0001688852-19-000052 | 10-Q | XBRL Viewer

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Real Estate and Real Estate-Related Intangibles (Real Estate Assets) (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Real Estate [Abstract]
Land and land improvements, at cost	$ 494,670	$ 477,527
Buildings and improvements, at cost	193,232	192,396
Less: accumulated depreciation	(14,779)	(10,257)
Real estate, net	673,123	659,666
Real estate-related intangible assets, net	244,503	262,531
Total real estate, net and real estate-related intangible assets, net	$ 917,626	$ 922,197

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Real estate
Real estate, at cost	$ 687,902	$ 669,923
Less: accumulated depreciation	(14,779)	(10,257)
Real estate, net	673,123	659,666
Real estate-related intangible assets, net	244,503	262,531
Total real estate, net and real estate-related intangible assets, net	917,626	922,197
Net investment in sales-type leases	465,289	0
Ground Lease Receivable	73,338	0
Ground Lease receivables		0
Equity investments in Ground Leases	21,410	0
Cash and cash equivalents	13,539	16,418
Restricted cash	23,249	8,007
Deferred operating lease income receivable	49,498	23,138
Deferred expenses and other assets, net	73,213	9,983
Total assets	1,637,162	979,743
Liabilities:
Accounts payable, accrued expenses and other liabilities	42,975	20,800
Real estate-related intangible liabilities, net	57,494	57,620
Debt obligations, net	691,567	543,965
Total liabilities	792,036	622,385
Commitments and contingencies (refer to Note 9)
Safehold Inc. shareholders' equity:
Common stock, $0.01 par value, 400,000 shares authorized, 40,444 and 18,276 shares issued and outstanding as of September 30, 2019 and December 31, 2018, respectively	404	183
Additional paid-in capital	888,457	370,530
Accumulated deficit	(5,809)	(8,486)
Accumulated other comprehensive loss	(39,284)	(6,876)
Total Safehold Inc. shareholders' equity	843,768	355,351
Noncontrolling interests	1,358	2,007
Total equity	845,126	357,358
Total liabilities and equity	$ 1,637,162	$ 979,743

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Comprehensive Income [Abstract]
Net income	$ 5,481	$ 2,069	$ 22,560	$ 7,574
Other comprehensive income:
Cumulative-effect adjustment for cash flow hedges	0	0	0
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification				41
Reclassification of (gains) losses on derivatives into earnings	189		(46)
Reclassification of (gains) losses on derivatives into earnings		(77)		(99)
Unrealized gain (loss) on derivatives	(9,132)		(32,362)
Unrealized gain (loss) on derivatives		2,954		8,956
Other comprehensive income (loss)	(8,943)	2,877	(32,408)	8,898
Comprehensive income (loss)	(3,462)	4,946	(9,848)	16,472
Comprehensive income attributable to noncontrolling interests	(49)	(60)	(2,328)	(142)
Comprehensive income (loss) attributable to Safehold Inc.	$ (3,511)	$ 4,886	$ (12,176)	$ 16,330

Risk Management and Derivatives (Derivative Instrument Gain (Loss)) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Derivative Instruments, Gain (Loss) [Line Items]
Reclassification of (gains) losses on derivatives into earnings	$ 189		$ (46)
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Earnings	9,132		32,362
Designated as Hedging Instrument \| Interest Expense \| Interest rate swap
Derivative Instruments, Gain (Loss) [Line Items]
Reclassification of (gains) losses on derivatives into earnings	(9,132)	$ 2,954	(32,362)	$ 8,956
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Earnings	(189)	77	46	99
Not Designated as Hedging Instrument \| Interest Expense \| Interest rate swap
Derivative Instruments, Gain (Loss) [Line Items]
Reclassification of (gains) losses on derivatives into earnings	$ 0	$ (1)	$ 0	$ 9

Business and Organization	9 Months Ended
Business and Organization	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business and Organization	Business and Organization Business—Safehold Inc. (the "Company"), formerly known as Safety, Income & Growth Inc., operates its business through one reportable segment by acquiring, managing and capitalizing ground leases. Ground leases are long-term contracts between the landlord (the Company) and a tenant or leaseholder. The Company believes that it is the first publicly-traded company formed primarily to acquire, own, manage, finance and capitalize ground leases. Ground leases generally represent ownership of the land underlying commercial real estate projects that is net leased by the fee owner of the land to the owners/operators of the real estate projects built thereon ("Ground Leases"). Ground Leases are similar to "triple net" leases because the tenant is generally responsible for all property operating expenses, such as maintenance, real estate taxes and insurance and is also responsible for development costs and capital expenditures. Ground Leases are typically long-term (base terms ranging from 30 to 99 years, often with tenant renewal options) and have contractual base rent increases (either at a specified percentage or consumer price index ("CPI") based, or both) and sometimes include percentage rent participations. The Company intends to target investments in long-term Ground Leases in which: (i) the cost of its Ground Lease represents 30% to 45% of the combined value of the land and buildings and improvements thereon as if there was no Ground Lease on the land ("Combined Property Value"); (ii) the ratio of underlying property net operating income to the Ground Lease payment due the Company ("Ground Rent Coverage") is between 2.0x to 5.0x, and for this purpose the Company uses estimates of the stabilized underlying property net operating income if it doesn't receive current tenant information and for properties under construction or in transition, in each case based on leasing activity at the property and available market information, including leasing activity at comparable properties in the relevant market; and (iii) the Ground Lease contains contractual rent escalation clauses or percentage rent that participates in gross revenues generated by the commercial real estate on the land. A Ground Lease lessor (the Company) typically has the right to regain possession of its land and take ownership of the buildings and improvements thereon upon tenant default and the termination of the Ground Lease on account of such default. The Company believes that the Ground Lease structure provides an opportunity for potential value accretion through the reversion to the Company, as the Ground Lease owner, of the buildings and improvements on the land at the expiration or earlier termination of the lease, for no additional consideration from the Company. The Company is managed by SFTY Manager, LLC (the "Manager"), a wholly-owned subsidiary of iStar Inc. ("iStar"), the Company's largest shareholder, pursuant to a management agreement (refer to Note 13). The Company has no employees, as the Manager provides all services to it. The Company draws on the extensive investment origination and sourcing platform of its Manager to actively promote the benefits of the Ground Lease structure to prospective Ground Lease tenants. Organization—The Company is a Maryland corporation and completed its initial public offering in June 2017. The Company's common stock is listed on the New York Stock Exchange under the symbol "SAFE." The Company's predecessor ("Original Safety" or the "Predecessor") was formed as a wholly-owned subsidiary of iStar on October 24, 2016. iStar contributed a pre-existing portfolio of Ground Leases to Original Safety and sought third party capital to grow its Ground Lease business. A second entity, SIGI Acquisition, Inc. ("SIGI"), was capitalized on April 14, 2017 by iStar and two institutional investors. On April 14, 2017, Original Safety merged with and into SIGI with SIGI surviving the merger and being renamed Safety, Income & Growth Inc. (which was subsequently renamed to Safehold Inc.). References herein to the Company refer to Original Safety before such merger and to the surviving company of such merger thereafter. On June 27, 2017, the Company completed its initial public offering raising $205.0 million in gross proceeds and concurrently completed a $45.0 million private placement with iStar, its largest shareholder. The price per share paid in the initial public offering and the private placement was $20.00. The Company elected to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes, commencing with the tax year ended December 31, 2017. The Company is structured as an Umbrella Partnership REIT ("UPREIT"). As such, all of the Company's properties are owned through a subsidiary partnership, Safehold Operating Partnership LP (the "Operating Partnership"). As of September 30, 2019, the Company owned 100% of the limited partner interests and a subsidiary of the Company owned 100% of the general partner interests, in the Operating Partnership. The UPREIT structure may afford the Company certain benefits as it seeks to acquire properties from third parties who may want to defer taxes by contributing their Ground Leases to the Company. Basis of Presentation and Principles of Consolidation Basis of Presentation—The accompanying unaudited consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America ("GAAP") for complete financial statements. These unaudited consolidated financial statements and related notes should be read in conjunction with the consolidated and combined financial statements and related notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 (the "2018 Annual Report"). The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. In the opinion of management, the accompanying consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year. Principles of Consolidation—The consolidated financial statements include the accounts and operations of the Company, its wholly-owned subsidiaries and VIEs for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Consolidated VIEs—The Company consolidates VIEs for which it is considered the primary beneficiary. As of September 30, 2019, the total assets of these consolidated VIEs were $57.4 million and total liabilities were $29.5 million. The classifications of these assets are primarily within "Real estate, net," "Real estate-related intangible assets, net" and "Deferred operating lease income receivable" on the Company's consolidated balance sheets. The classifications of liabilities are primarily within "Debt obligations, net" and "Accounts payable, accrued expenses and other liabilities" on the Company's consolidated balance sheets. The liabilities of these VIEs are non-recourse to the Company and can only be satisfied from each VIE's respective assets. The Company has provided no financial support to VIEs that it was not previously contractually required to provide and did not have any unfunded commitments related to consolidated VIEs as of September 30, 2019.

Commitments and Contingencies (Details) - USD ($) $ in Millions	1 Months Ended
	Jun. 30, 2019	Jan. 31, 2019	Aug. 31, 2018	Oct. 31, 2017	Sep. 30, 2019
Multi-Family Property, Washington, DC
Long-term Purchase Commitment [Line Items]
Payments to acquire productive assets			$ 30.0
Multi-Family Property, Washington, DC \| Land
Long-term Purchase Commitment [Line Items]
Payments to acquire productive assets			12.5
Multi-Family Property, Washington, DC \| Leasehold Improvements
Long-term Purchase Commitment [Line Items]
Payments to acquire productive assets			$ 17.5
515 22nd Street
Long-term Purchase Commitment [Line Items]
Payments to acquire productive assets		$ 13.0
Leasehold improvement allowance					$ 10.5
West Vue, Orlando, FL
Long-term Purchase Commitment [Line Items]
Payments to acquire productive assets	$ 8.1
Leasehold improvement allowance					$ 21.4
Great Oaks \| iStar Inc.
Long-term Purchase Commitment [Line Items]
Payments to acquire productive assets				$ 34.0
Notes payable, related parties				$ 80.5

Debt Obligations, net

9 Months Ended

Sep. 30, 2019

Debt Disclosure [Abstract]

Debt Obligations, net

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



	As of						Interest Rate⁽¹⁾	Scheduled Maturity Date⁽²⁾
	September 30, 2019			December 31, 2018			Interest Rate⁽¹⁾	Scheduled Maturity Date⁽²⁾
Secured credit financing:
Mortgages	$	652,393		$	377,193		4.03%	April 2027 to August 2069
2017 Revolver	50,000			169,500			One-Month LIBOR plus 1.35%	June 2022
Total secured credit financing	702,393			546,693
Total debt obligations	702,393			546,693
Debt premium, discount and deferred financing costs, net	(10,826		)	(2,728		)
Total debt obligations, net	$	691,567		$	543,965

_______________________________________________________________________________


(1)	Represents the weighted average interest rate and excludes the effect of debt premium, discount and deferred financing costs. As of September 30, 2019, the weighted average cash interest rate for the Company's mortgages was 3.43%.


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

Mortgages—Mortgages consist of asset specific non-recourse borrowings that are secured by the Company's Ground Leases. As of September 30, 2019, the Company's mortgages are full term interest only, bear interest at a weighted average interest rate of 4.03% and mature from April 2027 to August 2069. In July 2019, the Company refinanced two mortgages on existing Ground Leases and incurred $2.0 million in losses on early extinguishment of debt.

2017 Revolver—In June 2017, the Company entered into a recourse senior secured revolving credit facility with an initial maximum aggregate principal amount of up to $300.0 million (the "2017 Revolver") that has since been increased to $450.0 million. The 2017 Revolver provides an accordion feature to increase, subject to certain conditions, the maximum availability up to $500.0 million. The 2017 Revolver has an initial maturity of June 2020 with two 12-month extension options exercisable by the Company, subject to certain conditions, and bears interest at an annual rate of applicable LIBOR plus 1.35%. An undrawn credit facility commitment fee ranges from 0.15% to 0.25%, based on utilization each quarter. The 2017 Revolver allows the Company to leverage Ground Leases up to a maximum of 67.0%. As of September 30, 2019, there was $400.0 million of undrawn capacity on the 2017 Revolver and the Company had the ability to draw an additional $152.8 million without pledging any additional assets to the facility.

Debt Covenants—The Company is subject to financial covenants under the 2017 Revolver, including maintaining: (i) a limitation on total consolidated leverage of not more than 70%, or 75% for no more than 180 days, of the Company's total consolidated assets; (ii) a consolidated fixed charge coverage ratio of at least 1.45x; (iii) a consolidated tangible net worth of at least 75% of the Company's tangible net worth at the date of the 2017 Revolver plus 75% of future issuances of net equity; (iv) a consolidated secured leverage ratio of not more than 70%, or 75% for no more than 180 days, of the Company's total consolidated assets; and (v) a secured recourse debt ratio of not more than 5.0% of the Company's total consolidated assets (exclusive of amounts drawn on this facility). Additionally, the 2017 Revolver restricts the Company's ability to pay distributions to its shareholders. The Company will be permitted to make annual distributions up to an amount equal to 110% of the Company's adjusted funds from operations, as calculated in accordance with the 2017 Revolver. In addition, the Company may make distributions to the extent necessary to maintain the Company's qualification as a REIT. The Company's other debt obligations contain no significant maintenance or ongoing financial covenants. As of September 30, 2019, the Company was in compliance with all of its financial covenants.

Future Scheduled Maturities—As of September 30, 2019, future scheduled maturities of outstanding debt obligations, assuming all extensions that can be exercised at the Company's option, are as follows ($ in thousands):



2019 (remaining three months)	$	—
2020	—
2021	—
2022	50,000
2023	—
Thereafter⁽¹⁾	652,393
Total principal maturities	702,393
Debt premium, discount and deferred financing costs, net	(10,826		)
Total debt obligations, net	$	691,567

______________________________________________________________________________

(1)

As of September 30, 2019, the Company's weighted average maturity for its mortgages was 22.9 years.

