1997, the Kings Plaza Regional Shopping Center (the Center), commissioned an Environmental Study and Contamination Assessment Site Investigation (the Phase II Study) to evaluate and delineate environmental conditions disclosed in a Phase I study. The results of the Study indicate the presence of petroleum and bis (2-ethylhexyl) phthalate contamination in the soil and groundwater. The Company has delineated the contamination and has developed a remediation approach, which is ongoing. The New York State Department of Environmental Conservation (NYDEC) has approved a portion of the remediation approach. The Company accrued $2,675,000 in previous years ($2,176,000 has been paid as of March 31, 2003) for its estimated obligation with respect to the clean up

8 PAGEBREAK

Table of Contents

ALEXANDERS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

of the site, which includes costs of (i) remedial investigation, (ii) feasibility study, (iii) remedial design, (iv) remedial action and (v) professional fees. If the NYDEC insists on a more extensive remediation approach, the Company could incur additional obligations.

The Company believes the majority of the contamination may have resulted from activities of third parties; however, the sources of the contamination have not been fully identified. Although the Company is pursuing claims against potentially responsible third parties, there can be no assurance that such parties will be identified, or if identified, whether these third parties will be solvent. In addition, the costs associated with pursuing responsible parties may be cost prohibitive. The Company has not recorded an asset as of March 31, 2003 for possible recoveries of environmental remediation costs from potentially responsible third parties.

Neither the Company nor any of its subsidiaries is a party to, nor is their property the subject of, any material pending legal proceeding other than routine litigation incidental to their businesses. The Company believes that these legal actions will not be material to the Companys financial condition or results of operations.

Letters of Credit

Approximately $8,100,000 in standby letters of credit were issued at March 31, 2003.

6. INCOME PER SHARE

The following table sets forth the computation of basic and diluted income per share:

(amounts in thousands except per share amounts)	For The Three Months March 31, — 2003	2002
Numerator:
Income from continuing operations	$ 5,048	$	3,464
(Loss) income from discontinued operations	(244	)	67
Net income	$ 4,804	$	3,531
Denominator:
Denominator for basic income per share
weighted average shares	5,001		5,001
Effect of dilutive securities:
Employee stock options
Denominator for diluted income per share
adjusted weighted average shares and
assumed conversions	5,001		5,001
INCOME PER COMMON SHARE
BASIC AND DILUTED:
Income from continuing operations	$ 1.01	$	.69
(Loss) income from discontinued operations	(.05	)	.02
Net income per common share	$ .96	$	.71

Options to purchase 125,000 shares of the Companys common stock were not included in the computation of diluted income per share because the options exercise price was greater than the average market price of the common shares for the periods presented.

9 PAGEBREAK

Table of Contents

ALEXANDERS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

7. DISCONTINUED OPERATIONS

Discontinued operations include the Companys Third Avenue property which was sold on August 30, 2002 and the Flushing property which is shown on the Balance Sheet as an Asset held for sale. Details of the operations at these properties are as follows:

(amounts in thousands)	For The Three Months March 31, — 2003		2002
Total revenues	$ 155		$ 580
Total expenses	399		513
(Loss) income from discontinued operations	$ (244	)	$ 67

On May 30, 2002 the Company entered into an agreement to sell its subsidiary which owns the building and has the ground lease for its property in Flushing, New York for $18,800,000 which would result in a gain of approximately $15,800,000. The Company has received a non-refundable deposit of $1,875,000 from the purchaser. By Notice of Default dated August 16, 2002, the Landlord of the premises notified the Company of certain alleged defaults under the lease, including, but not limited to the fact that the purchaser performed unauthorized construction at the premises. The Company commenced an action for injunctive relief and a declaration of the rights and obligations of the parties under the lease. The Company has obtained an injunction which temporarily restrains the Landlord from terminating the lease. On September 6, 2002, the scheduled closing date, the Company notified the purchaser that the purchaser failed to close and is in default of its obligations under the purchase contract. While negotiations are in process with the parties to attempt to settle the disputes, there can be no assurance that the sale will be consummated, or that the dispute with the Landlord will be resolved favorably, or that the deposit will not be required to be returned. The Company continues to explore all of its options, including subleasing the property.

10 PAGEBREAK

Table of Contents

INDEPENDENT ACCOUNTANTS REPORT

Shareholders and Board of Directors Alexanders Inc. New York, New York

We have reviewed the accompanying condensed consolidated balance sheet of Alexanders Inc. and Subsidiaries as of March 31, 2003, and the related condensed consolidated statements of income and cash flows for the three-month periods ended March 31, 2003 and 2002. These financial statements are the responsibility of the Companys management.

