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): November 4, 2024
(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 November 4, 2024, Howard Hughes Holdings Inc. (the “Company”) issued a press release announcing the Company’s financial results for the third quarter ended September 30, 2024. 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 November 4, 2024, the Company issued supplemental information for the third quarter ended September 30, 2024. 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.
| HOWARD HUGHES HOLDINGS INC. | |||||||||||
| By: | /s/ David O'Reilly | ||||||||||
| David O'Reilly | |||||||||||
| Chief Executive Officer | |||||||||||
Date: November 4, 2024
Exhibit 99.1
HOWARD HUGHES HOLDINGS INC. REPORTS THIRD QUARTER 2024 RESULTS
Strong demand for MPC residential land and impressive financial performance across the
portfolio solidify positive full-year outlook with upgraded guidance in all segments
THE WOODLANDS, Texas, November 4, 2024 – Howard Hughes Holdings Inc. (NYSE: HHH) (the “Company,” “HHH,” or “we”) today announced operating results for the third quarter ended September 30, 2024. 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.
Third Quarter 2024 Highlights:
–Net income from continuing operations per diluted share of $1.95 compared to $0.64 in the prior-year
–Master Planned Community (MPC) EBT of $145 million sets a new quarterly record—driven by a 184% year-over-year increase in residential land sales revenue at an average price of $1 million per acre—and contributed to a $30 million increase in the full-year MPC EBT guidance mid-point to $330 million
–Total Operating Assets NOI of $65 million was up 8% year-over-year—led by strong office and multi-family performance—and contributed to a $2 million increase in the full-year NOI guidance mid-point to $257 million
–Contracted to sell 29 condominium units in Ward Village® and The Woodlands®—representing $57 million of future revenue
–Completed the spinoff of Seaport Entertainment Group on July 31, 2024, providing increased focus on HHH’s real estate operations and MPC development going forward
–Subsequent to quarter end, Victoria Place®—the 7th condominium tower in Ward Village—was completed with increased guidance expectations for condo sales revenue of $760 million at ~27.5% gross margins
“Howard Hughes continued to defy the market’s national narrative in the third quarter, producing outstanding financial results—including record MPC EBT—across our entire portfolio of world class assets which ultimately contributed to increased full-year guidance in each of our segments,” commented David R. O’Reilly, Chief Executive Officer of Howard Hughes. “In the quarter, we also completed our transformative spinoff of Seaport Entertainment, embarking on a new chapter as a pure-play real estate company. With a streamlined portfolio and refined strategic focus on the development of our world-class master planned communities, we anticipate many exciting opportunities for growth and incremental value creation in the years to come.
“In our MPC segment, we delivered record quarterly EBT of $145 million as homebuilder demand for incremental acreage remained at elevated levels. During the quarter, we closed on the sale of 191 residential acres at an impressive average price of $1 million per acre—representing a strong 13% year-over-year pricing increase. With this incredible pace of land sales and pricing, as well as a solid new home market and low inventories of vacant lots in our MPCs, we anticipate continued momentum for additional land sales going forward. As a result, we have meaningfully raised our 2024 full-year MPC EBT guidance range by $30 million to a new mid-point of $330 million.
“In Operating Assets, we delivered strong 8% year-over-year NOI growth, with solid gains in our office and multi-family portfolios. In office, we continued to benefit from expiring rent abatements in The Woodlands and Summerlin® which are the result of remarkable leasing performance in recent years. In multi-family, we achieved a second consecutive quarter of record NOI driven by incremental lease-up at our newest properties, as well as by continued strong demand at our stabilized assets which are almost entirely full. For the full year, we now expect record Operating Assets NOI—including the contribution from joint ventures—of approximately $257 million, up $2 million compared to our previous guidance.
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“In Strategic Developments, pre-sales for our future condominium developments in Hawai’i and Texas continued at a solid pace with 29 units contracted during the quarter, bringing our inventory of available units to 88% pre-sold. In early November, subsequent to quarter end, we delivered Victoria Place—our seventh completed condominium tower in Hawai’i. Closings for this project will begin this week, and we expect to achieve approximately $760 million of condo revenue, representing the highest revenue achieved on any tower in the history of Ward Village. In Texas, we recently broke ground on The Ritz-Carlton Residences, The Woodlands. This ultra-luxury condo development on the shores of Lake Woodlands has seen incredible demand since its launch with pre-sales achieving a record price per square-foot for the Houston market.
“And finally, we closed on our first sale of Municipal Utility District (MUD) receivables in Bridgeland® during the quarter, allowing us to create a liquidity mechanism to further enhance our self-funding model. We used the proceeds to significantly pay down Bridgeland’s line of credit, allowing us to expand our borrowing capacity, which improves our liquidity and provides greater optionality for the future. Looking forward, we are exploring opportunities to continue improving our liquidity by accelerating the monetization of other MUD receivables.”
Financial Highlights
Total Company
–HHH reported net income from continuing operations of $96.5 million, or $1.95 per diluted share in the quarter, compared to $32.1 million or $0.64 per diluted share in the prior-year period. This improvement was primarily driven by increased MPC residential land sales, improved NOI performance from Operating Assets, and the final settlement of the construction defect dispute at Waiea in Ward Village.
–The Company continues to maintain a strong liquidity position with $400.7 million of cash and cash equivalents, $1.5 billion of undrawn lender commitment available to be drawn for property development, and limited near-term debt maturities.
–On July 31, 2024, HHH completed the spinoff of Seaport Entertainment Group Inc. (SEG), with holders of HHH common stock receiving one share of SEG common stock for every nine shares of HHH common stock. All current and historical net income and losses related to SEG are reflected in discontinued operations in the Company’s financial statements.
MPC
–MPC EBT of $144.8 million represented a new quarterly all-time high for HHH, increasing 71% compared to $84.8 million in the prior-year period.
–The average price per acre of residential land sold was approximately $1.0 million during the quarter, up 13% year-over-year, and the second-highest quarterly result in HHH history.
–MPC land sales of $198.2 million increased $122.9 million year-over-year, primarily due to 129 acres of superpad sales in Summerlin at an average price per acre of $1.3 million, compared to 39 acres of superpad sales at the same average price in the prior year.
–In TeravalisTM, 18 acres of residential land in Floreo were sold at a strong average price per acre of $762,000.
–Builder price participation declined $6.3 million year-over-year as fewer homes were closed with sales prices over the predetermined breakpoints, driven in part by higher prices per acre achieved on land sold to homebuilders in recent years.
–MPC equity earnings were $0.4 million—representing a $13.9 million year-over-year decrease—primarily related to the successful sellout of clubhouse condominium units at The Summit during the prior-year period.
Operating Assets
–Total Operating Assets NOI—including the contribution from unconsolidated ventures—totaled $64.8 million in the quarter. This represented an 8% increase compared to $60.0 million in the prior-year period.
–Office NOI of $31.8 million increased 9% year-over-year primarily due to abatement expirations and improved lease-up in The Woodlands and Summerlin. During the quarter, 114,000 square feet of new or expanded office leases were executed, and the stabilized office portfolio was 88% leased at quarter end.
–Multi-family NOI of $15.9 million—a new quarterly all-time high for HHH— increased 15% compared to the prior-year period primarily due to continued lease-up and improved performance at Marlow in Downtown Columbia®, Tanager Echo in Summerlin, and Starling at Bridgeland. At quarter end, the stabilized multi-family portfolio was 95% leased.
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–Retail NOI of $13.0 million increased 2% year-over-year primarily due to improved occupancy in the ground floor retail at Juniper and Marlow in Downtown Columbia. At quarter end, the retail portfolio was 94% leased.
Strategic Developments
–In Hawai’i, contracted to sell 20 units representing $31.2 million of future revenue at The Launiu—HHH’s 11th tower in Ward Village which commenced pre-sales in February. Pre-sales to date have been strong with 55% of the units already pre-sold at quarter end.
–Contracted to sell four condos at The Park Ward Village® and Kalae®. At quarter end, these towers were 96% and 92% pre-sold, respectively.
–Contracted to sell five residences at The Ritz Carlton Residences, The Woodlands. At quarter end, 77 condos—or 69% of available units—were pre-sold and represented future revenue of $333.5 million. Subsequent to quarter end, in early October, the Company broke ground on this development, with completion expected in 2027.
–During the quarter, the Company recovered $90.0 million of insurance proceeds related to the settlement of construction defect claims at Waiea in Ward Village—including window remediation expenditures incurred since 2020. In conjunction with this settlement, the Company also recognized $12.1 million of additional condominium rights and unit cost of sales to settle final project costs previously incurred by the Waiea general contractor.
–Subsequent to quarter end, the Company completed Victoria Place—a 349-unit condominium development that is 100% pre-sold. Unit closings are expected to commence in November, contributing to approximately $760 million of anticipated condo sales revenue in the fourth quarter with approximately 27.5% gross margins.
Financing Activity
–In September 2024, the Company transferred the reimbursement rights for $193.4 million of existing MUD receivables and $10.4 million of related accrued interest, as well as $32.6 million of anticipated future MUD receivables, for total cash consideration of $176.7 million, recognizing a GAAP loss of $51.5 million.
–The cash consideration for the MUD receivable sale was provided by the issuance of third-party tax-exempt bonds that will be serviced by the MUD reimbursement cash flows. If the MUD reimbursement cash flows are consistent with the Company’s expectations, these anticipated future MUD receivables could be either returned to Bridgeland or could be sold in a future transaction. However, if a delay or other event causes a shortfall to bondholders, the cash flows from the $32.6 million of anticipated future MUD receivables would then be used to service the bonds. There are no obligations of the Company to service the bonds or provide any additional collateral.
–Proceeds from the MUD receivable sale were used to pay down the Bridgeland Notes by $192.0 million to a balance of $283.0 million at the end of the third quarter. This transaction supported the modification of the Bridgeland Notes from a capacity of $475 million to $600 million and a maturity extension from September 2026 to September 2029 subsequent to quarter end.
–Subsequent to quarter end in October, closed on a $38.0 million loan to refinance the construction loan for Starling at Bridgeland. The five-year non-recourse loan bears interest at 5.35%.
Full Year 2024 Guidance
–MPC EBT is expected to significantly benefit from solid demand for new homes and strong residential land sales across our MPCs. In the fourth quarter, HHH expects continued momentum and incremental land sales in Bridgeland and The Woodlands Hills®. In Summerlin, following the successful sale of 217 acres of superpads year-to-date, the Company does not anticipate additional closings in the fourth quarter but does expect strong prospects for additional sales in 2025. For the full-year in 2024, growth in residential land sales revenue—including record acres sold and record pricing—are expected to be largely offset by reduced EBT associated with exceptional commercial land sales and builder price participation during 2023, as well as limited inventory of custom lots available to sell at Aria Isle in The Woodlands and the Summit in Summerlin due to their significant past success. As a result, 2024 MPC EBT, which was previously expected to decline 10% to 15% year-over-year with a mid-point of $300 million, is being raised to be in a range of down 1% to down 6% year-over-year with a mid-point of approximately $330 million.
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–Operating Assets NOI, including the contribution from unconsolidated ventures, is projected to benefit from increased occupancy at new multi-family developments in Downtown Columbia, Summerlin, and Bridgeland, as well as improved retail leasing and new tenants in Downtown Columbia, Ward Village, and The Woodlands. The office portfolio is expected to benefit from strong leasing momentum experienced in the last two years, partially offset by free rent periods on many of the new leases and the impact of some tenant vacancies. 2024 Operating Assets NOI is expected to be a new full-year segment record, increasing 5% to 8% year-over-year with a mid-point of approximately $257 million. This compares to previous guidance which contemplated a 3% to 6% year-over-year increase—inclusive of $3.1 million of NOI from the Las Vegas Ballpark, which is now reflected in discontinued operations.
–Condo sales revenues, which were previously projected to range between $730 million and $750 million, are now expected to range between $755 million and $765 million. Gross margin is now expected to be in a range of 27% to 28%. Projected condo sales revenues will be driven entirely by the closing of units at Victoria Place—a 349-unit upscale development in Ward Village that was 100% pre-sold and delivered in early November, subsequent to quarter end. This guidance contemplates approximately $10 million to $20 million of condo sales revenues for Victoria Place occurring in the first quarter of 2025 due to the timing of condo closings.
–Cash G&A is now projected to range between $83 million and $88 million, excluding approximately $9 million of anticipated non-cash stock compensation. This compares to the previous range of $80 million to $90 million. G&A expenses of approximately $33 million incurred during the year to complete the spinoff of Seaport Entertainment are reflected in discontinued operations.
Conference Call & Webcast Information
Howard Hughes Holdings Inc. will host its third quarter 2024 earnings conference call on Tuesday, November 5, 2024, at 12:00 p.m. Eastern Time (11:00 a.m. Central Time). Please visit the Howard Hughes website to listen to the earnings call via a live webcast. For listeners who wish to participate in the question-and-answer session via telephone, please preregister using HHH’s earnings call registration website. All registrants will receive dial-in information and a PIN allowing them to access the live call. An on-demand replay of the earnings call will be available on the Company’s website.