Equity (Narrative) (Details) $ / shares in Units, $ in Thousands						3 Months Ended		9 Months Ended		27 Months Ended
	Aug. 12, 2019 USD ($) shares	May 09, 2019 shares	Jan. 02, 2019 USD ($) $ / shares shares	Jun. 27, 2017 USD ($) $ / shares shares	Apr. 14, 2017 USD ($) investor shares	Sep. 30, 2019 USD ($) $ / shares shares	Sep. 30, 2018 USD ($) $ / shares shares	Sep. 30, 2019 USD ($) $ / shares shares	Sep. 30, 2018 USD ($) $ / shares	Sep. 30, 2019 USD ($) $ / shares shares	Jun. 30, 2019 $ / shares
Class of Stock [Line Items]
Number of institutional investors \| investor					2
Amortization period						4 years
Minimum percentage of taxable income excluding capital gains to be distributed to qualify as REIT								90.00%
Percentage of taxable income including capital gains to be distributed to quality as REIT								100.00%
Dividends						$ 6,315	$ 2,735	$ 13,897	$ 8,198
Dividends declared, per share (in dollars per share) \| $ / shares						$ 0.156	$ 0.15	$ 0.462	$ 0.45
Distribution payable to noncontrolling interest (refer to Note 10)						$ 1,900		$ 1,900		$ 1,900
Distribution payable to noncontrolling interest, per investor unit (in dollars per share) \| $ / shares						$ 0.15		$ 0.15		$ 0.15
Initial Capitalization
Class of Stock [Line Items]
Number of institutional investors \| investor					2
Initial public offering
Class of Stock [Line Items]
Proceeds from private placement offering				$ 45,000
Share price (in dollars per share) \| $ / shares				$ 20.00
Common Stock
Class of Stock [Line Items]
Shares issued, value						$ 95		$ 96
Common Stock \| Initial Capitalization
Class of Stock [Line Items]
Stock issued (in shares) \| shares					2,875,000
Shares issued, value					$ 57,500
Common Stock \| Initial public offering
Class of Stock [Line Items]
Stock issued (in shares) \| shares				10,250,000
Proceeds from Issuance or Sale of Equity				$ 205,000
Common Stock \| Director Compensation
Class of Stock [Line Items]
Stock issued (in shares) \| shares		40,000,000		40,000
Common Stock \| Public Offering
Class of Stock [Line Items]
Proceeds from Issuance or Sale of Equity	$ 96,600
Sale of Stock, Number of Shares Issued in Transaction \| shares	3,450,000
Common Stock \| Private Placement
Class of Stock [Line Items]
Proceeds from Issuance or Sale of Equity	$ 168,000
Sale of Stock, Number of Shares Issued in Transaction \| shares	6,000,000
Stock issuance costs	$ 4,400
Common Stock \| iStar Inc.
Class of Stock [Line Items]
Common stock purchase plan, shares, purchased in the period \| shares										3,300,000
Common stock purchase plan, amount, purchased in the period										$ 68,600
Common stock purchase plan, average share price (in dollars per share) \| $ / shares										$ 21.07
Number of shares issued in transaction \| shares							133,524
Consideration received on transaction							$ 2,200
Average cost per share (usd per share) \| $ / shares							$ 16.39
Ownership interest by shareholders' (percent)						67.10%
Common Stock \| iStar Inc. \| Initial Capitalization
Class of Stock [Line Items]
Stock issued (in shares) \| shares					2,775,000
Shares issued, value					$ 55,500
Common Stock \| iStar Inc. \| Initial public offering
Class of Stock [Line Items]
Proceeds from private placement offering				$ 45,000
Sale of Stock, Number of Shares Issued in Transaction \| shares				2,250,000
Retained Earnings (Deficit)
Class of Stock [Line Items]
Dividends						$ 6,315	$ 2,735	$ 13,897	$ 8,198
Dividends declared, per share (in dollars per share) \| $ / shares								$ 0.462	$ 0.45
Performance Shares
Class of Stock [Line Items]
Capital appreciation aggregate distribution, percent						15.00%		15.00%		15.00%
Award vesting period						3 years
Aggregate fair value of exercisable						$ 1,500		$ 1,500		$ 1,500
Performance Shares \| Common Stock \| Equity Plan \| Stock Price Hurdle 1
Class of Stock [Line Items]
Share price (in dollars per share) \| $ / shares						$ 25.00		$ 25.00		$ 25.00
Performance Shares \| Common Stock \| Equity Plan \| Stock Price Hurdle 2
Class of Stock [Line Items]
Share price (in dollars per share) \| $ / shares						27.50		27.50		27.50
Performance Shares \| Common Stock \| Equity Plan \| Stock Price Hurdle 3
Class of Stock [Line Items]
Share price (in dollars per share) \| $ / shares						$ 30.00		$ 30.00		$ 30.00
Performance Shares \| Minimum \| Common Stock \| Equity Plan
Class of Stock [Line Items]
Share price (in dollars per share) \| $ / shares											$ 25.00
Performance Shares \| Maximum \| Common Stock \| Equity Plan
Class of Stock [Line Items]
Share price (in dollars per share) \| $ / shares											$ 35.00
Capital appreciation aggregate distribution, percent						50.00%		50.00%		50.00%
Awards subject to forfeiture based on continuing service conditions, percent						75.00%		75.00%		75.00%
Manager \| Performance Shares
Class of Stock [Line Items]
Compensation cost						$ 1,400
General and Administrative Expense \| Restricted Stock Units (RSUs) \| 2017 Equity Incentive Plan
Class of Stock [Line Items]
Stock issued (in shares) \| shares								25,000
Shares issued, value								$ 500
Unrecognized compensation cost related to unvested RSU's						$ 400		$ 400		$ 400
Shares available for future issuance (in shares) \| shares						762,500		762,500		762,500
General and Administrative Expense \| Manager \| Performance Shares \| Common Stock \| Equity Plan
Class of Stock [Line Items]
Compensation cost						$ 100		$ 300
iStar Inc.
Class of Stock [Line Items]
Stock issued (in shares) \| shares			12,500,000
Proceeds from issuance of Investor Units			$ 250,000
Share price (in dollars per share) \| $ / shares			$ 20.00
SAFE \| iStar Inc. \| Maximum
Class of Stock [Line Items]
Investor units voting power threshold						41.90%		41.90%		41.90%

Real Estate and Real Estate-Related Intangibles (Tables)

9 Months Ended

Sep. 30, 2019

Real Estate [Abstract]

Schedule of Real Estate Assets

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



	As of
	September 30, 2019			December 31, 2018
Land and land improvements, at cost	$	494,670		$	477,527
Buildings and improvements, at cost	193,232			192,396
Less: accumulated depreciation	(14,779		)	(10,257		)
Total real estate, net	$	673,123		$	659,666
Real estate-related intangible assets, net	244,503			262,531
Total real estate, net and real estate-related intangible assets, net	$	917,626		$	922,197

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, 2019
	Gross Intangible		Accumulated Depreciation			Carrying Value
Above-market lease assets, net⁽¹⁾	$	203,288	$	(5,358	)	$	197,930
In-place lease assets, net⁽²⁾	53,626		(7,790		)	45,836
Other intangible assets, net	750		(13		)	737
Total	$	257,664	$	(13,161	)	$	244,503



	As of December 31, 2018
	Gross Intangible		Accumulated Depreciation			Carrying Value
Above-market lease assets, net⁽¹⁾	$	193,249	$	(3,040	)	$	190,209
In-place lease assets, net⁽²⁾	52,071		(5,288		)	46,783
Below-market lease asset, net⁽³⁾	26,484		(1,688		)	24,796
Other intangible assets, net	750		(7		)	743
Total	$	272,554	$	(10,023	)	$	262,531

_______________________________________________________________________________


(1)	Above-market lease assets are recognized during business combinations and 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 term of the leases.


(2)	In-place lease assets are recognized during business combinations and 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 term of the leases.

(3)

Below-market lease asset, net resulted from the acquisition of the initial portfolio from iStar and 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 $0.4 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company's tenant at the property pays this expense directly under the terms of a master lease. The below-market lease asset is amortized over the term of the lease. Effective with the adoption of ASU 2016-02 on January 1, 2019, below-market lease asset, net was reclassified to "Deferred expenses and other assets, net" on the Company's consolidated balance sheet (refer to Note 3).

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, 2019 and 2018 ($ in thousands):



	Income Statement	For the Three Months Ended September 30,
Intangible asset	Location	2019		2018
Above-market lease assets (decrease to income)	Operating lease income	$	787	$	598
In-place lease assets (decrease to income)	Depreciation and amortization	836		788
Below-market lease asset (decrease to income)	Real estate expense	—		247
Other intangible assets (decrease to income)	Operating lease income	2		2



	Income Statement	For the Nine Months Ended September 30,
Intangible asset	Location	2019		2018
Above-market lease assets (decrease to income)	Operating lease income	$	2,318	$	1,428
In-place lease assets (decrease to income)	Depreciation and amortization	2,503		2,331
Below-market lease asset (decrease to income)	Real estate expense	—		741
Other intangible assets (decrease to income)	Operating lease income	6		5

Schedule of Future Amortization Expense

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



Year	Amount
2019 (remaining three months)	$	1,668
2020	6,672
2021	6,672
2022	6,672
2023	6,672

_______________________________________________________________________________


(1)	As of September 30, 2019, the weighted average amortization period for the Company's real estate-related intangible assets was approximately 80 years.

Real Estate - Related Intangibles, Liabilities

Real estate-related intangible liabilities, net consist of the following items ($ in thousands):⁽¹⁾



	As of September 30, 2019
	Gross Intangible		Accumulated Depreciation			Carrying Value
Below-market lease liabilities⁽¹⁾	$	59,015	$	(1,521	)	$	57,494



	As of December 31, 2018
	Gross Intangible		Accumulated Depreciation			Carrying Value
Below-market lease liabilities⁽¹⁾	$	58,660	$	(1,040	)	$	57,620

_______________________________________________________________________________


(1)	Below-market lease liabilities are recognized during business combinations and 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 term of the leases.

Purchase Price Allocations

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, 2019 and 2018 ($ in thousands):



	Income Statement	For the Three Months Ended September 30,
Intangible liability	Location	2019		2018
Below-market lease liabilities (increase to income)	Operating lease income	$	161	$	155



	Income Statement	For the Nine Months Ended September 30,
Intangible liability	Location	2019		2018
Below-market lease liabilities (increase to income)	Operating lease income	$	481	$	465

Future Minimum Ground Net 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, 2019, are as follows by year ($ in thousands):



Year	Inflation- Linked		Fixed Bumps with Inflation Adjustments		Fixed Bumps		Percentage Rent		Fixed Bumps with Percentage Rent		Total
2019 (remaining three months)	$	1,339	$	4,375	$	527	$	2,630	$	89	$	8,960
2020	5,357		17,708		2,117		10,519		356		36,057
2021	5,357		18,037		2,155		10,519		356		36,424
2022	5,357		18,384		2,185		10,519		356		36,801
2023	5,357		18,833		2,213		10,519		281		37,203

Deferred Expenses and Other Assets, Net and Accounts Payable, Accrued Expenses and Other Liabilities (Schedule of Other Liabilities) (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Interest rate hedge liabilities	$ 20,096	$ 10,092
Operating lease liability	5,881	0
Dividends declared and payable	6,322	2,741
Other liabilities	3,087	1,788
Accrued expenses	2,409	3,596
Interest payable	3,260	1,663
Management fee payable	1,920	920
Accounts payable, accrued expenses and other liabilities	42,975	20,800
Payable to the Manager for costs it paid on the Company's behalf	$ 600	$ 400

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2019

Accounting Policies [Abstract]

Schedule of Cash and Cash Equivalents

The following table provides a reconciliation of the cash and cash equivalents and restricted cash reported in the Company's consolidated balance sheets that total to the same amount as reported in the Company's consolidated statements of cash flows (in thousands):



	September 30, 2019		December 31, 2018		September 30, 2018		December 31, 2017
Cash and cash equivalents	$	13,539	$	16,418	$	19,248	$	168,214
Restricted cash⁽¹⁾	23,249		8,007		757		1,656
Total cash, cash equivalents and restricted cash reported in the consolidated statements of cash flows	$	36,788	$	24,425	$	20,005	$	169,870

_______________________________________________________________________________


(1)	Restricted cash primarily includes cash balances required to be maintained under certain of the Company's derivative transactions.

