0001095651-23-000012 | 10-Q | XBRL Viewer

11,483

^[1]

20,066

^[1]

35,574

27,978

^[1]

28,324

^[1]

$ 58,001

^[1]

3,937,827

3,521,359

Net investment in sales-type leases

Assets

3,183,000

3,107,000

Ground Lease receivables

1,564,000

1,375,000

Loan receivable, net

112,000

11,000

20,000

28,000

Carrying Value | Fair Value, Inputs, Level 1

3,938,000

3,521,000

Carrying Value | Fair Value, Inputs, Level 3

739,000

738,000

3,199,000

2,783,000

Fair Value

Fair Value | Fair Value, Inputs, Level 1

3,122,000

2,931,000

Assets

11,000

20,000

28,000

Fair Value | Fair Value, Inputs, Level 3

558,000

573,000

Assets

Net investment in sales-type leases

3,073,000

3,236,000

Ground Lease receivables

1,574,000

1,501,000

Loan receivable, net

114,000

$ 2,564,000

$ 2,358,000

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

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (122,846)	$ 75,391	$ (96,019)	$ 123,009
Other comprehensive income:
Reclassification of (gains) losses on derivatives into earnings	(1,494)	943	(1,454)	2,945
Unrealized gain on derivatives	53,834	18,587	59,632	29,615
Other comprehensive income	52,340	19,530	58,178	32,560
Comprehensive income (loss)	(70,506)	94,921	(37,841)	155,569
Comprehensive (income) attributable to noncontrolling interests	(123)	(9,314)	(138)	(9,381)
Comprehensive income (loss) attributable to Safehold Inc.	$ (70,629)	$ 85,607	$ (37,979)	$ 146,188

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income (loss) and other comprehensive income (loss), attributable to noncontrolling interests. Excludes changes in equity resulting from investments by owners and distributions to owners.

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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Commitments and Contingencies - Unfunded and Other Commitments (Details) $ in Millions	Sep. 30, 2023 USD ($)
Unfunded commitments
Leasehold improvement allowance, unfunded, pending milestone achievement	$ 190.6
Future funding obligation, amount	283.6
Performance-based commitments	$ 118.9

Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale (Intangibles) (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

Dec. 31, 2022

$ 252,097

(39,326)

(34,302)

Below-market lease liabilities - Gross Intangible

^[1]

212,771

217,795

68,618

Below-market lease liabilities - Accumulated Amortization

(4,655)

(4,027)

Below-market lease liabilities - Carrying Value

^[1]

63,963

64,591

Amortization of real estate related intangible liabilities

2,023

$ 2,022

Above-market lease assets, net

186,002

(17,605)

(15,254)

Above-market lease assets, net | Operating Lease Income

168,397

170,748

Amortization of real estate related intangible liabilities

784

$ 784

2,351

In-place lease assets, net

65,345

(21,678)

(19,011)

In-place lease assets, net | Depreciation and amortization

43,667

46,334

Amortization of real estate related intangible liabilities

889

898

2,667

2,688

Below-market lease | Operating Lease Income

Amortization of real estate related intangible liabilities

209

628

Other intangible assets, net

750

(43)

(37)

Other intangible assets, net | Operating Lease Income

707

$ 713

Amortization of real estate related intangible liabilities

$ 2

$ 6

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

Business and Organization

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Business and Organization

Note 1—Business and Organization

●

The composition of the combined company’s board of directors, which includes three directors from Old SAFE, two directors from iStar, and two management members of both Old SAFE and iStar;

●

Old SAFE was the larger entity by size when comparing the key metrics of total assets, total revenue and net income (loss) from continuing operations and allocable to common shareholders; and

●

As a result, the historical financial statements of Old SAFE become the historical financial statements of the Company.

Other Merger related transactions

Note 2—Basis of Presentation and Principles of Consolidation

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 3—Summary of Significant Accounting Policies

Significant Accounting Policies

Allowance for credit losses on net investment in sales-type leases and Ground Lease receivables—Effective January 1, 2023, upon the adoption of ASU 2016-13, the Company implemented procedures to estimate its allowance for credit losses on net investment in sales-type leases and Ground Lease receivables, including unfunded commitments, using a quantitative analysis to estimate expected loss rates for its portfolio of net investment in sales-type leases and Ground Lease receivables. ASU 2016-13 replaced the incurred loss impairment methodology in prior GAAP with a methodology that reflects expected credit losses over the life of the investment and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company analyzes historical data provided by Trepp (“Trepp”) for single asset borrower loans and considers comparable loan to value ratios, loss rates, timing of losses, vintage, property type and other statistics. The Company updates its analysis for current market conditions and reasonable and supportable forecasts of unemployment rates to develop an estimate of credit losses. The Company analyzes its portfolio of Ground Leases in two categories, based on whether the underlying property is a stabilized property or a development project (projects with unfunded commitments that are under development or in transition). The Company’s development properties are assigned a higher loss rate due to the higher inherent risk of deals under construction.

Interest receivable is not included in the Company’s allowance for credit losses on net investment in sales-type leases and Ground Lease receivables as the Company performs timely write-offs, if any, of aged interest receivables. The Company has also made a policy election to write off aged interest receivables through interest income from sales-type leases as opposed to through the provision for credit losses.

Real estate available and held for sale—The Company reports real estate assets to be sold at the lower of their carrying amount or estimated fair value less costs to sell and classifies them as “Real estate available and held for sale” on the Company’s consolidated balance sheets. If the estimated fair value less costs to sell is less than the carrying value, the difference will be recorded as an impairment charge. Impairment for real estate assets disposed of or classified as held for sale are included in "Impairment of assets" in the Company’s consolidated statements of operations. Once a real estate asset is classified as held for sale, depreciation expense is no longer recorded.

The Company classifies its real estate assets as held for sale in the period in which all of the following conditions are met: (i) the Company commits to a plan and has the authority to sell the asset; (ii) the asset is available for sale in its current condition; (iii) the Company has initiated an active marketing plan to locate a buyer for the asset; (iv) the sale of the asset is both probable and expected to qualify for full sales recognition within a period of 12 months; (v) the asset is being actively marketed for sale at a price that is reflective of its current fair value; and (vi) the Company does not anticipate changes to its plan to sell the asset.

If circumstances arise that were previously considered unlikely and, as a result the Company decides not to sell a property previously classified as held for sale, the property is reclassified as held and used and included in "Real estate, net" on the Company’s consolidated balance sheets. The Company measures and records a property that is reclassified as held and used at the lower of: (i) its carrying amount before the property was classified as held for sale, adjusted for any depreciation expense that would have been recognized had the property been continuously classified as held and used; or (ii) the estimated fair value at the date of the subsequent decision not to sell.

Fair Values—The Company is required to disclose fair value information with regard to its financial instruments, whether or not recognized in the consolidated balance sheets, for which it is practical to estimate fair value. The Financial Accounting Standards Board (“FASB”) guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on 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). The Company determines the estimated fair values of financial assets and liabilities based on a hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the Company and the Company’s own assumptions about market participant assumptions.

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


	As of September 30, 2023				As of December 31, 2022
	Carrying		Fair		Carrying		Fair
	Value		Value		Value		Value
Assets
Net investment in sales-type leases⁽¹⁾	$	3,183	$	3,073	$	3,107	$	3,236
Ground Lease receivables⁽¹⁾		1,564		1,574		1,375		1,501
Loans receivable, net - related party⁽¹⁾		112		114		—		—
Cash and cash equivalents⁽²⁾		11		11		20		20
Restricted cash⁽²⁾		28		28		28		28

Liabilities
Debt obligations, net⁽¹⁾
Level 1		739		558		738		573
Level 3		3,199		2,564		2,783		2,358
Total debt obligations, net		3,938		3,122		3,521		2,931

(1)

The fair value of the Company’s net investment in sales-type leases, Ground Lease receivables and loans receivable, net – related party are classified as Level 3 within the fair value hierarchy. The fair value of the Company’s debt obligations traded in secondary markets are classified as Level 1 within the fair value hierarchy and the fair value of the Company’s debt obligations not traded in secondary markets are classified as Level 3 within the fair value hierarchy.

(2)	The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values and are classified as Level 1 within the fair value hierarchy.

Redeemable Noncontrolling Interests—In February 2022, the Company sold 108,571 Caret units (refer to Note 11) for $19.0 million to third-party investors and received a commitment from an existing shareholder (which is affiliated with one of the Company’s independent directors) for the purchase of 28,571 Caret units for $5.0 million. As part of the sale, the Company agreed to use commercially reasonable efforts to provide public market liquidity for such Caret units by seeking to provide a listing of the Caret units, or securities into which they may be exchanged, within two years of the sale. In the event public market liquidity of the Caret units is not achieved within such two year period at a valuation not less than the purchase price for the Caret units purchased in February 2022, reduced by an amount equal to the amount of subsequent cash distributions made to the investors on account of such Caret units, then the investors in the February 2022 transaction have the right to cause their Caret units purchased in February 2022 to be redeemed by Portfolio Holdings at their original purchase price as so reduced.

The Company classifies these redeemable Caret units in accordance with Accounting Standards Codification (“ASC”) 480: Distinguishing Liabilities from Equity. ASC 480-10-S99-3A requires that equity securities redeemable at the option of the holder be classified outside of permanent stockholders’ equity. The Company classifies redeemable Caret units as “Redeemable noncontrolling interests” in its consolidated balance sheets and consolidated statements of changes in equity. The redeemable noncontrolling interest’s carrying amount is equal to the higher of (i) the initial carrying amount, increased or decreased for the redeemable noncontrolling interest’s share of net income or loss and dividends; or (ii) the redemption value.

Stock-based compensation—In March 2023, the Company granted awards to employees with an aggregate grant date fair value of $25.0 million, or $28.89 per share. The awards vest ratably over a four-year service period. Compensation cost for stock-based awards is measured on the grant date and adjusted over the period of the employees’ services to reflect: (i) actual forfeitures; and (ii) the service conditions through the requisite service period. Compensation costs are recognized ratably over the applicable vesting/service period and recorded in "General and administrative" in the Company’s consolidated statements of operations.

Income taxes— The Company (then known as iStar) elected to be taxed as a REIT under sections 856 through 859 of the Internal Revenue Code of 1986, as amended (the "Code") beginning with its taxable year ended December 31, 1998. The Company operates its business in a manner consistent with its election to be taxed as a REIT. As such, the consolidated financial statements of the Company have been prepared consistent with the Company’s qualification as a REIT for the periods presented. The Company will be subject to federal and state income taxation at corporate rates on its net taxable income; the Company, however, may claim a deduction for the amount of dividends paid to its shareholders. Amounts distributed as dividends by the Company will be subject to taxation at the stockholder level only. While the Company must distribute at least 90% of its net taxable income to qualify as a REIT, the Company intends to distribute all of its net taxable income, if any, and eliminate federal and state taxes on undistributed net taxable income. Certain states may impose minimum franchise taxes. In addition, the Company is allowed certain other non-cash deductions or adjustments, such as depreciation expense, when computing its net taxable income and distribution requirement. These deductions permit the Company to reduce its dividend payout requirement under federal tax laws. The Company’s tax years from 2019 through 2021 remain subject to examination by major tax jurisdictions The Company has two taxable REIT subsidiaries (“TRS”), one of which was formed during the year ended December 31, 2018 and had no material activity during the periods presented. Accordingly, no provision for income taxes was required. The second TRS provides management services to Star Holdings and internally to the REIT. The second TRS was acquired in the Company’s acquisition of iStar and first had activity during the three months ended June 30, 2023. For the nine months ended September 30, 2023, the Company recorded current income tax expense in the amount of $1.4 million, which was partially offset by a deferred tax benefit of $0.9 million with respect to the TRS. In addition, the Company paid other state and local income taxes in the amount of $0.1 million during the nine months ended September 30, 2023.

Loans receivable, net – related party—Loans receivable, net – related party includes the four-year term loan that the Company originated to Star Holdings (refer to Note 4). Loans receivable classified as held-for-investment are reported at their outstanding unpaid principal balance net of any unamortized acquisition premiums or discounts and unamortized deferred loan costs or fees and credit loss allowances.

The Company performs a quarterly analysis of its loan receivable that incorporates management’s current judgments about credit quality based on all known and relevant internal and external factors that may affect collectability. The Company considers, among other things, payment status, lien position, borrower financial resources and investment collateral, collateral type, project economics and other economic factors. The Company estimates its Expected Loss on its loans receivable based on relevant information including current market conditions and reasonable and supportable forecasts that affect the collectability of its investments. The estimate of the Company’s Expected Loss requires significant judgment. The Company calculated its Expected Loss through the use of third-party market data that provided current and future economic conditions that may impact the performance of the commercial real estate assets securing its investments.

The Company will consider a loan to be non-performing and place it on non-accrual status at such time as: (1) interest payments become 90 days delinquent; (2) it has a maturity default; or (3) management determines it is probable that it will be unable to collect all amounts due according to the contractual terms of the loan. Non-accrual loans will be returned to accrual status when they have become contractually current and management believes all amounts contractually owed will be received.

The Company made the accounting policy election to record accrued interest on its loan asset separate from its loans receivable and to exclude accrued interest from its amortized cost basis disclosures. Any accrued interest receivable is recorded in “Deferred expenses and other assets, net” on the Company’s consolidated balance sheets. As of September 30, 2023, the Company had $26 thousand of accrued interest on its consolidated balance sheets. The Company will place its loan on non-accrual status once interest on the loan becomes 90 days delinquent and will reverse any accrued interest as a reduction to interest income or recognizes a credit loss expense at such time. As such, the Company elected the practical expedient to not record an allowance against accrued interest receivable. During the three and nine months ended September 30, 2023, the Company did not reverse any accrued interest on its loan asset.

Interest Income – related party—Interest income - related party (refer to Note 4) is recognized on an accrual basis using the effective interest method and is recorded in “Interest income – related party” in the Company’s consolidated statements of operations.

Equity Investments—Equity investments are accounted for pursuant to the equity method of accounting if the Company can significantly influence the operating and financial policies of the investee. The Company has noncontrolling equity interests in multiple ventures (refer to Note 6) and determined the entities to be voting interest entities. As such, its equity interests in these ventures are accounted for pursuant to the equity method of accounting. The Company’s periodic share of earnings and losses in equity method investees are included in "Earnings from equity method investments" in the Company’s consolidated statements of operations. Equity investments are included in "Equity investments" on the Company’s consolidated balance sheets. The Company acquired two equity interests from iStar in connection with the Merger. In connection with the acquisition, the Company has basis differences in these equity interests that are amortized to income over the life of the underlying assets (refer to Note 6).

Management fees—The Company earns management fees through SpinCo Manager’s management agreement with Star Holdings pursuant to which SpinCo Manager operates and pursues the orderly monetization of Star Holding’s assets (refer to Note 1). Effective March 31, 2023, Star Holdings will pay SpinCo Manager an annual management fee of $25.0 million in year one, $15.0 million in year two, $10.0 million in year three, $5.0 million in year four and 2.0% of the gross book value of Star Holdings’ assets, excluding shares of the Company’s common stock, for each annual term thereafter. Management fees are paid quarterly in arrears. The Company recognizes management fee income in accordance

with ASC 606: Revenue from Contracts with Customers (“ASC 606”). Upon the Company’s initial evaluation of the management contract, the Company evaluated the payment terms and termination clauses and it determined the estimated term of the contract to be three years and the total transaction price to be $50.0 million. The Company determined that the termination fees payable by Star Holdings in year one through year three upon termination of the management agreement would be substantive and therefore termination of the management agreement would be unlikely before year four. The Company will continue to evaluate the anticipated term and total transaction price of the management agreement as it executes its performance obligations under the management agreement. Pursuant to ASC 606, the Company allocated the transaction price to its performance obligations under the management agreement. The Company determined that the management contract represents a single continuing performance obligation and tracks its progress toward satisfying its performance obligation using an input method to measure the level of effort expended during the period and time budgeted to complete its obligations, which is subject to variability based on market conditions. The Company recognizes management fee income as it satisfies the performance obligations of the contract and records management fees in “Other income” in the Company’s consolidated statements of operations.

Acquisitions—The Company evaluates each acquisition transaction to determine whether the acquired asset meets the definition of a business. Under ASC 805, an acquisition does not qualify as a business when (i) substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets; (ii) the acquisition does not include a substantive process in the form of an acquired workforce; or (iii) there is an acquired contract that cannot be replaced without significant cost, effort or delay. Acquisitions of a business are accounted for as business combinations and other acquisition transactions are accounted for as asset acquisitions. Transaction costs related to asset acquisitions are capitalized as part of the cost basis of the acquired assets, while transaction costs related to business combinations are expensed as incurred.

The Company’s acquisition of iStar was accounted for as a business combination. For business combinations, the Company recognizes and measures identifiable assets acquired, liabilities assumed and any noncontrolling interest in the acquiree at their fair values on the Company’s consolidated balance sheets. In a business combination, the difference, if any, between the purchase consideration and the fair value of identifiable net assets acquired is either recorded as goodwill or as a bargain purchase gain.

Fair values are based on available information including discounted cash flow analysis or similar fair value models. Fair value estimates are also made using significant assumptions such as capitalization rates, discount rates, fair market lease rates and other market data. The fair value of the Company’s interests in equity investments acquired is calculated using the fair value of the investments held by the venture, which are valued using methods as described above, and considers the Company’s economics in the venture.

The fair value of financial instruments, which could include loans receivable or net investment in sales-type leases, is based on current market conditions and loan or lease agreements in place. The fair value of tangible assets, which could include land, buildings, building improvements and tenant improvements is determined as if these assets are vacant. Intangible assets may include the value of right of use lease assets, above-market leases and in-place leases. As lessee, right of use lease assets and lease liabilities are measured at the present value of lease payments not yet paid, discounted at the implied rate charged by the lessor if that rate is readily determinable, or if that rate is not readily determinable, the Company's incremental borrowing rate, as of the date of the acquisition. As lessee, operating lease right of use assets are included in “Deferred expenses and other assets, net” and operating lease liabilities are recorded in “Accounts payable, accrued expenses and other liabilities” on the Company’s consolidated balance sheets. As lessee, above-market operating lease intangibles, in-place operating lease intangibles and below-market lease assets are each recorded at their fair values and included in “Deferred expenses and other assets, net” on the Company’s consolidated balance sheets.

The table below shows the Company’s purchase consideration for the acquisition of iStar ($ in thousands):


Total Company shares as purchase price⁽¹⁾		1,195,034
Stock price of the Company’s common stock⁽²⁾	$	29.78
Fair value of the Company's stock transferred		35,588
Cash consideration paid by the Company to iStar		88,685
Purchase consideration	$	124,273

(1)

The total post-Merger shares of the Company to be held by iStar shareholders includes 12.7 million shares that were issued as consideration for the investment in Old SAFE previously held by iStar as of March 30, 2023 that were retired in connection with the Merger. Accordingly, these shares are excluded from the purchase consideration as they are reflected as a treasury stock repurchase and retirement by Old SAFE.

(2)	Based on the closing price of Old SAFE’s common stock as of March 30, 2023, representing the final closing price prior to the effective time of the Merger.

The Merger was accounted for as a business combination pursuant to ASC 805 and all Merger related costs were expensed as incurred. The Company recorded $0.1 million of Merger expenses during the three months ended September 30, 2023 in “Other expense” in the Company’s consolidated statements of operations. The Company recorded $18.9 million of Merger expenses during the nine months ended September 30, 2023, of which $14.1 million was recorded in “Other expense” and $4.8 million was recorded in “General and administrative” in the Company’s consolidated statements of operations. During the nine months ended September 30, 2023, the Company also recorded $0.9 million of related non-recurring charges in “Other expense” and a provision for credit losses of $2.3 million on the Secured Term Loan Facility (refer to Note 4) which was originated at the time of the Merger in conjunction with the Spin-Off. Excluding $3.0 million of related non-recurring charges and the $2.3 million provision for credit losses on the Secured Term Loan Facility, through September 30, 2023, the Company has incurred $26.6 million of Merger expenses.

The following table sets forth the preliminary allocation as of March 31, 2023 of the purchase consideration to the fair values of identifiable tangible and intangible assets acquired and liabilities assumed, recognized as a result of the acquisition described in Note 1 above, measurement period adjustments and a revised allocation of the purchase consideration ($ in thousands):


	Preliminary		Measurement		Revised
	Purchase Price Allocation		Period Adjustments		Purchase Price Allocation
Cash and cash equivalents	$	3,213	$	—	$	3,213
Real estate		1,508		—		1,508
Equity investments⁽¹⁾		61,247		—		61,247
Deferred tax asset⁽²⁾		—		6,292		6,292
Deferred expenses and other assets⁽²⁾⁽³⁾		25,442		6,480		31,922
Total assets acquired		91,410		12,772		104,182

Accounts payable, accrued expenses and other liabilities⁽²⁾⁽⁴⁾		(22,939)		(2,340)		(25,279)
Debt obligations⁽⁵⁾		(99,995)		—		(99,995)
Total liabilities assumed		(122,934)		(2,340)		(125,274)

Net identifiable (liabilities assumed) assets acquired		(31,524)		10,432		(21,092)

Purchase consideration	$	124,273	$	—	$	124,273
Add: net identifiable liabilities assumed		31,524		(10,432)		21,092
Goodwill⁽⁶⁾		155,797		(10,432)		145,365

(1)	Equity investments were valued using discount rates between 7.2% and 13.9% and are classified as Level 3 within the fair value hierarchy.

(2)

During the three months ended June 30, 2023, the Company recorded a deferred tax asset in the amount of $6.3 million, net of a valuation allowance in the amount of $2.8 million, and reduced goodwill by $6.3 million. The net deferred tax asset relates to net operating loss carryovers to which the Company’s taxable REIT subsidiary is a successor and were finalized upon filing tax returns subsequent to the Merger for periods prior to the Merger. During the three months ended September 30, 2023, the Company recognized $6.5 million of deferred expenses and other assets related to final state tax receivables and $2.3 million in accounts payable, accrued expenses and other liabilities as a result of finalizing its tax returns which produced additional information not available at the time of the Merger. The following table presents a rollforward of the Company’s goodwill:


Balance at December 31, 2022	$	—
Goodwill recognized at Merger		155,797
Reduction to goodwill resulting from measurement period adjustments		(10,432)
Impairment		(145,365)
Balance at September 30, 2023	$	—

(3)

Deferred expenses and other assets includes $11.0 million attributable to operating lease right of use assets, $4.7 million attributable to prepaid expenses resulting from the settlement of iStar’s compensation plans, $2.1 million attributable to in-place prepaid contracts, $1.3 million attributable to office furniture and equipment and $6.3 million attributable to other receivables.

