UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 03, 2022
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices)
Registrant’s telephone number, including area code: (281) 719-6100
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading Symbol(s) | Name of each exchange on which registered: | |||||||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On August 3, 2022, The Howard Hughes Corporation (the “Company”) issued a press release announcing the Company’s financial results for the second quarter ended June 30, 2022. A copy of this press release is attached hereto as Exhibit 99.1.
The information contained in this Current Report on Form 8-K pursuant to this “Item 2.02 Results of Operations and Financial Condition” is being furnished. This information shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section or shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, unless specifically identified therein as being incorporated by reference.
Item 7.01 Regulation FD Disclosure.
On August 3, 2022, the Company issued supplemental information for the second quarter ended June 30, 2022. The supplemental information contains key information about the Company. The supplemental information is attached hereto as Exhibit 99.2 and has been posted on our website at www.howardhughes.com under the “Investors” tab.
The information contained in this Current Report on Form 8-K pursuant to this “Item 7.01 Regulation FD Disclosure” is being furnished. This information shall not be deemed to be filed for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section or shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, unless specifically identified therein as being incorporated by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 99.2 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE HOWARD HUGHES CORPORATION | |||||||||||
| By: | /s/ Peter F. Riley | ||||||||||
| Peter F. Riley | |||||||||||
| Senior Executive Vice President, Secretary and General Counsel | |||||||||||
Date: August 3, 2022
Exhibit 99.1
The Howard Hughes Corporation® Reports Second Quarter 2022 Results
HHC reports strong financial results despite macroeconomic headwinds, driven by robust land sales, increased Operating Asset NOI, and continued momentum in condo sales
HOUSTON, August 3, 2022 – The Howard Hughes Corporation® (NYSE: HHC) (the “Company,” “HHC” or “we”) today announced operating results for the second quarter ended June 30, 2022. The financial statements, exhibits and reconciliations of non-GAAP measures in the attached Appendix and the Supplemental Information at Exhibit 99.2 provide further detail of these results.
Second Quarter 2022 Highlights Include:
–Second quarter net income of $21.6 million, or $0.42 per diluted share, compared to net income of $4.8 million, or $0.09 per diluted share, in the prior-year period.
–Total Operating Assets net operating income (NOI) totaled $66.3 million in the quarter, a 14.6% increase over the prior-year period. The strong performance of our Operating Asset portfolio was attributable to the strong rent growth and leasing momentum of our latest multi-family assets, with quarterly NOI from this property type rising 59.8% year-over-year, as well as continued improvements in office assets and strong attendance at the Las Vegas Ballpark®.
–Master Planned Community (MPC) earnings before taxes (EBT) totaled $71.3 million in the quarter—a 2.1% increase over the prior-year quarter—with land price appreciation and higher builder price participation revenue, signifying that housing demand remains outsized relative to supply in Las Vegas and Houston. Excluding equity earnings from The Summit, MPC EBT was up $23.3 million or 45.6%.
–Subsequent to quarter end, HHC reached an agreement with Discovery Land to expand our joint venture at The Summit to capture the heightened demand of those seeking an ultra-luxury residence in Summerlin®.
–Closed on 20 condo units in the quarter, 19 of which closed at ‘A‘ali‘i®—the latest completed tower at Ward Village®—generating $17.4 million in condo sales revenue. ‘A‘ali‘i ended the quarter 94.7% sold. Pre-sales at our two towers under construction were strong with Kō‘ula now 96.3% pre-sold and Victoria Place fully sold out.
–The Seaport in New York City had one of its best quarters in its history, generating $27.1 million of revenue. The quarter’s results benefited from several concerts and private events on The Rooftop at Pier 17®, driving up foot traffic and increasing revenues at our managed restaurants.
–Sold The Outlet Collection at Riverwalk®—an approximately 264,000-square-foot retail outlet center in New Orleans—for $34 million, generating net proceeds of $8.2 million. This transaction marked the disposition of the Company’s last remaining non-core asset located outside of its core regions.
–JDM Partners exercised its first option on Douglas Ranch, repurchasing a 9.24% ownership interest for $50 million. HHC also received a $10 million non-refundable deposit to secure a second option to reacquire up to an additional 40.76% stake in Douglas Ranch, which expires on August 18, 2022.
–Repurchased 2,164,400 shares of common stock funded with $192.3 million of cash on hand at an average price of $88.83 per share. Subsequent to quarter end, HHC repurchased an additional 368,806 shares of common stock for $25.4 million at an average price of $68.98 per share.
“In a quarter that has been headlined by an economic downturn, rising inflation, and recessionary concerns, we performed exceptionally well,” commented David R. O’Reilly, Chief Executive Officer of The Howard Hughes Corporation. “The strength of HHC’s unique business model and our continued commitment to developing exceptional communities where people want to live, work, and play continued to drive strong results across all of our operating segments.
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“In our MPCs, our Houston and Las Vegas communities continued to outperform with strong land sales fueled by substantial increases in price per acre of land sold. Our Operating Assets segment delivered sizeable NOI growth, driven by continued outpeformance of our multi-family portfolio, improvements in office, and a successful start to the baseball season at the Las Vegas Ballpark, where league-leading attendance added to our strong results. Condo sales at Ward Village remained elevated, with limited remaining unit inventory at our towers under construction and in pre-sales. Finally, at the Seaport, we had a tremendous quarter with a significant increase in visitors for our summer concert series, a complete takeover of The Rooftop at Pier 17 for Ape Fest, and numerous other private events, quickly solidifying the Seaport as a top entertainment and dining venue in New York City. Looking forward, we expect the strong momentum across our segments to continue into the second half of the year.
“As we anticipated—due to rising mortgage rates, inflation, and the surge in sales during 2020 and 2021—the second quarter’s new home sales reflected a year-over-year decline, with Summerlin and our Houston MPCs showing a 37% decrease from the previous year. However, home sales remained solid relative to the levels seen prior to the pandemic-driven sales surge. Overall, demand for land in our core markets of Houston, Las Vegas, and Phoenix remains favorable, as lot inventories in these markets are at all-time lows, and homebuilders continue to replenish their available acreage to meet current demand. The continued demand for HHC's land during different market conditions is a testament to the strength of our MPC assets, continued migration trends, and our communities’ market-leading quality of life and cost of living. As a result, we expect to see continued strong demand for land sales in our MPCs for the duration of the year.
“With our shares trading significantly below the underlying net asset value of the Company, we continued to buy back shares throughout the quarter, affirming our commitment to unlocking shareholder value. In total, we repurchased nearly 2.2 million shares at an average price of $88.83 per share for approximately $192.3 million. Subsequent to the end of the second quarter, we repurchased approximately 369,000 additional shares at an average price of $68.98 per share for approximately $25.4 million. This brings total share repurchases under our current $250 million authorization to approximately $235 million.”
Second Quarter 2022 Highlights
Total Company
–Net income increased to $21.6 million or $0.42 per diluted share in the quarter, compared to net income of $4.8 million or $0.09 per diluted share in the prior-year period due to strong land sales, increased Operating Asset NOI, and reduced losses at the Seaport.
–This positive year-over-year performance included Operating Asset NOI of $66.3 million, an $8.5 million increase, and MPC EBT of $71.3 million, a $1.4 million increase. Excluding equity earnings from The Summit, MPC EBT increased $23.3 million.
–Ended the second quarter with $572.8 million of cash on the balance sheet and total debt of $4.8 billion, with 79% of the balance maturing in 2026 or later.
Operating Assets
–Total Operating Assets NOI totaled $66.3 million in the quarter, a 14.6% increase compared to $57.9 million in the prior-year period. This is an impressive year-over-year performance, especially considering the $3.8 million of NOI delivered in the second quarter of 2021 by assets that have since been sold including The Outlet Collection at Riverwalk and HHC’s former hospitality portfolio.
–Multi-family NOI increased 59.8% to $11.8 million compared to the second quarter of 2021 due to continued rent growth across the portfolio and strength in the lease-up of our latest multi-family developments that are all at or near full occupancy.
–Office NOI increased 12.9% to $29.7 million compared to the prior-year period largely due to improved leasing activity at our class-A properties, particularly in The Woodlands® and Downtown Columbia®, as companies recover from the pandemic and employees return to work. During the second quarter, the Company signed an 80,000 square-foot lease with CareFirst at 6100 Merriweather in Downtown Columbia, bringing this asset to 93.5% leased.
–The Las Vegas Ballpark generated $5.4 million of NOI during the quarter compared to $3.1 million in the prior year period driven by strong fan attendance for the Las Vegas Aviators®, HHC’s Triple-A minor league baseball team. This is in comparison to the second quarter of 2021 where the first several games of the season were limited to 50% seating capacity to comply with local COVID restrictions.
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MPC
–MPC EBT totaled $71.3 million in the quarter, a 2.1% increase compared to $69.8 million in the prior-year period.
–MPC land sales revenue of $85.0 million was 45.7% higher compared to the prior-year period. This increase was primarily driven by increased land sales in Bridgeland® which contributed to a 18.7% increase in residential acres sold across our communities. The price per acre of land sold also increased to approximately $753,000 per acre during the quarter which compares to approximately $603,000 per acre in the prior-year period.
–Builder price participation revenue rose to $18.5 million during the quarter—an increase of 62.2% from the prior-year period as home prices in our communities continue to escalate.
–Equity earnings at The Summit decreased $21.9 million year-over-year due to no unit closings in the second quarter compared to 16 in the same period last year as this private Summerlin community moves closer to selling out its remaining inventory.
–With limited remaining lots and condos to sell at The Summit, we reached an agreement with Discovery Land subsequent to quarter end to expand this community with a second phase of development which is expected to drive tremendous cash proceeds to HHC over the life of the project. The Company contributed an additional 54 acres which will be used to develop 27 custom home sites.
–A total of 435 new homes were sold in HHC’s MPCs during the quarter, a 36.7% decline compared to the prior-year period as home sales in the second quarter of 2021 surged with the economy emerging from the pandemic and historically low mortgage interest rates. Sequentially, new home sales declined 28.0% compared to 604 new homes sold during the first quarter of 2022.
Strategic Developments
–We sold 20 condominium units at Ward Village during the second quarter, including 19 units at ‘A‘ali‘i, generating $17.4 million in net revenue, and one unit at Waiea®, generating $4.0 million in net revenue. As of the end of the second quarter, ‘A‘ali‘i was 94.7% sold and Waiea was 99.4% sold with just one unit remaining.
–Contracted to sell 28 units at our two towers under construction. Kō'ula—which is expected to deliver in the third quarter—ended the quarter 96.3% pre-sold. Victoria Place—which is expected to be completed in 2024—is now sold out.
–The Park Ward Village contracted 11 units during the second quarter and is now 90.6% pre-sold with construction expected to begin in the second half of 2022.
–Contracted on 627 units at Ulana—Ward Village’s ninth condo tower—which will be fully dedicated to workforce housing and ended the quarter 90.1% pre-sold.
–Commenced construction on our first single-family build-to-rent project, Wingspan, in Bridgeland. This project, which will include 263 homes, is expected to start welcoming its first residents in late 2023.
Seaport
–The Seaport generated negative NOI of $3.7 million in the quarter, a $0.7 million improvement compared to a $4.4 million loss in the prior-year period.
–Seaport revenue of $27.1 million rose 165.5% compared to revenue of $10.2 million during the second quarter of 2021 driven by the start of the summer concert series on The Rooftop at Pier 17, including a takeover of Pier 17 for Ape Fest, and increased demand at our managed restaurants.
–Construction at the Tin Building by Jean-Georges is substantially complete. Hiring and training of new employees has been challenging due to labor shortages, but onboarding is progressing and the Company expects the grand opening to be held in the third quarter.
–Began site preparation work at 250 Water Street during the second quarter of 2022 following the approval by the City of New York in December 2021 for the transformation of this one-acre parking lot into a mixed-use multi-family and office development.
–Leading fashion designer Alexander Wang selected the Seaport for its new global headquarters and showroom in New York City, signing a 15-year lease for approximately 46,000 square feet, inclusive of 5,000 square feet of outdoor space, at the Fulton Market Building. The lease brings the building to 100% leased.
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Financing Activity
–In April 2022, the Company closed on a $19.5 million financing of 20/25 Waterway Avenue, replacing the existing loan, with $4.2 million withheld until the release of upcoming tenant expirations. The loan matures in April 2026 with a one-year extension option and bears interest at SOFR plus 2.50% and is interest-only for the first three years with 25-year amortization thereafter.
–In May 2022, the Company closed on a $51.0 million interest-only refinancing of Millennium Waterway Apartments. The loan bears interest at 3.94% with maturity in June 2032.
–In May 2022, the Company closed on a $105.0 million interest-only refinancing of Two Lakes Edge. The loan bears interest at 4.39% with maturity in June 2032.
–In June 2022, the Company closed on a $37.5 million interest-only refinancing of The Lane at Waterway. The loan bears interest at 4.85% with maturity in July 2032.
Full-Year 2022 Guidance
–Full-year 2022 guidance remains unchanged from the prior reporting period.
–Operating Asset NOI is projected to experience strong leasing activity at our latest multi-family developments, offset by no hospitality NOI in 2022 as a result of the sale of our hotel portfolio, as well as reduced non-recurring COVID-related rent recoveries related to certain retail tenants during 2021. We expect 2022 Operating Asset NOI to decline 0% to 2% year-over-year.
–MPC EBT range is projected to remain higher compared to the earnings we generated on average over 2017 to 2020. In 2021, we experienced outsized land sales, largely due to the closing of a 216-acre superpad in Summerlin. Superpad sales of this size do not occur every year, which is reflective of the projected EBT decline in 2022. We expect 2022 MPC EBT to decline 25% to 30% year-over-year.
–Condo sales are projected to range between $650 million to $700 million, with gross margins between 26.5% to 27.5%. Projected condo sales are driven by the anticipated closing of units at Kō‘ula during the third quarter of 2022 and additional closings at ‘A‘ali‘i.
–Cash G&A is projected to range between $75 million to $80 million, which excludes anticipated non-cash stock compensation of $10 million to $15 million.
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Conference Call & Webcast Information
The Howard Hughes Corporation will host its investor conference call on Thursday, August 4, 2022, at 9:00 a.m. Central Daylight Time (10:00 a.m. Eastern Daylight Time) to discuss second quarter 2022 results. To participate, please dial 1-877-883-0383 within the U.S., 1-866-605-3850 within Canada, or 1-412-902-6506 when dialing internationally. All participants should dial in at least five minutes prior to the scheduled start time, using 5181383 as the passcode. A live audio webcast and Quarterly Spotlight will also be available on the Company's website (www.howardhughes.com). In addition to dial-in options, institutional and retail shareholders can participate by going to app.saytechnologies.com/howardhughes. Shareholders can email hello@saytechnologies.com for any support inquiries.
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We are primarily focused on creating shareholder value by increasing our per-share net asset value. Often, the nature of our business results in short-term volatility in our net income due to the timing of MPC land sales, recognition of condominium revenue and operating business pre-opening expenses, and, as such, we believe the following metrics summarized below are most useful in tracking our progress towards net asset value creation.
| Six Months Ended June 30, | Three Months Ended June 30, | ||||||||||||||||||||||||||||||||||||||||
| $ in thousands | 2022 | 2021 | $ Change | % Change | 2022 | 2021 | $ Change | % Change | |||||||||||||||||||||||||||||||||
Operating Assets NOI (1) | |||||||||||||||||||||||||||||||||||||||||
| Office | $ | 54,798 | $ | 52,115 | $ | 2,683 | 5 | % | $ | 29,680 | $ | 26,283 | $ | 3,397 | 13 | % | |||||||||||||||||||||||||
| Retail | 27,957 | 25,312 | 2,645 | 10 | % | 14,932 | 13,762 | 1,170 | 9 | % | |||||||||||||||||||||||||||||||
| Multi-family | 22,985 | 13,145 | 9,840 | 75 | % | 11,843 | 7,410 | 4,433 | 60 | % | |||||||||||||||||||||||||||||||
| Other | 8,107 | 5,791 | 2,316 | 40 | % | 7,318 | 4,975 | 2,343 | 47 | % | |||||||||||||||||||||||||||||||
| Dispositions | 628 | 3,964 | (3,336) | (84) | % | 188 | 3,758 | (3,570) | (95) | % | |||||||||||||||||||||||||||||||
| Operating Assets NOI | 114,475 | 100,327 | 14,148 | 14 | % | 63,961 | 56,188 | 7,773 | 14 | % | |||||||||||||||||||||||||||||||
| Company's share NOI (a) | 9,140 | 5,830 | 3,310 | 57 | % | 2,386 | 1,690 | 696 | 41 | % | |||||||||||||||||||||||||||||||
| Total Operating Assets NOI | $ | 123,615 | $ | 106,157 | $ | 17,458 | 16 | % | $ | 66,347 | $ | 57,878 | $ | 8,469 | 15 | % | |||||||||||||||||||||||||
| Projected stabilized NOI Operating Assets ($ in millions) | $ | 356.5 | $ | 395.2 | $ | (38.7) | (10) | % | |||||||||||||||||||||||||||||||||
| MPC | |||||||||||||||||||||||||||||||||||||||||
| Acres Sold - Residential | 156 | 148 | 8 | 5 | % | 112 | 94 | 18 | 19 | % | |||||||||||||||||||||||||||||||
| Acres Sold - Commercial | 34 | 26 | 8 | 32 | % | 8 | 8 | — | — | % | |||||||||||||||||||||||||||||||
| Price Per Acre - Residential | $ | 698 | $ | 618 | $ | 80 | 13 | % | $ | 753 | $ | 603 | $ | 150 | 25 | % | |||||||||||||||||||||||||
| Price Per Acre - Commercial | $ | 871 | $ | 288 | $ | 583 | 203 | % | $ | 175 | $ | 651 | $ | (477) | (73) | % | |||||||||||||||||||||||||
MPC EBT (1) | $ | 130,944 | $ | 133,186 | $ | (2,242) | (2) | % | $ | 71,266 | $ | 69,831 | $ | 1,435 | 2 | % | |||||||||||||||||||||||||
Seaport NOI (1) | |||||||||||||||||||||||||||||||||||||||||
| Landlord Operations - Historic District & Pier 17 | $ | (5,925) | $ | (7,074) | $ | 1,149 | 16 | % | $ | (3,070) | $ | (3,834) | $ | 764 | 20 | % | |||||||||||||||||||||||||
| Multi-family | 74 | 136 | (62) | (46) | % | 206 | 44 | 162 | NM | ||||||||||||||||||||||||||||||||
| Managed Businesses - Historic District & Pier 17 | (861) | (916) | 55 | 6 | % | 1,769 | (256) | 2,025 | NM | ||||||||||||||||||||||||||||||||
| Events, Sponsorships & Catering Business | 286 | (665) | 951 | 143 | % | 411 | (229) | 640 | NM | ||||||||||||||||||||||||||||||||
| Seaport NOI | (6,426) | (8,519) | 2,093 | 25 | % | (684) | (4,275) | 3,591 | 84 | % | |||||||||||||||||||||||||||||||
| Company's share NOI (a) | (5,597) | (282) | (5,315) | NM | (3,022) | (147) | (2,875) | NM | |||||||||||||||||||||||||||||||||
| Total Seaport NOI | $ | (12,023) | $ | (8,801) | $ | (3,222) | (37) | % | $ | (3,706) | $ | (4,422) | $ | 716 | 16 | % | |||||||||||||||||||||||||
| Strategic Developments | |||||||||||||||||||||||||||||||||||||||||
| Condominium units contracted to sell (b) | 80 | 91 | (11) | (12) | % | 43 | 45 | (2) | (4) | % | |||||||||||||||||||||||||||||||
(a)Includes Company’s share of NOI from non-consolidated assets
(b)Includes units at our buildings that are open or under construction as of June 30, 2022
NM - Not Meaningful
Financial Data
(1)See the accompanying appendix for a reconciliation of GAAP to non-GAAP financial measures and a statement indicating why management believes the non-GAAP financial measure provides useful information for investors.