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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.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||
| $ in thousands | 2024 | 2023 | $ Change | % Change | 2024 | 2023 | $ Change | % Change | |||||||||||||||||||||||||||||||||
Operating Assets NOI (1) | |||||||||||||||||||||||||||||||||||||||||
| Office | $ | 31,782 | $ | 29,286 | $ | 2,496 | 9 | % | $ | 95,601 | $ | 90,661 | $ | 4,940 | 5 | % | |||||||||||||||||||||||||
| Retail | 13,015 | 12,819 | 196 | 2 | % | 42,477 | 39,986 | 2,491 | 6 | % | |||||||||||||||||||||||||||||||
| Multi-family | 15,887 | 13,817 | 2,070 | 15 | % | 43,827 | 39,512 | 4,315 | 11 | % | |||||||||||||||||||||||||||||||
| Other | 2,164 | 1,746 | 418 | 24 | % | 4,694 | 5,376 | (682) | (13) | % | |||||||||||||||||||||||||||||||
| Redevelopments (a) | — | (36) | 36 | 100 | % | — | (82) | 82 | 100 | % | |||||||||||||||||||||||||||||||
| Dispositions (a) | — | 209 | (209) | (100) | % | (55) | 758 | (813) | (107) | % | |||||||||||||||||||||||||||||||
| Operating Assets NOI | 62,848 | 57,841 | 5,007 | 9 | % | 186,544 | 176,211 | 10,333 | 6 | % | |||||||||||||||||||||||||||||||
| Company's share of NOI from unconsolidated ventures | 1,954 | 2,121 | (167) | (8) | % | 9,264 | 8,941 | 323 | 4 | % | |||||||||||||||||||||||||||||||
| Total Operating Assets NOI | $ | 64,802 | $ | 59,962 | $ | 4,840 | 8 | % | $ | 195,808 | $ | 185,152 | $ | 10,656 | 6 | % | |||||||||||||||||||||||||
| Projected stabilized NOI Operating Assets ($ in millions) | $ | 354.5 | $ | 364.7 | $ | (10.2) | (3) | % | |||||||||||||||||||||||||||||||||
| MPC | |||||||||||||||||||||||||||||||||||||||||
| Acres Sold - Residential | 191 | 84 | 107 | 127 | % | 386 | 169 | 217 | 128 | % | |||||||||||||||||||||||||||||||
| Acres Sold - Commercial | — | 13 | (13) | (100) | % | 4 | 123 | (119) | (96) | % | |||||||||||||||||||||||||||||||
| Price Per Acre - Residential | 1,033 | 913 | 120 | 13 | % | $ | 1,003 | $ | 818 | $ | 185 | 23 | % | ||||||||||||||||||||||||||||
| Price Per Acre - Commercial | — | 262 | (262) | (100) | % | $ | 801 | $ | 258 | $ | 543 | NM | |||||||||||||||||||||||||||||
| MPC EBT | $ | 144,752 | $ | 84,798 | $ | 59,954 | 71 | % | $ | 292,244 | $ | 202,096 | $ | 90,148 | 45 | % | |||||||||||||||||||||||||
| Strategic Developments | |||||||||||||||||||||||||||||||||||||||||
| Condominium rights and unit sales | $ | 3 | $ | 25,962 | $ | (25,959) | (100) | % | $ | 26 | $ | 46,915 | $ | (46,889) | (100) | % | |||||||||||||||||||||||||
(a)Properties that were transferred to our Strategic Developments segment for redevelopment and properties that were sold are shown separately for all periods presented.
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 Howard Hughes Holdings Inc.®
Howard Hughes Holdings Inc. 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: Downtown Columbia® in Maryland; The Woodlands®, Bridgeland® and The Woodlands Hills® in the Greater Houston, Texas area; Summerlin® in Las Vegas; Ward Village® in Honolulu, Hawaiʻi; and Teravalis™ in the Greater Phoenix, Arizona area. The Howard Hughes 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 placemaking, the company is recognized for its ongoing commitment to design excellence and to the cultural life of its communities. Howard Hughes Holdings Inc. is traded on the New York Stock Exchange as HHH. For additional information visit www.howardhughes.com.
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) general adverse economic and local real estate conditions; (ii) potential changes in the financial markets and interest rates; (iii) the inability of major tenants to continue paying their rent obligations due to bankruptcy, insolvency or a general downturn in their business; (iv) financing risks, such as the inability to obtain equity, debt or other sources of financing or refinancing on favorable terms, if at all; (v) ability to compete effectively, including the potential impact of heightened competition for tenants and potential decreases in occupancy at our properties; (vi) our ability to satisfy the necessary conditions and complete the spinoff on a timely basis (or at all) and realize the anticipated benefits of the spinoff; (vii) our ability to successfully identify, acquire, develop and/or manage properties on favorable terms and in accordance with applicable zoning and permitting laws; (xiii) changes in governmental laws and regulations; (ix) general inflation, including core and wage inflation; commodity and energy price and currency volatility; as well as monetary, fiscal, and policy interventions in anticipation of our reaction to such events; (x) lack of control over certain of the Company’s properties due to the joint ownership of such property; (xi) impairment charges; (xii) the effects of catastrophic events or geopolitical conditions, such as international armed conflict, or a resurgence of the COVID-19 pandemic or the occurrence of other epidemics or pandemics; (xiii) the effects of extreme weather conditions or climate change, including natural disasters; (xiv) the inherent risks related to disruption of information technology networks and related systems, including cyber security attacks; and (xv) 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, 2023. 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 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.
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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.
Contacts
Howard Hughes Holdings Inc.
Media Relations:
Cristina Carlson, 646-822-6910
Senior Vice President, Head of Corporate Communications
cristina.carlson@howardhughes.com
Investor Relations:
Eric Holcomb, 281-475-2144
Senior Vice President, Investor Relations
eric.holcomb@howardhughes.com
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HOWARD HUGHES HOLDINGS INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||
| thousands except per share amounts | 2024 | 2023 | 2024 | 2023 | |||||||||||||||||||
| REVENUES | |||||||||||||||||||||||
| Condominium rights and unit sales | $ | 3 | $ | 25,962 | $ | 26 | $ | 46,915 | |||||||||||||||
| Master Planned Communities land sales | 198,239 | 75,378 | 385,444 | 177,045 | |||||||||||||||||||
| Rental revenue | 108,613 | 99,978 | 315,461 | 290,164 | |||||||||||||||||||
| Other land, rental, and property revenues | 10,700 | 11,308 | 31,105 | 35,902 | |||||||||||||||||||
| Builder price participation | 9,592 | 15,847 | 35,063 | 45,763 | |||||||||||||||||||
| Total revenues | 327,147 | 228,473 | 767,099 | 595,789 | |||||||||||||||||||
| EXPENSES | |||||||||||||||||||||||
| Condominium rights and unit cost of sales | 11,833 | 22,537 | 15,694 | 56,390 | |||||||||||||||||||
| Master Planned Communities cost of sales | 72,582 | 28,264 | 143,254 | 66,134 | |||||||||||||||||||
| Operating costs | 50,841 | 51,856 | 149,412 | 147,926 | |||||||||||||||||||
| Rental property real estate taxes | 14,484 | 14,763 | 43,799 | 44,758 | |||||||||||||||||||
| Provision for (recovery of) doubtful accounts | 190 | 1,399 | 327 | (1,034) | |||||||||||||||||||
| General and administrative | 24,862 | 21,601 | 68,930 | 65,371 | |||||||||||||||||||
| Depreciation and amortization | 44,088 | 42,686 | 134,833 | 122,217 | |||||||||||||||||||
| Other | 3,582 | 2,195 | 11,268 | 8,834 | |||||||||||||||||||
| Total expenses | 222,462 | 185,301 | 567,517 | 510,596 | |||||||||||||||||||
| OTHER | |||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 3,165 | 16,286 | 7,959 | 21,000 | |||||||||||||||||||
| Other income (loss), net | 90,489 | (82) | 91,870 | 4,914 | |||||||||||||||||||
| Total other | 93,654 | 16,204 | 99,829 | 25,914 | |||||||||||||||||||
| Operating income (loss) | 198,339 | 59,376 | 299,411 | 111,107 | |||||||||||||||||||
| Interest income | 5,341 | 7,682 | 19,270 | 16,766 | |||||||||||||||||||
| Interest expense | (43,802) | (39,316) | (122,597) | (112,783) | |||||||||||||||||||
| Gain (loss) on extinguishment of debt | — | — | (198) | — | |||||||||||||||||||
| Loss on sale of MUD receivables | (51,525) | — | (51,525) | — | |||||||||||||||||||
| Equity in earnings (losses) from unconsolidated ventures | (1,630) | 15,732 | (4,230) | 26,461 | |||||||||||||||||||
| Income (loss) from continuing operations before income taxes | 106,723 | 43,474 | 140,131 | 41,551 | |||||||||||||||||||
| Income tax expense (benefit) | 10,195 | 11,410 | 17,236 | 10,975 | |||||||||||||||||||
| Net income (loss) from continuing operations | 96,528 | 32,064 | 122,895 | 30,576 | |||||||||||||||||||
| Net income (loss) from discontinued operations, net of taxes | (24,031) | (576,199) | (81,807) | (616,479) | |||||||||||||||||||
| Net income (loss) | 72,497 | (544,135) | 41,088 | (585,903) | |||||||||||||||||||
| Net (income) loss attributable to noncontrolling interests | 273 | (46) | 297 | (166) | |||||||||||||||||||
| Net income (loss) attributable to common stockholders | $ | 72,770 | $ | (544,181) | $ | 41,385 | $ | (586,069) | |||||||||||||||
| Basic income (loss) per share — continuing operations | $ | 1.95 | $ | 0.65 | $ | 2.48 | $ | 0.61 | |||||||||||||||
| Diluted income (loss) per share — continuing operations | $ | 1.95 | $ | 0.64 | $ | 2.48 | $ | 0.61 | |||||||||||||||
8
HOWARD HUGHES HOLDINGS INC.