We conducted our reviews in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to such condensed consolidated financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with auditing standards generally accepted in the United States of America, the consolidated balance sheet of Alexanders Inc. and Subsidiaries as of December 31, 2002, and the related consolidated statements of income, shareholders equity, and cash flows for the year then ended (not presented herein); and in our report dated March 5, 2003, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2002 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

DELOITTE & TOUCHE LLP

Parsippany, New Jersey May 7, 2003

11 PAGEBREAK

Table of Contents

link2 "Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations"

Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations

Certain statements contained herein constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). This quarterly report on Form 10-Q contains certain forward-looking statements regarding our financial condition, results of operations and business. You can find many of these statements by looking for words such as believes, expects, anticipates, estimates, intends, plans or similar expressions in this quarterly report on Form 10-Q. These forward-looking statements are subject to numerous assumptions, risks and uncertainties. Factors that may cause actual results to differ materially from those contemplated by the forward-looking statements include, but are not limited to, the following: (a) national, regional and local economic conditions; (b) the continuing impact of the September 11, 2001 terrorist attacks on our tenants and the national, regional and local economies, including, in particular, the New York City metropolitan areas; (c) local conditions such as an oversupply of space or a reduction in demand for real estate in the area; (d) the financial conditions of tenants; (e) competition from other available space; (f) whether tenants consider a property attractive; (g) whether we are able to pass some or all of any increased operating costs we experience through to our tenants; (h) how well we manage our properties; (i) increased interest expense; (j) decreases in market rental rates; (k) the timing and costs associated with property improvements and rentals; (l) changes in taxation or zoning laws; (m) government regulations; (n) our failure to continue to qualify as a real estate investment trust; (o) availability of financing on acceptable terms; (p) potential liability under environmental or other laws or regulations; (q) general competitive factors; (r) dependence upon Vornado Realty Trust; and (s) possible conflicts of interest with Vornado Realty Trust.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on our forward-looking statements, which speak only as of the date of this quarterly report on Form 10-Q or the date of any document incorporated by reference. All subsequent written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. We do not undertake any obligation to release publicly any revisions to our forward-looking statements to reflect events or circumstances after the date of this Form 10-Q.

Managements Discussion and Analysis of Financial Condition and Results of Operations discusses the Companys consolidated financial statements for the three months ended March 31, 2003 and 2002. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. A summary of the Companys significant accounting policies are included in Note 2 Summary of Significant Accounting Policies to the Companys annual report on Form 10-K for the year ended December 31, 2002.

Critical Accounting Policies

In preparing the consolidated financial statements management has made estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Set forth below is a summary of the accounting policies that management believes are critical to the preparation of the consolidated financial statements. The summary should be read in conjunction with the more complete discussion of significant accounting policies included in Note 2 to the consolidated financial statements of the Companys Annual Report on Form 10-K as of and for the year ended December 31, 2002.

Real Estate

Real estate is carried at cost, net of accumulated depreciation and amortization. Maintenance and repairs are charged to operations as incurred. Depreciation requires an estimate by management of the useful life of each property as well as an allocation of the costs associated with a property to its various components. If the Company does not allocate these costs appropriately or incorrectly estimates the useful lives of its real estate, depreciation expense may be misstated. When real estate and other property is undergoing development activities, all property operating expenses, including interest expense, are capitalized to the cost of the real property to the extent that management believes such costs are recoverable through the value of the property. The Companys properties are reviewed for impairment if events or circumstances indicate that the carrying amount of the asset may not be recoverable. In such event, a comparison is made of the current and projected operating cash flows of each such property into the foreseeable future on an undiscounted basis, to the carrying amount of such property. If the Company incorrectly estimates the value of the asset or the undiscounted cash flows, the impairment charges may be different.

12 PAGEBREAK

Table of Contents

Revenue Recognition

Base rent income arising from tenant leases. These rents are recognized over the non-cancellable term of the related leases on a straight-line basis which included the rent steps and free rent abatements under the leases.

Percentage Rents income arising from retail tenant leases which are contingent upon the sales of the tenant exceeding a defined threshold. These rents are recognized in accordance with SAB 101, which states that this income is to be recognized only after the contingency has been removed (i.e. sales threshold have been achieved).

Expenses Reimbursement Income income arising from tenant leases which provide for the recovery of all or a portion of the operating expenses and real estate taxes of the respective property. This income is accrued in the same periods as the expenses are incurred.

Income Taxes

The Company operates in a manner intended to enable it to continue to qualify as a REIT under sections 856 through 860 of the Internal Revenue Code of 1986, as amended (the Code). Under the Code, the Companys net operating loss (NOL) carryovers generally would be available to offset the amount of the Companys REIT taxable income that otherwise would be required to be distributed as a dividend to its stockholders.

Results of Operations

The Company had net income of $4,804,000 in the quarter ended March 31, 2003, compared to $3,531,000 in the quarter ended March 31, 2002, an increase of $1,273,000. In accordance with SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets, effective January 1, 2002, the Company reclassified its statements of operations to reflect income and expenses for properties which are held for sale and sold as discontinued operations.