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About The Howard Hughes Corporation®
The Howard Hughes Corporation owns, manages and develops commercial, residential and mixed-use real estate throughout the U.S. Its award-winning assets include the country’s preeminent portfolio of master planned communities, as well as operating properties and development opportunities including: the Seaport in New York City; Downtown Columbia®, Maryland; The Woodlands®, The Woodlands Hills®, and Bridgeland® in the Greater Houston, Texas area; Summerlin®, Las Vegas; Ward Village® in Honolulu, Hawai‘i; and Douglas Ranch in Phoenix. The Howard Hughes Corporation’s portfolio is strategically positioned to meet and accelerate development based on market demand, resulting in one of the strongest real estate platforms in the country. Dedicated to innovative place making, the Company is recognized for its ongoing commitment to design excellence and to the cultural life of its communities. The Howard Hughes Corporation is traded on the New York Stock Exchange as HHC. For additional information visit www.howardhughes.com.
The Howard Hughes Corporation has partnered with Say, the fintech startup reimagining shareholder communications, to allow investors to submit and upvote questions they would like to see addressed on the Company’s second quarter earnings call. Say verifies all shareholder positions and provides permission to participate on the August 4, 2022 call, during which the Company’s leadership will be answering top questions. Utilizing the Say platform, The Howard Hughes Corporation elevates its capabilities for responding to Company shareholders, making its investor relations Q&A more transparent and engaging.
Safe Harbor Statement
Certain statements contained in this press release may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. All statements other than statements of historical facts, including, among others, statements regarding the Company’s future financial position, results or performance, are forward-looking statements. Those statements include statements regarding the intent, belief, or current expectations of the Company, members of its management team, as well as the assumptions on which such statements are based, and generally are identified by the use of words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “likely,” “may,” “plan,” “project,” “realize,” “should,” “transform,” “will,” “would,” and other statements of similar expression. Forward-looking statements are not a guaranty of future performance and involve risks and uncertainties that actual results may differ materially from those contemplated by such forward-looking statements. Many of these factors are beyond the Company’s abilities to control or predict. Some of the risks, uncertainties and other important factors that may affect future results or cause actual results to differ materially from those expressed or implied by forward-looking statements include: (i) the impact of the COVID-19 pandemic on the Company’s business, tenants and the economy in general, including the measures taken by governmental authorities to address it; (ii) general adverse economic and local real estate conditions; (iii) potential changes in the financial markets and interest rates; (iv) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or a general downturn in their business; (v) financing risks, such as the inability to obtain equity, debt or other sources of financing or refinancing on favorable terms, if at all; (vi) ability to compete effectively, including the potential impact of heightened competition for tenants and potential decreases in occupancy at our properties; (vii) ability to successfully dispose of non-core assets on favorable terms, if at all; (viii) ability to successfully identify, acquire, develop and/or manage properties on favorable terms and in accordance with applicable zoning and permitting laws; (ix) changes in governmental laws and regulations; (x) increases in operating costs, including construction cost increases as the result of trade disputes and tariffs on goods imported in the United States; (xi) lack of control over certain of the Company’s properties due to the joint ownership of such property; (xii) impairment charges; (xiii) the effects of geopolitical instability and risks such as terrorist attacks and trade wars; (xiv) the effects of natural disasters, including floods, droughts, wind, tornadoes and hurricanes; (xv) the inherent risks related to disruption of information technology networks and related systems, including cyber security attacks; and (xvi) the ability to attract and retain key employees. The Company refers you to the section entitled “Risk Factors” contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2021. Additional information concerning factors that could cause actual results to differ materially from those forward-looking statements is contained from time to time in the Company's filings with the Securities and Exchange Commission. Copies of each filing may be obtained from the Company or the Securities and Exchange Commission. The risks included here are not exhaustive and undue reliance should not be placed on any forward-looking statements, which are based on current expectations. All written and oral forward-looking statements attributable to the Company, its management, or persons acting on their behalf are qualified in their entirety by these cautionary statements. Further, forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to
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update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time unless otherwise required by law.
Financial Presentation
As discussed throughout this release, we use certain non-GAAP performance measures, in addition to the required GAAP presentations, as we believe these measures improve the understanding of our operational results and make comparisons of operating results among peer companies more meaningful. We continually evaluate the usefulness, relevance, limitations and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the public, and thus such reported measures could change. A non-GAAP financial measure used throughout this release is net operating income (NOI). We provide a more detailed discussion about this non-GAAP measure in our reconciliation of non-GAAP measures provided in the appendix in this earnings release.
Media Contact
The Howard Hughes Corporation
Cristina Carlson, 646-822-6910
Senior Vice President, Head of Corporate Communications
cristina.carlson@howardhughes.com
Investor Relations Contact
The Howard Hughes Corporation
Eric Holcomb, 281-475-2144
Senior Vice President, Investor Relations
eric.holcomb@howardhughes.com
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THE HOWARD HUGHES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
| Six Months Ended June 30, | Three Months Ended June 30, | ||||||||||||||||||||||
| thousands except per share amounts | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| REVENUES | |||||||||||||||||||||||
| Condominium rights and unit sales | $ | 41,036 | $ | 50,028 | $ | 21,420 | $ | 12,861 | |||||||||||||||
| Master Planned Communities land sales | 146,447 | 95,819 | 84,979 | 58,342 | |||||||||||||||||||
| Rental revenue | 199,164 | 174,375 | 104,055 | 88,476 | |||||||||||||||||||
| Other land, rental and property revenues | 67,320 | 64,632 | 47,783 | 41,389 | |||||||||||||||||||
| Builder price participation | 32,967 | 18,183 | 18,471 | 11,389 | |||||||||||||||||||
| Total revenues | 486,934 | 403,037 | 276,708 | 212,457 | |||||||||||||||||||
| EXPENSES | |||||||||||||||||||||||
| Condominium rights and unit cost of sales | 33,726 | 68,403 | 19,546 | 13,435 | |||||||||||||||||||
| Master Planned Communities cost of sales | 55,949 | 40,509 | 31,263 | 24,858 | |||||||||||||||||||
| Operating costs | 151,674 | 129,841 | 86,119 | 71,243 | |||||||||||||||||||
| Rental property real estate taxes | 28,196 | 27,707 | 13,014 | 13,716 | |||||||||||||||||||
| Provision for (recovery of) doubtful accounts | 2,132 | (2,098) | 1,288 | (1,520) | |||||||||||||||||||
| General and administrative | 41,403 | 42,100 | 15,512 | 20,334 | |||||||||||||||||||
| Depreciation and amortization | 97,569 | 99,096 | 48,976 | 49,788 | |||||||||||||||||||
| Other | 5,083 | 4,190 | 2,674 | 2,546 | |||||||||||||||||||
| Total expenses | 415,732 | 409,748 | 218,392 | 194,400 | |||||||||||||||||||
| OTHER | |||||||||||||||||||||||
| Provision for impairment | — | (13,068) | — | (13,068) | |||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 4,009 | 21,333 | 4,018 | 21,333 | |||||||||||||||||||
| Other income (loss), net | 493 | (10,971) | 714 | (663) | |||||||||||||||||||
| Total other | 4,502 | (2,706) | 4,732 | 7,602 | |||||||||||||||||||
| Operating income (loss) | 75,704 | (9,417) | 63,048 | 25,659 | |||||||||||||||||||
| Interest income | 278 | 72 | 254 | 31 | |||||||||||||||||||
| Interest expense | (55,590) | (65,649) | (28,152) | (31,439) | |||||||||||||||||||
| Gain (loss) on extinguishment of debt | (645) | (35,966) | (363) | (51) | |||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 11,820 | 23,663 | (6,092) | 7,867 | |||||||||||||||||||
| Income (loss) before income taxes | 31,567 | (87,297) | 28,695 | 2,067 | |||||||||||||||||||
| Income tax expense (benefit) | 7,964 | (22,755) | 7,263 | (1,550) | |||||||||||||||||||
| Net income (loss) | 23,603 | (64,542) | 21,432 | 3,617 | |||||||||||||||||||
| Net (income) loss attributable to noncontrolling interests | 83 | 2,789 | 132 | 1,224 | |||||||||||||||||||
| Net income (loss) attributable to common stockholders | $ | 23,686 | $ | (61,753) | $ | 21,564 | $ | 4,841 | |||||||||||||||
| Basic income (loss) per share | $ | 0.46 | $ | (1.11) | $ | 0.42 | $ | 0.09 | |||||||||||||||
| Diluted income (loss) per share | $ | 0.46 | $ | (1.11) | $ | 0.42 | $ | 0.09 | |||||||||||||||
9
THE HOWARD HUGHES CORPORATION
CONSOLIDATED BALANCE SHEETS
UNAUDITED
| thousands except par values and share amounts | June 30, 2022 | December 31, 2021 | |||||||||
| ASSETS | |||||||||||
| Investment in real estate: | |||||||||||
| Master Planned Communities assets | $ | 2,383,096 | $ | 2,282,768 | |||||||
| Buildings and equipment | 3,939,573 | 3,962,441 | |||||||||
| Less: accumulated depreciation | (800,872) | (743,311) | |||||||||
| Land | 306,948 | 322,439 | |||||||||
| Developments | 1,520,856 | 1,208,907 | |||||||||
| Net property and equipment | 7,349,601 | 7,033,244 | |||||||||
| Investment in real estate and other affiliates | 240,616 | 369,949 | |||||||||
| Net investment in real estate | 7,590,217 | 7,403,193 | |||||||||
| Net investment in lease receivable | 2,840 | 2,913 | |||||||||
| Cash and cash equivalents | 572,774 | 843,212 | |||||||||
| Restricted cash | 349,850 | 373,425 | |||||||||
| Accounts receivable, net | 96,219 | 86,388 | |||||||||
| Municipal Utility District receivables, net | 437,378 | 387,199 | |||||||||
| Notes receivable, net | 5,729 | 7,561 | |||||||||
| Deferred expenses, net | 127,113 | 119,825 | |||||||||
| Operating lease right-of-use assets, net | 46,830 | 57,022 | |||||||||
| Prepaid expenses and other assets, net | 279,130 | 300,956 | |||||||||
| Total assets | $ | 9,508,080 | $ | 9,581,694 | |||||||
| LIABILITIES | |||||||||||
| Mortgages, notes and loans payable, net | $ | 4,800,692 | $ | 4,591,157 | |||||||
| Operating lease obligations | 50,199 | 69,363 | |||||||||
| Deferred tax liabilities | 207,023 | 204,837 | |||||||||
| Accounts payable and accrued expenses | 1,006,365 | 983,167 | |||||||||
| Total liabilities | 6,064,279 | 5,848,524 | |||||||||
| Redeemable noncontrolling interest | — | 22,500 | |||||||||
| EQUITY | |||||||||||
| Preferred stock: $0.01 par value; 50,000,000 shares authorized, none issued | — | — | |||||||||
| Common stock: $0.01 par value; 150,000,000 shares authorized, 56,295,548 issued and 50,262,549 outstanding as of June 30, 2022, 56,173,276 shares issued and 54,065,661 outstanding as of December 31, 2021 | 564 | 563 | |||||||||
| Additional paid-in capital | 3,967,194 | 3,960,418 | |||||||||
| Retained earnings (accumulated deficit) | 7,230 | (16,456) | |||||||||
| Accumulated other comprehensive income (loss) | 2,362 | (14,457) | |||||||||
| Treasury stock, at cost, 6,032,999 shares as of June 30, 2022, and 2,107,615 shares as of December 31, 2021 | (583,952) | (220,073) | |||||||||
| Total stockholders' equity | 3,393,398 | 3,709,995 | |||||||||
| Noncontrolling interests | 50,403 | 675 | |||||||||
| Total equity | 3,443,801 | 3,710,670 | |||||||||
| Total liabilities and equity | $ | 9,508,080 | $ | 9,581,694 | |||||||
10
Appendix – Reconciliation of Non-GAAP Measures
Below are GAAP to non-GAAP reconciliations of certain financial measures, as required under Regulation G of the Securities Exchange Act of 1934. Non-GAAP information should be considered by the reader in addition to, but not instead of, the financial statements prepared in accordance with GAAP. The non-GAAP financial information presented may be determined or calculated differently by other companies and may not be comparable to similarly titled measures.
As a result of our four segments—Operating Assets, Master Planned Communities (MPC), Seaport and Strategic Developments—being managed separately, we use different operating measures to assess operating results and allocate resources among these four segments. The one common operating measure used to assess operating results for our business segments is earnings before tax (EBT). EBT, as it relates to each business segment, represents the revenues less expenses of each segment, including interest income, interest expense and equity in earnings of real estate and other affiliates. EBT excludes corporate expenses and other items that are not allocable to the segments. We present EBT because we use this measure, among others, internally to assess the core operating performance of our assets. However, segment EBT should not be considered as an alternative to GAAP net income.