CONSOLIDATED BALANCE SHEETS
UNAUDITED
| thousands except par values and share amounts | September 30, 2024 | December 31, 2023 | |||||||||
| ASSETS | |||||||||||
| Master Planned Communities assets | $ | 2,491,291 | $ | 2,445,673 | |||||||
| Buildings and equipment | 3,794,960 | 3,649,376 | |||||||||
| Less: accumulated depreciation | (915,279) | (829,018) | |||||||||
| Land | 299,406 | 294,189 | |||||||||
| Developments | 1,705,544 | 1,169,571 | |||||||||
| Net investment in real estate | 7,375,922 | 6,729,791 | |||||||||
| Investments in unconsolidated ventures | 177,908 | 182,799 | |||||||||
| Cash and cash equivalents | 400,728 | 629,714 | |||||||||
| Restricted cash | 519,998 | 379,498 | |||||||||
| Accounts receivable, net | 101,284 | 101,373 | |||||||||
| Municipal Utility District receivables, net | 461,985 | 550,884 | |||||||||
| Deferred expenses, net | 152,626 | 138,182 | |||||||||
| Operating lease right-of-use assets | 5,948 | 5,463 | |||||||||
| Other assets, net | 242,189 | 244,027 | |||||||||
| Assets of discontinued operations | — | 615,272 | |||||||||
| Total assets | $ | 9,438,588 | $ | 9,577,003 | |||||||
| LIABILITIES | |||||||||||
| Mortgages, notes, and loans payable, net | $ | 5,298,760 | $ | 5,146,992 | |||||||
| Operating lease obligations | 5,764 | 5,362 | |||||||||
| Deferred tax liabilities, net | 76,898 | 84,293 | |||||||||
| Accounts payable and other liabilities | 1,376,853 | 1,054,267 | |||||||||
| Liabilities of discontinued operations | — | 227,165 | |||||||||
| Total liabilities | 6,758,275 | 6,518,079 | |||||||||
| 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, 56,605,697 issued, and 50,132,370 outstanding as of September 30, 2024, 56,495,791 shares issued, and 50,038,014 outstanding as of December 31, 2023 | 566 | 565 | |||||||||
| Additional paid-in capital | 3,572,487 | 3,988,496 | |||||||||
| Retained earnings (accumulated deficit) | (342,311) | (383,696) | |||||||||
| Accumulated other comprehensive income (loss) | (1,375) | 1,272 | |||||||||
Treasury stock, at cost, 6,473,327 shares as of September 30, 2024, and 6,457,777 shares as of December 31, 2023 | (614,981) | (613,766) | |||||||||
| Total stockholders' equity | 2,614,386 | 2,992,871 | |||||||||
| Noncontrolling interests | 65,927 | 66,053 | |||||||||
| Total equity | 2,680,313 | 3,058,924 | |||||||||
| Total liabilities and equity | $ | 9,438,588 | $ | 9,577,003 | |||||||
9
Segment Earnings Before Tax (EBT)
As a result of our three segments—Operating Assets, Master Planned Communities (MPC), and Strategic Developments—being managed separately, we use different operating measures to assess operating results and allocate resources among these three segments. The one common operating measure used to assess operating results for our business segments is EBT. EBT, as it relates to each business segment, includes the revenues and expenses of each segment, as shown below. 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.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2024 | 2023 | $ Change | 2024 | 2023 | $ Change | |||||||||||||||||||||||||||||
| Operating Assets Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | $ | 114,019 | $ | 106,178 | $ | 7,841 | $ | 331,779 | $ | 310,942 | $ | 20,837 | |||||||||||||||||||||||
| Total operating expenses | (48,987) | (47,960) | (1,027) | (142,751) | (134,486) | (8,265) | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 65,032 | 58,218 | 6,814 | 189,028 | 176,456 | 12,572 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (42,252) | (40,647) | (1,605) | (125,903) | (116,454) | (9,449) | |||||||||||||||||||||||||||||
| Interest income (expense), net | (36,661) | (31,337) | (5,324) | (103,768) | (89,419) | (14,349) | |||||||||||||||||||||||||||||
| Other income (loss), net | (54) | (186) | 132 | 896 | 2,078 | (1,182) | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from unconsolidated ventures | (2,109) | 1,363 | (3,472) | 4,044 | 5,311 | (1,267) | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 3,165 | 16,050 | (12,885) | 7,959 | 20,764 | (12,805) | |||||||||||||||||||||||||||||
| Gain (loss) on extinguishment of debt | — | — | — | (198) | — | (198) | |||||||||||||||||||||||||||||
| Operating Assets segment EBT | $ | (12,879) | $ | 3,461 | $ | (16,340) | $ | (27,942) | $ | (1,264) | $ | (26,678) | |||||||||||||||||||||||
| Master Planned Communities Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | $ | 212,607 | $ | 95,799 | $ | 116,808 | $ | 433,663 | $ | 236,123 | $ | 197,540 | |||||||||||||||||||||||
| Total operating expenses | (84,532) | (41,239) | (43,293) | (180,464) | (103,668) | (76,796) | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 128,075 | 54,560 | 73,515 | 253,199 | 132,455 | 120,744 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (109) | (103) | (6) | (327) | (316) | (11) | |||||||||||||||||||||||||||||
| Interest income (expense), net | 16,425 | 16,031 | 394 | 47,839 | 49,004 | (1,165) | |||||||||||||||||||||||||||||
| Other income (loss), net | — | — | — | — | (103) | 103 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from unconsolidated ventures | 361 | 14,310 | (13,949) | (8,467) | 21,056 | (29,523) | |||||||||||||||||||||||||||||
| MPC segment EBT | $ | 144,752 | $ | 84,798 | $ | 59,954 | $ | 292,244 | $ | 202,096 | $ | 90,148 | |||||||||||||||||||||||
| Strategic Developments Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | $ | 505 | $ | 26,481 | $ | (25,976) | $ | 1,607 | $ | 48,679 | $ | (47,072) | |||||||||||||||||||||||
| Total operating expenses | (16,411) | (29,620) | 13,209 | (29,271) | (76,020) | 46,749 | |||||||||||||||||||||||||||||
| Segment operating income (loss) | (15,906) | (3,139) | (12,767) | (27,664) | (27,341) | (323) | |||||||||||||||||||||||||||||
| Depreciation and amortization | (960) | (962) | 2 | (6,257) | (2,848) | (3,409) | |||||||||||||||||||||||||||||
| Interest income (expense), net | 4,353 | 4,412 | (59) | 12,971 | 11,917 | 1,054 | |||||||||||||||||||||||||||||
| Other income (loss), net | 90,089 | 81 | 90,008 | 90,075 | 158 | 89,917 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from unconsolidated ventures | 118 | 59 | 59 | 193 | 94 | 99 | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | — | 236 | (236) | — | 236 | (236) | |||||||||||||||||||||||||||||
| Strategic Developments segment EBT | $ | 77,694 | $ | 687 | $ | 77,007 | $ | 69,318 | $ | (17,784) | $ | 87,102 | |||||||||||||||||||||||
10
Appendix – Reconciliation of Non-GAAP Measures
Below are GAAP to non-GAAP reconciliations of certain financial measures, as required under Regulation G promulgated by the Securities and Exchange Commission. 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.
Net Operating Income (NOI)
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). NOI excludes straight-line rents and amortization of tenant incentives, net; interest expense, net; ground rent amortization; demolition costs; other income (loss); depreciation and amortization; development-related marketing costs; gain on sale or disposal of real estate and other assets, net; loss on extinguishment of debt; provision for impairment; and equity in earnings from unconsolidated ventures. This amount is presented as Operating Assets NOI throughout this document. Total Operating Assets NOI represents NOI as defined above with the addition of our share of NOI from unconsolidated ventures.
We believe that NOI is a useful supplemental measure of the performance of our Operating Assets segment because it provides a performance measure that reflects the revenues and expenses directly associated with owning and operating real estate 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 rental and occupancy rates, tenant mix, and operating costs have on our operating results, gross margins, and investment returns.
A reconciliation of segment EBT to NOI for Operating Assets is presented in the tables below:
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2024 | 2023 | Change | 2024 | 2023 | $ Change | |||||||||||||||||||||||||||||
| Operating Assets Segment | |||||||||||||||||||||||||||||||||||
| Total revenues | $ | 114,019 | $ | 106,178 | $ | 7,841 | $ | 331,779 | $ | 310,942 | $ | 20,837 | |||||||||||||||||||||||
| Total operating expenses | (48,987) | (47,960) | (1,027) | (142,751) | (134,486) | (8,265) | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 65,032 | 58,218 | 6,814 | 189,028 | 176,456 | 12,572 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (42,252) | (40,647) | (1,605) | (125,903) | (116,454) | (9,449) | |||||||||||||||||||||||||||||
| Interest income (expense), net | (36,661) | (31,337) | (5,324) | (103,768) | (89,419) | (14,349) | |||||||||||||||||||||||||||||
| Other income (loss), net | (54) | (186) | 132 | 896 | 2,078 | (1,182) | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from unconsolidated ventures | (2,109) | 1,363 | (3,472) | 4,044 | 5,311 | (1,267) | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 3,165 | 16,050 | (12,885) | 7,959 | 20,764 | (12,805) | |||||||||||||||||||||||||||||
| Gain (loss) on extinguishment of debt | — | — | — | (198) | — | (198) | |||||||||||||||||||||||||||||
| Operating Assets segment EBT | (12,879) | 3,461 | (16,340) | (27,942) | (1,264) | (26,678) | |||||||||||||||||||||||||||||
| Add back: | |||||||||||||||||||||||||||||||||||
| Depreciation and amortization | 42,252 | 40,647 | 1,605 | 125,903 | 116,454 | 9,449 | |||||||||||||||||||||||||||||
| Interest (income) expense, net | 36,661 | 31,337 | 5,324 | 103,768 | 89,419 | 14,349 | |||||||||||||||||||||||||||||
| Equity in (earnings) losses from unconsolidated ventures | 2,109 | (1,363) | 3,472 | (4,044) | (5,311) | 1,267 | |||||||||||||||||||||||||||||
| (Gain) loss on sale or disposal of real estate and other assets, net | (3,165) | (16,050) | 12,885 | (7,959) | (20,764) | 12,805 | |||||||||||||||||||||||||||||
| (Gain) loss on extinguishment of debt | — | — | — | 198 | — | 198 | |||||||||||||||||||||||||||||
| Impact of straight-line rent | (2,182) | (470) | (1,712) | (3,005) | (2,664) | (341) | |||||||||||||||||||||||||||||
| Other | 52 | 279 | (227) | (375) | 341 | (716) | |||||||||||||||||||||||||||||
| Operating Assets NOI | 62,848 | 57,841 | 5,007 | 186,544 | 176,211 | 10,333 | |||||||||||||||||||||||||||||
| Company's share of NOI from equity investments | 1,954 | 2,121 | (167) | 6,022 | 5,908 | 114 | |||||||||||||||||||||||||||||
| Distributions from Summerlin Hospital investment | — | — | — | 3,242 | 3,033 | 209 | |||||||||||||||||||||||||||||
| Company's share of NOI from unconsolidated ventures | 1,954 | 2,121 | (167) | 9,264 | 8,941 | 323 | |||||||||||||||||||||||||||||
| Total Operating Assets NOI | $ | 64,802 | $ | 59,962 | $ | 4,840 | $ | 195,808 | $ | 185,152 | $ | 10,656 | |||||||||||||||||||||||
11
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 from unconsolidated ventures 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.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2024 | 2023 | $ Change | 2024 | 2023 | $ Change | |||||||||||||||||||||||||||||
| Same Store Office | |||||||||||||||||||||||||||||||||||
| Houston, TX | $ | 21,283 | $ | 20,449 | $ | 834 | $ | 63,453 | $ | 63,426 | $ | 27 | |||||||||||||||||||||||
| Columbia, MD | 5,376 | 5,572 | (196) | 17,734 | 17,881 | (147) | |||||||||||||||||||||||||||||
| Las Vegas, NV | 4,913 | 3,272 | 1,641 | 14,241 | 9,368 | 4,873 | |||||||||||||||||||||||||||||
| Total Same Store Office | 31,572 | 29,293 | 2,279 | 95,428 | 90,675 | 4,753 | |||||||||||||||||||||||||||||
| Same Store Retail | |||||||||||||||||||||||||||||||||||
| Houston, TX | 2,841 | 2,989 | (148) | 9,208 | 9,057 | 151 | |||||||||||||||||||||||||||||
| Columbia, MD | 1,008 | 660 | 348 | 3,165 | 1,997 | 1,168 | |||||||||||||||||||||||||||||
| Las Vegas, NV | 6,008 | 5,856 | 152 | 17,351 | 18,113 | (762) | |||||||||||||||||||||||||||||
| Honolulu, HI | 3,434 | 3,407 | 27 | 12,708 | 11,123 | 1,585 | |||||||||||||||||||||||||||||
| Total Same Store Retail | 13,291 | 12,912 | 379 | 42,432 | 40,290 | 2,142 | |||||||||||||||||||||||||||||
| Same Store Multi-family | |||||||||||||||||||||||||||||||||||
| Houston, TX | 10,335 | 9,420 | 915 | 29,307 | 28,231 | 1,076 | |||||||||||||||||||||||||||||
| Columbia, MD | 3,590 | 2,854 | 736 | 9,422 | 5,997 | 3,425 | |||||||||||||||||||||||||||||
| Las Vegas, NV | 1,691 | 1,863 | (172) | 5,078 | 5,604 | (526) | |||||||||||||||||||||||||||||
| Company's share of NOI from unconsolidated ventures | 1,804 | 1,906 | (102) | 5,644 | 5,520 | 124 | |||||||||||||||||||||||||||||
| Total Same Store Multi-family | 17,420 | 16,043 | 1,377 | 49,451 | 45,352 | 4,099 | |||||||||||||||||||||||||||||
| Same Store Other | |||||||||||||||||||||||||||||||||||
| Houston, TX | 1,289 | 1,555 | (266) | 3,306 | 4,728 | (1,422) | |||||||||||||||||||||||||||||
| Columbia, MD | 17 | (3) | 20 | 444 | 8 | 436 | |||||||||||||||||||||||||||||
| Las Vegas, NV | 369 | 144 | 225 | 811 | 444 | 367 | |||||||||||||||||||||||||||||
| Honolulu, HI | 27 | 45 | (18) | 121 | 183 | (62) | |||||||||||||||||||||||||||||
| Company's share of NOI from unconsolidated ventures | 150 | 215 | (65) | 3,620 | 3,421 | 199 | |||||||||||||||||||||||||||||
| Total Same Store Other | 1,852 | 1,956 | (104) | 8,302 | 8,784 | (482) | |||||||||||||||||||||||||||||
| Total Same Store NOI | 64,135 | 60,204 | 3,931 | 195,613 | 185,101 | 10,512 | |||||||||||||||||||||||||||||
| Non-Same Store NOI | 667 | (242) | 909 | 195 | 51 | 144 | |||||||||||||||||||||||||||||
| Total Operating Assets NOI | $ | 64,802 | $ | 59,962 | $ | 4,840 | $ | 195,808 | $ | 185,152 | $ | 10,656 | |||||||||||||||||||||||
12
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.
| Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||
| thousands | 2024 | 2023 | $ Change | 2024 | 2023 | $ Change | |||||||||||||||||||||||||||||
| General and Administrative | |||||||||||||||||||||||||||||||||||
| General and administrative (G&A) | $ | 24,862 | $ | 21,601 | $ | 3,261 | $ | 68,930 | $ | 65,371 | $ | 3,559 | |||||||||||||||||||||||
| Less: Non-cash stock compensation | (2,911) | (1,699) | (1,212) | (6,875) | (6,748) | (127) | |||||||||||||||||||||||||||||
| Cash G&A | $ | 21,951 | $ | 19,902 | $ | 2,049 | $ | 62,055 | $ | 58,623 | $ | 3,432 | |||||||||||||||||||||||
13
Howard Hughes Holdings Inc. Supplemental Information Three Months Ended September 30, 2024 NYSE: HHH 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,” "will," “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, 2023, as filed with the Securities and Exchange Commission (SEC) on February 27, 2024. 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). Non-GAAP financial measures should not be considered independently, or as a substitute, for financial information presented in accordance with GAAP FFO is defined by the National Association of Real Estate Investment Trusts (NAREIT) as net income from continuing operations 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). NOI excludes straight-line rents and amortization of tenant incentives, net; interest expense, net; ground rent amortization; demolition costs; other income (loss); depreciation and amortization; development-related marketing costs; gain on sale or disposal of real estate and other assets, net; loss on extinguishment of debt; provision for impairment; and equity in earnings from unconsolidated ventures. We believe that NOI is a useful supplemental measure of the performance of our Operating Assets segment because it provides a performance measure that reflects the revenues and expenses directly associated with owning and operating real estate properties. This amount is presented as Operating Assets NOI throughout this document. Total Operating Assets NOI represents NOI as defined above with the addition of our share of NOI from unconsolidated ventures. 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 rental and occupancy rates, tenant mix, and operating costs have on our operating results, gross margins, and investment returns. 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 a reconciliation of our GAAP Operating Assets segment earnings before taxes (EBT) to NOI. 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 OTHER PORTFOLIO METRICS Completed Condominiums 19 Under Construction Condominiums 20 Predevelopment Condominiums 21 Summary of Remaining Development Costs 22 Portfolio Key Metrics 23 MPC Performance 24 MPC Land 25 MPC Land Appreciation 26 Lease Expirations 27 Debt Summary 28 Reconciliations of Non-GAAP Measures 30
HOWARD HUGHES 4 Stabilized - Properties in the Operating Assets segment that have reached 90% occupancy or have been in service for 36 months or more, 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 segment that have been in service for less than 36 months and do not exceed 90% occupancy. Under Construction - Projects in the Strategic Developments segment for which construction has commenced as of September 30, 2024, unless otherwise noted. This excludes Master Planned Community (MPC) and condominium development. Net Operating Income (NOI) - We define net operating income (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). NOI excludes straight-line rents and amortization of tenant incentives, net; interest expense, net; ground rent amortization; demolition costs; other income (loss); depreciation and amortization; development-related marketing costs; gain on sale or disposal of real estate and other assets, net; loss on extinguishment of debt; provision for impairment; and equity in earnings from unconsolidated ventures. 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 factor, 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 segment 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. This amount is presented as Operating Assets NOI throughout this document. In-Place NOI - We define In-Place NOI as forecasted current year NOI, excluding certain items affecting comparability to Estimated Stabilized NOI, such as non-recurring items and other items not indicative of stabilized operations, for all properties included in the Operating Assets segment as of the end of the current period. Total Operating Assets NOI - This term represents NOI as defined above with the addition of our share of NOI from unconsolidated ventures. Estimated Stabilized NOI - Estimated 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 In-Place NOI is compared to its Estimated Stabilized NOI in conjunction with forecast data to determine if an adjustment is needed. Adjustments to Estimated 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 segment 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 from unconsolidated ventures 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 Company Profile - Summary & Results The Park Ward Village 10% The Launiu 69% Ritz-Carlon Residences 17% Kalae 4% Bridgeland 14% Summerlin 83% The Woodlands/ Woodlands Hills 3% MPC EBT $144.8M Condos Contracted 29 units Office 49% Multi-family 29% Retail 19% Other 3% Operating Assets NOI $64.8M Q3 2024 Performance Highlights MPC Land Sales Metrics Acres Closed in Current Quarter Land Sales Revenue (a) Gross Margin $ in thousands Residential Commercial Residential Commercial Residential Commercial Bridgeland 46.2 — $ 26,941 $ 1,370 58.8 % — % Summerlin 129.2 — 162,781 — 63.7 % — % The Woodlands — — — 16 — % — % The Woodlands Hills 15.3 — 7,130 1 62.1 % — % Total 190.7 — $ 196,852 $ 1,387 (a) Land Sales Revenue includes deferred revenue from land sales closed in a previous period that met criteria for recognition in the current period and excludes amounts deferred from current period land sales that do not yet meet the recognition criteria. SEG Spinoff Discontinued Operations Presentation On July 31, 2024, the spinoff of Seaport Entertainment Group Inc. (SEG) was completed. The spinoff included all assets previously included in the Company’s Seaport segment and The Las Vegas Aviators and the Las Vegas Ballpark, which were previously included in the Operating Assets segment. The results of SEG are presented as discontinued operations in the Statements of Operations and, as such, have been excluded from both continuing operations and segment results for all periods presented. Further, the Company reclassified the assets and liabilities of SEG as assets and liabilities of discontinued operations in the Balance Sheets. All other current and prior period disclosures are presented on a continuing operations basis, unless otherwise noted. NYSE: HHH Q3 2024 Company Performance Diluted Earnings / Share $ 1.95 FFO / Diluted Share $ 3.57 Core FFO / Diluted Share $ 4.01 AFFO / Diluted Share $ 3.77
HOWARD HUGHES 6 Office 9% Multi- family 52% Retail 39% Office 39%Multi- family 61% Office 49% Multi- family 27% Retail 20% Other 4% Office 53%Multi- family 22% Retail 21% Other 4% Office 46%Multi- family 48% Retail 6% Q3 2024 Path to Estimated Stabilized NOI Currently Under Construction Currently Unstabilized Currently Stabilized Total Estimated Stabilized NOI $41.4M Estimated Stabilized NOI $294.1M Estimated Stabilized NOI $354.5M Office 50% Multi-family 27% Retail 21% Other 2% Office 49% Multi-family 29% Retail 19% Other 3% See page 4 for definitions of Under Construction, Unstabilized, Stabilized, and Net Operating Income (NOI). Q3 '24 Actual NOI $61.1M Q3 '24 Actual NOI $3.7M Q3 '24 Actual NOI $64.8M Estimated Stabilized NOI $19.1M Retail Sq. Ft. 188,100 Retail Sq. Ft. 80,777 Retail Sq. Ft. 2,197,744 Retail Sq. Ft. 2,466,621 Office Sq. Ft. 49,501 Office Sq. Ft. 640,643 Office Sq. Ft. 6,258,743 Office Sq. Ft. 6,948,887 Other Sq. Ft. 53,863 Other Sq. Ft. — Other Sq. Ft. 135,801 Other Sq. Ft. 189,664 Multi-family Units 268 Multi-family Units 1,029 Multi-family Units 4,558 Multi-family Units 5,855 Q3 2024 Operating Results by Property Type Currently Unstabilized Currently Stabilized Total Company Profile - Summary & Results (cont.)
HOWARD HUGHES 7 thousands except share price and billions Q3 2024 Q2 2024 Q1 2024 Q4 2023 Q3 2023 YTD Q3 2024 YTD Q3 2023 Company Profile Share price (a) $ 77.43 $ 64.82 $ 72.62 $ 85.55 $ 74.13 $ 77.43 $ 74.13 Market Capitalization (b) $3.9b $3.2b $3.6b $4.3b $3.7b $3.8b $3.7b Enterprise Value (c) $8.8b $8.2b $8.4b $8.8b $8.3b $8.8b $8.3b Weighted avg. shares - basic 49,697 49,687 49,663 49,618 49,616 49,682 49,551 Weighted avg. shares - diluted 49,762 49,725 49,663 49,681 49,669 49,720 49,599 Debt Summary Total debt payable (d) $ 5,338,119 $ 5,399,296 $ 5,279,945 $ 5,194,620 $ 5,088,628 $ 5,338,119 $ 5,088,628 Fixed-rate debt $ 3,680,904 $ 3,674,758 $ 3,554,896 $ 3,558,132 $ 3,554,054 $ 3,680,904 $ 3,554,054 Weighted avg. rate - fixed 4.68 % 4.67 % 4.58 % 4.58 % 4.55 % 4.68 % 4.55 % Variable-rate debt, excluding condominium financing $ 1,078,503 $ 1,246,444 $ 1,347,654 $ 1,329,084 $ 1,336,384 $ 1,078,503 $ 1,336,384 Weighted avg. rate - variable (e) 7.95 % 7.99 % 7.85 % 7.80 % 7.69 % 7.95 % 7.69 % Condominium debt outstanding at end of period $ 578,712 $ 478,094 $ 377,395 $ 307,404 $ 198,190 $ 578,712 $ 198,190 Weighted avg. rate - condominium financing 9.36 % 9.66 % 9.66 % 9.74 % 9.91 % 9.36 % 9.91 % Leverage ratio (debt to enterprise value) 60.10 % 65.23 % 61.98 % 58.27 % 60.70 % 60.12 % 60.73 % General and Administrative General and administrative (G&A) (f) $ 24,862 $ 22,356 $ 21,712 $ 21,300 $ 21,601 $ 68,930 $ 65,371 Less: Non-cash stock compensation (2,911) (2,123) (1,841) (1,725) (1,699) (6,875) (6,748) Cash G&A (g) $ 21,951 $ 20,233 $ 19,871 $ 19,575 $ 19,902 $ 62,055 $ 58,623 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 diluted weighted average shares. (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. (e) Includes the impact of interest rate derivatives. (f) G&A expenses of approximately $32.9 million incurred during 2024 to complete the spinoff of Seaport Entertainment are now excluded from this line and reflected in discontinued operations. (g) 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. Financial Summary
HOWARD HUGHES 8 Financial Summary (a) Excludes a $3.0 million charge in the first quarter of 2024 and a $16.1 million charge in the second quarter of 2023 related to increases in the estimated costs related to construction defects at the Waiea tower. The sixth and final amendment of resolution of disputes and release agreement was executed during the first quarter of 2024, thereby releasing the Company from any further claims or demands from the Waiea homeowners association arising from or relating to the construction or repair of the condominium project. (b) Excludes a $12.1 million charge in the third quarter of 2024 related to a settlement agreement reached for the Waiea remediation costs. As part of this settlement agreement, the Company agreed to pay the general contractor $22.0 million, representing the final payment of project costs previously incurred by the general contractor. This amount was paid in September 2024, and as the Company had $9.9 million accrued at December 31, 2023, related to these costs, the difference of $12.1 million was recognized in cost of sales in the current quarter. (c) The fluctuations in Condo adjusted gross profit are attributed to the timing of condo sales as all of our completed condominiums are sold and the next tower, Victoria Place, is not scheduled for completion until the fourth quarter of 2024. thousands Q3 2024 Q2 2024 Q1 2024 Q4 2023 Q3 2023 YTD Q3 2024 YTD Q3 2023 Segment Metrics Operating Assets Operating Assets NOI $ 62,848 $ 63,343 $ 60,353 $ 54,351 $ 57,841 $ 186,544 $ 176,211 Company's share of NOI from unconsolidated ventures 1,954 2,088 5,222 1,837 2,121 9,264 8,941 Total Operating Assets NOI $ 64,802 $ 65,431 $ 65,575 $ 56,188 $ 59,962 $ 195,808 $ 185,152 MPC MPC Segment EBT $ 144,752 $ 123,241 $ 24,251 $ 139,323 $ 84,798 $ 292,244 $ 202,096 Condo Gross Profit Condominium rights and unit sales $ 3 $ — $ 23 $ 792 $ 25,962 $ 26 $ 46,915 Adjusted condominium rights and unit cost of sales (a)(b) 258 — (861) 973 (22,537) (603) (40,264) Condo adjusted gross profit (c) $ 261 $ — $ (838) $ 1,765 $ 3,425 $ (577) $ 6,651 Financial Summary (cont.)