Property rentals were $12,672,000 in the quarter ended March 31, 2003, compared to $12,405,000 in the prior years quarter, an increase of $267,000. This increases resulted primarily from an increase in occupancy at the Kings Plaza Regional Shopping Center.

Tenant expense reimbursements were $6,896,000 in the quarter ended March 31, 2003, compared to $6,317,000 in the prior years quarter, an increase of $579,000. This increases resulted from a $906,000 increase in tenant reimbursements, offset by $327,000 of adjustments to accruals for the year ended December 31,2002, based on actual expenses for those periods.

Operating expenses were $8,913,000 in the quarter ended March 31, 2003, compared to $6,870,000 in the prior years quarter, an increase of $2,043,000. Of this increase (i) $363,000 resulted primarily from higher fuel costs for the utility plant at the Companys Kings Plaza Regional Shopping Center, (ii) $307,000 resulted from bad debt expense this year as compared to a bad debt recovery in the prior years quarter and (iii) $180,000 resulted from higher garage expenses. The balance of the increase was due to higher insurance, real estate taxes and repairs and maintenance, which were billed to tenants.

Interest and debt expense was $3,200,000 in the quarter ended March 31, 2003, compared to $6,578,000 in the prior year quarter a decrease of $3,378,000. The decrease in interest expense resulting from higher capitalized interest relating to the Lexington Avenue development property (interest expense of $8,731,000 was capitalized in 2003, as compared to $4,685,000 in 2002) and a decrease in average interest rates from 8.55% to 7.98%.

Interest and other income, net was $123,000 in the quarter ended March 31, 2003, compared to $667,000 in the prior years quarter, a decrease of $544,000. This decrease resulted primarily from lower average cash invested due to funding of the Lexington Avenue development project.

13 PAGEBREAK

Table of Contents

(amounts in thousands)	For The Three Months Ended March 31, — 2003		2002
Total revenues	$ 155		$ 580
Total expenses	399		513
(Loss) Income from discontinued operations	$ (244	)	$ 67

The decrease in revenues and expenses in 2003 were due to the sale of the Third Avenue property in August of 2002.

Liquidity and Capital Resources

Alexanders operating properties do not generate sufficient cash flow to pay all of its expenses. After the completion of the Lexington Avenue property, which is not expected until 2005, the Company expects that cash flow will become positive.

Development Plans

The development plans at Lexington Avenue consist of approximately 1.3 million square foot multi-use building. The building will contain approximately 154,000 net rentable square feet of retail (45,000 square feet of which has been leased to Hennes & Mauritz), approximately 878,000 net rentable square feet of office (695,000 square feet of which has been leased to Bloomberg L.P.) and approximately 248,000 net saleable square feet of residential consisting of condominium units (through a taxable REIT subsidiary). Construction is expected to be completed in 2005. On July 3, 2002 the Company finalized a $490,000,000 loan with HVB Real Estate Capital (Hypo Vereinsbank) to finance the construction of the Lexington Avenue property (the Construction Loan). The estimated construction costs in excess of the construction loan of approximately $140,000,000 has been provided by the Company. The Construction Loan has an interest rate of LIBOR plus 2.5% (currently 3.88%) and a term of forty-two months subject to two one-year extensions. The Company has received funding of $80,000,000 under the Construction Loan as of March 31, 2003. Of the total construction budget of $630,000,000, $246,000,000 has been expended through March 31, 2003 and an additional $143,000,000 has been committed to. Pursuant to this Construction Loan, Vornado has agreed to guarantee, among other things, the lien free, timely, completion of the construction of the project and funding of project costs in excess of a stated loan budget, if not funded by the Company. If Vornado should advance any funds under the Completion Guarantee in excess of the $26,000,000 currently available under its line of credit with the Company, interest on those advance are at 15% per annum.

The Companys lease with Bloomberg L.P. has an initial term of 25 years, with a ten-year renewal option. Base annual net rent is $34,529,000 in each of the first four years and $38,533,000 in the fifth year with a similar percentage increase each four years thereafter.

Insurance

14 PAGEBREAK

Table of Contents

are breaches of these debt instruments that allow the lenders to declare an event of default and accelerate repayment of the debt. In addition, if lenders insist on coverage for these risks, as it existed prior to September 11, 2001, it could adversely affect the Companys ability to finance and/or refinance its properties, including the construction of its Lexington Avenue development property.

Disposition of Property

Debt

The Company has additional borrowing capacity of $26,000,000 under its line of credit with Vornado. The Company can also raise additional capital through mezzanine level borrowing (deeply subordinated debt which is not secured by a senior interest in assets) and through the sale of securities and assets (the Company estimates that the fair market value of its assets are substantially in excess of their historical cost). The Company continues to evaluate its financing alternatives.

Although there can be no assurance, the Company believes that its cash sources as outlined above will be adequate to fund its cash requirements until its operations generate adequate cash flow.

