0001953366-24-000014 | 10-Q | XBRL Viewer

Combined and Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Loans receivable and other lending investments, allowances	$ 514	$ 497
Common Stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common Stock, shares authorized (in shares)	200,000,000	200,000,000
Common Stock, shares issued (in shares)	13,320,000	13,320,000
Common Stock, shares outstanding (in shares)	13,319,552	13,320,000
Management fees due SAFE	$ 7,600	$ 7,200

- Definition

Amount of allowance for credit loss on financing receivable. Excludes allowance for financing receivable covered under loss sharing agreement.

+ References + Details

Land and Development

3 Months Ended

Mar. 31, 2024

Land And Development [Abstract]

Land and Development

Note 5—Land and Development

The Company’s land and development assets were comprised of the following ($ in thousands):


	As of
	March 31,		December 31,
	2024		2023
Land and land development, at cost	$	189,735	$	193,360
Less: accumulated depreciation		(12,179)		(11,966)
Total land and development, net	$	177,556	$	181,394

Dispositions—During the three months ended March 31, 2024 and 2023, the Company sold land parcels and residential lots and units and recognized land development revenue of $16.6 million and $9.6 million, respectively, and land development cost of sales of $12.3 million and $10.0 million, respectively, from its land and development portfolio.

In September 2023, the Company sold a land parcel to a third-party and provided the buyer with a loan to finance the acquisition. The buyer had the option to prepay the loan in full on or before a specified date, it would receive a discounted purchase price. At origination, the Company recorded the loan based on the discounted purchase price since collection of the discounted portion of the sale was undetermined. The buyer elected to not prepay the loan and receive the discounted purchase price and, as such, the Company recorded additional land development revenue during the three months ended March 31, 2024. The loan to the buyer is included in “Loans receivable and other lending investments, net” on the Company’s combined and consolidated balance sheets.

In December 2023, the Company transferred the ownership interests in a subsidiary land owner to a third-party venture (the “Venture”) for its development and construction of a multifamily project in Asbury Park, NJ (the “Project”). In connection with this transfer, the Company (i) provided the Venture with a $10.6 million mezzanine loan that was fully funded at closing and is secured by the ownership interests in the subsidiary land owner; and (ii) provided a completion and carry guaranty on the Venture’s $80.0 million senior construction mortgage loan (refer to Note 9) with a third-party lender in return for a fee. The Company is a non-member manager of the Venture and is entitled to certain fees, but otherwise has no expected member-related economics. Until the mezzanine loan is repaid and the guaranties are released, the Company controls all decision-making of the Venture. The Venture is responsible for the funding and performance of all development and construction activities and the Company is not obligated to provide any capital contributions to the Venture. At closing, the third-party members provided $21.0 million in cash capital contributions to the Venture, exclusive of a $3.0 million deferred profits interest, which combined represent the total equity capitalization.

The Company determined that the Venture (and its consolidated subsidiaries developing the Project) is a VIE for which the Company is the primary beneficiary and thus consolidated it under ASC 810. As a result, for accounting purposes, the Project will be recorded on the Company’s combined and consolidated financial statements and the mezzanine loan will eliminate in consolidation. The $21.0 million in third-party cash capital contributions to the Venture represents noncontrolling interests in the Company’s combined and consolidated balance sheet. The Company expects this consolidation treatment to continue until the mezzanine loan is paid in full by the Venture and the Company’s senior loan guaranties are released by the lender.

Debt Obligations, net (Future Scheduled Maturities) (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Maturities of Long-term Debt [Abstract]

Total debt obligations, net

^[1]

$ 195,024

$ 192,895

Secured Debt

Maturities of Long-term Debt [Abstract]

2024 (remaining nine months)

83,694

115,000

Total principal maturities

198,694

196,914

Unamortized discounts and deferred financing costs, net

(3,670)

(4,019)

Total debt obligations, net

$ 195,024

$ 192,895

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Commitments and Contingencies

3 Months Ended

Mar. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 10—Commitments and Contingencies

Commitments—Future minimum lease obligations under non-cancelable operating leases as of March 31, 2024 are as follows ($ in thousands):⁽¹⁾


2024 (remaining nine months)	$	364
2025		486
2026		486
2027		162
2028		—
Thereafter		—
Total undiscounted cash flows		1,498
Present value discount⁽¹⁾		(70)
Lease liabilities	$	1,428

(1)

The lease liability equals the present value of the minimum rental payments due under the lease discounted at the rate implicit in the lease or the Company’s incremental secured borrowing rate for similar collateral. For operating leases, lease liabilities were discounted at inception at the Company’s weighted average incremental secured borrowing rate for similar collateral estimated to be 3.0% and the weighted average remaining lease term is 3.1 years.

Legal Proceedings—The Company and/or one or more of its subsidiaries is party to various pending litigation matters that are considered ordinary routine litigation incidental to the Company’s business as a finance and investment company focused on the commercial real estate industry, including foreclosure-related proceedings. The Company believes it is not a party to, nor are any of its properties the subject of, any pending legal proceeding that would have a material effect on the Company’s combined and consolidated financial statements.

Earnings Per Share (Earnings Allocable to Common Shares) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Numerator for basic and diluted earnings per share:
Net income (loss) allocable to common shareholders - Basic	$ (48,981)	$ (90,715)
Net income (loss) allocable to common shareholders - Diluted	$ (48,981)	$ (90,715)
Denominator for basic and diluted earnings per share:
Weighted average common shares outstanding for basic earnings per common share	13,320,000	13,320,000
Weighted average common shares outstanding for diluted earnings per common share	13,320,000	13,320,000
Basic and diluted earnings per common share:
Net income (loss) allocable to common shareholders - Basic	$ (3.68)	$ (6.81)
Net income (loss) allocable to common shareholders - Diluted	$ (3.68)	$ (6.81)
Pro rata distribution of common shares issued for each outstanding share of iStar common share at Spin-off.		0.153

Other Assets and Other Liabilities (Deferred Expenses and Other Assets) (Details) - USD ($)
$ in Thousands

3 Months Ended

Mar. 31, 2024

Mar. 31, 2023

Dec. 31, 2023

Real Estate Properties [Line Items]

Other assets

$ 8,058

$ 8,882

Operating lease right-of-use assets

1,267

1,380

Restricted cash

10,389

10,051

Other receivables

2,502

1,865

Leasing costs, net

101

Intangible assets, net

165

180

Deferred expenses and other assets, net

^[1]

22,473

22,459

Intangible assets, accumulated amortization

$ 200

200

Weighted average amortization period

3 years 7 months 6 days

Accumulated amortization on leasing costs

$ 200

Operating Lease, Right-of-Use Asset, Statement of Financial Position

Deferred expenses and other assets, net

Real Estate Expense

Real Estate Properties [Line Items]

Operating lease expense

$ 100

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Debt Obligations, net (Secured Term Loan and Credit Facility Narrative) (Details) $ in Millions		1 Months Ended	3 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($) item	Mar. 31, 2024 USD ($)	Sep. 30, 2023 USD ($)	Mar. 31, 2024 USD ($)
Safehold Inc.
Line of Credit Facility [Line Items]
Interest expense			$ 2.4
Loan Payable to iStar
Line of Credit Facility [Line Items]
Debt instrument, face amount	$ 125.0
Stated interest rate	8.00%
Interest expense				$ 2.5
Senior Construction Mortgage Loan \| Venture
Line of Credit Facility [Line Items]
Debt instrument, face amount		$ 80.0
Debt instrument term extension, number of option \| item		1
Debt instrument extension term		12 months
Debt instrument term extension option fees		1.00%
Debt instrument origination fees		1.00%
Debt instrument exit fees		1.85%
Debt instrument term		3 years
Senior Construction Mortgage Loan \| SOFR \| Venture
Line of Credit Facility [Line Items]
Debt instrument floor rate		3.65%
Basis point spread on variable interest rate		6.85%
Secured Debt \| Safe Credit Facility
Line of Credit Facility [Line Items]
Stated interest rate			8.00%		8.00%
Secured Debt \| Safe Credit Facility \| Safehold Inc.
Line of Credit Facility [Line Items]
Stated interest rate	8.00%
Interest rate when any loan remains outstanding under an incremental facility available under the Safe Credit Facility	10.00%
Commitment fees paid	$ 0.6
Secured Debt \| Term Loan \| Safehold Inc.
Line of Credit Facility [Line Items]
Debt instrument, face amount	115.0
Secured Debt \| Incremental Borrowing Facility \| Safehold Inc.
Line of Credit Facility [Line Items]
Maximum borrowing capacity	25.0
Secured Debt \| Margin Loan Facility \| SOFR
Line of Credit Facility [Line Items]
Basis point spread on variable interest rate			3.00%
Secured Debt \| Margin Loan Facility \| Morgan Stanley
Line of Credit Facility [Line Items]
Debt instrument, face amount	$ 140.0
Debt instrument term	3 years
Loan proceeds used to extinguish senior unsecured notes	$ 88.0
Repayment of principal					$ 60.0

Fair Values - (Available-For-Sale Securities) (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended	12 Months Ended
	Feb. 29, 2024	Sep. 30, 2023	Mar. 31, 2024	Dec. 31, 2023
Assets and liabilities recorded at fair value
Purchases	$ 800	$ 4,200
Unrealized losses recorded in other comprehensive income (loss)			$ 206	$ 359
Recurring Basis \| Significant unobservable inputs (Level 3)
Assets and liabilities recorded at fair value
Beginning balance			4,579
Purchases			770
Unrealized losses recorded in other comprehensive income (loss)			(153)
Ending balance			$ 5,196	$ 4,579

Loans Receivable and Other Lending Investments, net (Tables)

3 Months Ended

Mar. 31, 2024

Receivables [Abstract]

Schedule of the company's loans receivable and other lending investments by class

The following is a summary of the Company’s loans receivable and other lending investments by class ($ in thousands): ⁽¹⁾


	As of
	March 31, 2024		December 31, 2023
Loans
Senior mortgages	$	3,050	$	2,550
Subordinate mortgages		14,509		14,266
Subtotal - gross carrying value of loans		17,559		16,816
Other lending investments
Available-for-sale debt securities		5,196		4,579
Subtotal - other lending investments		5,196		4,579
Total gross carrying value of loans receivable and other lending investments		22,755		21,395
Allowance for loan losses		(514)		(497)
Total loans receivable and other lending investments, net	$	22,241	$	20,898

(1)

As of March 31, 2024 and December 31, 2023, accrued interest was $0.3 million and $0.2 million, respectively, and is recorded in “Accrued interest and operating lease income receivable, net” on the Company’s combined and consolidated balance sheets. During the three months ended March 31, 2024 and 2023, the Company did not reverse any accrued interest on its loan portfolio.

Schedule of changes in the company's allowance for loan losses

Allowance for Loan Losses—Changes in the Company’s allowance for loan losses were as follows for the three months ended March 31, 2024 and 2023 ($ in thousands):


	General Allowance

	Construction				Specific
Three Months Ended March 31, 2024	Loans		Loans		Allowance		Total
Allowance for loan losses at beginning of period	$	—	$	497	$	—	$	497
Provision for (recovery of) loan losses⁽¹⁾		—		17		—		17
Allowance for loan losses at end of period	$	—	$	514	$	—	$	514

Three Months Ended March 31, 2023
Allowance for loan losses at beginning of period	$	92	$	437	$	396	$	925
Provision for (recovery of) loan losses⁽¹⁾		(14)		(57)		(396)		(467)
Allowance for loan losses at end of period	$	78	$	380	$	—	$	458

(1)

During the three months ended March 31, 2024 and 2023, the Company recorded a provision for loan losses of $17 thousand and $1.7 million, respectively, in its combined and consolidated statements of operations. The provision in 2024 was due primarily to a principal addition to a loan originated in September 2023 (refer to Note 5). The provision in 2023 was due primarily to a $2.2 million provision on the sale of a loan held for sale, which was partially offset by a recovery due to the repayment of loans during the three months ended March 31, 2023.