HOWARD HUGHES 9 thousands except par values and share amounts (unaudited) September 30, 2024 December 31, 2023 ASSETS Master Planned Communities assets $ 2,491,291 $ 2,445,673 Buildings and equipment 3,794,960 3,649,376 Less: accumulated depreciation (915,279) (829,018) Land 299,406 294,189 Developments 1,705,544 1,169,571 Net investment in real estate 7,375,922 6,729,791 Investments in unconsolidated ventures 177,908 182,799 Cash and cash equivalents 400,728 629,714 Restricted cash 519,998 379,498 Accounts receivable, net 101,284 101,373 Municipal Utility District receivables, net 461,985 550,884 Deferred expenses, net 152,626 138,182 Operating lease right-of-use assets 5,948 5,463 Other assets, net 242,189 244,027 Assets of discontinued operations — 615,272 Total assets $ 9,438,588 $ 9,577,003 LIABILITIES Mortgages, notes, and loans payable, net $ 5,298,760 $ 5,146,992 Operating lease obligations 5,764 5,362 Deferred tax liabilities, net 76,898 84,293 Accounts payable and other liabilities 1,376,853 1,054,267 Liabilities of discontinued operations — 227,165 Total liabilities 6,758,275 6,518,079 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, 56,605,697 issued, and 50,132,370 outstanding as of September 30, 2024, 56,495,791 shares issued, and 50,038,014 outstanding as of December 31, 2023 566 565 Additional paid-in capital 3,572,487 3,988,496 Retained earnings (accumulated deficit) (342,311) (383,696) Accumulated other comprehensive income (loss) (1,375) 1,272 Treasury stock, at cost, 6,473,327 shares as of September 30, 2024, and 6,457,777 shares as of December 31, 2023 (614,981) (613,766) Total stockholders' equity 2,614,386 2,992,871 Noncontrolling interests 65,927 66,053 Total equity 2,680,313 3,058,924 Total liabilities and equity $ 9,438,588 $ 9,577,003 Balance Sheets
HOWARD HUGHES 10 thousands except per share amounts (unaudited) Q3 2024 Q3 2023 YTD Q3 2024 YTD Q3 2023 REVENUES Condominium rights and unit sales $ 3 $ 25,962 $ 26 $ 46,915 Master Planned Communities land sales 198,239 75,378 385,444 177,045 Rental revenue 108,613 99,978 315,461 290,164 Other land, rental, and property revenues 10,700 11,308 31,105 35,902 Builder price participation 9,592 15,847 35,063 45,763 Total revenues 327,147 228,473 767,099 595,789 EXPENSES Condominium rights and unit cost of sales 11,833 22,537 15,694 56,390 Master Planned Communities cost of sales 72,582 28,264 143,254 66,134 Operating costs 50,841 51,856 149,412 147,926 Rental property real estate taxes 14,484 14,763 43,799 44,758 Provision for (recovery of) doubtful accounts 190 1,399 327 (1,034) General and administrative 24,862 21,601 68,930 65,371 Depreciation and amortization 44,088 42,686 134,833 122,217 Other 3,582 2,195 11,268 8,834 Total expenses 222,462 185,301 567,517 510,596 OTHER Gain (loss) on sale or disposal of real estate and other assets, net 3,165 16,286 7,959 21,000 Other income (loss), net 90,489 (82) 91,870 4,914 Total other 93,654 16,204 99,829 25,914 Operating income (loss) 198,339 59,376 299,411 111,107 Interest income 5,341 7,682 19,270 16,766 Interest expense (43,802) (39,316) (122,597) (112,783) Gain (loss) on extinguishment of debt — — (198) — Loss on sale of MUD receivables (51,525) — (51,525) — Equity in earnings (losses) from unconsolidated ventures (1,630) 15,732 (4,230) 26,461 Income (loss) from continuing operations before income taxes 106,723 43,474 140,131 41,551 Income tax expense (benefit) 10,195 11,410 17,236 10,975 Net income (loss) from continuing operations 96,528 32,064 122,895 30,576 Net income (loss) from discontinued operations, net of taxes (24,031) (576,199) (81,807) (616,479) Net income (loss) 72,497 (544,135) 41,088 (585,903) Net (income) loss attributable to noncontrolling interests 273 (46) 297 (166) Net income (loss) attributable to common stockholders $ 72,770 $ (544,181) $ 41,385 $ (586,069) Basic income (loss) per share — continuing operations $ 1.95 $ 0.65 $ 2.48 $ 0.61 Diluted income (loss) per share — continuing operations $ 1.95 $ 0.64 $ 2.48 $ 0.61 Statements of Operations
HOWARD HUGHES 11 thousands Q3 2024 Q3 2023 $ Change % Change YTD Q3 2024 YTD Q3 2023 $ Change % Change Same Store Office Houston, TX $ 21,283 $ 20,449 $ 834 4 % $ 63,453 $ 63,426 $ 27 — % Columbia, MD 5,376 5,572 (196) (4) % 17,734 17,881 (147) (1) % Las Vegas, NV 4,913 3,272 1,641 50 % 14,241 9,368 4,873 52 % Total Same Store Office 31,572 29,293 2,279 8 % 95,428 90,675 4,753 5 % Same Store Retail Houston, TX 2,841 2,989 (148) (5) % 9,208 9,057 151 2 % Columbia, MD 1,008 660 348 53 % 3,165 1,997 1,168 58 % Las Vegas, NV 6,008 5,856 152 3 % 17,351 18,113 (762) (4) % Honolulu, HI 3,434 3,407 27 1 % 12,708 11,123 1,585 14 % Total Same Store Retail 13,291 12,912 379 3 % 42,432 40,290 2,142 5 % Same Store Multi-family Houston, TX 10,335 9,420 915 10 % 29,307 28,231 1,076 4 % Columbia, MD 3,590 2,854 736 26 % 9,422 5,997 3,425 57 % Las Vegas, NV 1,691 1,863 (172) (9) % 5,078 5,604 (526) (9) % Company's share of NOI from unconsolidated ventures 1,804 1,906 (102) (5) % 5,644 5,520 124 2 % Total Same Store Multi-family 17,420 16,043 1,377 9 % 49,451 45,352 4,099 9 % Same Store Other Houston, TX 1,289 1,555 (266) (17) % 3,306 4,728 (1,422) (30) % Columbia, MD 17 (3) 20 667 % 444 8 436 5450 % Las Vegas, NV 369 144 225 156 % 811 444 367 83 % Honolulu, HI 27 45 (18) (40) % 121 183 (62) (34) % Company's share of NOI from unconsolidated ventures 150 215 (65) (30) % 3,620 3,421 199 6 % Total Same Store Other 1,852 1,956 (104) (5) % 8,302 8,784 (482) (5) % Total Same Store NOI 64,135 60,204 3,931 7 % 195,613 185,101 10,512 6 % Non-Same Store NOI 667 (242) 909 376 % 195 51 144 282 % Total Operating Assets NOI $ 64,802 $ 59,962 $ 4,840 8 % $ 195,808 $ 185,152 $ 10,656 6 % See page 4 for definitions of Same Store Properties and Same Store NOI. Same Store NOI - Operating Assets Segment
HOWARD HUGHES 12 thousands Q3 2024 Q2 2024 Q1 2024 Q4 2023 Q3 2023 Same Store Metrics Stabilized Leasing Percentages Office 88 % 89 % 88 % 88 % 87 % Retail 94 % 94 % 95 % 96 % 95 % Multi-family 95 % 97 % 95 % 95 % 96 % Unstabilized Leasing Percentages Office (a) 92 % 92 % 90 % 90 % 77 % Retail 66 % 66 % 66 % 66 % 64 % Multi-Family 75 % 74 % 65 % 57 % 72 % Same Store NOI Office $ 31,572 $ 33,257 $ 30,599 $ 27,493 $ 29,293 Retail 13,291 14,834 14,307 11,671 12,912 Multi-family 17,420 15,914 16,117 15,457 16,043 Other 1,852 1,498 4,952 2,116 1,956 Total Same Store NOI $ 64,135 $ 65,503 $ 65,975 $ 56,737 $ 60,204 Quarter over Quarter Change in Same Store NOI (2) % (1) % 16 % (6) % See page 4 for definitions of Same Store Properties and Same Store NOI. (a) This category currently only includes 1700 Pavilion in Summerlin, which is 88% occupied and nearing stabilization. Same Store Performance - Operating Assets Segment
HOWARD HUGHES 13 thousands except Sq. Ft. and units % Ownership (a) Total Q3 2024 Occupied (b) Q3 2024 Leased (b) Q3 2024 Occupied (%) (b) Q3 2024 Leased (%) (b) In-Place NOI Estimated Stabilized NOI Time to Stabilize (Years) (c)Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Stabilized Properties Office - Houston 100% 3,969,487 — 3,467,092 — 3,579,118 — 87 % — % 90 % — % $ 81,900 $ 107,400 — Office - Columbia 100% 1,753,291 — 1,231,719 — 1,410,400 — 70 % — % 80 % — % 19,530 33,520 — Office - Summerlin 100% 535,965 — 509,140 — 515,266 — 95 % — % 96 % — % 14,320 15,680 — Retail - Houston 100% 352,064 — 321,953 — 325,582 — 91 % — % 92 % — % 10,450 12,400 — Retail - Columbia 100% 101,609 — 101,609 — 101,609 — 100 % — % 100 % — % 2,680 2,720 — Retail - Hawai‘i 100% 809,221 — 743,107 — 751,018 — 92 % — % 93 % — % 13,590 18,930 — Retail - Summerlin 100% 803,170 — 752,110 — 766,794 — 94 % — % 95 % — % 22,430 26,300 — Multi-family - Houston (d) 100% 34,386 2,968 30,509 2,747 32,220 2,805 89 % 93 % 94 % 95 % 39,210 40,000 — Multi-family - Columbia (d) Various 97,294 1,199 77,658 1,123 87,606 1,153 80 % 94 % 90 % 96 % 16,160 16,870 — Multi-family - Summerlin 100% — 391 — 364 — 374 — % 93 % — % 96 % 6,820 7,650 — Other (e) Various 135,801 — 135,801 — 135,801 — 100 % — % 100 % — % 10,130 12,610 — Total Stabilized Properties (f) $ 237,220 $ 294,080 — Unstabilized Properties Office - Houston 100% 141,763 — 69,653 — 78,111 — 49 % — % 55 % — % $ 540 $ 2,960 2.8 Office - Columbia 100% 85,380 — — — 40,908 — — % — % 48 % — % — 3,200 2.8 Office - Summerlin 100% 413,500 — 232,740 — 245,000 — 56 % — % 59 % — % 4,470 12,680 1.8 Retail - Hawai‘i 100% 48,170 — 16,956 — 31,840 — 35 % — % 66 % — % 740 2,440 1.1 Multi-family - Houston 100% — 263 — 115 — 129 — % 44 % — % 49 % (810) 4,860 1.5 Multi-family - Columbia (d) 100% 32,607 472 9,092 347 22,496 353 28 % 74 % 69 % 75 % 5,550 9,320 1.3 Multi-Family - Summerlin 100% — 294 — 205 — 219 — % 70 % — % 74 % 1,730 5,890 2.3 Total Unstabilized Properties $ 12,220 $ 41,350 2.1 NOI by Region
HOWARD HUGHES 14 NOI by RegionNOI by Region (cont.) (a) Includes our share of NOI from our unconsolidated ventures. (b) Occupied and Leased metrics are as of September 30, 2024. (c) The estimated stabilization date used in the Time to Stabilize calculation for all unstabilized and under construction assets is set at the maximum stabilization period of 36 months from the in-service or expected in-service date. If an Unstabilized property achieves 90% occupancy prior to this date, it will move to Stabilized. (d) Multi-family square feet represent ground floor retail whereas multi-family units represent residential units for rent. (e) These assets can be found on page 16 of this presentation. (f) For Stabilized Properties, the difference between In-Place NOI and Estimated 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 Q3 2024 Occupied (b) Q3 2024 Leased (b) Q3 2024 Occupied (%) (b) Q3 2024 Leased (%) (b) In-Place NOI Estimated Stabilized NOI Time to Stabilize (Years) (c)Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Under Construction Properties Office - Houston 100 % 49,501 — — — — — — % — % — % — % n/a $ 1,780 3.8 Retail - Houston 100 % 60,200 — — — — — — % — % — % — % n/a 2,780 3.6 Retail - Hawai‘i 100 % 60,900 — — — — — — % — % — % — % n/a 2,800 3.6 Retail - Summerlin 100 % 67,000 — — — — — — % — % — % — % n/a 1,800 2.3 Multi-family - Houston 100 % — 268 — — — — — % — % — % — % n/a 9,890 3.3 Other - Houston 100 % 53,863 — — — — — — % — % — % — % n/a n/a n/a Total Under Construction Properties n/a $ 19,050 3.4 Total / Wtd. Avg. for Portfolio $ 249,440 $ 354,480 2.8