(4)

Accounts payable, accrued expenses and other liabilities primarily includes a $14.2 million operating lease liability. In addition, under the Merger Agreement, iStar was required to fund its share of merger-related costs and to provide sufficient cash to fund any unresolved corporate obligations and accrued liabilities or costs yet-to-be incurred prior to the Merger. Accounts payable, accrued expenses and other liabilities includes approximately $8.7 million of obligations assumed from iStar, which are offset with corresponding amounts in cash and cash equivalents and amounts receivable in deferred expenses and other assets, net sufficient to settle such obligations.

(5)	Debt obligations were valued using a discount rate of 6.7% and are classified as Level 3 within the fair value hierarchy.

(6)	Goodwill is calculated as the excess of purchase consideration over the fair value of the net identifiable assets acquired and primarily relates to the acquisition of iStar’s workforce and future synergies expected to be realized after the completion of the Merger.

The following table summarizes the Company's pro forma revenues and net income (loss) for the three and nine months ended September 30, 2023 and 2022 as if the Merger described in Note 1 was completed on January 1, 2022 ($ in thousands):⁽¹⁾


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2023		2022		2023		2022
Pro forma revenues	$	85,561	$	84,388	$	268,478	$	229,608
Pro forma net income (loss)		(122,846)		45,214		(66,412)		(118,086)



(1)	The pro forma revenues and net income (loss) are presented for informational purposes only and may not be indicative of what the actual results of operations of the Company would have been assuming the transaction occurred on January 1, 2022, nor do they purport to represent the Company’s results of operations for future periods. For the nine months ended September 30, 2022, pro forma net loss includes $47.7 million of merger expenses (including $20.3 million of merger expenses borne by iStar), which are non-recurring in nature. For the three and nine months ended September 30, 2022, pro forma net loss includes $13.2 million and $171.9 million, respectively, of losses on extinguishment of debt, which are non-recurring in nature. From the date of the Merger closing through September 30, 2023, $0.1 million of total revenues and $6.0 million of net income of the acquiree are included in the Company’s consolidated statements of operations.

Goodwill—Goodwill is calculated as the excess of purchase consideration over the fair value of the net identifiable assets acquired (or liabilities assumed) and primarily relates to the acquisition of iStar’s workforce and future synergies expected to be realized from the Merger. Goodwill is not subject to amortization but is tested annually for impairment or more frequently should potential triggering events be identified that may indicate potential impairment, such as when a company’s fair value, or the estimated fair value of a reporting unit of a company, is below its book value.

During the three months ended September 30, 2023, the Company experienced a precipitous and sustained decline in the price per share of its common stock, which it identified as an indicator of goodwill impairment. As a result, the Company performed an interim goodwill evaluation. The Company determined that its current operations are carried out through a single reporting unit with a carrying value of approximately $2.4 billion. The estimated fair value of the Company was determined to be the Company’s market capitalization adjusted for a control premium estimated by the Company representing an amount a market participant would pay to obtain a controlling interest in the Company. The Company determined that its carrying value exceeded its estimated fair value and therefore recorded an impairment of goodwill. The Company recorded a $145.4 million full impairment of the goodwill recognized as a result of the Merger, which is recorded as a non-cash charge in “Impairment of goodwill” in the Company’s consolidated statements of operations. The Company does not expect goodwill to have any tax impact on its financial statements.

New accounting pronouncements—The following paragraph describes the impact on the Company's consolidated financial statements from the adoption of Accounting Standards Updates ("ASUs") on January 1, 2023.

The Company adopted ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"), as amended, on January 1, 2023 using the modified retrospective approach method. Under the modified retrospective approach, the Company recorded a cumulative effect adjustment to retained earnings by recording an initial allowance for credit losses on net investment in sales-type leases and Ground Lease receivables. Periods presented that are prior to the adoption date of January 1, 2023 will not be adjusted. ASU 2016-13 replaced the incurred loss impairment methodology with a methodology that reflects a current expected credit loss ("Expected Loss"). ASU 2016-13 impacted all of the Company’s investments held at amortized cost, which included its net investment in sales-type leases and Ground Lease receivables. Upon adoption of ASU 2016-13 on January 1, 2023, the Company recorded an initial allowance for credit losses on net investments in sales-type leases of $0.4 million and an initial allowance for credit losses on Ground Lease receivables of $0.2 million, both of which were recorded as a cumulative effect adjustment to retained earnings. Subsequent increases or decreases in the allowance for credit losses on net investment in sales-type leases or Ground Lease receivables will be charged to "Provision for credit losses" in the Company's consolidated statements of operations. Refer to "Significant Accounting Policies" above for more information on how the Company determines its allowance for credit losses on net investment in sales-type leases, Ground Lease receivables and loans receivable, net – related party.

The Company also adopted ASU 2022-02, Financial Instruments—Credit Losses: Troubled Debt Restructurings and Vintage Disclosures (“ASU 2022-02”). ASU 2022-02 eliminated troubled debt restructuring recognition and measurement guidance and requires disclosure of gross write-offs by vintage for public business entities. The adoption of ASU 2022-02 did not have a material impact on the Company’s consolidated financial statements.

Equity (Narrative) (Details) $ / shares in Units, $ in Millions		1 Months Ended			3 Months Ended		6 Months Ended	9 Months Ended
	Mar. 31, 2023 D $ / shares shares	Aug. 31, 2023 USD ($) shares	Jun. 30, 2023 $ / shares shares	Mar. 31, 2023	Sep. 30, 2023 item $ / shares shares	Sep. 30, 2022 $ / shares	Sep. 30, 2023 item $ / shares shares	Sep. 30, 2023 USD ($) item $ / shares shares	Sep. 30, 2022 USD ($) $ / shares	Dec. 31, 2023 shares	Apr. 30, 2023 USD ($) $ / shares	Dec. 31, 2022 $ / shares	Aug. 10, 2022 $ / shares	Sep. 30, 2018 shares
Class of Stock [Line Items]
Common stock, par value (in dollars per share) \| $ / shares					$ 0.01		$ 0.01	$ 0.01			$ 0.01	$ 0.01
Number of classes of common stock \| item					1		1	1
Cash dividends declared \| $								$ 35.3	$ 32.5
Dividends declared, per share (usd per share) \| $ / shares					$ 0.177	$ 0.177		$ 0.531	$ 0.524
Award vesting period				4 years
Public Offering and Private Placement
Class of Stock [Line Items]
Offering costs \| $		$ 6.6
Public Offering
Class of Stock [Line Items]
Proceeds from stock transaction \| $		$ 139.1
Stock issued (in shares)		6,500,000
Primary sales agreement
Class of Stock [Line Items]
Number of shares sold							0
MSD Partners \| Private Placement
Class of Stock [Line Items]
Proceeds from private placement offering \| $		$ 12.8
Stock issued (in shares)		599,983
Maximum \| Primary sales agreement
Class of Stock [Line Items]
Aggregate sales price \| $											$ 300.0
2009 Long Term Incentive Plan
Class of Stock [Line Items]
Vested shares of common stock issued			24,336
Grant date fair value of shares issued \| $ / shares			$ 23.58
Number of shares available for issuance for future awards (in shares)					435,612		435,612	435,612
Performance-based awards \| Caret Performance Incentive Plan (the "Original Caret Performance Incentive Plan").
Class of Stock [Line Items]
Previously vested shares subject to additional vesting (as percentage)	25.00%
Awards expected to vest within the next year.										850
Performance-based awards \| Amended Caret Performance Incentive Plan
Class of Stock [Line Items]
Trigger at average per share price (in dollars per share) \| $ / shares	$ 60.00
Expiration term (in years)	4 years
Awards outstanding (in shares)					1,499,382		1,499,382	1,499,382
Awards granted during the period	76,801
Number of awards outstanding then outstanding units (as percentage)								15.41%
Number of awards outstanding then authorized units (as percentage)								12.50%
Performance-based awards \| Amended Caret Performance Incentive Plan \| Minimum
Class of Stock [Line Items]
Threshold consecutive trading days \| D	30
Chief Financial Officer \| Performance-based awards \| Amended Caret Performance Incentive Plan
Class of Stock [Line Items]
Awards granted during the period	15,000
General and Administrative Expense \| Performance-based awards \| Caret Performance Incentive Plan (the "Original Caret Performance Incentive Plan").
Class of Stock [Line Items]
Share-based payment arrangement, expense \| $								$ 1.0	$ 0.4
Chief Executive Officer \| Public Offering
Class of Stock [Line Items]
Proceeds from stock transaction \| $		$ 1.4
Stock issued (in shares)		65,420
iStar Inc. \| MSD Partners
Class of Stock [Line Items]
Sale of stock, share price (in dollars per share) \| $ / shares													$ 37.00
Safehold, Inc. (Old SAFE) \| 2017 Equity Incentive Plan
Class of Stock [Line Items]
Number of shares available for issuance for future awards (in shares)					0		0	0
Safehold, Inc. (Old SAFE) \| Performance-based awards \| Caret Performance Incentive Plan (the "Original Caret Performance Incentive Plan").
Class of Stock [Line Items]
Capital shares reserved for future issuance (in shares)														1,500,000

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

Sep. 30, 2023

Dec. 31, 2022

Net investment in sales-type leases, allowances

$ 468

$ 0

Ground Lease receivables, allowances

318

$ 0

Loans receivable, net - related party, allowances

$ 2,421

Common stock, par value (in dollars per share)

$ 0.01

Common stock, shares authorized (in shares)

400,000

Common stock, shares issued (in shares)

71,066

62,397

Common stock, shares outstanding (in shares)

71,066

62,397

Accounts payable, accrued expenses and other liabilities

^[1],[2]

$ 153,139

$ 67,564

^[2],[3]

122,986

100,357

Related party

Accounts payable, accrued expenses and other liabilities

$ 7,100

$ 8,500

[1]	As of September 30, 2023, includes $7.1 million due from related parties.
[2]	Refer to Note 2 for details on the Company’s consolidated variable interest entities (“VIEs”).
[3]	As of December 31, 2022, includes $8.5 million due to related parties.

Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities (Tables)

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Deferred Expenses and Other Assets, Net

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


	As of
	September 30, 2023		December 31, 2022
Operating lease right-of-use asset⁽¹⁾	$	34,981	$	26,312
Interest rate hedge assets		92,616		29,346
Deferred finance costs, net⁽²⁾		5,031		4,461
Other assets⁽³⁾		15,619		2,664
Purchase deposits		3,373		4,333
Leasing costs, net		441		448
Corporate furniture, fixtures and equipment, net		1,078		—
Deferred expenses and other assets, net	$	153,139	$	67,564

(1)

Operating lease right-of-use asset relates primarily to a property that is majority-owned by a third party and is ground leased to the Company. The Company is obligated to pay the owner of the property $0.5 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company’s Ground Lease tenant at the property pays this expense directly under the terms of a master lease. Operating lease right-of-use asset is amortized on a straight-line basis over the term of the lease and is recorded in “Real estate expense” in the Company’s consolidated statements of operations. During both the three months ended September 30, 2023 and 2022, the Company recognized $0.1 million in “Real estate expense” and $0.1 million in “Other income” from its operating lease right-of-use asset. During the nine months ended September 30, 2023 and 2022, the Company recognized $0.4 million and $0.3 million, respectively, in “Real estate expense” and $0.4 million and $0.3 million, respectively, in “Other income” from its operating lease right-of-use asset. The related operating lease liability (see table below) equals the present value of the minimum rental payments due under the lease discounted at the Company’s incremental secured borrowing rate for a similar asset estimated to be 5.5%. The Company also has operating leases for office space that it assumed from iStar in connection with the Merger (refer to Note 9).

(2)	Accumulated amortization of deferred finance costs was $9.7 million and $5.7 million as of September 30, 2023 and December 31, 2022, respectively.

(3)

As of September 30, 2023, includes $6.9 million of management fees due from Star Holdings. Through September 30, 2023, the Company has earned $13.2 million of management fees from Star Holdings and as of September 30, 2023, $36.8 million of the transaction price is attributable to performance obligations that remain unsatisfied.

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
	September 30, 2023		December 31, 2022
Interest payable	$	63,232	$	55,459
Other liabilities⁽¹⁾		14,671		17,639
Dividends declared and payable		12,907		11,067
Operating lease liability⁽²⁾		17,047		5,471
Management fee payable		—		5,301
Accrued expenses⁽³⁾		15,129		5,420
Accounts payable, accrued expenses and other liabilities	$	122,986	$	100,357

(1)	As of December 31, 2022, other liabilities include $3.1 million due to the Former Manager for allocated payroll costs and costs it paid on the Company’s behalf.

(2)	Refer to Note 9.

(3)	As of September 30, 2023, accrued expenses includes accrued compensation, legal, audit and property expenses. As of December 31, 2022, accrued expenses includes accrued legal, audit and property expenses.

Risk Management and Derivatives (Tables)

9 Months Ended

Sep. 30, 2023

Risks and Uncertainties [Abstract]

Derivative Financial Instruments Designated in Hedging Relationships

The table below presents the Company’s derivatives as well as their classification on the consolidated balance sheets as of September 30, 2023 and December 31, 2022 ($ in thousands):⁽¹⁾


	September 30, 2023		December 31, 2022
	Fair		Fair		Balance Sheet
Derivative Type	Value⁽²⁾		Value⁽²⁾		Location
Assets
Interest rate swaps	$	92,616	$	29,346	Deferred expenses and other assets, net
Total	$	92,616	$	29,346

(1)	Over the next 12 months, the Company expects that $5.8 million related to cash flow hedges will be reclassified from “Accumulated other comprehensive income (loss)” as a decrease to interest expense.

(2)	The fair value of the Company’s derivatives is estimated using valuation techniques utilized by a third-party specialist using observable inputs such as interest rates and contractual cash flow and are classified as Level 2 within the fair value hierarchy.

Derivative Instruments, Gain (Loss)

The table below presents the effect of the Company’s derivative financial instruments in the consolidated statements of operations and the consolidated statements of comprehensive income (loss) for the three and months ended September 30, 2023 and 2022 ($ in thousands):


				Amount of Gain
		Amount of Gain		(Loss) Reclassified
		(Loss) Recognized		from Accumulated
		in Accumulated		Other
	Location of Gain (Loss)	Other		Comprehensive
	When Recognized in	Comprehensive		Income into
Derivatives Designated in Hedging Relationships	Income	Income		Earnings
For the Three Months Ended September 30, 2023
Interest rate swaps	Interest expense	$	53,834	$	1,494
For the Three Months Ended September 30, 2022
Interest rate swaps	Interest expense	$	18,587	$	(943)
For the Nine Months Ended September 30, 2023
Interest rate swaps	Interest expense	$	59,632	$	1,454
For the Nine Months Ended September 30, 2022
Interest rate swaps	Interest expense	$	29,615	$	(2,945)

Earnings Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Earnings Per Share [Abstract]
Net income (loss)		$ (122,846)	$ 75,391	$ (96,019)	$ 123,009
Net (income) attributable to noncontrolling interests	$ (9,500)	(123)	(9,314)	(138)	(9,381)
Net income (loss) attributable to Safehold Inc. common shareholders for basic earnings per share		(122,969)	66,077	(96,157)	113,628
Net income (loss) attributable to Safehold Inc. common shareholders - diluted		$ (122,969)	$ 66,077	$ (96,157)	$ 113,628

Amount of Net Income (Loss) attributable to noncontrolling interest.

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities, and addition from assumption of issuance of common shares for dilutive potential common shares; of income (loss) available to common shareholders.

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

Increase (Decrease) in Temporary Equity [Roll Forward]

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

Common Stock

Additional Paid-In Capital

Retained Earnings

Cumulative Effect, Period of Adoption, Adjustment

Retained Earnings

Accumulated Other Comprehensive Income (Loss)

Noncontrolling Interests

Cumulative Effect, Period of Adoption, Adjustment

Total

Net income

$ 658

Contributions from noncontrolling interests

18,829

Additional paid in capital attributable to redeemable noncontrolling interests

171

Balance at the beginning of the period at Dec. 31, 2021

19,658

$ 566

$ 1,663,324

$ 59,368

$ (40,980)

$ 2,924

1,685,202

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

113,628

8,723

122,351

318,002

385

318,443

Change in accumulated other comprehensive income (loss)

(32,521)

32,560

Contributions from noncontrolling interests

Additional paid in capital attributable to redeemable noncontrolling interests

(33)

(171)

Balance at the beginning of the period at Jun. 30, 2022

622

1,981,155

140,475

(8,420)

12,017

2,125,849

19,000

Increase (Decrease) in Temporary Equity [Roll Forward]

Net income

658

Balance at the beginning of the period at Jun. 30, 2022

19,658

621

1,975,933

85,405

(27,950)

3,320

2,037,329

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

66,077

8,656

74,733

5,222

5,275

Change in accumulated other comprehensive income (loss)

(11,007)

19,530

(11)

Balance at the beginning of the period at Dec. 31, 2022

622

1,981,155

140,475

(8,420)

12,017

2,125,849

^[1]

19,011

Balance at the beginning of the period at Dec. 31, 2022

^[1]

19,011

624

1,986,417

$ (640)

151,226

3,281

4,056

$ (640)

2,145,604

^[1]

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

(96,157)

138

(96,019)

162,484

982

163,540

Change in accumulated other comprehensive income (loss)

(35,305)

58,178

Contributions from noncontrolling interests

(1,443)

30,439

28,996

Merger consideration (refer to Note 1 and Note 3)

(538)

35,576

35,588

Balance at the beginning of the period at Jun. 30, 2023

710

2,183,034

19,124

61,459

35,077

2,299,404

^[1]

19,011

Balance at the beginning of the period at Jun. 30, 2023

^[1]

19,011

639

2,034,678

154,826

9,119

34,480

2,233,742

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

(122,969)

123

(122,846)

148,356

485

148,912

Change in accumulated other comprehensive income (loss)

(12,733)

52,340

(11)

Investments, All Other Investments [Abstract]

$ 710

$ 2,183,034

$ 19,124

$ 61,459

$ 35,077

$ 2,299,404

^[1]

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

Equity Investments

9 Months Ended

Sep. 30, 2023

Equity Investments

Note 6—Equity Investments

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


					Earnings from				Earnings from
	Carrying Value				Equity Method Investments				Equity Method Investments⁽¹⁾
	as of				For the Three Months Ended				For the Nine Months Ended
	September 30,		December 31,		September 30,				September 30,
	2023		2022		2023		2022		2023		2022
Equity investment
425 Park Avenue	$	134,762	$	133,118	$	938	$	863	$	2,645	$	2,540
32 Old Slip		51,145		47,270		1,406		1,381		4,253		4,232
Ground Lease Plus Fund⁽¹⁾		61,308		—		1,825		—		3,513		—
Leasehold Loan Fund⁽²⁾		39,903		—		3,282		—		6,109		—
Total	$	287,118	$	180,388	$	7,451	$	2,244	$	16,520	$	6,772

(1)

As of September 30, 2023, the Company has a basis difference of $20.2 million in the Ground Lease Plus Fund that will be amortized over a weighted average remaining term of 100.6 years using the effective interest method. During the three and nine months ended September 30, 2023, $0.8 million and $1.6 million, respectively, of the basis difference was amortized as an increase to earnings from equity method investments.

(2)

As of September 30, 2023, the Company has a basis difference of $12.3 million in the Leasehold Loan Fund that will be amortized over a weighted average remaining term of 3.3 years using the effective interest method. During the three and nine months ended September 30, 2023, $1.0 million and $2.0 million, respectively, of the basis difference was amortized as an increase to earnings from equity method investments.

425 Park Avenue—In August 2019, the Company formed a venture with a sovereign wealth fund that is an existing shareholder of the Company to acquire the existing Ground Lease at 425 Park Avenue in New York City. The venture acquired the Ground Lease in November 2019. The Company has a 54.8% noncontrolling equity interest in the venture and is the manager of the venture. iStar was the manager prior to the Merger.

32 Old Slip—In June 2021, the Company acquired a 29.2% noncontrolling equity interest in a Ground Lease at an office property in New York City.

Ground Lease Plus Fund—In connection with Merger, the Company acquired from iStar an investment fund that iStar managed that targets the origination and acquisition of Ground Leases for commercial real estate projects that are in a pre-development phase (the “Ground Lease Plus Fund”). The Company owns a 53% noncontrolling equity interest in the Ground Lease Plus Fund. The Company does not have a controlling interest in the Ground Lease Plus Fund due to the substantive participating rights of its partner and accounts for this investment as an equity method investment. The Company receives a fee from its partner in exchange for managing the entity and is also entitled to a promote payment on investments in the Ground Lease Plus Fund. The Ground Lease Plus Fund has first look rights through December 2023 on qualifying pre-development projects that the Company has elected to not originate.

In November 2021, iStar acquired land for $33.3 million and simultaneously structured and entered into a Ground Lease on which a multi-family project will be constructed (refer also to Note 13). In December 2021, iStar sold the Ground Lease to the Ground Lease Plus Fund and recognized no gain or loss on the sale. At the time of iStar’s acquisition in November 2021, the Company and iStar entered into an agreement pursuant to which the Company would acquire the land and related Ground Lease from the Ground Lease Plus Fund when certain construction related conditions are met by a specified time period.

In January 2022, iStar sold the two Ground Leases to the Ground Lease Plus Fund, which remain subject to the June 2021 agreement with the Company, and recognized an aggregate $0.5 million of gains on the sale.

Leasehold Loan Fund—In connection with the Merger, the Company acquired from iStar an investment fund that iStar managed that targets customers that may require a mortgage leasehold loan as well as a Ground Lease (the “Leasehold Loan Fund”). The Company owns a 53.0% noncontrolling equity interest in the Leasehold Loan Fund. The Company does not have a controlling interest in the Leasehold Loan Fund due to the substantive participating rights of its partner. The Company accounts for this investment as an equity method investment and receives a fixed annual administrative fee and an asset management fee from its partner in exchange for managing the entity. The Company is also entitled to a promote payment on certain investments in the Leasehold Loan Fund.

In February 2022, the Leasehold Loan Fund committed to provide a $130.0 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s recapitalization of a life science property. As of September 30, 2023, the Company has not funded any of the commitment.

In June 2022, the Leasehold Loan Fund committed to provide a $105.0 million loan to the ground lessee of a Ground Lease originated by the Company. The loan was for the Ground Lease tenant’s recapitalization of a mixed-use property. As of September 30, 2023, $39.5 million of the commitment has been funded.