Schedule of recorded investment in loans and associated allowance for loan losses

The Company’s investment in loans, all of which were collectively evaluated for impairment, and the associated allowance for loan losses were as follows as of March 31, 2024 and December 31, 2023 ($ in thousands):


As of March 31, 2024
Loans	$	17,559
Less: Allowance for loan losses		(514)
Total	$	17,045
As of December 31, 2023
Loans	$	16,816
Less: Allowance for loan losses		(497)
Total	$	16,319

Schedule of investment in performing loans, presented by class and by credit quality, as indicated by risk rating

The Company’s amortized cost basis in performing senior mortgage and subordinate mortgages, presented by year of origination and by credit quality, as indicated by risk rating, as of March 31, 2024 were as follows ($ in thousands):


	Year of Origination
	2024		2023		2022		2021		2020		Prior to 2020		Total
Senior mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		—		3,050		—		—		—		—		3,050
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal	$	—	$	3,050	$	—	$	—	$	—	$	—	$	3,050
Subordinate mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		—		—		—		—		—		14,509		14,509
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal	$	—	$	—	$	—	$	—	$	—	$	14,509	$	14,509
Total	$	—	$	3,050	$	—	$	—	$	—	$	14,509	$	17,559

The Company’s amortized cost basis in performing senior mortgages and subordinate mortgages, presented by year of origination and by credit quality, as indicated by risk rating, as of December 31, 2023 were as follows ($ in thousands):


	Year of Origination
	2023		2022		2021		2020		2019		Prior to 2019		Total
Senior mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		2,550		—		—		—		—		—		2,550
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal⁽¹⁾	$	2,550	$	—	$	—	$	—	$	—	$	—	$	2,550
Subordinate mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		—		—		—		—		—		14,266		14,266
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal	$	—	$	—	$	—	$	—	$	—	$	14,266	$	14,266
Total	$	2,550	$	—	$	—	$	—	$	—	$	14,266	$	16,816

Schedule of recorded investment in loans, aged by payment status and presented by class

The Company’s amortized cost basis in loans, aged by payment status and presented by class, was as follows ($ in thousands):


			Less Than		Greater
			or Equal		Than		Total
	Current		to 90 Days		90 Days		Past Due		Total
As of March 31, 2024
Senior mortgages	$	3,050	$	—	$	—	$	—	$	3,050
Subordinate mortgages		14,509		—		—		—		14,509
Total	$	17,559	$	—	$	—	$	—	$	17,559
As of December 31, 2023
Senior mortgages	$	2,550	$	—	$	—	$	—	$	2,550
Subordinate mortgages		14,266		—		—		—		14,266
Total	$	16,816	$	—	$	—	$	—	$	16,816

Schedule of other lending investments - securities

Other lending investments—Other lending investments includes the following securities ($ in thousands):


					Net				Net
			Amortized		Unrealized		Estimated		Carrying
	Face Value		Cost Basis		Gain (Loss)		Fair Value		Value
As of March 31, 2024
Available-for-sale securities
Municipal debt securities⁽¹⁾	$	4,990	$	4,990	$	206	$	5,196	$	5,196
Total	$	4,990	$	4,990	$	206	$	5,196	$	5,196
As of December 31, 2023
Available-for-Sale Securities
Municipal debt securities⁽¹⁾	$	4,220	$	4,220	$	359	$	4,579	$	4,579
Total	$	4,220	$	4,220	$	359	$	4,579	$	4,579

(1)	In September 2023, the Company acquired two securities for $4.2 million. The securities both accrue interest at 7.0% and mature in July 2053. In February 2024, the Company acquired one security for $0.8 million that accrues interest at 7.0% and matures in January 2054.

Commitments and Contingencies (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Operating
2024 (remaining nine months)	$ 364
2025	486
2026	486
2027	162
2028	0
Thereafter	0
Total undiscounted cash flows	1,498
Present value discount	(70)
Lease liabilities	$ 1,428	$ 1,538
Operating leases, weighted average incremental borrowing rate, discount rate (percent)	3.00%
Operating leases, weighted average lease term (in years)	3 years 1 month 6 days

Fair Values (Tables)

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Schedule of assets and liabilities recorded at fair value on a recurring and non-recurring basis

The following fair value hierarchy table summarizes the Company’s assets recorded at fair value on a recurring or non-recurring basis by the above categories as of March 31, 2024 and December 31, 2023 ($ in thousands):


	Fair Value Using
			Quoted
			market		Significant
			prices in		other		Significant
			active		observable		unobservable
			markets		inputs		inputs
	Total		(Level 1)		(Level 2)		(Level 3)
As of March 31, 2024
Recurring basis:
Available-for-sale debt securities⁽¹⁾	$	5,196	$	—	$	—	$	5,196
Other investments (refer to Note 7)		278,567		278,567		—		—

As of December 31, 2023
Non-recurring basis:
Available-for-sale debt securities⁽¹⁾	$	4,579	$	—	$	—	$	4,579
Other investments (refer to Note 7)		316,430		316,430		—		—

(1)	The fair value of the Company’s available-for-sale debt securities are based upon unadjusted third-party broker quotes and are classified as Level 3.

Schedule of carrying value and fair value of financial instruments

The following table summarizes changes in Level 3 available-for-sale securities reported at fair value on the Company’s combined and consolidated balance sheets for the three months ended March 31, 2024 ($ in thousands):


Beginning balance	$	4,579
Purchases		770
Unrealized gain (loss) recorded in other comprehensive income (loss)		(153)
Ending balance	$	5,196

Fair values of financial instruments—The following table presents the carrying value and fair value for the Company’s financial instruments ($ in millions):


	As of March 31, 2024				As of December 31, 2023
	Carrying		Fair		Carrying		Fair
	Value		Value		Value		Value
Assets
Loans receivable and other lending investments, net⁽¹⁾	$	22	$	19	$	21	$	17
Equity investment in Safe⁽²⁾		279		279		316		316
Cash and cash equivalents⁽³⁾		46		46		51		51
Restricted cash⁽³⁾		10		10		10		10

Liabilities
Debt obligations, net⁽¹⁾		195		199		193		193

(1)	The fair value of the Company’s loans receivable and other lending investments, net and debt obligations are classified as Level 3 within the fair value hierarchy.

(2)	The fair value of the Company’s investment in approximately 13.5 million shares of Safe common stock is classified as Level 1 within the fair value hierarchy, and is included within “Other investments” on the Company’s balance sheet.

(3)

The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values. Restricted cash is recorded in “Deferred expenses and other assets, net” on the Company’s balance sheet. The fair value of the Company’s cash and cash equivalents and restricted cash are classified as Level 1 within the fair value hierarchy.

Commitments and Contingencies (Tables)

3 Months Ended

Mar. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Schedule of future minimum lease obligations operating leases

Commitments—Future minimum lease obligations under non-cancelable operating leases as of March 31, 2024 are as follows ($ in thousands):⁽¹⁾


2024 (remaining nine months)	$	364
2025		486
2026		486
2027		162
2028		—
Thereafter		—
Total undiscounted cash flows		1,498
Present value discount⁽¹⁾		(70)
Lease liabilities	$	1,428

(1)

Real Estate - Allowance for Doubtful Accounts (Details) - USD ($) $ in Millions	Mar. 31, 2024	Dec. 31, 2023
Real Estate Tenant Receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for doubtful accounts receivable	$ 0.1	$ 0.1

Debt Obligations, net

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Debt Obligations, net

Note 9—Debt Obligations, net

The Company’s debt obligations were as follows ($ in thousands):


	Carrying Value as of				Stated		Scheduled
	March 31, 2024		December 31, 2023		Interest Rates		Maturity Date
Debt obligations:
Safe Credit Facility	$	115,000	$	115,000	8.00	%	March 2027
Margin Loan Facility⁽¹⁾		83,694		81,914	SOFR plus 3.00	%	March 2026
Total debt obligations		198,694		196,914
Debt discounts and deferred financing costs, net		(3,670)		(4,019)
Total debt obligations, net⁽²⁾	$	195,024	$	192,895

(1)

In March 2024 and December 2023, the Company elected to pay interest in kind (“PIK”) of $1.8 million and $1.7 million, respectively, which was added to the principal balance on the Margin Loan Facility at such time. The applicable margin on the Margin Loan Facility increases by 25 basis points for the entirety of the interest period immediately succeeding any interest period with respect to which the Company makes a PIK election.

(2)	During the three months ended March 31, 2024, the Company capitalized interest expense on qualifying real estate assets of $0.5 million.

Future Scheduled Maturities—As of March 31, 2024, future scheduled maturities of outstanding debt obligations are as follows ($ in thousands):


2024 (remaining nine months)	$	—
2025		—
2026		83,694
2027		115,000
2028		—
Thereafter		—
Total principal maturities		198,694
Unamortized discounts and deferred financing costs, net		(3,670)
Total debt obligations, net	$	195,024

Safe Credit Facility—In connection with the Spin-Off, on March 31, 2023, the Company, as borrower, entered into a credit agreement with Safe for a secured term loan with an outstanding principal amount of $115.0 million, plus up to $25.0 million in incremental borrowing capacity for specified purposes (as amended from time to time, the "Safe Credit Facility"). The Safe Credit Facility matures on March 31, 2027.

Interest on borrowings under the Safe Credit Facility is payable in cash and accrues interest at a rate of (x) 8.00% per annum or (y) to the extent any loan remains outstanding under an incremental facility available under the Safe Credit Facility at such time, 10.00% per annum, as applicable. Amounts outstanding under the Safe Credit Facility may be prepaid at any time, in whole or in part, without premium or penalty.

The Company paid a $0.6 million commitment fee in connection with the Safe Credit Facility. The Safe Credit Facility is secured by a first priority pledge of the equity interests in certain subsidiaries of the Company.

During the three months ended March 31, 2024, the Company incurred $2.4 million of interest expense gross of amounts capitalized on the Safe Credit Facility, which is included in “Interest expense – related party” in the Company’s combined and consolidated statements of operations.

Margin Loan Facility—On March 31, 2023, STAR Investment Holdings SPV LLC, a Delaware limited liability company and wholly-owned subsidiary of the Company ("STAR SPV"), as borrower, entered into a margin loan agreement providing for a three-year, $140.0 million senior secured margin loan facility (as amended from time to time, the "Margin Loan Facility"), with Morgan Stanley Senior Funding, Inc., as administrative agent, Morgan Stanley & Co. LLC, as calculation agent, and Morgan Stanley Bank, N.A., as initial lender. STAR SPV drew the full amount of the Margin Loan Facility on March 31, 2023 and directed that approximately $88.0 million of the proceeds be applied to redeem iStar’s

senior unsecured notes due 2024, 2025 and 2026. The Company repaid $60.0 million principal amount of the Margin Loan Facility through March 31, 2024. The Margin Loan Facility is initially secured by a first priority pledge of the Safe Shares and has a maturity of March 31, 2026.

Interest on the Margin Loan Facility is payable in cash; provided, that STAR SPV may, at its option, elect that the interest for any future interest period be paid-in-kind. Amounts outstanding under the Margin Loan Facility accrue interest at a rate equal to term SOFR for a three-month tenor plus a spread. Amounts outstanding under the Margin Loan Facility may be prepaid at any time upon prior notice, in whole or in part, subject to the payment of any applicable make-whole amount.

Senior Construction Mortgage Loan—In December 2023, the Venture (refer to Note 5) entered into an $80.0 million senior construction mortgage loan (the “Loan”). The Loan has a 3-year term with one 12-month extension option subject to a 1.0% fee. The Loan is interest only during the term and accrues interest at SOFR + 6.85% (with a SOFR floor of 3.65%) and features a 1.0% origination fee and a 1.85% exit fee, both on the total loan commitment. As of March 31, 2024, the Venture has not drawn any amount under the Loan.

Other Debt Obligations—During the three months ended March 31, 2023, the Company assumed a $125.0 million loan payable to iStar. The loan had an interest rate of 8.0%. As a result, the Company recognized $2.5 million of interest expense during the three months ended March 31, 2023. The loan was repaid during the three months ended March 31, 2023.

Debt Covenants—The Safe Credit Facility requires that the Company comply with various covenants, including, without limitation, covenants restricting, subject to certain exceptions, indebtedness, liens, investments, mergers, asset sales and the payment of certain dividends. Additionally, the Safe Credit Facility includes customary representations and warranties as well as customary events of default, the occurrence of which, following any applicable grace period, would permit New Safe to, among other things, declare the principal, accrued interest and other obligations of the Company under the Safe Credit Facility to be immediately due and payable and foreclose on the collateral securing the Safe Credit Facility.

The Margin Loan Facility requires that STAR SPV comply with various covenants, including, without limitation, covenants restricting, subject to certain exceptions, indebtedness, liens, investments and the payment of dividends. Additionally, the Margin Loan Facility includes customary representations and warranties, events of default and other creditor protections for this type of facility. Upon the occurrence of certain events which are customary for this type of facility, STAR SPV may be required to prepay all amounts due under the Margin Loan Facility or post additional collateral in accordance with the Margin Loan Facility and related agreements.

