SAFE.NYSESafehold INC

10-Q: Safehold Q2 2025 Earnings Decline Amid Rising Costs

Sentiment:

Quarterly Report


Safehold Inc. reported a decrease in net income and EPS for Q2 2025, driven by higher interest expenses and increased credit loss provisions, despite revenue growth from new Ground Lease originations.

Delay expectedThe company's commitment to acquire a Ground Lease from the Ground Lease Plus Fund for $42.0 million, plus a return amount, expired in June 2025.An unfunded forward commitment of $35.0 million related to an addition to an existing Ground Lease has no assurance of being funded as conditions for closing may not be satisfied.
Capital raiseThe company issued $400.0 million aggregate principal amount of 5.65% senior notes due January 2035 in November 2024.The company issued $300.0 million aggregate principal amount of 6.10% senior notes due April 2034 in February 2024.The company has an at-the-market (ATM) equity offering program in place, allowing it to sell up to $300.0 million of common stock, though no shares have been sold under this program as of June 30, 2025.The company entered into a new U.S. commercial paper program in June 2024, allowing for the issuance of up to $750.0 million of short-term, unsecured commercial paper notes, backed by its 2024 Unsecured Revolver.
Worse than expectedNet income attributable to common shareholders decreased by $1.7 million (5.8%) for the three months ended June 30, 2025, and by $3.1 million (5.1%) for the six months ended June 30, 2025, compared to the prior year periods.Basic EPS declined from $0.42 to $0.39 for the quarter and from $0.85 to $0.80 for the six-month period.Provision for credit losses increased significantly by $1.7 million (275%) for the quarter and $3.3 million (248%) for the six-month period, indicating higher perceived credit risk or new loan originations with associated allowances.A $1.9 million write-off of a preferred equity investment contributed to higher 'Other expense' for the six-month period.Earnings from equity method investments decreased by $1.6 million (24.1%) for the quarter and $3.5 million (26.0%) for the six-month period.

Summary

  • Net income attributable to Safehold Inc. common shareholders decreased to $27.9 million for the three months ended June 30, 2025, down from $29.7 million in the prior year period.
  • Basic earnings per common share declined to $0.39 for Q2 2025, compared to $0.42 for Q2 2024.
  • Total revenues increased to $93.8 million for Q2 2025, up from $89.9 million in Q2 2024, primarily due to a $5.4 million increase in interest income from sales-type leases.
  • Interest expense rose to $51.3 million for Q2 2025, up from $49.1 million in Q2 2024, reflecting increased indebtedness to fund acquisition activity.
  • Provision for credit losses significantly increased to $2.4 million for Q2 2025, compared to $0.6 million in Q2 2024, mainly due to the origination of new leasehold loans and an increase in Ground Lease cost to value ratios.
  • A $1.9 million write-off of a preferred equity investment was recorded in May 2025, contributing to higher 'Other expense' for the six-month period.
  • Unrealized Capital Appreciation (UCA) in the owned residual portfolio decreased to $9,056 million as of June 30, 2025, from $9,128 million as of December 31, 2024.
  • The company's portfolio is diversified, with 41% multi-family, 40% office, 11% hotels, 6% life science, and 2% mixed-use and other properties.
  • As of June 30, 2025, the estimated portfolio Ground Rent Coverage was 3.5x, and the weighted average remaining life of Ground Lease receivables was 96.8 years.
  • The company had $1.2 billion of undrawn capacity on its 2024 Unsecured Revolver as of June 30, 2025.

Sentiment

Score: 4

Explanation: The sentiment is moderately negative. While revenues increased and the company maintains strong liquidity and credit ratings, the decline in net income and EPS, coupled with a significant increase in credit loss provisions and a write-off, indicates challenges in profitability and asset quality. The expiration of a commitment and uncertainty around another unfunded commitment also add a cautious tone. The underlying business model remains sound, but current market conditions are impacting performance.

Positives

  • Total revenues increased by $3.9 million for the three months ended June 30, 2025, driven by growth in interest income from sales-type leases.
  • Origination of new leasehold loans expanded the company's capital structure offerings to Ground Lease tenants.
  • Maintained strong investment-grade credit ratings from Moody's (A3), Fitch (A-), and S&P Global (BBB+), facilitating access to efficiently priced capital.
  • Secured $1.2 billion in undrawn capacity on the 2024 Unsecured Revolver, enhancing liquidity and financial flexibility.
  • The company's Ground Lease portfolio boasts a long weighted average remaining life of 96.8 years, providing stable, long-term cash flows.
  • Strategic initiatives like the Leasehold Loan Fund, SAFExSWAP, and SAFExSELL are expanding market opportunities and creating a captive pipeline.
  • The Board authorized a $50.0 million common stock repurchase program, signaling confidence in the company's valuation, although no shares have been repurchased yet.