Debt Obligations, net (Tables)

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Schedule of Debt Obligations

The Company’s outstanding debt obligations consist of the following ($ in thousands):


	As of				Interest		Scheduled
	September 30, 2023		December 31, 2022		Rate⁽¹⁾		Maturity Date⁽²⁾
Secured credit financing:
Mortgages	$	1,498,113	$	1,498,113	3.99	%	April 2027 to November 2069
Total secured credit financing⁽³⁾		1,498,113		1,498,113
Unsecured financing:
2.80% senior notes		400,000		400,000	2.80	%	June 2031
2.85% senior notes		350,000		350,000	2.85	%	January 2032
3.98% senior notes		475,000		475,000	3.98	%	February 2052
5.15% senior notes		154,001		151,988	5.15	%	May 2052
2021 Unsecured Revolver		1,003,000		690,000	Adjusted SOFR plus 0.90	%	March 2026
2023 Unsecured Revolver		—		—	Adjusted SOFR plus 0.90	%	July 2025
Trust preferred securities		100,000		—	Adjusted SOFR plus 1.50	%	October 2035
Total unsecured financing		2,482,001		2,066,988
Total debt obligations		3,980,114		3,565,101
Debt premium, discount and deferred financing costs, net		(42,287)		(43,742)
Total debt obligations, net	$	3,937,827	$	3,521,359

(1)

For mortgages, represents the weighted average stated interest rate over the term of the debt from funding through maturity based on the contractual payments owed excluding the effect of debt premium, discount and deferred financing costs. As of September 30, 2023, the weighted average cash interest rate for the Company’s consolidated mortgage debt, based on interest rates in effect at that date, was 3.30%. The difference between the weighted average interest rate and the weighted average cash interest rate is recorded to interest payable within “Accounts payable, accrued expenses, and other liabilities” on the Company’s consolidated balance sheets. As of September 30, 2023, the Company’s combined weighted average stated interest rate and combined weighted average cash interest rate of the Company’s consolidated mortgage debt, the mortgage debt of the Company’s unconsolidated ventures (applying the Company’s percentage interest in the ventures - refer to Note 6), unsecured senior notes and trust preferred securities were 3.85% and 3.32%, respectively. In October 2023, the Company’s interest rates on the 2021 Unsecured Revolver and the 2023 Unsecured Revolver decreased to Adjusted SOFR plus 0.90% as a result of a credit ratings upgrade.

(2)	Represents the extended maturity date for all debt obligations.

(3)	As of September 30, 2023, $2.0 billion of real estate, at cost, net investment in sales-type leases and Ground Lease receivables served as collateral for the Company’s debt obligations.

Schedule of Maturities of Long-term Debt

Future Scheduled Maturities—As of September 30, 2023, future scheduled maturities of outstanding debt obligations, assuming all extensions that can be exercised at the Company’s option, are as follows ($ in thousands):


	Secured⁽¹⁾		Unsecured		Total
2023 (remaining three months)	$	—	$	—	$	—
2024		—		—		—
2025		—		—		—
2026		—		1,003,000		1,003,000
2027		237,000		—		237,000
Thereafter		1,261,113		1,479,001		2,740,114
Total principal maturities		1,498,113		2,482,001		3,980,114
Debt premium, discount and deferred financing costs, net		(26,580)		(15,707)		(42,287)
Total debt obligations, net	$	1,471,533	$	2,466,294	$	3,937,827

(1)	As of September 30, 2023, the Company’s weighted average maturity for its secured mortgages was 27.8 years.

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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Earnings Per Share (Earnings Allocable to Common Shares) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator for basic and diluted earnings per share:
Net income attributable to Safehold Inc. common shareholders - basic	$ (122,969)	$ 66,077	$ (96,157)	$ 113,628
Net income (loss) attributable to Safehold Inc. common shareholders - diluted	$ (122,969)	$ 66,077	$ (96,157)	$ 113,628
Denominator for basic and diluted earnings per share:
Weighted average common shares outstanding for basic earnings (in shares)	67,979	63,393	65,214	61,991
Weighted average common shares outstanding for diluted earnings per common share (in shares)	67,979	63,393	65,214	61,991
Basic and diluted earnings per common share:
Net income (loss) attributable to Safehold Inc. common shareholders - basic	$ (1.81)	$ 1.04	$ (1.47)	$ 1.83
Net income (loss) attributable to Safehold Inc. common shareholders - diluted	$ (1.81)	$ 1.04	$ (1.47)	$ 1.83

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

Schedule of Earnings Per Share

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2023		2022		2023		2022
Net income (loss)	$	(122,846)	$	75,391	$	(96,019)	$	123,009
Net (income) attributable to noncontrolling interests		(123)		(9,314)		(138)		(9,381)
Net income (loss) attributable to Safehold Inc. common shareholders for basic and diluted earnings per common share	$	(122,969)	$	66,077	$	(96,157)	$	113,628


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2023		2022		2023		2022
Earnings attributable to common shares:
Numerator for basic and diluted earnings per share:
Net income (loss) attributable to Safehold Inc. common shareholders - basic	$	(122,969)	$	66,077	$	(96,157)	$	113,628
Net income (loss) attributable to Safehold Inc. common shareholders - diluted	$	(122,969)	$	66,077	$	(96,157)	$	113,628

Denominator for basic and diluted earnings per share:⁽¹⁾
Weighted average common shares outstanding for basic earnings per common share		67,979		63,393		65,214		61,991
Weighted average common shares outstanding for diluted earnings per common share		67,979		63,393		65,214		61,991

Basic and diluted earnings per common share:⁽¹⁾
Net income (loss) attributable to Safehold Inc. common shareholders - basic	$	(1.81)	$	1.04	$	(1.47)	$	1.83
Net income (loss) attributable to Safehold Inc. common shareholders - diluted	$	(1.81)	$	1.04	$	(1.47)	$	1.83

(1)

For the three and nine months ended September 30, 2023, the effect of certain of the Company’s restricted stock awards were antidilutive due to the Company having a net loss for the period. For the three and nine months ended September 30, 2022, weighted average shares outstanding and earnings per share have been recast in accordance with ASC 805 to reflect the exchange ratio used in the reverse acquisition.

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2023	Oct. 30, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-15371
Entity Registrant Name	Safehold Inc.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	95-6881527
Entity Address, Address Line One	1114 Avenue of the Americas
Entity Address, Address Line Two	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
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Title of 12(b) Security	Common Stock
Trading Symbol	SAFE
Security Exchange Name	NYSE
Common Stock, Shares, Outstanding		71,066,380
Entity Central Index Key	0001095651
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

Related Party Transactions

9 Months Ended

Sep. 30, 2023

Related Party Transactions

Note 13—Related Party Transactions

Prior to the Merger, the Company was externally managed by an affiliate of iStar. iStar was an active real estate investor for over 20 years and had an extensive network for sourcing investments, which included relationships with brokers, corporate tenants and developers that it has established over its long operating history.

Management Agreement

A summary of the terms of the management agreement with iStar prior to the Merger is below:


Manager		SFTY Manager, LLC, a wholly-owned subsidiary of iStar Inc.
Management Fee		Annual fee of 1.00% of total equity (up to $1.5 billion) Annual fee of 1.25% of total equity (for incremental equity of $1.5 billion to $3.0 billion) Annual fee of 1.375% of total equity (for incremental equity of $3.0 billion to $5.0 billion) and Annual fee of 1.5% of total equity (for incremental equity over $5.0 billion)
Management Fee Consideration		At the discretion of the Company’s independent directors, payment will be made in cash or in shares of the Company’s common stock (valued at the greater of: (i) the volume weighted average market price during a specified pricing period; or (ii) the initial public offering price of $20.00 per share)
Lock-up		Restriction from selling common stock received for management fees for two years from the date of such issuance (restriction will terminate in the event of and effective with the termination of the management agreement)
Incentive Fee		None
Term		Non-terminable through June 30, 2023, except for cause. Automatic annual renewals thereafter, subject to non-renewal upon certain findings by the Company’s independent directors and payment of termination fee.
Termination Fee		3x prior year’s management fee

During the three months ended September 30, 2022, the Company recorded $5.3 million in management fees to the Former Manager. During the nine months ended September 30, 2023 and 2022, the Company recorded $5.2 million and $15.0 million, respectively, in management fees to the Former Manager. These management fees are recorded in “General and administrative” in the Company’s consolidated statements of operations.

Expense Reimbursements

The Company paid, or reimbursed iStar for, certain of the Company’s operating expenses as well as the costs of personnel performing certain legal, accounting, finance, due diligence tasks and other services, in each case except those specifically required to be borne or elected not to be charged by the iStar under the management agreement.

During the three months ended September 30, 2022, the Company was allocated $3.1 million in expenses from iStar. During the nine months ended September 30, 2023 and 2022, the Company was allocated $3.1 million and $9.4 million, respectively, in expenses from iStar. These expenses are recorded in “General and administrative” in the Company’s consolidated statements of operations.

Acquisitions and Commitments

Prior to the Merger, iStar participated in certain of the Company’s investment transactions, as the Company’s tenant or either as a seller of land or by providing financing to the Company’s Ground Lease tenants. The following is a list of transactions in which the Company and iStar or other persons deemed to be related parties have participated for the periods presented. These transactions were approved by the Company’s independent directors in accordance with the Company’s policy with respect to related party transactions.

In June 2022, the Company acquired land and simultaneously structured and entered into a Ground Lease as part of the Ground Lease tenant’s recapitalization of a mixed-use property. The Company also committed to provide an additional $35.0 million to the Ground Lease tenant if certain construction and leasing milestones are met. The Leasehold Loan Fund, in which an affiliate of an existing shareholder (which is affiliated with one of the Company’s independent directors) owns a noncontrolling equity interest, committed to provide a $105.0 million loan to the Company’s Ground Lease tenant for the recapitalization of the leasehold. The Company paid the Leasehold Loan Fund $5.0 million of additional consideration in connection with this investment.

In April 2022, the Company acquired an existing Ground Lease from iStar for $9.0 million.

In March 2022, the Company acquired land for a purchase price of $28.5 million and simultaneously structured and entered into a Ground Lease as part of the Ground Lease tenant’s recapitalization of a hotel property. One of the Company’s independent directors has an indirect ownership interest in the entity that is the Ground Lease tenant and controls the company that indirectly manages that entity.

In March 2022, the Company paid iStar $0.3 million to terminate a purchase option that allowed iStar to purchase the land at the expiration of its Ground Lease with the Company. iStar sold the leasehold to a third party in March 2022.

In March 2022, the Company acquired three land properties from iStar for a total purchase price of $122.0 million and simultaneously structured and entered into three Ground Lease’s directly with the Ground Lease tenant.

In February 2022, the Company acquired land and simultaneously structured and entered into a Ground Lease as part of the Ground Lease tenant’s recapitalization of a life science development property. The Leasehold Loan Fund, in which an affiliate of an existing shareholder (which is affiliated with one of the Company’s independent directors) owns a noncontrolling equity interest, committed to provide a $130.0 million loan to the Company’s Ground Lease tenant for the recapitalization of the leasehold. The Company paid the Leasehold Loan Fund $9.0 million of additional consideration in connection with this investment.

In November 2021, the Company entered into an agreement pursuant to which it agreed to acquire land and a related Ground Lease originated by iStar when certain construction related conditions are met by a specified time period. The purchase price to be paid is $33.3 million, plus an amount necessary for iStar to achieve the greater of a 1.25x multiple or a 12% return on its investment. In addition, the Ground Lease documents contain future funding obligations to the Ground Lease tenant of approximately $51.8 million of leasehold improvement allowance upon achievement of certain milestones. In December 2021, iStar contributed the Ground Lease to the Ground Lease Plus Fund. The Company has a noncontrolling interest in the Ground Lease Plus Fund and an affiliate of an existing shareholder (which is affiliated with one of the Company’s independent directors) has a noncontrolling interest in the Ground Lease Plus Fund. The terms of the Company’s commitment under the agreement did not change upon iStar’s contribution of the Ground Lease to the Ground Lease Plus Fund. There can be no assurance that the conditions to closing will be satisfied and that the Company will acquire the Ground Lease from the Ground Lease Plus Fund. In May 2023, certain milestones were met by the tenant as it exited the pre-development stage and the tenant began accessing the leasehold improvement allowance. As of September 30, 2023, the Company funded $12.7 million of the leasehold improvement allowance.

In June 2021, the Company acquired from iStar a purchase option agreement for $1.2 million, which amount was equal to the deposit previously made by iStar under such option agreement plus assumption of iStar’s out of pocket costs and expenses in connection with entering into such option agreement. Under the option agreement, the Company had the

right to acquire for $215.0 million a property that is under a separate option for the benefit of a third party, whereby such third party has the right to enter into a Ground Lease and develop approximately 1.1 million square feet of office space. In September 2023, the Company terminated its acquisition right under the option agreement for $0.3 million and recognized a loss of $1.9 million, inclusive of the derecognition of previously-capitalized deal structuring costs. The loss is recorded in “Other expense” in the Company’s consolidated statements of operations.

In June 2021, the Company entered into two agreements pursuant to each of which it agreed to acquire land and a related Ground Lease originated by iStar when certain construction related conditions are met by a specified time period. The purchase price to be paid for each is $42.0 million, plus an amount necessary for iStar to achieve the greater of a 1.25x multiple and a 9% return on its investment. In addition, each Ground Lease provides for a leasehold improvement allowance up to a maximum of $83.0 million, which obligation would be assumed by the Company upon acquisition. In January 2022, iStar sold the Ground Leases to the Ground Lease Plus Fund in which the Company owns a noncontrolling interest and an existing shareholder (which is affiliated with one of the Company’s independent directors) owns a noncontrolling interest. There can be no assurance that the conditions to closing will be satisfied and that the Company will acquire the properties and Ground Leases from the Ground Lease Plus Fund.

Caret units

In February 2022, Old SAFE sold an aggregate of 108,571 Caret units, 1.08% of the authorized Caret units, to a group of investors (refer to Note 3). In addition, an affiliate of an existing shareholder (which is affiliated with one of the Company’s independent directors) made a commitment to purchase 28,571 Caret units, or 0.29% of the authorized Caret units, for a purchase price of $5.0 million. As part of the sale, Old SAFE agreed to use commercially reasonable efforts to provide public market liquidity for such Caret units by seeking to provide a listing of the Caret units (or securities into which they may be exchanged) on a public exchange within two years of the sale. In the event public market liquidity of the Caret units is not achieved within such two year period at a valuation not less than the purchase price for the Caret units purchased in February 2022, reduced by an amount equal to the amount of subsequent cash distributions made to investors on account of such Caret units, then the investors in the February 2022 transaction have the right to cause their Caret units purchased in February 2022 to be redeemed by Portfolio Holdings at such purchase price as so reduced.

On March 31, 2023, shortly before the closing of the Merger, iStar sold and affiliates of MSD Partners bought 5,405,406 shares of Old SAFE’s common stock then owned by iStar. On March 31, 2023, in conjunction with the closing of the Merger, affiliates of MSD Partners also purchased 100,000 Caret units (refer to Note 11) from the Company for an aggregate purchase price of $20.0 million. Additionally, on March 31, 2023, existing third-party Caret unit holders purchased an aggregate of 22,500 Caret units from the Company for an aggregate $4.5 million.

Star Holdings

On March 31, 2023, immediately prior to the closing of the Merger, the Company (then known as iStar Inc.) completed the Spin-Off, resulting in the spin-off of its remaining legacy assets and certain other assets pursuant to a separation and distribution agreement (the “Separation and Distribution Agreement”), dated as of March 31, 2023, by and between the Company and Star Holdings. The Separation and Distribution Agreement sets forth, among other things, Star Holdings’ agreements with the Company regarding the principal transactions necessary to separate Star Holdings from the Company. It also sets forth other agreements that govern certain aspects of Star Holdings’ relationship with the Company after the Spin-Off relating to the transfer of assets and assumption of liabilities, cash assets, release of claims, insurance, non-solicitation, segregation of accounts and other matters. The Separation and Distribution Agreement also includes a mutual release by Star Holdings, on the one hand, and the Company, on the other hand, of the other party from certain specified liabilities, as well as mutual indemnification covenants pursuant to which Star Holdings and the Company have agreed to indemnify each other from certain specified liabilities.

SpinCo Manager has entered into a management agreement with Star Holdings, pursuant to which it will operate and pursue the orderly monetization of Star Holding’s assets. Pursuant to the management agreement, Star Holdings pays to SpinCo Manager an annual management fee of $25.0 million in year one, $15.0 million in year two, $10.0 million in year three and $5.0 million in year four and 2.0% of the gross book value of Star Holding's assets, excluding shares of the Company’s common stock, for each annual term thereafter. The management agreement has an initial one-year term and will be automatically renewed for successive one-year terms each anniversary date thereafter unless previously terminated. The management agreement may be terminated by Star Holdings without cause by not less than one hundred eighty days’ written notice to SpinCo Manager upon the affirmative vote of at least two-thirds of Star Holdings’ 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 SpinCo Manager. Star Holdings may also terminate the management agreement at any time, including during the initial term, with 30 days’ prior written notice from Star Holdings’ board of trustees for “cause,” as defined in the management agreement.

In the event of a termination without cause by Star Holdings prior to the fourth anniversary of the Spin-Off, Star Holdings will pay SpinCo Manager a termination fee of $50.0 million minus the aggregate amount of management fees actually paid to SpinCo Manager prior to the termination date. However, if Star Holdings 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 Company based on a reduction in the amount of Star Holdings’ consolidated assets below designated thresholds, Star Holdings will pay SpinCo 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.

During the three and nine months ended September 30, 2023, the Company recorded $6.0 million and $13.2 million, respectively, in management fees from Star Holdings. The management fees are included in “Other income” in the Company’s consolidated statements of operations.

The Company and Star Holdings also entered into a governance agreement that places certain restrictions on the transfer and voting of the shares of the Company owned by Star Holdings, and a registration rights agreement under which the Company agreed to register such shares for resale in accordance with applicable securities laws. As of September 30, 2023, Star Holdings owned approximately 19.0% of the Company’s common stock outstanding through a wholly-owned subsidiary.

In April 2023, the Company, Portfolio Holdings and Star Investment Holdings SPV LLC (“Star Investment Holdings”), a subsidiary of Star Holdings, entered into an ATM Equity Offering Sales Agreement (the “Selling Stockholder Sales Agreement”) with the sales agents named therein pursuant to which Star Investment Holdings may sell, from time to time, subject to receiving the Company’s consent, up to 1,000,000 shares of the Company’s common stock (the “Selling Stockholder Shares”) through or to the sales agents. Star Investment Holdings may sell the Selling Stockholder Shares in amounts and at times to be determined by the Star Investment Holdings, subject to receiving the Company’s consent, from time to time but has no obligation to sell any of the Selling Stockholder Shares. Actual sales, if any, will depend on a variety of factors to be determined by Star Investment Holdings from time to time, including, among other things, market conditions, the trading price of the Company’s common stock, capital needs and determinations by Star Investment Holdings of the appropriate sources of its funding.

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

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Variable Interest Entity [Line Items]

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

Sep. 30, 2023

Dec. 31, 2022

Assets

^[1]

$ 6,443,191

$ 5,850,922

Liabilities

^[1]

4,124,776

$ 3,686,307

Variable Interest Entity, Primary Beneficiary

Variable Interest Entity [Line Items]

Assets

73,200

Liabilities

$ 30,000

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

Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.

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Sum of the carrying amounts as of the balance sheet date of all liabilities that are recognized. Liabilities are probable future sacrifices of economic benefits arising from present obligations of an entity to transfer assets or provide services to other entities in the future.

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Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Risk Management and Derivatives (Derivative Instruments) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross Asset	$ 92,616	$ 29,346
Cash flow hedge gain (loss) to be reclassified within twelve months	5,800
Interest rate swap \| Deferred expenses and other assets, net
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Gross Asset	$ 92,616	$ 29,346

Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities

9 Months Ended

Sep. 30, 2023

Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities

Note 7—Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities

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


	As of
	September 30, 2023		December 31, 2022
Operating lease right-of-use asset⁽¹⁾	$	34,981	$	26,312
Interest rate hedge assets		92,616		29,346
Deferred finance costs, net⁽²⁾		5,031		4,461
Other assets⁽³⁾		15,619		2,664
Purchase deposits		3,373		4,333
Leasing costs, net		441		448
Corporate furniture, fixtures and equipment, net		1,078		—
Deferred expenses and other assets, net	$	153,139	$	67,564

(1)

(2)	Accumulated amortization of deferred finance costs was $9.7 million and $5.7 million as of September 30, 2023 and December 31, 2022, respectively.

(3)

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


	As of
	September 30, 2023		December 31, 2022
Interest payable	$	63,232	$	55,459
Other liabilities⁽¹⁾		14,671		17,639
Dividends declared and payable		12,907		11,067
Operating lease liability⁽²⁾		17,047		5,471
Management fee payable		—		5,301
Accrued expenses⁽³⁾		15,129		5,420
Accounts payable, accrued expenses and other liabilities	$	122,986	$	100,357

(1)	As of December 31, 2022, other liabilities include $3.1 million due to the Former Manager for allocated payroll costs and costs it paid on the Company’s behalf.

(2)	Refer to Note 9.

(3)	As of September 30, 2023, accrued expenses includes accrued compensation, legal, audit and property expenses. As of December 31, 2022, accrued expenses includes accrued legal, audit and property expenses.

