Trinity Place Holdings Inc. (TPHS): Business Model Canvas [Dec-2025 Updated]

You're digging into Trinity Place Holdings Inc. (TPHS) today, and honestly, the story here isn't about bricks and mortar anymore; it's about a sharp pivot, making this a fascinating case study. Forget the old real estate developer hat; TPHS is now fundamentally an intellectual property and tax-asset holding company, primarily focused on monetizing a massive $330.7 million in Federal Net Operating Losses (NOLs) through a strategic sale or merger. This shift means their value proposition hinges on that tax shield and their recognizable consumer brands, like Stanley Blacker®, which they license out. To see exactly how this asset-light structure works-from their key activities in IP enforcement to their unique customer segments-dive into the full Business Model Canvas breakdown below; it defintely shows where the real value is hiding now.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Key Partnerships

You're looking at the core relationships Trinity Place Holdings Inc. (TPHS) relies on to manage its remaining assets and preserve its significant tax assets. These aren't just vendors; they are deeply integrated financial and operational partners, mostly stemming from the major restructuring transactions in early 2025.

Steel Connect, LLC / Steel Partners Holdings L.P. (Lender and Strategic Investor)

Steel Partners Holdings L.P. exerts substantial influence through its affiliates, acting as both a primary lender and a significant shareholder following the February 2025 Steel Partners Transaction. This relationship is central to TPHS's near-term liquidity.

The financing structure is anchored by the Senior Secured Promissory Note issued to Steel Connect, LLC (the Steel Lender). Here are the key figures related to this debt facility:

Note Issuance Date	February 18, 2025
Maximum Borrowing Capacity	$5.0 million
Outstanding Balance (as of June 30, 2025)	Approximately $1.3 million (including accrued interest)
Outstanding Balance (as of September 30, 2025)	Approximately $1.3 million (including accrued interest)
Consideration for Steel Shares Purchase (Feb 5, 2025)	$2.6 million paid to TPHS Lender LLC by Steel IP Investments, LLC

Steel IP Investments, LLC, an affiliate of Steel Partners Holdings L.P., purchased 25,862,245 shares of Common Stock as part of the February 5, 2025, Stock Purchase Agreement. This whole arrangement is designed to provide operational synergies via Steel Partners' corporate services.

Steel Services Ltd. (Provider of Managerial Services via Steel MSA)

To manage the day-to-day needs of the leaner TPHS entity, a new service agreement was established with Steel Services Ltd., another Steel Partners affiliate. This partnership formalizes the provision of essential corporate functions.

• Agreement Effective Date: March 19, 2025.
• Agreement Term: Initially for one year, with automatic renewal for additional one-year terms unless terminated.
• Services Provided: General assistance covering legal, finance & treasury, and internal audit functions.

This arrangement helps keep TPHS's internal operating expense structure low, which is critical given the recent revenue performance.

Brand Licensees for Consumer IP (e.g., Stanley Blacker®, Filene's Basement)

Trinity Place Holdings Inc. retains a portfolio of consumer intellectual property assets, which is now the primary focus for revenue generation, as the real estate assets have largely been moved off-balance sheet. The strategy centers on monetizing these assets through brand licensing.

The IP portfolio includes:

• FilenesBasement.com.
• Rights to the Stanley Blacker® brand.
• Intellectual property for the Running of the Brides® event.
• The slogan An Educated Consumer is Our Best Customer®.

While the strategy is clear, the financial results for the IP monetization efforts are reflected in the overall top-line numbers:

Revenue (Q2 2025)	$0.0 million
Revenue (Year-to-Date, ended June 30, 2025)	$0.2 million
Revenue (Full Year 2024)	$2.23 Million USD

Honestly, the revenue figures show the IP monetization is still ramping up, or perhaps the licensing deals haven't fully materialized into significant recognized income yet.