Risk Management and Derivatives (Narrative) (Details) $ in Millions	9 Months Ended
	Sep. 30, 2019 USD ($) hotel	Dec. 31, 2018 USD ($)
Revenue \| Customer Concentration Risk \| Tenant 1
Concentration Risk [Line Items]
Concentration risk percentage	19.00%
Revenue \| Customer Concentration Risk \| Tenant 2
Concentration Risk [Line Items]
Concentration risk percentage	17.80%
Assets \| Product Concentration Risk
Concentration Risk [Line Items]
Concentration risk percentage	13.50%
Number of hotels leased \| hotel	5
Restricted Cash
Concentration Risk [Line Items]
Fair value of collateral posted \| $	$ 21.8	$ 8.0
Not Designated as Hedging Instrument \| Interest rate swap \| Maximum
Concentration Risk [Line Items]
Maximum period of derivative	30 months

Earnings Per Share (Earnings Allocable to Common Shares) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Numerator for basic earnings per share:
Net income allocable to Safehold Inc. common shareholders - basic	$ 5,432	$ 2,009	$ 16,574	$ 7,432
Net income allocable to Safehold Inc. common shareholders - diluted	$ 5,432	$ 2,009	$ 16,574	$ 7,432
Denominator for basic and diluted earnings per share:
Weighted average common shares outstanding for basic earnings per common share	36,111,000	18,230,000	26,748,000	18,204,000
Weighted average common shares outstanding for diluted earnings per common share(1)	36,111,000	18,230,000	26,748,000	18,204,000
Basic and diluted earnings per common share:
Net income allocable to Safehold Inc. common shareholders - basic	$ 0.15	$ 0.11	$ 0.62	$ 0.41
Net income allocable to Safehold Inc. common shareholders - diluted	$ 0.15	$ 0.11	$ 0.62	$ 0.41
Anti-dilutive Investor Units (in shares)			5,860,806

Related Party Transactions (Narrative) (Details) ft² in Thousands			1 Months Ended			3 Months Ended		9 Months Ended
	Aug. 31, 2017 USD ($) ft² parking_space	Jun. 28, 2017	Aug. 31, 2019 ft²	Feb. 28, 2019 ft²	Jan. 31, 2019 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)	Jun. 30, 2019 USD ($) employee	Dec. 31, 2018 USD ($)
Related Party Transaction [Line Items]
Assets						$ 1,637,162,000		$ 1,637,162,000			$ 979,743,000
Management Fee Percents [Abstract]
Annual fee of 1.0% of total equity (up to $1.5 billion)								1.00%
Annual fee of 1.25% of total equity (for incremental equity of $1.5 billion to $3.0 billion)								1.25%
Annual fee of 1.375% of total equity (for incremental equity of $3.0 billion to $5.0 billion)								1.375%
Annual fee of 1.5% of total equity (for incremental equity over $5.0 billion)								1.50%
Management Fee Equity Threshold Amounts [Abstract]
Management fee, stock compensation maturity								2 years
Management fee expense									$ 0
Termination fee, percent of prior years management fee								300.00%
Termination fee, shareholders' equity threshold amount						820,000,000		$ 820,000,000
Total debt obligations						702,393,000		702,393,000			546,693,000
Secured Debt
Management Fee Equity Threshold Amounts [Abstract]
Total debt obligations						702,393,000		702,393,000			$ 546,693,000
Maximum
Management Fee Equity Threshold Amounts [Abstract]
Equity up to $1.5 billion						1,500,000,000.0		1,500,000,000.0
Equity of $1.5 billion to $3.0 billion						3,000,000,000.0		3,000,000,000.0
Equity of $3.0 billion to $5.0 billion						5,000,000,000.0		$ 5,000,000,000.0
Ground leases term								99 years
Minimum
Management Fee Equity Threshold Amounts [Abstract]
Equity of $1.5 billion to $3.0 billion						1,500,000,000.0		$ 1,500,000,000.0
Equity of $3.0 billion to $5.0 billion						3,000,000,000.0		3,000,000,000.0
Equity over $5.0 billion						5,000,000,000.0		$ 5,000,000,000.0
Ground leases term								30 years
General and Administrative Expense
Related Party Transaction [Line Items]
Expenses from transactions with related party						1,900,000	$ 900,000	$ 5,000,000.0	2,700,000
iStar Inc.
Related Party Transaction [Line Items]
Number of years as active real estate investor (over)								20 years
Real estate investments, aggregate transactions, value						40,000,000,000.0		$ 40,000,000,000.0
Assets										$ 4,800,000,000
Entity number of employees \| employee										157
iStar Inc. \| General and Administrative Expense
Related Party Transaction [Line Items]
Expenses from transactions with related party						500,000	$ 400,000	1,600,000	$ 1,100,000
Class-A Office Building, Austin, Texas
Management Fee Equity Threshold Amounts [Abstract]
Number of square feet \| ft²			310
Term of contract, initial lease term			99 years
515 22nd Street
Management Fee Equity Threshold Amounts [Abstract]
Term of contract, initial lease term		99 years
Leasehold improvement allowance						$ 10,500,000		$ 10,500,000
Additional construction funding commitment					$ 13,300,000
Additional construction funding commitment, term					21 months
570 Washington Boulevard, Jersey City, NJ
Management Fee Equity Threshold Amounts [Abstract]
Number of square feet \| ft²				420
Term of contract, initial lease term				98 years
3333 LifeHope in Alpharetta, Georgia
Management Fee Equity Threshold Amounts [Abstract]
Ground leases term	99 years
Ground Leases, Number of Parking Spaces to be Constructed \| parking_space	185
Ground Leases, Future Construction Funding, Percent Authorized	30.00%
Ground Leases, Additional Construction, Number of Square Feet \| ft²	160
3333 LifeHope in Alpharetta, Georgia \| Secured Debt \| 3333 LifeHope Ground Lease Construction Loan \| iStar Inc.
Management Fee Equity Threshold Amounts [Abstract]
Total debt obligations	$ 24,000,000.0

Debt Obligations, net (Narrative) (Details)	1 Months Ended		3 Months Ended		6 Months Ended	9 Months Ended
Debt Obligations, net (Narrative) (Details)	Jul. 31, 2018	Jun. 30, 2017 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)	Jun. 30, 2017 USD ($)	Sep. 30, 2019 USD ($)	Sep. 30, 2018 USD ($)	Jul. 31, 2019 loan extension
Line of Credit Facility [Line Items]
Interest rate, stated percentage			3.43%			3.43%
Number of mortgages refinanced \| loan								2
Loss on early extinguishment of debt			$ 2,011,000	$ 0		$ 2,011,000	$ 0
2017 Revolver
Line of Credit Facility [Line Items]
Maximum leverage ratio						70.00%
Maximum leverage ratio for 180 day period						75.00%
Debt instrument covenant multiple of minimum fixed charges on outstanding borrowings			1.45			1.45
Tangible net worth, percent of tangible net worth at date of issuance						75.00%
Tangible net worth, percent of future issuances of net equity						75.00%
Maximum secured leverage ratio						70.00%
Maximum secured leverage ratio for 180 day period						75.00%
Covenant description secured recourse debt ratio maximum						5.00%
Future annualized distribution rate of adjusted funds from operations						110.00%
2017 Revolver \| Line of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 300,000,000.0	$ 450,000,000.0		$ 300,000,000.0	$ 450,000,000.0
Accordion feature, increase limit		$ 500,000,000.0			$ 500,000,000.0
Number of extension options available \| extension								2
Debt extension term	12 months
Maximum leverage rate				67.00%			67.00%
Available and undrawn capacity			400,000,000.0			400,000,000.0
Additional unsecured borrowing capacity			$ 152,800,000			$ 152,800,000
2017 Revolver \| Line of Credit \| LIBOR
Line of Credit Facility [Line Items]
Basis point spread on variable interest rate (as a percent)		1.35%
Minimum \| 2017 Revolver \| Line of Credit
Line of Credit Facility [Line Items]
Unused capacity, commitment fee percentage					0.15%
Maximum \| 2017 Revolver \| Line of Credit
Line of Credit Facility [Line Items]
Unused capacity, commitment fee percentage					0.25%
Mortgages \| Secured Debt
Line of Credit Facility [Line Items]
Weighted average interest rate			4.03%			4.03%

Equity	9 Months Ended
Equity	Sep. 30, 2019
Equity [Abstract]
Equity	Equity Common Stock—On April 14, 2017, two institutional investors acquired 2,875,000 shares of the Company's common stock for $57.5 million and iStar acquired 2,775,000 shares of the Company's common stock for $55.5 million. On June 27, 2017, the Company sold 10,250,000 shares of its common stock in its initial public offering for proceeds of $205.0 million. Concurrently with the initial public offering, the Company sold $45.0 million in shares, or 2,250,000 shares, of its common stock to iStar in a private placement and issued a total of 40,000 fully-vested shares to its directors who are not employees of the Manager or iStar in consideration for their annual services as directors. On each of June 28, 2018 and May 9, 2019, the Company issued 40,000 fully-vested shares to its directors who are not employees of the Manager or iStar in consideration for their annual services as directors. On January 2, 2019, the Company received $250.0 million of proceeds from iStar for its purchase of 12,500,000 newly designated limited partnership units ("Investor Units") in the Operating Partnership at a purchase price of $20.00 per unit. In May 2019, after approval of the Company's shareholders, the Investor Units were exchanged for shares of the Company's common stock on a one-for-one basis. Following the exchange, the Investor Units were retired. Each Investor Unit received distributions equivalent to distributions declared and paid on one share of the Company's common stock. The Investor Units had no voting rights. They had limited protective consent rights over certain matters such as amendments to the terms of the Investor Units that would adversely affect the Investor Units. On August 12, 2019, the Company sold 3,450,000 shares of its common stock in a public offering for gross proceeds of $96.6 million. Concurrently with the public offering, the Company sold $168.0 million in shares, or 6,000,000 shares, of its common stock to iStar in a private placement. The Company incurred approximately $4.4 million of offering costs in connection with these transactions which were recorded as a reduction to additional paid-in capital. Through September 30, 2019, iStar purchased 3.3 million shares of the Company's common stock for $68.6 million, for an average cost of $21.07 per share, pursuant to 10b5-1 plans (the “10b5-1 Plans") in accordance with Rules 10b5-1 and 10b-18 under the Securities and Exchange Act of 1934, as amended, under which it could buy shares of the Company's common stock in the open market. In addition, iStar purchased an additional 133,524 shares of the Company's common stock in private and open market transactions for $2.2 million, for an average cost of $16.39 per share. As of September 30, 2019, iStar owned 67.1% of the Company's common stock; however, its discretionary voting power is limited to 41.9% as a result of limitations on its voting power contained in a stockholder's agreement entered into in connection with its purchase of the Investor Units. Equity Plans—During the third quarter 2018, the Company adopted an equity incentive plan providing for grants of interests (called "CARET Units") in a subsidiary of the Operating Partnership intended to constitute profits interests within the meaning of relevant Internal Revenue Service guidance. The Company's shareholders approved the plan in the second quarter of 2019. Grants under the plan are subject to graduated vesting based on time and hurdles of the Company's common stock price ranging from $25.00 to $35.00. Once a particular stock price hurdle is met, a portion of the awards become vested, but remain subject to being forfeited, in part, if additional time-based service conditions are not satisfied. The awards generally entitle plan participants to cash distributions of up to 15%, in the aggregate, of the capital appreciation above the Company's investment basis on its Ground Lease assets received upon the sale of a Ground Lease, the sale of a combined property and certain non-recourse mortgage debt refinancings of a Ground Lease. The Company owns the remaining 85% of the CARET Units. If one or more stock price hurdles are not achieved in three years, the portion of the awards attributable to those hurdles automatically terminate. As of September 30, 2019, three stock price hurdles ($25.00, $27.50 and $30.00) were achieved, resulting in 50% of each outstanding award becoming vested; provided, however, that 75% of such awards remain subject to forfeiture based on continuing service conditions. Awards with an aggregate fair value of $1.5 million are available to be granted under this plan, of which $1.4 million was granted to the Company's independent directors and employees of the Manager in 2018, which will be recognized over a period of four years. During the three and nine months ended September 30, 2019, the Company recognized $0.1 million and $0.3 million, respectively, in expense from the equity plan and it is recorded in "General and administrative" in the Company's consolidated statements of operations and "Noncontrolling interests" on the Company's consolidated balance sheet. The Company adopted an equity incentive plan to provide equity incentive opportunities to members of the Manager's management team and employees who perform services for the Company, the Company's independent directors, advisers, consultants and other personnel (the "2017 Equity Incentive Plan"). The 2017 Equity Incentive Plan provides 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. In the first quarter 2019, the Company granted 25,000 restricted stock units with a fair value of $0.5 million under the 2017 Equity Incentive Plan to an employee of the Manager, representing the right to receive 25,000 shares of the Company's common stock on January 5, 2022, if the employee is employed by the Manager on that date. Grants under the 2017 Equity Incentive Plan 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. Dividends will accrue as and when dividends are declared by the Company on shares of its common stock, but will not be paid unless and until the restricted stock units vest and are settled. As of September 30, 2019, there was $0.4 million of total unrecognized compensation cost related to the unvested restricted stock units. As of September 30, 2019, an aggregate of 762,500 shares remain available for issuance pursuant to future awards under the Company's 2017 Equity Incentive Plan. Accumulated Other Comprehensive Income (Loss)—Accumulated other comprehensive income (loss) consists of net unrealized gains (losses) on the Company's derivative transactions. Noncontrolling Interests—Noncontrolling interests includes unrelated third-party equity interests in ventures that are consolidated in the Company's consolidated financial statements. Dividends—The Company elected to be taxed as a REIT beginning with its taxable year ended December 31, 2017. 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, 2019, the Company declared cash dividends on its common stock of $13.9 million, or $0.462 per share. In addition, during the nine months ended September 30, 2019, the Company declared cash distributions to iStar for its Investor Units of $1.9 million, or $0.15 per Investor Unit. During the nine months ended September 30, 2018, the Company declared cash dividends on its common stock of $8.2 million, or $0.45 per share.

Label	Element	Value
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 0
Retained Earnings [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	(41,000)
AOCI Attributable to Parent [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 41,000

Debt Obligations, net (Schedule of Debt Maturities) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Total principal maturities	$ 702,393	$ 546,693
Debt premium, discount and deferred financing costs, net	(10,826)	(2,728)
Total debt obligations, net	691,567	543,965
Secured Debt
Debt Instrument [Line Items]
2019 (remaining three months)	0
2020	0
2021	0
2022	50,000
2023	0
Thereafter	652,393
Total principal maturities	702,393	$ 546,693
Debt premium, discount and deferred financing costs, net	(10,826)
Total debt obligations, net	$ 691,567
Weighted average maturity of mortgages	22 years 10 months 24 days

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

9 Months Ended

Sep. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

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, 2019		December 31, 2018
Operating lease right-of-use asset⁽¹⁾	$	29,935	$	—
Purchase deposits	32,497		1,800
Deferred finance costs, net⁽²⁾	1,659		2,295
Other assets⁽³⁾	8,335		2,416
Leasing costs, net	475		481
Interest rate hedge assets	312		2,991
Deferred expenses and other assets, net	$	73,213	$	9,983

_______________________________________________________________________________

(1)

Operating lease right-of-use asset 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 $0.4 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 (refer to Note 3). For the three and nine months ended September 30, 2019, the Company recognized $0.1 million and $0.3 million, respectively, in "Real estate expense" and $0.1 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%. Effective with the adoption of ASU 2016-02 on January 1, 2019, the Company reclassified $24.8 million relating to a below-market lease asset acquired as part of a business combination (refer to Note 4) from "Real estate-related intangible assets, net" to "Deferred expenses and other assets, net" on the Company's consolidated balance sheets.


(2)	Accumulated amortization of deferred finance costs was $2.9 million and $1.7 million as of September 30, 2019 and December 31, 2018, respectively.


(3)	For the three and nine months ended September 30, 2019, the Company recognized $0.2 million and $4.1 million, respectively, of percentage rent in "Operating lease income" in the Company's consolidated statement of operations.