| Six Months Ended June 30, | Three Months Ended June 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2022 | 2021 | $ Change | 2022 | 2021 | $ Change | |||||||||||||||||||||||||||||
| Operating Assets Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues (a) | $ | 218,249 | $ | 209,861 | $ | 8,388 | $ | 118,562 | $ | 113,422 | $ | 5,140 | |||||||||||||||||||||||
| Total operating expenses (a) | (97,964) | (100,425) | 2,461 | (51,349) | (53,191) | 1,842 | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 120,285 | 109,436 | 10,849 | 67,213 | 60,231 | 6,982 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (77,429) | (79,626) | 2,197 | (38,999) | (39,975) | 976 | |||||||||||||||||||||||||||||
| Interest income (expense), net | (41,436) | (37,152) | (4,284) | (21,318) | (18,152) | (3,166) | |||||||||||||||||||||||||||||
| Other income (loss), net | (478) | (10,254) | 9,776 | (309) | (156) | (153) | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 17,766 | (21,823) | 39,589 | 2,591 | (10,419) | 13,010 | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 4,018 | — | 4,018 | 4,018 | — | 4,018 | |||||||||||||||||||||||||||||
| Gain (loss) on extinguishment of debt | (645) | (882) | 237 | (363) | (46) | (317) | |||||||||||||||||||||||||||||
| Operating Assets segment EBT | 22,081 | (40,301) | 62,382 | 12,833 | (8,517) | 21,350 | |||||||||||||||||||||||||||||
| Master Planned Communities Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 188,802 | 122,865 | 65,937 | 108,110 | 74,578 | 33,532 | |||||||||||||||||||||||||||||
| Total operating expenses | (82,032) | (57,172) | (24,860) | (45,136) | (33,905) | (11,231) | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 106,770 | 65,693 | 41,077 | 62,974 | 40,673 | 22,301 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (182) | (170) | (12) | (92) | (98) | 6 | |||||||||||||||||||||||||||||
| Interest income (expense), net | 22,205 | 21,372 | 833 | 11,783 | 10,615 | 1,168 | |||||||||||||||||||||||||||||
| Other income (loss), net | 23 | — | 23 | 23 | — | 23 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 2,128 | 46,291 | (44,163) | (3,422) | 18,641 | (22,063) | |||||||||||||||||||||||||||||
| MPC segment EBT | 130,944 | 133,186 | (2,242) | 71,266 | 69,831 | 1,435 | |||||||||||||||||||||||||||||
Seaport Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 37,552 | 18,351 | 19,201 | 28,176 | 10,898 | 17,278 | |||||||||||||||||||||||||||||
| Total operating expenses | (47,925) | (28,502) | (19,423) | (29,066) | (15,996) | (13,070) | |||||||||||||||||||||||||||||
| Segment operating income (loss) | (10,373) | (10,151) | (222) | (890) | (5,098) | 4,208 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (15,543) | (13,839) | (1,704) | (7,720) | (7,004) | (716) | |||||||||||||||||||||||||||||
| Interest income (expense), net | 1,272 | 289 | 983 | 1,319 | 187 | 1,132 | |||||||||||||||||||||||||||||
| Other income (loss), net | 307 | (954) | 1,261 | (43) | (618) | 575 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | (8,950) | (688) | (8,262) | (5,239) | (336) | (4,903) | |||||||||||||||||||||||||||||
| Seaport segment EBT | (33,287) | (25,343) | (7,944) | (12,573) | (12,869) | 296 | |||||||||||||||||||||||||||||
11
| Six Months Ended June 30, | Three Months Ended June 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2022 | 2021 | $ Change | 2022 | 2021 | $ Change | |||||||||||||||||||||||||||||
| Strategic Developments Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 42,302 | 51,766 | (9,464) | 21,846 | 13,466 | 8,380 | |||||||||||||||||||||||||||||
| Total operating expenses | (43,756) | (78,263) | 34,507 | (25,679) | (18,640) | (7,039) | |||||||||||||||||||||||||||||
| Segment operating income (loss) | (1,454) | (26,497) | 25,043 | (3,833) | (5,174) | 1,341 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (2,677) | (3,195) | 518 | (1,345) | (1,597) | 252 | |||||||||||||||||||||||||||||
| Interest income (expense), net | 6,517 | 1,760 | 4,757 | 2,528 | 659 | 1,869 | |||||||||||||||||||||||||||||
| Other income (loss), net | 461 | 14 | 447 | 946 | 14 | 932 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 876 | (117) | 993 | (22) | (19) | (3) | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | (9) | 21,333 | (21,342) | — | 21,333 | (21,333) | |||||||||||||||||||||||||||||
| Provision for impairment | — | (13,068) | 13,068 | — | (13,068) | 13,068 | |||||||||||||||||||||||||||||
| Strategic Developments segment EBT | 3,714 | (19,770) | 23,484 | (1,726) | 2,148 | (3,874) | |||||||||||||||||||||||||||||
| Consolidated Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 486,905 | 402,843 | 84,062 | 276,694 | 212,364 | 64,330 | |||||||||||||||||||||||||||||
| Total operating expenses | (271,677) | (264,362) | (7,315) | (151,230) | (121,732) | (29,498) | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 215,228 | 138,481 | 76,747 | 125,464 | 90,632 | 34,832 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (95,831) | (96,830) | 999 | (48,156) | (48,674) | 518 | |||||||||||||||||||||||||||||
| Interest income (expense), net | (11,442) | (13,731) | 2,289 | (5,688) | (6,691) | 1,003 | |||||||||||||||||||||||||||||
| Other income (loss), net | 313 | (11,194) | 11,507 | 617 | (760) | 1,377 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 11,820 | 23,663 | (11,843) | (6,092) | 7,867 | (13,959) | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 4,009 | 21,333 | (17,324) | 4,018 | 21,333 | (17,315) | |||||||||||||||||||||||||||||
| Gain (loss) on extinguishment of debt | (645) | (882) | 237 | (363) | (46) | (317) | |||||||||||||||||||||||||||||
| Provision for impairment | — | (13,068) | 13,068 | — | (13,068) | 13,068 | |||||||||||||||||||||||||||||
| Consolidated segment EBT | 123,452 | 47,772 | 75,680 | 69,800 | 50,593 | 19,207 | |||||||||||||||||||||||||||||
| Corporate income, expenses and other items | (99,849) | (112,314) | 12,465 | (48,368) | (46,976) | (1,392) | |||||||||||||||||||||||||||||
| Net income (loss) | 23,603 | (64,542) | 88,145 | 21,432 | 3,617 | 17,815 | |||||||||||||||||||||||||||||
| Net (income) loss attributable to noncontrolling interests | 83 | 2,789 | (2,706) | 132 | 1,224 | (1,092) | |||||||||||||||||||||||||||||
| Net income (loss) attributable to common stockholders | $ | 23,686 | $ | (61,753) | $ | 85,439 | $ | 21,564 | $ | 4,841 | $ | 16,723 | |||||||||||||||||||||||
(a)Total revenues includes hospitality revenues of $21.6 million for the six months ended June 30, 2021, and $13.9 million for the three months ended June 30, 2021. Total operating expenses includes hospitality operating costs of $18.9 million for the six months ended June 30, 2021, and $11.0 million for the three months ended June 30, 2021. In September 2021, the Company completed the sale of its three hospitality properties.
12
NOI
We believe that NOI is a useful supplemental measure of the performance of our Operating Assets and Seaport portfolio because it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in rental and occupancy rates and operating costs. We define NOI as operating revenues (rental income, tenant recoveries and other revenue) less operating expenses (real estate taxes, repairs and maintenance, marketing and other property expenses, including our share of NOI from equity investees). NOI excludes straight-line rents and amortization of tenant incentives, net; interest expense, net; ground rent amortization, demolition costs; other income (loss); amortization; depreciation; development-related marketing cost; gain on sale or disposal of real estate and other assets, net; provision for impairment and equity in earnings from real estate and other affiliates. All management fees have been eliminated for all internally-managed properties. We use NOI to evaluate our operating performance on a property-by-property basis because NOI allows us to evaluate the impact that property-specific factors such as lease structure, lease rates and tenant base have on our operating results, gross margins and investment returns. Variances between years in NOI typically result from changes in rental rates, occupancy, tenant mix and operating expenses. Although we believe that NOI provides useful information to investors about the performance of our Operating Assets and Seaport assets, due to the exclusions noted above, NOI should only be used as an additional measure of the financial performance of the assets of this segment of our business and not as an alternative to GAAP Net income (loss). For reference, and as an aid in understanding our computation of NOI, a reconciliation of segment EBT to NOI for Operating Assets and Seaport has been presented in the tables below.
| Six Months Ended June 30, | Three Months Ended June 30, | ||||||||||||||||||||||
| thousands | 2022 | 2021 | 2022 | 2021 | |||||||||||||||||||
| Operating Assets segment EBT (a) | $ | 22,081 | $ | (40,301) | $ | 12,833 | $ | (8,517) | |||||||||||||||
| Add back: | |||||||||||||||||||||||
| Depreciation and amortization | 77,429 | 79,626 | 38,999 | 39,975 | |||||||||||||||||||
| Interest (income) expense, net | 41,436 | 37,152 | 21,318 | 18,152 | |||||||||||||||||||
| Equity in (earnings) losses from real estate and other affiliates | (17,766) | 21,823 | (2,591) | 10,419 | |||||||||||||||||||
| (Gain) loss on sale or disposal of real estate and other assets, net | (4,018) | — | (4,018) | — | |||||||||||||||||||
| (Gain) loss on extinguishment of debt | 645 | 882 | 363 | 46 | |||||||||||||||||||
| Impact of straight-line rent | (5,539) | (9,094) | (3,101) | (3,987) | |||||||||||||||||||
| Other | 207 | 10,239 | 158 | 100 | |||||||||||||||||||
| Operating Assets NOI | 114,475 | 100,327 | 63,961 | 56,188 | |||||||||||||||||||
| Company's Share NOI - Equity Investees (b) | 4,502 | 2,075 | 2,386 | 1,690 | |||||||||||||||||||
| Distributions from Summerlin Hospital Investment | 4,638 | 3,755 | — | — | |||||||||||||||||||
| Total Operating Assets NOI | $ | 123,615 | $ | 106,157 | $ | 66,347 | $ | 57,878 | |||||||||||||||
| Seaport segment EBT (a) | $ | (33,287) | $ | (25,343) | $ | (12,573) | $ | (12,869) | |||||||||||||||
| Add back: | |||||||||||||||||||||||
| Depreciation and amortization | 15,543 | 13,839 | 7,720 | 7,004 | |||||||||||||||||||
| Interest (income) expense, net | (1,272) | (289) | (1,319) | (187) | |||||||||||||||||||
| Equity in (earnings) losses from real estate and other affiliates | 8,950 | 688 | 5,239 | 336 | |||||||||||||||||||
| Impact of straight-line rent | 1,704 | 867 | (184) | 463 | |||||||||||||||||||
| Other (income) loss, net | 1,936 | 1,719 | 433 | 978 | |||||||||||||||||||
| Seaport NOI | (6,426) | (8,519) | (684) | (4,275) | |||||||||||||||||||
| Company's Share NOI - Equity Investees | (5,597) | (282) | (3,022) | (147) | |||||||||||||||||||
| Total Seaport NOI | $ | (12,023) | $ | (8,801) | $ | (3,706) | $ | (4,422) | |||||||||||||||
(a)Segment EBT excludes corporate expenses and other items that are not allocable to the segments.
(b)The Company's share of NOI related to 110 North Wacker Drive in 2021 is calculated using our stated ownership of 23% and does not include the impact of the partnership distribution waterfall.
13
Same Store NOI - Operating Assets Segment
The Company defines Same Store Properties as consolidated and unconsolidated properties that are acquired or placed in-service prior to the beginning of the earliest period presented and owned by the Company through the end of the latest period presented. Same Store Properties exclude properties placed in-service, acquired, repositioned or in development or redevelopment after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired or treated as in-service for that property to be included in Same Store Properties.
We calculate Same Store Net Operating Income (Same Store NOI) as Operating Assets NOI applicable to Same Store Properties. Same Store NOI also includes the Company's share of NOI of unconsolidated properties and the annual distribution from a cost basis investment. Same Store NOI is a non-GAAP financial measure and should not be viewed as an alternative to net income calculated in accordance with GAAP as a measurement of our operating performance. We believe that Same Store NOI is helpful to investors as a supplemental comparative performance measure of the income generated from the same group of properties from one period to the next. Other companies may not define Same Store NOI in the same manner as we do; therefore, our computation of Same Store NOI may not be comparable to that of other companies. Additionally, we do not control investments in unconsolidated properties and while we consider disclosures of our share of NOI to be useful, they may not accurately depict the legal and economic implications of our investment arrangements.
| Six Months Ended June 30, | Three Months Ended June 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2022 | 2021 | $ Change | 2022 | 2021 | $ Change | |||||||||||||||||||||||||||||
| Same Store Office | |||||||||||||||||||||||||||||||||||
| Houston, TX | $ | 35,477 | $ | 35,030 | $ | 447 | $ | 19,402 | $ | 16,569 | $ | 2,833 | |||||||||||||||||||||||
| Columbia, MD | 12,378 | 10,062 | 2,316 | 6,573 | 6,120 | 453 | |||||||||||||||||||||||||||||
| Las Vegas, NV | 7,061 | 7,023 | 38 | 3,764 | 3,594 | 170 | |||||||||||||||||||||||||||||
| Total Same Store Office | 54,916 | 52,115 | 2,801 | 29,739 | 26,283 | 3,456 | |||||||||||||||||||||||||||||
| Same Store Retail | |||||||||||||||||||||||||||||||||||
| Houston, TX | 6,327 | 5,613 | 714 | 3,663 | 2,768 | 895 | |||||||||||||||||||||||||||||
| Columbia, MD | 1,056 | 938 | 118 | 636 | 506 | 130 | |||||||||||||||||||||||||||||
| Las Vegas, NV | 11,641 | 12,928 | (1,287) | 5,839 | 7,327 | (1,488) | |||||||||||||||||||||||||||||
| Honolulu, HI | 8,542 | 6,220 | 2,322 | 4,479 | 3,403 | 1,076 | |||||||||||||||||||||||||||||
| Total Same Store Retail | 27,566 | 25,699 | 1,867 | 14,617 | 14,004 | 613 | |||||||||||||||||||||||||||||
| Same Store Multi-Family | |||||||||||||||||||||||||||||||||||
| Houston, TX | 13,850 | 8,364 | 5,486 | 7,195 | 4,675 | 2,520 | |||||||||||||||||||||||||||||
| Columbia, MD | 3,267 | 1,469 | 1,798 | 1,654 | 1,094 | 560 | |||||||||||||||||||||||||||||
| Las Vegas, NV | 3,648 | 3,312 | 336 | 1,800 | 1,641 | 159 | |||||||||||||||||||||||||||||
| Company's Share NOI - Equity Investees | 3,530 | 3,327 | 203 | 1,786 | 1,715 | 71 | |||||||||||||||||||||||||||||
| Total Same Store Multi-Family | 24,295 | 16,472 | 7,823 | 12,435 | 9,125 | 3,310 | |||||||||||||||||||||||||||||
| Same Store Other | |||||||||||||||||||||||||||||||||||
| Houston, TX | 3,653 | 3,254 | 399 | 1,908 | 1,708 | 200 | |||||||||||||||||||||||||||||
| Columbia, MD | (124) | (105) | (19) | (222) | (23) | (199) | |||||||||||||||||||||||||||||
| Las Vegas, NV | 4,417 | 2,568 | 1,849 | 5,513 | 3,213 | 2,300 | |||||||||||||||||||||||||||||
| Honolulu, HI | 104 | 90 | 14 | 91 | 91 | — | |||||||||||||||||||||||||||||
| Company's Share NOI - Equity and Cost Investees | 5,610 | 4,670 | 940 | 600 | 535 | 65 | |||||||||||||||||||||||||||||
| Total Same Store Other | 13,660 | 10,477 | 3,183 | 7,890 | 5,524 | 2,366 | |||||||||||||||||||||||||||||
| Total Same Store NOI | 120,437 | 104,763 | 15,674 | 64,681 | 54,936 | 9,745 | |||||||||||||||||||||||||||||
| Non-Same Store NOI | 3,178 | 1,394 | 1,784 | 1,666 | 2,942 | (1,276) | |||||||||||||||||||||||||||||
| Total Operating Assets NOI | $ | 123,615 | $ | 106,157 | $ | 17,458 | $ | 66,347 | $ | 57,878 | $ | 8,469 | |||||||||||||||||||||||
14
Cash G&A
The Company defines Cash G&A as General and administrative expense less non-cash stock compensation expense. Cash G&A is a non-GAAP financial measure that we believe is useful to our investors and other users of our financial statements as an indicator of overhead efficiency without regard to non-cash expenses associated with stock compensation. However, it should not be used as an alternative to general and administrative expenses in accordance with GAAP.
| Six Months Ended June 30, | Three Months Ended June 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2022 | 2021 | $ Change | 2022 | 2021 | $ Change | |||||||||||||||||||||||||||||
| General and Administrative | |||||||||||||||||||||||||||||||||||
| General and administrative (G&A) | $ | 41,403 | $ | 42,100 | $ | (697) | $ | 15,512 | $ | 20,334 | $ | (4,822) | |||||||||||||||||||||||
| Less: Non-cash stock compensation | (2,691) | (4,781) | 2,090 | (1,254) | (2,248) | 994 | |||||||||||||||||||||||||||||
| Cash G&A (a) | $ | 38,712 | $ | 37,319 | $ | 1,393 | $ | 14,258 | $ | 18,086 | $ | (3,828) | |||||||||||||||||||||||
(a)The first quarter of 2022 includes $2.3 million of severance and bonus costs related to our former Chief Financial Officer.
15
The Howard Hughes Corporation Supplemental Information Three Months Ended June 30, 2022 NYSE: HHC Exhibit 99.2
HOWARD HUGHES 2 Cautionary StatementsCautionary Statements Forward Looking Statements This presentation includes forward-looking statements. Forward-looking statements give our current expectations relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to current or historical facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “forecast,” “plan,” “intend,” "believe," “likely,” “may,” “realize,” “should,” “transform,” “would” and other statements of similar expression. Forward-looking statements give our expectations about the future and are not guarantees. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements to materially differ from any future results, performance and achievements expressed or implied by such forward-looking statements. We caution you not to rely on these forward-looking statements. For a discussion of the risk factors that could have an impact on these forward-looking statements, see our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as filed with the Securities and Exchange Commission (SEC) on February 28, 2022. The statements made herein speak only as of the date of this presentation, and we do not undertake to update this information except as required by law. Past performance does not guarantee future results. Performance during time periods shown is limited and may not reflect the performance for the full year or future years, or in different economic and market cycles. Non-GAAP Financial Measures Our financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP); however, we use certain non-GAAP performance measures in this presentation, in addition to GAAP measures, as we believe these measures improve the understanding of our operational results and make comparisons of operating results among peer companies more meaningful. Management continually evaluates the usefulness, relevance, limitations and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the public, and thus such reported measures could change. The non-GAAP financial measures used in this presentation are funds from operations (FFO), core funds from operations (Core FFO), adjusted funds from operations (AFFO) and net operating income (NOI). FFO is defined by the National Association of Real Estate Investment Trusts (NAREIT) as net income calculated in accordance with GAAP, excluding gains or losses from real estate dispositions, plus real estate depreciation and amortization and impairment charges (which we believe are not indicative of the performance of our operating portfolio). We calculate FFO in accordance with NAREIT’s definition. Since FFO excludes depreciation and amortization, gains and losses from depreciable property dispositions, and impairments, it can provide a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition, development activities and financing costs. This provides a perspective of our financial performance not immediately apparent from net income determined in accordance with GAAP. Core FFO is calculated by adjusting FFO to exclude the impact of certain non-cash and/or nonrecurring income and expense items, as set forth in the calculation herein. These items can vary greatly from period to period, depending upon the volume of our acquisition activity and debt retirements, among other factors. We believe that by excluding these items, Core FFO serves as a useful, supplementary measure of the ongoing operating performance of the core operations across all segments, and we believe it is used by investors in a similar manner. Finally, AFFO adjusts our Core FFO operating measure to deduct cash expended on recurring tenant improvements and capital expenditures of a routine nature to present an adjusted measure of Core FFO. Core FFO and AFFO are non-GAAP and non-standardized measures and may be calculated differently by other peer companies. We define NOI as operating revenues (rental income, tenant recoveries and other revenue) less operating expenses (real estate taxes, repairs and maintenance, marketing and other property expenses,), plus our share of NOI from equity investees. NOI excludes straight-line rents and amortization of tenant incentives, net interest expense, ground rent amortization, demolition costs, amortization, depreciation, development-related marketing costs, gain on sale or disposal of real estate and other assets, net, provision for impairment, and Equity in earnings from real estate and other affiliates. We use NOI to evaluate our operating performance on a property-by- property basis because NOI allows us to evaluate the impact that factors which vary by property, such as lease structure, lease rates and tenant bases, have on our operating results, gross margins and investment returns. We believe that NOI is a useful supplemental measure of the performance of our Operating Assets and Seaport segments because it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in rental and occupancy rates and operating costs. While FFO, Core FFO, AFFO and NOI are relevant and widely used measures of operating performance of real estate companies, they do not represent cash flows from operations or net income as defined by GAAP and should not be considered an alternative to those measures in evaluating our liquidity or operating performance. FFO, Core FFO, AFFO and NOI do not purport to be indicative of cash available to fund our future cash requirements. Further, our computations of FFO, Core FFO, AFFO and NOI may not be comparable to FFO, Core FFO, AFFO and NOI reported by other real estate companies. We have included in this presentation a reconciliation from GAAP net income to FFO, Core FFO and AFFO, as well as reconciliations of our GAAP Operating Assets segment earnings before taxes (EBT) to NOI and Seaport segment EBT to NOI. Non-GAAP financial measures should not be considered independently, or as a substitute, for financial information presented in accordance with GAAP. Additional Information Our website address is www.howardhughes.com. Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other publicly filed or furnished documents are available and may be accessed free of charge through the “Investors” section of our website under the "SEC Filings" subsection, as soon as reasonably practicable after those documents are filed with, or furnished to, the SEC. Also available through the Investors section of our website are beneficial ownership reports filed by our directors, officers and certain shareholders on Forms 3, 4 and 5.
