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): April 27, 2017
THE HOWARD HUGHES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
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001-34856 |
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36-4673192 |
One Galleria Tower
13355 Noel Road, 22nd Floor
Dallas, Texas 75240
(Address of principal executive offices)
Registrants telephone number, including area code: (214) 741-7744
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§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 o
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. o
Item 7.01 Regulation FD Disclosure.
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 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.
On April 27, 2017, The Howard Hughes Corporation (the Company) distributed a letter to its shareholders describing key information about the Company. A copy of this letter is attached hereto as Exhibit 99.1 and has been posted on our website at www.howardhughes.com under the Investors tab.
FORWARD-LOOKING STATEMENTS AND NON-GAAP FINANCIAL MEASURES
FORWARD-LOOKING STATEMENTS
Statements made in the shareholder letter attached to this Form 8-K on Exhibit 99.1 that are not historical facts, including statements accompanied by words such as anticipate, believe, estimate, expect, forecast, intend, likely, may, plan, project, realize, should, transform, would, and other statements of similar expression and other words of similar expression, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. These statements are based on managements expectations, estimates, assumptions and projections as of the date of this letter and are not guarantees of future performance. Actual results may differ materially from those expressed or implied in these statements. Factors that could cause actual results to differ materially are set forth as risk factors in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission. In the shareholder letter, forward-looking statements include, but are not limited to, expectations about the performance of our Master Planned Communities segment and other current income producing properties and future liquidity, development opportunities, development spending and management plans. We caution you not to place undue reliance on the forward-looking statements contained in the shareholder letter and do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of the shareholder letter except as required by law.
NON-GAAP FINANCIAL MEASURES
The Company believes that net operating income, or NOI, a non-GAAP financial measure, is a useful supplemental measure of the performance of our Operating Assets because it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in rental and occupancy rates and operating costs. We define NOI as operating revenues (rental income, tenant recoveries and other revenues) 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, ground rent amortization, demolition costs, amortization, depreciation, development-related marketing costs and Equity in earnings from Real Estate and Other Affiliates.
We use NOI to evaluate our operating performance on a property-by-property basis because NOI allows us to evaluate the impact that factors, which vary by property, such as lease structure, lease rates and tenant base have on our operating results, gross margins and investment returns.
Although we believe that NOI provides useful information to the investors about the performance of our Operating Assets due to the exclusions noted above, NOI should only be used as an additional measure of the financial performance of such assets and not as an alternative to GAAP net income (loss).
For a reconciliation of NOI to the most directly comparable GAAP measure see the Supplemental Information at the end of the shareholder letter attached to this Form 8-K on Exhibit 99.1. No reconciliation of projected NOI is included in the shareholder letter because we are unable to quantify certain amounts that would be required to be included in the GAAP measure without unreasonable efforts and we believe such reconciliations would imply a degree of precision that would be confusing or misleading to investors.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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Description |
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99.1 |
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Shareholder Letter dated April 27, 2017. |
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.
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THE HOWARD HUGHES CORPORATION |
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By: |
/s/ Peter F. Riley |
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Peter F. Riley |
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Senior Vice President, Secretary and |
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General Counsel |
Date: April 27, 2017
Exhibit 99.1
April28,2017 To the shareholders of The Howard Hueftes Comoration from the ChiefExecuth'e Officer· - David R. Wein reb In the six years since the emergence of The Howard Hughee Corporetion as a publicly traded company, we have been singularly focuaed on building our business and unlocking the value Inherent within our portfolio of diverse raal estate assets. We are in the early stages of our journey reinventing the Howard Hughes legacy. As the company evolves into a revenue generating portfolio of assets with a management team that has expertise across our businesses,we are "stillreaching for the sun"' - with a goalto create one of the great companies of our time. We have made meaningfulatrtdea transforming raw land and underutilized real estate into vibrant destinations that generate substantialrecurring cash flow while assembling one of the strongest real estata platforms with expertise across planning,development,OJ)41rations,capitalmarkets,marketing,digita and sponsorship. We have a large,&e<>llraphlcally diverae portfolio with a book value of approxima ly $6.4 billion of December 31,2016. This diversity enablesus to allocate our capotaland exJ)41rtlse for optimalratums throughout the realestate cycle while mitigating our exposure to any one localeconomy or busineiS aegment. While we are doveraofied acroaa product type, we we concentrated in fove marhta: the Seaport Dlatrtct In New Vorl< City; Columbia, Maryland;our Houston master planned communities ("MPC8");our Summerlin MPC In Las Vegas;and Ward Villageln Honolulu. Our unique busineaa model Ia beat understood by focusing on our three business aegmenta:MPCa,Stratei!Jc Developmenta,and Operating Assets.The combination of theae three aegmenta provides us with important competitive advantagu. We are the largest realestate owner in our MPCs,controlling supply and price across product types,where we build small cities that are their own ecosystems and high-barrier sub-markets.