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



	As of
	September 30, 2019		December 31, 2018
Interest rate hedge liabilities	$	20,096	$	10,092
Operating lease liability	5,881		—
Dividends declared and payable	6,322		2,741
Other liabilities⁽¹⁾	3,087		1,788
Accrued expenses⁽²⁾	2,409		3,596
Interest payable	3,260		1,663
Management fee payable	1,920		920
Accounts payable, accrued expenses and other liabilities	$	42,975	$	20,800

_______________________________________________________________________________


(1)	As of September 30, 2019 and December 31, 2018, other liabilities includes $0.6 million and $0.4 million, respectively, due to the Manager for allocated payroll costs and costs it paid on the Company's behalf.

(2)

As of September 30, 2019 and December 31, 2018, accrued expenses primarily includes accrued legal and audit expenses, accrued property expenses and deferred finance costs.

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2019
Subsequent Events [Abstract]
Subsequent Events	<div style="font-family:Times New Roman;font-size:10pt;"><div style="line-height:120%;padding-top:12px;text-align:justify;font-size:10pt;"><font style="font-family:inherit;font-size:10pt;font-weight:bold;">Subsequent Events</font></div><div style="line-height:120%;padding-top:4px;text-align:justify;font-size:10pt;"><font style="font-family:inherit;font-size:10pt;"><br clear="none"/></font></div><div style="line-height:120%;text-align:justify;text-indent:48px;font-size:10pt;"><font style="font-family:inherit;font-size:10pt;"></font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;">In October 2019, the Company</font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;"> </font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;">acquired land and simultaneously structured and entered into a Ground Lease as part of the Ground Lease tenant's acquisition of an existing multi-family property located in Sarasota, FL. The Company acquired the land and the Company's Ground Lease tenant acquired the leasehold from a venture in which iStar has a</font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;"> </font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;">50%</font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;"> </font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;">ownership interest. In addition, iStar provided a</font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;"> </font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;">$22.0 million</font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;"> </font><font style="font-family:inherit;font-size:10pt;background-color:#ffff00;">loan to the Company's Ground Lease tenant for the acquisition of the leasehold.</font></div></div>

Equity Investments in Ground Leases	9 Months Ended
Equity Investments in Ground Leases	Sep. 30, 2019
Investments, All Other Investments [Abstract]
Equity Investments in Ground Leases	Equity Investments in Ground LeasesIn 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 Company has a 54.8% noncontrolling equity interest in the new venture. During the three and nine months ended September 30, 2019, the Company recorded $0.8 million in losses from the venture resulting from costs attributable to transaction structuring activities. As of September 30, 2019 the Company's investment in the venture was $21.4 million.

Earnings Per Share (Schedule of Earnings Per Share) (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 30, 2019

Sep. 30, 2018

Sep. 30, 2019

Sep. 30, 2018

Earnings Per Share [Abstract]

Net income

$ 5,481

$ 2,069

$ 22,560

$ 7,574

Net income allocable to noncontrolling interests

^[1]

(49)

(60)

(5,986)

(142)

Net income allocable to Safehold Inc. common shareholders for basic earnings per common share

$ 5,432

$ 2,009

$ 16,574

$ 7,432

[1]	For the nine months ended September 30, 2019, includes $5.8 million of income allocable to the Company's Manager relating to Investor Units it held in the Operating Partnership (refer to Note 11).

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1A
-Subparagraph (a)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (a)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section 45
-Paragraph 1B
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=118930883&loc=SL7669625-108580

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 50
-Paragraph 1A
-Subparagraph (c)(1)
-URI http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599

Reference 6: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
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-Section 55
-Paragraph 4J
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591551-111686

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 230
-SubTopic 10
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=118932676&loc=d3e3000-108585

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
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-URI http://asc.fasb.org/extlink&oid=108774443&loc=SL4569616-111683

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=115929826&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 810
-SubTopic 10
-Section 55
-Paragraph 4K
-URI http://asc.fasb.org/extlink&oid=116874947&loc=SL4591552-111686

+ Details

Net Investment In Sales-type Leases and Ground Lease Receivables (Schedule of Net Investment in Leases (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2019 USD ($) lease	Sep. 30, 2018 USD ($)
Net Investment in Sales-type Leases
Net Investment in Sales-type Leases, Beginning Balance	$ 0
Net Investment in Sales-type Leases, Origination/acquisition	463,251
Net Investment in Sales-type Leases, Accretion (amortization)	2,038
Net Investment in Sales-type Leases, Ending Balance	465,289
Ground Lease Receivables
Ground Lease Receivables, Beginning balance	0
Ground Lease Receivables, Origination/acquisition	73,094
Ground Lease Receivables, Accretion (amortization)	244
Ground Lease Receivables, Ending balance	73,338
Total
Beginning balance	0
Origination/acquisition	536,345
Accretion (amortization)	2,282	$ 0
Ending balance	$ 538,627
Ground lease receivables \| lease	2
Ground leases term	98 years 9 months 18 days

Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2018
Retained Earnings Adjustments [Line Items]
Ownership percentage	54.80%
Fair value of debt obligations	$ 705.1	$ 537.8
Below-market lease
Retained Earnings Adjustments [Line Items]
Annual payments to third-party owner of the property	$ 0.4	$ 0.4

Net Investment In Sales-type Leases and Ground Lease Receivables (Interest Income) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	$ 4,032	$ 0	$ 6,834	$ 0
Cash
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	2,666		4,552
Non-cash
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	1,366		2,282
Net Investment in Sales-type Leases
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	3,282		6,084
Net Investment in Sales-type Leases \| Cash
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	2,160		4,046
Net Investment in Sales-type Leases \| Non-cash
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	1,122		2,038
Ground Lease Receivables
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	750		750
Ground Lease Receivables \| Cash
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	506		506
Ground Lease Receivables \| Non-cash
Lessor, Lease, Description [Line Items]
Interest income from sales-type leases	$ 244		$ 244

Cover page - shares	9 Months Ended
Cover page - shares	Sep. 30, 2019	Oct. 23, 2019
Cover page.
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2019
Document Transition Report	false
Entity File Number	001-38122
Entity Registrant Name	Safehold Inc.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	30-0971238
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
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
City Area Code	212
Local Phone Number	930-9400
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity Ex Transition Period	true
Title of 12(b) Security	Common Stock
Trading Symbol(s)	SAFE
Name of each exchange on which registered	NYSE
Entity Common Stock, Shares Outstanding		40,444,156
Entity Central Index Key	0001688852
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3

Business and Organization (Details) $ / shares in Units, $ in Millions			9 Months Ended
	Jun. 27, 2017 USD ($) $ / shares	Apr. 14, 2017 investor	Sep. 30, 2019 segments
Business Acquisition [Line Items]
Number of reportable segments \| segments			1
Number of institutional investors \| investor		2
Ownership interest by shareholders' (percent)			100.00%
Ownership interest			100.00%
IPO and Private Placement
Business Acquisition [Line Items]
Proceeds from initial public offering	$ 205.0
Proceeds from private placement offering	$ 45.0
Share price (in dollars per share) \| $ / shares	$ 20.00
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 payment due			2.0
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 payment due			5.0

Related Party Transactions

9 Months Ended

Sep. 30, 2019

Related Party Transactions

The Company is externally managed by an affiliate of iStar, the Company's largest shareholder. iStar has been an active real estate investor for over 20 years and has executed transactions with an aggregate value of over $40.0 billion. iStar has an extensive network for sourcing investments, which includes relationships with brokers, corporate tenants and developers that it has established over its long operating history. As of June 30, 2019, iStar had total assets of approximately $4.8 billion and 157 employees.

Management Agreement

A summary of the terms of the management agreement is below:



Manager	SFTY Manager, LLC, a wholly-owned subsidiary of iStar Inc.
Management Fee	Annual fee of 1.0% 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 the quarter for which the fee is being paid; 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)
Management Fee Waiver	No management fee was paid to the Manager during the first year (through June 30, 2018)
Incentive Fee	None
Term	Initial term from January 1, 2019 - June 30, 2022; non-terminable 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, subject to the Company having raised $820 million of total equity since inception

For the three months ended September 30, 2019 and 2018, the Company recorded $1.9 million and $0.9 million, respectively, in management fees to the Manager. For the nine months ended September 30, 2019 and 2018, the Company recorded $5.0 million and $2.7 million, respectively, in management fees to the Manager. These management fees are recorded in "General and administrative" in the Company's consolidated statements of operations. Prior to June 30, 2018, no management fees were paid to the Manager because such fees were waived during the first year of the agreement. The fees were accounted for as a non-cash capital contribution from iStar despite iStar not receiving any compensation for its services during the first year of the agreement.

Expense Reimbursements

The Company pays, or reimburses the Manager for, all of the Company's operating expenses, except those specifically required to be borne by the Manager under the management agreement. In addition, because the Manager’s personnel perform certain legal, accounting, due diligence tasks and other services that third-party professionals or consultants otherwise would perform, the Manager is reimbursed, in cash or in shares of the Company's common stock, for the documented cost of performing such tasks.

For the three months ended September 30, 2019 and 2018, the Company was allocated $0.5 million and $0.4 million, respectively, in expenses from the Manager. For the nine months ended September 30, 2019 and 2018, the Company was allocated

$1.6 million and $1.1 million, respectively, in expenses from the Manager. These expenses are recorded in "General and administrative" in the Company's consolidated statements of operations. Prior to June 30, 2018, in accordance with the provisions of the management agreement, the reimbursement of expenses was waived by the Manager and, accordingly, these expenses were accounted for as a non-cash capital contribution from iStar despite iStar not receiving any reimbursement for these allocated expenses during the first year of the agreement.

Acquisitions

iStar has 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. Following is a list of transactions in which the Company and iStar 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 transactions in which iStar is also a participant.

In August 2019, the Company and iStar closed on the acquisition of a 310,000 square foot Class-A office building located in Austin, TX. iStar acquired the leasehold interest and the Company simultaneously acquired the fee interest and entered into a new 99-year Ground Lease with iStar.

In February 2019, the Company and iStar closed on the acquisition of a 420,000 square foot office building located in Jersey City, NJ. iStar acquired the leasehold interest and the Company simultaneously acquired the fee interest and entered into a new 98-year Ground Lease with iStar.

In January 2019, the Company acquired land and simultaneously structured and entered into a Ground Lease as part of the Ground Lease tenant's acquisition of an existing office building located in Washington, DC that is to be converted into a multi-family building. The Ground Lease has a term of 99 years. The Company also committed to provide the Ground Lease tenant a $10.5 million leasehold improvement allowance that will be funded upon the completion of certain conditions. In addition, iStar provided a $13.3 million loan to the ground lessee with an initial term of 21 months for the acquisition of the property.

In August 2017, the Company acquired land and simultaneously structured and entered into a Ground Lease in Atlanta, GA and accounted for the transaction as an asset acquisition. The Ground Lease has a term of 99 years. In addition, the ground lessee will construct a 185-space parking deck adjacent to the building scheduled to be completed in 2019, which will be engineered to accommodate future development of the site. The Company has a right of first refusal to provide funding for up to 30.0% of the construction cost of an additional 160,000 square feet of development on terms consistent with the Ground Lease. iStar committed to provide a $24.0 million construction loan to the ground lessee for the renovation of the property. The loan was repaid in August 2019.

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Common Stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common Stock, shares authorized (in shares)	400,000,000	400,000,000
Common Stock, shares issued (in shares)	40,444,000	18,276,000
Stock issued (in shares)	40,444,000	18,276,000

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Cash flows from operating activities:
Net income	$ 22,560	$ 7,574
Adjustments to reconcile net income to cash flows from operating activities:
Depreciation and amortization	7,031	6,836
Stock-based compensation expense	1,450	778
Deferred operating lease income	(26,360)	(11,781)
Non-cash interest income from sales-type leases	(2,282)	0
Amortization of real estate-related intangibles, net	1,843	1,709
Loss on early extinguishment of debt	2,011	0
(Earnings) losses from equity method investments	759	0
Amortization of premium, discount and deferred financing costs on debt obligations, net	1,654	1,124
Non-cash management fees	4,971	2,723
Other operating activities	1,065	770
Changes in assets and liabilities:
Changes in deferred expenses and other assets, net	476	(1,265)
Changes in accounts payable, accrued expenses and other liabilities	(19,724)	2,348
Cash flows provided by (used in) operating activities	(4,546)	10,816
Cash flows from investing activities:
Acquisitions of real estate	(28,816)	(208,083)
Origination/acquisition of net investment in sales-type leases and Ground Lease receivables	(525,886)
Deposits on ground lease investments	(30,697)	(9,043)
Contributions to equity method investments	(22,169)	0
Other investing activities	(4,007)	377
Cash flows used in investing activities	(611,575)	(216,749)
Cash flows from financing activities:
Proceeds from issuance of common stock	264,600	0
Proceeds from debt obligations	435,989	64,000
Repayments of debt obligations	(297,500)	0
Payments for debt prepayment or extinguishment costs	(1,358)	0
Payments for deferred financing costs	(2,559)	(1,056)
Dividends paid to common shareholders	(10,314)	(8,192)
Payment of offering costs	(5,029)	(407)
Distributions to noncontrolling interests	(2,933)	(27)
Contributions from noncontrolling interests (refer to Note 11)	250,000	1,750
Other financing	(2,412)	0
Cash flows provided by (used in) financing activities	628,484	56,068
Changes in cash, cash equivalents and restricted cash	12,363	(149,865)
Cash, cash equivalents and restricted cash at beginning of period	24,425	169,870
Cash, cash equivalents and restricted cash at end of period	36,788	20,005
Supplemental disclosure of non-cash investing and financing activity:
Contribution from iStar Inc.	0	2,581
Origination of sales-type leases	10,194	0
Assumption of debt obligations	10,194	0
Investor unit conversion (refer to Note 11)	250,000	0
Dividends declared to common shareholders	6,322	2,735
Accrued finance costs	561	165
Offering costs	$ 114	$ (1,336)

Real Estate and Real Estate-Related Intangibles (Future Minimum Ground Net Lease Payments) (Details) $ in Thousands	Sep. 30, 2019 USD ($)
Future Minimum Ground Net Lease Payments to be Collected
2019 (remaining three months)	$ 8,960
2020	36,057
2021	36,424
2022	36,801
2023	37,203
Inflation- Linked
Future Minimum Ground Net Lease Payments to be Collected
2019 (remaining three months)	1,339
2020	5,357
2021	5,357
2022	5,357
2023	5,357
Fixed Bumps with Inflation Adjustments
Future Minimum Ground Net Lease Payments to be Collected
2019 (remaining three months)	4,375
2020	17,708
2021	18,037
2022	18,384
2023	18,833
Fixed Bumps
Future Minimum Ground Net Lease Payments to be Collected
2019 (remaining three months)	527
2020	2,117
2021	2,155
2022	2,185
2023	2,213
Percentage Rent
Future Minimum Ground Net Lease Payments to be Collected
2019 (remaining three months)	2,630
2020	10,519
2021	10,519
2022	10,519
2023	10,519
Fixed Bumps with Percentage Rent
Future Minimum Ground Net Lease Payments to be Collected
2019 (remaining three months)	89
2020	356
2021	356
2022	356
2023	$ 281

Net Investment In Sales-type Leases and Ground Lease Receivables (Tables)

9 Months Ended

Sep. 30, 2019

Leases [Abstract]

Schedule of Components of Leveraged Lease Investments

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, 2019 ($ in thousands):



	Net Investment in Sales-type Leases		Ground Lease Receivables		Total
Beginning balance⁽¹⁾	$	—	$	—	$	—
Origination/acquisition⁽²⁾	463,251		73,094		536,345
Accretion (amortization)	2,038		244		2,282
Ending balance	$	465,289	$	73,338	$	538,627

_______________________________________________________________________________


(1)	The Company elected a provision provided by ASU 2018-11 that allowed entities to not recast the comparative periods presented when transitioning to ASC 842 by allowing entities to change their initial application to the beginning of the period of adoption. As a result, the Company did not have any adjustments to its financial statements as of or prior to December 31, 2018.