Cash Flows

Three Months Ended March 31, 2003

Net cash provided by operating activities of $9,445,000 was comprised of (i) net income of $4,804,000 (ii) non-cash items of $2,014,000, offset by and (iii) the net change in operating assets and liabilities of $2,627,000. The adjustments for non-cash items are comprised of depreciation and amortization of $2,574,000, offset by the effect of straight-lining of rental income of $560,000.

Net cash used in investing activities of $64,434,000, was comprised of capital expenditures of $61,574,000. The capital expenditures were primarily related to the Lexington Avenue development project.

Net cash provided by financing activities of $23,801,000 resulted primarily from increase borrowings primarily to fund the Lexington Avenue development project of $24,518,000, offset by debt repayments of $717,000.

15 PAGEBREAK

Table of Contents

Three Months Ended March 31, 2002

Net cash provided by operating activities of $957,000 was comprised of (i) net income of $3,531,000, (ii) non-cash items of $1,098,000, offset by the net change in operating assets and liabilities of $3,672,000. The adjustments for non-cash items are comprised of depreciation and amortization of $1,842,000, offset by the effect of straight-lining of rental income of $744,000.

Net cash used in investing activities of $14,212,000 was comprised of capital expenditures of $12,223,000 and increased in restricted cash of $1,989,000. The capital expenditures were primarily comprised of (i) capitalized interest and other carrying costs of $5,201,000, and (ii) excavation, foundation and predevelopment costs at the Lexington Avenue property of $6,799,000.

Net cash used in financing activities of $706,000, resulted primarily from debt payments of $670,000.

Funds from Operations for the Three Months Ended March 31, 2003, and 2002

Funds from operations (FFO) was $6,411,000 in the quarter ended March 31,2003, compared to $5,174,000 in the prior years quarter, an increase of $1,237,000. Effective with the Companys filing of its 2003 first quarter Form 10-Q, the Company has revised its definition of FFO to include the effect of straight-lining of rent. This change was made in order to comply with the Securities and Exchange Commissions recent Regulation G concerning non-GAAP financial measures, adhere to the National Association of Real Estate Investment Trusts (NAREITs) definition of FFO and to disclose FFO on a comparable basis with virtually all other companies in the industry. FFO for last years first quarter has been restated for comparability. Income from the straight-lining of rents amounted to $560,000 for the quarter ended March 31, 2003, and $744,000 for the quarter ended March 31, 2002. The following table reconciles net income to funds from operations:

(amounts in thousands).	For The Three Months Ended — March 31,
	2003	2002
Net income	$ 4,804	$ 3,531
Depreciation and amortization of
real property	1,607	1,643
Funds from operations	$ 6,411	$ 5,174

Funds from operations does not represent cash generated from operating activities in accordance with generally accepted accounting principles and is not necessarily indicative of cash available to fund cash needs, which is disclosed in the Consolidated Statements of Cash Flows for the applicable periods. There are no material legal or functional restrictions on the use of funds from operations. Funds from operations should not be considered as an alternative to net income as an indicator of the Companys operating performance or as an alternative to cash flows as a measure of liquidity. Management considers funds from operations a relevant supplemental measure of operating performance because it provides a basis for comparison among REITs. Funds from operations is computed in accordance with NAREITs standards, which may not be comparable to funds from operations reported by other REITs that do not define the term in accordance with NAREITs definition or that interpret NAREITs definition differently.

Below are the cash flows provided by (used in) operating, investing and financing activities:

(amounts in thousands)	For The Three Months Ended — March 31,
	2003		2002
Operating activities	$ 9,445		$ 957
Investing activities	$ (64,434	)	$ (14,212	)
Financing activities	$ 23,801		$ (706	)

16 PAGEBREAK

Table of Contents

link2 "Item 3.Quantitative and Qualitative Disclosures About Market Risk"

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Companys exposure to a change in interest rates is as follows:

	2003	Weighted	Effect of 1%	2002	Weighted
(amounts in thousands except	March 31,	Average	Change In	December 31,	Average
per share amount)	Balance	Interest Rate	Base Rates	Balance	Interest Rate
Variable rate	$ 199,018	9.02 %	$ 1,990	$ 174,500	9.76 %
Fixed rate	368,590	7.13 %		369,307	7.13 %
	$ 567,608		1,990	$ 543,807
Total effect on the
Companys
annual net income			$ 1,990
Per share-diluted			$ .40

The fair value of the Companys debt, based on discounted cash flows at the current rate at which similar loans would be made to borrowers with similar credit ratings for the remaining term of such debt, exceeds the aggregate carrying amount by approximately $17,788,000 at March 31, 2003. link2 "Item 4. Controls and Procedures"

Item 4. Controls and Procedures

Within the 90-day period prior to the filing of this Quarterly Report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of Alexanders management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-14(c) under the Securities Exchange Act of 1934). Based upon the evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the design and operation of these disclosure controls and procedures were effective. No significant changes were made in our internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation

17 PAGEBREAK

Table of Contents

link1 "PART II. OTHER INFORMATION"

PART II. OTHER INFORMATION link2 "Item 1. Legal Proceedings"

Item 1. Legal Proceedings

For a discussion of the litigation concerning the sale of the Companys subsidiary which owns the building and has the ground lease for its property in Flushing, New York, see Managements Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Capital Resources.