nique ability to capture demand ahead of the elopmant by focusingon a givenproduct mix Our development expertlee and ownership stete product typee glvee ua a competitiYe ther apecfelfzad realestate owners.Our cash tv ua acompatitoveadvantage comp..-ed to companies. We able touaathacaah flow and a growing operalingportfotio to self-fund of ouraubstantlaldevelopment pipatine,which e feet of entitlements. neaa aa an ecoaystern. By controUing large markets, w1hae the ability to deUver value aaeet,but directly to the consume.-. As the h of our communltiee,WIcontrol the land and ew buildingcen be built without our approval. pply and cer.tuUycontrolthe experience of kingIn our communities. Restrictingsupply otacta against receaalonary environments,and tty in &rowIn& markets. ation of our three tary business segments tuous cvcle: dantlalhomebuilders In our MPC segment s attract residents to our cities looking for shop.The cash flow harvested from the sale ilders funds the construction of our strategic generate demand for commercialdevelopments ice,and hospitality offerings,which we build ngIa right,mltlfllltlngdwelopment risk. developmentare completed and stabilized, ur Operating Aaeet eegmant end increase peratingIncome ("NOI'1,providingadditional ity requirements of our Strategic Development nd othercomm.-cial emanotiesmakaour nd more appealing to buyers andIncrease the aa at prices that exc11d thebroader market. forreeidentialland generatesmore ceah flow ments,and the virtuousc:yctecontinues. WE BELIEVE THESE iLL CONTINUE TO C WITH SOME OF THE SK ADJUSTED RETURN TIES IN THE PUBLIC E SPACE.
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DISTRICT reetAssemblage for $390 million t),sl@'liflcant y bolsteringour cash or new opportunitles,and preparing DOWNTOWN COLUMBIA Reoelved approvalfor a$90 million Tax incrementRnancing (TIF) to support Infrastructure for approximately 5.000,000 square fast ofdavelopment. HOUSTON Completed and opened the 302·roomThe Westin hotel in March 2016located atTheWoodlands. SUMMERLIN Completed a 20·year ground lessa In Downtown Summerlin for s state-of-the-art prectice facility for the new NHLteam in Las Vegas,the Golden Knights. Executed a lease and build-to-suit agreement with the University ofTexas MedicalSystem In The Woodlands for a 203,000 square foot medicalbuilding. nges in the real estate cycle.80 South Completedthe development of One Merrfwesther,a 199,000 squans foot office buildingIn Downtown Columbia that is 42% leasad to MedStar Health. Completed end opened,in pertnershlp with Calida,the Constellation,a 124-unit multi-family property located In Downtown Summerlin that is 66% leased. le of our team's innovative approach te large,oomplieeted transactions,as imately $141 million In proflte on this period. Commenced construction ofoursacond self-storage property,consf stingof 784 units,which is scheduled to open altha beginning of the second quarter of 2017. Thefirstself-storage property,consisting of664 units, opened duringthefirst quarter of 2017. Began construction on Two Merriweather,a 130,000 square foot officebuildingIn Downtown Columbia that Is 75% preleasad. Continued the development ofThe Summit in partnership with Discovery Land Company.As of Oeeember 31,2016,the luxury golf-course community locatedIn Summerlin had over $228 million in contracted sales since lnoeptlon. Began construction on an edditional437 units of multi family apartments in Downtown Columbia with our joint· ventuns partner Kettler In our m.f atsiTEN.M project. AtBridgeland,new home sales increased approximately 67% yeer-over-year due.in part,to our ability to dellvoroptimallotslzes to align with changing market demand. Acquired two office buildings in Downtown Columbia for approximately$36 million:One MallNorth and the American City Building.Obtainingcontrolof these assets unlocks 1.6 million square feet of future development within Downtown Columbia's existing entitlements.