(2)

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 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. As of September 30, 2019, the weighted average remaining life of the Company's two Ground Lease receivables was 98.8 years.

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, excluding lease payments that are not fixed and determinable, in effect as of September 30, 2019, are as follows by year ($ in thousands):



	Fixed Bumps with Inflation Adjustments		Fixed Bumps with Percentage Rent		Total
2019 (remaining three months)	$	3,788	$	133	$	3,921
2020	15,875		532		16,407
2021	16,219		532		16,751
2022	16,838		537		17,375
2023	17,098		586		17,684
Thereafter	5,291,255		102,420		5,393,675
Total undiscounted cash flows	5,361,073		104,740		5,465,813
Unguaranteed estimated residual value					463,251
Present value discount					(5,463,775		)
Net investment in sales-type leases as of September 30, 2019					$	465,289

Schedule of Interest Income from Sales-type Leases

During the three and nine months ended September 30, 2019, the Company recognized interest income from sales-type leases in its consolidated statements of operations as follows ($ in thousands):



Three Months Ended September 30, 2019	Net Investment in Sales-type Leases		Ground Lease Receivables		Total
Cash	$	2,160	$	506	$	2,666
Non-cash	1,122		244		1,366
Total interest income from sales-type leases	$	3,282	$	750	$	4,032



Nine Months Ended September 30, 2019	Net Investment in Sales-type Leases		Ground Lease Receivables		Total
Cash	$	4,046	$	506	$	4,552
Non-cash	2,038		244		2,282
Total interest income from sales-type leases	$	6,084	$	750	$	6,834

Summary of Significant Accounting Policies (Cash and Cash Equivalents) (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018	Sep. 30, 2018	Dec. 31, 2017
Accounting Policies [Abstract]
Cash and cash equivalents	$ 13,539	$ 16,418	$ 19,248	$ 168,214
Restricted cash	23,249	8,007	757	1,656
Total cash, cash equivalents and restricted cash reported in the consolidated statements of cash flows	$ 36,788	$ 24,425	$ 20,005	$ 169,870

Risk Management and Derivatives

9 Months Ended

Sep. 30, 2019

Risks and Uncertainties [Abstract]

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 operating lease income from any tenant, the inability of that tenant to make its payment could have a material adverse effect on the Company. During the nine months ended September 30, 2019, the Company’s two largest tenants accounted for approximately 19.0% and 17.8%, respectively, of the Company’s revenues.

The gross carrying value of five hotels leased by the Company under a master lease guaranteed by Park Intermediate Holdings LLC represented 13.5% of the Company’s total assets as of September 30, 2019. Park Intermediate Holdings LLC is a subsidiary of Park Hotels & Resorts Inc., which is a public reporting company. According to Park Hotels & Resorts Inc.’s public Securities and Exchange Commission filings, Park Hotels & Resorts Inc. conducts substantially all of its business and holds substantially all of its assets through Park Intermediate Holdings LLC. For detailed financial information regarding Park Hotels & Resorts Inc., please refer to its financial statements, which are publicly available on the website of the Securities and Exchange Commission at http://www.sec.gov.

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

The Company recognizes derivatives 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 in 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 related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s debt. The Company is hedging its exposure to the variability in future cash flows for forecasted transactions over a maximum period of 30 months (excluding forecasted transactions related to the payment of variable interest on existing financial instruments).

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 Company's consolidated balance sheets as of September 30, 2019 and December 31, 2018 ($ in thousands):⁽¹⁾



	September 30, 2019		December 31, 2018

Derivative Type	Fair Value⁽²⁾				Balance Sheet Location
Assets
Interest rate swaps	$	307	$	2,987	Deferred expenses and other assets, net
Interest rate cap⁽³⁾	—		4		Deferred expenses and other assets, net
	$	307	$	2,991
Liabilities
Interest rate swaps	$	20,096	$	10,092	Accounts payable, accrued expenses and other liabilities
	$	20,096	$	10,092

____________________________________________________________________________

(1)

For the three months ended September 30, 2019 and 2018, the Company recorded $(9.1) million and $3.0 million, respectively, of unrealized gains (losses) in accumulated other comprehensive income (loss). For the nine months ended September 30, 2019 and 2018, the Company recorded $(32.4) million and $9.0 million, respectively, of unrealized gains (losses) in accumulated other comprehensive income (loss).

(2)

The fair value of the Company's derivatives are based upon widely accepted 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. Over the next 12 months, the Company expects that $1.1 million related to cash flow hedges will be reclassified from "Accumulated other comprehensive income (loss)" as an increase to interest expense.


(3)	This derivative is not designated in a hedging relationship.

Credit Risk-Related Contingent Features—The Company reports derivative instruments 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. In connection with its interest rate derivatives which were in a liability position as of September 30, 2019 and December 31, 2018, the Company posted cash collateral of $21.8 million and $8.0 million, respectively, which is included in "Restricted cash" on the Company's consolidated balance sheets. As of September 30, 2019 and December 31, 2018, the Company would not have been required to post any additional collateral to settle these contracts had the Company been declared in default on its derivative obligations.

The tables below present 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 nine months ended September 30, 2019 and 2018 ($ in thousands):



Derivatives Designated in Hedging Relationships	Location of Gain (Loss) When Recognized in Income	Amount of Gain (Loss) Recognized in Accumulated Other Comprehensive Income			Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Earnings
For the Three Months Ended September 30, 2019
Interest rate swaps	Interest expense	$	(9,132	)	$	(189	)

For the Three Months Ended September 30, 2018
Interest rate swaps	Interest expense	$	2,954		$	77

For the Nine Months Ended September 30, 2019
Interest rate swaps	Interest expense	$	(32,362	)	$	46

For the Nine Months Ended September 30, 2018
Interest rate swaps	Interest expense	$	8,956		$	99



	Location of Gain or (Loss) When Recognized in Income	Amount of Gain or (Loss) Recognized in Income
Derivatives not Designated in Hedging Relationships	Location of Gain or (Loss) When Recognized in Income	Amount of Gain or (Loss) Recognized in Income
For the Three Months Ended September 30, 2019
Interest rate cap	Interest expense	$	—

For the Three Months Ended September 30, 2018
Interest rate cap	Interest expense	$	(1	)

For the Nine Months Ended September 30, 2019
Interest rate cap	Interest expense	$	—

For the Nine Months Ended September 30, 2018
Interest rate cap	Interest expense	$	9

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

9 Months Ended

Sep. 30, 2019

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, 2019		December 31, 2018
Operating lease right-of-use asset⁽¹⁾	$	29,935	$	—
Purchase deposits	32,497		1,800
Deferred finance costs, net⁽²⁾	1,659		2,295
Other assets⁽³⁾	8,335		2,416
Leasing costs, net	475		481
Interest rate hedge assets	312		2,991
Deferred expenses and other assets, net	$	73,213	$	9,983

_______________________________________________________________________________

(1)


(2)	Accumulated amortization of deferred finance costs was $2.9 million and $1.7 million as of September 30, 2019 and December 31, 2018, respectively.

(3)

For the three and nine months ended September 30, 2019, the Company recognized $0.2 million and $4.1 million, respectively, of percentage rent in "Operating lease income" in the Company's consolidated statement of operations.

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, 2019		December 31, 2018
Interest rate hedge liabilities	$	20,096	$	10,092
Operating lease liability	5,881		—
Dividends declared and payable	6,322		2,741
Other liabilities⁽¹⁾	3,087		1,788
Accrued expenses⁽²⁾	2,409		3,596
Interest payable	3,260		1,663
Management fee payable	1,920		920
Accounts payable, accrued expenses and other liabilities	$	42,975	$	20,800

_______________________________________________________________________________


(1)	As of September 30, 2019 and December 31, 2018, other liabilities includes $0.6 million and $0.4 million, respectively, due to the Manager for allocated payroll costs and costs it paid on the Company's behalf.

(2)

As of September 30, 2019 and December 31, 2018, accrued expenses primarily includes accrued legal and audit expenses, accrued property expenses and deferred finance costs.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Unfunded Commitments—In October 2017, the Company entered into a purchase agreement to acquire land subject to a Ground Lease on which a luxury multi-family project is currently being constructed in San Jose, California. Pursuant to the purchase agreement, the Company will acquire the Ground Lease on November 1, 2020 from iStar for $34.0 million. iStar committed to provide a $80.5 million construction loan to the ground lessee. The Ground Lease expires in 2116. This transaction was approved by the Company’s independent directors in accordance with the Company's policy with respect to transactions in which iStar is also a participant. In August 2018, the Company entered into an aggregate $30.0 million commitment to acquire land for $12.5 million and provide a $17.5 million leasehold improvement allowance for the Ground Lease tenant's construction of a multi-family property in Washington, DC. The Company acquired the land in June 2019 and will fund the leasehold improvement allowance upon the completion of certain conditions. In January 2019, the Company acquired land for $13.0 million and simultaneously structured and entered into a Ground Lease as part of the Ground Lease tenant's acquisition of an existing office building located in Washington, DC that is to be converted into a multi-family building. The Company committed to provide the Ground Lease tenant a $10.5 million leasehold improvement allowance that will be funded upon the completion of certain conditions. In June 2019, the Company acquired land for $8.1 million and simultaneously structured and entered into a Ground Lease as part of the Ground Lease tenant's development of a to-be-built multi-family community located outside of Orlando, FL. The Company committed to provide the Ground Lease tenant a $21.4 million leasehold improvement allowance that will be funded upon the completion of certain conditions. 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.

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2019
Accounting Policies [Abstract]
Basis of presentation	Basis of Presentation—The accompanying unaudited consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America ("GAAP") for complete financial statements. These unaudited consolidated financial statements and related notes should be read in conjunction with the consolidated and combined financial statements and related notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 (the "2018 Annual Report").
Use of Estimates	The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. In the opinion of management, the accompanying consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year.
Principles of Consolidation and Combination	Principles of Consolidation—The consolidated financial statements include the accounts and operations of the Company, its wholly-owned subsidiaries and VIEs for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation.
Interest Income from Sales-type Leases	Interest Income from Sales-type Leases—Interest income from sales-type leases is recognized under the effective interest method. The effective interest method produces a constant yield on the net investment in the sales-type lease and Ground Lease receivable over the term of the lease. Rent payments that are not fixed and determinable at lease inception, such as percentage rent and CPI adjustments, are not included in the effective interest method calculation and are recognized in "Interest income from sales-type leases" in the Company's consolidated statements of operations in the period earned. A Ground Lease receivable is placed on non-accrual status if and when the Company considers the Ground Lease receivable impaired.
Equity Investments	Equity Investments in Ground Leases—Equity investments in Ground Leases 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 a 54.8% equity interest in a venture (refer to Note 6) and has shared voting power with its partner. The Company determined the entity to be a voting interest entity and its equity interest is 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 (losses) from equity method investments" in the Company's consolidated statements of operations. Equity investments are included in "Equity investments in Ground Leases" on the Company's consolidated balance sheets. The Company periodically reviews equity method investments for impairment in value whenever events or changes in circumstances indicate that the carrying amount of such investments may not be recoverable. The Company will record an impairment charge to the extent that the estimated fair value of an investment is less than its carrying value and the Company determines the impairment is other-than-temporary. Impairment charges, if applicable, are recorded in "Earnings (losses) from equity method investments" in the Company's consolidated statements of operations.
Fair values	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 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 Company determined the carrying values of its cash and cash equivalents; net investment in sales-type leases; Ground Lease receivables; restricted cash; deferred operating lease income receivable; deferred expenses and other assets, net; and accounts payable, accrued expenses, and other liabilities approximated their fair values. The Company determined the fair value of its debt obligations, net as of September 30, 2019 and December 31, 2018 was approximately $705.1 million and $537.8 million, respectively, and falls within Level 3 of the fair value hierarchy.
Other	Other—The Company is an "emerging growth company" as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act") and is eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other publicly-traded companies that are not "emerging growth companies," including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002. The Company has elected to utilize the exemption for auditor attestation requirements. In addition, the JOBS Act provides that an "emerging growth company" can take advantage of the extended transition period provided in the Securities Act of 1933, as amended, for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. However, the Company has chosen to "opt out" of this extended transition period, and as a result, it will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for all public companies that are not emerging growth companies. The Company's decision to opt out of the extended transition period for complying with new or revised accounting standards is irrevocable. The Company will remain an "emerging growth company" until the earliest to occur of: (i) the last day of the fiscal year during which our total annual revenue equals or exceeds $1.07 billion (subject to adjustment for inflation); (ii) the last day of the fiscal year following the fifth anniversary of the Company's initial public offering; (iii) the date on which the Company has, during the previous three-year period, issued more than $1.0 billion in non-convertible debt; or (iv) the date on which the Company is deemed to be a "large accelerated filer" under the Securities Exchange Act of 1934, as amended. For the remainder of the Company's significant accounting policies, refer to the Company's 2018 Annual Report.
New accounting pronouncements	New Accounting Pronouncements—In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments ("ASU 2016-13") which was issued to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments held by a reporting entity. This amendment replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted for interim and annual reporting periods beginning after December 15, 2018. Management is currently evaluating the impact of ASU 2016-13 on the Company’s consolidated financial statements. In May 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments ("ASU 2019-04") to clarify certain accounting topics from previously issued ASUs, including ASU 2016-13. ASU 2019-04 addresses certain aspects of ASU 2016-13, including but not limited to, accrued interest receivable, loan recoveries, interest rate projections for variable-rate financial instruments and expected prepayments. ASU 2019-04 provides alternatives that allow entities to measure credit losses on accrued interest separate from credit losses on the principal portion of a loan, clarifies that entities should include expected recoveries in the measurement of credit losses, allows entities to consider future interest rates when measuring credit losses and can elect to adjust effective interest rates used to discount expected cash flows for expected loan prepayments. ASU 2019-04 is effective upon the adoption of ASU 2016-13. Management is currently evaluating the impact of ASU 2019-04 on the Company’s consolidated financial statements.