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

1 Months Ended

9 Months Ended

12 Months Ended

Oct. 31, 2023

Sep. 30, 2023

Dec. 31, 2022

May 31, 2022

Jan. 31, 2022

Nov. 30, 2021

May 31, 2021

$ 3,980,114

$ 3,565,101

Debt premium, net

(42,287)

(43,742)

^[1]

3,937,827

3,521,359

Secured Debt

1,498,113

Debt premium, net

(26,580)

Secured Debt | Assets pledged as collateral without right

1,471,533

Real estate, net investment in sales-type leases and Ground Leases receivables pledged as collateral on debt obligations

2,000,000

Unsecured Debt

2,482,001

2,066,988

Debt premium, net

(15,707)

Unsecured Debt | Adjusted SOFR

$ 2,466,294

Basis point spread on variable interest rate (percent)

0.90%

Mortgages | Secured Debt

Weighted average interest rate

$ 1,498,113

3.99%

Weighted average cash interest rate

3.30%

Consolidated Mortgage Debt, Unconsolidated Mortgage Debt and Unsecured Senior Notes

Weighted average interest rate

3.85%

Weighted average cash interest rate

3.32%

2.80% Senior Notes | Unsecured Debt

$ 400,000

2.85% Senior Notes | Unsecured Debt

2.80%

$ 350,000

3.98% Senior Notes | Unsecured Debt

2.85%

$ 475,000

5.15% Senior Notes | Unsecured Debt

3.98%

$ 154,001

$ 151,988

Trust Preferred Securities | Unsecured Debt

5.15%

Trust Preferred Securities | Unsecured Debt | Adjusted SOFR

$ 100,000

Basis point spread on variable interest rate (percent)

1.50%

2021 Unsecured Revolver maturing in 2026 | Unsecured Debt

2021 Unsecured Revolver maturing in 2026 | Unsecured Debt | Adjusted SOFR

$ 1,003,000

$ 690,000

Basis point spread on variable interest rate (percent)

0.90%

2023 Unsecured Revolver maturing in 2025 | Unsecured Debt | Adjusted SOFR

Basis point spread on variable interest rate (percent)

0.90%

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

Related Party Transactions (Narrative) (Details) $ / shares in Units, $ in Thousands, ft² in Millions		1 Months Ended								3 Months Ended		9 Months Ended
	Aug. 10, 2022 USD ($) shares	Sep. 30, 2023 USD ($)	Jul. 31, 2022 USD ($)	Jun. 30, 2022 USD ($) director	Apr. 30, 2022 USD ($)	Mar. 31, 2022 USD ($) lease property director	Feb. 28, 2022 USD ($) director shares	Nov. 30, 2021 USD ($) director	Jun. 30, 2021 USD ($) ft² agreement director	Mar. 31, 2023 USD ($) employee $ / shares shares	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)
Related Party Transaction [Line Items]
Financing Receivable, after Allowance for Credit Loss, Related Party, Type		Related party										Related party
Management fee expense												$ 5,199	$ 14,950
Ground lease acquisition purchase price												170,194	515,618
Future funding obligation, amount		$ 283,600										283,600
Number of new Ground Leases entered into \| lease						3
Land
Related Party Transaction [Line Items]
Payments to acquire land						$ 28,500
Land and Related Ground Lease
Related Party Transaction [Line Items]
Leasehold improvement allowance, funded amount		12,700										12,700
Office space development property
Related Party Transaction [Line Items]
Number of square feet \| ft²									1.1
Proceeds from sale of acquisition right under purchase option agreement		300
Purchase price of property under purchase option agreement									$ 215,000
Office space development property \| Other expense
Related Party Transaction [Line Items]
Loss on sale of acquisition right under purchase option agreement		$ 1,900
Mixed-use property
Related Party Transaction [Line Items]
Ground lease, additional construction, funding commitment				$ 35,000
Caret Units
Related Party Transaction [Line Items]
Number of units sold \| shares							108,571
Number of shares to be sold under purchase commitment related to merger \| shares							28,571
Expected proceeds from sale of shares under purchase commitment							$ 5,000
Number of independent directors affiliated with an existing shareholder investing in redeemable noncontrolling interest \| director							1
Period in which the entity is obligated to provide a public market listing							2 years
Caret Units \| MSD Partners
Related Party Transaction [Line Items]
Number of shares to be sold under purchase commitment related to merger \| shares	100,000
Expected proceeds from sale of shares under purchase commitment	$ 20,000
Existing third-party Caret unit
Related Party Transaction [Line Items]
Number of shares to be sold under purchase commitment related to merger \| shares										22,500
Expected proceeds from sale of shares under purchase commitment										$ 4,500
Affiliated entity \| iStar Inc.
Related Party Transaction [Line Items]
Management fee paid with common stock, period of restriction from selling stock										2 years
Management fee, percent, threshold one										1.00%
Management fee, percent, threshold two										1.25%
Management fee, percent, threshold three										1.375%
Management fee, percent, threshold four										1.50%
Termination fee, percent of prior years management fee										3.00%
Incentive fee										$ 0
Ground lease acquisition purchase price			$ 36,400		$ 9,000
Payment to acquire purchase option agreement									$ 1,200
Payments to acquire land						$ 122,000
Number of land properties acquired \| property						3
Payment to terminate a real estate purchase option						$ 300
Affiliated entity \| iStar Inc. \| General and Administrative Expense
Related Party Transaction [Line Items]
Management fee expense											$ 5,300	5,200	15,000
Reimbursed operating and administrative expenses											$ 3,100	$ 3,100	$ 9,400
Affiliated entity \| iStar Inc. \| Land and Related Ground Lease
Related Party Transaction [Line Items]
Number of agreements entered into to acquire land and related Ground Lease \| agreement									2
Purchase price per agreement for acquisition of land and related Ground Lease, subject to certain conditions being met								$ 33,300	$ 42,000
Multiple required by seller that may trigger payment of additional consideration								1.25	1.25
Percentage of required seller return on investment that may trigger payment of additional consideration								12.00%	9.00%
Future funding obligation, amount								$ 51,800
Affiliated entity \| Minimum \| iStar Inc.
Related Party Transaction [Line Items]
Management fee, shareholders' equity, incremental threshold amount two										1,500,000
Management fee, shareholders' equity, incremental threshold amount three										3,000,000
Management fee, shareholders' equity, incremental threshold amount four										5,000,000
Affiliated entity \| Maximum \| iStar Inc.
Related Party Transaction [Line Items]
Management fee, shareholders' equity, incremental threshold amount one										1,500,000
Management fee, shareholders' equity, incremental threshold amount two										3,000,000
Management fee, shareholders' equity, incremental threshold amount three										$ 5,000,000
Affiliated entity \| Maximum \| iStar Inc. \| Land and Related Ground Lease
Related Party Transaction [Line Items]
Real estate, leasehold improvement allowance									$ 83,000
Affiliated entity \| IPO \| iStar Inc.
Related Party Transaction [Line Items]
Share price (in dollars per share) \| $ / shares										$ 20.00
Director
Related Party Transaction [Line Items]
Number of directors with indirect ownership in Ground lease tenant. \| director						1
Number of independent directors affiliated with an existing shareholder participating in or related to a particular project or transaction \| director							1
iStar Inc.
Related Party Transaction [Line Items]
Ground lease acquisition purchase price			$ 36,400
iStar Inc. \| Land and Related Ground Lease
Related Party Transaction [Line Items]
Number of independent directors affiliated with an existing shareholder participating in or related to a particular project or transaction \| director								1	1
iStar Shareholder Affiliate \| Mixed-use property
Related Party Transaction [Line Items]
Number of directors affiliated with shareholder having indirect ownership in venture \| director				1
Leasehold Loan Fund
Related Party Transaction [Line Items]
Ownership percentage		53.00%										53.00%
Leasehold Loan Fund \| Life Science Office Property Development
Related Party Transaction [Line Items]
Loan commitment received to fund a recapitalization project							$ 130,000
Additional consideration paid							$ 9,000
Leasehold Loan Fund \| Mixed-use property
Related Party Transaction [Line Items]
Loan commitment received to fund a recapitalization project				$ 105,000
Additional consideration paid				$ 5,000
iStar Inc.
Related Party Transaction [Line Items]
Number of years as active real estate investor										20 years
Number of agreements entered into to acquire land and related Ground Lease \| agreement									2
iStar Inc. \| MSD Partners
Related Party Transaction [Line Items]
Number of shares to be sold under purchase commitment related to merger \| shares	5,405,406									5,405,406
Expected proceeds from sale of shares under purchase commitment	$ 200,000
Safehold, Inc. (Old SAFE)
Related Party Transaction [Line Items]
Number of employees \| employee										0
Safehold, Inc. (Old SAFE) \| Caret Units
Related Party Transaction [Line Items]
Number of units sold \| shares							108,571
Percentage of authorized shares sold							1.08%
Number of shares to be sold under purchase commitment related to merger \| shares							28,571
Percentage of authorized shares under commitment to be purchased							0.29%
Expected proceeds from sale of shares under purchase commitment							$ 5,000
Number of independent directors affiliated with an existing shareholder investing in redeemable noncontrolling interest \| director							1
Period in which the entity is obligated to provide a public market listing							2 years
MSD Partners \| Caret Units
Related Party Transaction [Line Items]
Number of shares to be sold under purchase commitment related to merger \| shares										100,000
Expected proceeds from sale of shares under purchase commitment										$ 20,000

Commitments and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 9—Commitments and Contingencies

Lease Commitments—Future minimum lease obligations under non-cancelable operating leases as of September 30, 2023 are as follows ($ in thousands):⁽¹⁾


2023 (remaining three months)	$	1,422
2024		5,692
2025		5,680
2026		—
2027		—
Thereafter		—
Total undiscounted cash flows		12,794
Present value discount⁽¹⁾		(1,112)
Other adjustments⁽²⁾		5,365
Lease liabilities	$	17,047

(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 the Company’s weighted average incremental secured borrowing rate for similar collateral estimated to be 5.8% and the weighted average remaining lease term is 2.9 years. The Company assumed its operating leases from iStar in connection with the Merger and therefore did not directly make any payments under its operating leases for the three months ended March 31, 2023 or the three and nine months ended September 30, 2022. During the three and nine months ended September 30, 2023, the Company made payments of $1.4 million and $2.9 million, respectively, related to its operating leases.

(2)

Other adjustments relates to a property that is majority-owned by a third party and is ground leased to the Company. The Company is obligated to pay the owner of the property $0.5 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company’s Ground Lease tenant at the property pays this expense directly under the terms of a master lease.

Unfunded Commitments—The Company has unfunded commitments to certain of its Ground Lease tenants related to leasehold improvement allowances that it expects to fund upon the completion of certain conditions. As of September 30, 2023, the Company had $190.6 million of such commitments, excluding commitments to be funded by noncontrolling interests.

The Company also has unfunded forward commitments related to agreements that it entered into for the acquisition of new Ground Leases or additions to existing Ground Leases if certain conditions are met (refer to Note 13). These commitments may also include leasehold improvement allowances that will be funded to the Ground Lease tenants when certain conditions are met. As of September 30, 2023, the Company had an aggregate $283.6 million of such commitments. There can be no assurance that the conditions to closing for these transactions will be satisfied and that the Company will acquire the Ground Leases or fund the leasehold improvement allowances.

Other Commitments—Through the Leasehold Loan Fund, the Company will generally fund construction and development loans and build-outs of space in real estate assets over a period of time if and when the borrowers and tenants meet established milestones and other performance criteria. We refer to these arrangements as performance-based commitments. As of September 30, 2023, the Company had $118.9 million of such commitments.

Legal Proceedings—The Company evaluates developments in legal proceedings that could require a liability to be accrued and/or disclosed. Based on its current knowledge, and after consultation with legal counsel, 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 adverse effect on the Company’s consolidated financial statements.

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Schedule of Future Minimum Lease Obligations Under Non-cancelable Operating Leases

Lease Commitments—Future minimum lease obligations under non-cancelable operating leases as of September 30, 2023 are as follows ($ in thousands):⁽¹⁾


2023 (remaining three months)	$	1,422
2024		5,692
2025		5,680
2026		—
2027		—
Thereafter		—
Total undiscounted cash flows		12,794
Present value discount⁽¹⁾		(1,112)
Other adjustments⁽²⁾		5,365
Lease liabilities	$	17,047

(1)

(2)

Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Basis of Presentation

Principles of Combination and Consolidation

Allowance for credit losses on net investment in sales-type leases and Ground Lease receivables

Real estate available and held for sale

Fair values

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


	As of September 30, 2023				As of December 31, 2022
	Carrying		Fair		Carrying		Fair
	Value		Value		Value		Value
Assets
Net investment in sales-type leases⁽¹⁾	$	3,183	$	3,073	$	3,107	$	3,236
Ground Lease receivables⁽¹⁾		1,564		1,574		1,375		1,501
Loans receivable, net - related party⁽¹⁾		112		114		—		—
Cash and cash equivalents⁽²⁾		11		11		20		20
Restricted cash⁽²⁾		28		28		28		28

Liabilities
Debt obligations, net⁽¹⁾
Level 1		739		558		738		573
Level 3		3,199		2,564		2,783		2,358
Total debt obligations, net		3,938		3,122		3,521		2,931

(1)

(2)	The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values and are classified as Level 1 within the fair value hierarchy.

Redeemable Noncontrolling Interests

Stock-based compensation

Income taxes

Loans receivable, net - related party

Equity Investments

Interest Income - related party

Management fees

Acquisitions

The table below shows the Company’s purchase consideration for the acquisition of iStar ($ in thousands):


Total Company shares as purchase price⁽¹⁾		1,195,034
Stock price of the Company’s common stock⁽²⁾	$	29.78
Fair value of the Company's stock transferred		35,588
Cash consideration paid by the Company to iStar		88,685
Purchase consideration	$	124,273

(1)

(2)	Based on the closing price of Old SAFE’s common stock as of March 30, 2023, representing the final closing price prior to the effective time of the Merger.


	Preliminary		Measurement		Revised
	Purchase Price Allocation		Period Adjustments		Purchase Price Allocation
Cash and cash equivalents	$	3,213	$	—	$	3,213
Real estate		1,508		—		1,508
Equity investments⁽¹⁾		61,247		—		61,247
Deferred tax asset⁽²⁾		—		6,292		6,292
Deferred expenses and other assets⁽²⁾⁽³⁾		25,442		6,480		31,922
Total assets acquired		91,410		12,772		104,182

Accounts payable, accrued expenses and other liabilities⁽²⁾⁽⁴⁾		(22,939)		(2,340)		(25,279)
Debt obligations⁽⁵⁾		(99,995)		—		(99,995)
Total liabilities assumed		(122,934)		(2,340)		(125,274)

Net identifiable (liabilities assumed) assets acquired		(31,524)		10,432		(21,092)

Purchase consideration	$	124,273	$	—	$	124,273
Add: net identifiable liabilities assumed		31,524		(10,432)		21,092
Goodwill⁽⁶⁾		155,797		(10,432)		145,365

(1)	Equity investments were valued using discount rates between 7.2% and 13.9% and are classified as Level 3 within the fair value hierarchy.

(2)


Balance at December 31, 2022	$	—
Goodwill recognized at Merger		155,797
Reduction to goodwill resulting from measurement period adjustments		(10,432)
Impairment		(145,365)
Balance at September 30, 2023	$	—

(3)

(4)

(5)	Debt obligations were valued using a discount rate of 6.7% and are classified as Level 3 within the fair value hierarchy.

(6)	Goodwill is calculated as the excess of purchase consideration over the fair value of the net identifiable assets acquired and primarily relates to the acquisition of iStar’s workforce and future synergies expected to be realized after the completion of the Merger.


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2023		2022		2023		2022
Pro forma revenues	$	85,561	$	84,388	$	268,478	$	229,608
Pro forma net income (loss)		(122,846)		45,214		(66,412)		(118,086)



(1)	The pro forma revenues and net income (loss) are presented for informational purposes only and may not be indicative of what the actual results of operations of the Company would have been assuming the transaction occurred on January 1, 2022, nor do they purport to represent the Company’s results of operations for future periods. For the nine months ended September 30, 2022, pro forma net loss includes $47.7 million of merger expenses (including $20.3 million of merger expenses borne by iStar), which are non-recurring in nature. For the three and nine months ended September 30, 2022, pro forma net loss includes $13.2 million and $171.9 million, respectively, of losses on extinguishment of debt, which are non-recurring in nature. From the date of the Merger closing through September 30, 2023, $0.1 million of total revenues and $6.0 million of net income of the acquiree are included in the Company’s consolidated statements of operations.

Goodwill

New Accounting Pronouncements

Summary of Significant Policies (Tables)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Fair Value, by Balance Sheet Grouping

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


	As of September 30, 2023				As of December 31, 2022
	Carrying		Fair		Carrying		Fair
	Value		Value		Value		Value
Assets
Net investment in sales-type leases⁽¹⁾	$	3,183	$	3,073	$	3,107	$	3,236
Ground Lease receivables⁽¹⁾		1,564		1,574		1,375		1,501
Loans receivable, net - related party⁽¹⁾		112		114		—		—
Cash and cash equivalents⁽²⁾		11		11		20		20
Restricted cash⁽²⁾		28		28		28		28

Liabilities
Debt obligations, net⁽¹⁾
Level 1		739		558		738		573
Level 3		3,199		2,564		2,783		2,358
Total debt obligations, net		3,938		3,122		3,521		2,931

(1)

(2)	The Company determined the carrying values of its cash and cash equivalents and restricted cash approximated their fair values and are classified as Level 1 within the fair value hierarchy.

Schedule of Purchase Consideration for Acquisition of iStar

The table below shows the Company’s purchase consideration for the acquisition of iStar ($ in thousands):


Total Company shares as purchase price⁽¹⁾		1,195,034
Stock price of the Company’s common stock⁽²⁾	$	29.78
Fair value of the Company's stock transferred		35,588
Cash consideration paid by the Company to iStar		88,685
Purchase consideration	$	124,273

(1)

(2)	Based on the closing price of Old SAFE’s common stock as of March 30, 2023, representing the final closing price prior to the effective time of the Merger.

Schedule of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed


	Preliminary		Measurement		Revised
	Purchase Price Allocation		Period Adjustments		Purchase Price Allocation
Cash and cash equivalents	$	3,213	$	—	$	3,213
Real estate		1,508		—		1,508
Equity investments⁽¹⁾		61,247		—		61,247
Deferred tax asset⁽²⁾		—		6,292		6,292
Deferred expenses and other assets⁽²⁾⁽³⁾		25,442		6,480		31,922
Total assets acquired		91,410		12,772		104,182

Accounts payable, accrued expenses and other liabilities⁽²⁾⁽⁴⁾		(22,939)		(2,340)		(25,279)
Debt obligations⁽⁵⁾		(99,995)		—		(99,995)
Total liabilities assumed		(122,934)		(2,340)		(125,274)

Net identifiable (liabilities assumed) assets acquired		(31,524)		10,432		(21,092)

Purchase consideration	$	124,273	$	—	$	124,273
Add: net identifiable liabilities assumed		31,524		(10,432)		21,092
Goodwill⁽⁶⁾		155,797		(10,432)		145,365

(1)	Equity investments were valued using discount rates between 7.2% and 13.9% and are classified as Level 3 within the fair value hierarchy.

(2)


Balance at December 31, 2022	$	—
Goodwill recognized at Merger		155,797
Reduction to goodwill resulting from measurement period adjustments		(10,432)
Impairment		(145,365)
Balance at September 30, 2023	$	—

(3)

(4)

(5)	Debt obligations were valued using a discount rate of 6.7% and are classified as Level 3 within the fair value hierarchy.

(6)	Goodwill is calculated as the excess of purchase consideration over the fair value of the net identifiable assets acquired and primarily relates to the acquisition of iStar’s workforce and future synergies expected to be realized after the completion of the Merger.

Rollforward of Goodwill


Balance at December 31, 2022	$	—
Goodwill recognized at Merger		155,797
Reduction to goodwill resulting from measurement period adjustments		(10,432)
Impairment		(145,365)
Balance at September 30, 2023	$	—

Schedule of Pro Forma Revenues and Net Income (Loss)


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2023		2022		2023		2022
Pro forma revenues	$	85,561	$	84,388	$	268,478	$	229,608
Pro forma net income (loss)		(122,846)		45,214		(66,412)		(118,086)



(1)	The pro forma revenues and net income (loss) are presented for informational purposes only and may not be indicative of what the actual results of operations of the Company would have been assuming the transaction occurred on January 1, 2022, nor do they purport to represent the Company’s results of operations for future periods. For the nine months ended September 30, 2022, pro forma net loss includes $47.7 million of merger expenses (including $20.3 million of merger expenses borne by iStar), which are non-recurring in nature. For the three and nine months ended September 30, 2022, pro forma net loss includes $13.2 million and $171.9 million, respectively, of losses on extinguishment of debt, which are non-recurring in nature. From the date of the Merger closing through September 30, 2023, $0.1 million of total revenues and $6.0 million of net income of the acquiree are included in the Company’s consolidated statements of operations.

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
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Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
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-Paragraph 1
-Subparagraph (a)
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Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-SubTopic 20
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Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
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Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
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Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale

Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale

9 Months Ended

Sep. 30, 2023

Real Estate [Abstract]

Note 5—Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale

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


	As of
	September 30, 2023		December 31, 2022
Land and land improvements, at cost	$	551,339	$	547,739
Buildings and improvements, at cost		193,232		193,232
Less: accumulated depreciation		(38,892)		(34,371)
Total real estate, net	$	705,679	$	706,600
Real estate-related intangible assets, net		212,771		217,795
Real estate available and held for sale⁽¹⁾		7,216		—
Total real estate, net and real estate-related intangible assets, net and real estate available and held for sale	$	925,666	$	924,395

(1)

During the three months ended September 30, 2023, the Company acquired $7.2 million of real property that is being marketed for sale and is recorded in real estate available and held for sale. During the nine months ended September 30, 2023, the Company sold $1.5 million of real property that was acquired from iStar that was classified as available for sale upon acquisition. The Company recognized $0.1 million of gains on the sales, which is recorded in “Other income” in the Company’s consolidated statements of operations.

Real estate-related intangible assets, net consist of the following items ($ in thousands):


	As of September 30, 2023
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Above-market lease assets, net⁽¹⁾	$	186,002	$	(17,605)	$	168,397
In-place lease assets, net⁽²⁾		65,345		(21,678)		43,667
Other intangible assets, net		750		(43)		707
Total	$	252,097	$	(39,326)	$	212,771


	As of December 31, 2022
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Above-market lease assets, net⁽¹⁾	$	186,002	$	(15,254)	$	170,748
In-place lease assets, net⁽²⁾		65,345		(19,011)		46,334
Other intangible assets, net		750		(37)		713
Total	$	252,097	$	(34,302)	$	217,795

(1)

Above-market lease assets are recognized during asset acquisitions when the present value of market rate rental cash flows over the term of a lease is less than the present value of the contractual in-place rental cash flows. Above-market lease assets are amortized over the non-cancelable term of the leases.

(2)

In-place lease assets are recognized during asset acquisitions and are estimated based on the value associated with the costs avoided in originating leases comparable to the acquired in-place leases as well as the value associated with lost rental revenue during the assumed lease-up period. In-place lease assets are amortized over the non-cancelable term of the leases.

The amortization of real estate-related intangible assets had the following impact on the Company’s consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022 ($ in thousands):


	Income Statement	For the Three Months Ended September 30,
Intangible asset	Location	2023		2022
Above-market lease assets (decrease to income)	Operating lease income	$	784	$	784
In-place lease assets (decrease to income)	Depreciation and amortization		889		898
Other intangible assets (decrease to income)	Operating lease income		2		2


	Income Statement	For the Nine Months Ended September 30,
Intangible asset	Location	2023		2022
Above-market lease assets (decrease to income)	Operating lease income	$	2,351	$	2,351
In-place lease assets (decrease to income)	Depreciation and amortization		2,667		2,688
Other intangible assets (decrease to income)	Operating lease income		6		6

The estimated amortization of real estate-related intangible assets for each of the five succeeding fiscal years is as follows ($ in thousands):⁽¹⁾


Year	Amount
2023 (remaining three months)	$	1,658
2024		6,634
2025		6,634
2026		3,725
2027		3,725

(1)	As of September 30, 2023, the weighted average amortization period for the Company’s real estate-related intangible assets was approximately 80.3 years.