TPHGreenwich Holdings LLC JV Manager (for Real Estate Asset Oversight)

The real estate assets are held within TPHGreenwich Holdings LLC (TPHGreenwich), structured as a joint venture following the February 14, 2024, recapitalization. This structure separates the assets and liabilities from the main TPHS corporate entity.

The ownership and management split is precise:

• TPHS Equity Interest: 95%.
• JV Manager (Affiliate of the Corporate Credit Facility Lender) Equity Interest: 5%.
• Management Control: The 5% owner/JV Investor manages, controls, and conducts the affairs of TPHGreenwich, subject only to limited major decisions defined in the operating agreement.

TPHS continues to act as the asset manager for the joint venture, earning an annual management fee for overseeing the remaining asset, 77 Greenwich Street (Jolie). You should note that TPHS transferred its 95% holding in TPHGreenwich into a trust for the benefit of its shareholders as of May 20, 2025, though the company retains control over certain aspects.

Specialized Legal and Tax Advisors for NOL Preservation

A key asset for Trinity Place Holdings Inc. is its substantial pool of federal Net Operating Losses (NOLs), which specialized advisors help protect. The company has a provision in its certificate of incorporation specifically intended to preserve these tax benefits.

The NOL profile as of late 2025 is:

Federal NOLs (as of September 30, 2025)	Approximately $330.7 million
Pre-2018 NOLs (Expiring by 2037)	$226.9 million
Post-2018 NOLs (Indefinite Carryforward)	$103.8 million (as of Sept 30, 2025)
Valuation Allowance against Deferred Tax Assets (as of Sept 30, 2025)	$91.5 million

The post-2018 NOLs are subject to the 80% taxable income limitation annually. The existence of the large valuation allowance suggests that external tax expertise is crucial to navigate the realization of these deferred tax assets.

Finance: draft 13-week cash view by Friday.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Key Activities

You're looking at the core actions Trinity Place Holdings Inc. (TPHS) is focused on right now to manage its assets and liabilities. It's a mix of tax strategy, IP management, and unwinding real estate ventures.

Strategic planning for monetizing $330.7 million in Federal NOLs

A major activity is managing the significant federal Net Operating Losses (NOLs) available to reduce future federal taxes. As of September 30, 2025, the total carryforwards were approximately $330.7 million. The strategy involves planning around the expiration dates and limitations on these amounts.

• NOLs generated prior to 2018 totaled $226.9 million; these may expire if not used by 2037.
• NOLs generated in 2018 and later total $103.8 million and can be carried forward indefinitely.
• These indefinite carryforwards are subject to an 80 percent taxable income annual limitation.
• Management has placed a valuation allowance of $91.5 million against the deferred tax assets associated with these NOLs as of September 30, 2025, reflecting the assessment that realization is not more likely than not.

This planning is critical because if assumptions change and the company determines it can realize these benefits, the reversal of the valuation allowance would be recognized as a reduction of income tax expense. The company's certificate of incorporation includes a provision intended to help preserve certain tax benefits primarily associated with these NOLs.

Commercializing and enforcing the consumer intellectual property portfolio

Trinity Place Holdings Inc. continues to control a portfolio of consumer-focused intellectual property assets, a legacy from its predecessor, Syms Corp. Key activities here involve maintaining and enforcing the rights associated with these brands and slogans.

The portfolio includes:

• The rights to the Filene's Basement® trademark and FilenesBasement.com.
• The rights to the Stanley Blacker® brand.
• The intellectual property associated with the Running of the Brides® event.
• The slogan An Educated Consumer is Our Best Customer®.

This is a core asset class that the company retains control over, even after transferring its real estate JV interests into a trust as of May 20, 2025.

Providing asset management services to the TPHGreenwich real estate JV

While the ownership interests in TPHGreenwich Holdings LLC were transferred to a trust for shareholders on May 20, 2025, the company's prior activities involved significant real estate transactions through this joint venture. The key activity here is the management and finalization of asset sales within the JV structure.