WARD VILLAGE Contracted to sellapproximately $341millionIn homes atWard Vlilai!O in 2016. bringing our totalsales to date to $1.4 billion since launchIng pre-soles of our first buildlngsln oarly2014. DISPOSITIONS Closed on a 72-acre Land salato Charlas Schwab Corporation for the development of e regionalcorporate campus at Criete T Ranch In Westlake, Texas,in partnership with Hillwood Development Company,Ud.This transaction paves the way for future mixed-use development on our remaining Land. Delivered our first residential building. Walea,In November2016 with 92% of the 174units contracted for sale as of December31,2016. SoldPark Wast, a non-core open-air shoppingcenter in Peoria,Arizona, for $33 million,unlockingan $18 million tax benefit. Contrnued construction of Anaha, oursecond condominium tower,on schedule forcompletion in the thind quarter of 2017.The buildinghad approxmi ately94% of the 317 units contracted for sale as of December 31,2016. Closed on the sele of a parcelof land at The Elk Grove Collection In January 2017 of approxlmately 38 acres for gross sales proceeds of$36 million.The disposition accelerated the monetization of Land value at tho asaat while allowing us to rotein upside In the remaining64 acres, which we plan to develop.Ln addition, we willrecognize a tax Loss on this saleof$38 million as our tax basis In the asset was substantialLy higher than our sale price. Commenced construction of Aa·o, our third condominium tower et Ward Villoi!O to be constructed above Honolulu'e flagship Whole Foods Market,which is also under construction.Ae"o Is scheduled for completion by the end of 2018.As of December 31,2016,tho buildinghad 266,or 57% ofthe466 units,under contract. The proceeds from these dispositions will allow us to redeploy capital Into acquisitions and strategic developments. Commenced construction of Ke Kilohana,our424·unitcondomlnium tower at Wand ViLiege. Scheduled for delivery In 2019,Ke Kilohana will include 375 workforce housingunits and 49 market rate units with a CVS/ Long's Drugs Located in the base of the building. As of December 31, 2016,the buildinghad 366,or 91% of the 424 units,under contract. OTHER Conwrtad a 20,000 square foot restaurant space into a 35,000 square foot Nondstrom Rack at the Outlet Collection at Rivorwalk.The rata!lor opened for business in October 2016. Acquriad tho Macy's parcelat Landmark Mall In Alexandria,VA for $22 million,which willaccelerate the timellne to begin redeveloping
ents highlighted above and In letters do not always translate We currentlytrede wellbelow ourview of netasset value,however,we ascribe to Graham's philosophy that a company's actualbusiness performance will determine its long-term value over short term Investor sentiment. Developing master planned communities Is a marathon, not a sprint. and we are still in the very early stagas of our goalof creating longterm shareholdervalue.We have just begun to achieve our potential;our 50 million square feet of remaining entitlements are mo111 than 12 times our total development activity over the last six years. Incentiv ::: As mentioned In rrry past shareholder letters,upon joining HHC !Invested $15 million In the company,with Grant Herlltz,HHC's President,investing $2 million,both In the form of long term warrants.Throughout rrry career in realestata,lhave invested my own capitalin ventures I support.Thsl commitment to having "skin In the game" is atthe core of our investment philosophy at The Howard Hughes Corporation.This year,I plan on purchasing a new $50 million warrant and Grant has agreed to purchase a new $2 million warrant.These warrants willbe granted only if the shareholders approve their issuance atthe upcoming shareholder meetingand,if the shareholders approve the grant.we will pay a fair market vslue purchase price for these warrants. ce appreciation.To quote Benjamin Graham: II As a result,we are sharply focused on maximizing our recurring income and the net asset value of our holdings. As a dewIoper of large-scala,mixed-usa properties and master planned communlties,we operete with along-term mlndset and our shareholders have benefitiBd from this approach to managingthe business. Since our emergence as an Independent public company In November2010,HHC's share price has grown at a compounded annualgrowth rate of approximately 20%,outpacingthe growth oftha S&P 500 (13%),the MSCIUS REIT Index (11%),and!Shares Dow Jones U.S.RealEstate ETF(10%). e ut In th_e_long Despite the substantialbusiness progress we have made in the last two years,our shareholder returns over the sameperiod havenot reflsct&d this progress. Given the relatiw complexity of our business model,we recognize there is an opportunity for us to bringincreased clarity and transparency to our assets and valuation potential. In 2017,we have begun and will continue to introduce several initiatives that are outlined below so that ourinwstors can better estimate the intrinsic value of the company: ars our