A subsidiary of the Company provided a completion and carry guaranty on the Loan and is required to maintain a minimum net worth and a minimum liquidity amount both prior to and after the completion of the Project while the Loan is outstanding.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 470
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//470/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1B
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1C
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1E
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 470
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1I
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

+ Details

Fair Values - (Carrying Value and Fair Value of Financial Instruments) (Details) - USD ($) $ in Thousands, shares in Millions	Mar. 31, 2024	Dec. 31, 2023
Book and estimated fair values of financial instruments
Equity method investments	$ 278,567	$ 316,451
Safehold Inc.
Book and estimated fair values of financial instruments
Equity method investments	$ 278,567	316,430
Number of shares owned (in shares)	13.5
Carrying Value
Book and estimated fair values of financial instruments
Loans receivable and other lending investments	$ 22	21
Cash and cash equivalents	46	51
Restricted cash	10	10
Debt obligations, net	195	193
Carrying Value \| Safehold Inc.
Book and estimated fair values of financial instruments
Equity method investments	279	316
Fair Value
Book and estimated fair values of financial instruments
Loans receivable and other lending investments	19	17
Cash and cash equivalents	46	51
Restricted cash	10	10
Debt obligations, net	199	193
Fair Value \| Safehold Inc.
Book and estimated fair values of financial instruments
Equity method investments	$ 279	$ 316

Combined and Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands

3 Months Ended

Mar. 31, 2024

Mar. 31, 2023

Revenues:

Total revenues

$ 25,436

$ 16,786

Costs and expenses:

Depreciation and amortization

1,183

1,080

General and administrative

^[1]

7,393

14,098

Provision for loan losses

1,701

Other expense

288

Total costs and expenses

36,567

46,836

Unrealized and realized gain (losses) on equity investments

(37,863)

(90,664)

Income (loss) from operations before earnings from equity method investments and other items

(48,994)

(120,714)

Earnings from equity method investments

29,974

Net income (loss) from operations before income taxes

(48,994)

(90,740)

Income tax expense

(2)

Net income (loss)

(48,996)

(90,740)

Net (income) from operations attributable to noncontrolling interests

Net income (loss) allocable to common shareholders

$ (48,981)

$ (90,715)

Per common share data:

Net income (loss) allocable to common shareholders - Basic

$ (3.68)

$ (6.81)

Net income (loss) allocable to common shareholders - Diluted

$ (3.68)

$ (6.81)

Weighted average number of common shares:

Basic (in shares)

13,320

Diluted (in shares)

13,320

Nonrelated party

Costs and expenses:

Interest expense

$ 1,708

$ 10,099

Related party

Costs and expenses:

Interest expense

2,088

Operating lease income

Revenues:

Total revenues

1,881

1,701

Interest income

Revenues:

Total revenues

389

1,115

Other income

Revenues:

Total revenues

^[2]

6,551

4,406

Land development revenue

Revenues:

Total revenues

16,615

9,564

Costs and expenses:

Cost of sales expense

12,346

9,976

Real estate expense

Costs and expenses:

Cost of sales expense

$ 11,776

$ 9,594

[1]	For the three months ended March 31, 2024, includes $6.3 million of management fees incurred to related parties.
[2]	For the three months ended March 31, 2024 and 2023, includes $2.0 million and $2.1 million, respectively, of revenues from hotel properties.

Real Estate - Future Minimum Operating Lease Payments (Details) - Operating properties $ in Thousands	Mar. 31, 2024 USD ($)
Real Estate Properties [Line Items]
2024 (remaining nine months)	$ 3,153
2025	4,257
2026	4,171
2027	1,559
2028	242
Thereafter	$ 875

Other Investments (Other Real Estate Equity Investments) (Details) - Operating properties and land and development venture - Other real estate equity investments	12 Months Ended
	Dec. 31, 2023 property
Schedule of Equity Method Investments [Line Items]
Number of operating properties	2
Equity interest	95.00%

Loans Receivable and Other Lending Investments, net

3 Months Ended

Mar. 31, 2024

Receivables [Abstract]

Loans Receivable and Other Lending Investments, net

Note 6—Loans Receivable and Other Lending Investments, net

The following is a summary of the Company’s loans receivable and other lending investments by class ($ in thousands): ⁽¹⁾


	As of
	March 31, 2024		December 31, 2023
Loans
Senior mortgages	$	3,050	$	2,550
Subordinate mortgages		14,509		14,266
Subtotal - gross carrying value of loans		17,559		16,816
Other lending investments
Available-for-sale debt securities		5,196		4,579
Subtotal - other lending investments		5,196		4,579
Total gross carrying value of loans receivable and other lending investments		22,755		21,395
Allowance for loan losses		(514)		(497)
Total loans receivable and other lending investments, net	$	22,241	$	20,898

(1)

Allowance for Loan Losses—Changes in the Company’s allowance for loan losses were as follows for the three months ended March 31, 2024 and 2023 ($ in thousands):


	General Allowance

	Construction				Specific
Three Months Ended March 31, 2024	Loans		Loans		Allowance		Total
Allowance for loan losses at beginning of period	$	—	$	497	$	—	$	497
Provision for (recovery of) loan losses⁽¹⁾		—		17		—		17
Allowance for loan losses at end of period	$	—	$	514	$	—	$	514

Three Months Ended March 31, 2023
Allowance for loan losses at beginning of period	$	92	$	437	$	396	$	925
Provision for (recovery of) loan losses⁽¹⁾		(14)		(57)		(396)		(467)
Allowance for loan losses at end of period	$	78	$	380	$	—	$	458

(1)


As of March 31, 2024
Loans	$	17,559
Less: Allowance for loan losses		(514)
Total	$	17,045
As of December 31, 2023
Loans	$	16,816
Less: Allowance for loan losses		(497)
Total	$	16,319

Credit Characteristics—As part of the Company’s process for monitoring the credit quality of its loans, it performs a quarterly loan portfolio assessment and assigns risk ratings to each of its performing loans. Risk ratings, which range from 1 (lower risk) to 5 (higher risk), are based on judgments which are inherently uncertain, and there can be no assurance that actual performance will be similar to current expectation. The Company designates loans as non-performing at such time as: (1) interest payments become 90 days delinquent; (2) the loan has a maturity default; or (3) management determines it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan. All non-performing loans are placed on non-accrual status and income is only recognized in certain cases upon actual cash receipt.


	Year of Origination
	2024		2023		2022		2021		2020		Prior to 2020		Total
Senior mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		—		3,050		—		—		—		—		3,050
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal	$	—	$	3,050	$	—	$	—	$	—	$	—	$	3,050
Subordinate mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		—		—		—		—		—		14,509		14,509
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal	$	—	$	—	$	—	$	—	$	—	$	14,509	$	14,509
Total	$	—	$	3,050	$	—	$	—	$	—	$	14,509	$	17,559


	Year of Origination
	2023		2022		2021		2020		2019		Prior to 2019		Total
Senior mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		2,550		—		—		—		—		—		2,550
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal⁽¹⁾	$	2,550	$	—	$	—	$	—	$	—	$	—	$	2,550
Subordinate mortgages
Risk rating
1.0	$	—	$	—	$	—	$	—	$	—	$	—	$	—
1.5		—		—		—		—		—		—		—
2.0		—		—		—		—		—		—		—
2.5		—		—		—		—		—		—		—
3.0		—		—		—		—		—		14,266		14,266
3.5		—		—		—		—		—		—		—
4.0		—		—		—		—		—		—		—
4.5		—		—		—		—		—		—		—
5.0		—		—		—		—		—		—		—
Subtotal	$	—	$	—	$	—	$	—	$	—	$	14,266	$	14,266
Total	$	2,550	$	—	$	—	$	—	$	—	$	14,266	$	16,816

The Company’s amortized cost basis in loans, aged by payment status and presented by class, was as follows ($ in thousands):


			Less Than		Greater
			or Equal		Than		Total
	Current		to 90 Days		90 Days		Past Due		Total
As of March 31, 2024
Senior mortgages	$	3,050	$	—	$	—	$	—	$	3,050
Subordinate mortgages		14,509		—		—		—		14,509
Total	$	17,559	$	—	$	—	$	—	$	17,559
As of December 31, 2023
Senior mortgages	$	2,550	$	—	$	—	$	—	$	2,550
Subordinate mortgages		14,266		—		—		—		14,266
Total	$	16,816	$	—	$	—	$	—	$	16,816

Other lending investments—Other lending investments includes the following securities ($ in thousands):


					Net				Net
			Amortized		Unrealized		Estimated		Carrying
	Face Value		Cost Basis		Gain (Loss)		Fair Value		Value
As of March 31, 2024
Available-for-sale securities
Municipal debt securities⁽¹⁾	$	4,990	$	4,990	$	206	$	5,196	$	5,196
Total	$	4,990	$	4,990	$	206	$	5,196	$	5,196
As of December 31, 2023
Available-for-Sale Securities
Municipal debt securities⁽¹⁾	$	4,220	$	4,220	$	359	$	4,579	$	4,579
Total	$	4,220	$	4,220	$	359	$	4,579	$	4,579

(1)	In September 2023, the Company acquired two securities for $4.2 million. The securities both accrue interest at 7.0% and mature in July 2053. In February 2024, the Company acquired one security for $0.8 million that accrues interest at 7.0% and matures in January 2054.

Basis of Presentation and Principles of Consolidation - VIEs (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Mar. 31, 2023

Real estate

Real estate, at cost

^[1]

$ 97,722

$ 97,481

Less: accumulated depreciation

^[1]

(22,972)

(22,075)

Real estate, net

^[1]

74,750

75,406

Land and development, net

^[1]

177,556

181,394

Cash and cash equivalents

45,729

^[1]

50,663

^[1]

$ 70,238

Accrued interest and operating lease income receivable, net

^[1]

613

929

Deferred operating lease income receivable, net

^[1]

976

997

Deferred expenses and other assets, net

^[1]

22,473

22,459

Total assets

^[1]

622,905

669,197

LIABILITIES

Accounts payable, accrued expenses and other liabilities

^[1],[2]

43,173

42,462

Debt obligations, net

^[1]

195,024

192,895

Total liabilities

^[1]

238,197

235,357

Carrying value of investment

^[1]

278,567

316,451

Consolidated VIEs

Real estate

Real estate, at cost

94,923

94,682

Less: accumulated depreciation

(22,200)

(21,349)

Real estate, net

72,723

73,333

Land and development, net

115,267

108,284

Cash and cash equivalents

16,218

31,479

Accrued interest and operating lease income receivable, net

Deferred expenses and other assets, net

8,295

8,758

Total assets

212,503

221,878

LIABILITIES

Total liabilities

$ 24,879

$ 23,600

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).
[2]	As of March 31, 2024 and December 31, 2023, includes $7.6 million and $7.2 million, respectively, of management fees and other payables due to Safe (refer to Note 1).

Combined and Consolidated Statements of Changes in Equity - USD ($)
$ in Thousands

Common Stock

Additional Paid-In Capital

Accumulated Deficit

Accumulated Other Comprehensive Income (Loss)

Net Parent Investment

Noncontrolling Interests

Total

Beginning Balance at Dec. 31, 2022

$ 971,543

$ 726

$ 972,269

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

$ (90,800)

(25)

(90,740)

Change in accumulated other comprehensive income (loss)

(989)

Common shares issued in conjunction with Spin-Off (refer to Note 1)

$ 13

$ 607,623

(607,636)

Stock-based compensation

1,778

Net transactions with iStar Inc.