Other than routine proceedings incidental to their businesses, neither the Company nor any of its subsidiaries is a party to, nor is their property the subject of, any material pending legal proceeding. The Company believes that these legal actions will not be material to the Companys financial condition or results of operations. link2 "Item 6. Exhibits and Reports on Form 8-K"

Item 6. Exhibits and Reports on Form 8-K

(a)	Exhibits required by Item 601 of Regulation of S-K are filed herewith and are listed in the attached Exhibit Index.
(b)	Reports on Form 8-K

During the quarter ended March 31, 2003, the Company did not file any reports on Form 8-K.

Page 18 PAGEBREAK

Table of Contents

link1 "SIGNATURES"

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	ALEXANDERS, INC
	(Registrant)
Date: May 7, 2003	/s/ Joseph Macnow
	Joseph Macnow,
	Executive Vice President and Chief Financial Officer

Page 19 PAGEBREAK

Table of Contents

link1 "CERTIFICATION"

CERTIFICATION

I, Steven Roth, certify that:

| 1. | I have reviewed this quarterly report on Form 10-Q of
Alexanders, Inc.; |
| --- | --- |
| 2. | Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading
with respect to the period covered by this quarterly report; |
| 3. | Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly
present in all material respects the financial condition, results of
operations and cash flows of the registrant as of, and for, the
periods presented in this quarterly report; |
| 4. | The registrants other certifying officer and I are
responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for
the registrant and have: |

| a) | designed such disclosure controls and procedures to
ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in
which this quarterly report is being prepared; |
| --- | --- |
| b) | evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days
prior to the filing date of this quarterly report (the
Evaluation Date); and |
| c) | presented in this quarterly report our conclusions
about the effectiveness of the disclosure controls and procedures
based on our evaluation as of the Evaluation Date; |

The registrants other certifying officer and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors:

| a) | all significant deficiencies in the design or operation
of internal controls which could adversely affect the
registrants ability to record, process, summarize and report
financial data and have identified for the registrants auditors
any material weaknesses in internal controls; and |
| --- | --- |
| b) | any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrants internal controls ; and |

The registrants other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

May 7, 2003

/s/
Steven Roth
Chief Executive Officer

Page 20 PAGEBREAK

Table of Contents

CERTIFICATION

I, Joseph Macnow, certify that:

The registrants other certifying officer and I have disclosed, based on our most recent evaluation, to the registrants auditors and the audit committee of registrants board of directors:

The registrants other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

May 7, 2003

/s/
Joseph Macnow,
Executive Vice President and Chief Financial Officer

21 PAGEBREAK

Table of Contents

link1 "EXHIBIT INDEX"

EXHIBIT INDEX

The following is a list of all exhibits filed as part of the Report:

Exhibit — No.
3(i)		Certificate of Incorporation, as amended.
Incorporated herein by reference from Exhibit 3.0 to
the Registrants Current Report on Form 8-K dated
September 21, 1993.	*
3(ii)		By-laws, as amended. Incorporated herein by
reference from Exhibit 10.1 to the Registrants
Quarterly Report on Form 10-Q for the fiscal quarter
ended March 31, 2000.	*
10(i)(A)(1)		Limited Liability Company Operating Agreement of 731
Residential LLC, dated as of July 3, 2002, among 731
Residential Holding LLC. as the sole member Domenic
A. Borriello, as an Independent Manager and Kim
Lutthang, as an Independent Manager. Incorporated
herein by reference from Exhibit 10(i)(A)(1) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002.	*
10(i)(A)(2)		Limited Liability Company Operating Agreement of 731
Commercial LLC, dated as of July 3, 2002, among 731
Commercial Holding LLC, as the sole member, Domenic
A. Borriello, as an Independent Manager and Kim
Lutthang, as an Independent Manager. Incorporated
herein by reference from Exhibit 10(i)(A)(2) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002.	*
10(i)(B)(1)		Amended and Restated Credit Agreement dated July 3,
2002 between 59th Street Corporation and Vornado
Lending, LLC (evidencing $40,000,000 of debt on which
59th Street Corporation became the direct borrower).
Incorporated herein by reference from Exhibit
10(i)(B)(1) to the Registrants Quarterly Report on
Form 10-Q for the fiscal quarter ended June 30, 2002.	*
10(i)(B)(2)		Credit Agreement, dated July 3, 2002, between
Alexanders Inc. and Vornado Lending L.L.C.
evidencing a $20,000,000 loan. Incorporated herein by
reference from Exhibit 10(i)(B)(2) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002.	*
10(i)(B)(3)		Amended and Restated Credit Agreement, dated July 3,
2002, between Alexanders Inc. and Vornado Lending
L.L.C. evidencing a $50,000,000 line of credit
facility (of which $24,000,000 has been advanced).
Incorporated herein by reference from Exhibit
10(i)(B)(3) to the Registrants Quarterly Report on
Form 10-Q for the fiscal quarter ended June 30, 2002.	*
10(i)(B)(4)		Credit Agreement, dated July 3, 2002, between
Alexanders Inc. and Vornado Lending L.L.C.
evidencing a $35,000,000 loan. Incorporated herein by
reference from Exhibit 10(i)(B)(4) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002.	*