Negatives

  • Net income attributable to common shareholders decreased by $1.7 million for the three months ended June 30, 2025, and by $3.1 million for the six months ended June 30, 2025.
  • Basic earnings per share declined to $0.39 for Q2 2025 and $0.80 for the six months ended June 30, 2025, compared to $0.42 and $0.85 respectively in the prior year periods.
  • Provision for credit losses significantly increased by $1.7 million for Q2 2025 and $3.3 million for the six months ended June 30, 2025, reflecting new loan originations and increased Ground Lease cost to value ratios.
  • Other income decreased due to lower management fees received from Star Holdings ($2.7 million in Q2 2025 vs. $4.4 million in Q2 2024).
  • Earnings from equity method investments decreased by $1.6 million for Q2 2025 and $3.5 million for the six months ended June 30, 2025, primarily due to loan repayments at the Leasehold Loan Fund and an asset acquisition from the Ground Lease Plus Fund.
  • A $1.9 million preferred equity investment was fully written off in May 2025, impacting 'Other expense'.
  • Unrealized Capital Appreciation (UCA) in the owned residual portfolio decreased from $9,128 million to $9,056 million.

Risks

  • Contractual rent increases with CPI lookbacks (capped at 3.0%-3.5%) may not fully keep pace with inflation if cumulative inflation growth exceeds the cap.
  • High interest rates and potential future increases could reduce the availability or increase the cost of leasehold financing for Ground Lease tenants, impacting market growth.
  • Increased investment spreads in the Ground Lease market may attract new competitors, potentially leading to higher property costs and lower returns.
  • The U.S. office sector faces adverse effects from rising interest rates, vacancies, and declining market liquidity, which could negatively impact tenants, Ground Rent Coverages, and estimated Combined Property Values.
  • Material vacancies in certain office assets could lead to tenant defaults, resulting in potential losses and substantial costs for the company.
  • A forbearance agreement with a tenant under a significant New York office asset carries the risk of delays in enforcing landlord rights, potential losses, and increased costs if the tenant defaults.
  • Certain tenant rights, such as options to purchase land or demolish improvements, may limit the value the company can realize from its Unrealized Capital Appreciation (UCA) upon lease expiration or sale.
  • An unfunded forward commitment of $35.0 million for an existing Ground Lease addition has no assurance of closing due to unmet conditions.

Future Outlook

The company expects to meet its liquidity requirements over the next 12 months and beyond, relying on cash on hand, cash flows from operations, new financings, joint venture funds, unused borrowing capacity under its 2024 Unsecured Revolver and Commercial Paper Program, and potential common and/or preferred equity issuances. The economic outlook, including potential impacts from U.S. trade policy changes, remains uncertain, and the Federal Reserve will continue to monitor unemployment and inflation data before adjusting monetary policy.

Management Comments

  • Owning a portfolio of Ground Leases affords investors the opportunity for safe, growing income.
  • Safety is derived from a Ground Lease's senior position in the commercial real estate capital structure.
  • Growth is realized through long-term leases with contractual periodic increases in rent.
  • Capital appreciation is realized through appreciation in the value of the land over time and through typical rights as landlord to acquire commercial buildings on the land at the end of a Ground Lease, which may yield substantial value.
  • The residual right is a unique feature distinguishing Ground Leases from other fixed income investments and property types.
  • There is a significant market opportunity for a dedicated provider of Ground Lease capital.
  • The company expects to meet its liquidity requirements over the next 12 months and beyond.

Industry Context

The broader industry context is characterized by high inflation in 2022, followed by Federal Reserve interest rate hikes and subsequent cuts in late 2024. High interest rates have reduced the availability and increased the cost of leasehold financing for Ground Lease tenants, potentially hindering market growth. These conditions, along with increased investment spreads, may attract new competitors, leading to higher property costs and lower returns. The U.S. office sector continues to face challenges with vacancies and declining market liquidity, which could negatively impact the company's tenants and asset values.

Comparison to Industry Standards

  • NA

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Board AuthorizationThe Board of Directors authorized the repurchase of up to $50.0 million of the company's common stock.2025-02-04This authorization provides flexibility for capital allocation and can potentially enhance shareholder value, though no shares have been repurchased as of the reporting date.

Legal Proceedings

  • The company is not currently a party to any pending legal proceedings that are believed to have a material adverse effect on its business or financial condition.