$ (364,781)

(364,781)

Contributions from noncontrolling interests

3,098

Ending Balance at Mar. 31, 2023

607,623

(90,800)

3,799

520,635

Beginning Balance at Dec. 31, 2023

607,623

(196,441)

$ 359

22,286

433,840

^[1]

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Net income (loss)

(48,981)

(15)

(48,996)

Change in accumulated other comprehensive income (loss)

(153)

Distributions to noncontrolling interests

(7)

Contributions from noncontrolling interests

Change in noncontrolling interest

(3)

Ending Balance at Mar. 31, 2024

$ 13

$ 607,623

$ (245,422)

$ 206

$ 22,288

$ 384,708

^[1]

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Loans Receivable and Other Lending Investments, net - Credit Characteristics for Performing Loans (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Total	$ 17,559	$ 16,816
Senior mortgages
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Total	3,050	2,550
Subordinate mortgages
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Total	14,509	14,266
Performing Financial Instruments
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	2,550
1 Year Prior	3,050	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	14,509	14,266
Total	17,559	16,816
Performing Financial Instruments \| Senior mortgages
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	2,550
1 Year Prior	3,050	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	3,050	2,550
Performing Financial Instruments \| Senior mortgages \| Risk Rating 1.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Senior mortgages \| Risk Rating 1.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Senior mortgages \| Risk Rating 2.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Senior mortgages \| Risk Rating 2.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Senior mortgages \| Risk Rating 3.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	2,550
1 Year Prior	3,050	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	3,050	2,550
Performing Financial Instruments \| Senior mortgages \| Risk Rating 3.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Senior mortgages \| Risk Rating 4.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Senior mortgages \| Risk Rating 4.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Senior mortgages \| Risk Rating 5.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	14,509	14,266
Total	14,509	14,266
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 1.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 1.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 2.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 2.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 3.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	14,509	14,266
Total	14,509	14,266
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 3.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 4.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 4.5
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	0	0
Performing Financial Instruments \| Subordinate mortgages \| Risk Rating 5.0
Recorded Investments in loans, presented by class and by credit quality, as indicated by risk rating
Current	0	0
1 Year Prior	0	0
2 Years Prior	0	0
3 Years Prior	0	0
4 Years Prior	0	0
5 Years or More Prior	0	0
Total	$ 0	$ 0

Earnings Per Share

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

Earnings Per Share

Note 13—Earnings Per Share

The following table presents a reconciliation of income from operations used in the basic and diluted earnings per share (“EPS”) calculations ($ in thousands, except for per share data):


	For the Three Months Ended March 31,
	2024		2023
Net income (loss)	$	(48,996)	$	(90,740)
Net (income) loss from operations attributable to noncontrolling interests		15		25
Net income (loss) allocable to common shareholders	$	(48,981)	$	(90,715)


	For the Three Months Ended March 31,
	2024		2023
Earnings allocable to common shares:
Numerator for basic and diluted earnings per share:
Net income (loss) allocable to common shareholders	$	(48,981)	$	(90,715)

Denominator for basic and diluted earnings per share:⁽¹⁾
Weighted average common shares outstanding for basic and diluted earnings per common share		13,320		13,320

Basic and diluted earnings per common share:
Net income (loss) allocable to common shareholders	$	(3.68)	$	(6.81)

(1)

For periods presented prior to the Spin-Off, the weighted average shares outstanding for the EPS calculation assumes the pro rata distribution of 0.153 common shares of the Company’s common stock for each outstanding share of iStar Common Stock on the record date of the distribution were issued and outstanding.

Other Assets and Other Liabilities (Tables)

3 Months Ended

Mar. 31, 2024

Other Assets and Other Liabilities [Abstract]

Schedule of deferred expenses and other assets, net

Deferred expenses and other assets, net, consist of the following items ($ in thousands):


	As of
	March 31, 2024		December 31, 2023
Other assets⁽¹⁾	$	8,058	$	8,882
Operating lease right-of-use assets⁽²⁾		1,267		1,380
Restricted cash		10,389		10,051
Other receivables		2,502		1,865
Leasing costs, net⁽³⁾		92		101
Intangible assets, net⁽⁴⁾		165		180
Deferred expenses and other assets, net	$	22,473	$	22,459

(1)	As of March 31, 2024 and December 31, 2023, other assets primarily includes prepaid expenses and deposits for certain real estate assets.

(2)

Right-of use lease assets initially equal the lease liability. For operating leases, rent expense is recognized on a straight-line basis over the term of the lease and is recorded in “Real estate expense” in the Company’s combined and consolidated statements of operations. During the three months ended March 31, 2024 and 2023, the Company recognized $0.1 million and $0.1 million, respectively, in “Real estate expense” in its combined and consolidated statements of operations relating to operating leases.

(3)	Accumulated amortization of leasing costs was $0.2 million and $0.2 million as of March 31, 2024 and December 31, 2023, respectively.

(4)

Intangible assets, net includes above market and in-place lease assets related to the acquisition of real estate assets. Accumulated amortization on intangible assets, net was $0.2 million and $0.2 million as of March 31, 2024 and December 31, 2023, respectively. These intangible lease assets are amortized over the remaining term of the lease. As of March 31, 2024, the weighted average remaining amortization period for the Company’s intangible assets was approximately 3.6 years.

Schedule of accounts payable, accrued expenses and other liabilities

Accounts payable, accrued expenses and other liabilities consist of the following items ($ in thousands):


	As of
	March 31, 2024		December 31, 2023
Other liabilities⁽¹⁾	$	35,754	$	35,010
Accrued expenses		5,991		5,914
Operating lease liabilities (see table above)		1,428		1,538
Accounts payable, accrued expenses and other liabilities	$	43,173	$	42,462

(1)

As of March 31, 2024, “Other liabilities” includes $20.9 million of deferred income, $7.6 million of management fees and other payables due Safe and $5.5 million of other payables related to real estate properties. As of December 31, 2023, “Other liabilities” includes $20.1 million of deferred income, $7.2 million of management fees and $4.9 million of other payables related to real estate properties.

Risk Management

3 Months Ended

Mar. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Risk Management

Note 11—Risk Management

Risk management

In the normal course of its on-going business operations, the Company encounters economic risk. There are three main components of economic risk: interest rate risk, credit risk and market risk. The Company is subject to interest rate risk to the degree that its interest-bearing liabilities mature or reprice at different points in time and potentially at different bases, than its interest-earning assets. Credit risk is the risk of default on the Company’s lending investments or leases that result from a borrower’s or tenant’s inability or unwillingness to make contractually required payments. Market risk reflects changes in the value of loans and other lending investments due to changes in interest rates or other market factors, including the rate of prepayments of principal and the value of the collateral underlying loans, the valuation of real estate assets by the Company as well as changes in foreign currency exchange rates.

Risk concentrations—Concentrations of credit risks arise when a number of borrowers, tenants or investees related to the Company’s investments are engaged in similar business activities, or activities in the same geographic region, or have similar economic features that would cause their ability to meet contractual obligations, including those to the Company, to be similarly affected by changes in economic conditions.

All of the Company’s real estate and assets collateralizing its loans receivable are located in the United States. As of March 31, 2024, the Company’s portfolio contains concentrations in the following property types: entertainment/leisure, land and development, hotel, condominium and retail and the Safe Shares.

The Company underwrites the credit of prospective borrowers and tenants and often requires them to provide some form of credit support such as corporate guarantees, letters of credit and/or cash security deposits. Although the Company’s loans and real estate assets are geographically diverse and the borrowers and tenants operate in a variety of industries, to the extent the Company has a significant concentration of interest or operating lease revenues from any single borrower or tenant, the inability of that borrower or tenant to make its payment could have a material

adverse effect on the Company. In addition, declines in the market price of Safe common stock could require the Company to post additional collateral or prepay some or all of the outstanding borrowings under the Margin Loan Facility.

Combined and Consolidated Statements of Cash Flows (Parenthetical) - USD ($)
$ in Thousands

Mar. 31, 2024

Mar. 31, 2023

Reconciliation of cash and cash equivalents and restricted cash presented on the combined and consolidated statements of cash flows

Cash and cash equivalents

$ 45,729

^[1]

$ 70,238

Restricted cash included in deferred expenses and other assets, net

10,389

5,193

Total cash and cash equivalents and restricted cash

$ 56,118

$ 75,431

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Other Investments

3 Months Ended

Mar. 31, 2024

Investments, All Other Investments [Abstract]

Other Investments

Note 7—Other Investments

The Company’s other investments and its proportionate share of earnings from equity investments were as follows ($ in thousands):


					Earnings from
	Carrying Value				Equity Method Investments
	as of				For the Three Months Ended
	March 31,		December 31,		March 31,
	2024		2023		2024		2023
Safehold Inc. ("Safe")⁽¹⁾	$	278,567	$	316,430	$	—	$	1,089
Other real estate and strategic equity investments⁽²⁾		—		21		—		28,885
Total	$	278,567	$	316,451	$	—	$	29,974

(1)

As of March 31, 2024, the Company owned 13.5 million shares of Safe common stock which, based on the closing price of $20.60 on March 28, 2024, had a market value of $278.6 million. The Company does not have significant influence over Safe and accounts for its investment in Safe as an equity investment under ASC 321 – Investments – Equity Securities (“ASC 321”), which requires that the Company adjust its investment in Safe to fair value through income at each reporting period. As such, the Company recognized an “Unrealized loss on equity investment” of $37.9 million and $90.7 million, respectively, in its combined and consolidated statements of operations for the three months ended March 31, 2024 and 2023, respectively. Prior to the Spin-Off, iStar accounted for its investment in Safe as an equity method investment under ASC 323 – Investments – Equity Method and Joint Ventures (“ASC 323”) due to its ability to exercise significant influence. Pursuant to ASC 323-10-40-1, an equity method investor shall account for a share issuance by an investee as if the investor had sold a proportionate share of its investment. Any gain or loss to the investor resulting from an investee’s share issuance shall be recognized in earnings. As of December 31, 2022, the Company was allocated ownership of approximately 15.2 million shares of Safe common stock from iStar. The allocation was adjusted based upon the final terms of the Spin-Off on March 31, 2023, and the Company’s investment basis was reduced by approximately 1.8 million shares with a carrying value of approximately $65.6 million, which was adjusted against additional paid-in capital within equity.

(2)	For the three months ended March 31, 2023, the Company recorded $28.9 million in earnings from equity method investments primarily from the sale of properties within its equity method investments.

Safehold Inc.—Safe is a publicly-traded company that acquires, owns, manages, finances and capitalizes ground leases. Ground leases generally represent ownership of the land underlying commercial real estate projects that is net leased by the fee owner of the land to the owners/operators of the real estate projects built thereon (“Ground Leases”). As of March 31, 2024, the Company owned approximately 13.5 million shares, or 18.9%, of Safe’s outstanding common stock. The Company accounts for its investment in the Safe Shares as an equity investment due to the terms of the governance agreement described below.

On March 31, 2023, the Company entered into the following agreements with Safe:

Separation and Distribution Agreement—The Separation and Distribution Agreement provides for, among other things, the principal corporate transactions required to effect the Spin-Off and provisions governing Star Holdings' relationship with Safe with respect to and following the Spin-Off. The Separation and Distribution Agreement includes provisions allocating assets and liabilities between Star Holdings and Safe and various post-closing covenants relating to, among other things, the treatment of the parties’ insurance policies, information sharing and other operational matters. The Separation and Distribution Agreement includes a mutual release by Star Holdings, on the one hand, and Safe, on the other hand, of the other party from certain specified liabilities, as well as mutual indemnification covenants pursuant to which Star Holdings and Safe have agreed to indemnify each other from certain specified liabilities.

Management Agreement—The Company entered into the Management Agreement with Safehold Management Services Inc. (the “Manager”), a subsidiary of Safe. The Management Agreement requires the Manager to manage the Company’s assets and its and its subsidiaries’ day-to-day operations, subject to the supervision of Board of Trustees of the Company (the “Board”). Pursuant to the Management Agreement, the Manager is required to provide the Company with a management team, including a chief executive officer, a chief financial officer and a chief compliance officer, along with support personnel, to provide the management services to be provided by the Manager to the Company. The Manager does not assume any responsibility other than to render the services called for thereunder and is not responsible for any action of the Board in following or declining to follow its advice or recommendations.

The Management Agreement has an annual term that automatically renews on March 31 of each year. The Company pays a fixed cash management fee and reimburses the Manager for third party expenses incurred in connection with its

services. The Company paid the Manager management fees of $25.0 million for the term ended March 31, 2024. The annual fee declines to $15.0 million, $10.0 million and $5.0 million, respectively, in each of the following annual terms, and adjusts to 2.0% of the gross book value of the Company’s assets, excluding the Safe Shares, thereafter. During the three months ended March 31, 2024, the Company recorded $6.3 million of management fees to the Manager.

The Management Agreement may be terminated by the Company without cause by not less than one hundred eighty days’ written notice to the Manager upon the affirmative vote of at least two-thirds of the Company’s independent directors, provided, however, that if the date of termination occurs prior to the fourth anniversary of the Spin-Off, the termination will be subject to payment of the applicable termination fee to the Manager. The Company may also terminate the Management Agreement at any time, including during the initial term, with 30 days’ prior written notice from the Company’s board of trustees for “cause,” as defined in the Management Agreement.