Here are the recent major property sales activity figures from the JV:

Property/Date	Gross Sales Price	Underlying Loan Repayment	Approximate Net Sale Cash Proceeds
237 11th (March 14, 2025)	$68.5 million	$60.0 million	$6.0 million
Paramus Property (February 4, 2025)	$15.6 million	$11.7 million	Approximately $2.9 million

The sale of 237 11th on March 14, 2025, resulted in net sale cash proceeds of approximately $6.0 million after loan repayment and closing costs. The company's guarantee of the loan underlying the Paramus Property was retired upon its sale.

Managing corporate overhead and maintaining financial reporting

Trinity Place Holdings Inc. engages in necessary administrative activities, including managing corporate overhead, which is currently structured via a management services agreement (Steel MSA) with Steel Services Ltd., an affiliate of Steel Partners. This agreement, effective March 19, 2025, requires a fixed monthly payment for managerial services, including general assistance with legal matters. The cost for these services is $10,000 monthly.

The company also has ongoing activity related to its legacy pension plan termination, having recognized a non-cash settlement charge of $2.6 million and paid $0.5 million in excise tax on estimated asset reversion during the nine months ended September 30, 2025. During the three months ended September 30, 2025, the company received cash proceeds of approximately $0.9 million for the pension asset reversion.

Servicing the Senior Secured Promissory Note debt

Servicing the debt secured by a pledge of all company assets is a key financial activity. This relates to the Senior Secured Promissory Note issued to Steel Connect, LLC. As of the latest reported date, September 30, 2025, the outstanding balance, which includes accrued interest, was approximately $1.3 million. This is up from the $1.0 million outstanding as of March 24, 2025.

Also, the company engaged in a minor share repurchase activity during the three months ended September 30, 2025, buying back 200,000 shares for a total cash payment of $8.0 thousand, representing a purchase price of $0.04 per share.

Finance: draft 13-week cash view by Friday.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Key Resources

You're looking at the core assets Trinity Place Holdings Inc. (TPHS) relies on to operate and generate future value. These aren't just line items; they are the foundation of the current strategy, so let's lay out the hard numbers you need to see.

Federal Net Operating Loss (NOL) Carryforwards represent a massive potential future tax shield. As of September 30, 2025, TPHS reported federal NOL carryforwards of approximately $330.7 million available to offset future federal taxes. This is a significant asset, though management assesses it's more likely than not that the associated deferred tax assets won't be realized, leading to a valuation allowance of $91.5 million as of that same date. Here's the quick math on the NOL structure:

NOL Component	Amount (Millions USD)	Expiration/Limitation
Pre-2018 NOLs	$226.9 million	May expire if unused by 2037
2018 and Later NOLs	$103.8 million	Carry forward indefinitely (80% taxable income limit)
Total NOLs (September 30, 2025)	$330.7 million	N/A

The Intellectual Property (IP) portfolio is another key resource, a legacy from its predecessor. You defintely need to track the performance of these intangible assets. Trinity Place Holdings Inc. controls a range of consumer-focused IP.

• The online marketplace at FilenesBasement.com.
• Rights to the Stanley Blacker® brand.
• Intellectual property tied to the Running of the Brides® event.
• The slogan An Educated Consumer is Our Best Customer®.

Access to Capital is currently structured around a specific debt instrument. The Senior Secured Promissory Note issued to Steel Connect, LLC (the Steel Lender) allows Trinity Place Holdings Inc. to borrow up to $5.0 million. It's secured by a pledge of all company assets. As of September 30, 2025, approximately $1.3 million, including accrued interest, was outstanding under this Steel Promissory Note.

The structure includes a subsidiary entity for real estate asset management services, though the specific joint venture interests in TPHGreenwich Holdings LLC were transferred into a trust for shareholder benefit as of May 20, 2025. Still, the company operates through the commercial real estate segment, holding properties like 77 Greenwich Street in Lower Manhattan and a multi-family property in Brooklyn.