HOWARD HUGHES 15 thousands except Sq. Ft. and units Location % Ownership Rentable Sq. Ft. Q3 2024 % Occupied (a) Q3 2024 % Leased (a) In-Place NOI (b) Est. Stabilized NOI (b) Office Columbia Office Properties Columbia, MD 100 % 67,066 72 % 72 % $ 830 $ 1,190 One Mall North Columbia, MD 100 % 99,806 48 % 48 % 310 1,280 6100 Merriweather Columbia, MD 100 % 326,237 69 % 98 % 4,800 9,200 One Merriweather Columbia, MD 100 % 209,959 93 % 94 % 5,300 5,820 Two Merriweather Columbia, MD 100 % 124,639 92 % 92 % 1,570 3,100 Merriweather Row Columbia, MD 100 % 925,584 65 % 74 % 6,720 12,930 One Hughes Landing Houston, TX 100 % 200,639 63 % 65 % 2,350 5,200 Two Hughes Landing Houston, TX 100 % 197,950 81 % 81 % 4,190 5,270 Three Hughes Landing Houston, TX 100 % 321,649 94 % 94 % 7,110 8,580 1725 Hughes Landing Boulevard Houston, TX 100 % 339,608 35 % 56 % (80) 7,430 1735 Hughes Landing Boulevard Houston, TX 100 % 318,237 100 % 100 % 8,890 8,370 2201 Lake Woodlands Drive Houston, TX 100 % 22,259 100 % 100 % 480 490 Lakefront North Houston, TX 100 % 258,058 98 % 98 % 6,630 6,530 8770 New Trails Houston, TX 100 % 180,000 100 % 100 % 4,440 4,740 9303 New Trails Houston, TX 100 % 98,283 42 % 53 % 90 1,530 3831 Technology Forest Drive Houston, TX 100 % 97,360 100 % 100 % 2,530 2,450 The Woodlands Towers at the Waterway (c) Houston, TX 100 % 1,395,599 98 % 100 % 35,170 43,510 3 Waterway Square Houston, TX 100 % 227,617 91 % 91 % 4,240 5,900 4 Waterway Square Houston, TX 100 % 217,952 90 % 90 % 4,370 5,900 1400 Woodloch Forest Houston, TX 100 % 94,276 84 % 84 % 1,490 1,500 Aristocrat Las Vegas, NV 100 % 181,534 100 % 100 % 4,440 4,520 One Summerlin Las Vegas, NV 100 % 207,292 87 % 90 % 5,910 6,440 Two Summerlin Las Vegas, NV 100 % 147,139 100 % 100 % 3,970 4,720 Total Office 6,258,743 $ 115,750 $ 156,600 Retail Color Burst Park Retail Columbia, MD 100 % 12,410 100 % 100 % $ 330 $ 410 Rouse Building Columbia, MD 100 % 89,199 100 % 100 % 2,350 2,310 Ward Village Retail Honolulu, HI 100 % 809,221 92 % 93 % 13,590 18,930 Creekside Park West Houston, TX 100 % 72,976 92 % 93 % 1,670 2,200 Hughes Landing Retail Houston, TX 100 % 125,709 92 % 92 % 3,950 4,990 1701 Lake Robbins Houston, TX 100 % 12,376 100 % 100 % 520 540 Lakeland Village Center at Bridgeland Houston, TX 100 % 67,947 88 % 92 % 1,660 1,800 20/25 Waterway Avenue Houston, TX 100 % 51,543 87 % 87 % 1,760 2,000 Waterway Square Retail Houston, TX 100 % 21,513 100 % 100 % 890 870 Downtown Summerlin (d) Las Vegas, NV 100 % 803,170 94 % 95 % 22,430 26,300 Total Retail 2,066,064 $ 49,150 $ 60,350 Stabilized Properties - Operating Assets Segment
HOWARD HUGHES 16 Q3 2024 % Occupied (a) Q3 2024 % Leased (a) Estimated Stabilized NOI (b)thousands except Sq. Ft. and units Location % Ownership Rentable Sq. Ft. Units Rentable Sq. Ft. Units Rentable Sq. Ft. Units In-Place NOI (b) Multi-family Juniper Columbia, MD 100 % 55,677 382 77 % 96 % 95 % 97 % $ 8,440 $ 9,160 TEN.m.flats Columbia, MD 50 % 28,026 437 96 % 93 % 96 % 97 % 4,320 4,250 The Metropolitan Columbia, MD 50 % 13,591 380 56 % 92 % 56 % 94 % 3,400 3,460 Creekside Park Houston, TX 100 % — 292 n/a 92 % n/a 94 % 2,840 3,000 Creekside Park The Grove Houston, TX 100 % — 360 n/a 92 % n/a 94 % 4,080 4,210 One Lakes Edge Houston, TX 100 % 22,971 390 83 % 94 % 91 % 95 % 7,280 7,260 Two Lakes Edge Houston, TX 100 % 11,415 386 100 % 94 % 100 % 96 % 8,400 8,750 Lakeside Row Houston, TX 100 % — 312 n/a 94 % n/a 95 % 3,080 3,090 Millennium Six Pines Houston, TX 100 % — 314 n/a 91 % n/a 96 % 3,730 3,770 Millennium Waterway Houston, TX 100 % — 393 n/a 93 % n/a 94 % 3,870 3,910 Starling at Bridgeland Houston, TX 100 % — 358 — % 89 % — % 93 % 3,290 3,400 The Lane at Waterway Houston, TX 100 % — 163 n/a 93 % n/a 94 % 2,640 2,610 Constellation Las Vegas, NV 100 % — 124 n/a 90 % n/a 94 % 1,960 2,500 Tanager Las Vegas, NV 100 % — 267 n/a 94 % n/a 96 % 4,860 5,150 Total Multi-family (e) 131,680 4,558 $ 62,190 $ 64,520 Other Houston Ground Leases Houston, TX 100 % n/a n/a n/a n/a n/a n/a $ 3,090 $ 3,160 Hughes Landing Daycare Houston, TX 100 % 10,000 n/a 100 % n/a 100 % n/a 200 280 Stewart Title of Montgomery County, TX Houston, TX 50 % n/a n/a n/a n/a n/a n/a 250 1,600 The Woodlands Warehouse Houston, TX 100 % 125,801 n/a 100 % n/a 100 % n/a 1,430 1,520 Woodlands Sarofim Houston, TX 20 % n/a n/a n/a n/a n/a n/a 200 250 Kewalo Basin Harbor Honolulu, HI 100 % n/a n/a n/a n/a n/a n/a 1,910 1,900 Hockey Ground Lease Las Vegas, NV 100 % n/a n/a n/a n/a n/a n/a 640 590 Summerlin Hospital Medical Center Las Vegas, NV 5 % n/a n/a n/a n/a n/a n/a 3,240 4,640 Other Assets Various 100 % n/a n/a n/a n/a n/a n/a (830) (1,330) Total Other 135,801 — $ 10,130 $ 12,610 Total Stabilized $ 237,220 $ 294,080 (a) Occupied and Leased percentages are as of September 30, 2024. (b) For Stabilized Properties, the difference between In-Place NOI and Estimated 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) 1201 Lake Robbins and 9950 Woodloch Forest, are collectively known as The Woodlands Towers at the Waterway. (d) Downtown Summerlin rentable sq. ft. excludes 381,767 sq. ft. of anchor space and 39,700 sq. ft. of office space. (e) Multi-family square feet represent ground floor retail whereas multi-family units represent residential units for rent. Stabilized Properties - Operating Assets Segment (cont.)
HOWARD HUGHES 17 Q3 2024 % Occupied (a) Q3 2024 % Leased (a) Development Costs Incurred to Date Total Estimated Development Costs In-Place NOI Est. Stabilized NOI (b) Est. Stab. Date (c) Est. Stab. Yield thousands except Sq. Ft. and units Location % Ownership Rentable Sq. Ft. Units Rentable Sq. Ft. Units Rentable Sq. Ft. Units Office 10285 Lakefront Medical Office (d) Columbia, MD 100 % 85,380 — — % n/a 48 % n/a $ 36,660 $ 52,694 $ — $ 3,200 2027 6 % Waterway Plaza II (e) Houston, TX 100 % 141,763 — 49 % n/a 55 % n/a 19,349 26,903 540 2,960 2027 11 % 1700 Pavilion Las Vegas, NV 100 % 265,898 — 88 % n/a 92 % n/a 109,972 123,015 4,470 8,380 2025 7 % Meridian (d) Las Vegas, NV 100 % 147,602 — — % n/a — % n/a 35,632 55,459 — 4,300 2027 8 % Total Office 640,643 — $ 201,613 $ 258,071 $ 5,010 $ 18,840 Retail 'A'ali'i (f) Honolulu, HI 100 % 11,175 — 81 % n/a 100 % n/a $ — $ — $ 330 $ 550 2025 — % Kō'ula (f) Honolulu, HI 100 % 36,995 — 21 % n/a 56 % n/a — — 410 1,890 2025 — % Total Retail 48,170 — $ — $ — $ 740 $ 2,440 Multi-family Marlow Columbia, MD 100 % 32,607 472 28 % 74 % 69 % 75 % $ 122,831 $ 130,490 $ 5,550 $ 9,320 2025 7 % Wingspan Houston, TX 100 % — 263 — % 44 % — % 49 % 78,342 87,048 (810) 4,860 2026 6 % Tanager Echo Las Vegas, NV 100 % — 294 — % 70 % — % 74 % 86,311 86,853 1,730 5,890 2026 7 % Total Multi-Family(g) 32,607 1,029 $ 287,484 $ 304,391 $ 6,470 $ 20,070 Total Unstabilized $ 489,097 $ 562,462 $ 12,220 $ 41,350 (a) Occupied and Leased percentages are as of September 30, 2024. (b) Company estimates of Estimated Stabilized NOI are based on current leasing velocity, excluding inflation and organic growth. (c) The estimated stabilization date for all unstabilized assets is set at the maximum stabilization period of 36 months from the in-service date. If a property achieves 90% occupancy prior to this date, it will move to Stabilized. (d) Meridian and 10285 Lakefront Medical Office were placed in service in the second quarter of 2024, and are not expected to generate material In-Place NOI for the remainder of 2024, as the properties are still in the tenant build-out and lease-up phase. (e) Waterway Plaza II was acquired during the second quarter of 2024. Total development costs incurred include acquisition and closing costs and total estimated development costs are inclusive of acquisition, closing, and expected tenant lease-up costs. (f) Condominium retail development costs incurred to date and total estimated development costs are combined with their respective condominium costs on page 19 of this supplement. (g) Multi-family square feet represent ground floor retail, whereas multi-family units represent residential units for rent. Unstabilized Properties - Operating Assets Segment
HOWARD HUGHES 18 Under Construction Properties thousands except Sq. Ft. and units Location % Ownership Estimated Rentable Square Feet Percent Pre- Leased (a) Const. Start Date Est. Stabilized Date (b) Development Costs Incurred to Date Total Estimated Development Costs Est. Stabilized NOI Est. Stab. Yield Office One Bridgeland Green Houston, TX 100 % 49,501 80 % Q2 2024 2028 $ 8,997 $ 35,365 $ 1,780 5 % Total Office 49,501 $ 8,997 $ 35,365 $ 1,780 Retail Ulana Ward Village (c) Honolulu, HI 100 % 32,100 — % Q1 2023 2028 $ — $ — $ 760 — % The Park Ward Village (c) Honolulu, HI 100 % 26,800 — % Q4 2022 2028 — — 1,900 — % Kalae (c) Honolulu, HI 100 % 2,000 — % Q2 2024 2030 — — 140 — % Grogan’s Mill Retail Houston, TX 100 % 32,200 41 % Q3 2024 2028 766 8,583 850 10 % Village Green at Bridgeland Central Houston, TX 100 % 28,000 73 % Q1 2024 2028 8,941 22,159 1,930 9 % Summerlin Grocery Anchored Center Las Vegas, NV 100 % 67,000 75 % Q3 2023 2027 27,808 46,372 1,800 4 % Total Retail 188,100 $ 37,515 $ 77,114 $ 7,380 Other Grogan’s Mill Library and Community Center (d) Houston, TX 100 % 53,863 n/a Q3 2024 n/a $ 2,110 $ 16,498 n/a n/a Total Other 53,863 $ 2,110 $ 16,498 $ — 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 1 Riva Row Houston, TX 100 % 268 $ 4,015 Q3 2023 2028 $ 52,580 $ 155,997 $ 9,890 6 % Total Multi-family 268 $ 52,580 $ 155,997 $ 9,890 Total Under Construction $ 101,202 $ 284,974 $ 19,050 (a) Represents leases signed as of September 30, 2024. (b) The estimated stabilization date for all under construction assets is set at 36 months from the expected in-service date. (c) Condominium retail development costs incurred to date and total estimated development costs are combined with their respective condominium costs on page 20 of this supplement. (d) The Grogan’s Mill Library and Community Center is being developed in connection with a land swap agreement entered into with Montgomery County, Texas. Upon completion of construction, the Company will transfer the Grogan's Mill Library and Community Center to Montgomery County in exchange for land parcels elsewhere in The Woodlands. As such, pre-leasing activity and Est. Stabilized NOI are not applicable to this development project. Under Construction Properties - Strategic Developments Segment
HOWARD HUGHES 19 As of September 30, 2024 Waiea Anaha Ae`o Ke Kilohana ‘A‘ali‘i Kō'ula Total Key Metrics ($ in thousands) Location Ward Village Ward Village Ward Village Ward Village Ward Village Ward Village Type of building Luxury Luxury Upscale Workforce Upscale Upscale Number of units 177 317 465 423 750 565 2,697 Condo Sq. Ft. 378,488 449,205 389,663 294,273 390,097 409,612 2,311,338 Street retail Sq. Ft. 7,716 16,048 70,800 28,386 11,175 36,995 171,120 Stabilized retail NOI $290 $1,190 $2,170 $970 $550 $1,890 $7,060 Stabilization year 2017 2020 2019 2020 2025 2025 Development progress ($ in thousands) Completion date Q4 2016 Q4 2017 Q4 2018 Q2 2019 Q4 2021 Q3 2022 Total estimated development cost (a) $545,515 $403,796 $430,086 $217,318 $390,479 $487,039 $2,474,233 Development costs incurred to date (a) 542,121 403,796 430,086 217,318 385,119 473,977 2,452,417 Estimated remaining to be spent $3,394 $— $— $— $5,360 $13,062 $21,816 Financial Summary ($ in thousands) Units closed through Q3 2024 177 317 465 423 750 565 2,697 Total % of units closed or under contract 100% 100% 100% 100% 100% 100% 100% Total GAAP revenue recognized $698,228 $515,882 $512,981 $218,552 $536,942 $635,071 $3,117,656 Completed Condominiums (a) Total estimated development costs and Development costs incurred to date for Waiea include costs for defect remediation. Although the Company agreed to pay for the repair of the defects, it sought to recover the repair costs from the general contractor, other responsible parties, and insurance proceeds. In the third quarter of 2024, a settlement agreement was reached related to the defect remediation costs and these amounts are now shown net of insurance proceeds of approximately $90.0 million and are inclusive of the $22 million final payment of project costs paid to the general contractor as part of the settlement agreement.