focus has been on d increasing the value of our market value is the ultimate a publicly-traded company. s,our market value has vely small range. Host quarterly conference calls in which we articulate the company's results. As we continue to transform our developments and land holdings into operating assets that generate meaningfulrecurring cash flow, it is now time to pro.dde additionalinsight into those assets. On our earnings calls,we willexplain our outlook for each business segmentand answer inwstor questions. Investing this capitalis a testament to our steadfast confidence In HHC's growth prospects as we willnot benefit from any gain in the warrant unless the stock price trades meaningfully above its current price.At the same time,we willlose our entire Investment In the warrantsif the shareprice remalns flat. ISOit(IliaD.lUllRTIIIIIIJ'11tlll) Introduce new supplementaldisclosures that will provide metrics for investors to monitor our growth. m T GUARANTEE -----------------------------------_. t Host our first investor day in May 2017. This event will provide our stakeholders with an opportunity to learn more aboutHHC through an in depth review of the company presented by our senior leadership. UCCESS, OUR INTERESTS ARE IGNED WITH SHAREHOLDERS AND YOU CAN BE ASSURED THAT WE Will SUCCEED OR FAIL TOGEIHER. -----------------------------------------------------------,.---------------------- --------_;---------------Work to expand research coverage to improve awareness within theinvastor community. Together,we hope these initiatives willassist existing and potentialshareholders in understand!ngthe
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approximately$180 million for2016 and for the pest three years has everaged earnings before 1axes of approximately $172 million.It Is worth noting that our cash margins atThe Woodlands are approximately 98% due to the factthat The Woodlands residentialis at the end of Its lifecycle and almost all of the Infrastructure Is already in place. The earnlnga and cash flow generated fromthis segment Is one of the elements of HHC thatsets us apert from other realestate companies.Unlike other developers who have few souot:es of recurringcash flow,ourcesh flows from operating assets end our MPCs have enabled us to Internally fund our developments without having to raise equity and dilute our shareholders. Summerlin is a good example.In 2016,Summerlin generated over$100 millionIn land sales and participation rel.'l!nue,exceeding the $100 million mark for the fourth year In a row.ln 2014,we used approximately $106 miIlion of cash generated from land sales and contributed land held at a book value of $17 million to d...,elop the first stage of our urban core In the heart of the community,Oowntown Summerlin: a 1.4 million square foot lifestyle destination with retail and office space.At stabilization,we estimate thetOowntown Summerlin and ONE Summerlin will generate approximately $32 million of recurring net operatingIncome.While the vatue creation resulting from deliveringthis development at its expected stabilized yield is clear,what is often missed are the other benefits thatIt generates for the broader MPC.By providing this amenity to Summerlin, we have increased demand for homes In the community as evidenced by a 22%Increese In the price of residentialland sold to homebuilders since Oowntown Summerlin opened. In our MPC segment, we plan,develop and manage small cties in markets with strong l ong-term growth fundamentals,includingThe Woodlands,Bridgeland,and The Woodlands Hlils in Houston; Summerlin in Las Vegas;and Columbia,Maryland.This business involl.'l!s the development of resident all and and selllngthe Improved acreage to homebuilders for the eventualsal e of homes to new residents.Combined,our MPCs span over 80,000 resident alacres,approximate y four times the size of thei sl and of Manhattan,and are home to a population of ol.'l!r 342, 000 residents and 160,000 jobs.Wel everage our expertise by differentiating each of our communities within a distinct environment and unmatched amenity base,further fuelingdemand for homes and commercial del.'l!l opment. As the master developer and majority landownerIn each of ourcommunities,we have a high degree of Influence and understanding of both the localeconomy and the mlcroaconomyofthe MPC.The setf-<lOntainad ecosystem that we have createdwithin each of our communities has yielded a si!V'iflcant pricepremlum over comparable homes outside of our master planned environment and has helped shield our properties from externaleconomic pressures.Case In point:our Houston MPCs.El.'l!n though Houston's economy has experienced a slowdown overthe last two years,Bridgeland enjoyed a record year in 2016 with new home sales up more than 67% from 2015.1n The Woodlands,the office market experienced positive net absorption In 2016 and allof our tenants are perform!ng their obligations,with some expendIng their footprint by taklng additionalsquare footagewithin our officeportfolio. A summary of the undiscounted and uninfal ted value of our MPCl and holdings,exclusive of vert caldevelopments and operatingpropertiesis presented bel ow: ................ ....... ) .._........ ..... ,.., I ... ... ""' ' 8,2.8. ,.., . Ul1 . ·-""" ..... With over 8,100 residentialacres of land remainingto be developed and sold across ourcommunities,we hal.'l! substantial untapped value and si!V'ificant expected future cash flows to be generated. In additionto the residentialland,our MPC segment contains more than 3,400 acres desi!V'ated for commercialdevelopment or sale to non-competing users such as hospitals.This land is held in ourMPCsegment until we identify demand for a new commercialdevelopment,at which ponl t the land 1.11l rragt-pr fng/().r Bridgflmrd.Snmdina:nl 1ht WQ()dhrd,. $umm6lin tn"Lmgc preududu tht Juf up:Om;ntly t 17 it shtlrut. Proftmn441TtvgtfKII'.i'llgfrx The bodt.ud.sHI1J . m:nt wkrt boadU K>n n:ttnl tlu, thrdJidr!J dJIP1dlsdlt IJitdthitrlpty M PC cJIU''" 1ht Wo b!tb f-lU$ Q) n:id isv&tdal L #I4NI it wmown Columft.iQ 1h« 16h414 wf ll lttourSlnlltflt DndopmtiU&I. ihuttJI.o lhtSummiljt.linl ¥tn.JltrUI41t fJup.ott Wllwf1{&22S.ooo'"cn. .......P..r.i.c..,..,,.., Ct.-lilly ..........e.... Ulditc(lllltl>ti/UIIIIIIM..VaiN lii_.II_P AL -RO"-RHUIBmAL lfu..GUJOA'ff IIUUNJW. Rf8DIMW. ._RO.._ ' IOXl I :m ow 1,749 O()l 318 2022 3< $0 sn 1S8 2039 68'1 1,A8Z 6!1 us s;o 2025 !1!11 on 1S< Q 171 2fl1 81% 251 94 341
OPERATING ASSETS NOI <''" mlttlons> .-.-H..O_I..._......,..... The vast majority of our operatlng assets are located within our MPCs. This helps us achei ve scale and,In most cases,criticalmass,which leads to pricing power in lease and vendor negotiations.Furthermore,It enables us to attract,hire and retain the bestlocalleadershpi andleasing teams,provides us flexibility to meet changing customer demands,and an enhanced ability to Identify and capitalize on emerging opportunities. These competitive advantages, in turn,l ead to higher rental rates.better customer retention. higher occupancyl, ower operating expenses,and greater operatni g margins. OJ-n*INDI One of the most readiy understandable demonstrations of ourvalue creation is the substantial and increasing recurring cash flow we generate as seen in the company's increased NOI.nI 2010, our company generated recurring NOIof $49 million.As of our most recent fourth quarter,our annualized NOIwas $156 mlilion,a compounded annualgrowth rate of O\'llr 21%. We ha\'9 achieved these incraases without the need to raise equtiy since we became a public compan}( OPER.A.T..IN..G..A.S..S.E.T..S.INCREMENTALHOI BRIDGE<'.,million> .,...... o,-.....-NOI NDf' ... eholders about HHC's future growth.Al though we are constantly on thel ookout for . i;l nities,we have the luxury of being patient gi\'lln our mora than 50 mlilion square feet ntitl ements embedded within oxisting assets.Bel ow is a tabl e outlining an estimate We forecast that our recently compl eted project.s and those under construction,excludingthe Seaport, wlilgenerate about $232 mlilion of NOIat stabilization. ents: ! I f J 1 ; l j s-" " rdVIIIoge -r TheWoodl-1 B<lclgolood l Sunu.....tin I I I I o.... Cohnl>ie Totel -r ... I I I I I I u 8A 7.11 5JI 5G.O 12-' 113 6 "l! .01 3!
nsforming Vision Reality Core Markets
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s,160 miles of trsils,14 of commercialrealestate development is either planned or underway In the Las Vegas Valley, including the future NFLstadium that willbe home to the Raiders.We are well positioned to Increase our share of the market as we further distinguish the community with the contlnued development and rowth of Downtown Summerlin.The first phase of our downtown,totaling lA million square feet in 34 buildings,was complated at the end of 2014.1.ast year we broke ground on the prsctioe facility for the Las Vegas NHLteam.Wa have future development entitlements of over 5,000,000squans feet of additionalresidential,office and retail space,not including our plans to develop a stadium in Downtown Summerlin for the l.asVegasAAA baseball team. RESIDENTIAL LAND SALES Summerlin while allowing us to have a price polntthat meets this demand. Our goalis to acoess this market demand in 2017 and 2018 using land that would otherwise not be monetized for many years.This could provide for both the acceleration of nearterm cash flows and Increase the net presentvalue of this MPC. ne golf courses-all more mmunity in the country We have significant additionalcapacity at Summerlin with approximately 3,800 remainingsaleable residentialacres, translatingto approximately 15,700 residentiallots,with a projected sell-out date of 2039. Our Summerlin MPC segment generated $111 million of residentialland sales in 2016.For 2017, we expect our nssidentialland sales business to continueto remain strong and forthefifth year in a rowexoeed the $100 million milestone.Average prioe per acre in 2016 was $537,000,excluding