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

3 Months Ended

9 Months Ended

Sep. 30, 2019

Sep. 30, 2018

Sep. 30, 2019

Sep. 30, 2018

Revenues:

Operating lease income

$ 17,132

$ 11,567

$ 54,844

$ 32,708

Interest income from sales-type leases

4,032

6,834

Other income

1,146

2,132

2,203

Total revenues

22,310

11,644

63,810

34,911

Costs and expenses:

Interest expense

7,708

3,747

18,215

10,378

Real estate expense

625

456

2,082

1,208

Depreciation and amortization

2,345

2,290

7,031

6,836

General and administrative

3,096

2,779

10,552

8,103

Other expense

285

303

600

812

Total costs and expenses

14,059

9,575

38,480

27,337

Income from operations before other items

8,251

2,069

25,330

7,574

Loss on early extinguishment of debt

(2,011)

Earnings (losses) from equity method investments

(759)

Net income

5,481

2,069

22,560

7,574

Net income allocable to noncontrolling interests

^[1]

(49)

(60)

(5,986)

(142)

Net income allocable to Safehold Inc. common shareholders

$ 5,432

$ 2,009

$ 16,574

$ 7,432

Net income

Net income allocable to Safehold Inc. common shareholders - basic

$ 0.15

$ 0.11

$ 0.62

$ 0.41

Net income allocable to Safehold Inc. common shareholders - diluted

$ 0.15

$ 0.11

$ 0.62

$ 0.41

Weighted average number of common shares:

Weighted average common shares outstanding for basic earnings per common share

36,111

18,230

26,748

18,204

Weighted average common shares outstanding for diluted earnings per common share(1)

36,111

18,230

26,748

18,204

iStar Inc.

Costs and expenses:

Net income allocable to noncontrolling interests

^[1]

$ 5,800

[1]	For the nine months ended September 30, 2019, includes $5.8 million of income allocable to the Company's Manager relating to Investor Units it held in the Operating Partnership (refer to Note 11).

Earnings Per Share

9 Months Ended

Sep. 30, 2019

Earnings Per Share [Abstract]

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 ($ in thousands, except for per share data):



	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
Net income	$	5,481		$	2,069		$	22,560		$	7,574
Net income allocable to noncontrolling interests	(49		)	(60		)	(5,986		)	(142		)
Net income allocable to Safehold Inc. common shareholders for basic earnings per common share	$	5,432		$	2,009		$	16,574		$	7,432



	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Earnings allocable to common shares:
Numerator for basic and diluted earnings per share:
Net income allocable to Safehold Inc. common shareholders - basic	$	5,432	$	2,009	$	16,574	$	7,432
Net income allocable to Safehold Inc. common shareholders - diluted	$	5,432	$	2,009	$	16,574	$	7,432

Denominator for basic and diluted earnings per share:
Weighted average common shares outstanding for basic earnings per common share	36,111		18,230		26,748		18,204
Weighted average common shares outstanding for diluted earnings per common share⁽¹⁾	36,111		18,230		26,748		18,204

Basic and diluted earnings per common share:
Net income allocable to Safehold Inc. common shareholders - basic	$	0.15	$	0.11	$	0.62	$	0.41
Net income allocable to Safehold Inc. common shareholders - diluted	$	0.15	$	0.11	$	0.62	$	0.41

_______________________________________________________________________________

(1)

During the nine months ended September 30, 2019, 5,860,806 of Investor Units (refer to Note 11) were anti-dilutive.

Risk Management and Derivatives (Tables)

9 Months Ended

Sep. 30, 2019

Risks and Uncertainties [Abstract]

Derivative Financial Instruments Designated in Hedging Relationships



	September 30, 2019		December 31, 2018

Derivative Type	Fair Value⁽²⁾				Balance Sheet Location
Assets
Interest rate swaps	$	307	$	2,987	Deferred expenses and other assets, net
Interest rate cap⁽³⁾	—		4		Deferred expenses and other assets, net
	$	307	$	2,991
Liabilities
Interest rate swaps	$	20,096	$	10,092	Accounts payable, accrued expenses and other liabilities
	$	20,096	$	10,092

____________________________________________________________________________

(1)

(2)

(3)

This derivative is not designated in a hedging relationship.

Derivative Instruments, Gain (Loss)



Derivatives Designated in Hedging Relationships	Location of Gain (Loss) When Recognized in Income	Amount of Gain (Loss) Recognized in Accumulated Other Comprehensive Income			Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Earnings
For the Three Months Ended September 30, 2019
Interest rate swaps	Interest expense	$	(9,132	)	$	(189	)

For the Three Months Ended September 30, 2018
Interest rate swaps	Interest expense	$	2,954		$	77

For the Nine Months Ended September 30, 2019
Interest rate swaps	Interest expense	$	(32,362	)	$	46

For the Nine Months Ended September 30, 2018
Interest rate swaps	Interest expense	$	8,956		$	99



	Location of Gain or (Loss) When Recognized in Income	Amount of Gain or (Loss) Recognized in Income
Derivatives not Designated in Hedging Relationships	Location of Gain or (Loss) When Recognized in Income	Amount of Gain or (Loss) Recognized in Income
For the Three Months Ended September 30, 2019
Interest rate cap	Interest expense	$	—

For the Three Months Ended September 30, 2018
Interest rate cap	Interest expense	$	(1	)

For the Nine Months Ended September 30, 2019
Interest rate cap	Interest expense	$	—

For the Nine Months Ended September 30, 2018
Interest rate cap	Interest expense	$	9

Basis of Presentation and Principles and Consolidation	9 Months Ended
Basis of Presentation and Principles and Consolidation	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Business of Presentation and Principles of Consolidation	Business and Organization Business—Safehold Inc. (the "Company"), formerly known as Safety, Income & Growth Inc., operates its business through one reportable segment by acquiring, managing and capitalizing ground leases. Ground leases are long-term contracts between the landlord (the Company) and a tenant or leaseholder. The Company believes that it is the first publicly-traded company formed primarily to acquire, own, manage, finance and capitalize ground leases. Ground leases generally represent ownership of the land underlying commercial real estate projects that is net leased by the fee owner of the land to the owners/operators of the real estate projects built thereon ("Ground Leases"). Ground Leases are similar to "triple net" leases because the tenant is generally responsible for all property operating expenses, such as maintenance, real estate taxes and insurance and is also responsible for development costs and capital expenditures. Ground Leases are typically long-term (base terms ranging from 30 to 99 years, often with tenant renewal options) and have contractual base rent increases (either at a specified percentage or consumer price index ("CPI") based, or both) and sometimes include percentage rent participations. The Company intends to target investments in long-term Ground Leases in which: (i) the cost of its Ground Lease represents 30% to 45% of the combined value of the land and buildings and improvements thereon as if there was no Ground Lease on the land ("Combined Property Value"); (ii) the ratio of underlying property net operating income to the Ground Lease payment due the Company ("Ground Rent Coverage") is between 2.0x to 5.0x, and for this purpose the Company uses estimates of the stabilized underlying property net operating income if it doesn't receive current tenant information and for properties under construction or in transition, in each case based on leasing activity at the property and available market information, including leasing activity at comparable properties in the relevant market; and (iii) the Ground Lease contains contractual rent escalation clauses or percentage rent that participates in gross revenues generated by the commercial real estate on the land. A Ground Lease lessor (the Company) typically has the right to regain possession of its land and take ownership of the buildings and improvements thereon upon tenant default and the termination of the Ground Lease on account of such default. The Company believes that the Ground Lease structure provides an opportunity for potential value accretion through the reversion to the Company, as the Ground Lease owner, of the buildings and improvements on the land at the expiration or earlier termination of the lease, for no additional consideration from the Company. The Company is managed by SFTY Manager, LLC (the "Manager"), a wholly-owned subsidiary of iStar Inc. ("iStar"), the Company's largest shareholder, pursuant to a management agreement (refer to Note 13). The Company has no employees, as the Manager provides all services to it. The Company draws on the extensive investment origination and sourcing platform of its Manager to actively promote the benefits of the Ground Lease structure to prospective Ground Lease tenants. Organization—The Company is a Maryland corporation and completed its initial public offering in June 2017. The Company's common stock is listed on the New York Stock Exchange under the symbol "SAFE." The Company's predecessor ("Original Safety" or the "Predecessor") was formed as a wholly-owned subsidiary of iStar on October 24, 2016. iStar contributed a pre-existing portfolio of Ground Leases to Original Safety and sought third party capital to grow its Ground Lease business. A second entity, SIGI Acquisition, Inc. ("SIGI"), was capitalized on April 14, 2017 by iStar and two institutional investors. On April 14, 2017, Original Safety merged with and into SIGI with SIGI surviving the merger and being renamed Safety, Income & Growth Inc. (which was subsequently renamed to Safehold Inc.). References herein to the Company refer to Original Safety before such merger and to the surviving company of such merger thereafter. On June 27, 2017, the Company completed its initial public offering raising $205.0 million in gross proceeds and concurrently completed a $45.0 million private placement with iStar, its largest shareholder. The price per share paid in the initial public offering and the private placement was $20.00. The Company elected to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes, commencing with the tax year ended December 31, 2017. The Company is structured as an Umbrella Partnership REIT ("UPREIT"). As such, all of the Company's properties are owned through a subsidiary partnership, Safehold Operating Partnership LP (the "Operating Partnership"). As of September 30, 2019, the Company owned 100% of the limited partner interests and a subsidiary of the Company owned 100% of the general partner interests, in the Operating Partnership. The UPREIT structure may afford the Company certain benefits as it seeks to acquire properties from third parties who may want to defer taxes by contributing their Ground Leases to the Company. Basis of Presentation and Principles of Consolidation Basis of Presentation—The accompanying unaudited consolidated financial statements have been prepared in conformity with the instructions to Form 10-Q and Article 10-01 of Regulation S-X for interim financial statements. Accordingly, they do not include all the information and footnotes required by generally accepted accounting principles in the United States of America ("GAAP") for complete financial statements. These unaudited consolidated financial statements and related notes should be read in conjunction with the consolidated and combined financial statements and related notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 (the "2018 Annual Report"). The preparation of these consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. In the opinion of management, the accompanying consolidated financial statements contain all adjustments consisting of normal recurring adjustments necessary for a fair statement of the results for the interim periods presented. Such operating results may not be indicative of the expected results for any other interim periods or the entire year. Principles of Consolidation—The consolidated financial statements include the accounts and operations of the Company, its wholly-owned subsidiaries and VIEs for which the Company is the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. Consolidated VIEs—The Company consolidates VIEs for which it is considered the primary beneficiary. As of September 30, 2019, the total assets of these consolidated VIEs were $57.4 million and total liabilities were $29.5 million. The classifications of these assets are primarily within "Real estate, net," "Real estate-related intangible assets, net" and "Deferred operating lease income receivable" on the Company's consolidated balance sheets. The classifications of liabilities are primarily within "Debt obligations, net" and "Accounts payable, accrued expenses and other liabilities" on the Company's consolidated balance sheets. The liabilities of these VIEs are non-recourse to the Company and can only be satisfied from each VIE's respective assets. The Company has provided no financial support to VIEs that it was not previously contractually required to provide and did not have any unfunded commitments related to consolidated VIEs as of September 30, 2019.

Real Estate and Real Estate-Related Intangibles

9 Months Ended

Sep. 30, 2019

Real Estate [Abstract]

Real Estate and Real Estate-Related Intangibles

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



	As of
	September 30, 2019			December 31, 2018
Land and land improvements, at cost	$	494,670		$	477,527
Buildings and improvements, at cost	193,232			192,396
Less: accumulated depreciation	(14,779		)	(10,257		)
Total real estate, net	$	673,123		$	659,666
Real estate-related intangible assets, net	244,503			262,531
Total real estate, net and real estate-related intangible assets, net	$	917,626		$	922,197

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



	As of September 30, 2019
	Gross Intangible		Accumulated Depreciation			Carrying Value
Above-market lease assets, net⁽¹⁾	$	203,288	$	(5,358	)	$	197,930
In-place lease assets, net⁽²⁾	53,626		(7,790		)	45,836
Other intangible assets, net	750		(13		)	737
Total	$	257,664	$	(13,161	)	$	244,503



	As of December 31, 2018
	Gross Intangible		Accumulated Depreciation			Carrying Value
Above-market lease assets, net⁽¹⁾	$	193,249	$	(3,040	)	$	190,209
In-place lease assets, net⁽²⁾	52,071		(5,288		)	46,783
Below-market lease asset, net⁽³⁾	26,484		(1,688		)	24,796
Other intangible assets, net	750		(7		)	743
Total	$	272,554	$	(10,023	)	$	262,531

_______________________________________________________________________________


(1)	Above-market lease assets are recognized during business combinations and 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 term of the leases.