Incorporated by reference

22 PAGEBREAK

Table of Contents

| 10(i)(C) | | Building Loan Agreement, dated as of July 3, 2002, by
and between 731 Commercial LLC and 731 Residential
LLC, collectively as Borrower, and Bayerische
Hypo-und Vereinsbank AG, New York Branch, as Agent
for the Lenders. Incorporated herein by reference
from Exhibit 10(i)(C) to the Registrants Quarterly
Report on Form 10-Q for the fiscal quarter ended June
30, 2002. | * |
| --- | --- | --- | --- |
| 10(i)(C)(1) | | Project Loan Agreement, dated as of July 3, 2002, by
and between 731 Commercial LLC and 731 Residential
LLC, collectively as Borrower, and Bayerische
Hypo-und Vereinsbank AG, New York Branch, as Agent
for the Lenders. Incorporated herein by reference
from Exhibit 10(i)(C)(1) to the Registrants
Quarterly Report on Form 10-Q for the fiscal quarter
ended June 30, 2002. | * |
| 10(i)(C)(2) | | Supplemental Loan Agreement, dated as of July 3,
2002, by and between 731 Commercial LLC and 731
Residential LLC, collectively as Borrower, and
Bayerische Hypo-und Vereinsbank AG, New York Branch,
as Agent for the Lenders. Incorporated herein by
reference from Exhibit 10(i)(C)(2) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |
| (10)(i)(C)(3) | | Consolidated, Amended and Restated Building Loan
Mortgage, dated as of July 3, 2002, by and between
731 Commercial LLC and 731 Residential LLC,
collectively as Borrower, and Bayerische Hypo-und
Vereinsbank AG, New York Branch, as Agent for the
Lenders. Incorporated herein by reference from
Exhibit 10(i)(C)(3) to the Registrants Quarterly
Report on Form 10-Q for the fiscal quarter ended June
30, 2002. | * |
| 10(i)(C)(4) | | Consolidated, Amended and Restated Building Loan
Note, dated as of July 3, 2002 by and between 731
Commercial LLC and 731 Residential LLC, collectively
as Borrower, and Bayerische Hypo-und Vereinsbank AG,
New York Branch, as Agent for the Lenders.
Incorporated herein by reference from Exhibit
10(i)(C)(4) to the Registrants Quarterly Report on
Form 10-Q for the fiscal quarter ended June 30, 2002. | * |
| 10(i)(C)(5) | | Guaranty of Completion, dated as of July 3, 2002,
executed by Vornado Realty L.P. for the benefit of
Bayerische Hypo-und Vereinsbank AG, New York Branch,
as Agent for the Lenders. Incorporated herein by
reference from Exhibit 10(i)(C)(5) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |
| 10(i)(C)(6) | | Guaranty of Carry Obligations, dated as of July 3,
2002, executed by Alexanders, Inc. for the benefit
of Bayerische Hypo-und Vereinsbank AG, New York
Branch, as Agent for the Lenders. Incorporated herein
by reference from Exhibit 10(i)(C)(6) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |
| 10(i)(C)(7) | | Environmental Indemnity Agreement, dated as of July
3, 2002, executed by Alexanders, Inc., 731
Residential LLC and 731 Commercial LLC in favor of
Bayerische Hypo-und Vereinsbank AG, New York Branch,
as Agent for the Lenders. Incorporated herein by
reference from Exhibit 10(i)(C)(7) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |

Incorporated by reference

Page 23 PAGEBREAK

Table of Contents

| 10(i)(C)(8) | | Reimbursement Agreement, dated as of July 3, 2002, by
and between Alexanders, Inc., 731 Commercial LLC,
731 Residential LLC and Vornado Realty, L.P.
Incorporated herein by reference from Exhibit
10(i)(C)(8) to the Registrants Quarterly Report on
Form 10-Q for the fiscal quarter ended June 30, 2002. | * |
| --- | --- | --- | --- |
| 10(i)(D) | | Amended, Restated and Consolidated Mortgage and
Security Agreement, dated May 12, 1999, between The
Chase Manhattan Bank, as mortgagee, and Alexanders
Rego Shopping Center Inc., as mortgagor.
Incorporated herein by reference from Exhibit
10(i)(E) to the Registrants Quarterly Report on Form
10-Q for the fiscal quarter ended June 30, 2000. | * |
| 10(i)(E)(1) | | Real Estate Retention Agreement dated as of July 20,
1992, between Vornado Realty Trust and Keen Realty
Consultants, Inc., each as special real estate
consultants, and the Company. Incorporated herein by
reference from Exhibit 10(i)(O) to the Registrants
Form 10-K for the fiscal year ended July 25, 1992. | * |
| 10(i)(E)(2) | | Extension Agreement to the Real Estate Retention
Agreement, dated as of February 6, 1995, between the
Company and Vornado Realty Trust. Incorporated
herein by reference from Exhibit 10(i)(G)(2) to the
Registrants Form 10-K for the fiscal year ended
December 31, 1994. | * |
| 10(i)(E)(3) | | Amendment to Real Estate Retention Agreement, dated
as of July 3, 2002, by and between Alexanders, Inc.
and Vornado Realty, L.P. Incorporated herein by
reference from Exhibit 10(i)(E)(3) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |
| 10(i)(E)(4) | | 59th Street Real Estate Retention Agreement, dated as
of July 3, 2002, by and between Vornado Realty, L.P.,
731 Residential LLC and 731 Commercial LLC.
Incorporated herein by reference from Exhibit
10(i)(E)(4) to the Registrants Quarterly Report on
Form 10-Q for the fiscal quarter ended June 30, 2002. | * |
| 10(i)(F)(1) | | Amended and Restated Management and Development
Agreement, dated as of July 3, 2002, by and between
Alexanders, Inc., the subsidiaries party thereto and
Vornado Management Corp. Incorporated herein by
reference from Exhibit 10(i)(F)(1) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |
| 10(i)(F)(2) | | 59th Street Management and Development Agreement,
dated as of July 3, 2002, by and between 731
Commercial LLC and Vornado Management Corp.
Incorporated herein by reference from Exhibit
10(i)(F)(2) to the Registrants Quarterly Report on
Form 10-Q for the fiscal quarter ended June 30, 2002. | * |
| 10(i)(F)(3) | | Kings Plaza Management Agreement, dated as of May 31,
2001, by and between Alexanders Kings Plaza LLC and
Vornado Management Corp. Incorporated herein by
reference from Exhibit 10(i)(F)(3) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |
| 10(ii)(A)(3) | | Agreement of Lease for Rego Park, Queens, New York,
between Alexanders, Inc. and Sears Roebuck & Co.
Incorporated herein by reference from Exhibit 10.1 to
the Registrants Quarterly Report on Form 10-Q for
the fiscal quarter ended March 31, 1994. | * |

Incorporated by reference

Page 24 PAGEBREAK

Table of Contents

| 10(ii)(A)(4) | | Lease for Roosevelt Avenue, Flushing, New York, dated
as of December 1, 1992, between the Company, as
landlord, and Caldor, as tenant. Incorporated herein
by reference from Exhibit (ii)(E)(7) to the
Registrants Form 10-K for the fiscal year ended July
25, 1992. | * |
| --- | --- | --- | --- |
| 10(ii)(A)(4) | | First Amendment to Sublease for Roosevelt Avenue,
Flushing, New York, dated as of February 22, 1995
between the Company, as sublandlord, and Caldor, as
tenant. Incorporated herein by reference from
Exhibit 10(ii)(A)(8)(b) to the Registrants Form 10-K
for the fiscal year ended December 31, 1994. | * |
| 10(ii)(A)(5) | | Lease Agreement, dated March 1, 1993 by and between
the Company and Alex Third Avenue Acquisition
Associates. Incorporated by reference from Exhibit
10(ii)(F) to the Registrants Form 10-K for the
fiscal year ended July 31, 1993. | * |
| 10(ii)(A)(6) | | Agreement of Lease for Rego Park, Queens, New York,
between the Company and Marshalls of Richfield, MN.,
Inc., dated as of March 1, 1995. Incorporated herein
by reference from Exhibit 10(ii)(A)(12)(a) to the
Registrants Form 10-K for the fiscal year ended
December 31, 1994. | * |
| 10(ii)(A)(7) | | Guaranty, dated March 1, 1995, of the Lease described
in Exhibit 10(ii)(A)(6)(a) above by the Company.
Incorporated herein by reference from Exhibit
10(ii)(A)(12)(b) to the Registrants Form 10-K for
the fiscal year ended December 31, 1994. | * |
| 10(iii)(B) | | Employment Agreement, dated February 9, 1995, between
the Company and Stephen Mann. Incorporated herein by
reference from Exhibit 10(iii)(B) to the Registrants
Form 10-K for the fiscal year ended December 31, 1994. | * |
| 10(iv)(A) | | Registrants Omnibus Stock Plan, as amended, dated
May 28, 1997. Incorporated herein by reference from
Exhibit 10 to the Registrants Form 10-Q for the
fiscal quarter ended June 30, 1997. | * |
| 10(v)(A)(1) | | Amended and Restated Consolidated Mortgage and
Security Agreement dated as of May 31, 2001 among
Alexanders Kings Plaza L.L.C. as mortgagor,
Alexanders of King L.L.C., as mortgagor and Kings
Parking L.L.C., as mortgagor, collectively borrower,
to Morgan Guaranty Trust Company of New York, as
mortgagee. Incorporated herein by reference from
Exhibit 10(v) A1 to the Registrants Quarterly Report
on Form 10-Q for the fiscal quarter ended June 30,
2001. | * |
| 10(v)(A)(2) | | Amended, Restated and Consolidated Promissory Note,
dated as of May 31, 2001 by and between Alexanders
Kings Plaza L.L.C., Alexanders of Kings L.L.C. and
Kings Parking L.L.C., collectively borrower, and
Morgan Guaranty Trust Company of New York, lender.
Incorporated herein by reference from Exhibit 10(v)
A2 to the Registrants Quarterly Report on Form 10-Q
for the fiscal quarter ended June 30, 2001. | * |
| 10(v)(A)(3) | | Cash Management Agreement dated as of May 31, 2001 by
and between Alexanders Kings Plaza L.L.C.,
Alexanders of Kings L.L.C. and Kings Parking L.L.C.,
collectively borrower, and Morgan Guaranty Trust
Company of New York, lender. Incorporated herein by
reference from Exhibit 10(v) A3 to the Registrants
Quarterly Report on Form 10-Q for the fiscal quarter
ended June 30, 2001. | * |