Real estate-related intangible liabilities, net consist of the following items ($ in thousands):


	As of September 30, 2023
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Below-market lease liabilities⁽¹⁾	$	68,618	$	(4,655)	$	63,963


	As of December 31, 2022
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Below-market lease liabilities⁽¹⁾	$	68,618	$	(4,027)	$	64,591

(1)

Below-market lease liabilities are recognized during asset acquisitions when the present value of market rate rental cash flows over the term of a lease exceeds the present value of the contractual in-place rental cash flows. Below-market lease liabilities are amortized over the non-cancelable term of the leases.

The amortization of real estate-related intangible liabilities had the following impact on the Company’s consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022 ($ in thousands):


	Income Statement	For the Three Months Ended September 30,
Intangible liability	Location	2023		2022
Below-market lease liabilities (increase to income)	Operating lease income	$	209	$	209


	Income Statement	For the Nine Months Ended September 30,
Intangible liability	Location	2023		2022
Below-market lease liabilities (increase to income)	Operating lease income	$	628	$	628

Future Minimum Operating Lease Payments—Future minimum lease payments to be collected under non-cancelable operating leases, excluding lease payments that are not fixed and determinable, in effect as of September 30, 2023, are as follows by year ($ in thousands):


			Fixed Bumps						Fixed
			with						Bumps with
	Inflation-		Inflation		Fixed		Percentage		Percentage
Year	Linked		Adjustments		Bumps		Rent		Rent		Total
2023 (remaining three months)	$	1,453	$	4,363	$	559	$	2,755	$	105	$	9,235
2024		5,811		17,677		2,247		11,018		421		37,174
2025		5,811		18,004		2,313		11,018		421		37,567
2026		5,811		18,370		2,357		986		421		27,945
2027		5,811		18,755		2,388		986		421		28,361
Thereafter		435,056		4,308,109		433,110		15,826		304		5,192,405

(1)

During the three months ended September 30, 2023 and 2022, the Company recognized $0.2 million and $0.2 million, respectively, of percentage rent in “Operating lease income” in the Company’s consolidated statements of operations. During the nine months ended September 30, 2023 and 2022, the Company recognized $4.2 million and $1.1 million, respectively, of percentage rent in “Operating lease income” in the Company’s consolidated statements of operations.

Consolidated Statements of Changes in Equity - Parenthetical - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Statement of Stockholders' Equity [Abstract]
Dividends declared, per share (usd per share)	$ 0.177	$ 0.177	$ 0.531	$ 0.524

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party (Fiscal Year Maturity) (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Lessee, Lease, Description [Line Items]
2023 (remaining three months)	$ 25,442
2024	104,481
2025	106,476
2026	108,464
2027	110,400
Thereafter	29,260,498
Total undiscounted cash flows	29,715,761	$ 29,586,227
Fixed Bumps with Inflation Adjustments
Lessee, Lease, Description [Line Items]
2023 (remaining three months)	24,735
2024	101,639
2025	103,607
2026	105,567
2027	107,475
Thereafter	28,577,374
Total undiscounted cash flows	29,020,397
Fixed Bumps
Lessee, Lease, Description [Line Items]
2023 (remaining three months)	561
2024	2,256
2025	2,283
2026	2,311
2027	2,339
Thereafter	583,455
Total undiscounted cash flows	593,205
Fixed Bumps with Percentage Rent
Lessee, Lease, Description [Line Items]
2023 (remaining three months)	146
2024	586
2025	586
2026	586
2027	586
Thereafter	99,669
Total undiscounted cash flows	$ 102,159

Summary of Significant Accounting Policies - Goodwill Rollforward (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023
Goodwill
Impairment	$ (145,365)	$ (145,365)
iStar Merger
Goodwill
Goodwill recognized at Merger		155,797
Reduction to goodwill resulting from measurement period adjustments		(10,432)
Impairment		$ (145,365)

Summary of Significant Accounting Policies - Redeemable Noncontrolling Interests (Details)
$ in Thousands

1 Months Ended

Sep. 30, 2022

USD ($)

Feb. 28, 2022

USD ($)

director

Sep. 30, 2023

USD ($)

Dec. 31, 2022

USD ($)

Subsidiary, Sale of Stock [Line Items]

Net income attributable to redeemable noncontrolling interests

$ 700

Retained earnings

^[1]

$ 19,124

$ 151,226

Caret Units

Subsidiary, Sale of Stock [Line Items]

Number of units sold | shares

108,571

Number of shares to be sold under purchase commitment related to merger | shares

28,571

Proceeds from stock transaction

$ 19,000

Expected proceeds from sale of shares under purchase commitment

$ 5,000

Number of independent directors affiliated with an existing shareholder investing in redeemable noncontrolling interest | director

Period in which the entity is obligated to provide a public market listing

2 years

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

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party (Schedule of Net Investment in Leases (Details)
$ in Thousands

9 Months Ended

Sep. 30, 2023

USD ($)

lease

Sep. 30, 2022

USD ($)

Net Investment in Sales-type Leases

Net Investment in Sales-type Leases, Beginning Balance

$ 3,106,599

$ 2,412,716

Net Investment in Sales-type Leases, Sales

(76,701)

Net Investment in Sales-type Leases, Origination/acquisition/fundings

33,400

691,305

Net Investment in Sales-type Leases, Accretion

43,061

38,793

Net Investment in Sales-type Leases, Provision for credit losses

(117)

Net Investment in Sales-type Leases, Ending Balance

3,182,592

3,066,113

Ground Lease Receivables

Ground Lease Receivables, Beginning balance

1,374,716

^[1]

796,252

Ground Lease Receivables, Origination/acquisition/fundings

170,194

515,618

Ground Lease Receivables, Accretion

19,078

14,762

Ground Lease Receivables, Provision for credit losses

(119)

Ground Lease Receivables, Ending balance

1,563,670

^[1]

1,326,632

Total

Beginning balance

4,481,315

3,208,968

Sales

(76,701)

Origination/acquisition/fundings

203,594

1,206,923

Accretion

62,139

53,555

Weighted average accrual rate for net investment in sales-type leases

(236)

Ending balance

$ 4,746,262

$ 4,392,745

5.10%

Weighted average accrual rate for net investment in ground lease receivables

5.40%

Ground lease receivables | lease

Weighted Average

Total

Ground leases term

98 years 3 months 18 days

Cumulative Effect, Period of Adoption, Adjustment

Net Investment in Sales-type Leases

Net Investment in Sales-type Leases, Beginning Balance

$ (351)

Ground Lease Receivables

Ground Lease Receivables, Beginning balance

(199)

Total

Beginning balance

$ (550)

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

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party - Schedule of allowance for credit losses (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023	Jan. 01, 2023	Dec. 31, 2022
Net Investment in Sales-type Leases
Allowance for credit losses at beginning of period		$ 0
Allowance for credit losses, including unfunded commitments, at beginning of period	$ 337
Provision for (recovery of) credit losses	132	112
Allowance for credit losses at end of period	468	468
Allowance for credit losses, including unfunded commitments, at end of period	469	469
Ground lease receivables
Allowance for credit losses, including unfunded commitments, at beginning of period	281
(Recovery of) provision for credit losses	94	92
Allowance for credit losses, including unfunded commitments, at end of period	375	375
Amount of allowance for credit losses on ground lease receivables	375	375
Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2016-13
Net Investment in Sales-type Leases
Allowance for credit losses, including unfunded commitments, at beginning of period		357
Ground lease receivables
Allowance for credit losses, including unfunded commitments, at beginning of period		283
Amount of allowance for credit losses on net investment in sales-type leases			$ 400	$ 400
Amount of allowance for credit losses on ground lease receivables			200	$ 200
Stabilized properties
Net Investment in Sales-type Leases
Allowance for credit losses at beginning of period	259
Provision for (recovery of) credit losses	110	89
Allowance for credit losses at end of period	369	369
Ground lease receivables
Allowance for credit losses at beginning of period	94
(Recovery of) provision for credit losses	40	32
Allowance for credit losses at end of period	134	134
Amount of allowance for credit losses on net investment in sales-type leases	134	134
Stabilized properties \| Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2016-13
Net Investment in Sales-type Leases
Allowance for credit losses at beginning of period		280
Ground lease receivables
Allowance for credit losses at beginning of period		102
Development properties
Net Investment in Sales-type Leases
Allowance for credit losses at beginning of period	77
Provision for (recovery of) credit losses	22	28
Allowance for credit losses at end of period	99	99
Ground lease receivables
Allowance for credit losses at beginning of period	127
(Recovery of) provision for credit losses	57	87
Allowance for credit losses at end of period	184	184
Amount of allowance for credit losses on net investment in sales-type leases	184	184
Development properties \| Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2016-13
Net Investment in Sales-type Leases
Allowance for credit losses at beginning of period		71
Ground lease receivables
Allowance for credit losses at beginning of period		97
Unfunded commitments
Net Investment in Sales-type Leases
Allowance for credit losses at beginning of period	1
Provision for (recovery of) credit losses	0	(5)
Allowance for credit losses at end of period	1	1
Ground lease receivables
Allowance for credit losses at beginning of period	60
(Recovery of) provision for credit losses	(3)	(27)
Allowance for credit losses at end of period	57	57
Amount of allowance for credit losses on net investment in sales-type leases	$ 57	57
Unfunded commitments \| Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2016-13
Net Investment in Sales-type Leases
Allowance for credit losses at beginning of period		6
Ground lease receivables
Allowance for credit losses at beginning of period		$ 84
Unfunded commitments \| Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2016-13 \| Accounts payable, accrued expenses and other liabilities
Ground lease receivables
Expected credit losses			$ 100

Consolidated Balance Sheets - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

ASSETS

Net investment in sales-type leases ($468 and $0 of allowances as of September 30, 2023 and December 31, 2022,

^[1]

$ 3,182,592

$ 3,106,599

Ground Lease receivables, net ($318 and $0 of allowances as of September 30, 2023 and December 31, 2022, respectively)

^[1]

1,563,670

1,374,716

Real estate, at cost

^[1]

744,571

740,971

Less: accumulated depreciation

^[1]

(38,892)

(34,371)

Real estate, net

^[1]

705,679

706,600

^[1]

212,771

217,795

Real estate available and held for sale

7,216

Total real estate, net, real estate-related intangible assets, net and real estate available and held for sale

^[1]

925,666

924,395

Loans receivable, net - related party ($2,421 of allowances as of September 30, 2023)

^[1]

$ 112,088

Financing Receivable, after Allowance for Credit Loss, Related Party, Type

Related party

Equity investments

^[1]

$ 287,118

180,388

^[1]

11,483

20,066

Deferred operating lease income receivable

^[1]

27,978

28,324

Deferred tax asset, net

7,173

^[1]

172,284

148,870

Accounts payable, accrued expenses and other liabilities

^[1],[2]

153,139

67,564

Total assets

^[1]

6,443,191

5,850,922

Liabilities:

^[1],[3]

122,986

100,357

^[1]

63,963

64,591

Commitments and contingencies (refer to Note 9)

^[1]

3,937,827

3,521,359

Total liabilities

^[1]

4,124,776

3,686,307

^[1]

Redeemable noncontrolling interests (refer to Note 3)

^[1]

19,011

Safehold Inc. shareholders' equity:

Common stock, $0.01 par value, 400,000 shares authorized, 71,066 and 62,397 shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively

^[1]

710

624

Additional paid-in capital

^[1]

2,183,034

1,986,417

Retained earnings

^[1]

19,124

151,226

Accumulated other comprehensive income

^[1]

61,459

3,281

Total Safehold Inc. shareholders' equity

^[1]

2,264,327

2,141,548

Noncontrolling interests

^[1]

35,077

4,056

Total equity

^[1]

2,299,404

2,145,604

Total liabilities, redeemable noncontrolling interests and equity

^[1]

$ 6,443,191

$ 5,850,922

[1]	Refer to Note 2 for details on the Company’s consolidated variable interest entities (“VIEs”).
[2]	As of September 30, 2023, includes $7.1 million due from related parties.
[3]	As of December 31, 2022, includes $8.5 million due to related parties.

Summary of Significant Accounting Policies - Merger (Details) $ / shares in Units, $ in Thousands		3 Months Ended		9 Months Ended	15 Months Ended
	Mar. 31, 2023 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2023 USD ($)	Dec. 31, 2022 USD ($)
Purchase consideration
Cash consideration paid by the Company to iStar				$ 88,685
Impairment of goodwill		$ 145,365		145,365
Purchase price allocation
Deferred tax asset, net		7,173		7,173	$ 7,173
Operating lease, right-of-use asset		$ 34,981		$ 34,981	$ 34,981	$ 26,312
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]		Deferred Costs and Other Assets		Deferred Costs and Other Assets	Deferred Costs and Other Assets	Deferred Costs and Other Assets
Office furniture and equipment		$ 1,078		$ 1,078	$ 1,078
Operating lease liability		$ 17,047		$ 17,047	$ 17,047	$ 5,471
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]		Accounts payable, accrued expenses and other liabilities		Accounts payable, accrued expenses and other liabilities	Accounts payable, accrued expenses and other liabilities	Accounts payable, accrued expenses and other liabilities
Secured term loan facility
Purchase consideration
Provision for credit losses				$ 2,300
iStar Merger
Purchase consideration
Total Company shares as purchase price \| shares	1,195,034
Stock price of the Company's common stock \| $ / shares	$ 29.78
Fair value of the Company's stock transferred	$ 35,588
Cash consideration paid by the Company to iStar	88,685
Purchase consideration	$ 124,273
Shares issued as settled for iStar preexisting investment in the Company which are excluded from purchase consideration \| shares	12,700,000
Merger expenses				18,900	$ 26,600
Merger related nonrecurring charges				3,000
Impairment of goodwill				145,365
Purchase price allocation
Cash and cash equivalents	$ 3,213
Real estate	1,508
Equity investments	61,247
Deferred tax asset, net	6,292		$ 6,300
Deferred expenses and other assets	31,922
Total assets acquired	104,182
Accounts payable, accrued expenses and other liabilities	(25,279)
Debt obligations, net	(99,995)
Total liabilities assumed	(125,274)
Net identifiable liabilities acquired	(21,092)
Goodwill	145,365
Operating lease, right-of-use asset	$ 11,000
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Deferred Costs and Other Assets
Prepaid expenses	$ 4,700
Operating lease liability	$ 14,200
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Accounts payable, accrued expenses and other liabilities
Obligations assumed which are directly offset by corresponding equivalent cash and receivable assets acquired sufficient to settle such obligations.	$ 8,700
Deferred tax assets valuation allowance			2,800
Reduction in goodwill			$ 6,300
iStar Merger \| Fair Value, Inputs, Level 3
Purchase price allocation
Equity Securities, FV-NI, Measurement Input [Extensible Enumeration]	Measurement Input, Discount Rate
Debt Instrument, Measurement Input	6.7
Debt Instrument, Measurement Input [Extensible Enumeration]	Measurement Input, Discount Rate
iStar Merger \| Fair Value, Inputs, Level 3 \| Measurement Input, Discount Rate \| Minimum
Purchase price allocation
Equity Securities, FV-NI, Measurement Input	0.072
iStar Merger \| Fair Value, Inputs, Level 3 \| Measurement Input, Discount Rate \| Maximum
Purchase price allocation
Equity Securities, FV-NI, Measurement Input	0.139
iStar Merger \| Deferred expenses and other assets
Purchase price allocation
In-place prepaid contracts	$ 2,100
Office furniture and equipment	1,300
Other receivables	6,300
iStar Merger \| Other expense
Purchase consideration
Merger expenses		$ 100		14,100
Merger related nonrecurring charges				900
iStar Merger \| General and Administrative Expense
Purchase consideration
Merger expenses				4,800
iStar Merger \| Preliminary Purchase Price Allocation
Purchase consideration
Purchase consideration	124,273
Purchase price allocation
Cash and cash equivalents	3,213
Real estate	1,508
Equity investments	61,247
Deferred expenses and other assets	25,442
Total assets acquired	91,410
Accounts payable, accrued expenses and other liabilities	(22,939)
Debt obligations, net	(99,995)
Total liabilities assumed	(122,934)
Net identifiable liabilities acquired	(31,524)
Goodwill	155,797
iStar Merger \| Measurement Period Adjustment
Purchase price allocation
Deferred tax asset, net	6,292
Deferred expenses and other assets	6,480	6,500		6,500	6,500
Total assets acquired	12,772
Accounts payable, accrued expenses and other liabilities	(2,340)	$ (2,300)		$ (2,300)	$ (2,300)
Total liabilities assumed	(2,340)
Net identifiable liabilities acquired	10,432
Goodwill	$ (10,432)

Equity

9 Months Ended

Sep. 30, 2023

Equity [Abstract]

Equity

Note 11—Equity

Common Stock—At the effective time of the Merger on March 31, 2023, each share of Old SAFE common stock issued and outstanding immediately prior to the effective time (other than any shares owned directly by iStar or any of the wholly-owned subsidiaries of iStar and in each case not held on behalf of third parties) was converted into the right to receive one share of newly issued common stock of the Company. As of September 30, 2023, the Company has one class of common stock outstanding.

In April 2023, the Company filed with the U.S. Securities and Exchange Commission (the “SEC”) an automatic shelf registration statement on Form S-3ASR. In addition, the Company and Portfolio Holdings entered into an ATM Equity Offering Sales Agreement (the “Primary Sales Agreement”) with the sales agents named therein pursuant to which

the Company may sell, from time to time, shares of its common stock, $0.01 par value per share (“Common Stock”), having an aggregate gross sales price of up to $300.0 million (the “Primary Shares”) through or to the sales agents. The Company may sell the Primary Shares in amounts and at times to be determined by the Company from time to time but has no obligation to sell any of the Primary Shares. Actual sales, if any, will depend on a variety of factors to be determined by the Company from time to time, including, among other things, market conditions, the trading price of the Common Stock, capital needs and determinations by the Company of the appropriate sources of its funding. Through September 30, 2023, the Company has not sold any shares of its common stock through the Primary Sales Agreement.

In August 2023, the Company sold 6,500,000 shares of its common stock in an underwritten public offering for gross proceeds of $139.1 million. The Company’s Chief Executive Officer purchased $1.4 million in shares, or 65,420 shares, from the underwriters in the offering. The underwriters received the same underwriting discount with respect to these shares as they did from other shares of common stock sold to the public in the underwritten offering. Concurrently with the public offering, the Company sold $12.8 million in shares, or 599,983 shares, of its common stock to affiliates of MSD Partners in a private placement. The Company incurred a total of approximately $6.6 million of offering costs in connection with these transactions which were recorded as a reduction to additional paid-in capital.

Equity Plans—Old SAFE adopted an equity incentive plan to provide equity incentive opportunities to members of the Former Manager’s management team and employees who performed services for Old SAFE, Old SAFE’s non-management directors, advisers, consultants and other personnel (the “2017 Equity Incentive Plan”). The 2017 Equity Incentive Plan provided for grants of stock options, shares of restricted common stock, phantom shares, dividend equivalent rights and other equity-based awards, including long-term incentive plan units. Grants under the 2017 Equity Incentive Plan were recognized as compensation costs ratably over the applicable vesting period and recorded in “General and administrative” in the Company’s consolidated statements of operations. Prior to the effective time of the Merger, Old SAFE awarded all shares of Old SAFE common stock remaining available for issuance under the 2017 Equity Incentive Plan to members of its Former Manager’s management team and employees who performed services for Old SAFE. As of September 30, 2023, there were no shares available for issuance for future awards under Old SAFE’s 2017 Equity Incentive Plan.

iStar’s amended and restated 2009 Long-Term Incentive Program (the “LTIP”) was approved by stockholders in 2021 and remained in effect after the closing of the Merger. The LTIP is designed to provide incentive compensation for officers, key employees, directors and advisors of the Company. The LTIP provides for awards of stock options, shares of restricted stock, phantom shares, restricted stock units, dividend equivalent rights and other share-based performance awards. All awards under the LTIP are made at the discretion of the Company’s Board of Directors. Grants under the LTIP are recognized as compensation costs ratably over the applicable vesting period and recorded in “General and administrative” in the Company’s consolidated statements of operations. In June 2023, the Company issued an aggregate 24,336 vested shares of its common stock with a grant date fair value of $23.58 per share to its directors in consideration for their annual service as directors. On June 20, 2023, the LTIP was further amended to, among other things, increase the aggregate number of shares of common stock available for issuance. As of September 30, 2023, an aggregate of 435,612 shares of the Company’s common stock remain available for awards under the LTIP.

During the third quarter of 2018, Old SAFE adopted, and in the second quarter of 2019, its stockholders approved, the Caret Performance Incentive Plan (the “Original Caret Performance Incentive Plan”). Under the Original Caret Performance Incentive Plan, 1,500,000 Caret units were reserved for grants of performance-based awards to Original Caret Performance Incentive Plan participants, including certain of executives of iStar, and Old SAFE’s directors and service providers. Grants under the Original Caret Performance Incentive Plan were subject to vesting based on time-based service conditions and hurdles relating to Old SAFE’s common stock price, all of which were satisfied as of December 31, 2022, except with respect to approximately 850 Caret units that are scheduled to vest on December 31, 2023. In connection with the Merger, certain of Old SAFE’s former executive officers, entered into re-vesting agreements pursuant to which the

executives agreed to subject 25% of their previously vested Caret units to additional vesting conditions which will be satisfied on the second anniversary of the Merger, subject to the applicable executive’s continued employment through such date. In the event of a termination of the executive’s employment by the Company without “cause”, or due to the executive’s death, disability or retirement, the unvested Caret units shall continue to vest as and when the vesting conditions described above are satisfied.

In connection with the consummation of the Merger and the Caret Restructuring, Old SAFE, Caret Ventures and CARET Management Holdings LLC assigned each Award Agreement (as defined in the Original Caret Performance Incentive Plan) relating to outstanding Caret unit awards to Portfolio Holdings pursuant to the Omnibus Assignment, Assumption and Amendment Agreement, dated as of March 31, 2023 (the “Caret Assignment Agreement”).