The company faces a tight spot regarding operational liquidity. For instance, cash on hand as of March 2025 was reported at $0.45 Million USD. This minimal cash position, coupled with a net loss of $296,000 in the third quarter ended September 30, 2025, highlights the reliance on the Steel Promissory Note facility for immediate needs, even with the large NOL asset on the books.

Finance: draft 13-week cash view by Friday.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Value Propositions

You're looking at the core benefits Trinity Place Holdings Inc. (TPHS) offers to potential partners or acquirers, which are heavily weighted toward its historical tax assets and brand portfolio following recent structural changes.

Significant tax shield for a profitable strategic acquirer (NOLs)

The primary financial value proposition centers on the substantial Net Operating Losses (NOLs) carried forward. As of September 30, 2025, TPHS had carryforwards of federal NOLs amounting to approximately $330.7 million available to reduce future federal taxes. This is a significant asset for a profitable entity seeking to lower its tax burden. However, management has assessed that it is more likely than not that the deferred tax assets associated with these NOLs will not be realized, leading to a valuation allowance of $91.5 million as of September 30, 2025. The structure of these NOLs matters for utilization.

NOL Category	Amount (Millions USD)	Expiration/Limitation
Pre-2018 NOLs	$226.9	May expire if unused by 2037
Post-2018 NOLs	$103.8	Carry forward indefinitely subject to 80 percent taxable income annual limitation

Here's the quick math: The indefinite carryforwards offer long-term tax planning flexibility, though the pre-2018 portion requires timely utilization.

Established, recognizable consumer brand intellectual property for licensing

Trinity Place Holdings Inc. controls a portfolio of intellectual property assets rooted in its predecessor, Syms Corp. These assets are positioned for monetization through brand licensing and strategic partnerships. The value proposition here is the established, recognizable nature of the IP.

• Rights to the Stanley Blacker® brand.
• Intellectual property associated with the Running of the Brides® event.
• The online marketplace at FilenesBasement.com.
• The slogan An Educated Consumer is Our Best Customer®.

Simplified corporate structure post-real estate asset transfer

A key strategic action was taken to simplify the corporate structure by removing the direct ownership of the major real estate holding. On May 20, 2025, the Company transferred its joint venture membership interests in TPHGreenwich Holdings LLC into a trust for the benefit of TPHS shareholders. This move effectively took substantially all real estate assets and related liabilities off the primary balance sheet, which was intended to create a structure less complex for a new investor. Prior to this, the real estate was held in a joint venture where TPHS retained a 95% ownership interest, with an affiliate of the corporate credit facility lender holding the remaining 5% interest and acting as manager. The stock price as of September 30, 2025, was $0.05, and the market capitalization was $3.08M.

Specialized asset management continuity for the legacy real estate JV

Despite the transfer of ownership interests in the TPHGreenwich JV, Trinity Place Holdings Inc. maintains an operational role. The joint venture has engaged TPHS to act as the asset manager for the entity. This continuity provides specialized management for the legacy real estate assets, which includes the 77 Greenwich mixed-use project. The value derived from this role is secured by an annual management fee paid to Trinity Place Holdings Inc. for these services.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Customer Relationships

You're looking at the direct, hands-on nature of how Trinity Place Holdings Inc. manages its most critical financial relationships as of late 2025. It's less about mass-market customer service and more about high-stakes financial and governance alignment.

Direct, high-touch relationship with the primary lender/investor (Steel Partners)

The relationship with the primary financial backer, Steel Partners, through its affiliates like Steel Lender and Steel Purchaser, is highly involved, given the security structure and operational oversight. This isn't a passive debt holder situation; it's a governance partnership.

Key financial touchpoints defining this relationship include:

• The Senior Secured Promissory Note allows borrowing up to $5.0 million.
• As of September 30, 2025, approximately $1.3 million, including accrued interest, was outstanding under this note.
• Steel IP Investments purchased 25,862,245 shares of common stock for $2,586,200 on February 5, 2025.
• The note is secured by a pledge of all of Trinity Place Holdings Inc.'s assets.