(2)	In-place lease assets are recognized during business combinations and 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 term of the leases.

(3)



	Income Statement	For the Three Months Ended September 30,
Intangible asset	Location	2019		2018
Above-market lease assets (decrease to income)	Operating lease income	$	787	$	598
In-place lease assets (decrease to income)	Depreciation and amortization	836		788
Below-market lease asset (decrease to income)	Real estate expense	—		247
Other intangible assets (decrease to income)	Operating lease income	2		2



	Income Statement	For the Nine Months Ended September 30,
Intangible asset	Location	2019		2018
Above-market lease assets (decrease to income)	Operating lease income	$	2,318	$	1,428
In-place lease assets (decrease to income)	Depreciation and amortization	2,503		2,331
Below-market lease asset (decrease to income)	Real estate expense	—		741
Other intangible assets (decrease to income)	Operating lease income	6		5

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



Year	Amount
2019 (remaining three months)	$	1,668
2020	6,672
2021	6,672
2022	6,672
2023	6,672

_______________________________________________________________________________


(1)	As of September 30, 2019, the weighted average amortization period for the Company's real estate-related intangible assets was approximately 80 years.

Real estate-related intangible liabilities, net consist of the following items ($ in thousands):⁽¹⁾



	As of September 30, 2019
	Gross Intangible		Accumulated Depreciation			Carrying Value
Below-market lease liabilities⁽¹⁾	$	59,015	$	(1,521	)	$	57,494



	As of December 31, 2018
	Gross Intangible		Accumulated Depreciation			Carrying Value
Below-market lease liabilities⁽¹⁾	$	58,660	$	(1,040	)	$	57,620

_______________________________________________________________________________


(1)	Below-market lease liabilities are recognized during business combinations and 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 term of the leases.



	Income Statement	For the Three Months Ended September 30,
Intangible liability	Location	2019		2018
Below-market lease liabilities (increase to income)	Operating lease income	$	161	$	155



	Income Statement	For the Nine Months Ended September 30,
Intangible liability	Location	2019		2018
Below-market lease liabilities (increase to income)	Operating lease income	$	481	$	465

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, 2019, are as follows by year ($ in thousands):



Year	Inflation- Linked		Fixed Bumps with Inflation Adjustments		Fixed Bumps		Percentage Rent		Fixed Bumps with Percentage Rent		Total
2019 (remaining three months)	$	1,339	$	4,375	$	527	$	2,630	$	89	$	8,960
2020	5,357		17,708		2,117		10,519		356		36,057
2021	5,357		18,037		2,155		10,519		356		36,424
2022	5,357		18,384		2,185		10,519		356		36,801
2023	5,357		18,833		2,213		10,519		281		37,203

Debt Obligations, net (Schedule of Debt) (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Total debt obligations	$ 702,393	$ 546,693
Interest rate, stated percentage	3.43%
Debt premium, discount and deferred financing costs, net	$ (10,826)	(2,728)
Total debt obligations, net	691,567	543,965
Secured Debt
Debt Instrument [Line Items]
Total debt obligations	702,393	546,693
Debt premium, discount and deferred financing costs, net	(10,826)
Total debt obligations, net	691,567
Mortgages \| Secured Debt
Debt Instrument [Line Items]
Total debt obligations	$ 652,393	377,193
Weighted average interest rate	4.03%
2017 Revolver \| Secured Debt
Debt Instrument [Line Items]
Total debt obligations	$ 50,000	$ 169,500
2017 Revolver \| Secured Debt \| LIBOR
Debt Instrument [Line Items]
Basis point spread on variable interest rate (as a percent)	1.35%

Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2019

Earnings Per Share [Abstract]

Schedule of earnings per share

The following tables present a reconciliation of net income used in the basic and diluted EPS calculations ($ in thousands, except for per share data):



	Three Months Ended September 30,						Nine Months Ended September 30,
	2019			2018			2019			2018
Net income	$	5,481		$	2,069		$	22,560		$	7,574
Net income allocable to noncontrolling interests	(49		)	(60		)	(5,986		)	(142		)
Net income allocable to Safehold Inc. common shareholders for basic earnings per common share	$	5,432		$	2,009		$	16,574		$	7,432



	Three Months Ended September 30,				Nine Months Ended September 30,
	2019		2018		2019		2018
Earnings allocable to common shares:
Numerator for basic and diluted earnings per share:
Net income allocable to Safehold Inc. common shareholders - basic	$	5,432	$	2,009	$	16,574	$	7,432
Net income allocable to Safehold Inc. common shareholders - diluted	$	5,432	$	2,009	$	16,574	$	7,432

Denominator for basic and diluted earnings per share:
Weighted average common shares outstanding for basic earnings per common share	36,111		18,230		26,748		18,204
Weighted average common shares outstanding for diluted earnings per common share⁽¹⁾	36,111		18,230		26,748		18,204

Basic and diluted earnings per common share:
Net income allocable to Safehold Inc. common shareholders - basic	$	0.15	$	0.11	$	0.62	$	0.41
Net income allocable to Safehold Inc. common shareholders - diluted	$	0.15	$	0.11	$	0.62	$	0.41

_______________________________________________________________________________

(1)

During the nine months ended September 30, 2019, 5,860,806 of Investor Units (refer to Note 11) were anti-dilutive.

Subsequent Events (Details) - USD ($) $ in Thousands	Oct. 31, 2019	Sep. 30, 2019
Subsequent Event [Line Items]
Net investment in lease		$ 465,289
Subsequent Event \| Sarasota Florida \| Ground Lease Receivables
Subsequent Event [Line Items]
Net investment in lease	$ 22,000
iStar Inc. \| Subsequent Event \| iStar Inc.
Subsequent Event [Line Items]
Ownership percentage by iStar	50.00%

Debt Obligations, net (Tables)

9 Months Ended

Sep. 30, 2019

Debt Disclosure [Abstract]

Schedule of debt obligations

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



	As of						Interest Rate⁽¹⁾	Scheduled Maturity Date⁽²⁾
	September 30, 2019			December 31, 2018			Interest Rate⁽¹⁾	Scheduled Maturity Date⁽²⁾
Secured credit financing:
Mortgages	$	652,393		$	377,193		4.03%	April 2027 to August 2069
2017 Revolver	50,000			169,500			One-Month LIBOR plus 1.35%	June 2022
Total secured credit financing	702,393			546,693
Total debt obligations	702,393			546,693
Debt premium, discount and deferred financing costs, net	(10,826		)	(2,728		)
Total debt obligations, net	$	691,567		$	543,965

_______________________________________________________________________________


(1)	Represents the weighted average interest rate and excludes the effect of debt premium, discount and deferred financing costs. As of September 30, 2019, the weighted average cash interest rate for the Company's mortgages was 3.43%.

(2)

Represents the extended maturity date for all debt obligations.

Schedule of Maturities of Long-term Debt



2019 (remaining three months)	$	—
2020	—
2021	—
2022	50,000
2023	—
Thereafter⁽¹⁾	652,393
Total principal maturities	702,393
Debt premium, discount and deferred financing costs, net	(10,826		)
Total debt obligations, net	$	691,567

______________________________________________________________________________

(1)

As of September 30, 2019, the Company's weighted average maturity for its mortgages was 22.9 years.

- Definition

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.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

Consolidated Statements of Changes in Equity - USD ($) $ in Thousands	Total	Common Stock at Par	Additional Paid-In Capital	Retained Earnings (Deficit)	Accumulated Other Comprehensive Income (Loss)	Noncontrolling Interests
Net Income (Loss) Attributable to Parent	$ 7,432
Stockholders' Equity Balance at beginning of the period at Dec. 31, 2017	355,935	$ 182	$ 364,919	$ (9,246)	$ 80	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	7,574					142
Contributions from iStar Inc.	2,581		2,581
Offering costs	1,347		1,347
Issuance of common stock, net / amortization	778		778
Investor unit conversion (refer to Note 11)	0
Dividends declared to common shareholders	(8,198)			(8,198)
Change in accumulated other comprehensive income	8,857				8,857
Contributions from noncontrolling interests	1,750					1,750
Distributions to noncontrolling interests	(27)					(27)
Stockholders' Equity Balance at end of the period at Sep. 30, 2018	370,597	182	369,625	(10,053)	8,978	1,865
Net Income (Loss) Attributable to Parent	2,009
Stockholders' Equity Balance at beginning of the period at Jun. 30, 2018	368,373	182	369,612	(9,327)	6,101	1,805
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	2,069					60
Issuance of common stock, net / amortization	13		13
Dividends declared to common shareholders	(2,735)			(2,735)
Change in accumulated other comprehensive income	2,877				2,877	0
Stockholders' Equity Balance at end of the period at Sep. 30, 2018	370,597	182	369,625	(10,053)	8,978	1,865
Net Income (Loss) Attributable to Parent	16,574
Stockholders' Equity Balance at beginning of the period at Dec. 31, 2018	357,358	183	370,530	(8,486)	(6,876)	2,007
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	22,560					5,986
Issuance of common stock, net / amortization	265,600					265
Shares issued, value		96	265,239
Investor unit conversion (refer to Note 11)	250,000	125	252,060		(6,450)	(245,735)
Dividends declared to common shareholders	(13,897)			(13,897)
Change in accumulated other comprehensive income	(32,408)				(28,750)	(3,658)
Contributions from noncontrolling interests	248,846		628		2,792	245,426
Distributions to noncontrolling interests	(2,933)					(2,933)
Stockholders' Equity Balance at end of the period at Sep. 30, 2019	845,126	404	888,457	(5,809)	(39,284)	1,358
Net Income (Loss) Attributable to Parent	5,432			5,432
Stockholders' Equity Balance at beginning of the period at Jun. 30, 2019	593,064	309	626,793	(4,926)	(30,341)	1,229
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	5,481					49
Issuance of common stock, net / amortization	261,850					91
Shares issued, value		95	261,664
Dividends declared to common shareholders	(6,315)			(6,315)
Change in accumulated other comprehensive income	(8,943)				(8,943)	0
Distributions to noncontrolling interests	(11)					(11)
Stockholders' Equity Balance at end of the period at Sep. 30, 2019	$ 845,126	$ 404	$ 888,457	$ (5,809)	$ (39,284)	$ 1,358

Net Investment In Sales-type Leases and Ground Lease Receivables (Fiscal Year Maturity) (Details) $ in Thousands	Sep. 30, 2019 USD ($)
Lessee, Lease, Description [Line Items]
2019 (remaining three months)	$ 3,921
2020	16,407
2021	16,751
2022	17,375
2023	17,684
Thereafter	5,393,675
Total undiscounted cash flows	5,465,813
Unguaranteed estimated residual value	463,251
Present value discount	(5,463,775)
Net investment in sales-type leases as of September 30, 2019	465,289
Fixed Bumps with Inflation Adjustments
Lessee, Lease, Description [Line Items]
2019 (remaining three months)	3,788
2020	15,875
2021	16,219
2022	16,838
2023	17,098
Thereafter	5,291,255
Total undiscounted cash flows	5,361,073
Fixed Bumps with Percentage Rent
Lessee, Lease, Description [Line Items]
2019 (remaining three months)	133
2020	532
2021	532
2022	537
2023	586
Thereafter	102,420
Total undiscounted cash flows	$ 104,740

Basis of Presentation and Principles and Consolidation (Details) $ in Millions	Sep. 30, 2019 USD ($)
Real Estate, Net, Real Estate Related Intangible Assets, Net and Deferred Operating Lease Income Receivable, Net
Variable Interest Entity [Line Items]
Consolidated VIE assets	$ 57.4
Debt Obligations, Net, Accounts Payable, Accrued Expenses, and Other Liabilities
Variable Interest Entity [Line Items]
Consolidated VIE liabilities	$ 29.5

Equity Investments in Ground Leases (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Aug. 31, 2019	Dec. 31, 2018
Investment [Line Items]
Ownership percentage	54.80%		54.80%
(Earnings) losses from equity method investments	$ 759	$ 0	$ 759	$ 0
Equity investments in Ground Leases	21,410		21,410			$ 0
Joint Venture
Investment [Line Items]
Ownership percentage					54.80%
(Earnings) losses from equity method investments	800		800
Equity investments in Ground Leases	$ 21,400		$ 21,400

Real Estate and Real Estate-Related Intangibles (Intangibles) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]
Gross Intangible	$ 257,664		$ 257,664		$ 272,554
Accumulated Depreciation	(13,161)		(13,161)		(10,023)
Carrying Value	244,503		244,503		262,531
Gross Intangible	59,015		59,015		58,660
Accumulated Depreciation	(1,521)		(1,521)		(1,040)
Carrying Value	57,494		57,494		57,620
Above-market lease assets, net
Finite-Lived Intangible Assets [Line Items]
Gross Intangible	203,288		203,288		193,249
Accumulated Depreciation	(5,358)		(5,358)		(3,040)
Carrying Value	197,930		197,930		190,209
Above-market lease assets, net \| Operating lease income
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	787	$ 598	2,318	$ 1,428
In-place lease assets, net
Finite-Lived Intangible Assets [Line Items]
Gross Intangible	53,626		53,626		52,071
Accumulated Depreciation	(7,790)		(7,790)		(5,288)
Carrying Value	45,836		45,836		46,783
In-place lease assets, net \| Depreciation and amortization
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	836	788	2,503	2,331
Below-market lease asset, net
Finite-Lived Intangible Assets [Line Items]
Gross Intangible					26,484
Accumulated Depreciation					(1,688)
Carrying Value					24,796
Annual payments to third-party owner of the property	400		400		400
Below-market lease asset, net \| Operating lease income
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	161	155	481	465
Below-market lease asset, net \| Real estate expense
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	0	247	0	741
Other intangible assets, net
Finite-Lived Intangible Assets [Line Items]
Gross Intangible	750		750		750
Accumulated Depreciation	(13)		(13)		(7)
Carrying Value	737		737		$ 743
Other intangible assets, net \| Operating lease income
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 2	$ 2	$ 6	$ 5

Risk Management and Derivatives (Derivative Instruments) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative asset, fair value	$ 307		$ 307		$ 2,991
Unrealized gain (loss) on derivatives		$ 2,954		$ 8,956
Cash flow hedge gain (loss) to be reclassified within twelve months			1,100
Reclassification out of Accumulated Other Comprehensive Income
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Unrealized gain (loss) on derivatives	(9,100)	$ 3,000	(32,400)	$ 9,000
Designated as Hedging Instrument
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative liabilities, fair value	20,096		20,096		10,092
Designated as Hedging Instrument \| Interest rate swap \| Deferred expenses and other assets, net
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative asset, fair value	307		307		2,987
Designated as Hedging Instrument \| Interest rate swap \| Accounts payable, accrued expenses and other liabilities
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative liabilities, fair value	20,096		20,096		10,092
Not Designated as Hedging Instrument \| Interest Rate Cap \| Deferred expenses and other assets, net
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Derivative asset, fair value	$ 0		$ 0		$ 4

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2019

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

The following paragraphs describe the impact on the Company's consolidated financial statements from the adoption of Accounting Standards Updates ("ASUs") on January 1, 2019.