3 Table of Contents Table of Contents FINANCIAL OVERVIEW Definitions 4 Company Profile 5 Financial Summary 7 Balance Sheets 9 Statements of Operations 10 OPERATING PORTFOLIO PERFORMANCE Same Store Metrics 11 NOI by Region 13 Stabilized Properties 15 Unstabilized Properties 17 Under Construction Properties 18 Seaport Operating Performance 19 OTHER PORTFOLIO METRICS Ward Village - Sold Out Condominiums 20 Ward Village - Completed or Under Construction Condominiums to be Sold 21 Summary of Remaining Development Costs 22 Portfolio Key Metrics 23 MPC Performance 24 MPC Land 25 Lease Expirations 26 Acquisition / Disposition Activity 27 Other/Non-core Assets 28 Debt Summary 29 Property-Level Debt 30 Ground Leases 32 Reconciliations of Non-GAAP Measures 33
HOWARD HUGHES 4 Stabilized - Properties in the Operating Assets and Seaport segments that have been in service for more than 36 months or have reached 90% occupancy, whichever occurs first. If an office, retail or multi-family property has been in service for more than 36 months but does not exceed 90% occupancy, the asset is considered underperforming. Unstabilized - Properties in the Operating Assets and Seaport segments that have been in service for less than 36 months and do not exceed 90% occupancy. Under Construction - Projects in the Strategic Developments and Seaport segments for which construction has commenced as of June 30, 2022, unless otherwise noted. This excludes MPC and condominium development. Net Operating Income (NOI) - We define net operating income (NOI) as operating cash revenues (rental income, tenant recoveries and other revenue) less operating cash expenses (real estate taxes, repairs and maintenance, marketing and other property expenses), including our share of NOI from equity investees. NOI excludes straight-line rents and amortization of tenant incentives, net interest expense, ground rent amortization, demolition costs, amortization, other (loss) income, depreciation, development-related marketing costs, gain on sale or disposal of real estate and other assets, net, provision for impairment and, unless otherwise indicated, equity in earnings from real estate and other affiliates. We use NOI to evaluate our operating performance on a property-by-property basis because NOI allows us to evaluate the impact that factors which vary by property, such as lease structure, lease rates and tenant bases, have on our operating results, gross margins and investment returns. We believe that NOI is a useful supplemental measure of the performance of our Operating Assets and Seaport segments because it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in rental and occupancy rates and operating costs. Estimated Stabilized NOI - Stabilized NOI is initially projected prior to the development of the asset based on market assumptions and is revised over the life of the asset as market conditions evolve. On a quarterly basis, each asset’s Annualized NOI is compared to its projected Stabilized NOI in conjunction with forecast data to determine if an adjustment is needed. Adjustments to Stabilized NOI are made when changes to the asset's long-term performance are thought to be more than likely and permanent. Remaining Development Costs - Development costs and related debt held for projects that are under construction or substantially complete and in service in the Operating Assets or the Seaport segment but have not reached stabilized occupancy status are disclosed on the Summary of Remaining Development Costs slide if the project has more than $1.0 million of estimated costs remaining to be incurred. The total estimated costs and costs paid are prepared on a cash basis to reflect the total anticipated cash requirements for the projects. Projects not yet under construction are not included. Same Store Properties - The Company defines Same Store Properties as consolidated and unconsolidated properties that are acquired or placed in-service prior to the beginning of the earliest period presented and owned by the Company through the end of the latest period presented. Same Store Properties exclude properties placed in- service, acquired, repositioned or in development or redevelopment after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired or treated as in-service for that property to be included in Same Store Properties. Same Store NOI - We calculate Same Store Net Operating Income (Same Store NOI) as Operating Assets NOI applicable to consolidated properties acquired or placed in-service prior to the beginning of the earliest period presented and owned by the Company through the end of the latest period presented. Same Store NOI also includes the Company's share of NOI of unconsolidated properties and the annual distribution from a cost basis investment. Same Store NOI is a non-GAAP financial measure and should not be viewed as an alternative to net income calculated in accordance with GAAP as a measurement of our operating performance. We believe that Same Store NOI is helpful to investors as a supplemental comparative performance measure of the income generated from the same group of properties from one period to the next. Other companies may not define Same Store NOI in the same manner as we do; therefore, our computation of Same Store NOI may not be comparable to that of other companies. Additionally, we do not control investments in unconsolidated properties and while we consider disclosures of our share of NOI to be useful, they may not accurately depict the legal and economic implications of our investment arrangements. DefinitionsDefinitions
HOWARD HUGHES 5 ‘A‘ali‘i 35% Kō'ula 63%Victoria Place 2% Bridgeland 29% Summerlin 68% The Woodlands/ Woodlands Hills 3% Recent Company Highlights NEW YORK, April 4, 2022 (PRNewswire) - The Howard Hughes Corporation (HHC) and world-renowned chef Jean-Georges Vongerichten announced that HHC has invested $55 million in Jean-Georges Restaurants to acquire a minority stake in the company and to fund growth capital for Jean-Georges' expanding global business. HHC will have the right to acquire an additional ownership stake in the company. The existing Jean- Georges Restaurants management team will retain control of all day-to-day decision making. Jean-Georges Restaurants currently has over 40 hospitality offerings and a strong pipeline of new concepts. COLUMBIA, Md., June 14, 2022 (PRNewswire) - The Howard Hughes Corporation® (HHC) announced that CareFirst BlueCross BlueShield (CareFirst), the largest not-for-profit health plan in the Mid-Atlantic region, has leased 80,000 square feet of office space in 6100 Merriweather in Downtown Columbia®. CareFirst selected Downtown Columbia as the location for its first major "spoke" office as part of the company's regional expansion strategy. HOUSTON, June 16, 2022 (PRNewswire) - The Howard Hughes Corporation (HHC) announced the sale of The Outlet Collection at Riverwalk®, an approximately 264,000-square-foot urban outlet center in New Orleans, to Rockstep Riverwalk, LLC for $34 million.The sale brings the total net proceeds from HHC's non-core asset dispositions to $578 million and marks the sale of the last remaining non-core asset located outside of the company's core communities. Q2 2022 Company Performance Share Price - June 30, 2022 $ 68.05 Diluted Earnings / Share $ 0.42 FFO / Diluted Share $ 1.33 Core FFO / Diluted Share $ 1.47 AFFO / Diluted Share $ 1.42 Company Profile - Summary & Results Operating Portfolio by Region Q2'22 MPC EBT $71.3M Q2'22 Condo sales 43 units NYSE: HHC Company Profile - Summary & Results
HOWARD HUGHES 6 Office 27% Multi-family 69% Retail 4% Office 76% Retail 24% Office 48% Multi-family 25% Retail 20% Other 7% Office 45% Multi-family 22% Retail 24% Other 9% Office 91% Retail 9% Q2 2022 Path to Projected Annual Stabilized NOI Currently Under Construction Currently Unstabilized Currently Stabilized (a) Total Projected Stabilized NOI $29.9M Projected Stabilized NOI $291.1M Projected Stabilized NOI $356.5M Office 45% Multi-family 21% Retail 22% Other 12% Office 45% Multi-family 21% Retail 22% Other 12% Path to Projected Annual Stabilized NOI charts exclude Seaport NOI, units, and square footage until we have greater clarity with respect to the performance of our tenants. See page 19 for Seaport NOI and other project information. See page 4 for definitions of Under Construction, Unstabilized,Stabilized and Net Operating Income (NOI). (a) Decrease in Stabilized square footage from the prior quarter is primarily due to the sale of Outlet Collection at Riverwalk and the transfer of Ward Village Retail square footage to the Strategic Developments segment for condominium development. Q2 '22 Stabilized NOI $65.6M Q2 '22 Unstabilized NOI $0.7M Q2 '22 Total NOI $66.3M Projected Stabilized NOI $35.5M Retail Sq. Ft. 68,800 Retail Sq. Ft. 84,094 Retail Sq. Ft. 2,359,670 Retail Sq. Ft. 2,512,564 Office Sq. Ft. 320,000 Office Sq. Ft. 914,536 Office Sq. Ft. 5,286,448 Office Sq. Ft. 6,520,984 Multi-family Units 1,387 Multi-family Units — Multi-family Units 4,200 Multi-family Units 5,587 Q2 2022 Operating Results by Property Type Currently Unstabilized Currently Stabilized Total Company Profile - Summary & Results (cont.)
HOWARD HUGHES 7 thousands except share price and billions Q2 2022 Q1 2022 Q4 2021 Q3 2021 Q2 2021 YTD Q2 2022 YTD Q2 2021 Company Profile Share price (a) $ 68.05 $ 103.61 $ 101.78 $ 87.81 $ 97.46 $ 68.05 $ 97.46 Market Capitalization (b) $3.4b $5.4b $5.5b $4.8b $5.4b $3.4b $5.4b Enterprise Value (c) $7.7b $9.4b $9.3b $8.3b $8.8b $7.7b $8.8b Weighted avg. shares - basic 50,786 52,453 54,487 55,727 55,704 51,612 55,691 Weighted avg. shares - diluted 50,822 52,501 54,535 55,756 55,757 51,651 55,691 Total diluted share equivalents outstanding (a) 50,263 52,433 54,068 55,126 55,130 50,263 55,130 Debt Summary Total debt payable (d) $ 4,847,318 $ 4,722,552 $ 4,639,416 $ 4,468,713 $ 4,494,183 $ 4,847,318 $ 4,494,183 Fixed-rate debt $ 3,320,845 $ 3,197,722 $ 3,125,559 $ 2,795,832 $ 2,726,121 $ 3,320,845 $ 2,726,121 Weighted avg. rate - fixed 4.40 % 4.40 % 4.41 % 4.49 % 4.51 % 4.40 % 4.51 % Variable-rate debt, excluding condominium financing $ 1,255,498 $ 1,291,921 $ 1,314,674 $ 1,298,358 $ 1,444,733 $ 1,255,498 $ 1,444,733 Weighted avg. rate - variable 4.45 % 3.58 % 3.49 % 3.95 % 3.54 % 4.45 % 3.54 % Condominium debt outstanding at end of period $ 270,975 $ 232,909 $ 199,183 $ 374,523 $ 323,328 $ 270,975 $ 323,328 Weighted avg. rate - condominium financing 5.00 % 4.79 % 4.77 % 3.99 % 4.06 % 5.00 % 4.06 % Leverage ratio (debt to enterprise value) 62.36 % 49.63 % 50.64 % 53.60 % 50.79 % 62.36 % 50.79 % General and Administrative General and administrative (G&A) $ 15,512 $ 25,891 $ 20,857 $ 19,033 $ 20,334 $ 41,403 $ 42,100 Less: Non-cash stock compensation (1,254) (1,437) (2,468) (2,637) (2,248) (2,691) (4,781) Cash G&A (e)(f) $ 14,258 $ 24,454 $ 18,389 $ 16,396 $ 18,086 $ 38,712 $ 37,319 Financial Summary (a) Presented as of period end date. (b) Market capitalization = Closing share price as of the last trading day of the respective period times total diluted share equivalents outstanding as of the date presented. (c) Enterprise Value = Market capitalization + book value of debt + noncontrolling interest - cash and equivalents. (d) Represents total mortgages, notes and loans payable, as stated in our GAAP financial statements as of the respective date, excluding unamortized deferred financing costs and bond issuance costs. (e) Cash G&A is a non-GAAP financial measure that we believe is useful to our investors and other users of our financial statements as an indicator of overhead efficiency without regard to non-cash expenses associated with stock compensation. However, it should not be used as an alternative to general and administrative expenses in accordance with GAAP. (f) The first quarter of 2022 includes $2.3 million of severance and bonus costs related to our former Chief Financial Officer. Financial Summary
HOWARD HUGHES 8 Financial Summary (a) Operating Assets NOI includes the Howard Hughes Corporation's (the Company or HHC) share of equity method investments NOI and the annual distribution from our cost basis investment. Prior periods have been adjusted to be consistent with current period presentation. (b) Expenses include both actual and estimated future costs of sales allocated on a relative sales value to land parcels sold, including Master Planned Communities (MPC)-level G&A and real estate taxes on remaining residential and commercial land. (c) MPC Segment EBT (Earnings before tax, as discussed in our GAAP financial statements), includes negative interest expense relating to capitalized interest for the segment on debt held in other segments and at corporate. (d) Seaport NOI includes the Company's share of equity method investments NOI. (e) Excludes $2.7 million charge in the second quarter of 2022 and $20.5 million charge in the first quarter of 2021, for the estimated costs related to construction defects at the Waiea tower. The Company expects to recover all the repair costs from the general contractor, other responsible parties and insurance proceeds. thousands except percentages Q2 2022 Q1 2022 Q4 2021 Q3 2021 Q2 2021 YTD Q2 2022 YTD Q2 2021 Operating Assets Segment Income Revenues $ 115,504 $ 96,805 $ 103,177 $ 124,095 $ 109,364 $ 212,309 $ 200,967 Expenses (51,543) (46,291) (47,813) (61,120) (53,176) (97,834) (100,640) Company's Share NOI - Equity investees 2,386 6,754 2,053 (47) 1,690 9,140 5,830 Operating Assets NOI (a) $ 66,347 $ 57,268 $ 57,417 $ 62,928 $ 57,878 $ 123,615 $ 106,157 Avg. NOI margin 57% 59% 56% 51% 53% 58% 53% MPC Segment Earnings Total revenues $ 108,110 $ 80,692 $ 214,820 $ 72,061 $ 74,578 $ 188,802 $ 122,865 Total expenses (b) (45,136) (36,896) (101,205) (35,474) (33,905) (82,032) (57,172) Depreciation and amortization (92) (90) (94) (102) (98) (182) (170) Interest (expense) income, net (c) 11,783 10,422 10,949 10,362 10,615 22,205 21,372 Other income (loss), net 23 — — — — 23 — Equity in earnings (losses) from real estate and other affiliates (3,422) 5,550 4,831 8,277 18,641 2,128 46,291 Gain (loss) on extinguishment of debt — — — (1,004) — — — MPC Segment EBT (c) $ 71,266 $ 59,678 $ 129,301 $ 54,120 $ 69,831 $ 130,944 $ 133,186 Seaport Segment Income Revenues $ 27,090 $ 9,961 $ 14,749 $ 20,224 $ 10,202 $ 37,051 $ 17,099 Expenses (27,774) (15,703) (20,268) (23,749) (14,477) (43,477) (25,618) Company's share NOI - equity investees (3,022) (2,575) (272) (38) (147) (5,597) (282) Seaport NOI (d) $ (3,706) $ (8,317) $ (5,791) $ (3,563) $ (4,422) $ (12,023) $ (8,801) Avg. NOI margin (14%) (83%) (39%) (18%) (43%) (32%) (51%) Condo Gross Profit Condominium rights and unit sales $ 21,420 $ 19,616 $ 464,406 $ 163 $ 12,861 $ 41,036 $ 50,028 Adjusted condominium rights and unit cost of sales (e) (16,833) (14,180) (345,714) (82) (13,435) (31,013) (47,907) Condo adjusted gross profit $ 4,587 $ 5,436 $ 118,692 $ 81 $ (574) $ 10,023 $ 2,121 Financial Summary (cont.)