In the event of a termination without cause by the Company prior to the fourth anniversary of the Spin-Off, the Company will pay the Manager a termination fee of $50.0 million minus the aggregate amount of management fees actually paid to the Manager prior to the termination date. However, if the Company has completed the liquidation of its assets on or before the termination date, the termination fee will consist of any portion of the annual management fee that remained unpaid for the remainder of the then current annual term plus, if the termination date occurs on or before the third anniversary of the Spin-Off, the amount of the management fee that would have been payable for the next succeeding annual term, or if the termination date occurs after the third anniversary of the Spin-Off, zero.

In the event of a termination by the Manager based on a reduction in the amount of the Company’s combined and consolidated assets below designated thresholds, the Company will pay the Manager a termination fee of $30.0 million if the termination occurs in the first year, $15.0 million if the termination occurs in the second year and $5.0 million if the termination occurs in the third year, in each case, plus the balance of any unpaid portion of the annual management fee for the applicable year.

Governance Agreement—The Company and Safe entered into a governance agreement (the “Governance Agreement”) in order to establish various arrangements and restrictions with respect to the governance of the Company and certain rights and restrictions with respect to the Safe Shares owned by the Company.

Pursuant to the terms of the Governance Agreement, the Company and its subsidiaries are subject to customary restrictions on the transfer of Safe Shares held by the Company. Furthermore, the Company and its subsidiaries are prohibited from transferring at any time any the Safe Shares held by the Company or its subsidiaries to any person who is known by the Company or its subsidiaries to be an “Activist” or “Company Competitor” (as such terms are defined in the Governance Agreement), or to any group that, to the knowledge of the Company or its subsidiaries, includes as “Activist” or “Company Competitor,” without first obtaining the Safe’s prior written consent.

During a “restrictive period” which lasts until the earliest to occur of (i) the effective date on which Safe terminates the Management Agreement; or (ii) the date on which we beneficially own less than 7.5% of Safe’s outstanding common stock and Safe is no longer our external Manager; or (iii) a Change of Control of Safe (as defined in the Governance Agreement), we and our directly or indirectly wholly owned subsidiaries are required to vote the Safe Shares in accordance with the recommendations of the board of directors of Safe. We have irrevocably designated and appointed the board of directors of Safe as our sole and exclusive attorney-in-fact and proxy with full power of substitution and re-substitution to exercise the voting power of our shares of Safe in accordance with these requirements. We will also be subject to certain standstill agreements during the restrictive period. The terms of such standstill agreements will restrict us from making certain acquisitions of Safe securities, seeking representation on Safe’s board of directors, participating in the solicitation of proxies or written consents of Safe shareholders, and taking other actions which could seek to influence or result in a change of control of Safe or cause or require Safe to make certain public announcements, except as permitted by the governance agreement or with the prior written consent of the independent directors of the board of directors of Safe.

Registration Rights Agreement—Under the Registration Rights Agreement, Safe has agreed to (i) register Star Holdings' shares of Safe common stock and the other registrable securities for resale by filing and maintaining a shelf registration statement; (ii) file a registration statement covering Star Holdings' shares of Safe common stock and other registrable securities pursuant to the demand right and (iii) allow Star Holdings to piggyback on certain other registration

statements filed by Safe. Star Holdings may use the registration rights to sell its shares of Safe common stock in underwritten offerings, block trades and other methods of distribution. Star Holdings will be subject to certain suspension and lockup obligations. Star Holdings' registration rights will end, among other times, when it owns less than 2% of Safe's outstanding common stock and is able to sell all of the shares of Safe common stock pursuant to Rule 144(b) without restriction.

Safe Credit Facility—Refer to Note 9 for additional information on the Safe Credit Facility.

Other real estate and strategic equity investments—As of December 31, 2023, the Company’s other real estate equity investments include equity interests of 95% in real estate ventures comprised primarily of investments in two operating properties that have been sold and are in the process of liquidating.

Summarized investee financial information—The following table presents the investee level summarized financial information for the Company’s equity method investment in Safe that was significant for the periods presented ($ in thousands):


	Revenues		Expenses		Net Income Attributable to Safe⁽¹⁾
For the Three Months Ended March 31, 2023
Safe⁽²⁾	$	78,329	$	75,875	$	4,682

(1)	Net Income Attributable to Safe also includes earnings from equity method investments.

(2)

Prior to the Spin-Off, iStar accounted for its investment in Safe as an equity method investment under ASC 323 due to its ability to exercise significant influence. Subsequent to the Spin-Off, the Company does not have significant influence over Safe and accounts for its investment in Safe as an equity investment under ASC 321, which requires that the Company adjust its investment in Safe to fair value through income at each reporting period.

Fair Values

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Fair Values

Note 14—Fair Values

Fair value represents the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy prioritizes the inputs to be used in valuation techniques to measure fair value:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

Certain of the Company’s assets and liabilities are recorded at fair value either on a recurring or non-recurring basis. Assets required to be marked-to-market and reported at fair value every reporting period are classified as being valued on a recurring basis. Assets not required to be recorded at fair value every period may be recorded at fair value if a specific provision or other impairment is recorded within the period to mark the carrying value of the asset to market as of the reporting date. Such assets are classified as being valued on a non-recurring basis.


	Fair Value Using
			Quoted
			market		Significant
			prices in		other		Significant
			active		observable		unobservable
			markets		inputs		inputs
	Total		(Level 1)		(Level 2)		(Level 3)
As of March 31, 2024
Recurring basis:
Available-for-sale debt securities⁽¹⁾	$	5,196	$	—	$	—	$	5,196
Other investments (refer to Note 7)		278,567		278,567		—		—

As of December 31, 2023
Non-recurring basis:
Available-for-sale debt securities⁽¹⁾	$	4,579	$	—	$	—	$	4,579
Other investments (refer to Note 7)		316,430		316,430		—		—

(1)	The fair value of the Company’s available-for-sale debt securities are based upon unadjusted third-party broker quotes and are classified as Level 3.


Beginning balance	$	4,579
Purchases		770
Unrealized gain (loss) recorded in other comprehensive income (loss)		(153)
Ending balance	$	5,196

Fair values of financial instruments—The following table presents the carrying value and fair value for the Company’s financial instruments ($ in millions):


	As of March 31, 2024				As of December 31, 2023
	Carrying		Fair		Carrying		Fair
	Value		Value		Value		Value
Assets
Loans receivable and other lending investments, net⁽¹⁾	$	22	$	19	$	21	$	17
Equity investment in Safe⁽²⁾		279		279		316		316
Cash and cash equivalents⁽³⁾		46		46		51		51
Restricted cash⁽³⁾		10		10		10		10

Liabilities
Debt obligations, net⁽¹⁾		195		199		193		193

(1)	The fair value of the Company’s loans receivable and other lending investments, net and debt obligations are classified as Level 3 within the fair value hierarchy.

(2)	The fair value of the Company’s investment in approximately 13.5 million shares of Safe common stock is classified as Level 1 within the fair value hierarchy, and is included within “Other investments” on the Company’s balance sheet.

(3)

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Other Assets and Other Liabilities (Schedule of Other Liabilities) (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Other Assets and Other Liabilities [Abstract]

Other liabilities

$ 35,754

$ 35,010

Accrued expenses

5,991

5,914

Operating lease liabilities

1,428

1,538

Accounts payable, accrued expenses and other liabilities

^[1],[2]

43,173

42,462

Deferred income

20,900

20,100

Management fees due SAFE

7,600

7,200

Other payables related to real estate properties

$ 5,500

$ 4,900

Operating Lease, Liability, Statement of Financial Position

Accounts payable, accrued expenses and other liabilities

[1]	As of March 31, 2024 and December 31, 2023, includes $7.6 million and $7.2 million, respectively, of management fees and other payables due to Safe (refer to Note 1).
[2]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (48,981)	$ (90,715)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 323
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481687/323-10-50-3

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 825
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 28
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482907/825-10-50-28

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 220
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482765/220-10-50-6

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
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+ Details

Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 3—Summary of Significant Accounting Policies

The Company’s significant accounting policies have not changed materially from those described in its Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “2023 Annual Report”). Please refer to the 2023 Annual Report for the Company’s significant accounting policies.

New accounting pronouncements—In August 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-05, Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). ASU 2023-05 requires a joint venture to initially measure all contributions received upon its formation at fair value and is effective for all joint venture entities with a formation date on or after January 1, 2025. ASU 2023-05 is to be applied on a prospective basis, while retrospective application can be elected for joint ventures formed before the effective date. The Company is currently evaluating ASU 2023-05 but does not expect this standard to have a material impact on its consolidated financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 improves disclosures for reportable segments primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective on a retrospective basis for annual periods beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires greater disaggregation of information in the rate reconciliation, income taxes paid disaggregated by jurisdiction and certain other amendments to improve income tax disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating ASU 2023-09 but does not expect this standard to have a material impact on its consolidated financial statements.

Loans Receivable and Other Lending Investments, net - Loans Receivable (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Mar. 31, 2023

Dec. 31, 2022

Accounts, Notes, Loans and Financing Receivable [Line Items]

Gross carrying value of loans

$ 17,559

$ 16,816

Other lending investments

5,196

4,579

Total gross carrying value of loans receivable and other lending investments

22,755

21,395

Allowance for loan losses

(514)

(497)

Total loans receivable and other lending investments, net

^[1]

22,241

20,898

Accrued Interest And Operating Lease Income Receivable, Net

Accounts, Notes, Loans and Financing Receivable [Line Items]

Accrued interest

300

200

Senior mortgages

Accounts, Notes, Loans and Financing Receivable [Line Items]

Gross carrying value of loans

3,050

2,550

Subordinate mortgages

Accounts, Notes, Loans and Financing Receivable [Line Items]

Gross carrying value of loans

14,509

14,266

Loans

Accounts, Notes, Loans and Financing Receivable [Line Items]

Gross carrying value of loans

17,559

16,816

Allowance for loan losses

(514)

(497)

$ (380)

$ (437)

Loans | Senior mortgages

Accounts, Notes, Loans and Financing Receivable [Line Items]

Gross carrying value of loans

3,050

2,550

Loans | Subordinate mortgages

Accounts, Notes, Loans and Financing Receivable [Line Items]

Gross carrying value of loans

14,509

14,266

Other lending investments | Available-for-sale debt securities

Accounts, Notes, Loans and Financing Receivable [Line Items]

Other lending investments

$ 5,196

$ 4,579

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Debt Obligations, net (Schedule of Debt) (Details) - USD ($)
$ in Thousands

3 Months Ended

12 Months Ended

Mar. 31, 2024

Dec. 31, 2023

Mar. 31, 2023

Debt Instrument [Line Items]

Total debt obligations, net

^[1]

$ 195,024

$ 192,895

Interest costs capitalized

500

Secured Debt

Debt Instrument [Line Items]

Total debt obligations

198,694

196,914

Debt discounts and deferred financing costs, net

(3,670)

(4,019)

Total debt obligations, net

195,024

192,895

Secured Debt | Safe Credit Facility

Debt Instrument [Line Items]

Total debt obligations

$ 115,000

115,000

Stated interest rate

8.00%

Secured Debt | Safe Credit Facility | Safehold Inc.

Debt Instrument [Line Items]

Stated interest rate

8.00%

Secured Debt | Margin Loan Facility

Debt Instrument [Line Items]

Total debt obligations

$ 83,694

81,914

Paid-in-kind interest on debt obligations

$ 1,800

$ 1,700

Increase in basis point spread for the period immediately succeeding a period in which the Company makes a PIK election.

0.25%

Secured Debt | Margin Loan Facility | SOFR

Debt Instrument [Line Items]

Basis point spread on variable interest rate

3.00%

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Real Estate - Schedule of Real Estate Assets (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Real Estate Properties [Line Items]

Less: accumulated depreciation

^[1]

$ (22,972)

$ (22,075)

Real estate, net

^[1]

74,750

75,406

Operating properties

Real Estate Properties [Line Items]

Land, at cost

5,570

Buildings and improvements, at cost

92,152

91,911

Less: accumulated depreciation

(22,972)

(22,075)

Real estate, net

$ 74,750

$ 75,406

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Loans Receivable and Other Lending Investments, net - Investment in Loans and Associated Allowance for Loan Losses (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Investment in loans
Loans	$ 17,559	$ 16,816
Allowance for loan losses	(514)	(497)
Collectively Evaluated for Impairment
Investment in loans
Loans	17,559	16,816
Allowance for loan losses	(514)	(497)
Total	$ 17,045	$ 16,319

- Definition

Amount of allowance for credit loss on financing receivable. Excludes allowance for financing receivable covered under loss sharing agreement.