Following the effectiveness of the Caret Assignment Agreement, Old SAFE amended and restated the Original Caret Performance Incentive Plan (the “Amended Caret Performance Incentive Plan”).

Prior to the Merger, the Old SAFE compensation committee, and following the Merger, the Company’s compensation committee, approved the award of 76,801 new Caret units to executive officers and other employees, other than the Company’s Chief Executive Officer and the Company’s President and Chief Investment Officer, including 15,000 Caret units to the Company’s Chief Financial Officer. The new Caret unit awards were granted immediately following the Merger and the effectiveness of the Amended Caret Performance Incentive Plan, and cliff vest on the fourth anniversary of their grant date if the Company’s common stock has traded at an average per share price of $60.00 or more for at least 30 consecutive trading days during that four-year period.

As of September 30, 2023, and after giving effect to the Caret Restructuring and the post-Merger Caret unit awards, Amended Caret Performance Incentive Plan participants held 1,499,382 Caret units, representing 15.41% of the then-outstanding Caret units and 12.50% of the then-authorized Caret units.

During the nine months ended September 30, 2023 and 2022, the Company recognized $1.0 million and $0.4 million in expense from Caret units, which is recorded in “General and administrative” in the Company’s consolidated statements of operations and “Noncontrolling interests” on the Company’s consolidated balance sheets.

Noncontrolling Interests—Noncontrolling interests includes unrelated third-party equity interests in ventures that are consolidated in the Company’s consolidated financial statements and Caret units that have been sold to third-parties (refer to Note 1) or have been granted to employees of the Company’s Former Manager. See also “Redeemable Noncontrolling Interests” in Note 3.

Accumulated Other Comprehensive Income (Loss)—Accumulated other comprehensive income (loss) consists of net unrealized gains (losses) on the Company’s derivative transactions.

Dividends—The Company (then known as iStar) elected to be taxed as a REIT beginning with its taxable year ended December 31, 1998. To qualify as a REIT, the Company must annually distribute, at a minimum, an amount equal to 90% of its taxable income, excluding net capital gains, and must distribute 100% of its taxable income (including net capital gains) to eliminate corporate federal income taxes payable by the REIT. Because taxable income differs from cash flow from operations due to non-cash revenues and expenses (such as depreciation and other items), in certain circumstances, the Company may generate operating cash flow in excess of its dividends, or alternatively, may need to make dividend payments in excess of operating cash flows. During the nine months ended September 30, 2023 and 2022, the Company declared cash dividends on its common stock of $35.3 million, or $0.531 per share, and $32.5 million, or $0.524 per share, respectively.

The entire disclosure for equity.

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
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-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
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-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
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-SubTopic 10
-Name Accounting Standards Codification
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-Paragraph 1
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-Publisher FASB
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
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-Name Accounting Standards Codification
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-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
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-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)
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-13

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-Subparagraph (a)
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-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
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
-SubTopic 10
-Name Accounting Standards Codification
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-Subparagraph (b)
-Publisher FASB
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Reference 17: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
-Topic 505
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-URI https://asc.fasb.org//1943274/2147481112/505-10-50-18

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

9 Months Ended

Sep. 30, 2023

Dec. 31, 2022

2023 (remaining three months)

$ 0

1,003,000

237,000

2,740,114

Total principal maturities

3,980,114

$ 3,565,101

Debt premium, discount and deferred financing costs, net

(42,287)

(43,742)

^[1]

3,937,827

3,521,359

Secured Debt

2023 (remaining three months)

237,000

1,261,113

Total principal maturities

1,498,113

Debt premium, discount and deferred financing costs, net

(26,580)

Weighted average maturity of mortgages

$ 1,471,533

27 years 9 months 18 days

Unsecured Debt

2023 (remaining three months)

$ 0

1,003,000

1,479,001

Total principal maturities

2,482,001

$ 2,066,988

Debt premium, discount and deferred financing costs, net

(15,707)

$ 2,466,294

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

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

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

General and administrative

^[1]

$ 59,130

$ 54,736

$ 174,350

$ 146,014

Other Income

^[2]

7,335

453

16,073

1,004

^[3]

17,860

9,551

51,843

29,203

Related party

General and administrative

2,100

7,500

$ 8,500

28,500

$ 25,800

Related party | Management fees

Other Income

$ 6,000

$ 13,200

[1]	For the nine months ended September 30, 2022, the Company recorded $2.1 million of “Interest income from sales-type leases” in its consolidated statements of operations from Ground Leases with iStar Inc. (“iStar”).
[2]	For the three and nine months ended September 30, 2023, includes $6.0 million and $13.2 million, respectively, of management fees from related parties.
[3]	For the three months ended September 30, 2023 and 2022, includes $7.5 million and $8.5 million, respectively, of general and administrative expenses incurred to related parties that includes management fees and expense reimbursements to the Former Manager (refer to Note 1) and equity-based compensation (including equity-based compensation to employees). For the nine months ended September 30, 2023 and 2022, includes $28.5 million and $25.8 million, respectively, of general and administrative expenses incurred to related parties that includes management fees, expense reimbursements to the Former Manager (refer to Note 1) and equity-based compensation (including equity-based compensation to employees).

Risk Management and Derivatives

9 Months Ended

Sep. 30, 2023

Risks and Uncertainties [Abstract]

Risk Management and Derivatives

Note 10—Risk Management and Derivatives

In the normal course of its ongoing business operations, the Company encounters credit risk. Credit risk is the risk of default on the Company’s leases that result from a tenant’s inability or unwillingness to make contractually required payments.

Risk concentrations—Concentrations of credit risks arise when the Company has multiple leases with a particular tenant or credit party, or a number of the Company’s tenants are engaged in similar business activities, or activities in the same geographic region, or have similar economic features, such that their ability to meet contractual obligations, including those to the Company, could be similarly affected by changes in economic conditions.

Although the Company’s Ground Leases are geographically diverse and the tenants operate in a variety of industries and property types, to the extent the Company has a significant concentration of interest income from sales-type leases or operating lease income from any tenant, the inability of that tenant to make its payment could have a material adverse effect on the Company. The Company did not have a significant concentration of interest income from sales-type leases or operating lease income from any tenant for the periods presented.

Derivative instruments and hedging activity—The Company’s use of derivative financial instruments has been associated with debt issuances and primarily limited to the utilization of interest rate swaps and interest rate caps to manage interest rate risk exposure. The Company does not enter into derivatives for trading purposes.

The Company recognizes derivatives, if any, as either assets or liabilities on the Company’s consolidated balance sheets at fair value. Interest rate hedge assets are recorded in “Deferred expenses and other assets, net” and interest rate hedge liabilities are recorded in “Accounts payable, accrued expenses and other liabilities” on the Company’s consolidated balance sheets. If certain conditions are met, a derivative may be specifically designated as a hedge of the exposure to changes in the fair value of a recognized asset or liability, a hedge of a forecasted transaction or the variability of cash flows to be received or paid related to a recognized asset or liability.

For the Company’s derivatives designated and qualifying as cash flow hedges, changes in the fair value of the derivatives are reported as a component of accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same periods during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s debt. If a derivative includes an other-than-insignificant financing element at inception, when the Company is deemed to be the lender all cash inflows and outflows of the derivative are considered cash flows from investing activities in the Company’s consolidated statements of cash flows and when the Company is deemed to be the borrower all cash inflows and outflows of the derivative are considered cash flows from financing activities in the Company’s consolidated statements of cash flows.

For the Company’s derivatives not designated as hedges, the changes in the fair value of the derivatives are reported in “Interest expense” in the Company’s consolidated statements of operations. Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements.

The table below presents the Company’s derivatives as well as their classification on the consolidated balance sheets as of September 30, 2023 and December 31, 2022 ($ in thousands):⁽¹⁾


	September 30, 2023		December 31, 2022
	Fair		Fair		Balance Sheet
Derivative Type	Value⁽²⁾		Value⁽²⁾		Location
Assets
Interest rate swaps	$	92,616	$	29,346	Deferred expenses and other assets, net
Total	$	92,616	$	29,346

(1)	Over the next 12 months, the Company expects that $5.8 million related to cash flow hedges will be reclassified from “Accumulated other comprehensive income (loss)” as a decrease to interest expense.

(2)	The fair value of the Company’s derivatives is estimated using valuation techniques utilized by a third-party specialist using observable inputs such as interest rates and contractual cash flow and are classified as Level 2 within the fair value hierarchy.

Credit Risk-Related Contingent Features—The Company reports derivative instruments, if any, on a gross basis in its consolidated financial statements. The Company has agreements with each of its derivative counterparties that contain a provision whereby if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations.


				Amount of Gain
		Amount of Gain		(Loss) Reclassified
		(Loss) Recognized		from Accumulated
		in Accumulated		Other
	Location of Gain (Loss)	Other		Comprehensive
	When Recognized in	Comprehensive		Income into
Derivatives Designated in Hedging Relationships	Income	Income		Earnings
For the Three Months Ended September 30, 2023
Interest rate swaps	Interest expense	$	53,834	$	1,494
For the Three Months Ended September 30, 2022
Interest rate swaps	Interest expense	$	18,587	$	(943)
For the Nine Months Ended September 30, 2023
Interest rate swaps	Interest expense	$	59,632	$	1,454
For the Nine Months Ended September 30, 2022
Interest rate swaps	Interest expense	$	29,615	$	(2,945)

Debt Obligations, net (Narrative) (Details)	1 Months Ended						9 Months Ended	12 Months Ended
Debt Obligations, net (Narrative) (Details)	Oct. 31, 2023	May 31, 2022 USD ($)	Jan. 31, 2022 USD ($)	Nov. 30, 2021 USD ($)	May 31, 2021 USD ($)	Mar. 31, 2021 USD ($) item	Sep. 30, 2023 USD ($)	Dec. 31, 2022	Jan. 31, 2023 USD ($)	Dec. 31, 2021 USD ($)
Three month term SOFR \| Trust Preferred Securities
Line of Credit Facility [Line Items]
Basis point spread on variable interest rate (percent)							1.50%
Secured Debt \| Mortgages
Line of Credit Facility [Line Items]
Weighted average interest rate							3.99%	3.99%
Unsecured Debt \| 2.80% Senior Notes
Line of Credit Facility [Line Items]
Aggregate principal amount					$ 400,000,000.0
Stated interest rate					2.80%		2.80%	2.80%
Percent of par value at which the notes were issued					99.127%
Percentage of principal amount of debt at which debt can be redeemed					100.00%
Unsecured Debt \| 2.85% Senior Notes
Line of Credit Facility [Line Items]
Aggregate principal amount				$ 350,000,000.0
Stated interest rate				2.85%			2.85%	2.85%
Percent of par value at which the notes were issued				99.123%
Percentage of principal amount of debt at which debt can be redeemed				100.00%
Unsecured Debt \| 3.98% Senior Notes
Line of Credit Facility [Line Items]
Aggregate principal amount			$ 475,000,000.0
Stated interest rate			3.98%				3.98%	3.98%
Minimum percentage of aggregate principal amount that can be repaid at any time at the Company's discretion			5.00%
Percentage of principal amount of debt at which debt can be redeemed			100.00%
Unsecured Debt \| 5.15% Senior Notes
Line of Credit Facility [Line Items]
Aggregate principal amount		$ 150,000,000.0
Stated interest rate		5.15%					5.15%	5.15%
Stairstep interest rate, Years 1 through 10		2.50%
Stairstep interest rate, Years 11 through 20		3.75%
Stairstep interest rate, Years 21 through 30		5.15%
Minimum percentage of aggregate principal amount that can be repaid at any time at the Company's discretion		5.00%
Percentage of principal amount of debt at which debt can be redeemed		100.00%
Unsecured Debt \| 2021 Unsecured Revolver maturing in 2026
Line of Credit Facility [Line Items]
Maximum borrowing capacity						$ 1,000,000,000.0				$ 1,350,000,000
Number of extension options available \| item						2
Debt extension term						12 months
Line of credit facility fee, percent						0.10%
Remaining borrowing capacity							$ 347,000,000.0
Unsecured Debt \| Unsecured Revolver maturing in 2025
Line of Credit Facility [Line Items]
Maximum borrowing capacity									$ 500,000,000
Remaining borrowing capacity							$ 500,000,000.0
Unsecured Debt \| LIBOR \| 2021 Unsecured Revolver maturing in 2026
Line of Credit Facility [Line Items]
Basis point spread on variable interest rate (percent)						0.90%
Unsecured Debt \| Adjusted SOFR
Line of Credit Facility [Line Items]
Basis point spread on variable interest rate (percent)							0.90%
Unsecured Debt \| Adjusted SOFR \| Trust Preferred Securities
Line of Credit Facility [Line Items]
Basis point spread on variable interest rate (percent)							1.50%
Unsecured Debt \| Adjusted SOFR \| 2021 Unsecured Revolver maturing in 2026
Line of Credit Facility [Line Items]
Basis point spread on variable interest rate (percent)	0.90%						0.90%	0.90%
Minimum \| Unsecured Debt \| Unsecured Senior Notes
Line of Credit Facility [Line Items]
Unencumbered assets to unsecured debt ration							1.25
Minimum \| Unsecured Debt \| 2021 and 2023 Unsecured Revolvers
Line of Credit Facility [Line Items]
Unencumbered assets to unsecured debt ration							1.33
Debt instrument covenant multiple of minimum fixed charges on outstanding borrowings							1.15

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party - Ground lease receivable by year of origination (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Lessor, Lease, Description [Line Items]
2023	$ 19,005
2022	640,820
2021	276,334
2020	179,914
2019	447,915
Total	1,563,988
Stabilized properties
Lessor, Lease, Description [Line Items]
2023	19,004
2022	295,600
2021	133,296
2020	179,914
2019	447,915
Total	1,075,729
Development properties
Lessor, Lease, Description [Line Items]
2023	1
2022	345,220
2021	143,038
Total	$ 488,259

Earnings Per Share

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Earnings Per Share

Note 12—Earnings Per Share

Earnings per share (“EPS”) is calculated by dividing net income attributable to common shareholders by the weighted average number of shares outstanding for the period. The following tables present a reconciliation of net income used in the basic and diluted EPS calculations ($ and shares in thousands, except for per share data):


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2023		2022		2023		2022
Net income (loss)	$	(122,846)	$	75,391	$	(96,019)	$	123,009
Net (income) attributable to noncontrolling interests		(123)		(9,314)		(138)		(9,381)
Net income (loss) attributable to Safehold Inc. common shareholders for basic and diluted earnings per common share	$	(122,969)	$	66,077	$	(96,157)	$	113,628


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2023		2022		2023		2022
Earnings attributable to common shares:
Numerator for basic and diluted earnings per share:
Net income (loss) attributable to Safehold Inc. common shareholders - basic	$	(122,969)	$	66,077	$	(96,157)	$	113,628
Net income (loss) attributable to Safehold Inc. common shareholders - diluted	$	(122,969)	$	66,077	$	(96,157)	$	113,628

Denominator for basic and diluted earnings per share:⁽¹⁾
Weighted average common shares outstanding for basic earnings per common share		67,979		63,393		65,214		61,991
Weighted average common shares outstanding for diluted earnings per common share		67,979		63,393		65,214		61,991

Basic and diluted earnings per common share:⁽¹⁾
Net income (loss) attributable to Safehold Inc. common shareholders - basic	$	(1.81)	$	1.04	$	(1.47)	$	1.83
Net income (loss) attributable to Safehold Inc. common shareholders - diluted	$	(1.81)	$	1.04	$	(1.47)	$	1.83

(1)

Equity Investments (Tables)

9 Months Ended

Sep. 30, 2023

Investments, All Other Investments [Abstract]

Schedule of Equity Investments

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


					Earnings from				Earnings from
	Carrying Value				Equity Method Investments				Equity Method Investments⁽¹⁾
	as of				For the Three Months Ended				For the Nine Months Ended
	September 30,		December 31,		September 30,				September 30,
	2023		2022		2023		2022		2023		2022
Equity investment
425 Park Avenue	$	134,762	$	133,118	$	938	$	863	$	2,645	$	2,540
32 Old Slip		51,145		47,270		1,406		1,381		4,253		4,232
Ground Lease Plus Fund⁽¹⁾		61,308		—		1,825		—		3,513		—
Leasehold Loan Fund⁽²⁾		39,903		—		3,282		—		6,109		—
Total	$	287,118	$	180,388	$	7,451	$	2,244	$	16,520	$	6,772

(1)

(2)

Subsequent Events (Details) $ in Millions	Oct. 04, 2023 USD ($)
Subsequent Events \| Related party \| Maximum \| Star Holdings
Subsequent events
Facility amount available to be used to replenish funds.	$ 25.0

Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities (Schedule of Other Assets) (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

Dec. 31, 2022

Operating lease, right-of-use asset

$ 34,981

$ 26,312

Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]

Deferred expenses and other assets, net

Interest rate hedge assets

$ 92,616

$ 29,346

Deferred finance costs, net

5,031

4,461

Other assets

15,619

2,664

Purchase deposits

3,373

4,333

Leasing costs, net

441

448

Corporate furniture, fixtures and equipment, net

1,078

Accumulated amortization of deferred finance costs

^[1],[2]

$ 153,139

67,564

Lease discount rate

5.50%

$ 9,700

5,700

Below-market lease

Annual lease fee

500

$ 500

Real estate expense

Operating lease expense

100

$ 100

400

$ 300

Other Income

Operating lease expense

100

$ 100

400

$ 300

Related party

Affiliated entity | Star Holdings

7,100

Management fees due from Star Holdings

6,900

Management fees recorded

$ 6,000

13,200

Management fee performance obligations remaining

$ 36,800

[1]	As of September 30, 2023, includes $7.1 million due from related parties.
[2]	Refer to Note 2 for details on the Company’s consolidated variable interest entities (“VIEs”).

Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale (Future Minimum Ground Net Lease Payments) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Future Minimum Ground Net Lease Payments to be Collected
2023 (remaining three months)	$ 9,235		$ 9,235
2024	37,174		37,174
2025	37,567		37,567
2026	27,945		27,945
2027	28,361		28,361
Thereafter	5,192,405		5,192,405
Operating lease income	16,715	$ 16,507	54,366	$ 49,925
Inflation- Linked
Future Minimum Ground Net Lease Payments to be Collected
2023 (remaining three months)	1,453		1,453
2024	5,811		5,811
2025	5,811		5,811
2026	5,811		5,811
2027	5,811		5,811
Thereafter	435,056		435,056
Fixed Bumps with Inflation Adjustments
Future Minimum Ground Net Lease Payments to be Collected
2023 (remaining three months)	4,363		4,363
2024	17,677		17,677
2025	18,004		18,004
2026	18,370		18,370
2027	18,755		18,755
Thereafter	4,308,109		4,308,109
Fixed Bumps
Future Minimum Ground Net Lease Payments to be Collected
2023 (remaining three months)	559		559
2024	2,247		2,247
2025	2,313		2,313
2026	2,357		2,357
2027	2,388		2,388
Thereafter	433,110		433,110
Percentage Rent
Future Minimum Ground Net Lease Payments to be Collected
2023 (remaining three months)	2,755		2,755
2024	11,018		11,018
2025	11,018		11,018
2026	986		986
2027	986		986
Thereafter	15,826		15,826
Operating lease income	200	$ 200	4,200	$ 1,100
Fixed Bumps with Percentage Rent
Future Minimum Ground Net Lease Payments to be Collected
2023 (remaining three months)	105		105
2024	421		421
2025	421		421
2026	421		421
2027	421		421
Thereafter	$ 304		$ 304

Debt Obligations, net

9 Months Ended

Sep. 30, 2023

Debt Disclosure [Abstract]

Debt Obligations, net

Note 8—Debt Obligations, net

The Company’s outstanding debt obligations consist of the following ($ in thousands):


	As of				Interest		Scheduled
	September 30, 2023		December 31, 2022		Rate⁽¹⁾		Maturity Date⁽²⁾
Secured credit financing:
Mortgages	$	1,498,113	$	1,498,113	3.99	%	April 2027 to November 2069
Total secured credit financing⁽³⁾		1,498,113		1,498,113
Unsecured financing:
2.80% senior notes		400,000		400,000	2.80	%	June 2031
2.85% senior notes		350,000		350,000	2.85	%	January 2032
3.98% senior notes		475,000		475,000	3.98	%	February 2052
5.15% senior notes		154,001		151,988	5.15	%	May 2052
2021 Unsecured Revolver		1,003,000		690,000	Adjusted SOFR plus 0.90	%	March 2026
2023 Unsecured Revolver		—		—	Adjusted SOFR plus 0.90	%	July 2025
Trust preferred securities		100,000		—	Adjusted SOFR plus 1.50	%	October 2035
Total unsecured financing		2,482,001		2,066,988
Total debt obligations		3,980,114		3,565,101
Debt premium, discount and deferred financing costs, net		(42,287)		(43,742)
Total debt obligations, net	$	3,937,827	$	3,521,359

(1)

(2)	Represents the extended maturity date for all debt obligations.

(3)	As of September 30, 2023, $2.0 billion of real estate, at cost, net investment in sales-type leases and Ground Lease receivables served as collateral for the Company’s debt obligations.

Mortgages—Mortgages consist of asset specific non-recourse borrowings that are secured by the Company’s real estate and Ground Leases. As of September 30, 2023, the Company’s mortgages are full term interest only, bear interest at a weighted average interest rate of 3.99% and have maturities between April 2027 and November 2069.

Unsecured Notes—In May 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $400.0 million aggregate principal amount of 2.80% senior notes due June 2031 (the “2.80% Notes”). The 2.80% Notes were issued at 99.127% of par. The Company may redeem the 2.80% Notes in whole at any time or in part from time to time prior to March 15, 2031, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100% of the principal amount of the 2.80% Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 2.80% Notes are redeemed on or after March 15, 2031, the

redemption price will be equal to 100% of the principal amount of the 2.80% Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date.

In November 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $350.0 million aggregate principal amount of 2.85% senior notes due January 2032 (the “2.85% Notes”). The 2.85% Notes were issued at 99.123% of par. The Company may redeem the 2.85% Notes in whole at any time or in part from time to time prior to October 15, 2031, at the Company’s option and sole discretion, at a redemption price equal to the greater of: (i) 100% of the principal amount of the 2.85% Notes being redeemed; and (ii) a make-whole premium calculated in accordance with the indenture, plus, in each case, accrued and unpaid interest thereon to, but not including, the applicable redemption date. If the 2.85% Notes are redeemed on or after October 15, 2031, the redemption price will be equal to 100% of the principal amount of the 2.85% Notes being redeemed, plus accrued and unpaid interest thereon to, but not including, the applicable redemption date.