HOWARD HUGHES 9 thousands except par values and share amounts June 30, 2022 December 31, 2021 ASSETS Unaudited Unaudited Investment in real estate: Master Planned Communities assets $ 2,383,096 $ 2,282,768 Buildings and equipment 3,939,573 3,962,441 Less: accumulated depreciation (800,872) (743,311) Land 306,948 322,439 Developments 1,520,856 1,208,907 Net property and equipment 7,349,601 7,033,244 Investment in real estate and other affiliates 240,616 369,949 Net investment in real estate 7,590,217 7,403,193 Net investment in lease receivable 2,840 2,913 Cash and cash equivalents 572,774 843,212 Restricted cash 349,850 373,425 Accounts receivable, net 96,219 86,388 Municipal Utility District receivables, net 437,378 387,199 Notes receivable, net 5,729 7,561 Deferred expenses, net 127,113 119,825 Operating lease right-of-use assets, net 46,830 57,022 Prepaid expenses and other assets, net 279,130 300,956 Total assets $ 9,508,080 $ 9,581,694 LIABILITIES Mortgages, notes and loans payable, net $ 4,800,692 $ 4,591,157 Operating lease obligations 50,199 69,363 Deferred tax liabilities 207,023 204,837 Accounts payable and accrued expenses 1,006,365 983,167 Total liabilities 6,064,279 5,848,524 Redeemable noncontrolling interest — 22,500 EQUITY Preferred stock: $0.01 par value; 50,000,000 shares authorized, none issued — — Common stock: $0.01 par value; 150,000,000 shares authorized, 56,295,548 issued and 50,262,549 outstanding as of June 30, 2022, 56,173,276 shares issued and 54,065,661 outstanding as of December 31, 2021 564 563 Additional paid-in capital 3,967,194 3,960,418 Retained earnings (accumulated deficit) 7,230 (16,456) Accumulated other comprehensive income (loss) 2,362 (14,457) Treasury stock, at cost, 6,032,999 shares as of June 30, 2022, and 2,107,615 shares as of December 31, 2021 (583,952) (220,073) Total stockholders' equity 3,393,398 3,709,995 Noncontrolling interests 50,403 675 Total equity 3,443,801 3,710,670 Total liabilities and equity $ 9,508,080 $ 9,581,694 Share Count Details (thousands) Shares outstanding at end of period (including restricted stock) 50,263 54,066 Dilutive effect of stock options (a) — 2 Total diluted share equivalents outstanding 50,263 54,068 (a) Stock options assume net share settlement calculated for the period presented. Balance Sheets
HOWARD HUGHES 10 thousands except per share amounts Q2 2022 Q2 2021 YTD Q2 2022 YTD Q2 2021 REVENUES Unaudited Unaudited Unaudited Unaudited Condominium rights and unit sales $ 21,420 $ 12,861 $ 41,036 $ 50,028 Master Planned Communities land sales 84,979 58,342 146,447 95,819 Rental revenue 104,055 88,476 199,164 174,375 Other land, rental and property revenues 47,783 41,389 67,320 64,632 Builder price participation 18,471 11,389 32,967 18,183 Total revenues 276,708 212,457 486,934 403,037 EXPENSES Condominium rights and unit cost of sales 19,546 13,435 33,726 68,403 Master Planned Communities cost of sales 31,263 24,858 55,949 40,509 Operating costs 86,119 71,243 151,674 129,841 Rental property real estate taxes 13,014 13,716 28,196 27,707 Provision for (recovery of) doubtful accounts 1,288 (1,520) 2,132 (2,098) General and administrative 15,512 20,334 41,403 42,100 Depreciation and amortization 48,976 49,788 97,569 99,096 Other 2,674 2,546 5,083 4,190 Total expenses 218,392 194,400 415,732 409,748 OTHER Provision for impairment — (13,068) — (13,068) Gain (loss) on sale or disposal of real estate and other assets, net 4,018 21,333 4,009 21,333 Other income (loss), net 714 (663) 493 (10,971) Total other 4,732 7,602 4,502 (2,706) Operating income (loss) 63,048 25,659 75,704 (9,417) Interest income 254 31 278 72 Interest expense (28,152) (31,439) (55,590) (65,649) Gain (loss) on extinguishment of debt (363) (51) (645) (35,966) Equity in earnings (losses) from real estate and other affiliates (6,092) 7,867 11,820 23,663 Income (loss) before income taxes 28,695 2,067 31,567 (87,297) Income tax expense (benefit) 7,263 (1,550) 7,964 (22,755) Net income (loss) 21,432 3,617 23,603 (64,542) Net (income) loss attributable to noncontrolling interests 132 1,224 83 2,789 Net income (loss) attributable to common stockholders $ 21,564 $ 4,841 $ 23,686 $ (61,753) Basic income (loss) per share $ 0.42 $ 0.09 $ 0.46 $ (1.11) Diluted income (loss) per share $ 0.42 $ 0.09 $ 0.46 $ (1.11) Statements of Operations
HOWARD HUGHES 11 thousands Q2 2022 Q2 2021 $ Change % Change YTD Q2 2022 YTD Q2 2021 $ Change % Change Same Store Office Houston, TX $ 19,402 $ 16,569 $ 2,833 17 % $ 35,477 $ 35,030 $ 447 1 % Columbia, MD 6,573 6,120 453 7 % 12,378 10,062 2,316 23 % Las Vegas, NV 3,764 3,594 170 5 % 7,061 7,023 38 1 % Total Same Store Office 29,739 26,283 3,456 13 % 54,916 52,115 2,801 5 % Same Store Retail Houston, TX 3,663 2,768 895 32 % 6,327 5,613 714 13 % Columbia, MD 636 506 130 26 % 1,056 938 118 13 % Las Vegas, NV 5,839 7,327 (1,488) (20) % 11,641 12,928 (1,287) (10) % Honolulu, HI 4,479 3,403 1,076 32 % 8,542 6,220 2,322 37 % Total Same Store Retail 14,617 14,004 613 4 % 27,566 25,699 1,867 7 % — — — Same Store Multi-Family Houston, TX 7,195 4,675 2,520 54 % 13,850 8,364 5,486 66 % Columbia, MD 1,654 1,094 560 51 % 3,267 1,469 1,798 122 % Las Vegas, NV 1,800 1,641 159 10 % 3,648 3,312 336 10 % Company's Share NOI - Equity Investees 1,786 1,715 71 4 % 3,530 3,327 203 6 % Total Same Store Multi-Family 12,435 9,125 3,310 36 % 24,295 16,472 7,823 47 % Same Store Other Houston, TX 1,908 1,708 200 12 % 3,653 3,254 399 12 % Columbia, MD (222) (23) (199) (865) % (124) (105) (19) (18) % Las Vegas, NV 5,513 3,213 2,300 72 % 4,417 2,568 1,849 72 % Honolulu, HI 91 91 — — % 104 90 14 16 % Company's Share NOI - Equity and Cost Investees 600 535 65 12 % 5,610 4,670 940 20 % Total Same Store Other 7,890 5,524 2,366 43 % 13,660 10,477 3,183 30 % Total Same Store NOI 64,681 54,936 9,745 18 % 120,437 104,763 15,674 15 % Non-Same Store NOI 1,666 2,942 (1,276) (43) % 3,178 1,394 1,784 128 % Total Operating Assets NOI $ 66,347 $ 57,878 $ 8,469 15 % $ 123,615 $ 106,157 $ 17,458 16 % See page 4 for definitions of Same Store Properties and Same Store NOI. Same Store NOI - Operating Assets Segment
HOWARD HUGHES 12 thousands Q2 2022 Q1 2022 Q4 2021 Q3 2021 Q2 2021 Same Store Metrics Stabilized Leasing Percentages Office 88 % 90 % 91 % 88 % 89 % Retail 93 % 91 % 92 % 91 % 93 % Multi-Family 96 % 98 % 99 % 97 % 97 % Unstabilized Leasing Percentages Office 64 % 52 % 52 % 45 % 43 % Retail 78 % 72 % 72 % 70 % 70 % Multi-Family (a) — % — % — % 89 % 88 % Same Store NOI Office $ 29,739 $ 25,177 $ 29,908 $ 27,816 $ 26,283 Retail 14,617 12,949 14,606 15,151 14,004 Multi-Family 12,435 11,860 11,562 11,022 9,125 Other 7,890 5,770 884 8,409 5,524 Total Same Store NOI $ 64,681 $ 55,756 $ 56,960 $ 62,398 $ 54,936 Quarter over Quarter Change in Same Store NOI 16 % (2) % (9) % 14 % See page 4 for definitions of Same Store Properties and Same Store NOI. (a) As of Q4 2021, all same store multi-family properties are stabilized. Same Store Performance - Operating Assets Segment
HOWARD HUGHES 13 thousands except Sq. Ft. and units % Ownership (a) Total Q2 2022 Occupied (#) Q2 2022 Leased (#) Q2 2022 Occupied (%) Q2 2022 Leased (%) Q2 2022 Annualized NOI (b) Stabilized NOI (c) Time to Stabilize (Years) (d)Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Stabilized Properties Office - Houston 100 % 3,373,048 — 2,875,091 — 2,931,769 — 85 % — % 87 % — % $ 78,751 $ 91,650 — Office - Columbia 100 % 1,380,972 — 1,145,113 — 1,209,961 — 83 % — % 88 % — % 23,054 26,182 — Office - Summerlin 100 % 532,428 — 523,010 — 529,264 — 98 % — % 99 % — % 14,822 14,892 — Retail - Houston 100 % 420,527 — 371,012 — 382,359 — 88 % — % 91 % — % 12,806 13,769 — Retail - Columbia 100 % 99,899 — 99,899 — 99,899 — 100 % — % 100 % — % 3,041 2,712 — Retail - Hawai‘i 100 % 907,375 — 769,218 — 804,046 — 85 % — % 89 % — % 19,005 26,067 — Retail - Summerlin 100 % 800,140 — 779,810 — 792,631 — 97 % — % 99 % — % 24,779 26,300 — Multi-Family - Houston (e) 100 % 34,419 2,610 27,152 2,476 33,473 2,520 79 % 95 % 97 % 97 % 34,927 39,982 — Multi-Family - Columbia (e) 50 % 97,310 1,199 55,587 1,141 80,552 1,162 57 % 95 % 83 % 97 % 13,869 16,330 — Multi-Family - Summerlin (e) 100 % — 391 — 364 — 369 — % 93 % — % 94 % 7,206 7,548 — Self-Storage - Houston 100 % — 1,362 — 1,316 — 1,338 — % 97 % — % 98 % 1,395 1,397 — Other - Summerlin 100 % — — — — — — — % — % — % — % 14,222 14,271 — Other Assets (f) Various 135,801 — 135,801 — 135,801 — 100 % — % 100 % — % 9,125 9,988 — Total Stabilized Properties (g) $ 257,002 $ 291,088 — Unstabilized Properties Office - Houston 100 % 595,336 — 263,859 — 286,951 — 44 % — % 48 % — % $ (374) $ 17,900 0.5 Office - Columbia 100 % 319,200 — 214,325 — 298,610 — 67 % — % 94 % — % 3,934 9,200 0.5 Retail - Houston 100 % 72,977 — 52,810 — 56,912 — 72 % — % 78 % — % 942 2,200 0.5 Retail - Hawaii 100 % 11,117 — 8,820 — 8,820 — 79 % — % 79 % — % (25) 637 2.5 Total Unstabilized Properties $ 4,477 $ 29,937 1.8 NOI by Region, excluding Seaport
HOWARD HUGHES 14 NOI by RegionNOI by Region, excluding Seaport (cont.) (a) Includes our share of NOI for our joint ventures. (b) To better reflect the full-year performance of the properties, the impacts of certain prior period accruals and adjustments included in Q2 2022 NOI were not annualized. Annualized Q2 2022 NOI also includes distribution received from cost method investment in Q1 2022. For purposes of this calculation, this one time annual distribution is not annualized. (c) Excludes Seaport NOI, units, and square feet until we have greater clarity with respect to the performance of our tenants. See page 19 for Seaport Est. stabilized yield and other project information. (d) The expected stabilization date used in the Time to Stabilized calculation for all unstabilized and under construction assets is set 36 months from the in-service or expected in-service date. (e) Multi-Family square feet represent ground floor retail whereas multi-family units represent residential units for rent. (f) These assets can be found on page 16 of this presentation. (g) For Stabilized Properties, the difference between Annualized NOI and Stabilized NOI is attributable to a number of factors which may include temporary abatements, timing of lease turnovers, free rent and other market factors. thousands except Sq. Ft. and units % Ownership (a) Total Q2 2022 Occupied (#) Q2 2022 Leased (#) Q2 2022 Occupied (%) Q2 2022 Leased (%) Q2 2022 Annualized NOI (b) Stabilized NOI (c) Time to Stabilize (Years) (d)Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Under Construction Properties Office - Houston 100 % 53,000 — — — — — — % — % — % — % n/a $ 1,388 1.5 Office - Summerlin 100 % 267,000 — — — — — — % — % — % — % n/a 8,374 3.5 Retail - Hawai‘i 100 % 36,800 — — — — — — % — % — % — % n/a 1,281 3.3 Multi-Family - Houston (e) 100 % — 621 — — — — — % — % — % — % n/a 9,218 3.4 Multi-Family - Summerlin (e) 100 % — 294 — — — — — % — % — % — % n/a 5,899 4.5 Multi-Family - Columbia (e) 100 % 32,000 472 — — — — — % — % — % — % n/a 9,325 3.8 Total Under Construction Properties n/a $ 35,485 3.6 Total / Wtd. Avg. for Portfolio $ 261,479 $ 356,510 3.3
HOWARD HUGHES 15 thousands except Sq. Ft. and units Location % Ownership Rentable Sq. Ft. Q2 2022 % Occ. (a) Q2 2022 % Leased (a) Annualized Q2 2022 NOI (b) (c) Est. Stabilized NOI (b) Office One Hughes Landing Houston, TX 100 % 197,719 55 % 55 % $ 2,844 $ 6,170 Two Hughes Landing Houston, TX 100 % 197,714 68 % 77 % 4,087 6,000 Three Hughes Landing Houston, TX 100 % 320,815 91 % 92 % 8,899 8,245 1725 Hughes Landing Boulevard Houston, TX 100 % 331,176 56 % 56 % 5,385 6,900 1735 Hughes Landing Boulevard Houston, TX 100 % 318,170 100 % 100 % 8,581 8,900 2201 Lake Woodlands Drive Houston, TX 100 % 24,119 100 % 100 % 525 570 Lakefront North Houston, TX 100 % 258,058 85 % 97 % 2,110 6,458 8770 New Trails Houston, TX 100 % 180,000 100 % 100 % 5,410 4,400 9303 New Trails Houston, TX 100 % 97,967 72 % 72 % 1,443 1,525 3831 Technology Forest Drive Houston, TX 100 % 95,078 100 % 100 % 2,646 2,625 3 Waterway Square Houston, TX 100 % 232,021 91 % 91 % 5,646 6,500 4 Waterway Square Houston, TX 100 % 218,551 77 % 77 % 4,379 6,857 1201 Lake Robbins Tower (d) Houston, TX 100 % 805,993 100 % 100 % 26,333 25,000 1400 Woodloch Forest Houston, TX 100 % 95,667 62 % 67 % 463 1,500 10 - 70 Columbia Corporate Center Columbia, MD 100 % 889,516 82 % 87 % 13,084 14,330 Columbia Office Properties Columbia, MD 100 % 63,831 52 % 84 % 486 1,402 One Mall North Columbia, MD 100 % 96,977 59 % 59 % 1,296 1,947 One Merriweather Columbia, MD 100 % 206,632 100 % 100 % 5,755 5,403 Two Merriweather Columbia, MD 100 % 124,016 98 % 98 % 2,433 3,100 Aristocrat Las Vegas, NV 100 % 181,534 100 % 100 % 4,395 4,520 One Summerlin Las Vegas, NV 100 % 206,279 95 % 98 % 6,414 6,437 Two Summerlin Las Vegas, NV 100 % 144,615 100 % 100 % 4,013 3,935 Total Office 5,286,448 $ 116,627 $ 132,724 Retail Creekside Village Green Houston, TX 100 % 74,670 85 % 87 % $ 2,509 $ 2,000 Hughes Landing Retail Houston, TX 100 % 125,798 89 % 93 % 3,686 4,988 1701 Lake Robbins Houston, TX 100 % 12,376 100 % 100 % 558 540 Lake Woodlands Crossing Retail Houston, TX 100 % 60,261 85 % 85 % 1,280 1,668 Lakeland Village Center at Bridgeland Houston, TX 100 % 67,947 78 % 87 % 1,464 1,700 20/25 Waterway Avenue Houston, TX 100 % 50,062 98 % 98 % 1,891 2,000 Waterway Garage Retail Houston, TX 100 % 21,513 100 % 100 % 1,103 600 2000 Woodlands Parkway Houston, TX 100 % 7,900 100 % 100 % 315 273 Columbia Regional Building Columbia, MD 100 % 89,199 100 % 100 % 2,509 2,312 Merriweather District Area 3 Standalone Restaurant Columbia, MD 100 % 10,700 100 % 100 % 532 400 Ward Village Retail Honolulu, HI 100 % 907,375 85 % 89 % 19,005 26,067 Downtown Summerlin (e) Las Vegas, NV 100 % 800,140 97 % 99 % 24,779 26,300 Total Retail 2,227,941 $ 59,631 $ 68,848 Stabilized PropertiesStabilized Properties - Operating Assets Segment
HOWARD HUGHES 16 Q2 2022 % Occ.(a) Q2 2022 % Leased (a) thousands except Sq. Ft. and units Location % Ownership Rentable Sq. Ft. Units Rentable Sq. Ft. Units Rentable Sq. Ft. Units Annualized Q2 2022 NOI (b) (c) Est. Stabilized NOI (b) Multi-family Creekside Park Apartments Houston, TX 100 % — 292 n/a 97 % n/a 98 % $ 2,787 $ 3,000 Creekside Park The Grove Houston, TX 100 % — 360 n/a 98 % n/a 100 % 4,778 4,778 Lakeside Row Houston, TX 100 % — 312 n/a 94 % n/a 97 % 3,400 3,875 Millennium Six Pines Apartments Houston, TX 100 % — 314 n/a 93 % n/a 95 % 3,508 4,500 Millennium Waterway Apartments Houston, TX 100 % — 393 n/a 93 % n/a 95 % 3,250 4,600 One Lakes Edge Houston, TX 100 % 22,971 390 81 % 94 % 96 % 95 % 7,170 7,200 The Lane at Waterway Houston, TX 100 % — 163 n/a 96 % n/a 99 % 2,399 3,500 Two Lakes Edge Houston, TX 100 % 11,448 386 75 % 94 % 100 % 95 % 7,635 8,529 Juniper Apartments Columbia, MD 100 % 55,693 382 25 % 96 % 70 % 97 % 6,725 9,162 The Metropolitan Downtown Columbia Columbia, MD 50 % 13,591 380 100 % 94 % 100 % 98 % 3,160 3,160 m.flats/TEN.M Columbia, MD 50 % 28,026 437 100 % 95 % 100 % 95 % 3,984 4,008 Constellation Apartments Las Vegas, NV 100 % — 124 n/a 93 % n/a 94 % 2,096 2,400 Tanager Apartments Las Vegas, NV 100 % — 267 n/a 93 % n/a 94 % 5,110 5,148 Total Multi-family (f) 131,729 4,200 $ 56,002 $ 63,860 Other Hughes Landing Daycare Houston, TX 100 % 10,000 — 100 % — % 100 % — % $ 250 $ 281 The Woodlands Warehouse Houston, TX 100 % 125,801 — 100 % — % 100 % — % 1,394 1,516 HHC 242 Self-Storage Houston, TX 100 % — 633 n/a 97 % n/a 98 % 712 713 HHC 2978 Self-Storage Houston, TX 100 % — 729 n/a 97 % n/a 99 % 683 684 Woodlands Sarofim #1 Houston, TX 20 % n/a n/a n/a n/a n/a n/a 16 250 Stewart Title of Montgomery County, TX Houston, TX 50 % n/a n/a n/a n/a n/a n/a 2,384 2,384 The Woodlands Ground Leases Houston, TX 100 % n/a n/a n/a n/a n/a n/a 2,297 2,298 Kewalo Basin Harbor Honolulu, HI 100 % n/a n/a n/a n/a n/a n/a 2,019 2,183 Hockey Ground Lease Las Vegas, NV 100 % n/a n/a n/a n/a n/a n/a 579 582 Summerlin Hospital Medical Center Las Vegas, NV 5 % n/a n/a n/a n/a n/a n/a 4,638 4,638 Las Vegas Ballpark (g) Las Vegas, NV 100 % n/a n/a n/a n/a n/a n/a 9,005 9,051 Other Assets Various 100 % n/a n/a n/a n/a n/a n/a 765 1,076 Total Other 135,801 1,362 $ 24,742 $ 25,656 Total Stabilized $ 257,002 $ 291,088 (a) Percentage Occupied and Percentage Leased are as of June 30, 2022. (b) For Stabilized Properties, the difference between Annualized NOI and Stabilized NOI is attributable to a number of factors which may include temporary abatements, timing of lease turnovers, free rent and other market factors. (c) To better reflect the full-year performance of the properties, the impacts of certain prior period accruals and adjustments included in Q2 2022 NOI were not annualized. (d) 1201 Lake Robbins and 9950 Woodloch Forest, are collectively known as The Woodlands Towers at the Waterway. 9950 Woodloch Forest is an unstabilized property as of June 30, 2022. (e) Downtown Summerlin rentable sq. ft. excludes 381,767 sq. ft. of anchor space and 40,846 sq. ft. of office space. (f) Multi-Family square feet represent ground floor retail whereas multi-family units represent residential units for rent. (g) The Las Vegas Ballpark presentation is inclusive of the results from both the stadium operations and those of our wholly owned team, the Las Vegas Aviators. Annualized NOI is based on a trailing 12-month calculation due to seasonality. Stabilized Properties - Operating Assets Segment (cont.)