+ References + Details

- Definition

Amortized cost, before allowance for credit loss, of financing receivable. Excludes financing receivable covered under loss sharing agreement and net investment in lease.

+ References

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+ Details

Other Investments (Tables)

3 Months Ended

Mar. 31, 2024

Investments, All Other Investments [Abstract]

Schedule of other investments and proportionate share of earnings from equity method investments

The Company’s other investments and its proportionate share of earnings from equity investments were as follows ($ in thousands):


					Earnings from
	Carrying Value				Equity Method Investments
	as of				For the Three Months Ended
	March 31,		December 31,		March 31,
	2024		2023		2024		2023
Safehold Inc. ("Safe")⁽¹⁾	$	278,567	$	316,430	$	—	$	1,089
Other real estate and strategic equity investments⁽²⁾		—		21		—		28,885
Total	$	278,567	$	316,451	$	—	$	29,974

(1)

(2)	For the three months ended March 31, 2023, the Company recorded $28.9 million in earnings from equity method investments primarily from the sale of properties within its equity method investments.

Schedule of summarized investee financial information


	Revenues		Expenses		Net Income Attributable to Safe⁽¹⁾
For the Three Months Ended March 31, 2023
Safe⁽²⁾	$	78,329	$	75,875	$	4,682

(1)	Net Income Attributable to Safe also includes earnings from equity method investments.

(2)

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation—The accompanying unaudited combined and consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. These unaudited combined and consolidated financial statements and related notes should be read in conjunction with the combined and consolidated financial statements and related notes included in the Information Statement. The preparation of these combined and consolidated financial statements in conformity with GAAP 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 dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. In the opinion of management, the accompanying combined and consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year. The combined and consolidated financial statements of the Company prior to the Spin-off on March 31, 2023 represented a combination of entities under common control that have been “carved out” from iStar’s consolidated financial statements. Historically, financial statements of the Company have not been prepared as it was not operated separately from iStar. These combined and consolidated financial statements reflect the revenues and expenses of the Company and include certain assets and liabilities that were included in the Spin-Off, which have been reflected at iStar’s historical basis. All intercompany balances and transactions have been eliminated. The combined and consolidated financial statements may not be indicative of the Company’s future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had the Company operated as a standalone company during the periods presented. These combined and consolidated financial statements include an allocation of general and administrative expenses and interest expense to the Company from iStar through the date of the Spin-Off. General and administrative expenses include certain iStar corporate functions, including executive oversight, treasury, finance, human resources, tax compliance and planning, internal audit, financial reporting, information technology and investor relations. General and administrative expenses, including stock-based compensation, represent a pro rata allocation of costs from iStar’s real estate finance, operating properties, land and development and corporate business segments based on the Company’s average net assets for those segments as a percentage of iStar’s average net assets for those segments. Interest expense, net of amounts capitalized, was allocated to the Company by calculating the Company’s average net assets as a percentage of the average net assets in iStar’s segments and multiplying that percentage by the interest expense allocated to iStar’s segments. The Company believes the allocation methodology for general and administrative expenses and interest expense is reasonable. Accordingly, the general and administrative expense and interest expense allocations presented in our combined and consolidated statements of operations for historical periods does not necessarily reflect what our general and administrative expenses and interest expense will be as a standalone public company. For the three months ended March 31, 2023, the Company was allocated $14.1 million of general and administrative expense and $8.0 million of interest expense. For the three months ended March 31, 2023, the general and administrative expense allocation includes $1.8 million of stock-based compensation. Subsequent to the Spin-Off, the Company has its own general and administrative expense and interest expense as a stand-alone public company. Prior to the Spin-Off, certain of the entities included in the Company’s financial statements did not have bank accounts for the periods presented, and certain cash transactions for the Company were transacted through bank accounts owned by iStar. The combined and consolidated statements of cash flows for the periods presented were prepared as if operating, investing and financing transactions for the Company had been transacted through its own bank accounts.
Principles of Combination and Consolidation	Principles of Combination and Consolidation—The combined and consolidated financial statements include on a carve-out basis the historical balance sheets and statements of operations and cash flows of assets, liabilities and operations included in the Spin-Off. For periods prior to March 31, 2023, the Company was allocated a number of shares of Safe common stock based on estimates driven by the total value of stock that iStar expected to contribute to the Company and the price per share of Safe common stock (refer to Note 7). Information for the periods subsequent to March 31, 2023 reflect the actual number of Safe Shares contributed to the Company.
New accounting pronouncements	New accounting pronouncements—In August 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023-05, Business Combinations - Joint Venture Formations (Subtopic 805-60): Recognition and Initial Measurement (“ASU 2023-05”). ASU 2023-05 requires a joint venture to initially measure all contributions received upon its formation at fair value and is effective for all joint venture entities with a formation date on or after January 1, 2025. ASU 2023-05 is to be applied on a prospective basis, while retrospective application can be elected for joint ventures formed before the effective date. The Company is currently evaluating ASU 2023-05 but does not expect this standard to have a material impact on its consolidated financial statements. In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”). ASU 2023-07 improves disclosures for reportable segments primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective on a retrospective basis for annual periods beginning after December 15, 2023 and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires greater disaggregation of information in the rate reconciliation, income taxes paid disaggregated by jurisdiction and certain other amendments to improve income tax disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating ASU 2023-09 but does not expect this standard to have a material impact on its consolidated financial statements.

Equity

3 Months Ended

Mar. 31, 2024

Equity

Equity

Note 12—Equity

Common Stock—On March 31, 2023, in connection with the Spin-Off, iStar distributed 100% of the common shares of beneficial interest in the Company to holders of common stock of iStar ("iStar Common Stock") by way of a pro rata distribution of 0.153 common shares of the Company for each outstanding share of iStar Common Stock held on the record date of the distribution. As of March 31, 2024, the Company has one class of common stock with 13,319,552 shares outstanding.

Net Parent Investment—The Company’s net parent investment represented net contributions from and distributions to iStar through the date of the Spin-Off. Certain of the entities included in the Company’s financial statements did not have bank accounts for the periods presented and most cash transactions for the Company were transacted through bank accounts owned by iStar and are included in the Company’s equity.

Accumulated Other Comprehensive Income (Loss)— “Accumulated other comprehensive income (loss)” reflected in the Company’s shareholders’ equity is comprised of the Company’s share of unrealized gains or losses on cash flow hedges of its equity method investments and unrealized gains or losses on the Company’s available-for-sale securities. The Company does not have any derivatives as of March 31, 2024.

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 235
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481062/946-235-50-2

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 505
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481004/946-505-50-6

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 815
-SubTopic 40
-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480237/815-40-50-6

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480008/505-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e)(1))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Topic 505
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//505/tableOfContent

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 15: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-14

Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 16
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-16

Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 18
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

+ Details

Fair Values (Schedule of Fair Value Measurement) (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Assets and liabilities recorded at fair value

Other investments

^[1]

$ 278,567

$ 316,451

Fair Value

Assets and liabilities recorded at fair value

Available-for-sale securities

5,196

4,579

Recurring Basis | Significant unobservable inputs (Level 3)

Assets and liabilities recorded at fair value

Available-for-sale securities

5,196

4,579

Recurring Basis | Fair Value

Assets and liabilities recorded at fair value

Available-for-sale securities

5,196

Other investments

278,567

Recurring Basis | Fair Value | Quoted market prices in active markets (Level 1)

Assets and liabilities recorded at fair value

Other investments

278,567

Recurring Basis | Fair Value | Significant unobservable inputs (Level 3)

Assets and liabilities recorded at fair value

Available-for-sale securities

$ 5,196

Non-recurring Basis | Fair Value

Assets and liabilities recorded at fair value

Available-for-sale securities

4,579

Other investments

316,430

Non-recurring Basis | Fair Value | Quoted market prices in active markets (Level 1)

Assets and liabilities recorded at fair value

Other investments

316,430

Non-recurring Basis | Fair Value | Significant unobservable inputs (Level 3)

Assets and liabilities recorded at fair value

Available-for-sale securities

$ 4,579

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Real Estate

3 Months Ended

Mar. 31, 2024

Real Estate [Abstract]

Real Estate

Note 4—Real Estate

The Company’s real estate assets were comprised of the following ($ in thousands):


	As of
	March 31, 2024		December 31, 2023
Land, at cost	$	5,570	$	5,570
Buildings and improvements, at cost		92,152		91,911
Less: accumulated depreciation		(22,972)		(22,075)
Real estate, net	$	74,750	$	75,406

Tenant Reimbursements—The Company receives reimbursements from tenants for certain facility operating expenses including common area costs, insurance, utilities and real estate taxes. Tenant reimbursements were $0.4 million and $0.4 million for the three months ended March 31, 2024 and 2023, respectively. These amounts are included in “Operating lease income” in the Company’s combined and consolidated statements of operations.

Allowance for Doubtful Accounts—As of March 31, 2024 and December 31, 2023, the allowance for doubtful accounts related to real estate tenant receivables was $0.1 million and $0.1 million, respectively. These amounts are included in “Accrued interest and operating lease income receivable, net” on the Company’s combined and consolidated balance sheets.

Future Minimum Operating Lease Payments—Future minimum operating lease payments to be collected under non-cancelable operating leases, excluding tenant reimbursements of expenses, in effect as of March 31, 2024, are as follows by year ($ in thousands):


Year	Amount
2024 (remaining nine months)	$	3,153
2025		4,257
2026		4,171
2027		1,559
2028		242
Thereafter		875

Land and Development (Schedule of Land and Development Assets) (Details) - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Real Estate Properties [Line Items]

Total land and development, net

^[1]

$ 177,556

$ 181,394

Land and development asset

Real Estate Properties [Line Items]

Land and land development, at cost

189,735

193,360

Less: accumulated depreciation

(12,179)

(11,966)

Total land and development, net

$ 177,556

$ 181,394

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

Schedule of reconciliation of income (loss) from continuing operations used in the basic and diluted EPS calculations

The following table presents a reconciliation of income from operations used in the basic and diluted earnings per share (“EPS”) calculations ($ in thousands, except for per share data):


	For the Three Months Ended March 31,
	2024		2023
Net income (loss)	$	(48,996)	$	(90,740)
Net (income) loss from operations attributable to noncontrolling interests		15		25
Net income (loss) allocable to common shareholders	$	(48,981)	$	(90,715)

Schedule of earnings per share allocable to common shares


	For the Three Months Ended March 31,
	2024		2023
Earnings allocable to common shares:
Numerator for basic and diluted earnings per share:
Net income (loss) allocable to common shareholders	$	(48,981)	$	(90,715)

Denominator for basic and diluted earnings per share:⁽¹⁾
Weighted average common shares outstanding for basic and diluted earnings per common share		13,320		13,320

Basic and diluted earnings per common share:
Net income (loss) allocable to common shareholders	$	(3.68)	$	(6.81)

(1)

Combined and Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities:
Net income (loss)	$ (48,996)	$ (90,740)
Adjustments to reconcile net income (loss) to cash flows from operating activities:
Provision for loan losses	17	1,701
Depreciation and amortization	1,183	1,080
Stock-based compensation		1,778
Amortization of discounts/premiums and deferred interest on loans, net	(244)	(246)
Deferred interest on loans received		4,517
Amortization of premium, discount and deferred financing costs and paid-in-kind interest on debt obligations, net	1,934
Earnings from equity method investments		(29,974)
Distributions from operations of other investments		19,459
Deferred operating lease income	21	29
Unrealized and realized (gains) losses on equity investments	37,863	90,664
Land development revenue (in excess of) cost of sales	(4,269)	412
Other operating activities, net	(308)	162
Changes in assets and liabilities:
Changes in accrued interest and operating lease income receivable	287	59
Changes in deferred expenses and other assets, net	187	(283)
Changes in accounts payable, accrued expenses and other liabilities	(1,905)	828
Cash flows used in operating activities	(14,230)	(554)
Cash flows from investing activities:
Originations and fundings of loans receivable and other lending investments, net	(770)	(2,168)
Capital expenditures on real estate assets	(95)	(83)
Capital expenditures on land and development assets	(6,110)	(2,134)
Repayments of and principal collections on loans receivable and other lending investments, net		24,990
Net proceeds from sales of loans receivable	0	37,650
Net proceeds from sales of land and development assets	16,579	9,564
Distributions from other investments		46,488
Other investing activities, net	30	2,472
Cash flows provided by investing activities	9,634	116,779
Cash flows from financing activities:
Net transactions with iStar Inc		(290,077)
Borrowings from debt obligations		253,070
Repayments of debt obligations		(10,000)
Payments for deferred financing costs		(1,261)
Cash flows used in financing activities		(48,268)
Changes in cash, cash equivalents and restricted cash	(4,596)	67,957
Cash, cash equivalents and restricted cash at beginning of period	60,714	7,474
Cash, cash equivalents and restricted cash at end of period	$ 56,118	$ 75,431

Basis of Presentation and Principles of Consolidation

3 Months Ended

Mar. 31, 2024

Business and Organization

Basis of Presentation and Principles of Consolidation

Note 2—Basis of Presentation and Principles of Consolidation

Basis of Presentation—The accompanying unaudited combined and consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America (“GAAP”) for complete financial statements. These unaudited combined and consolidated financial statements and related notes should be read in conjunction with the combined and consolidated financial statements and related notes included in the Information Statement.