Furthermore, operational support is formalized through a management services agreement (Steel MSA) started on March 19, 2025, which requires a fixed monthly payment.

Relationship Element	Affiliate Entity	Financial Detail / Term
Management Services Fee	Steel Services Ltd.	$10,000 monthly payment
Promissory Note Outstanding (as of 09/30/2025)	Steel Connect, LLC (Steel Lender)	$1.3 million
Stock Purchase Stake (as of 02/05/2025)	Steel IP Investments, LLC	25,862,245 shares for $2,586,200

Contractual, B2B relationships with brand licensing partners

Trinity Place Holdings Inc.'s B2B customer base centers on entities interested in commercializing its portfolio of consumer-focused intellectual property. The strategy is to monetize these assets through brand licensing agreements.

The core intellectual property assets that form the basis of these contractual relationships include:

• The rights to the Stanley Blacker® brand.
• The FilenesBasement.com e-commerce platform.
• The intellectual property associated with the Running of the Brides® event.
• The slogan An Educated Consumer is Our Best Customer®.

The company's focus is on protection, enforcement, and monetization of these intangible assets.

Formal, fee-based service agreement with the TPHGreenwich JV

The relationship with the TPHGreenwich Joint Venture (JV) has fundamentally shifted from an operational management structure to a direct shareholder benefit mechanism. The formal fee-based service agreement, the Asset Management Agreement, was mutually terminated effective April 4, 2025. The customer relationship aspect is now defined by the transfer of economic rights.

The structure of the JV relationship as of late 2025 is defined by the following transfer:

On May 20, 2025, Trinity Place Holdings Inc. transferred its 95% ownership interest in TPHGreenwich Holdings LLC, including the right to distributions, into a trust for the benefit of the Company's shareholders. The JV Investor, which holds the remaining 5% interest, previously acted as the manager.

Investor relations focused on the NOL and IP value proposition

Investor relations communication heavily emphasizes the value proposition derived from the company's significant tax assets, which are the primary remaining core holding after real estate divestitures. This focus is critical for aligning external stakeholders with the company's asset-light, tax-optimization strategy.

The scale of the Net Operating Loss (NOL) assets as of September 30, 2025, is substantial:

NOL Category	Amount	Key Feature
Total Federal NOL Carryforwards	$330.7 million	Available to reduce future federal taxes
Pre-2018 NOLs	$226.9 million	May expire if unused by 2037
Post-2018 NOLs	$103.8 million	Carries forward indefinitely; 80% taxable income limitation

Despite the potential value, management maintains a cautious stance, reflected in the financial reporting. As of September 30, 2025, the Company has a valuation allowance of $91.5 million against the deferred tax assets associated with these NOLs, indicating management believes it is more likely than not that these benefits will not be fully realized.

For context on the market's view of the equity, the market capitalization was approximately $2.8 million as of June 30, 2025. Finance: review the Q4 2025 cash flow projection against the $10,000 monthly Steel MSA burn rate by next Tuesday.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Channels

You're looking at how Trinity Place Holdings Inc. (TPHS) reaches its stakeholders and potential transaction partners as of late 2025. The channels are heavily weighted toward corporate structure monetization and investor disclosure, given the current financial profile.

Direct negotiation with potential strategic acquirers of the corporate shell

The primary channel for a corporate shell transaction revolves around the value of the Net Operating Losses (NOLs) available to a potential acquirer. As of September 30, 2025, Trinity Place Holdings Inc. had carryforwards of federal net operating losses ("NOLs") of approximately $330.7 million available to reduce future federal taxes.

The structure of this potential value is further detailed by the deferred tax assets associated with these NOLs, against which the Company had a valuation allowance of $91.5 million as of September 30, 2025. The negotiations target parties seeking to utilize these tax attributes.