HOWARD HUGHES 17 Q2 2022 % Occ.(a) Q2 2022 % Leased (a) Develop. Costs Incurred Est. Total Cost (Excl. Land) Annualized Q2 2022 NOI Est. Stabilized NOI (b) Est. Stab. Date Est. Stab. Yield thousands except Sq. Ft. and units Location % Ownership Rentable Sq. Ft. Units Rentable Sq. Ft. Units Rentable Sq. Ft. Units Office 9950 Woodloch Forest (c)(d) Houston, TX 100 % 595,336 — 44 % n/a 48 % n/a $ 164,459 $ 210,971 $ (374) $ 17,900 2022 8 % 6100 Merriweather Columbia, MD 100 % 319,200 — 67 % n/a 94 % n/a 117,757 138,221 3,934 9,200 2022 7 % Total Office 914,536 — $ 282,216 $ 349,192 $ 3,560 $ 27,100 Retail A'ali'i (e) Honolulu, HI 100 % 11,117 — 79 % n/a 79 % n/a $ — $ — $ (25) $ 637 2024 — % Creekside Park West Houston, TX 100 % 72,977 — 72 % n/a 78 % n/a 19,648 20,777 942 2,200 2022 11 % Total Retail 84,094 — $ 19,648 $ 20,777 $ 917 $ 2,837 Total Unstabilized $ 301,864 $ 369,969 $ 4,477 $ 29,937 (a) Percentage Occupied and Percentage Leased are as of June 30, 2022. (b) Company estimates of stabilized NOI are based on current leasing velocity, excluding inflation and organic growth. (c) 9950 Woodloch Forest development costs incurred and estimated total cost are inclusive of acquisition and tenant lease-up costs. (d) 1201 Lake Robbins and 9950 Woodloch Forest, are collectively known as The Woodlands Towers at the Waterway. 1201 Lake Robbins is a stabilized property as of June 30, 2022, as Occidental Petroleum has leased 100% of the building through 2032. (e) Condominium retail Develop. Cost Incurred and Est. Total Costs (Excl. Land) are combined with their respective condominium costs on page 20 and 21 of this supplement. Unstabilized Properties - Operating Assets Segment
HOWARD HUGHES 18 Under Construction Properties thousands except Sq. Ft. and units Location % Ownership Est. Rentable Sq. Ft. Percent Pre- Leased (a) Const. Start Date Est. Stabilized Date (b) Develop. Costs Incurred Est. Total Cost (Excl. Land) Est. Stabilized NOI Est. Stab. Yield Office Creekside Park Medical Plaza Houston, TX 100 % 33,000 — % Q1 2022 2024 $ 3,012 $ 10,351 $ 792 8 % Memorial Hermann Health System Build-to-Suit Houston, TX 100 % 20,000 100 % Q4 2021 2023 3,355 6,237 596 10 % 1700 Pavilion Las Vegas, NV 100 % 267,000 39 % Q2 2021 2025 71,370 121,515 8,374 7 % Total Office 320,000 $ 77,737 $ 138,103 $ 9,762 Retail Kō'ula (c) Honolulu, HI 100 % 36,800 8 % Q3 2019 2025 $ — $ — $ 1,281 — % Total Retail 36,800 $ — $ — $ 1,281 in thousands except Sq. Ft. and units Location % Ownership # of Units Monthly Est. Rent Per Unit Const. Start Date Est. Stabilized Date (b) Develop. Costs Incurred Est. Total Cost (Excl. Land) Est. Stabilized NOI Est. Stab. Yield Multi-family Marlow Columbia, MD 100 % 472 $ 1,984 Q1 2021 2026 $ 68,334 $ 130,490 $ 9,325 7 % Starling at Bridgeland Houston, TX 100 % 358 1,622 Q4 2020 2025 38,977 60,572 4,360 7 % Tanager Echo Las Vegas, NV 100 % 294 2,148 Q2 2021 2026 41,573 86,853 5,899 7 % Wingspan (d) Houston, TX 100 % 263 2,460 Q2 2022 2026 873 86,548 4,858 6 % Total Multi-family 1,387 $ 149,757 $ 364,463 $ 24,442 Total Under Construction $ 227,494 $ 502,566 $ 35,485 (a) Represents leases signed as of June 30, 2022, and is calculated as the total leased square feet divided by total leasable square feet, expressed as a percentage. (b) Represents management's estimate of the first quarter of operations in which the asset may be stabilized. (c) Condominium retail Develop. Cost Incurred and Est. Total Costs (Excl. Land) are combined with their respective condominium costs on page 20 and 21 of this supplement. (d) Wingspan is our first single-family rental community in Bridgeland. The project, which will include 263 homes, is expected to start welcoming residents in late 2023. Under Construction Projects - Strategic Developments Segment
HOWARD HUGHES 19 NOI by Region Q2 2022 Landlord Operations (a) Managed Businesses (b) Events, Sponsorships & Catering Business (c) Q2 2022 Totalthousands except sq. ft. and percentages Historic District & Pier 17 Multi-Family (d) Historic District & Pier 17 Tin Building (e) Revenues Rental revenue (f) $ 4,676 $ 223 $ — $ — $ — $ 4,899 Tenant recoveries 208 — — — — 208 Other rental and property (expense) revenue — (1) 13,867 — 8,117 21,983 Total Revenues 4,884 222 13,867 — 8,117 27,090 Expenses Other property operating costs (f) (7,954) (16) (12,098) — (7,706) (27,774) Total Expenses (7,954) (16) (12,098) — (7,706) (27,774) Seaport NOI $ (3,070) $ 206 $ 1,769 $ — $ 411 $ (684) Company's Share NOI - Equity Investees — — 611 (3,633) — (3,022) Total Seaport NOI (g) $ (3,070) $ 206 $ 2,380 $ (3,633) $ 411 $ (3,706) Rentable Sq. Ft. / Units Total Sq. Ft. / units 346,136 13,000 / 21 50,970 53,783 21,077 Leased Sq. Ft. / units (h) 196,497 — / 21 50,970 53,783 21,077 % Leased or occupied (h) 57 % — % / 100 % 100 % 100 % 100 % Development Development costs incurred $ 562,567 $ — $ — $ 186,295 $ — $ 748,862 Estimated total costs (excl. land) $ 594,368 $ — $ — $ 194,613 $ — $ 788,981 (a) Landlord operations represents physical real estate developed and owned by HHC and leased to third parties. (b) Managed businesses represents retail and food and beverage businesses that HHC owns, either wholly or through joint ventures, and operates, including license and management agreements. For the three months ended June 30, 2022, our managed businesses include, among others, The Fulton, The Greens, Mister Dips, Carne Mare and Malibu Farm. Managed businesses also includes our equity share of NOI from Ssäm Bar, The Tin Building by Jean-Georges and Jean-Georges Restaurants. (c) Events, sponsorships & catering business includes private events, catering, sponsorships, concert series and other rooftop activities. (d) Multi-family represents 85 South Street which includes base level retail in addition to residential units. (e) The Company owns 100% of the Tin Building and has leased 100% of the space to The Tin Building by Jean-Georges joint venture. The core and shell of the building was completed as of December 31, 2021, and the building is expected to open in the third quarter of 2022. (f) Rental revenue and expense earned from and paid by businesses we own and operate is eliminated in consolidation. (g) See page 34 for the reconciliation of Seaport NOI. (h) The percent leased for Historic District & Pier 17 landlord operations includes agreements with terms of less than one year. Seaport Operating Performance
HOWARD HUGHES 20 As of June 30, 2022 Anaha Ae‘o Ke Kilohana (a) Victoria Place Total Key Metrics ($ in thousands) Type of building Luxury Upscale Workforce Luxury Number of units 317 465 423 349 1,554 Avg. unit Sq. Ft. 1,417 838 696 1,164 991 Condo Sq. Ft. 449,205 389,663 294,273 406,351 1,539,492 Street retail Sq. Ft. 16,048 70,800 28,386 n/a 115,234 Stabilized retail NOI $1,200 $2,400 $1,200 n/a $4,800 Stabilization year 2020 2019 2020 n/a Development progress ($ in thousands) Status Opened Opened Opened Under Construction Start date Q4 2014 Q1 2016 Q4 2016 Q1 2021 Completion date Q4 2017 Q4 2018 Q2 2019 2024 Total development cost $403,974 $430,737 $218,406 $503,271 $1,556,388 Cost-to-date 403,524 429,764 216,657 120,473 1,170,418 Remaining to be funded $450 $973 $1,749 $382,798 $385,970 Financial Summary ($ in thousands) Units closed (through Q2 2022) 317 465 423 — 1,205 Units under contract (through Q2 2022) — — — 349 349 Total % of units closed or under contract 100.0% 100.0% 100.0% 100.0% 100.0% Units closed (current quarter) — — — — — Units under contract (current quarter) — — — 1 1 Square footage closed or under contract (total) 449,205 389,663 294,273 406,351 1,539,492 Total % square footage closed or under contract 100.0% 100.0% 100.0% 100.0% 100.0% Total cash received (closings & deposits) $515,872 $512,770 $218,536 $157,355 $1,404,533 Total GAAP revenue recognized $515,872 $512,770 $218,536 $— $1,247,178 Total future GAAP revenue for units under contract $— $— $— $774,584 $774,584 Deposit Reconciliation (thousands) Spent towards construction $— $— $— $46,801 $46,801 Held for future use (c) — — — 110,554 110,554 Total deposits from sales commitment $— $— $— $157,355 $157,355 (a) Ke Kilohana consists of 375 workforce units and 48 market rate units. Ward Village - Sold Out Condominiums
HOWARD HUGHES 21 As of June 30, 2022 Waiea ‘A‘ali‘i Kō'ula Total Key Metrics ($ in thousands) Type of building Luxury Upscale Upscale Number of units 177 750 565 1,492 Avg. unit Sq. Ft. 2,138 520 725 790 Condo Sq. Ft. 378,488 390,097 409,612 1,178,197 Street retail Sq. Ft. (a) 7,716 11,117 36,800 55,633 Stabilized retail NOI $453 $637 $1,281 $2,371 Stabilization year 2017 2024 2025 Development progress ($ in thousands) Status Opened Opened Under Construction Start date Q2 2014 Q4 2018 Q3 2019 Completion / Est. Completion date Q4 2016 Q4 2021 Q3 2022 Total development cost $598,664 $394,908 $487,039 $1,480,611 Cost-to-date 510,214 376,495 341,498 1,228,207 Remaining to be funded $88,450 $18,413 $145,541 $252,404 Financial Summary ($ in thousands) Units closed (through Q2 2022) 176 706 — 882 Units under contract (through Q2 2022) — 4 544 548 Units remaining to be sold (through Q2 2022) 1 40 21 62 Total % of units closed or under contract 99.4% 94.7% 96.3% 95.8% Units closed (current quarter) 1 19 — 20 Units under contract (current quarter) — 15 27 42 Square footage closed or under contract (total) 377,311 358,606 397,943 1,133,860 Total % square footage closed or under contract 99.7% 91.9% 97.2% 96.2% Total cash received (closings & deposits) $696,578 $491,094 $136,168 $1,323,840 Total GAAP revenue recognized $696,393 $490,310 $— $1,186,703 Total future GAAP revenue for units under contract $— $4,218 $616,056 $620,274 Expected avg. price per Sq. Ft. $1,900 - $1,950 $1,300 - $1,350 $1,500 - $1,550 Deposit Reconciliation (thousands) Spent towards construction $— $— $117,751 $117,751 Held for future use (b) — — 18,417 18,417 Total deposits from sales commitment $— $— $136,168 $136,168 Target condo profit margin across all sold and remaining to be sold condos at completion (excluding land cost) is approximately 30%. (a) Expected construction cost per retail square foot for all sold and remaining to be sold condos is approximately $1,100. (b) Total deposits held for future use are presented above only for projects under construction and are included in Restricted cash on the balance sheet. Ward Village - Completed or Under Construction Condominiums Remaining to be Sold