The preparation of these combined and consolidated financial statements in conformity with GAAP 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 dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

In the opinion of management, the accompanying combined and consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year.

The combined and consolidated financial statements of the Company prior to the Spin-off on March 31, 2023 represented a combination of entities under common control that have been “carved out” from iStar’s consolidated

financial statements. Historically, financial statements of the Company have not been prepared as it was not operated separately from iStar. These combined and consolidated financial statements reflect the revenues and expenses of the Company and include certain assets and liabilities that were included in the Spin-Off, which have been reflected at iStar’s historical basis. All intercompany balances and transactions have been eliminated. The combined and consolidated financial statements may not be indicative of the Company’s future performance and do not necessarily reflect what the financial position, results of operations and cash flows would have been had the Company operated as a standalone company during the periods presented.

These combined and consolidated financial statements include an allocation of general and administrative expenses and interest expense to the Company from iStar through the date of the Spin-Off. General and administrative expenses include certain iStar corporate functions, including executive oversight, treasury, finance, human resources, tax compliance and planning, internal audit, financial reporting, information technology and investor relations. General and administrative expenses, including stock-based compensation, represent a pro rata allocation of costs from iStar’s real estate finance, operating properties, land and development and corporate business segments based on the Company’s average net assets for those segments as a percentage of iStar’s average net assets for those segments. Interest expense, net of amounts capitalized, was allocated to the Company by calculating the Company’s average net assets as a percentage of the average net assets in iStar’s segments and multiplying that percentage by the interest expense allocated to iStar’s segments. The Company believes the allocation methodology for general and administrative expenses and interest expense is reasonable. Accordingly, the general and administrative expense and interest expense allocations presented in our combined and consolidated statements of operations for historical periods does not necessarily reflect what our general and administrative expenses and interest expense will be as a standalone public company. For the three months ended March 31, 2023, the Company was allocated $14.1 million of general and administrative expense and $8.0 million of interest expense. For the three months ended March 31, 2023, the general and administrative expense allocation includes $1.8 million of stock-based compensation. Subsequent to the Spin-Off, the Company has its own general and administrative expense and interest expense as a stand-alone public company.

Prior to the Spin-Off, certain of the entities included in the Company’s financial statements did not have bank accounts for the periods presented, and certain cash transactions for the Company were transacted through bank accounts owned by iStar. The combined and consolidated statements of cash flows for the periods presented were prepared as if operating, investing and financing transactions for the Company had been transacted through its own bank accounts.

Principles of Combination and Consolidation—The combined and consolidated financial statements include on a carve-out basis the historical balance sheets and statements of operations and cash flows of assets, liabilities and operations included in the Spin-Off. For periods prior to March 31, 2023, the Company was allocated a number of shares of Safe common stock based on estimates driven by the total value of stock that iStar expected to contribute to the Company and the price per share of Safe common stock (refer to Note 7). Information for the periods subsequent to March 31, 2023 reflect the actual number of Safe Shares contributed to the Company.

Consolidated VIEs—The Company consolidates VIEs for which it is considered the primary beneficiary. The liabilities of these VIEs are non-recourse to the Company and can only be satisfied from each VIE’s respective assets. The Company did not have any unfunded commitments related to consolidated VIEs as of March 31, 2024 and December 31, 2023. The following table presents the assets and liabilities of the Company’s consolidated VIEs as of March 31, 2024 and December 31, 2023 ($ in thousands):


	As of
	March 31, 2024		December 31, 2023
ASSETS
Real estate
Real estate, at cost	$	94,923	$	94,682
Less: accumulated depreciation		(22,200)		(21,349)
Real estate, net		72,723		73,333
Land and development, net		115,267		108,284
Cash and cash equivalents		16,218		31,479
Accrued interest and operating lease income receivable, net		—		24
Deferred expenses and other assets, net		8,295		8,758
Total assets	$	212,503	$	221,878
LIABILITIES
Total liabilities	$	24,879	$	23,600

Combined and Consolidated Statements of Comprehensive Income (Loss) - USD ($)
$ in Thousands

3 Months Ended

Mar. 31, 2024

Mar. 31, 2023

Statement of Comprehensive Income [Abstract]

Net income (loss)

$ (48,996)

$ (90,740)

Other comprehensive income:

Reclassification of losses on cash flow hedges into earnings upon realization

^[1]

5,933

Unrealized gains (losses) on available-for-sale securities

(153)

Unrealized gains (losses) on cash flow hedges

(6,922)

Other comprehensive income (loss)

(153)

(989)

Comprehensive income (loss)

(49,149)

(91,729)

Comprehensive (income) loss attributable to noncontrolling interests

Comprehensive income (loss) attributable to common shareholders

$ (49,134)

$ (91,704)

[1]	Reclassified to “Earnings from equity method investments” in the Company’s combined and consolidated statements of operations for the Company’ impact of designated cash flow hedges at Safe (refer to Note 7).

Real Estate (Tables)

3 Months Ended

Mar. 31, 2024

Real Estate [Abstract]

Schedule of real estate assets

The Company’s real estate assets were comprised of the following ($ in thousands):


	As of
	March 31, 2024		December 31, 2023
Land, at cost	$	5,570	$	5,570
Buildings and improvements, at cost		92,152		91,911
Less: accumulated depreciation		(22,972)		(22,075)
Real estate, net	$	74,750	$	75,406

Schedule of future minimum lease payments to be collected under non-cancelable operating leases


Year	Amount
2024 (remaining nine months)	$	3,153
2025		4,257
2026		4,171
2027		1,559
2028		242
Thereafter		875

Land and Development (Tables)

3 Months Ended

Mar. 31, 2024

Land And Development [Abstract]

Schedule of land and development assets

The Company’s land and development assets were comprised of the following ($ in thousands):


	As of
	March 31,		December 31,
	2024		2023
Land and land development, at cost	$	189,735	$	193,360
Less: accumulated depreciation		(12,179)		(11,966)
Total land and development, net	$	177,556	$	181,394

Basis of Presentation and Principles of Consolidation -Basis of Presentation (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
General and administrative expenses allocated from iStar	$ 14.1
Interest expense allocated from iStar	8.0
General and Administrative
Stock-based compensation expense allocated from iStar	$ 1.8

Real Estate - Tenant Reimbursements (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Real Estate [Abstract]
Tenant expense reimbursements	$ 0.4	$ 0.4

Combined and Consolidated Statements of Operations (Parenthetical) - USD ($)
$ in Thousands

3 Months Ended

Mar. 31, 2024

Mar. 31, 2023

Total revenues

$ 25,436

$ 16,786

6,300

^[1]

6,551

4,406

Hotel properties

Total revenues

$ 2,000

$ 2,100

[1]	For the three months ended March 31, 2024 and 2023, includes $2.0 million and $2.1 million, respectively, of revenues from hotel properties.

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

+ Details

Debt Obligations, net (Tables)

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Schedule of debt obligations

The Company’s debt obligations were as follows ($ in thousands):


	Carrying Value as of				Stated		Scheduled
	March 31, 2024		December 31, 2023		Interest Rates		Maturity Date
Debt obligations:
Safe Credit Facility	$	115,000	$	115,000	8.00	%	March 2027
Margin Loan Facility⁽¹⁾		83,694		81,914	SOFR plus 3.00	%	March 2026
Total debt obligations		198,694		196,914
Debt discounts and deferred financing costs, net		(3,670)		(4,019)
Total debt obligations, net⁽²⁾	$	195,024	$	192,895

(1)

(2)	During the three months ended March 31, 2024, the Company capitalized interest expense on qualifying real estate assets of $0.5 million.

Schedule of future scheduled maturities of outstanding debt obligations

Future Scheduled Maturities—As of March 31, 2024, future scheduled maturities of outstanding debt obligations are as follows ($ in thousands):


2024 (remaining nine months)	$	—
2025		—
2026		83,694
2027		115,000
2028		—
Thereafter		—
Total principal maturities		198,694
Unamortized discounts and deferred financing costs, net		(3,670)
Total debt obligations, net	$	195,024

Other Assets and Other Liabilities

3 Months Ended

Mar. 31, 2024

Other Assets and Other Liabilities [Abstract]

Other Assets and Other Liabilities

Note 8—Other Assets and Other Liabilities

Deferred expenses and other assets, net, consist of the following items ($ in thousands):


	As of
	March 31, 2024		December 31, 2023
Other assets⁽¹⁾	$	8,058	$	8,882
Operating lease right-of-use assets⁽²⁾		1,267		1,380
Restricted cash		10,389		10,051
Other receivables		2,502		1,865
Leasing costs, net⁽³⁾		92		101
Intangible assets, net⁽⁴⁾		165		180
Deferred expenses and other assets, net	$	22,473	$	22,459

(1)	As of March 31, 2024 and December 31, 2023, other assets primarily includes prepaid expenses and deposits for certain real estate assets.

(2)

(3)	Accumulated amortization of leasing costs was $0.2 million and $0.2 million as of March 31, 2024 and December 31, 2023, respectively.

(4)

Accounts payable, accrued expenses and other liabilities consist of the following items ($ in thousands):


	As of
	March 31, 2024		December 31, 2023
Other liabilities⁽¹⁾	$	35,754	$	35,010
Accrued expenses		5,991		5,914
Operating lease liabilities (see table above)		1,428		1,538
Accounts payable, accrued expenses and other liabilities	$	43,173	$	42,462

(1)

Earnings Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Earnings Per Share [Abstract]
Net income (loss)	$ (48,996)	$ (90,740)
Net (income) loss attributable to noncontrolling interests	15	25
Net income (loss) allocable to common shareholders	$ (48,981)	$ (90,715)

- Definition

Amount after tax of income (loss) from continuing operations including portion attributable to the noncontrolling interest.

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+ Details

Equity (Details)	3 Months Ended
Equity (Details)	Mar. 31, 2024 class shares	Dec. 31, 2023 shares	Mar. 31, 2023 shares
Equity
Percentage of common shares of beneficial interest distributed at Spin-off			100.00%
Pro rata distribution of common shares issued for each outstanding share of iStar common share at Spin-off.			0.153
Number of classes of common stock \| class	1
Common Stock, shares outstanding (in shares)	13,319,552	13,320,000

Land and Development (Dispositions and Impairments) (Details) - USD ($)
$ in Thousands

1 Months Ended

3 Months Ended

Dec. 31, 2023

Mar. 31, 2024

Mar. 31, 2023

Real Estate Properties [Line Items]

Revenues

$ 25,436

$ 16,786

Noncontrolling interests

^[1]

$ 22,286

22,288

Venture

Real Estate Properties [Line Items]

Amount of funded mezzanine loan

10,600

Completion and carry guaranty

80,000

Third party capital contributions

21,000

Deferred profit interest

3,000

Noncontrolling interests

$ 21,000

Land development revenue

Real Estate Properties [Line Items]

Revenues

16,615

9,564

Cost of sales expense

$ 12,346

$ 9,976

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Business and Organization

3 Months Ended

Mar. 31, 2024

Business and Organization

Business and Organization

Note 1—Business and Organization

On March 31, 2023, Star Holdings, a Maryland statutory trust (the "Company," "Star Holdings," "we" or "us") completed a series of reorganization and separation transactions (collectively, the “Spin-Off”) in accordance with the terms of a Separation and Distribution Agreement (the “Separation and Distribution Agreement”), dated as of March 31, 2023, by and between iStar Inc., a Maryland corporation ("iStar"), and Star Holdings. To effectuate the Spin-Off: (i) iStar contributed its remaining legacy non-ground lease assets, 13,522,651 shares of common stock of Safehold Inc. (the “Safe Shares”) and certain other assets (“iStar Included Assets”) to Star Holdings; and (ii) iStar distributed 100% of the common shares of beneficial interest in Star Holdings to holders of common stock of iStar ("iStar Common Stock") by way of a pro rata distribution of 0.153 common shares of Star Holdings for each outstanding share of iStar Common Stock held on the record date of the distribution.