Key figures related to the corporate shell's value proposition:

• Federal NOLs available: $330.7 million
• Valuation Allowance against deferred tax assets: $91.5 million (as of Sep 30, 2025)
• NOLs expiring by 2037: $226.9 million

IP licensing agents or direct B2B outreach to consumer product companies

The intellectual property assets serve as a secondary channel for potential revenue generation or strategic partnership, though recent financial results suggest this channel is not currently a significant contributor to top-line revenue.

The Company owns and controls a portfolio of intellectual property assets focused on the consumer sector, including:

• FilenesBasement.com
• Rights to the Stanley Blacker® brand
• Intellectual property associated with the Running of the Brides® event
• The slogan An Educated Consumer is Our Best Customer®

The financial performance reflects the current state of monetization efforts. Revenue for the second quarter ended June 30, 2025, was $0.0 million. Year-to-Date 2025 Revenue totaled $0.2 million.

Corporate website and OTC Markets (OTC PINK: TPHS) for shareholder communication

Shareholder communication is managed through the corporate website, tphs.com, and the public trading venue, OTC Markets.

The following data points reflect the public market presence as of late 2025:

Metric	Value	Date/Period
Trading Symbol	OTC PINK: TPHS	Late 2025
Market Capitalization	C$3.46 Million	December 2025
Stock Price	$0.0375	December 3, 2025
Q2 2025 Net Loss per Share	$(0.01)	Ended June 30, 2025

The Investor Relations contact is managed Care of Steel Partners, with a listed phone number of (914) 461-1276.

Management services provided directly through Steel Services Ltd.

The management services channel is formalized through a management services agreement (the Steel MSA) entered into on March 19, 2025, with Steel Services Ltd., an affiliate of Steel Partners. This agreement is for a period of one year with automatic renewal terms.

This arrangement is linked to financing provided by an affiliate of Steel Partners, the Steel Lender, via the Senior Secured Promissory Note (the Steel Promissory Note).

Key financial details related to this channel's structure:

• Total borrowing capacity under the Steel Promissory Note: up to $5.0 million
• Amount outstanding under the Steel Promissory Note (including accrued interest) as of September 30, 2025: approximately $1.3 million

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Customer Segments

You're looking at the customer segments for Trinity Place Holdings Inc. (TPHS) as of late 2025. The structure has shifted significantly, especially with the May 2025 trust transfer of the joint venture interests.

Strategic Corporate Acquirers with Significant Future Taxable Income

This segment is primarily interested in the substantial Net Operating Losses (NOLs) that Trinity Place Holdings Inc. controls, which can offset future tax liabilities for an acquiring entity. The value proposition here is the potential tax shield.

• Federal Net Operating Losses (NOLs) available as of September 30, 2025: approximately $330.7 million.
• NOLs generated prior to 2018: $226.9 million, which may expire if unused by 2037.
• NOLs generated in 2018 and later: $103.8 million, which can be carried forward indefinitely subject to an 80 percent taxable income annual limitation.
• Valuation allowance against deferred tax assets from NOLs as of September 30, 2025: $91.5 million.

Honestly, the existence of the valuation allowance suggests that management assessed it as more likely than not that Trinity Place Holdings Inc. itself would not realize these tax benefits. So, the value proposition is strongest for an external strategic buyer who can utilize them.

Consumer Goods Companies Seeking Established Brand Names for Licensing

This segment targets the intellectual property (IP) assets that Trinity Place Holdings Inc. retained after the real estate asset transfer. These are legacy brands from the predecessor company, Syms Corp.

• Owned IP includes the rights to the Stanley Blacker® brand.
• The Company controls the IP associated with the Running of the Brides® event.
• Trademark rights to the slogan An Educated Consumer is Our Best Customer® are held.
• The online marketplace FilenesBasement.com is controlled.

For context on the company's overall revenue profile, which impacts the perceived value of these assets, revenue for the second quarter ended June 30, 2025, was $0.0 million, down 100% from $0.4 million in the prior year period.