HOWARD HUGHES 20 As of September 30, 2024 Victoria Place The Park Ward Village Ulana Ward Village Kalae Total Key Metrics ($ in thousands) Location Ward Village Ward Village Ward Village Ward Village Type of building Luxury Upscale Workforce Luxury Number of units 349 545 696 329 1,919 Avg. unit Sq. Ft. 1,164 847 623 1,207 885 Condo Sq. Ft. 406,351 461,360 433,773 397,203 1,698,687 Street retail Sq. Ft. (a) n/a 26,800 32,100 2,000 60,900 Stabilized retail NOI n/a $1,900 $760 $140 $2,800 Stabilization year n/a 2028 2028 2030 Development progress ($ in thousands) Start date Q1 2021 Q4 2022 Q1 2023 Q2 2024 Estimated Completion date Q4 2024 2026 2025 2027 Total estimated development cost $543,325 $613,807 $402,914 $623,745 $2,183,791 Development costs incurred to date 470,258 232,517 209,763 74,160 986,698 Estimated remaining to be spent $73,067 $381,290 $193,151 $549,585 $1,197,093 Financial Summary ($ in thousands) Units under contract through September 30, 2024 349 525 696 304 1,874 Units remaining to be sold through September 30, 2024 — 20 — 25 45 Total % of units closed or under contract 100% 96.3% 100% 92.4% 97.7% Units under contract in Q3 2024 — 3 — 1 4 Square footage closed / under contract 406,351 446,028 433,773 375,764 1,661,916 Total % square footage closed / under contract 100% 96.7% 100% 94.6% 97.8% Total cash received (closings & deposits) $250,582 $138,029 $37,672 $152,395 $578,678 Total future GAAP revenue under contract $777,316 $691,158 $372,581 $762,348 $2,603,403 Expected avg. price per Sq. Ft. $1,850 - $1,900 $1,500 - $1,550 $850 - $900 $2,000 - $2,050 Deposit Reconciliation (thousands) Spent towards construction $152,755 $96,881 $37,258 $— $286,894 Held for future use (b) — 39,073 1 152,314 191,388 Held for closings (b) 97,827 2,075 413 81 100,396 Total deposits from sales commitment $250,582 $138,029 $37,672 $152,395 $578,678 (a) Expected construction cost per retail square foot for all completed, under construction, and predevelopment condos is approximately $1,300. (b) Total deposits held for future use and held for closings are included in Restricted cash. Under Construction Condominiums
HOWARD HUGHES 21 As of September 30, 2024 The Launiu The Ritz-Carlton Residences Total Key Metrics ($ in thousands) Location Ward Village The Woodlands Type of building Luxury Luxury Number of units 485 111 596 Avg. unit Sq. Ft. 950 2,524 1,243 Condo Sq. Ft. 460,735 280,172 740,907 Street retail Sq. Ft. (a) 10,000 5,800 15,800 Estimated Completion date 2028 2027 Financial Summary ($ in thousands) Units under contract through September 30, 2024 268 77 345 Units remaining to be sold through September 30, 2024 217 34 251 Total % of units closed or under contract 55.3% 69.4% 57.9% Units under contract in Q3 2024 20 5 25 Square footage closed / under contract 240,948 199,823 440,771 Total % square footage closed / under contract 52.3% 71.3% 59.5% Total cash received (closings & deposits) $87,455 $32,763 $120,218 Total future GAAP revenue under contract $452,571 $333,535 $786,106 Expected avg. price per Sq. Ft. $1,850 - $1,900 $1,700 - $1,750 Deposit Reconciliation (thousands) Held for future use (b) $87,280 $— $87,280 Held for closings (b) 175 32,763 32,938 Total deposits from sales commitment $87,455 $32,763 $120,218 (a) Expected construction cost per retail square foot for all completed, under construction, and predevelopment condos is approximately $1,300. (b) Total deposits held for future use and held for closings are included in Restricted cash. Predevelopment Condominiums
HOWARD HUGHES 22 As of September 30, 2024 thousands Location Total Estimated Development Costs (a) Development Costs Incurred to Date Estimated Remaining to be Spent Remaining Buyer Deposits/ Holdback to be Drawn Debt to be Drawn Costs Remaining to be Paid, Net of Debt and Buyer Deposits/ Holdbacks to be Drawn (b) Estimated Completion Date 10285 Lakefront Medical Office (c) Columbia, MD $ 52,694 $ 36,660 $ 16,034 $ — $ 15,331 $ 703 Completed Marlow (c) Columbia, MD 130,490 122,831 7,659 — 7,338 321 Completed 6100 Merriweather (c) Columbia, MD 130,031 123,544 6,487 — — 6,487 Completed Wingspan Houston, TX 87,048 78,342 8,706 — 6,796 1,910 Completed Meridian (c) Las Vegas, NV 55,459 35,632 19,827 — 19,818 9 Completed 1700 Pavilion (c) Las Vegas, NV 123,015 109,972 13,043 — 7,649 5,394 Completed Total Operating Assets 578,737 506,981 71,756 — 56,932 14,824 ‘A‘ali‘i Honolulu, HI 390,479 385,119 5,360 — — 5,360 Completed Kalae Honolulu, HI 623,745 74,160 549,585 150,153 365,481 33,951 2027 Kō'ula Honolulu, HI 487,039 473,977 13,062 — — 13,062 Completed The Park Ward Village (d) Honolulu, HI 613,807 232,517 381,290 40,021 350,758 (9,489) 2026 Ulana Ward Village Honolulu, HI 402,914 209,763 193,151 — 133,435 59,716 2025 Victoria Place Honolulu, HI 543,325 470,258 73,067 — 19,112 53,955 Q4 2024 Grogan’s Mill Library and Community Center Houston, TX 16,498 2,110 14,388 — — 14,388 2025 Grogan’s Mill Retail Houston, TX 8,583 766 7,817 — — 7,817 2025 One Bridgeland Green Houston, TX 35,365 8,997 26,368 — — 26,368 2025 1 Riva Row Houston, TX 155,997 52,580 103,417 — 81,227 22,190 2025 Village Green at Bridgeland Central (d) Houston, TX 22,159 8,941 13,218 — 13,708 (490) Q4 2024 Summerlin Grocery Anchored Center Las Vegas, NV 46,372 27,808 18,564 — 18,000 564 Q4 2024 Total Strategic Developments 3,346,283 1,946,996 1,399,287 190,174 981,721 227,392 Total $ 3,925,020 $ 2,453,977 $ 1,471,043 $ 190,174 $ 1,038,653 $ 242,216 See page 4 for definition of Remaining Development Costs. (a) Total Estimated Development 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, retail costs, and certain accrued costs from lenders and excludes land costs and capitalized corporate interest allocated to the project. Total Estimated Development Costs for assets at Ward Village and Columbia exclude master plan infrastructure and amenity costs at Ward Village and Merriweather District. (b) 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. (c) Remaining cost is related to lease-up and tenant build-out. (d) Negative balance relates to costs paid by HHH, but not yet reimbursed by our lenders. We expect to receive funds from our lenders for these costs in the future. Summary of Remaining Development Costs
HOWARD HUGHES 23 MPC Regions Non-MPC Regions The Woodlands The Woodlands Hills Bridgeland Summerlin Teravalis Floreo (a) Total Columbia Hawai‘i Total As of September 30, 2024 Houston, TX Houston, TX Houston, TX Las Vegas, NV Phoenix, AZ Phoenix, AZ MPC Regions Columbia, MD Honolulu, HI Non-MPC Stabilized Properties Office Sq.Ft. 3,969,487 — — 535,965 — — 4,505,452 1,753,291 — 1,753,291 Retail Sq. Ft. (b) 318,503 — 67,947 803,170 — — 1,189,620 198,903 809,221 1,008,124 Multi-family units 2,298 — 670 391 — — 3,359 1,199 — 1,199 Other Sq. Ft. 135,801 — — — — — 135,801 — — — Unstabilized Properties Office Sq.Ft. 141,763 — — 413,500 — — 555,263 85,380 — 85,380 Retail Sq.Ft. — — — — — — — 32,607 48,170 80,777 Multi-family units — — 263 294 — — 557 472 — 472 Under Construction Properties Office Sq.Ft. — — 49,501 — — — 49,501 — — — Retail Sq.Ft. 32,200 — 28,000 67,000 — — 127,200 — 60,900 60,900 Other Sq. Ft. 53,863 — — — — — 53,863 — — — Multi-family units 268 — — — — — 268 — — — Condominiums Number of units 111 — — — — — 111 — 5,101 5,101 Units remaining to be sold through September 30, 2024 34 — — — — — 34 — 262 262 MPC Total gross acreage 28,545 ac 2,055 ac 11,506 ac 22,500 ac 33,810 ac 3,029 ac 101,445 ac 16,450 ac n/a n/a Current Residents 123,000 2,700 23,000 127,000 — — 275,700 n/a n/a n/a Residential Land Remaining saleable acres 35 ac 658 ac 1,535 ac 2,246 ac 15,804 ac 779 ac 21,057 ac n/a n/a n/a Estimated price per acre (c) $1,923 $346 $501 $1,309 $751 $779 n/a n/a Commercial Land Total acreage remaining 716 ac 167 ac 1,047 ac 551 ac 10,531 ac 457 ac 13,469 ac 96 ac n/a 96 ac Estimated price per acre (c) $950 $532 $752 $1,176 $206 $151 n/a n/a Portfolio Key Metrics Portfolio Key Metrics include 100% of square footage, units, and acreage associated with joint venture projects. Retail space in multi-family assets shown as retail square feet. (a) This represents 100% of Floreo gross and remaining saleable acreage and 100% of the estimated price per acre expected to be achieved. The Company owns a 50% interest in Floreo and accounts for its investment under the equity method. (b) Retail Sq. Ft. within the Summerlin region excludes 381,767 Sq. Ft. of anchors and 39,700 Sq. Ft. of additional office space above our retail space. (c) Residential and commercial pricing represents the Company's estimate of price per acre (in thousands) per its 2024 land models. Portfolio Key Metrics
HOWARD HUGHES 24 Master Planned Community Land Consolidated MPC Segment EBT The Woodlands The Woodlands Hills Bridgeland Summerlin Teravalis Total Floreo (a) thousands Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Revenues: Residential land sale revenues $ — $ 3,850 $ 7,130 $ 2,289 $ 26,941 $ 21,733 $ 162,781 $ 41,430 $ — $ — $ 196,852 $ 69,302 $ 13,113 $ — Commercial land sale revenues 16 — 1 10 1,370 6,066 — — — — 1,387 6,076 — — Builder price participation 155 — 526 703 1,519 2,083 7,392 13,061 — — 9,592 15,847 — — Other land sale revenues 1,386 93 — 12 90 61 3,300 4,408 — — 4,776 4,574 — — Total revenues 1,557 3,943 7,657 3,014 29,920 29,943 173,473 58,899 — — 212,607 95,799 13,113 — Expenses: Cost of sales - residential land — (1,929) (2,702) (1,096) (11,100) (7,063) (58,402) (16,313) — — (72,204) (26,401) (9,350) — Cost of sales - commercial land (4) — — (4) (374) (1,859) — — — — (378) (1,863) — — Real estate taxes (1,110) (1,421) (29) (12) (807) (2,349) (585) (476) (4) (4) (2,535) (4,262) (39) (32) Land sales operations (1,681) (1,538) (1,150) (817) (2,079) (1,853) (4,279) (4,250) (226) (255) (9,415) (8,713) (1,581) (810) Total operating expenses (2,795) (4,888) (3,881) (1,929) (14,360) (13,124) (63,266) (21,039) (230) (259) (84,532) (41,239) (10,970) (842) Depreciation and amortization (30) (30) (2) (2) (33) (30) (34) (31) (10) (10) (109) (103) (32) (30) Interest income (expense), net 243 230 1,023 661 4,167 5,746 10,992 9,394 — — 16,425 16,031 (296) (167) Equity in earnings (losses) from unconsolidated ventures (b) — — — — — — (546) 14,829 907 (519) 361 14,310 — — MPC Segment EBT $ (1,025) $ (745) $ 4,797 $ 1,744 $ 19,694 $ 22,535 $ 120,619 $ 62,052 $ 667 $ (788) $ 144,752 $ 84,798 $ 1,815 $ (1,039) (a) This represents 100% of Floreo EBT. The Company owns a 50% interest in Floreo and accounts for its investment under the equity method. (b) Equity in earnings (losses) from unconsolidated ventures reflects our share of earnings for The Summit in Summerlin and for Floreo in Teravalis. MPC Performance