The Spin-Off became effective at 12:02 a.m., Eastern Time, on March 31, 2023 (the “Spin-Off Effective Time”). Following the Spin-Off, Star Holdings became an independent, publicly traded company. Star Holdings' common shares commenced regular-way trading on the Nasdaq Global Market (the “Nasdaq”) under the symbol “STHO” on March 31, 2023. Shortly after the Spin-Off, iStar completed its previously-announced merger (the "Merger") with Safehold Inc., a Maryland corporation. iStar continued as the surviving corporation in the Merger and changed its name to “Safehold Inc.” ("Safe").

The Company operates its business as one segment that focuses on realizing value for shareholders primarily by generating cash flows through active asset management and sales of its existing loans, operating properties and land and development properties. The Company’s short-term and long-term liquidity requirements include capital expenditures on its development projects, debt service, management fees and expense reimbursements payable to its Manager (refer to Note 7) and operating expenses, among others. The Company expects to meet its short-term liquidity requirements through any cash flows from operations, proceeds from asset sales, borrowings on the incremental facility under the Safe Credit Facility (refer to Note 9) and unrestricted cash. The Company expects to meet its long-term liquidity requirements through any cash flows from operations and proceeds from asset sales.

The combined and consolidated financial statements of the Company include loans and other lending investments, operating properties and land and development assets that represent the assets, liabilities and operations from the assets included in the Spin-Off. References to "iStar" in the notes to the Company's financial statements refer to iStar prior to the closing of the Merger and the Spin-Off.

Basis of Presentation and Principles of Consolidation (Tables)

3 Months Ended

Mar. 31, 2024

Business and Organization

Schedule of assets and liabilities of consolidated VIEs


	As of
	March 31, 2024		December 31, 2023
ASSETS
Real estate
Real estate, at cost	$	94,923	$	94,682
Less: accumulated depreciation		(22,200)		(21,349)
Real estate, net		72,723		73,333
Land and development, net		115,267		108,284
Cash and cash equivalents		16,218		31,479
Accrued interest and operating lease income receivable, net		—		24
Deferred expenses and other assets, net		8,295		8,758
Total assets	$	212,503	$	221,878
LIABILITIES
Total liabilities	$	24,879	$	23,600

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2024	May 09, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-41572
Entity Registrant Name	Star Holdings
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	37-6762818
Entity Address, Address Line One	1114 Avenue of the Americas, 39th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10036
City Area Code	212
Local Phone Number	930-9400
Title of 12(b) Security	Common Shares of Beneficial Interest, $0.001 par value
Trading Symbol	STHO
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Common Stock, Shares, Outstanding		13,319,552
Entity Central Index Key	0001953366
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false

Loans Receivable and Other Lending Investments, net - Loan Receivable Held for Sale and Other Lending Investments (Details) $ in Thousands	1 Months Ended		3 Months Ended		12 Months Ended
	Feb. 29, 2024 USD ($) security	Sep. 30, 2023 USD ($) security	Mar. 31, 2024 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($)
Debt Securities, Available-for-sale [Line Items]
Provision for loan losses			$ 17	$ 1,701
Proceeds from sale of loan receivable			0	$ 37,650
Other lending investments
Face Value			4,990		$ 4,220
Amortized Cost Basis			4,990		4,220
Net Unrealized Gain (Loss)			$ 206		$ 359
Debt Securities, Available-for-Sale, Type [Extensible Enumeration]			us-gaap:MunicipalNotesMember		us-gaap:MunicipalNotesMember
Number of securities acquired \| security	1	2
Securities acquired during the period	$ 800	$ 4,200
Rate of interest accrual on securities	7.00%	7.00%
Carrying Value
Other lending investments
Net Carrying Value			$ 5,196		$ 4,579
Fair Value
Other lending investments
Net Carrying Value			$ 5,196		$ 4,579

Other Investments (Schedule of Other Investments) (Details) - USD ($)
$ / shares in Units, $ in Thousands, shares in Millions

3 Months Ended

Mar. 31, 2024

Mar. 31, 2023

Dec. 31, 2023

Dec. 31, 2022

Schedule of Equity Method Investments [Line Items]

Carrying value

$ 278,567

$ 316,451

Other investments

^[1]

278,567

316,451

Earnings from equity method investments

$ 29,974

Unrealized and realized gain (losses) on equity investments

(37,863)

(90,664)

Safehold Inc.

Schedule of Equity Method Investments [Line Items]

Carrying value

$ 278,567

316,430

Earnings from equity method investments

1,089

Number of shares owned (in shares)

13.5

Closing price (in dollars per share)

$ 20.60

Market value

$ 278,600

Unrealized and realized gain (losses) on equity investments

$ (37,900)

$ (90,700)

Shares of SAFE allocated from iStar

15.2

Reduction to allocated shares of affiliate based on final terms of Spin-Off

1.8

Carrying value of the adjusted shares of SAFE allocated per final terms of Spin-Off agreement

$ 65,600

Other real estate and strategic equity investments

Schedule of Equity Method Investments [Line Items]

Carrying value

$ 21

Earnings from equity method investments

$ 28,885

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).

Other Investments (Summarized Investee Financial Information) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Schedule of Equity Method Investments [Line Items]
Revenues	$ 25,436	$ 16,786
Expenses	36,567	46,836
Net Income (Loss)	$ (48,981)	(90,715)
Safehold Inc.
Schedule of Equity Method Investments [Line Items]
Revenues		78,329
Expenses		75,875
Net Income (Loss)		$ 4,682

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Loans Receivable and Other Lending Investments, net - Credit Characteristics by Payment Status (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Recorded investment in loans, aged by payment status and presented by class
Total	$ 17,559	$ 16,816
Past Due
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Greater Than 90 Days
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Less Than and Equal to 90 Days
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Current
Recorded investment in loans, aged by payment status and presented by class
Total	17,559	16,816
Senior mortgages
Recorded investment in loans, aged by payment status and presented by class
Total	3,050	2,550
Senior mortgages \| Past Due
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Senior mortgages \| Greater Than 90 Days
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Senior mortgages \| Less Than and Equal to 90 Days
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Senior mortgages \| Current
Recorded investment in loans, aged by payment status and presented by class
Total	3,050	2,550
Subordinate mortgages
Recorded investment in loans, aged by payment status and presented by class
Total	14,509	14,266
Subordinate mortgages \| Past Due
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Subordinate mortgages \| Greater Than 90 Days
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Subordinate mortgages \| Less Than and Equal to 90 Days
Recorded investment in loans, aged by payment status and presented by class
Total	0	0
Subordinate mortgages \| Current
Recorded investment in loans, aged by payment status and presented by class
Total	$ 14,509	$ 14,266

- Definition

Amortized cost, before allowance for credit loss, of financing receivable. Excludes financing receivable covered under loss sharing agreement and net investment in lease.

+ References

+ Details

Loans Receivable and Other Lending Investments, net - Allowance for Loan Losses (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Financing Receivables
Allowance for loan losses at beginning of period	$ 497
Provision for loan losses	17	$ 1,701
Allowance for loan losses at end of period	514
Total
Allowance for loan losses at beginning of period	497	925
Provision for (recovery of) loan losses	17	(467)
Allowance for loan losses at end of period	514	458
Provision for (recovery of) loan losses	17	1,700
Construction Loans
Financing Receivables
Allowance for loan losses at beginning of period		92
Provision for loan losses		(14)
Allowance for loan losses at end of period		78
Loans
Financing Receivables
Allowance for loan losses at beginning of period	497	437
Provision for loan losses	17	(57)
Allowance for loan losses at end of period	$ 514	380
Specific receivables
Financing Receivables
Allowance for loan losses at beginning of period		396
Provision for loan losses		(396)
Loan receivable transferred to Held for Sale
Total
Loss on sale of loan receivable		$ 2,200

Business and Organization (Details)	3 Months Ended
Business and Organization (Details)	Mar. 31, 2024 segment	Mar. 31, 2023 shares
Business and Organization
Number of shares of common stock in Safehold, Inc. received in Spin-off		13,522,651
Percentage of common shares of beneficial interest distributed at Spin-off		100.00%
Pro rata distribution of common shares issued for each outstanding share of iStar common share at Spin-off.		0.153
Number of operating segments \| segment	1

Other Investments (Safehold Inc) (Details) - USD ($) shares in Millions, $ in Millions		3 Months Ended
	Mar. 31, 2023	Mar. 31, 2024
Safehold Inc.
Schedule of Equity Method Investments [Line Items]
Number of shares owned (in shares)		13.5
Equity interest		18.90%
Safehold Inc. \| Maximum
Schedule of Equity Method Investments [Line Items]
Beneficial ownership percentage under which restrictive voting requirements no longer apply	7.50%
Percentage of ownership threshold under which registration rights will terminate.	2.00%
Safehold Management Services
Schedule of Equity Method Investments [Line Items]
Management fees		$ 6.3
Safehold Management Services \| Affiliated entity
Schedule of Equity Method Investments [Line Items]
Annual management fee - Year 1	$ 25.0
Annual management fee - Year 2	15.0
Annual management fee - Year 3	10.0
Annual management fee - Year 4	$ 5.0
Annual management fee percent of gross book value, year five and thereafter	2.00%
Notice required to terminate management agreement with cause	30 days
Percentage approval of independent directors to terminate management agreement without cause	66.70%
Termination fee, termination without cause	$ 50.0
Termination fee due to liquidation of consolidated assets after third anniversary of agreement	0.0
Termination fee due to reduction in consolidated assets - Year 1	30.0
Termination fee due to reduction in consolidated assets - Year 2	15.0
Termination fee due to reduction in consolidated assets - Year 3	$ 5.0
Safehold Management Services \| Affiliated entity \| Minimum
Schedule of Equity Method Investments [Line Items]
Notice required to terminate management agreement without cause	180 days

Combined and Consolidated Balance Sheets - USD ($)
$ in Thousands

Mar. 31, 2024

Dec. 31, 2023

Real estate

Real estate, at cost

^[1]

$ 97,722

$ 97,481

Less: accumulated depreciation

^[1]

(22,972)

(22,075)

Real estate, net

^[1]

74,750

75,406

Land and development, net

^[1]

177,556

181,394

Loans receivable and other lending investments, net ($514 and $497 of allowances as of March 31, 2024 and December 31, 2023, respectively)

^[1]

22,241

20,898

Other investments

^[1]

278,567

316,451

Cash and cash equivalents

^[1]

45,729

50,663

Accrued interest and operating lease income receivable, net

^[1]

613

929

Deferred operating lease income receivable, net

^[1]

976

997

Deferred expenses and other assets, net

^[1]

22,473

22,459

Total assets

^[1]

622,905

669,197

Liabilities:

Accounts payable, accrued expenses and other liabilities

^[1],[2]

43,173

42,462

Debt obligations, net

^[1]

195,024

192,895

Total liabilities

^[1]

238,197

235,357

Commitments and contingencies (refer to Note 10)

^[1]

Star Holdings shareholders' equity:

Common Stock, $0.001 par value, 200,000 shares authorized, 13,320 and 13,320 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively

^[1]

Additional paid-in capital

^[1]

607,623

Accumulated deficit

^[1]

(245,422)

(196,441)

Accumulated other comprehensive loss

^[1]

206

359

Star Holdings shareholders' equity

^[1]

362,420

411,554

Noncontrolling interests

^[1]

22,288

22,286

Total equity

^[1]

384,708

433,840

Total liabilities and equity

^[1]

$ 622,905

$ 669,197

[1]	Refer to Note 2 for details on the Company’s combined and consolidated variable interest entities (“VIEs”).
[2]	As of March 31, 2024 and December 31, 2023, includes $7.6 million and $7.2 million, respectively, of management fees and other payables due to Safe (refer to Note 1).