the $40 million sale to Pulte Homes.The Pulte sale was unique as the homebuilder willbe nssponsible for installing power and drainage facilities to the village.Unlike in one of our typical sales,HHC is not obligated to incur anydevelopmentcosts within the boundaries of the pen::el. o be if you want to live in t in the home prices,with an 20% premium over region. Summerlin has tation and benefits from THE SUMMIT with average household 0,000 per year. The Summit is our joint wntuns with Discovery Land Company ("DLC") to develop a 555-acre luxury golf course communitythat will further differentiate Summerlin as the plaoe to liw In the region.The project delivered Its first lots in 2016 and is perform!ngaboveplan.We had contracted to sell 71lots for $226 million as of Deoember 31,2016.Earlylntereat has come pnsdomlnantlyfrom the localmarket,which Is atypicalfor traditionalDLC projects. Development nsmani s on schedule and on budgat. conomy experiencing n,Summerlin continues unity. Visitor traffic is ployment is at 5.0% (A ent from the trough in proximately $18 billion Current sales \Qlume of approximately 7,000 new homes peryear is half of historicalmarket forecasts that projected Las Vegas to reach 14,000 new home sales per year by 2016-2017.Given the nsoent lack of expansion in new home sales,we have remained careful to not sell home builders lots that would put excessive inventory in their hands.As pert of our efforts to increase velocity, we are focused on dewlopinga product that targets a broader poolof potentialhomebuyers.In the greater Las Vegas region,approximately 70% of home sales are below $400,000.In Summerlin,with ourfocuson maintaining its reputation and brand positioningas a luxury communlt)l we haw historically not mat that lower prioed segment of market demand. Most recentl)l we have been focused around developing a lot size,structure,and product type The early success of The Summit Is a testament to Mike Meldman,Discovery's Chalrrnan and CEO,and his impressive team as well as the strong brand reputations of DLC,HHC,and Summerlin that together create the perfect trifecta. The Jointventure distributed $23 million in 2016,and nscorded equity in earnings to us of $44 million.We oxpectThe Summit to grow substantially as lots close and we realfze the fullpotentialof this unlque venture.The sucoess of this project should also incnsase the appeal of ourremalnlng MPC acreage for homebuilders and future home buyers. (ONE Sunnerlin). t 5096 ownership interest. reaterof(i)trailing 12-monthactuol ,.suits or Qi)sUlbili.ud NOT at ttmeofinmol >lderwrltlln«rtain .situatWns,currel# sset Type Square Feet/Units % Occupied as of121.l1116 2016 NOI Q4 2016 NOI Annualized Projected Annual Stabli izedNOI AaaiVOmce 1.0Q2.7Z2 lllD'JI s 19.0 S 20B s 32.0 MJ!Hamiy 124 SIS% LOll ,... 11 $ IU s 211.1 s 33.1
RETAIL AND DFFICE MULTI -FAMILY We continued to enha""" the tenant mix at Downtown Summertln In 2016,highlighted by the opening of H&M, Daveand Busters,West Elm,and Maggiano'a.The upgrad.cl and expanded tenant roster has led to an approximately 20% onaease inyear-over-year traffic and ealea of $677 per square foot,excluding pad sites and anchors.In 2016, we welcomed <Her 16 million visitors.Despite theaa gains, we axperie"""d headwinds fromthe Sports Authority and Golfsmithbankruptcies,soft sales froma handful of tenants, and lower leesingvelocitythan we previously anticipated. NOt tor Downtown SummerUn and ONE Summerlin was $19 million in 2016 andIs projectad to grow to $32 million at stabilization,whk:h we now estimate to occur by the end of2018. The slower than anticipated stabilizationisprimarily due to delayed lease-up and rent commencement dates as wellas the need toreplace We completed theConstellation in a joint venture with Calida In the third quarter of 2016.The 124-unit project waa 66"laaa.cl aaof December31,2016 at average rents of $1.49 par square foot. FUTURE DEVELOPMENT Downtown Summerlin has strong momentumthat willallow us to depiQIIour 5.5 mituonsquare teet of entitlements and continue enhancingthe community with our new commercialdevelopments. You can team more about Summerlin at www.Summerlin.com non-performingtenants or defaultingtenants.
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OFFICE Our office portfolio in The Woodlands consists of approximately 2.1 million square feet across 11properties. Our office properties range in size and location to satisfy a broad range of tenant requirements.Our scale allows us to compete for tenants at every stage of a company's life cycle,from small companies searching for affordable space to Fortune 100 corporations interestad in state-of-the-art build to suit office space. Since acquiringMorgan Stanley's remainIng 47.5% ownership Interest In The Woodlands In 2011for$117..5 million and theirshare in the $261million of totaldebt on the community,we have sold over 3,000 residentiallots for approximately $390 million and 169 acres of commercial land