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Subsequent Events | 12 Months Ended
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Dec. 31, 2024
Subsequent Events |
Subsequent Events |
15. | Subsequent Events
CCMC Services Agreement Effective as of January 1, 2025, Seaport Entertainment Management, LLC (“SEM”), a wholly owned indirect subsidiary of the Company, entered into a services agreement (the “Services Agreement”) with Creative Culinary Management Company LLC and the Company. CCMC is a wholly-owned subsidiary of JG Restaurant Group LLC, which is a wholly-owned subsidiary of Jean-Georges Restaurants. CCMC provides services for certain retail and food beverage businesses that the Company or its affiliates own at the Seaport, either wholly or through partnerships with third parties (the “Management Agreement Services”). ​ Effective January 1, 2025, we, through SEM, became the employer of certain employees that previously provided the Management Agreement Services through CCMC. Pursuant to the Services Agreement, we will provide services to CCMC in order for CCMC to perform the Management Agreement Services. The term of the Services Agreement will continue until the earlier of (i) the date on which we acquire 100% of the equity interests of CCMC (the “Acquisition Date”) and (ii) the expiration or termination of all of the management agreements referred to in the Services Agreement. In the event that the Acquisition Date has not occurred by June 30, 2025, CCMC or SEM (or its respective affiliate that is a party to that management agreement) shall then have the right to terminate the management agreements. ​ During the term, we will perform and provide the services to and for the benefit of CCMC in exchange for the following consideration: we will charge CCMC for the services at a rate equal to $1.00 per month. Further, during the term, (i) CCMC will have no further obligations nor liabilities pursuant to the management agreements to provide any Management Agreement Services to SEG, and (ii) we will continue to pay CCMC any and all fees or other consideration required under the management agreements. ​ As of December 31, 2024, the Tin Building by Jean-Georges was classified as a VIE because the equity holders, as a group, lack the characteristics of a controlling financial interest. As of January 1, 2025, in conjunction with the execution of the Services Agreement, the Company, through employing the personnel who perform the Management Agreement Services and directing the operating, budgeting, and planning activities that most significantly impact the VIE’s economic performance, became the primary beneficiary of the VIE and will consolidate the Tin Building by Jean-Georges as of January 1, 2025. ​ The Company is still assessing the accounting impact of the Services Agreement on other joint ventures historically managed by CCMC, including the Lawn Club. ​ Amended 250 Water Street Mortgage On January 1, 2025, the Company amended its mortgage agreement on 250 Water Street whereby the stated margin rate increased from 5% to 7%. The Company has a total return swap with the lender in connection with this debt and the assumed rate of the indebtedness associated with this debt obligation is based on SOFR + 4.5%, which is the combination of the interest rates on two instruments: (i) the variable-rate debt obligation, pursuant to which the Company is obligated to pay the lender an amount equal to SOFR + 7.0%, and (ii) the total return swap, pursuant to which the Company is entitled to receive 2.5% from the lender. The amendment does not change any material terms of the agreement, and the net effective rate of indebtedness remains the same. As a result, the amendment does not result in any change in cash flows to the Company. ​ Leasing ​ In January 2025, the Company entered into a long term lease agreement with immersive entertainment and experience creator, Meow Wolf, for approximately 74,000 square feet in Pier 17. The initial lease term is 20 years with additional extension options.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/855/tableOfContent Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 855 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147483399/855-10-50-2 + Details
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