In January 2022, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $475.0 million aggregate principal amount of privately-placed 3.98% senior notes due February 2052 (the “3.98% Notes”). Safehold Operating Partnership LP elected to draw these funds in March 2022. The Company may, at its option, prepay at any time all, or from time to time any part of, the 3.98% Notes, in an amount not less than 5% of the aggregate principal amount of the 3.98% Notes then outstanding in the case of a partial prepayment, at 100% of the principal amount so prepaid, and the applicable make-whole amount calculated in accordance with the indenture, for such tranche determined for the prepayment date with respect to such principal amount; provided, that, so long as no default or event of default shall then exist, at any time on or after November 15, 2051, the Company may, at its option, prepay all or any part of the 3.98% Notes at 100% of the principal amount so prepaid, together with, in each case, accrued interest to the prepayment date, without any make-whole amount.

In May 2022, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as issuer) and the Company (as guarantor), issued $150.0 million aggregate principal amount of privately-placed 5.15% senior notes due May 2052 (the “5.15% Notes”). The structure of the 5.15% Notes features a stairstep coupon rate in which the Company will pay cash interest at a rate of 2.50% in years 1 through 10, 3.75% in years 11 through 20, and 5.15% in years 21 through 30. The difference between the 5.15% stated rate and the cash interest rate will accrue in each semi-annual payment period and be paid in kind by adding such accrued interest to the outstanding principal balance, to be repaid at maturity in May 2052. The Company may, at its option, prepay at any time all, or from time to time any part of, the 5.15% Notes, in an amount not less than 5% of the aggregate principal amount of the 5.15% Notes then outstanding in the case of a partial prepayment, at 100% of the principal amount so prepaid, and the applicable make-whole amount calculated in accordance with the indenture; provided, that, so long as no default or event of default shall then exist, at any time on or after February 13, 2052, the Company may, at its option, prepay all or any part of the 5.15% Notes at 100% of the principal amount so prepaid, together with, in each case, accrued interest to the prepayment date, without any make-whole amount.

2021 Unsecured Revolver—In March 2021, Portfolio Holdings, then known as Safehold Operating Partnership LP, (as borrower) and the Company (as guarantor), entered into an unsecured revolving credit facility with an initial maximum aggregate principal amount of up to $1.0 billion (the “2021 Unsecured Revolver”). In December 2021, the Company obtained additional lender commitments increasing the maximum availability to $1.35 billion. The 2021 Unsecured Revolver has an initial maturity of March 2024 with two 12-month extension options exercisable by the Company, subject to certain conditions, and accrued interest at an annual rate of applicable LIBOR plus 0.90%, subject to the Company’s credit ratings. The Company also pays a facility fee of 0.10%, subject to the Company’s credit ratings. In January 2023, the Company amended the 2021 Unsecured Revolver primarily to transition from LIBOR to Adjusted SOFR, as defined in the applicable agreement. As of September 30, 2023, there was $347.0 million of undrawn capacity on the 2021 Unsecured Revolver.

2023 Unsecured Revolver—In January 2023, Portfolio Holdings, then known as Safehold Operating Partnership LP (as borrower) and the Company (as guarantor) closed on a new $500 million unsecured revolving credit facility (the “2023 Unsecured Revolver”). The 2023 Unsecured Revolver has a current borrowing rate of Adjusted SOFR, as defined in the applicable agreement, plus 90 basis points, subject to the Company’s credit ratings, with a maturity of July 31, 2025. As of September 30, 2023, there was $500.0 million of undrawn capacity on the 2023 Unsecured Revolver.

Trust Preferred Securities—The Company assumed trust preferred securities from iStar in connection with Merger. The trust preferred securities bear interest at three-month Adjusted Term SOFR plus 1.50%.

Debt Covenants—The Company is subject to financial covenants under the 2021 Unsecured Revolver and the 2023 Unsecured Revolver, including maintaining: (i) a ratio of total unencumbered assets to total unsecured debt of at least 1.33x; and (ii) a consolidated fixed charge coverage ratio of at least 1.15x, as such terms are defined in the documents governing the 2021 Unsecured Revolver and the 2023 Unsecured Revolver, as applicable. In addition, the 2021 Unsecured Revolver and the 2023 Unsecured Revolver contain customary affirmative and negative covenants. Among other things, these covenants may restrict the Company or certain of its subsidiaries’ ability to incur additional debt or liens, engage in certain mergers, consolidations and other fundamental changes, make other investments or pay dividends. The Company’s 2.80% Notes, 2.85% Notes, 3.98% Notes and 5.15% Notes are subject to a financial covenant requiring a ratio of unencumbered assets to unsecured debt of at least 1.25x and contain customary affirmative and negative covenants. The Company’s 3.98% Notes and 5.15% Notes contain a provision whereby they will be deemed to include additional financial covenants and negative covenants to the extent such covenants are incorporated into Portfolio Holdings’ and/or the Company’s existing or future material credit facilities, including the 2021 Unsecured Revolver and 2023 Unsecured Revolver, and to the extent such covenants are more favorable to the lenders under such material credit facilities than the covenants contained in the 3.98% Notes and 5.15% Notes. The Company’s mortgages contain no significant maintenance or ongoing financial covenants. As of September 30, 2023, the Company was in compliance with all of its financial covenants.


	Secured⁽¹⁾		Unsecured		Total
2023 (remaining three months)	$	—	$	—	$	—
2024		—		—		—
2025		—		—		—
2026		—		1,003,000		1,003,000
2027		237,000		—		237,000
Thereafter		1,261,113		1,479,001		2,740,114
Total principal maturities		1,498,113		2,482,001		3,980,114
Debt premium, discount and deferred financing costs, net		(26,580)		(15,707)		(42,287)
Total debt obligations, net	$	1,471,533	$	2,466,294	$	3,937,827

(1)	As of September 30, 2023, the Company’s weighted average maturity for its secured mortgages was 27.8 years.

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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I

Net Investment in Sales Type Leases

Related Party Transactions (Star Holdings) (Details) - USD ($) $ in Millions		3 Months Ended		9 Months Ended
	Mar. 31, 2023	Sep. 30, 2023	Mar. 31, 2023	Sep. 30, 2023	Apr. 30, 2023
Selling stockholder sales agreement \| Maximum
Related Party Transaction [Line Items]
Aggregate number of shares					1,000,000
Star Holdings \| Affiliated entity
Related Party Transaction [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%
Management agreement initial term			3 years
Management fees recorded		$ 6.0		$ 13.2
Star Holdings \| Safehold Inc.
Related Party Transaction [Line Items]
Ownership percentage		19.00%		19.00%
Star Holdings \| Spinco Manager \| Affiliated entity
Related Party Transaction [Line Items]
Annual management fee - Year 1	$ 25.0		$ 25.0
Annual management fee - Year 2	15.0		15.0
Annual management fee - Year 3	10.0		10.0
Annual management fee - Year 4	$ 5.0		$ 5.0
Annual management fee percent of gross book value, year five and thereafter	2.00%		2.00%
Management agreement initial term	1 year
Management agreement renewal term	1 year
Notice required to terminate management agreement without cause	180 days
Percentage approval of independent directors to terminate management agreement without cause	66.70%
Notice required to terminate management agreement with cause	30 days
Termination fee, termination without cause	$ 50.0		$ 50.0
Termination fee due to liquidation of consolidated assets after third anniversary of agreement	0.0		0.0
Termination fee due to reduction in consolidated assets - Year 1	30.0		30.0
Termination fee due to reduction in consolidated assets - Year 2	15.0		15.0
Termination fee due to reduction in consolidated assets - Year 3	$ 5.0		$ 5.0

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2023
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

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party (Tables)

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

The Company’s net investment in sales-type leases were comprised of the following ($ in thousands):


	September 30, 2023		December 31, 2022
Total undiscounted cash flows⁽¹⁾	$	29,715,761	$	29,586,227
Unguaranteed estimated residual value⁽¹⁾		2,915,013		2,900,218
Present value discount		(29,447,714)		(29,379,846)
Allowance for credit losses		(468)		—
Net investment in sales-type leases⁽²⁾	$	3,182,592	$	3,106,599

(1)

As of September 30, 2023, total discounted cash flows were approximately $3,153 million and the discounted unguaranteed estimated residual value was $30.1 million. As of December 31, 2022, total discounted cash flows were approximately $3,077 million and the discounted unguaranteed estimated residual value was $29.1 million.

(2)	As of September 30, 2023, $6.5 million was attributable to noncontrolling interests.

Schedule of rollforward of net investment in sales-type leases and Ground Lease receivables

The following table presents a rollforward of the Company’s net investment in sales-type leases and Ground Lease receivables for the nine months ended September 30, 2023 and 2022 ($ in thousands):


	Net Investment in		Ground Lease
	Sales-type Leases		Receivables		Total
Nine Months Ended September 30, 2023
Beginning balance	$	3,106,599	$	1,374,716	$	4,481,315
Impact from adoption of new accounting standard (refer to Note 3)		(351)		(199)		(550)
Origination/acquisition/fundings⁽¹⁾		33,400		170,194		203,594
Accretion		43,061		19,078		62,139
Provision for credit losses		(117)		(119)		(236)
Ending balance⁽²⁾	$	3,182,592	$	1,563,670	$	4,746,262


	Net Investment in		Ground Lease
	Sales-type Leases		Receivables		Total
Nine Months Ended September 30, 2022
Beginning balance	$	2,412,716	$	796,252	$	3,208,968
Sales		(76,701)		—		(76,701)
Origination/acquisition/fundings⁽¹⁾		691,305		515,618		1,206,923
Accretion		38,793		14,762		53,555
Ending balance	$	3,066,113	$	1,326,632	$	4,392,745

(1)

The net investment in sales-type leases is initially measured at the present value of the fixed and determinable lease payments, including any guaranteed or unguaranteed estimated residual value of the asset at the end of the lease, discounted at the rate implicit in the lease. For newly originated or acquired Ground Leases, the Company’s estimate of residual value equals the fair value of the land at lease commencement.

(2)

As of September 30, 2023 and December 31, 2022, all of the Company’s net investment in sales-type leases and Ground Lease receivables were current in their payment status. As of September 30, 2023, the Company’s weighted average accrual rate for its net investment in sales-type leases and Ground Lease receivables was 5.1% and 5.4%, respectively. As of September 30, 2023, the weighted average remaining life of the Company’s 35 Ground Lease receivables was 98.3 years.

Schedule of changes in allowance for credit losses on net investment in sales-type leases and Ground Lease receivables

Allowance for Credit Losses—Changes in the Company’s allowance for credit losses on net investment in sales-type leases and Ground Lease receivables for the three and nine months ended September 30, 2023 were as follows ($ in thousands):


	Net investment in sales-type leases
	Stabilized		Development		Unfunded
Three Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	259	$	77	$	1	$	337
Provision for credit losses⁽¹⁾		110		22		—		132
Allowance for credit losses at end of period⁽²⁾	$	369	$	99	$	1	$	469


	Ground Lease receivables
	Stabilized		Development		Unfunded
Three Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	94	$	127	$	60	$	281
Provision for (recovery of) credit losses⁽¹⁾		40		57		(3)		94
Allowance for credit losses at end of period⁽²⁾	$	134	$	184	$	57	$	375


	Net investment in sales-type leases
	Stabilized		Development		Unfunded
Nine Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	—	$	—	$	—	$	—
Impact from adoption of new accounting standard (refer to Note 3)⁽³⁾		280		71		6		357
Provision for (recovery of) credit losses⁽¹⁾		89		28		(5)		112
Allowance for credit losses at end of period⁽²⁾	$	369	$	99	$	1	$	469


	Ground Lease receivables
	Stabilized		Development		Unfunded
Nine Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	—	$	—	$	—	$	—
Impact from adoption of new accounting standard (refer to Note 3)⁽³⁾		102		97		84		283
Provision for (recovery of) credit losses⁽¹⁾		32		87		(27)		92
Allowance for credit losses at end of period⁽²⁾	$	134	$	184	$	57	$	375

(1)

During the three months ended September 30, 2023, the Company recorded a provision for credit losses on net investment in sales-type leases and Ground Lease receivables of $0.1 million and $0.1 million, respectively. The provision for credit losses was due primarily to a declining macroeconomic forecast since June 30, 2023. During the nine months ended September 30, 2023, the Company recorded a provision for credit losses on net investment in sales-type leases and Ground Lease receivables of $0.1 million and $0.1 million, respectively. The provision for credit losses on net investment in leases and Ground Lease receivables was due primarily to a declining macroeconomic forecast since December 31, 2022.

(2)	Allowance for credit losses on unfunded commitments is recorded in “Accounts payable and accrued expenses” on the Company’s consolidated balance sheets.

(3)

On January 1, 2023, the Company recorded an allowance for credit losses on net investment in sales-type leases of $0.4 million and an allowance for credit losses on Ground Lease receivables of $0.2 million upon the adoption of ASU 2016-13, of which an aggregate of $0.1 million related to expected credit losses for unfunded commitments and was recorded in "Accounts payable, accrued expenses and other liabilities."

Amortized Cost Basis in Ground Lease Receivables

The Company’s amortized cost basis in Ground Lease receivables, presented by year of origination and by stabilized or development status, was as follows as of September 30, 2023 ($ in thousands):


	Year of Origination
	2023		2022		2021		2020		2019		Prior to 2019		Total
Ground Lease receivables
Stabilized properties	$	19,004	$	295,600	$	133,296	$	179,914	$	447,915	$	—	$	1,075,729
Development properties		1		345,220		143,038		—		—		—		488,259
Total	$	19,005	$	640,820	$	276,334	$	179,914	$	447,915	$	—	$	1,563,988

Future Minimum Lease Payments Under Sales-type Leases

Future Minimum Lease Payments under Sales-type Leases—Future minimum lease payments to be collected under sales-type leases accounted for under ASC 842 - Leases, excluding lease payments that are not fixed and determinable, in effect as of September 30, 2023, are as follows by year ($ in thousands):


					Fixed Bumps
	Fixed Bumps				with
	with Inflation		Fixed		Percentage
	Adjustments		Bumps		Rent		Total
2023 (remaining three months)	$	24,735	$	561	$	146	$	25,442
2024		101,639		2,256		586		104,481
2025		103,607		2,283		586		106,476
2026		105,567		2,311		586		108,464
2027		107,475		2,339		586		110,400
Thereafter		28,577,374		583,455		99,669		29,260,498
Total undiscounted cash flows	$	29,020,397	$	593,205	$	102,159	$	29,715,761

Recognized Interest Income from Sales type Leases

During the three and nine months ended September 30, 2023 and 2022, the Company recognized interest income from sales-type leases in its consolidated statements of operations as follows ($ in thousands):


	Net Investment		Ground
	in Sales-type		Lease
Three Months Ended September 30, 2023	Leases		Receivables		Total
Cash	$	25,309	$	12,767	$	38,076
Non-cash		14,482		6,572		21,054
Total interest income from sales-type leases	$	39,791	$	19,339	$	59,130


	Net Investment		Ground
	in Sales-type		Lease
Three Months Ended September 30, 2022	Leases		Receivables		Total
Cash	$	24,256	$	10,585	$	34,841
Non-cash		14,108		5,787		19,895
Total interest income from sales-type leases	$	38,364	$	16,372	$	54,736


	Net Investment		Ground
	in Sales-type		Lease
Nine Months Ended September 30, 2023	Leases		Receivables		Total
Cash	$	75,355	$	36,856	$	112,211
Non-cash		43,061		19,078		62,139
Total interest income from sales-type leases	$	118,416	$	55,934	$	174,350


	Net Investment		Ground
	in Sales-type		Lease
Nine Months Ended September 30, 2022	Leases		Receivables		Total
Cash	$	66,017	$	26,442	$	92,459
Non-cash		38,793		14,762		53,555
Total interest income from sales-type leases	$	104,810	$	41,204	$	146,014

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party (Lease Assignment and Modification) (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended		9 Months Ended
	Sep. 30, 2022	Jul. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Reclassification [Line Items]
Ground lease acquisition purchase price					$ 170,194	$ 515,618
Net proceeds from sale of net investment in lease	$ 136,000
Gain on sale of net investment in lease	55,800			$ 55,811		55,811
Net gain attributable to noncontrolling interests	9,500		$ 123	$ 9,314	$ 138	$ 9,381
Net gain attributable to redeemable noncontrolling interests	$ 700
iStar Inc.
Reclassification [Line Items]
Ground lease acquisition purchase price		$ 36,400

Amount of Net Income (Loss) attributable to noncontrolling interest.

Schedule of Real Estate Assets

Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale (Tables)

9 Months Ended

Sep. 30, 2023

Real Estate [Abstract]

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


	As of
	September 30, 2023		December 31, 2022
Land and land improvements, at cost	$	551,339	$	547,739
Buildings and improvements, at cost		193,232		193,232
Less: accumulated depreciation		(38,892)		(34,371)
Total real estate, net	$	705,679	$	706,600
Real estate-related intangible assets, net		212,771		217,795
Real estate available and held for sale⁽¹⁾		7,216		—
Total real estate, net and real estate-related intangible assets, net and real estate available and held for sale	$	925,666	$	924,395

(1)

Schedule of Real Estate-Related Intangible Assets, Net

Real estate-related intangible assets, net consist of the following items ($ in thousands):


	As of September 30, 2023
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Above-market lease assets, net⁽¹⁾	$	186,002	$	(17,605)	$	168,397
In-place lease assets, net⁽²⁾		65,345		(21,678)		43,667
Other intangible assets, net		750		(43)		707
Total	$	252,097	$	(39,326)	$	212,771


	As of December 31, 2022
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Above-market lease assets, net⁽¹⁾	$	186,002	$	(15,254)	$	170,748
In-place lease assets, net⁽²⁾		65,345		(19,011)		46,334
Other intangible assets, net		750		(37)		713
Total	$	252,097	$	(34,302)	$	217,795

(1)

(2)

Schedule of Amortization of Real Estate Related Intangible Assets


	Income Statement	For the Three Months Ended September 30,
Intangible asset	Location	2023		2022
Above-market lease assets (decrease to income)	Operating lease income	$	784	$	784
In-place lease assets (decrease to income)	Depreciation and amortization		889		898
Other intangible assets (decrease to income)	Operating lease income		2		2


	Income Statement	For the Nine Months Ended September 30,
Intangible asset	Location	2023		2022
Above-market lease assets (decrease to income)	Operating lease income	$	2,351	$	2,351
In-place lease assets (decrease to income)	Depreciation and amortization		2,667		2,688
Other intangible assets (decrease to income)	Operating lease income		6		6

Schedule of Future Amortization Expense

The estimated amortization of real estate-related intangible assets for each of the five succeeding fiscal years is as follows ($ in thousands):⁽¹⁾


Year	Amount
2023 (remaining three months)	$	1,658
2024		6,634
2025		6,634
2026		3,725
2027		3,725

(1)	As of September 30, 2023, the weighted average amortization period for the Company’s real estate-related intangible assets was approximately 80.3 years.

Schedule of Real Estate Related Intangible Liabilities

Real estate-related intangible liabilities, net consist of the following items ($ in thousands):


	As of September 30, 2023
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Below-market lease liabilities⁽¹⁾	$	68,618	$	(4,655)	$	63,963


	As of December 31, 2022
	Gross		Accumulated		Carrying
	Intangible		Amortization		Value
Below-market lease liabilities⁽¹⁾	$	68,618	$	(4,027)	$	64,591

(1)

Schedule of Impact of Amortization of Real Estate Related Intangible Liabilities on Statements of Operations


	Income Statement	For the Three Months Ended September 30,
Intangible liability	Location	2023		2022
Below-market lease liabilities (increase to income)	Operating lease income	$	209	$	209


	Income Statement	For the Nine Months Ended September 30,
Intangible liability	Location	2023		2022
Below-market lease liabilities (increase to income)	Operating lease income	$	628	$	628

Future Minimum Ground Net Lease Payments


			Fixed Bumps						Fixed
			with						Bumps with
	Inflation-		Inflation		Fixed		Percentage		Percentage
Year	Linked		Adjustments		Bumps		Rent		Rent		Total
2023 (remaining three months)	$	1,453	$	4,363	$	559	$	2,755	$	105	$	9,235
2024		5,811		17,677		2,247		11,018		421		37,174
2025		5,811		18,004		2,313		11,018		421		37,567
2026		5,811		18,370		2,357		986		421		27,945
2027		5,811		18,755		2,388		986		421		28,361
Thereafter		435,056		4,308,109		433,110		15,826		304		5,192,405

(1)

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party - Loans receivable (Details)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2023

USD ($)

Sep. 30, 2023

USD ($)

Mar. 31, 2023

USD ($)

Interest income - related party

^[1]

$ 2,381

$ 4,762

Related party | Star Holdings

Interest income - related party

Principal amount

115,000

2,400

4,800

Carrying value

112,100

$ 112,100

Loan repayment period | D

Related party | Star Holdings | Maximum

Star holding term loan facility | Related party | Star Holdings

Principal amount

$ 25,000

Excess unrestricted cash applied for loan repayment

Fixed interest rate

8.00%

$ 50,000

Star holding term loan facility | Related party | Star Holdings | Maximum

Secured term loan facility

Fixed interest rate

10.00%

Secured term loan facility | Related party | Star Holdings

$ 2,300

Principal amount

$ 115,000

Accounts payable, accrued expenses and other liabilities.

$ 100

$ 2,400

[1]	Refer to Note 3.

Business and Organization (Details)	6 Months Ended	9 Months Ended
Business and Organization (Details)	Sep. 30, 2023	Sep. 30, 2023 segment	Mar. 31, 2023 employee
Business Acquisition [Line Items]
Number of reportable segments \| segment		1
Minimum
Business Acquisition [Line Items]
Ground leases term		30 years
Ground lease investment initial targeted value of ground lease of combined value		30.00%
Ground lease, ratio of property net operating income to ground lease payments due		2.0
Percentage cap for Ground Lease rent increases based on consumer price index		3.00%
Maximum
Business Acquisition [Line Items]
Ground leases term		99 years
Ground lease investment initial targeted value of ground lease of combined value		45.00%
Ground lease, ratio of property net operating income to ground lease payments due		4.5
Percentage cap for Ground Lease rent increases based on consumer price index		3.50%
Safehold, Inc. (Old SAFE)
Business Acquisition [Line Items]
Number of employees \| employee			0
Portfolio Holdings \| Caret Ventures
Business Acquisition [Line Items]
Ownership interest (percent)	100.00%

Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities (Schedule of Other Liabilities) (Details) - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

Interest payable

$ 63,232

$ 55,459

Other liabilities

14,671

$ 17,639

Other Liability, Related Party, Type

Related party

Dividends declared and payable

12,907

$ 11,067

Operating lease liability

17,047

5,471

Management fee payable

5,301

Accrued expenses

15,129

5,420

Accounts payable, accrued expenses and other liabilities

^[1],[2]

$ 122,986

$ 100,357

Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]

Accounts payable, accrued expenses and other liabilities

Other liabilities

Accounts payable, accrued expenses and other liabilities.