ASU 2016-02 and ASU 2018-11—ASU 2016-02, Leases ("ASU 2016-02") resulted in the Company, as lessor, recognizing certain of its Ground Leases as sales-type leases and recording the Ground Lease as "Net investment in leases" on the Company's consolidated balance sheets (refer to Note 5). For the Company's Ground Leases which qualify as sales-type leases, the Company records interest income in "Interest income from sales-type leases" in the Company's consolidated statements of operations. The amount recorded as interest income from sales-type leases in any given period will likely be different than the straight-line ground lease income that would have been recorded under the superseded guidance.

ASU 2016-02 also required the recognition of lease assets and lease liabilities by the Company as lessee for those leases classified as operating or finance leases, both measured at the present value of the lease payments (refer to Note 7). As of December 31, 2018, the Company was party to a Ground Lease and obligated to pay the owner of the property $0.4 million, subject to adjustment for changes in the CPI, per year through 2044; however, the Company's tenant at the property pays this expense directly under the terms of a master lease. As lessee under the Ground Lease, the Company recognizes a single lease cost, calculated on a straight-line basis, in "Real estate expense" and an offsetting amount in "Other income" in the Company's consolidated statements of operations. In addition, the Company reclassified a below-market lease asset acquired as part of a business combination from "Real estate-related intangible assets, net" (refer to note 4) to "Deferred expenses and other assets, net" (refer to Note 7) on the Company's consolidated balance sheets.

Management elected the practical expedient package that allowed the Company: (a) to not reassess whether any expired or existing contracts entered into prior to January 1, 2019 are or contain leases; (b) to not reassess the lease classification for any

expired or existing leases entered into prior to January 1, 2019; and (c) to not reassess initial direct costs for any expired or existing leases entered into prior to January 1, 2019.

ASU 2018-11, Leases amended ASU 2016-02 so that: (i) entities could elect to not recast the comparative periods presented when transitioning to ASC 842 by allowing entities to change their initial application to the beginning of the period of adoption with a cumulative effect adjustment to equity; and (ii) provided lessors with a practical expedient to not separate non-lease components from the associated lease component of the contractual payments if certain conditions are met. Management elected both of these provisions.

ASU 2018-16—ASU 2018-16, Derivatives and Hedging: Inclusion of the Secured Overnight Financing Rate ("SOFR") Overnight Index Swap ("OIS") Rate as a Benchmark Interest Rate for Hedge Accounting Purposes expands the list of U.S. benchmark interest rates permitted in the application of hedge accounting by adding the OIS rate based on SOFR as an eligible benchmark interest rate. The adoption of ASU 2018-16 did not have a material impact on the Company's consolidated financial statements.

Significant Accounting Policies

Net Investment in Sales-type Leases and Ground Lease Receivables—Net investment in sales-type leases and Ground Lease receivables are recognized when the Company's Ground Leases qualify as sales-type leases. 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 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. If a lease qualifies as a sales-type lease, it is further evaluated to determine whether the transaction is considered a sale leaseback transaction. When the Company acquires land and enters into a Ground Lease directly with the seller that qualifies as a sales-type lease, the lease does not qualify as a sale leaseback transaction and the lease is considered a financing receivable and is recognized in accordance with ASC 310 and included in "Ground Lease receivables" on the Company's consolidated balance sheets (refer to Note 5). The Company's Ground Lease receivables are held-for-investment and are carried at amortized cost. The Company considers a Ground Lease receivable to be impaired when, based upon current information and events, it believes that it is probable that the Company will be unable to collect all amounts due under the contractual terms of the Ground Lease.

Interest Income from Sales-type Leases—Interest income from sales-type leases is recognized under the effective interest method. The effective interest method produces a constant yield on the net investment in the sales-type lease and Ground Lease receivable over the term of the lease. Rent payments that are not fixed and determinable at lease inception, such as percentage rent and CPI adjustments, are not included in the effective interest method calculation and are recognized in "Interest income from sales-type leases" in the Company's consolidated statements of operations in the period earned. A Ground Lease receivable is placed on non-accrual status if and when the Company considers the Ground Lease receivable impaired.

Equity Investments in Ground Leases—Equity investments in Ground Leases 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 a 54.8% equity interest in a venture (refer to Note 6) and has shared voting power with its partner. The Company determined the entity to be a voting interest entity and its equity interest is 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 (losses) from equity method investments" in the Company's consolidated statements of operations. Equity investments are included in "Equity investments in Ground Leases" on the Company's consolidated balance sheets.

The Company periodically reviews equity method investments for impairment in value whenever events or changes in circumstances indicate that the carrying amount of such investments may not be recoverable. The Company will record an impairment charge to the extent that the estimated fair value of an investment is less than its carrying value and the Company determines the impairment is other-than-temporary. Impairment charges, if applicable, are recorded in "Earnings (losses) from equity method investments" in the Company's consolidated statements of operations.

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 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 Company determined the carrying values of its cash and cash equivalents; net investment in sales-type leases; Ground Lease receivables; restricted cash; deferred operating lease income receivable; deferred expenses and other assets, net; and accounts payable, accrued expenses, and other liabilities approximated their fair values. The Company determined the fair value of its debt obligations, net as of September 30, 2019 and December 31, 2018 was approximately $705.1 million and $537.8 million, respectively, and falls within Level 3 of the fair value hierarchy.

Restricted Cash— The following table provides a reconciliation of the cash and cash equivalents and restricted cash reported in the Company's consolidated balance sheets that total to the same amount as reported in the Company's consolidated statements of cash flows (in thousands):



	September 30, 2019		December 31, 2018		September 30, 2018		December 31, 2017
Cash and cash equivalents	$	13,539	$	16,418	$	19,248	$	168,214
Restricted cash⁽¹⁾	23,249		8,007		757		1,656
Total cash, cash equivalents and restricted cash reported in the consolidated statements of cash flows	$	36,788	$	24,425	$	20,005	$	169,870

_______________________________________________________________________________


(1)	Restricted cash primarily includes cash balances required to be maintained under certain of the Company's derivative transactions.

Other—The Company is an "emerging growth company" as defined in the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act") and is eligible to take advantage of certain exemptions from various reporting requirements that are applicable to other publicly-traded companies that are not "emerging growth companies," including not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002. The Company has elected to utilize the exemption for auditor attestation requirements.

In addition, the JOBS Act provides that an "emerging growth company" can take advantage of the extended transition period provided in the Securities Act of 1933, as amended, for complying with new or revised accounting standards. In other words, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. However, the Company has chosen to "opt out" of this extended transition period, and as a result, it will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for all public companies that are not emerging growth companies. The Company's decision to opt out of the extended transition period for complying with new or revised accounting standards is irrevocable.

The Company will remain an "emerging growth company" until the earliest to occur of: (i) the last day of the fiscal year during which our total annual revenue equals or exceeds $1.07 billion (subject to adjustment for inflation); (ii) the last day of the fiscal year following the fifth anniversary of the Company's initial public offering; (iii) the date on which the Company has, during the previous three-year period, issued more than $1.0 billion in non-convertible debt; or (iv) the date on which the Company is deemed to be a "large accelerated filer" under the Securities Exchange Act of 1934, as amended.

For the remainder of the Company's significant accounting policies, refer to the Company's 2018 Annual Report.

New Accounting Pronouncements—In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses: Measurement of Credit Losses on Financial Instruments ("ASU 2016-13") which was issued to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments held by a reporting entity. This amendment replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted for interim and annual reporting periods beginning after December 15, 2018. Management is currently evaluating the impact of ASU 2016-13 on the Company’s consolidated financial statements.

In May 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments ("ASU 2019-04") to clarify certain accounting topics from previously issued ASUs, including ASU 2016-13. ASU 2019-04 addresses certain aspects of ASU 2016-13, including

but not limited to, accrued interest receivable, loan recoveries, interest rate projections for variable-rate financial instruments and expected prepayments. ASU 2019-04 provides alternatives that allow entities to measure credit losses on accrued interest separate from credit losses on the principal portion of a loan, clarifies that entities should include expected recoveries in the measurement of credit losses, allows entities to consider future interest rates when measuring credit losses and can elect to adjust effective interest rates used to discount expected cash flows for expected loan prepayments. ASU 2019-04 is effective upon the adoption of ASU 2016-13. Management is currently evaluating the impact of ASU 2019-04 on the Company’s consolidated financial statements.

Real Estate and Real Estate-Related Intangibles (Intangible Asset Future Amortization Expense) (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2019 USD ($)
Real Estate [Abstract]
2019 (remaining three months)	$ 1,668
2020	6,672
2021	6,672
2022	6,672
2023	$ 6,672
Real estate-related intangible assets useful life	80 years

Related Party Transactions (Tables)

9 Months Ended

Sep. 30, 2019

Schedule of Related Party Transactions

A summary of the terms of the management agreement is below:



Manager	SFTY Manager, LLC, a wholly-owned subsidiary of iStar Inc.
Management Fee	Annual fee of 1.0% 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 the quarter for which the fee is being paid; 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)
Management Fee Waiver	No management fee was paid to the Manager during the first year (through June 30, 2018)
Incentive Fee	None
Term	Initial term from January 1, 2019 - June 30, 2022; non-terminable 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, subject to the Company having raised $820 million of total equity since inception

Net Investment In Sales-type Leases and Ground Lease Receivables

9 Months Ended

Sep. 30, 2019

Leases [Abstract]

Net Investment In Sales-type Leases and Ground Lease Receivables

Net Investment in Sales-type Leases and Ground Lease Receivables

On January 1, 2019, the Company adopted ASU 2016-02 and ASU 2018-11. As a result of the adoption of ASU 2016-02, the Company, as lessor, classifies certain Ground Leases entered into or acquired subsequent to December 31, 2018 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 (refer to Note 3). In addition, during the nine months ended September 30, 2019, the Company entered into transactions whereby it acquired land and entered into Ground Leases directly with the seller. The Ground Leases qualified as sales-type leases and, as such, did not qualify for sale leaseback accounting and are accounted for as financing receivables in accordance with ASC 310 and are included in "Ground Lease receivables" on the Company's consolidated balance sheets (refer to Note 3). The Company records interest income from Ground Lease receivables in "Interest income from sales-type leases" in the Company's consolidated statements of operations.

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, 2019 ($ in thousands):



	Net Investment in Sales-type Leases		Ground Lease Receivables		Total
Beginning balance⁽¹⁾	$	—	$	—	$	—
Origination/acquisition⁽²⁾	463,251		73,094		536,345
Accretion (amortization)	2,038		244		2,282
Ending balance	$	465,289	$	73,338	$	538,627

_______________________________________________________________________________


(1)	The Company elected a provision provided by ASU 2018-11 that allowed entities to not recast the comparative periods presented when transitioning to ASC 842 by allowing entities to change their initial application to the beginning of the period of adoption. As a result, the Company did not have any adjustments to its financial statements as of or prior to December 31, 2018.

(2)



	Fixed Bumps with Inflation Adjustments		Fixed Bumps with Percentage Rent		Total
2019 (remaining three months)	$	3,788	$	133	$	3,921
2020	15,875		532		16,407
2021	16,219		532		16,751
2022	16,838		537		17,375
2023	17,098		586		17,684
Thereafter	5,291,255		102,420		5,393,675
Total undiscounted cash flows	5,361,073		104,740		5,465,813
Unguaranteed estimated residual value					463,251
Present value discount					(5,463,775		)
Net investment in sales-type leases as of September 30, 2019					$	465,289

During the three and nine months ended September 30, 2019, the Company recognized interest income from sales-type leases in its consolidated statements of operations as follows ($ in thousands):



Three Months Ended September 30, 2019	Net Investment in Sales-type Leases		Ground Lease Receivables		Total
Cash	$	2,160	$	506	$	2,666
Non-cash	1,122		244		1,366
Total interest income from sales-type leases	$	3,282	$	750	$	4,032



Nine Months Ended September 30, 2019	Net Investment in Sales-type Leases		Ground Lease Receivables		Total
Cash	$	4,046	$	506	$	4,552
Non-cash	2,038		244		2,282
Total interest income from sales-type leases	$	6,084	$	750	$	6,834

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
	Jan. 01, 2019	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Operating lease right-of-use asset		$ 29,935		$ 29,935		$ 0
Purchase deposits		32,497		32,497		1,800
Deferred finance costs, net		1,659		1,659		2,295
Other assets		8,335		8,335		2,416
Leasing costs, net		475		475		481
Interest rate hedge assets		312		312		2,991
Deferred expenses and other assets, net		$ 73,213		$ 73,213		9,983
Related Party Transaction [Line Items]
Lease discount rate		5.50%		5.50%
Accumulated amortization of deferred finance costs		$ 2,900		$ 2,900		1,700
Operating lease income		17,132	$ 11,567	54,844	$ 32,708
Percentage Rent Arrangement
Related Party Transaction [Line Items]
Operating lease income		200		4,100
Accounting Standards Update 2016-02
Related Party Transaction [Line Items]
Below market lease, acquired	$ 24,800
Real estate expense
Related Party Transaction [Line Items]
Operating lease expense recognized		100		300
Other Income
Related Party Transaction [Line Items]
Operating lease expense recognized		100		300
Below-market lease
Related Party Transaction [Line Items]
Annual lease fee		$ 400		$ 400		$ 400