The TPHGreenwich Holdings LLC Joint Venture (as a Client for Asset Management)

This segment represents a former client relationship that has concluded. Trinity Place Holdings Inc. acted as the asset manager for TPHGreenwich Holdings LLC, which held the real estate assets.

Metric	Value/Status as of Late 2025
Ownership Interest Held by TPHS (Prior to May 2025)	95%
Asset Management Agreement Termination Date	April 4, 2025
Real Estate Assets Held by JV (Prior to Sales)	77 Greenwich Street (mixed-use condo/retail/school) and 237 11th Street (multi-family)
Paramus Property Sale (Gross Price)	$15.6 million (Sold February 4, 2025)

The Asset Management Agreement was mutually terminated shortly after the Steel Partners Transaction closed. This relationship is now historical for Trinity Place Holdings Inc.

Existing Shareholders Who Received the TPHGreenwich JV Trust Interest

This group became direct beneficiaries of the economic upside from the real estate joint venture assets, separate from the corporate entity's direct operations, following a specific corporate action.

• Date of transfer of 95% JV ownership interests into a trust for shareholder benefit: May 20, 2025.
• The trust holds the Company's right to distributions under the TPHGreenwich Second Amended and Restated Limited Liability Company Operating Agreement.
• The Company's market capitalization as of September 30, 2025, was approximately $3.08 million.

This structure effectively separated the ongoing, albeit diminished, operating company (focused on IP and NOLs) from the residual value of the real estate development activities. Finance: draft 13-week cash view by Friday.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Cost Structure

You're looking at the cost side of Trinity Place Holdings Inc.'s (TPHS) asset-light intellectual property holding model as of late 2025. The structure is lean, but specific obligations, particularly to Steel Partners affiliates, drive the primary expenses.

General and administrative (G&A) expenses, including Steel MSA fees

General and administrative costs reflect the core overhead of managing the IP portfolio. A significant, recurring G&A component is the management services agreement with Steel Services Ltd. (Steel MSA). This agreement, effective around March 19, 2025, mandates a fixed monthly payment.

For the nine months ended September 30, 2025, the Company recognized a non-cash settlement charge of $2.6 million related to the purchase of annuity contracts for the legacy pension plan termination, plus $0.5 million in excise tax on the estimated reversion of pension plan assets. These are significant, non-recurring G&A charges impacting that period's results. The actual ongoing G&A is much lower.

Here's a breakdown of the known components:

Cost Component	Period/Basis	Amount/Rate
Steel MSA Management Fee	Monthly Rate	$10,000
Legal and Professional Fees	Three Months Ended March 31, 2025	$0.2 million
Employee Compensation and Benefits Expense	Three Months Ended March 31, 2025	$0.5 million
Severance Expense (Included in Employee Comp)	Three Months Ended March 31, 2025	$0.3 million

The Steel MSA fee translates to an approximate cost of $60,000 for the six full months of service through September 30, 2025, assuming the $10,000 monthly rate was consistent from March 19, 2025.

Interest expense on the approximately $1.3 million outstanding Steel Note

The Senior Secured Promissory Note (Steel Promissory Note), issued February 18, 2025, is a key financial obligation. As of September 30, 2025, the outstanding balance, which includes accrued interest, stood at approximately $1.3 million. This note is secured by a pledge of all of Trinity Place Holdings Inc.'s assets.

Interest expense is a direct cost associated with this financing. You definitely saw this reflected in the financials; for instance, interest expense during the three months ended March 31, 2025, was specifically attributed to this Steel Promissory Note.

Legal and professional fees for IP protection and tax compliance

Protecting the intellectual property assets-like the FilenesBasement.com rights and the Stanley Blacker® brand-requires ongoing legal spend. While the $0.2 million in legal and professional expenses reported for the first quarter of 2025 was primarily tied to the Steel Partners Transaction, it sets a baseline for the type of expenditure involved in corporate structuring and compliance. Ongoing IP enforcement and routine tax compliance fees form a necessary, though hopefully smaller, part of the operating cost base.