Related Party Transactions

  • The company recorded $2.7 million and $6.3 million in management fees from Star Holdings for the three and six months ended June 30, 2025, respectively, a decrease from prior periods.
  • The Star Holdings Term Loan Facility, with a principal balance of $115.0 million, is a senior secured term loan facility with Star Holdings, bearing interest at a fixed rate of 8.00% per annum.
  • An amendment to the Star Holdings Term Loan Facility on March 28, 2025, extended the maturity date to March 31, 2028, and permits Star Holdings to repurchase up to $10.0 million in shares of its common stock.
  • The company had a discretionary commitment to fund up to $9.0 million of preferred equity in an entity owning a leasehold interest under one of its office Ground Leases, of which $1.5 million was funded, but the investment was written off for $1.9 million in May 2025.
  • The company acquired a Ground Lease from the Ground Lease Plus Fund for $38.3 million in January 2024, and a $51.8 million leasehold improvement allowance related to this Ground Lease has been fully funded as of June 30, 2025.
  • A commitment to acquire another Ground Lease from the Ground Lease Plus Fund for $42.0 million plus a return amount expired in June 2025.
  • In April 2024, all investors in the February 2022 Caret unit transaction exercised their right to have their Caret units redeemed by Portfolio Holdings due to public market liquidity not being achieved by February 2024.

Stakeholder Impact

  • Shareholders: Experienced a decrease in net income and EPS, but the company's long-term Ground Lease strategy and share repurchase authorization may offer future value. Dividends of $0.354 per share were declared for both six-month periods.
  • Employees: The company continues to operate a Long-Term Incentive Program (LTIP) and a Caret Performance Incentive Plan, providing equity-based compensation. The 401(k) Plan includes company matching contributions.
  • Customers (Ground Lease Tenants): Benefit from the company's expanded offerings, including leasehold loans, and new products like SAFExSWAP and SAFExSELL, providing diverse capital solutions.
  • Creditors: The company remains in compliance with all financial covenants under its debt obligations and maintains investment-grade credit ratings, indicating a stable credit profile.
  • Joint Venture Partners: The company continues to manage and participate in joint ventures like the Ground Lease Plus Fund and Leasehold Loan Fund, contributing to their investment strategies.

Next Steps

  • Continue to monitor incoming data on unemployment and inflation for potential monetary policy adjustments by the Federal Reserve.
  • Management will continue to assess market conditions, cost of repurchasing shares, alternative investment opportunities, and liquidity to determine the timing and value of any share repurchases under the authorized $50.0 million program.
  • The company will continue to pursue new acquisitions and originations of Ground Lease and leasehold loan investments, including funding existing unfunded commitments.

Key Dates

DateDescription
2025-06-30End of the quarterly reporting period for this Form 10-Q.
2025-08-04Number of common shares outstanding was 71,755,958.
2025-08-06Date of signing for the Quarterly Report on Form 10-Q by the CEO and CFO.
2027-03-31Cliff vesting date for certain Caret units awarded to executive officers and employees in connection with the merger, subject to common stock price conditions.
2028-03-31Extended maturity date for the Star Holdings Term Loan Facility.
2029-05-01Extended maturity date for the 2024 Unsecured Revolver, including two six-month extension options.
2031-06-01Maturity date for the 2.80% senior notes.
2032-01-01Maturity date for the 2.85% senior notes.
2034-04-01Maturity date for the 6.10% senior notes.
2035-01-01Maturity date for the 5.65% senior notes.
2035-10-01Maturity date for the trust preferred securities.
2052-02-01Maturity date for the 3.98% senior notes.
2052-05-01Maturity date for the 5.15% senior notes.

Recommendation

hold

The company's Q2 2025 results show a decline in profitability (net income and EPS) and a notable increase in credit loss provisions, which are concerning. These are partly attributable to new loan originations and challenging market conditions, particularly in the office sector and the higher interest rate environment. However, the core Ground Lease business continues to generate revenue growth, and the company maintains a strong balance sheet with significant liquidity and investment-grade credit ratings. Strategic initiatives like new loan products and funds are positive for long-term growth. Given the mixed performance, with headwinds impacting short-term profitability but a solid long-term strategy and financial foundation, a 'hold' recommendation is appropriate. Investors should monitor the impact of interest rates on leasehold financing and the performance of the office portfolio.

Keywords

Ground Lease, Real Estate Investment Trust, REIT, Commercial Real Estate, Leasehold Loans, Property Management, Financial Reporting, SEC Filing, SAFE, Quarterly Report

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