HOWARD HUGHES 22 As of June 30, 2022 thousands Location Total Estimated Costs (a) Costs Paid Through June 30, 2022 Estimated Remaining to be Spent Remaining Buyer Deposits/ Holdback to be Drawn Debt to be Drawn (b) Costs Remaining to be Paid, Net of Debt and Buyer Deposits/ Holdbacks to be Drawn (c) Estimated Completion Date Operating Assets (A) (B) (A) - (B) = (C) (D) (E) (C) - (D) - (E) = (F) 6100 Merriweather (d) Columbia, MD $ 138,221 $ 117,757 $ 20,464 $ — $ 22,222 $ (1,758) Open Juniper Apartments (d) Columbia, MD 116,386 106,358 10,028 — 11,173 (1,145) Open Total Operating Assets 254,607 224,115 30,492 — 33,395 (2,903) Seaport Assets Pier 17 and Historic District Area / Uplands (d) New York, NY 594,368 562,567 31,801 — — 31,801 Open Tin Building New York, NY 194,613 186,295 8,318 — — 8,318 Q3 2022 Total Seaport Assets 788,981 748,862 40,119 — — 40,119 Strategic Developments Creekside Park Medical Plaza (e) Houston, TX 10,351 3,012 7,339 — 7,644 (305) Q4 2022 Marlow Columbia, MD 130,490 68,334 62,156 — 62,049 107 Q3 2022 Memorial Hermann Health System Build-to-Suit (e) Houston, TX 6,237 3,355 2,882 — 2,886 (4) Q3 2022 Starling at Bridgeland (e) Houston, TX 60,572 38,977 21,595 — 21,704 (109) Q3 2022 1700 Pavilion (e) Las Vegas, NV 121,515 71,370 50,145 — 53,922 (3,777) Q4 2022 Tanager Echo (e) Las Vegas, NV 86,853 41,573 45,280 — 47,070 (1,790) Q1 2023 Wingspan (f) Houston, TX 86,548 873 85,675 — — 85,675 2024 ‘A‘ali‘i Honolulu, HI 394,908 376,495 18,413 — — 18,413 Open Kō'ula Honolulu, HI 487,039 341,498 145,541 6,830 106,149 32,562 Q3 2022 Victoria Place (g) Honolulu, HI 503,271 120,473 382,798 103,841 303,630 (24,673) 2024 Waiea (h) Honolulu, HI 598,664 510,214 88,450 — — 88,450 Open Total Strategic Developments 2,486,448 1,576,174 910,274 110,671 605,054 194,549 Combined Total $ 3,530,036 $ 2,549,151 $ 980,885 $ 110,671 $ 638,449 $ 231,765 See page 4 for definition of Remaining Development Costs. (a) Total Estimated Costs represent all costs to be incurred on the project which include construction costs, demolition costs, marketing costs, capitalized leasing, payroll or project development fees, deferred financing costs and advances for certain accrued costs from lenders and excludes land costs and capitalized corporate interest allocated to the project. Total Estimated Costs for assets at Ward Village and Columbia exclude master plan infrastructure and amenity costs at Ward Village and Merriweather District. (b) With respect to our condominium projects, remaining debt to be drawn is reduced by deposits utilized for construction. (c) We expect to be able to meet our cash funding requirements with a combination of existing and anticipated construction loans, condominium buyer deposits, free cash flow from our Operating Assets and MPC segments, net proceeds from condominium sales, our existing cash balances and as necessary, the postponement of certain projects. (d) Final completion is dependent on lease-up and tenant build-out. (e) Negative balance relates to costs paid by HHC, but not yet reimbursed by our lenders. We expect to receive funds from our lenders for these costs in the future. (f) We expect to secure financing to fund this development in the second half of 2022. (g) The negative balance represents equity that will be paid out as loan proceeds in Q1 2023. Until that period, costs remaining (net of debt) will reflect a negative balance. (h) Total estimated cost includes $139.2 million for warranty repairs. However, we anticipate recovering a substantial amount of these costs in the future, which is not reflected in this schedule. Summary of Remaining Development Costs
HOWARD HUGHES 23 MPC Regions Non-MPC Regions The Woodlands The Woodlands Hills Bridgeland Summerlin Douglas Ranch Trillium Columbia Total Hawai‘i Seaport Total As of June 30, 2022 Houston, TX Houston, TX Houston, TX Las Vegas, NV Phoenix, AZ Phoenix, AZ Columbia, MD MPC Regions Honolulu, HI New York, NY Non- MPC Stabilized Properties Office Sq.Ft. 3,373,048 — — 532,428 — — 1,380,972 5,286,448 — — — Retail Sq. Ft. (a) 386,999 — 67,947 800,140 — — 197,209 1,452,295 907,375 13,000 920,375 Multi-family units 2,298 — 312 391 — — 1,199 4,200 — 21 21 Self-Storage Units 1,362 — — — — — — 1,362 — — — Other Sq. Ft. 135,801 — — — — — — 135,801 — — — Unstabilized Properties Office Sq.Ft. 595,336 — — — — — 319,200 914,536 — 188,450 188,450 Retail Sq.Ft. 72,977 — — — — — — 72,977 11,117 229,733 240,850 Under Construction Properties Office Sq.Ft. 53,000 — — 267,000 — — — 320,000 — — — Retail Sq.Ft. — — — — — — 32,000 32,000 36,800 53,783 90,583 Multi-family units — — 621 294 — — 472 1,387 — — — Residential Land Total gross acreage/condos (b) 28,545 ac 2,055 ac 11,506 ac 22,500 ac 33,810 ac 3,029 ac 16,450 ac 117,895 ac 3,046 n/a 3,046 Current Residents (b) 120,000 1,600 17,500 120,000 — — 112,000 371,100 n/a n/a — Remaining saleable acres/ condos under construction or complete 32 ac 1,181 ac 2,408 ac 2,494 ac 17,770 ac 1,230 ac n/a 25,115 ac 62 n/a 62 Estimated price per acre (c) $1,983,000 $315,000 $494,000 $977,000 $332,000 $305,000 n/a n/a n/a Commercial Land Total acreage remaining 749 ac 167 ac 1,336 ac 808 ac 9,578 ac 337 ac 96 ac 13,071 ac n/a n/a — Estimated price per acre (c) $961,000 $515,000 $629,000 $1,039,000 $204,000 $173,000 $580,000 n/a n/a Portfolio Key Metrics Portfolio Key Metrics include 100% of square footage and units associated with joint venture projects. Retail space in Multi-family assets shown as Retail square feet. (a) Retail Sq. Ft. within the Summerlin region excludes 381,767 Sq. Ft. of anchors and 40,846 Sq. Ft of additional office space above our retail space. (b) Acreage and current residents shown as of December 31, 2021. (c) Residential and commercial pricing represents the Company's estimate of price per acre per its 2022 land models. Portfolio Key Metrics
HOWARD HUGHES 24 Master Planned Community Land Consolidated MPC Segment EBT The Woodlands The Woodlands Hills Bridgeland Summerlin Douglas Ranch Columbia Total Trillium (a) thousands Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Revenues: Residential land sale revenues $ — $ 349 $ 7,117 $ 6,050 $ 25,185 $ 10,663 $ 51,451 $ 36,203 $ — $ — $ — $ — $ 83,753 $ 53,265 $ — $ — Commercial land sale revenues — 827 1,226 — — — — 4,250 — — — — 1,226 5,077 — — Builder price participation 635 85 1,382 260 1,988 546 14,466 10,496 — — — — 18,471 11,387 — — Other land sale revenues 251 305 — 49 76 448 4,295 4,047 38 — — — 4,660 4,849 — — Total revenues 886 1,566 9,725 6,359 27,249 11,657 70,212 54,996 38 — — — 108,110 74,578 — — Expenses: Cost of sales - residential land — (188) (2,925) (2,420) (7,178) (2,872) (20,657) (16,968) — — — — (30,760) (22,448) — — Cost of sales - commercial land — (174) (503) — — — — (2,236) — — — — (503) (2,410) — — Real estate taxes (967) (972) (16) (36) (936) (693) (611) (550) (8) — (149) (145) (2,687) (2,396) (116) — Land sales operations (4,063) (2,550) (739) (666) (2,163) (1,354) (3,501) (1,983) (198) — (522) (98) (11,186) (6,651) (130) — Total operating expenses (5,030) (3,884) (4,183) (3,122) (10,277) (4,919) (24,769) (21,737) (206) — (671) (243) (45,136) (33,905) (246) — Depreciation and amortization (34) (34) (2) (2) (33) (35) (23) (27) — — — — (92) (98) (4) — Interest income (expense), net 329 (442) 482 386 3,845 4,930 7,127 5,741 — — — — 11,783 10,615 (54) — Other (loss) income, net — — — — — — — — 23 — — — 23 — Equity in earnings (losses) from real estate and other affiliates (b) — — — — — — (3,271) 18,641 (151) — — — (3,422) 18,641 — — MPC Segment EBT $ (3,849) $ (2,794) $ 6,022 $ 3,621 $ 20,784 $ 11,633 $ 49,276 $ 57,614 $ (296) $ — $ (671) $ (243) $ 71,266 $ 69,831 $ (304) $ — (a) This represents 100% of Trillium EBT. The Company owns a 50% interest in Trillium and accounts for its investment under the equity method. (b) Equity in earnings (losses) from real estate and other affiliates for Douglas Ranch reflects our share of earnings in our Trillium joint venture and for Summerlin our share of earnings in The Summit joint venture. MPC Performance
HOWARD HUGHES 25 Master Planned Community Land Consolidated MPC Segment The Woodlands The Woodlands Hills Bridgeland Summerlin Douglas Ranch Columbia Trillium (a) thousands Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Q2 2022 Q2 2021 Key Performance Metrics: Residential Total acres closed in current period — 1.5 ac 19.7 ac 18.5 ac 43.7 ac 24.6 ac 48.2 ac 49.1 ac — — — — — — Price per acre achieved NM $233 $361 $327 $576 $427 $1,073 $807 NM NM NM NM NM NM Avg. gross margins NM 46.1% 58.9% 60.0% 71.5% 73.1% 59.9% 53.1% NM NM NM NM NM NM Commercial Total acres closed in current period — 1.5 ac 8 ac — — — — 6.3 ac — — — — — — Price per acre achieved NM $551 $175 NM NM NM NM $675 NM NM NM NM NM NM Avg. gross margins NM 79.0% 59.0% NM NM NM NM 47.4% NM NM NM NM NM NM Avg. combined before-tax net margins NM 69.2% 58.9% 60.0% 71.5% 73.1% 59.9% 52.5% NM NM NM NM NM NM Key Valuation Metrics: Remaining saleable acres Residential 32 ac 1,181 ac 2,408 ac 2,494 ac 17,770 ac — 1,230 ac Commercial (b) 749 ac 167 ac 1,336 ac 808 ac 9,578 ac 96 ac 337 ac Projected est. % superpads / lot size —% / — —% / — —% / — 82% / 0.25 ac —% / — NM NM Projected est. % single-family detached lots / lot size 60% / 0.36 ac 83% / 0.21 ac 89% / 0.23 ac —% / — 81% / 0.22 ac NM 100% / 0.24 ac Projected est. % single-family attached lots / lot size 40% / 0.12 ac 17% / 0.13 ac 9% / 0.09 ac —% / — 19% / 0.11 ac NM —% / — Projected est. % custom homes / lot size —% / — —% / — 2% / 0.63 ac 18% / 0.45 ac —% / — NM —% / — Estimated builder sale velocity (blended total - TTM) (c) 4 29 63 102 NM NM NM Projected GAAP gross margin (d) 74.7% / 76.2% 58.9% / 60.0% 71.5% / 73.1% 52.8% / 52.8% 87.3% / —% NM 44.4% / —% Projected cash gross margin (d) 96.3% 86.0% 87.2% 77% 87.6% NM 60.5% Residential sellout / Commercial buildout date estimate Residential 2025 2030 2036 2039 2081 — 2033 Commercial 2034 2030 2045 2039 2081 2024 2026 (a) This represents 100% of Trillium performance and valuation metrics. The Company owns a 50% interest in Trillium and accounts for its investment under the equity method. (b) Columbia Commercial excludes 15 commercial acres held in the Strategic Developments segment in Downtown Columbia. (c) Represents the average monthly builder homes sold over the last twelve months ended June 30, 2022. (d) Projected GAAP gross margin is based on GAAP revenues and expenses which exclude revenues deferred on sales closed where revenue did not meet criteria for recognition and includes revenues previously deferred that met criteria for recognition in the current period. Gross margin for each MPC may vary from period to period based on the locations of the land sold and the related costs associated with developing the land sold. Projected cash gross margin includes all future projected revenues less all future projected development costs, net of expected reimbursable costs, and capitalized overhead, taxes and interest. NM Not meaningful. MPC Land
HOWARD HUGHES 26 Office Expirations (a) Retail Expirations (a) Expiration Year Annualized Cash Rent ($ in thousands) Percentage of Annualized Cash Rent Wtd. Avg. Annualized Cash Rent Per Leased Sq. Ft. Annualized Cash Rent ($ in thousands) Percentage of Annualized Cash Rent Wtd. Avg. Annualized Cash Rent Per Leased Sq. Ft. 2022 $ 7,454 3.37 % $ 37.33 $ 1,140 1.37 % $ 37.34 2023 9,026 4.08 % 37.64 7,173 8.64 % 46.52 2024 13,162 5.95 % 49.32 6,169 7.43 % 47.70 2025 26,378 11.92 % 41.81 16,977 20.45 % 53.23 2026 9,840 4.45 % 40.17 6,977 8.40 % 48.79 2027 31,799 14.37 % 41.38 5,979 7.20 % 53.39 2028 12,562 5.68 % 41.52 4,641 5.59 % 49.82 2029 15,160 6.85 % 45.48 5,413 6.52 % 50.40 2030 16,215 7.33 % 38.60 4,559 5.49 % 64.44 2031 5,050 2.28 % 47.37 4,707 5.67 % 55.71 Thereafter 74,611 33.72 % 51.15 19,281 23.24 % 59.21 Total $ 221,257 100.00 % $ 83,016 100.00 % (a) Excludes leases with an initial term of 12 months or less. Also excludes Seaport leases. Office and Retail Lease Expirations Total Office and Retail Portfolio as of June 30, 2022 % o f A nn ua liz ed C as h R en t E xp iri ng Houston Summerlin Columbia Hawaii Other Office 2022 Retail 2022 Office 2023 Retail 2023 Office 2024 Retail 2024 Office 2025 Retail 2025 Office 2026 Retail 2026 Office 2027 Retail 2027 Office 2028 Retail 2028 Office 2029 Retail 2029 Office 2030 Retail 2030 Office 2031 Retail 2031 Office 2032+ Retail 2032+ 0% 6% 12% 18% 24% 30% Lease Expirations
HOWARD HUGHES 27 Acquisition / Disposition Activity thousands except rentable Sq. Ft. / Units / Acres Q2 2022 Acquisitions Date Acquired Property % Ownership Location Acres Acquisition Price No acquisition activity to report for Q2 2022 Q2 2022 Dispositions Date Sold Property % Ownership Location Acres / Rentable Sq. Ft. Sale Price June 16, 2022 Outlet Collection at Riverwalk 100% New Orleans, LA 264,080 sq. ft. $34.0 million June 17, 2022 Noncontrolling interest in Douglas Ranch (a) Phoenix, AZ (a) $50.0 million Acquisition/Disposition Activity (a) The October 2021 purchase of Douglas Ranch included an option for the seller, or permitted assignee, to repurchase up to 50% interest in the Douglas Ranch. Pursuant to the original purchase agreement, $33.8 million was withheld at the initial closing to be applied at against the seller's purchase price upon exercise of the option. On June 17, 2022, the seller’s assignee, JDM Member, exercised the minimum purchase option and purchased a 9.24% interest in Douglas Ranch for $50.0 million, inclusive of the $33.8 million previously held in escrow. JDM Member also paid an additional $10.0 million for the option to repurchase up to the remaining 40.76% interest in Douglas Ranch for $220.5 million on or before August 18, 2022, with no additional minimum interest purchase requirement. As of June 30, 2022, Douglas Ranch is a consolidated variable interest entity with member equity interest of 90.76% for the Company and 9.24% for JDM Member.