HOWARD HUGHES 25 Master Planned Community Land Consolidated MPC Segment The Woodlands The Woodlands Hills Bridgeland Summerlin Teravalis Floreo (a) thousands, except acres Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Q3 2024 Q3 2023 Key Performance Metrics: Residential Total acres closed in current period — ac 1.5 ac 15.3 ac 5.2 ac 46.2 ac 38.4 ac 129.2 ac 39.2 ac — ac — ac 17.6 ac — ac Price per acre achieved $— $2,567 $466 $440 $583 $566 $1,261 $1,253 $— $— $762 $— Avg. gross margins —% 49.9% 62.1% 52.1% 58.8% 67.5% 63.7% 60.6% —% —% 28.7% —% Commercial Total acres closed in current period — ac — ac — ac — ac — ac 12.5 ac — ac — ac — ac — ac — ac — ac Price per acre achieved $— $— $— $— $— $262 $— $— $— $— $— $— Avg. gross margins — % — % —% — % — % 69.4% — % —% —% —% —% —% Avg. combined before-tax net margins — % 49.9% 62.1% 52.1% 58.8 % 67.9% 63.7% 60.6% —% —% 28.7% —% Key Valuation Metrics: Remaining saleable acres (b) Residential 35 ac 658 ac 1,535 ac 2,246 ac 15,804 ac 779 ac Commercial 716 ac 167 ac 1,047 ac 551 ac 10,531 ac 457 ac Projected est. % superpads / lot size —% / — ac —% / — ac —% / — ac 66% / 0.25 ac —% / — ac —% / — ac Projected est. % single-family detached lots / lot size 79% / 0.16 ac 80% / 0.21 ac 90% / 0.19 ac —% / — ac 81% / 0.22 ac 100% / 0.17 ac Projected est. % single-family attached lots / lot size 21% / 0.14 ac 20% / 0.12 ac 8% / 0.08 ac —% / — ac 19% / 0.11 ac —% / — ac Projected est. % custom homes / lot size —% / — ac —% / — ac 2% / 0.62 ac 34% / 1 ac —% / — ac —% / — ac Estimated builder sale velocity (c) NM 21 83 86 NM NM Projected GAAP gross margin (d) 76.0% 75.8% 62.1% 52.1% 58.8% 67.5% 64.1% 61.4% 38.0% 40.7% 28.7% 34.8% Projected cash gross margin (d) 96.7% 88.9% 78.2% 80.4% 39.3% 52.6% Residential sellout / Commercial buildout date estimate Residential 2026 2032 2035 2043 2086 2032 Commercial 2034 2033 2046 2039 2086 2035 (a) This represents 100% of Floreo metrics. The Company owns a 50% interest in Floreo and accounts for its investment under the equity method. (b) Saleable acres can fluctuate from period to period as a result of a master planning process. (c) Represents the average monthly builder homes sold over the last twelve months ended September 30, 2024. (d) Projected GAAP gross margin is based on expected GAAP MPC land sales revenues and MPC cost of sales. This measure includes all future projected revenues less all remaining historical development costs incurred to date and remaining future projected cash development costs. Projected cash gross margin represents the net cash margin expected to be received in the future and includes all future projected revenues less all remaining future projected cash development costs. The projected cash gross margin does not include remaining historical development costs incurred to date. 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. NM Not meaningful. MPC Land
HOWARD HUGHES 26 Master Planned Community Land GAV in $ millions, unless otherwise specified. Price per acre in $ thousands. (a) Land sales revenue excludes deferred revenue and SID bond revenue. (b) Excludes value of Teravalis for comparative purposes. (c) Price per acre is a trailing 12 months calculation as of September 30, 2024. MPC Land Appreciation MPC Gross Asset Value $1,695 $922 $708 $328 3,802 Total Acres Sold $642k Weighted Avg. Price Per Acre $2.4B Total Land Sales Revenue (a) X = $584 $1,302 2017 Q3 2024 $377 $582 2017 Q3 2024 $313 $445 2017 Q3 2024 +123% +54% +42% $2,284 $847 $592 $177 2017 Gross Asset Value Since 2017 Q3 2024 Gross Asset Value (b) Residential Price Per Acre (c) Summerlin Bridgeland The Woodlands Hills $3.9B$3.7B
HOWARD HUGHES 27 Office Expirations (a) Retail Expirations (a) Expiration Year Annualized Cash Rent ($ 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. 2024 $ 2,645 0.97 % $ 43.97 $ 757 0.65 % $ 67.15 2025 12,010 4.38 % 41.75 17,412 14.95 % 49.32 2026 11,217 4.09 % 41.70 10,994 9.44 % 41.70 2027 31,656 11.54 % 41.07 7,027 6.04 % 41.91 2028 17,665 6.44 % 45.42 8,927 7.67 % 54.08 2029 31,543 11.50 % 47.90 10,942 9.40 % 56.60 2030 29,682 10.82 % 46.86 8,967 7.70 % 57.03 2031 18,162 6.62 % 52.30 4,897 4.21 % 55.97 2032 55,912 20.38 % 51.66 5,218 4.48 % 55.56 2033 15,032 5.48 % 41.20 15,549 13.35 % 66.34 Thereafter 48,887 17.78 % 52.26 25,802 22.11 % 43.85 Total $ 274,411 100 % $ 116,492 100 % (a) Excludes leases with an initial term of 12 months or less. Office and Retail Lease Expirations Total Office and Retail Portfolio as of September 30, 2024 % o f A nn ua liz ed C as h R en t E xp iri ng Houston Summerlin Columbia Hawaii Other 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 Office 2033 Retail 2033 Office 2034+ Retail 2034+ 0% 6% 12% 18% 24% 30% Lease Expirations
HOWARD HUGHES 28 thousands September 30, 2024 December 31, 2023 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 payable 1,576,763 1,442,505 Special Improvement District bonds 54,141 65,627 Variable-rate debt Secured mortgages payable, excluding condominium financing 795,503 854,084 Condominium financing 578,712 307,404 Secured Bridgeland Notes due 2026 283,000 475,000 Mortgages, notes and loans payable 5,338,119 5,194,620 Deferred financing costs (39,359) (47,628) Mortgages, notes, and loans payable, net $ 5,298,760 $ 5,146,992 Net Debt on a Segment Basis as of September 30, 2024 (a) thousands Operating Assets Master Planned Communities Strategic Developments Segment Totals Non-Segment Amounts Total Mortgages, notes, and loans payable, net $ 2,340,949 $ 333,410 $ 591,675 $ 3,266,034 $ 2,032,726 $ 5,298,760 Mortgages, notes, and loans payable of unconsolidated ventures (b) 90,575 71,835 — 162,410 — 162,410 Less: Cash and cash equivalents (13,155) (98,744) (13,527) (125,426) (275,302) (400,728) Cash and cash equivalents of unconsolidated ventures (b) (1,881) (17,184) (6,806) (25,871) — (25,871) Special Improvement District receivables — (61,291) — (61,291) — (61,291) Municipal Utility District receivables, net — (458,775) (3,210) (461,985) — (461,985) TIF receivable — — (1,561) (1,561) — (1,561) Net Debt $ 2,416,488 $ (230,749) $ 566,571 $ 2,752,310 $ 1,757,424 $ 4,509,734 Consolidated Debt Maturities and Contractual Obligations as of September 30, 2024 thousands Remaining in 2024 2025 2026 2027 2028 Thereafter Total Mortgages, notes, and loans payable (c) $ 307,709 $ 461,222 $ 773,232 $ 361,435 $ 834,680 $ 2,599,841 $ 5,338,119 Interest payments (d) 75,537 252,648 206,679 168,873 139,200 259,411 1,102,348 Ground lease commitments — 300 300 300 300 6,200 7,400 Total $ 383,246 $ 714,170 $ 980,211 $ 530,608 $ 974,180 $ 2,865,452 $ 6,447,867 Debt Summary (a) 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. (b) 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 unconsolidated ventures. (c) We expect $304.3 million due in 2024 to be repaid with condo closings. (d) Interest is based on the borrowings that are presently outstanding and current floating interest rates without the effects of interest rate derivatives. Debt Summary
HOWARD HUGHES 29 (a) Includes the impact of interest rate derivatives. (b) Does not include extension options, some of which have performance requirements. (c) Represents Secured Bridgeland Notes. In the fourth quarter of 2024, the borrowing capacity of this obligation was expanded to $600.0 million and the maturity was extended to 2029. (d) Excludes the Company's share of debt related to its unconsolidated ventures, which totaled $162.4 million as of September 30, 2024. thousands Q3 2024 Principal Range of Interest Rates (a) Weighted- average Interest Rate (a) Weighted- average Years to Maturity (b) Operating Assets Office $ 1,221,051 3.43 % 9.15 % 5.65 % 4.7 Retail 259,324 3.50 % 8.17 % 5.99 % 4.2 Multi-family 852,128 3.13 % 8.40 % 5.09 % 4.7 Other 24,498 3.65 % 8.05 % 5.59 % 5.4 Total Operating Assets $ 2,357,001 3.13 % 9.15 % 5.49 % 4.7 Master Planned Communities (c) $ 283,000 7.43 % 7.43 % 7.43 % 1.9 Strategic Developments Condominiums $ 578,712 7.50 % 10.20 % 9.36 % 0.9 Multi-family 12,073 7.39 % 7.39 % 7.39 % 5.9 Retail 3,192 8.11 % 8.42 % 8.42 % 2.2 Total Strategic Developments $ 593,977 7.39 % 10.20 % 9.31 % 1.0 Bonds Corporate Bonds $ 2,050,000 4.13 % 5.38 % 4.66 % 4.8 SID Bonds 54,141 4.13 % 7.00 % 4.91 % 24.8 Total Bonds $ 2,104,141 4.13 % 7.00 % 4.67 % 5.3 Total (d) $ 5,338,119 3.13 % 10.20 % 5.69 % 4.4 Debt Summary (cont.)
HOWARD HUGHES 30 Reconciliation of Operating Assets segment EBT to Total NOI thousands Q3 2024 Q2 2024 Q1 2024 Q4 2023 Q3 2023 YTD Q3 2024 YTD Q3 2023 Total revenues $ 114,019 $ 110,760 $ 107,000 $ 99,312 $ 106,178 $ 331,779 $ 310,942 Total operating expenses (48,987) (47,610) (46,154) (45,379) (47,960) (142,751) (134,486) Segment operating income (loss) 65,032 63,150 60,846 53,933 58,218 189,028 176,456 Depreciation and amortization (42,252) (41,811) (41,840) (44,684) (40,647) (125,903) (116,454) Interest income (expense), net (36,661) (34,165) (32,942) (35,778) (31,337) (103,768) (89,419) Other income (loss), net (54) 542 408 14 (186) 896 2,078 Equity in earnings (losses) from unconsolidated ventures (2,109) 336 5,817 (2,343) 1,363 4,044 5,311 Gain (loss) on sale or disposal of real estate and other assets, net 3,165 — 4,794 3,162 16,050 7,959 20,764 Gain (loss) on extinguishment of debt — (198) — (97) — (198) — Operating Assets segment EBT (12,879) (12,146) (2,917) (25,793) 3,461 (27,942) (1,264) Add back: Depreciation and amortization 42,252 41,811 41,840 44,684 40,647 125,903 116,454 Interest (income) expense, net 36,661 34,165 32,942 35,778 31,337 103,768 89,419 Equity in (earnings) losses from unconsolidated ventures 2,109 (336) (5,817) 2,343 (1,363) (4,044) (5,311) (Gain) loss on sale or disposal of real estate and other assets, net (3,165) — (4,794) (3,162) (16,050) (7,959) (20,764) (Gain) loss on extinguishment of debt — 198 — 97 — 198 — Impact of straight-line rent (2,182) 24 (847) 408 (470) (3,005) (2,664) Other 52 (373) (54) (4) 279 (375) 341 Operating Assets NOI 62,848 63,343 60,353 54,351 57,841 186,544 176,211 Company's share of NOI from equity investments 1,954 2,088 1,980 1,837 2,121 6,022 5,908 Distributions from Summerlin Hospital investment — — 3,242 — — 3,242 3,033 Company's share of NOI from unconsolidated ventures 1,954 2,088 5,222 1,837 2,121 9,264 8,941 Total Operating Assets NOI $ 64,802 $ 65,431 $ 65,575 $ 56,188 $ 59,962 $ 195,808 $ 185,152 Reconciliation of Non-GAAP Measures
HOWARD HUGHES 31 RECONCILIATIONS OF NET INCOME FROM CONTINUING OPERATIONS TO FFO, Core FFO, and AFFO thousands except share amounts Q3 2024 Q3 2023 YTD Q3 2024 YTD Q3 2023 Net income (loss) from continuing operations $ 96,528 $ 32,064 $ 122,895 $ 30,576 Adjustments to arrive at FFO: Segment real estate related depreciation and amortization 43,321 41,712 132,487 119,618 (Gain) loss on sale or disposal of real estate and other assets, net (3,165) (16,286) (7,959) (21,000) Loss on sale of MUD receivables 51,525 — 51,525 — Income tax expense adjustments: Gain on sale or disposal of real estate and other assets, net 636 3,936 1,851 5,083 Loss on sale of MUD receivables (11,921) — (11,921) — Company's share of the above reconciling items from unconsolidated joint ventures 778 932 2,334 3,647 FFO $ 177,702 $ 62,358 $ 291,212 $ 137,924 Adjustments to arrive at Core FFO: (Gain) loss on extinguishment of debt — — 198 — Severance expenses 1,727 1,006 6,267 3,032 Non-real estate related depreciation and amortization 767 974 2,346 2,599 Straight-line amortization (2,199) (473) (3,025) (2,668) Deferred income tax expense (benefit) 15,217 3,730 15,217 1,004 Non-cash fair value adjustments related to hedging instruments (1,194) (5,602) (3,597) (11,819) Share-based compensation 3,791 1,361 9,128 9,229 Other non-recurring expenses 3,582 2,195 11,268 8,834 Company's share of the above reconciling items from unconsolidated joint ventures 24 18 56 87 Core FFO $ 199,417 $ 65,567 $ 329,070 $ 148,222 Adjustments to arrive at AFFO: Tenant and capital improvements (7,419) (2,981) (10,644) (14,225) Leasing commissions (4,186) (1,888) (7,412) (5,318) AFFO $ 187,812 $ 60,698 $ 311,014 $ 128,679 FFO per diluted share value $ 3.57 $ 1.26 $ 5.86 $ 2.78 Core FFO per diluted share value $ 4.01 $ 1.32 $ 6.62 $ 2.99 AFFO per diluted share value $ 3.77 $ 1.22 $ 6.26 $ 2.59 Reconciliation of Non-GAAP Measures