for$141million.Today,we value the remaining lend In The Woodlands at$926 million on an uninflated/ undiscountad basis.In addition,we have invested total capitalof approximately $690 million to develop or rad welop approximately 1.7 million square feet of office, 224,000 square feet of reta7l 04multi-family units,and 913 hotelrooms allof which generate net operating income of $64 million (annualized as of fourth quarter 2016) and $69 million of expected NOIequatingto a stabilized yield of 10% on our totalproject costs.Today,we value the community et $1.4 billion net of approximately $900 million of debt. TotalNOI from our office portfolio in TheWoodlands was $32 million in 2016 which is expected to growto$53 million once our newest developments in Hughes Landing stabilize. Below is a table outlining our existing operatingoffice assets in The Woodlands along with their 2016 projectad annualstabilized NOI. Below is e brief overview of our operating assets at The Woodlands. Stalilized HOI ($inrrillions) Square Feet/It!its % Occ141iedas of 12/31116 2016 HOI Q42016NOI Anmafzed Pn ected Amual Operaling Aauh Office 1725 -17351tqlos l.andingB d 651,924 738% $ 3.0 $ 9.4 $ 14.4 Tlwee fbtoos landing 321.(XX) 10.1)% J).51 NA 7.6 3Wa1e<way 232.021 100.0% 6.7 12 6.7 4WatJKWay 218.551 100.0% 6.5 6.7 6.5 cr..fbtoos lardilg 197.719 100.0% 6.0 62 6.0 T..o fbtoo$ laOOi1g 197.714 963% 5.0 82 6.0 Jl31 Todroology f<fes1 95JJ78 100.0% 2.0 1 8 2.0 9303 New Trai 91!153 86.7% 1.6 1.5 1 8 1400 Woodlcdl 95f:lil 93.5% 1.7 1.7 1.7 Zl01 lalceWoodlards 241. 19 JO.S% J).11 ToteI 2.131,346 s31.9 s42.7 s52.7
HOSPITALITY Our hospitality portfolio in The Woodlands consists ofthrae hotels:The Woodlands Resort & Conference Center,Embassy Suites at Hughes Landing andThe Westin.Today,our portfolio Is qulte different than it was three years ago.In 2014,we completed a redevelopment and expansion of the Woodlands Resort & Conference Center that Included renovatnl g 222 existingguest rooms and constructing a new wingof 184guest rooms and suites.In 2015,we completed and opened the Embasay Suites at Hughes Landing. which has been ranked the top hotelon the Embassy network. In 2016,we opened The Westin alongThe Woodlands Waterway in Town Center. As a result of the impact of lower oil prices on the Houston econom)l 2016 was a challenglngyearfor our hospitality segment as occupancy was lower than forecasted at both the Resort and The Westin. We ha\19 further optimized the hotels'operations and thay are well positioned to continue to season in thecomingyears.In 2016,NOIfrom our hospitality segment was$13 million,which we expect to ultimately grow to $32 million at stabillution. Below is a table outlining our existing operating hospitality assets inThe Woodlands al ong with their 2016 projected annualstabilized NOI. Slalilized 1111 l,ll5, (l)StllbUI.ud NO/is shown atgreaterof(l)trailing J2·monthactun/ results or l)stublli:td NO/ at tiJneoflniHal ($ il milicns) Keys 2016NOI 1M 20161111 Anrualized Prqected Annual O,..llintAneta - Hot itllitr Wood'oods"'"'"&Coo M,..c..tor «16 $ a s17 s16 6 TheWesUut The \Voodlands 3J2 1.7 4.8 1Q5 &nbmySUitssatiiJ""'""'' 3B 4J ol5 Tlhl s 1U s 1U s 31.5
We own three multi-family properties inTheWoodlands that total 1,097 units. Similar to ouroffice properties, our mutli-family portfolioi s unqi uel y postioned to serve a wide range of residents,from millennai ls moving into theirfirst home after college to empty nesters lookingfor the best amenities a property has to offar. Our most recent development,One Lakes Edge,is the gol d standard for multi-family living in The Woodlands. In 2016,the NOIof our multi-family segment in The Woodl ands was$8.3 million.We expectNOIfrom this segment to grow to $17 mlilion once One Lakes Edge stabilizes and Mlilennium Six Pines contributes our 100% share for a fullyear. Stab izedNOI Nou : I) M:JT lttcludtl Ont J?4t Rtt41l 2) Prir,1()()1« 4t:qMJiliOR ()j()tu' part"rmHii thlgIRI«t.$1 ill d!Uprq:n rty /11 }Illy 1016. 1W OWilai 1111: Sf .4J'f6; latutst,'nl:t NOI.slm--hm rtjlcdJ l'o'OI t4mt4 $ubffqu.tnl to tltt4aJ1t.UWon. PriOri() llt4(1JiisJIIon.6ur JNrtiJ{tht ptOptrtjJNOwj¥ lf'prtu:l1tttllti,SI mlhon. 3) Slllbliztd NOI is tMit Ql 1.1Jtrtf (i) lnlilittg 12«mmtfhl.ldlti.ll lt'sulrs (lr(i)stGlrlliuJ NMl limto/ uutuJ wsdr:rwririlf.f br at11.1ur sit1uate cm.a, CWTII'I 4nnll4llu4NOTc6Uid txtud ptOjtf.Ud u4bllud NOI4U41 tr$ult(1/lt()n-t't'a Nfnt t11nu 4Uit4Ut tnmf H IUrJ/ ftJ. RETAIL We own approximately 308,000 square feet of retailacross si x properties inThe Woodlands.These properties are primarilylocatedin Town Center and Hughes Landlng and offer a variety of dni lng and shopping offerings from restaurants such as Truluck's,Fogo de Chao and DelFrisco's Grlile to grocery stores such aa Whol e Foods Market. Ourretail portfolioi s 94%l eased with an average remanl lng term of eight years.In 2016,totalNOIfrom our retai portfolio in The Woodl ands was $8 mlilion. Belowis a table outlining our existing