HOWARD HUGHES 28 Other Assets Property Name City, State % Ownership Acres Notes West End Alexandria (formerly Landmark Mall) Alexandria, VA 58.33% 41.1 In June 2021, a Contribution Agreement was executed by and between affiliates of HHC, Seritage, and Foulger-Pratt which establishes a framework for a joint venture to redevelop the 52-acre site previously known as Landmark Mall in Alexandria, VA. In July, the Alexandria City Council unanimously approved the redevelopment agreements which will result in up to approximately four million square feet of residential, retail, commercial and entertaiment offerings intergrated into a cohesive neighborhood with a central plaza, a network of parks and public transportation. The development will be anchored by a new state-of-the-art Inova Hospital and medical campus. Alexandria City Council approved the use of $54 million in public bond financing to allow the City to acquire the land for the hospital and lease it to Inova, as well as $86 million in public bond financing for site preparation and infrastructure at the site and adjacent Duke Street and Van Dorn Street corridors. West End Alexandria executed a Purchase and Sale Agreement with the City of Alexandria to sell approximately 11 acres to the City of Alexandria for $54 million for the Inova Hospital and medical campus. Foulger-Pratt will manage construction of the development. Demolition on the remaining 41 acres began in the second quarter of 2022, with completion of the first buildings expected in 2025. Maui Ranch Land Maui, HI 100% 20 Two, non-adjacent, ten-acre parcels zoned for native vegetation. 80% Interest in Fashion Show Air Rights Las Vegas, NV 80% N/A Air rights above the Fashion Show Mall located on the Las Vegas Strip. 250 Water Street New York, NY 100% 1 The one-acre site is situated at the entrance of the Seaport. In October 2020, we announced our comprehensive proposal for the redevelopment of 250 Water Street, which includes the transformation of this underutilized full-block surface parking lot into a mixed-use development that would include affordable and market rate apartments, community-oriented spaces and office space. This project, which includes approximately 547,000 zoning square feet, presents a unique opportunity at the Seaport to redevelop this site into a vibrant mixed-use asset, provide long-term viability to the South Street Seaport Museum and deliver much-needed affordable housing and economic stimulus to the area. In May 2021, we received approval from the New York City Landmarks Preservation Commission (LPC) on our proposed design for the 250 Water Street site and in September 2021, the New York State Supreme Court dismissed on procedural grounds a lawsuit challenging the LPC approval. We received final approvals in December 2021 through the New York City Uniform Land Use Review Procedure known as ULURP, which will allow the necessary transfer of development rights to the parking lot site. Also in December 2021, an amendment to the Seaport ground lease was executed giving the Company extension options, at the discretion of the Company, for an additional 48 years from its current expiration in 2072 until 2120. We received a building foundation permit from the New York City Department of Buildings and began initial foundation work and remediation in the second quarter of 2022. Remediation of the site as a volunteer of the New York State Brownfield Cleanup program is expected to be completed in 2023. In February 2022, an additional lawsuit was filed challenging the land use approvals previously granted to the Company under the ULURP for the redevelopment and construction of 250 Water Street. The Company is vigorously contesting the matter as it believes that these claims are without merit. Other Assets
HOWARD HUGHES 29 thousands June 30, 2022 December 31, 2021 Fixed-rate debt Unsecured 5.375% Senior Notes due 2028 $ 750,000 $ 750,000 Unsecured 4.125% Senior Notes due 2029 650,000 650,000 Unsecured 4.375% Senior Notes due 2031 650,000 650,000 Secured mortgages, notes and loans payable 1,206,451 1,006,428 Special Improvement District bonds 64,394 69,131 Variable-rate debt (a) Secured mortgages, notes and loans payable, excluding condominium financing 980,498 1,039,674 Condominium financing 270,975 199,183 Secured Bridgeland Notes due 2026 275,000 275,000 Mortgages, notes and loans payable 4,847,318 4,639,416 Deferred financing costs (46,626) (48,259) Total mortgages, notes and loans payable, net $ 4,800,692 $ 4,591,157 Net Debt on a Segment Basis as of June 30, 2022 (b) thousands Operating Assets Master Planned Communities Seaport Strategic Developments Segment Totals Non- Segment Amounts Total Mortgages, notes and loans payable, net $ 1,997,604 $ 335,091 $ 99,832 $ 343,993 $ 2,776,520 $ 2,024,172 $ 4,800,692 Mortgages, notes and loans payable of real estate and other affiliates (c) 90,385 11,406 — — 101,791 — 101,791 Less: Cash and cash equivalents (77,875) (136,955) (8,171) (10,113) (233,114) (339,660) (572,774) Cash and cash equivalents of real estate and other affiliates (c) (3,583) (24,045) (9,901) (11,545) (49,074) — (49,074) Special Improvement District receivables — (80,093) — — (80,093) — (80,093) Municipal Utility District receivables, net — (437,378) — — (437,378) — (437,378) TIF receivable — — — (1,469) (1,469) — (1,469) Net Debt $ 2,006,531 $ (331,974) $ 81,760 $ 320,866 $ 2,077,183 $ 1,684,512 $ 3,761,695 Consolidated Debt Maturities and Contractual Obligations by Extended Maturity Date as of June 30, 2022 thousands Remaining in 2022 2023 2024 2025 2026 Thereafter Total Mortgages, notes and loans payable (d) $ 6,632 $ 404,499 $ 391,937 $ 233,715 $ 376,982 $ 3,433,553 $ 4,847,318 Interest payments (e) 119,021 239,066 203,479 185,840 171,545 534,387 1,453,338 Ground lease and other leasing commitments 1,531 2,791 2,847 2,905 2,965 243,599 256,638 Total $ 127,184 $ 646,356 $ 598,263 $ 422,460 $ 551,492 $ 4,211,539 $ 6,557,294 Debt Summary (a) The Company has entered into derivative instruments to manage a portion of our variable interest rate exposure. See page 30 and 31 for additional detail. (b) Net debt is a non-GAAP financial measure that we believe is useful to our investors and other users of our financial statements as its components are important indicators of our overall liquidity, capital structure and financial position. However, it should not be used as an alternative to our debt calculated in accordance with GAAP. (c) Each segment includes our share of the Mortgages, notes and loans payable, net and Cash and cash equivalents for all joint ventures included in Investments in real estate and other affiliates. (d) Mortgages, notes and loans payable are presented based on extended maturity date, subject to customary extension terms. (e) Interest is based on the borrowings that are presently outstanding and current floating interest rates. Debt Summary
HOWARD HUGHES 30 thousands Q2 2022 Principal Balance Contract Interest Rate Interest Rate Hedge Current Annual Interest Rate Initial / Extended Maturity (a) Operating Assets Lake Woodlands Crossing Retail $ 12,164 4.61 % Floating/Swap 4.61 % (d) Jan-23 Senior Secured Credit Facility 242,174 4.61 % Floating/Swap 4.61 % (b),(c),(d) Sep-23 9303 New Trails 10,071 4.88 % Fixed 4.88 % Dec-23 4 Waterway Square 29,494 4.88 % Fixed 4.88 % Dec-23 Creekside Park West 15,716 4.61 % Floating/Swap 4.61 % (d) Mar-23 / Mar-24 6100 Merriweather 67,622 L+275 Floating 4.54 % Sep-22 / Sep-24 Juniper Apartments 74,484 L+275 Floating 4.54 % Sep-22 / Sep-24 Creekside Park The Grove 39,805 4.61 % Floating/Swap 4.61 % (d) Jan-24 / Jan -25 9950 Woodloch Forest 90,597 L+195 Floating 3.74 % Mar-25 Ae‘o Retail 29,553 L+265 Floating 4.44 % Oct-25 Ke Kilohana Retail 9,028 L+265 Floating 4.44 % Oct-25 3831 Technology Forest Drive 19,963 4.50 % Fixed 4.50 % Mar-26 20/25 Waterway Avenue 14,500 S+250 Floating 4.00 % Apr-26 / Apr-27 Kewalo Basin Harbor 11,355 L+275 Floating 4.54 % Sep-27 Millennium Six Pines Apartments 42,500 3.39 % Fixed 3.39 % Aug-28 3 Waterway Square 43,986 3.94 % Fixed 3.94 % Aug-28 Two Summerlin 40,800 3.43 % Floating/Swap 3.43 % (e) Feb-27 / Feb-29 One Lakes Edge 68,094 4.50 % Fixed 4.50 % Mar-29 Aristocrat 35,583 3.67 % Fixed 3.67 % Sep-29 Creekside Park Apartments 37,730 3.52 % Fixed 3.52 % Oct-29 One Hughes Landing 48,939 4.30 % Fixed 4.30 % Dec-29 1725 Hughes Landing Boulevard 61,207 L+395 Floating 5.74 % Jan-27 / Jan-30 1735 Hughes Landing Boulevard 58,793 L+395 Floating 5.74 % Jan-27 / Jan-30 Two Hughes Landing 46,762 4.20 % Fixed 4.20 % Dec-30 Tanager Apartments 58,500 3.13 % Fixed 3.13 % May-31 Lakeside Row 35,500 3.15 % Fixed 3.15 % Sept-31 1201 Lake Robbins 250,000 3.83 % Fixed 3.83 % Oct-31 Three Hughes Landing 70,000 3.55 % Fixed 3.55 % Dec-31 The Woodlands Warehouse 13,700 3.65 % Fixed 3.65 % Jan-32 8770 New Trails 35,476 4.89 % Floating/Swap 4.89 % (f) Jan-32 One Merriweather 49,800 3.53 % Fixed 3.53 % Feb-32 Two Merriweather 25,600 3.83 % Fixed 3.83 % Feb-32 Millennium Waterway Apartments 51,000 3.94 % Fixed 3.94 % Jun-32 Two Lakes Edge 105,000 4.39 % Fixed 4.39 % Jun-32 The Lane at Waterway 37,500 4.85 % Fixed 4.85 % Jul-32 Constellation Apartments 24,200 4.07 % Fixed 4.07 % Jan-33 Hughes Landing Retail 33,276 3.50 % Fixed 3.50 % Dec-36 Columbia Regional Building 23,577 4.48 % Fixed 4.48 % Feb-37 Las Vegas Ballpark 45,676 4.92 % Fixed 4.92 % Dec-39 $ 2,009,725 Property-Level DebtProperty-Level Debt
HOWARD HUGHES 31 (a) Extended maturity assumes exercise of all extension options. (b) The following properties are included as collateral for the credit facility: 10-70 Columbia Corporate Center, One Mall North, 1701 Lake Robbins, Creekside Village Green, Lakeland Village Center at Bridgeland and certain properties at Ward Village. (c) Balance includes zero drawn on the revolver portion of the loan that is intended for general corporate use. (d) $615 million of outstanding debt is swapped to a fixed rate of 4.61%. (e) Concurrent with the closing of the $40.8 million financing of Two Summerlin in the first quarter of 2022, the Company entered into an interest rate swap. The loan bears interest at Secured Overnight Financing Rate (SOFR) plus 1.75%, but is currently swapped to a fixed rate rate of 3.425%. (f) Concurrent with the closing of the $35.5 million construction loan for 8770 New Trails in June 2019, the Company entered into an interest rate swap. The loan bears interest at LIBOR plus 2.45% but it is currently swapped to a fixed rate equal to 4.89%. (g) In the first quarter of 2021, the Company closed on a $368.2 million construction loan for the development of Victoria Place in Ward Village, which bears interest at LIBOR, with a floor of 0.25%, plus 5.00%. Concurrently, the Company entered into interest rate cap agreements with a total notional amount of $368.2 million and a LIBOR strike rate of 2.00%. (h) In the third quarter of 2021, the Company closed on a $59.5 million construction loan for the development of Tanager Echo, which bears interest at LIBOR, with a floor of 0.10%, plus 2.90%. The Company entered into an interest rate cap agreement with a LIBOR strike rate of 2.50%. (i) In the third quarter of 2021, the Company closed on a $75.0 million construction loan for the development of 1700 Pavillion, which bears interest at LIBOR, with a floor of 0.10%, plus 3.80%. The Company entered into an interest rate cap agreement with a LIBOR strike rate of 2.50%. (j) Excludes JV debt, Corporate bond debt, and SID bond debt related to Summerlin. thousands Q2 2022 Principal Balance Contract Interest Rate Interest Rate Hedge Current Annual Interest Rate Initial / Extended Maturity (a) Master Planned Communities Bridgeland Notes due 2026 $ 275,000 S+230 Floating 3.80 % Sep-26 $ 275,000 Seaport 250 Water Street $ 100,000 4.61 % Floating/Swap 4.61 % (d) Nov-22 / Nov-23 $ 100,000 Strategic Developments Kō‘ula $ 221,975 4.61 % Floating/Swap 4.61 % (d) Mar-23 / Mar-24 Victoria Place 49,000 L+500 Floating/Cap 6.79 % (g) Sep-24 / Sep-26 Marlow 20,522 L+295 Floating 4.74 % Apr-25 / Apr-26 Creekside Park Medical Plaza 253 S+205 Floating 3.55 % Feb-25 / Feb-27 Memorial Hermann Health System Build-to-Suit 1,977 S+205 Floating 3.55 % Feb-25 / Feb-27 Starling at Bridgeland 20,964 L+275 Floating 4.54 % Apr-26 / Apr-27 Tanager Echo 12,430 L+290 Floating/Cap 4.69 % (h) Sep-25 / Sep-27 1700 Pavillion 21,078 L+380 Floating/Cap 5.59 % (i) Sep-25 / Sep-27 $ 348,199 Total (j) $ 2,732,924 Property-Level Debt (cont.)
HOWARD HUGHES 32 Minimum Contractual Ground Lease Payments (thousands) Future Cash Payments Pro-Rata Three months ended Remaining Year Ended Ground Leased Asset Share Expiration Date June 30, 2022 2022 December 31, 2023 Thereafter Total Seaport 100% 2072 (b) 604 1,231 2,491 244,916 248,638 Kewalo Basin Harbor 100% 2049 — 300 300 7,400 8,000 Total $ 604 $ 1,531 $ 2,791 $ 252,316 $ 256,638 (a) Initial expiration is December 31, 2072, but subject to extension options through December 31, 2120. Future cash payments are not inclusive of extension options. Summary of Ground Leases
HOWARD HUGHES 33 Reconciliation of Non-GAAP Measures (a) EBT excludes corporate expenses and other items that are not allocable to the segments. (b) The Company's share of NOI related to 110 North Wacker in 2021 is calculated using our stated ownership of 23% and does not include the impact of the partnership distribution waterfall. Reconciliation of Operating Assets segment EBT to Total NOI thousands Q2 2022 Q1 2022 Q4 2021 Q3 2021 Q2 2021 YTD Q2 2022 YTD Q2 2021 Operating Assets segment EBT (a) $ 12,833 $ 9,248 $ (29,894) $ 24,905 $ (8,517) $ 22,081 $ (40,301) Add back: Depreciation and amortization 38,999 38,430 39,181 44,224 39,975 77,429 79,626 Interest (income) expense, net 21,318 20,118 20,212 18,027 18,152 41,436 37,152 Equity in (earnings) losses from real estate and other affiliates (2,591) (15,175) 30,111 15,108 10,419 (17,766) 21,823 (Gain) loss on sale or disposal of real estate and other assets, net (4,018) — (27) (39,141) — (4,018) — (Gain) loss on extinguishment of debt 363 282 471 573 46 645 882 Impact of straight-line rent (3,101) (2,438) (4,685) (936) (3,987) (5,539) (9,094) Other 158 49 (5) 215 100 207 10,239 Operating Assets NOI 63,961 50,514 55,364 62,975 56,188 114,475 100,327 Company's Share NOI - Equity Investees (b) 2,386 2,116 2,053 (47) 1,690 4,502 2,075 Distributions from Summerlin Hospital Investment — 4,638 — — — 4,638 3,755 Total Operating Assets NOI $ 66,347 $ 57,268 $ 57,417 $ 62,928 $ 57,878 $ 123,615 $ 106,157 Reconciliation of Non-GAAP Measures
HOWARD HUGHES 34 Reconciliation of Seaport segment EBT to Total NOI thousands Q2 2022 Q1 2022 Q4 2021 Q3 2021 Q2 2021 YTD Q2 2022 YTD Q2 2021 Seaport segment EBT (a) $ (12,573) $ (20,714) $ (18,146) $ (14,929) $ (12,869) $ (33,287) $ (25,343) Add back: Depreciation and amortization 7,720 7,823 7,941 9,087 7,004 15,543 13,839 Interest (income) expense, net (1,319) 47 309 (377) (187) (1,272) (289) Equity in (earnings) losses from real estate and other affiliates 5,239 3,711 291 1,009 336 8,950 688 Impact of straight-line rent (184) 1,888 367 398 463 1,704 867 Other (income) loss, net (b) 433 1,503 3,719 1,287 978 1,936 1,719 Seaport NOI (684) (5,742) (5,519) (3,525) (4,275) (6,426) (8,519) Company's Share NOI - Equity Investees (3,022) (2,575) (272) (38) (147) (5,597) (282) Total Seaport NOI $ (3,706) $ (8,317) $ (5,791) $ (3,563) $ (4,422) $ (12,023) $ (8,801) Reconciliation of Non-GAAP Measures (a) EBT excludes corporate expenses and other items that are not allocable to the segments. (b) Includes miscellaneous development-related items. Reconciliation of Non-GAAP Measures (cont.)
HOWARD HUGHES 35 Reconciliation of MPC Land Sales Closed to GAAP Land Sales Revenue Three Months Ended June 30, Six Months Ended June 30, thousands 2022 2021 2022 2021 Total residential land sales closed in period $ 84,041 $ 56,525 $ 108,638 $ 91,262 Total commercial land sales closed in period 1,396 5,078 29,974 7,436 Net recognized (deferred) revenue: Bridgeland — 165 10 (2,071) Woodlands Hills (172) — (172) — Summerlin (4,351) (4,469) 3,932 (1,851) Total net recognized (deferred) revenue (4,523) (4,304) 3,770 (3,922) Special Improvement District bond revenue 4,065 1,043 4,065 1,043 Total land sales revenue - GAAP basis $ 84,979 $ 58,342 $ 146,447 $ 95,819 Reconciliation of MPC Segment EBT to MPC Net Contribution Three Months Ended June 30, Six Months Ended June 30, thousands 2022 2021 2022 2021 MPC segment EBT $ 71,266 $ 69,831 $ 130,944 $ 133,186 Plus: Cost of sales - land 31,263 24,858 55,949 40,509 Depreciation and amortization 92 98 182 170 MUD and SID bonds collections, net 11,982 (291) 33,741 2,603 Distributions from real estate and other affiliates — 100,528 — 101,672 Less: MPC development expenditures (92,566) (73,322) (171,449) (126,302) Equity in (earnings) losses from real estate and other affiliates 3,422 (18,641) (2,128) (46,291) MPC Net Contribution $ 25,459 $ 103,061 $ 47,239 $ 105,547 Reconciliation of Segment EBTs to Net Income Three Months Ended June 30, Six Months Ended June 30, thousands 2022 2021 2022 2021 Operating Assets segment EBT $ 12,833 $ (8,517) $ 22,081 $ (40,301) MPC segment EBT 71,266 69,831 130,944 133,186 Seaport segment EBT (12,573) (12,869) (33,287) (25,343) Strategic Developments segment EBT (1,726) 2,148 3,714 (19,770) Consolidated segment EBT 69,800 50,593 123,452 47,772 Corporate income, expenses and other items (48,368) (46,976) (99,849) (112,314) Net income (loss) 21,432 3,617 23,603 (64,542) Net (income) loss attributable to noncontrolling interests 132 1,224 83 2,789 Net income (loss) attributable to common stockholders $ 21,564 $ 4,841 $ 23,686 $ (61,753) Reconciliation of Non-GAAP Measures (cont.)
HOWARD HUGHES 36 RECONCILIATIONS OF NET INCOME TO FFO Q2 2022 Q2 2021 YTD Q2 2022 YTD Q2 2021 thousands except share amounts Unaudited Unaudited Unaudited Unaudited Net income attributable to common shareholders $ 21,564 $ 4,841 $ 23,686 $ (61,753) Adjustments to arrive at FFO: Segment real estate related depreciation and amortization 48,156 48,674 95,831 96,830 (Gain) loss on sale or disposal of real estate and other assets, net (4,018) (21,333) (4,009) (21,333) Income recognized upon sale of interest in 110 North Wacker (102) — 4,914 — Income tax expense adjustments: Gain on sale or disposal of real estate and other assets, net 920 4,608 918 4,608 Income recognized upon sale of interest in 110 North Wacker 18 — (1,125) — Impairment of depreciable real estate properties — 13,068 — 13,068 Reconciling items related to noncontrolling interests (132) (1,224) (83) (2,789) Our share of the above reconciling items included in earnings from unconsolidated joint ventures 1,040 2,368 2,030 4,847 FFO $ 67,446 $ 51,002 $ 122,162 $ 33,478 Adjustments to arrive at Core FFO: (Gain) loss on extinguishment of debt 363 51 645 35,966 Loss on settlement of rate-lock agreement — — — 9,995 Severance expenses 297 243 2,143 607 Non-real estate related depreciation and amortization 820 1,114 1,738 2,266 Straight-line amortization (3,286) (3,514) (3,835) (8,206) Deferred income tax expense (benefit) 1,066 (1,962) (2,934) (23,581) Non-cash fair value adjustments related to hedging instruments 2,646 3,041 5,981 6,014 Share-based compensation 2,393 1,949 5,860 4,116 Other non-recurring expenses (development-related marketing and demolition costs) 2,674 2,546 5,083 4,190 Our share of the above reconciling items included in earnings from unconsolidated joint ventures 152 (1,447) 231 (2,699) Core FFO $ 74,571 $ 53,023 $ 137,074 $ 62,146 Adjustments to arrive at AFFO: Tenant and capital improvements $ (1,310) $ (3,184) $ (5,646) $ (6,463) Leasing commissions (1,261) (1,883) (2,341) (2,173) AFFO $ 72,000 $ 47,956 $ 129,087 $ 53,510 FFO per diluted share value $ 1.33 $ 0.91 $ 2.37 $ 0.60 Core FFO per diluted share value $ 1.47 $ 0.95 $ 2.65 $ 1.12 AFFO per diluted share value $ 1.42 $ 0.86 $ 2.50 $ 0.96 Reconciliations of Net Income to FFO, Core FFO and AFFO