Other liabilities

$ 3,100

[1]	As of December 31, 2022, includes $8.5 million due to related parties.
[2]	Refer to Note 2 for details on the Company’s consolidated variable interest entities (“VIEs”).

Real Estate, Real Estate-Related Intangibles and Real Estate Available and Held for Sale (Real Estate Assets) (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2023

Dec. 31, 2022

Real Estate [Abstract]

Land and land improvements, at cost

$ 551,339

$ 547,739

Buildings and improvements, at cost

193,232

Less: accumulated depreciation

^[1]

(38,892)

(34,371)

Real estate, net

^[1]

705,679

706,600

^[1]

212,771

217,795

Real estate available and held for sale

7,216

Total real estate, net, real estate-related intangible assets, net and real estate available and held for sale

^[1]

925,666

$ 924,395

Sale of real estate held for sale

1,500

Gain on sale of real estate available and held for sale.

$ 100

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

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ (122,969)	$ 66,077	$ (96,157)	$ 113,628

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

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Summary of Significant Accounting Policies - Merger Pro Forma (Details) - iStar Merger - USD ($) $ in Thousands	3 Months Ended		6 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2023	Sep. 30, 2022
Pro forma information
Pro forma revenues	$ 85,561	$ 84,388		$ 268,478	$ 229,608
Pro forma net income (loss)	$ (122,846)	45,214		$ (66,412)	(118,086)
Pro forma merger expenses					47,700
Pro forma extinguishment of debt		$ 13,200			171,900
iStar Inc.
Pro forma information
Pro forma revenues			$ 100
Pro forma net income (loss)			$ 6,000
Pro forma merger expenses					$ 20,300

Subsequent Events

9 Months Ended

Sep. 30, 2023

Subsequent Events [Abstract]

Subsequent Events

Note 14—Subsequent Events

On October 4, 2023, the Company entered into an amendment to the Star Holdings Term Loan Facility (refer to Note 4) with Star Holdings. The amendment provides that: (i) Star Holdings may access the existing $25.0 million additional commitment provided under the agreement to replenish funds expended by Star Holdings on or after October 4, 2023 to make voluntary prepayments under its margin loan facility; and (ii) Star Holdings will no longer have the right to pay interest in kind under the Star Holdings Term Loan Facility.

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party (Joint Venture) (Details) $ in Thousands	1 Months Ended	9 Months Ended
	May 31, 2023 USD ($)	Sep. 30, 2023 USD ($) lease	Sep. 30, 2022 USD ($)
Joint venture
Ground lease acquisition purchase price		$ 170,194	$ 515,618
Sovereign wealth fund \| Joint venture for new acquisitions of Ground Leases
Joint venture
Ownership percentage	45.00%
Joint Venture for New Acquisitions of Ground Leases
Joint venture
Joint venture commitments	$ 275,000
Controlling interest in joint venture	55.00%
Percent of Promote fee		15.00%
Internal Rate of Return		9.00%
Promote fee cap percent		1.275
First look rights period on qualifying investments		18 months
Number of Ground Leases acquired \| lease		2
Ground lease acquisition purchase price		$ 38,500
Funded amount of Ground Lease acquisition		$ 14,500
Joint Venture for New Acquisitions of Ground Leases \| First five year following acquisition
Joint venture
Percent of management fee		0.25%
Management fee term		5 years
Joint Venture for New Acquisitions of Ground Leases \| After five years of acquisition
Joint venture
Percent of management fee		0.15%
Joint Venture for New Acquisitions of Ground Leases \| Sovereign wealth fund
Joint venture
Joint venture commitments	$ 225,000

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

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

Revenues:

Interest income - related party

^[1]

$ 59,130

$ 54,736

$ 174,350

$ 146,014

Operating lease income

16,715

16,507

54,366

49,925

^[2]

2,381

4,762

Other income

^[3]

7,335

453

16,073

1,004

Total revenues

85,561

71,696

249,551

196,943

Costs and expenses:

Interest expense

46,553

35,463

133,482

91,050

Real estate expense

1,001

866

3,219

2,272

Depreciation and amortization

2,519

2,407

7,444

7,215

General and administrative

^[4]

17,860

9,551

51,843

29,203

Impairment of goodwill

145,365

Gain on sale of net investment in lease

336

2,625

Other expense

2,169

6,073

17,532

6,777

Total costs and expenses

215,803

54,360

361,510

136,517

55,811

Income (loss) from operations before other items

(130,242)

73,147

(111,959)

116,237

Earnings from equity method investments

7,451

2,244

16,520

6,772

Net income (loss) before income taxes

(122,791)

75,391

(95,439)

123,009

Income tax expense

(55)

(580)

Net (income) attributable to noncontrolling interests

(122,846)

75,391

(96,019)

123,009

(123)

(9,314)

(138)

(9,381)

Net income (loss) attributable to Safehold Inc. common shareholders

$ (122,969)

$ 66,077

$ (96,157)

$ 113,628

Net income (loss)

Basic (dollars per share)

$ (1.81)

$ 1.04

$ (1.47)

$ 1.83

Diluted (dollars per shares)

$ (1.81)

$ 1.04

$ (1.47)

$ 1.83

Weighted average number of common shares:

Basic (in shares)

67,979

63,393

65,214

61,991

Diluted (in shares)

67,979

63,393

65,214

61,991

[1]	For the nine months ended September 30, 2022, the Company recorded $2.1 million of “Interest income from sales-type leases” in its consolidated statements of operations from Ground Leases with iStar Inc. (“iStar”).
[2]	Refer to Note 3.
[3]	For the three and nine months ended September 30, 2023, includes $6.0 million and $13.2 million, respectively, of management fees from related parties.
[4]	For the three months ended September 30, 2023 and 2022, includes $7.5 million and $8.5 million, respectively, of general and administrative expenses incurred to related parties that includes management fees and expense reimbursements to the Former Manager (refer to Note 1) and equity-based compensation (including equity-based compensation to employees). For the nine months ended September 30, 2023 and 2022, includes $28.5 million and $25.8 million, respectively, of general and administrative expenses incurred to related parties that includes management fees, expense reimbursements to the Former Manager (refer to Note 1) and equity-based compensation (including equity-based compensation to employees).

Summary of Significant Accounting Policies (Narrative) (Details) $ / shares in Units, $ in Thousands		1 Months Ended	3 Months Ended		9 Months Ended
	Mar. 31, 2023 item	Mar. 31, 2023 USD ($) item $ / shares	Sep. 30, 2023 USD ($) item	Mar. 31, 2023 USD ($) item	Sep. 30, 2023 USD ($) item	Jan. 01, 2023 USD ($)	Dec. 31, 2022 USD ($)
Stock-based compensation
Aggregate grant date fair value of awards granted during period		$ 25,000
Per share grant date fair value of awards granted during period \| $ / shares		$ 28.89
Award vesting period		4 years
Income taxes
Number of Taxable REIT Subsidiaries \| item			2		2
Current income tax expense					$ 1,400
Deferred income tax expense					900
Franchise and other state and local income taxes					$ 100
Loan receivable
Financing Receivable, Practical Expedient, Accrued Interest Exclusion			true		true
Allowance for credit losses
Amount of allowance for credit losses on ground lease receivables			$ 375		$ 375
Goodwill
Impairment of goodwill			145,365		145,365
Carrying value of reporting unit			2,400,000		2,400,000
Deferred expenses and other assets, net
Loan receivable
Accrued interest on loans receivable			$ 26		26
Cumulative Effect, Period of Adoption, Adjustment \| Accounting Standards Update 2016-13
Allowance for credit losses
Amount of allowance for credit losses on net investment in sales-type leases						$ 400	$ 400
Amount of allowance for credit losses on ground lease receivables						$ 200	$ 200
Star Holdings
Loan receivable
Term on loan	4 years
Star Holdings \| Affiliated entity
Loan receivable
Term on loan	4 years
Management fees
Annual management fee - Year 1				$ 25,000
Annual management fee - Year 2				15,000
Annual management fee - Year 3				10,000
Annual management fee - Year 4				$ 5,000
Annual management fee percent of gross book value, year five and thereafter				2.00%
Management agreement initial term				3 years
Total transaction price of management fee contract				$ 50,000
iStar Merger
Equity investments
Number of equity investments acquired \| item	2	2		2
Goodwill
Impairment of goodwill					$ 145,365

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party

9 Months Ended

Sep. 30, 2023

Leases [Abstract]

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party

Note 4—Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net – Related Party

The Company classifies certain of its Ground Leases as sales-type leases and records the leases within “Net investment in sales-type leases” on the Company’s consolidated balance sheets and records interest income in “Interest income from sales-type leases” in the Company’s consolidated statements of operations. In addition, the Company may enter into transactions whereby it acquires land and enters into Ground Leases directly with the seller. These Ground Leases qualify as sales-type leases and, as such, do not qualify for sale leaseback accounting and are accounted for as financing receivables in accordance with ASC 310 - Receivables and are included in “Ground Lease receivables” on the Company’s consolidated balance sheets. The Company records interest income from Ground Lease receivables in “Interest income from sales-type leases” in the Company’s consolidated statements of operations.

In July 2022, the Company, pursuant to an agreement with iStar and upon certain construction related conditions being met, acquired an existing Ground Lease from iStar for $36.4 million inclusive of closing costs and was recorded in “Net investment in sales-type leases” and “Real estate-related intangible assets, net” on the Company’s consolidated balance sheet.

In September 2022, the Company sold a Ground Lease to a third-party for $136.0 million and recognized a gain of $55.8 million in the Company’s consolidated statements of operations. $9.5 million of the gain was attributable to noncontrolling interests, of which $0.7 million was attributable to redeemable noncontrolling interests.

In May 2023, the Company entered into a joint venture with a sovereign wealth fund, which is also an existing shareholder, focused on new acquisitions for certain Ground Lease investments. The Company committed approximately $275 million for a 55% controlling interest in the joint venture and the sovereign wealth fund committed

approximately $225 million for a 45% noncontrolling interest in the joint venture. Each party’s commitment is discretionary. The joint venture is a voting interest entity and the Company consolidates the joint venture in its financial statements due to its controlling interest. The Company’s joint venture partners’ interest is recorded in “Noncontrolling interests” on the Company’s consolidated balance sheets. The Company receives a management fee, measured on an asset-by-asset basis, equal to 25 basis points on invested equity for such asset for the first five years following its acquisition, and 15 basis points on invested equity thereafter. The Company will also receive a promote of 15% over a 9% internal rate of return, subject to a 1.275x multiple on invested capital. The venture has first look rights on qualifying investments for 18 months. During the nine months ended September 30, 2023, the joint venture acquired two Ground Leases for an aggregate purchase price of $38.5 million, of which $14.5 million has been funded as of September 30, 2023.

The Company’s net investment in sales-type leases were comprised of the following ($ in thousands):


	September 30, 2023		December 31, 2022
Total undiscounted cash flows⁽¹⁾	$	29,715,761	$	29,586,227
Unguaranteed estimated residual value⁽¹⁾		2,915,013		2,900,218
Present value discount		(29,447,714)		(29,379,846)
Allowance for credit losses		(468)		—
Net investment in sales-type leases⁽²⁾	$	3,182,592	$	3,106,599

(1)

(2)	As of September 30, 2023, $6.5 million was attributable to noncontrolling interests.

The following table presents a rollforward of the Company’s net investment in sales-type leases and Ground Lease receivables for the nine months ended September 30, 2023 and 2022 ($ in thousands):


	Net Investment in		Ground Lease
	Sales-type Leases		Receivables		Total
Nine Months Ended September 30, 2023
Beginning balance	$	3,106,599	$	1,374,716	$	4,481,315
Impact from adoption of new accounting standard (refer to Note 3)		(351)		(199)		(550)
Origination/acquisition/fundings⁽¹⁾		33,400		170,194		203,594
Accretion		43,061		19,078		62,139
Provision for credit losses		(117)		(119)		(236)
Ending balance⁽²⁾	$	3,182,592	$	1,563,670	$	4,746,262


	Net Investment in		Ground Lease
	Sales-type Leases		Receivables		Total
Nine Months Ended September 30, 2022
Beginning balance	$	2,412,716	$	796,252	$	3,208,968
Sales		(76,701)		—		(76,701)
Origination/acquisition/fundings⁽¹⁾		691,305		515,618		1,206,923
Accretion		38,793		14,762		53,555
Ending balance	$	3,066,113	$	1,326,632	$	4,392,745

(1)

(2)


	Net investment in sales-type leases
	Stabilized		Development		Unfunded
Three Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	259	$	77	$	1	$	337
Provision for credit losses⁽¹⁾		110		22		—		132
Allowance for credit losses at end of period⁽²⁾	$	369	$	99	$	1	$	469


	Ground Lease receivables
	Stabilized		Development		Unfunded
Three Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	94	$	127	$	60	$	281
Provision for (recovery of) credit losses⁽¹⁾		40		57		(3)		94
Allowance for credit losses at end of period⁽²⁾	$	134	$	184	$	57	$	375


	Net investment in sales-type leases
	Stabilized		Development		Unfunded
Nine Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	—	$	—	$	—	$	—
Impact from adoption of new accounting standard (refer to Note 3)⁽³⁾		280		71		6		357
Provision for (recovery of) credit losses⁽¹⁾		89		28		(5)		112
Allowance for credit losses at end of period⁽²⁾	$	369	$	99	$	1	$	469


	Ground Lease receivables
	Stabilized		Development		Unfunded
Nine Months Ended September 30, 2023	Properties		Properties		Commitments		Total
Allowance for credit losses at beginning of period	$	—	$	—	$	—	$	—
Impact from adoption of new accounting standard (refer to Note 3)⁽³⁾		102		97		84		283
Provision for (recovery of) credit losses⁽¹⁾		32		87		(27)		92
Allowance for credit losses at end of period⁽²⁾	$	134	$	184	$	57	$	375

(1)

(2)	Allowance for credit losses on unfunded commitments is recorded in “Accounts payable and accrued expenses” on the Company’s consolidated balance sheets.

(3)

The Company’s amortized cost basis in Ground Lease receivables, presented by year of origination and by stabilized or development status, was as follows as of September 30, 2023 ($ in thousands):


	Year of Origination
	2023		2022		2021		2020		2019		Prior to 2019		Total
Ground Lease receivables
Stabilized properties	$	19,004	$	295,600	$	133,296	$	179,914	$	447,915	$	—	$	1,075,729
Development properties		1		345,220		143,038		—		—		—		488,259
Total	$	19,005	$	640,820	$	276,334	$	179,914	$	447,915	$	—	$	1,563,988


					Fixed Bumps
	Fixed Bumps				with
	with Inflation		Fixed		Percentage
	Adjustments		Bumps		Rent		Total
2023 (remaining three months)	$	24,735	$	561	$	146	$	25,442
2024		101,639		2,256		586		104,481
2025		103,607		2,283		586		106,476
2026		105,567		2,311		586		108,464
2027		107,475		2,339		586		110,400
Thereafter		28,577,374		583,455		99,669		29,260,498
Total undiscounted cash flows	$	29,020,397	$	593,205	$	102,159	$	29,715,761


	Net Investment		Ground
	in Sales-type		Lease
Three Months Ended September 30, 2023	Leases		Receivables		Total
Cash	$	25,309	$	12,767	$	38,076
Non-cash		14,482		6,572		21,054
Total interest income from sales-type leases	$	39,791	$	19,339	$	59,130


	Net Investment		Ground
	in Sales-type		Lease
Three Months Ended September 30, 2022	Leases		Receivables		Total
Cash	$	24,256	$	10,585	$	34,841
Non-cash		14,108		5,787		19,895
Total interest income from sales-type leases	$	38,364	$	16,372	$	54,736


	Net Investment		Ground
	in Sales-type		Lease
Nine Months Ended September 30, 2023	Leases		Receivables		Total
Cash	$	75,355	$	36,856	$	112,211
Non-cash		43,061		19,078		62,139
Total interest income from sales-type leases	$	118,416	$	55,934	$	174,350


	Net Investment		Ground
	in Sales-type		Lease
Nine Months Ended September 30, 2022	Leases		Receivables		Total
Cash	$	66,017	$	26,442	$	92,459
Non-cash		38,793		14,762		53,555
Total interest income from sales-type leases	$	104,810	$	41,204	$	146,014

Loans receivable, net – related party—On March 31, 2023, the Company, as lender and as administrative agent, and Star Holdings, as borrower, entered into a senior secured term loan facility in an aggregate principal amount of $115.0 million (the “Secured Term Loan Facility”) and an additional commitment amount of up to $25.0 million at Star Holding’s election (the “Incremental Term Loan Facility”, together with the Secured Term Loan Facility, the “Star Holdings Term Loan Facility”) (refer to Note 14). During the three and nine months ended September 30, 2023, the Company recorded $2.4 million and $4.8 million, respectively, of interest income on the Star Holdings Term Loan Facility, which is recorded in “Interest income – related party” in the Company’s consolidated statements of operations. As of September 30, 2023, the Star Holdings Term Loan Facility had a principal balance of $115.0 million and a carrying value of $112.1 million.

The Star Holdings Term Loan Facility is a secured credit facility. Borrowings under the Star Holdings Term Loan Facility bear interest at a fixed rate of 8.00% per annum, which may increase to 10.00% per annum if any loans remain outstanding under the Incremental Term Loan Facility (refer to Note 14). The Star Holdings Term Loan Facility has a maturity date of March 31, 2027. The Star Holdings Term Loan Facility is secured by a first-priority perfected security pledge of all the equity interests in Star Holding’s primary real estate subsidiary. Starting the quarter that is nine months after closing, within five business days after Star Holdings has delivered its unaudited quarterly financial statements, Star Holdings will apply any unrestricted cash on its balance sheet in excess of the aggregate of (i) an operating reserve; and (ii) $50 million, to prepay its Star Holdings Term Loan Facility or alternatively, with the consent of the Company, Star Holdings may apply such cash to prepay its margin loan facility in lieu of any prepayment of the Star Holdings Term Loan Facility. The operating reserve will be calculated quarterly and is equal to the aggregate of projected operating expenses (including payments to the Star Holdings local property consultants but excluding management fees and public company costs), projected land carry costs, projected capital expenditure and projected interest expense on the margin loan facility and Star Holdings Term Loan Facility for the next twelve months; less the projected operating revenues for the next twelve months consistent with the operating budget approved by the Company.

The Star Holdings Term Loan Facility contains certain customary covenants, including affirmative covenants on reporting, maintenance of property, continued ownership of interests in the Company as well as negative covenants relating to investments, indebtedness and liens, fundamental changes, asset dispositions, repayments, distributions and affiliate transactions. Furthermore, the Star Holdings Term Loan Facility contains customary events of default, including payment defaults, failure to perform covenants, cross-default and cross acceleration to other indebtedness, including the margin loan facility, impairment of security interests and change of control.

During the three and nine months ended September 30, 2023, the Company recorded a provision for credit losses of $0.1 million and $2.4 million, respectively, on the Secured Term Loan Facility which was originated at the time of the Merger in conjunction with the Spin-Off.

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2023

Schedule of Terms of Related Party Transactions

A summary of the terms of the management agreement with iStar prior to the Merger is below:


Manager		SFTY Manager, LLC, a wholly-owned subsidiary of iStar Inc.
Management Fee		Annual fee of 1.00% of total equity (up to $1.5 billion) Annual fee of 1.25% of total equity (for incremental equity of $1.5 billion to $3.0 billion) Annual fee of 1.375% of total equity (for incremental equity of $3.0 billion to $5.0 billion) and Annual fee of 1.5% of total equity (for incremental equity over $5.0 billion)
Management Fee Consideration		At the discretion of the Company’s independent directors, payment will be made in cash or in shares of the Company’s common stock (valued at the greater of: (i) the volume weighted average market price during a specified pricing period; or (ii) the initial public offering price of $20.00 per share)
Lock-up		Restriction from selling common stock received for management fees for two years from the date of such issuance (restriction will terminate in the event of and effective with the termination of the management agreement)
Incentive Fee		None
Term		Non-terminable through June 30, 2023, except for cause. Automatic annual renewals thereafter, subject to non-renewal upon certain findings by the Company’s independent directors and payment of termination fee.
Termination Fee		3x prior year’s management fee

Commitments and Contingencies - Lease Commitments (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023	Dec. 31, 2022
Operating leases
2023 (remaining three months)	$ 1,422	$ 1,422
2024	5,692	5,692
2025	5,680	5,680
Total undiscounted cash flows	12,794	12,794
Present value discount	(1,112)	(1,112)
Other adjustments	5,365	5,365
Lease liabilities	$ 17,047	$ 17,047	$ 5,471
Operating leases discount rate. office leases (percent)	5.80%	5.80%
Operating leases, weighted average lease term (in years)	2 years 10 months 24 days	2 years 10 months 24 days
Operating lease payments	$ 1,400	$ 2,900
Annual amount due lessor for other property related payments other than rent	$ 500	$ 500

Risk Management and Derivatives (Derivative Instrument Gain (Loss)) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) Recognized in Accumulated Other Comprehensive Income	$ 53,834	$ 18,587	$ 59,632	$ 29,615
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Earnings	1,494	(943)	1,454	(2,945)
Designated as Hedging Instrument \| Interest Expense \| Interest rate swap
Derivative Instruments, Gain (Loss) [Line Items]
Amount of Gain (Loss) Recognized in Accumulated Other Comprehensive Income	53,834	18,587	59,632	29,615
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Earnings	$ 1,494	$ (943)	$ 1,454	$ (2,945)

Net Investment in Sales-type Leases, Ground Lease Receivables and Loans Receivable, net - Related Party (Interest Income) (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

^[1]

$ 59,130

$ 54,736

$ 174,350

$ 146,014

Cash

38,076

34,841

112,211

92,459

Non-cash

Net Investment in Sales-type Leases

21,054

19,895

62,139

53,555

Net Investment in Sales-type Leases | Cash

39,791

38,364

118,416

104,810

Net Investment in Sales-type Leases | Non-cash

25,309

24,256

75,355

66,017

14,482

14,108

43,061

38,793

Ground Lease Receivables

Ground Lease Receivables | Cash

19,339

16,372

55,934

41,204

Ground Lease Receivables | Non-cash

12,767

10,585

36,856

26,442