Minimal operating costs due to the asset-light IP holding model

The shift to an asset-light IP holding structure is evident in the relatively low reported employee-related costs, even when including severance. The $0.5 million in employee compensation and benefits for the first quarter of 2025, which included $0.3 million in severance, suggests a small, core team is running the operations.

The cost structure is characterized by:

• Fixed service fees via the Steel MSA.
• Debt servicing costs on the $1.3 million Steel Note balance.
• Variable legal/professional costs for IP defense.
• Low, fixed personnel costs supporting the IP monetization strategy.

To be fair, the pension-related non-cash charges of $2.6 million and excise tax of $0.5 million for Q1 2025 heavily skewed that period's expenses, but they aren't part of the recurring operational cost structure you're mapping here.

Finance: draft 13-week cash view by Friday.

Trinity Place Holdings Inc. (TPHS) - Canvas Business Model: Revenue Streams

You're looking at the revenue profile for Trinity Place Holdings Inc. (TPHS) as of late 2025, and honestly, the numbers tell a very specific story right now. The core revenue generation from operations has been minimal, shifting the focus to asset realization and the value held in the corporate structure itself.

Minimal revenue, with Q2 2025 revenue being $0.0 million. For the second quarter ended June 30, 2025, Trinity Place Holdings Inc. reported revenue of $0.0 million, which represents a 100% decrease compared to the $0.4 million reported in the second quarter of 2024. Looking at the year-to-date performance for 2025, revenue totaled $0.2 million, a 91% drop from the $2.7 million recorded in the same nine-month period of the prior year. The Trailing Twelve Months (TTM) revenue, as reported through September 30, 2025, stood at $654.00K.

IP licensing and royalty fees from consumer brands. Trinity Place Holdings Inc. controls a portfolio of intellectual property assets, a legacy from its predecessor, Syms Corp.. While these assets represent a potential stream, specific 2025 royalty revenue is not detailed in the latest reports, but the assets themselves include:

• The rights to the Filene's Basement® trademark.
• The Stanley Blacker® brand rights.
• Intellectual property associated with the Running of the Brides® event.
• The slogan An Educated Consumer is Our Best Customer®.

Asset management fees from the TPHGreenwich real estate joint venture. Historically, the Company was engaged to act as asset manager for the TPHGreenwich joint venture for an annual management fee. However, in connection with the Steel Partners Transaction, the Asset Management Agreement was mutually terminated, effective 45 days following the closing, or April 4, 2025. Furthermore, as of May 20, 2025, the Company's ownership interests in TPHGreenwich were transferred into a trust for the benefit of shareholders.

Potential future capital gain from the sale of the NOL-rich corporate entity. The corporate entity retains significant federal Net Operating Losses (NOLs) that can offset future taxable income, though management currently places a valuation allowance against realizing these benefits. The potential for a capital gain would materialize if the company were to sell the NOL-rich entity, assuming a buyer values those tax assets highly.

Here's a quick look at the key financial figures related to the corporate entity and recent asset activity as of late 2025:

Financial Metric/Asset Event	Amount	Date/Period
Federal Net Operating Losses (NOLs) Carryforwards	$330.7 million	September 30, 2025
Pre-2018 Federal NOLs (Expiring by 2037)	$226.9 million	September 30, 2025
Post-2018 Federal NOLs (Indefinite Carryforward)	$103.8 million	September 30, 2025
Valuation Allowance on Deferred Tax Assets (NOLs)	$91.5 million	September 30, 2025
Gross Sales Price - 237 11th Street Sale	$68.5 million	March 2025
Net Sale Cash Proceeds - 237 11th Street Sale	Approximately $6.0 million	March 2025
Gross Sales Price - Paramus Property Sale	$15.6 million	February 4, 2025

The structure now separates the operating real estate (held in the JV, with economic interests in a trust) from the corporate shell holding the NOLs and IP. Finance: confirm the exact date the TPHGreenwich asset management fee structure officially ceased generating revenue for the parent entity.