Incorporated by reference

Page 25 PAGEBREAK

Table of Contents

| 10(v)(A)(4) | | Note modification and Severance Agreement dated as of
November 26, 2001, between Alexanders Kings Plaza
L.L.C., Alexanders of Kings L.L.C. and Kings Parking
L.L.C., collectively borrower and JP Morgan Chase
Bank of New York, lender. Incorporated herein by
reference from Exhibit 10(v)(A)(4) to the
Registrants Form 10-K for the fiscal year ended
December 31, 2001. | * |
| --- | --- | --- | --- |
| 10(v)(B)(1) | | Agreement of Lease dated as of April 30, 2001 between
Seven Thirty One Limited Partnership, landlord, and
Bloomberg L.P., tenant. Incorporated herein by
reference from Exhibit 10(v) B to the Registrants
Quarterly Report on Form 10-Q for the fiscal quarter
ended June 30, 2001. | * |
| 10(v)(B)(2) | | First Amendment of Lease, dated as of April 19, 2002,
between Seven Thirty One Limited Partnership,
landlord and Bloomberg L.P., tenant. Incorporated
herein by reference from Exhibit 10(v)(B)(2) to the
Registrants Quarterly Report on Form 10-Q for the
fiscal quarter ended June 30, 2002. | * |
| 10(v)(C)(1) | | Loan Agreement dated as of October 2, 2001 by and
between ALX of Paramus LLC, as borrower, and SVENSKA
HANDELSBANKEN AB (publ), as lender. Incorporated
herein by reference from Exhibit 10(v)(C)(1) to the
Registrants Form 10-K for the fiscal year ended
December 31, 2001. | * |
| 10(v)(C)(2) | | Mortgage, Security Agreement and Fixture Financing
Statement dated as of October 2, 2001 by and between
ALX of Paramus LLC, as borrower, and SVENSKA
HANDELSBANKEN AB (publ), as lender. Incorporated
herein by reference from Exhibit 10(v)(C)(2) to the
Registrants Form 10-K for the fiscal year ended
December 31, 2001. | * |
| 10(v)(C)(3) | | Environmental undertaking letter dated as of October
2, 2001 by and between ALX of Paramus LLC, as
borrower, and SVENSKA HANDELSBANKEN AB (publ), as
lender. Incorporated herein by reference from Exhibit
10(v)(C)(3) to the Registrants Form 10-K for the
fiscal year ended December 31, 2001. | * |
| | | Lease dated as of October 2, 2001 by and between ALX
of Paramus LLC, as Landlord, and IKEA Property, Inc.
as Tenant. Incorporated herein by reference from | |
| 10(v)(C)(4) | | Exhibit 10(v)(C)(4) to the Registrants Form 10-K for
the fiscal year ended December 31, 2001. | * |
| 15.1 | | Letter regarding
unaudited interim financial information | |

Incorporated by reference

Page 26

AI assistant

ALEXANDERS INC Interim / Quarterly Report 2003

32096_10-q_2003-05-07_20fce430-a8a7-438d-abee-30e33e50f7f8.zip

AI assistant

ALEXANDERS INC — Interim / Quarterly Report 2003

32096_10-q_2003-05-07_20fce430-a8a7-438d-abee-30e33e50f7f8.zip

More from ALEXANDERS INC

ALEXANDERS INC Interim / Quarterly Report 2003