operating retailassets inThe Woodl ands alongwith their 2016 projected annualstabilized NOl. Staliizecl NOI - NCIUI! I)NCJ ittcludtdln 01ft IAki'IE'.mullJ.f4mily M)l. 2)Slllliliud N(N is hwnGI t.ltcrof{() lrt.Diing 12.om(lftlhactud "$ultsor(ii) $/""Jbud N()IMI invcfutillunJ rwnllrlf·tnccriiMJt.UMIIIM.I,CIUTI'Ill 4mu.Uurl NCJ aluld#:«lttd /H'O}tt:td billurl NOI4W 4 tr$ultiJ/IfiOrH«'Im'"'JUmuwdt 411 lt41t krmlrN!ttO!t tJ. In addition to the above,we heve a pipeline of entitlements that coul d total more than 7,000,000 square feet. You canl earn more about The Woodl ands at www.TheWoodIanda.com ($in nilims) St!Ja-e Feet %0caspled 11121J1116 2018HOI 042016 AmmizeciNOI Projectec!Amml Operttlnt AMI-ReU -lan<frQR... 126.131 91Alfo $ 34 $ 4.2 $ 1.S ()loiJkos&lgolloc.., 23.280 932% &...,idoWiagoQoen "!HJ 81.5% 15 15 u 1D/25Wal8'14y 50Jm 91Sllo 18 u u \\fii G..geAeclil 21..513 9l8llo 06 Q7 Q6 1701lahRcttils 12.3)6 SUllo Q4 Q4 Q4 ToI s1.7 s1.1 su ($ilmilons) Unls %0ccl4!ied As of 12/31116 2016NOI Q42016NOI Annualzed Projected Annual O,.oCotAI-·Moll.fomly CkleUtes£dge 11 390 692% $ 3.8 $ 4.0 715 MlenniiJ'fiS«Piles" 314 8 1% 115 3.8 4B MlerriiJ'fl Watffflay 393 83.0% 92 3.4 415 Tota l 1.1117 su s11.3 I1U
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DOWNTOWN COLUMBIA MASTERPLAN BY THE NU ERS umbia ,tne fath4orofthe MF'C business.Columbia Caln tnecounoy.ltastrstegicposidon nd Washington,D.C.enabled ittothrive. than112,000 ,.aidants. y sold allof the community's single· ry many yeera ago,the centralcore stages of dewlopment so that it could 5,500 RESIDENTIALUNRS ad business and culturalhub known mbia.This strategy Is consistent with The d enormous value by reserving strategically nd forcommerlllaldevelopment later In the bia Is located In Howard County, ation of approximately 287,000 of the nation\! most educated ttheeenter of the growlngcyber becau.ae oflts proxhnlty to Jobrt .Cyber Command,and the AI "' 4.3M SQ FT OF OFFICE tomajor researchInstitutions such as paniaallke W.R.Graot,AccuvantFederal 4o CoaatalCornpanlaa. Aa of December unemployment rate waa 2.7%.Houeehold ard County withmedian household .OwingtoIta many amenities and strong nked the top amllllcity to live in by Monay bc yaera hea beanon the commercial wntown Columbia,which prooldeaus p approximately 13 mltUon square feet dtntialunita,4.3 mltUon aqua,.faet d .feet d ,.taland 640 hotel rooms. Below 1.3M SQFT OFRETAIL progreaa over the last 12 months. Howard County Couneilpassed to $90 millionIn tax Increment financing blic lnfraatructu,.lmprooements in t within Downtown Columbia,Including a 2,5!Xl-apace parl<lng structure. A TIFis a by jurisdictions around the country to fund paces or Infrastructure.TIFs use future result!ngfromthe development to finance
RETAIL In 2016,we completed leasingthe Columbia Regional Building,addingNuVasive to the third floor.We successfully repurposed the former Rouse Company Headquarters,designed by architecture giant Frank Gehry, Into a dynamic Whole Foods-anchored destination in Fall2014. Our Columbia retailportfolio totals 89,000 square feet. s in recentyears,we aoqulred nd becamethe domlnant office lumbia,controllingapproximately market. last yaar,we completed st new office building to be olumbia in decades.Medster st healthcare provider,occupies illcover carrying costs while the gIs leased. MULTI-FAMILY Ourfirst multi-family development in Columbia,The Metropolitan Downtown Columbia,stabilized in 2016. Distributions in 2016 in the 50/50 jointventure with Kettler totaled $5 million of which $4 million was a result of refinancingthe debt. n Two Merriweather,our second nweather District.Pearson PLC, ngand education company, will % of the building when complete the purohase oftheAmerfcan In 2016,under another 50/50jointventure with Kettler,we began construction on the 437-unit m.flats/TEN.M project adjacent to The Metropolitan Downtown Columbia.We contributed five acres of land to theproject valued at $23 million.Additionally,we invested $9 million of capitalto ready the land tor development last year. rontDistrict.The purohase price surance proceeds heldIn escrow While thIs office buildingIs r ability to unravelcomplicated asements,which willallow us to ortion of the lakefront. We are dynamic plan thatwlllaccelerats Below is a table outliningour existingoperatingassets in Columbia along with their 2016 projected annual stabilized NOI. es in the market. e Mall North,a100,000 square ilding,for $22 miUlan.Without e Improvement,the Implied lding would equate to the value d to our first joint venture with on of the Metropolitan.We believe positions us to create value over & UNDER DEVELOPMENT ASSETS Slablized MDI ....O.l.!_lco "'' " ... -Ollct ..... ......_ ,.. ,.. ,.. ,. atType Sql8'eFeetI UnIs %0caJpied Asof12131116 2016NOI Q42016NOI Amualized PrtljeeledAmual 888,8)3 16611 s 113 s103 s124 :J8) !12611 21 28 35 AecaiVOifa 16.566 15 u 0111<1 91,364 IOO.Oli NA NA 199.1Dl 42011 NA IIJJ.SOI (0.1) I $ ..., $,.., $.... 437 NA NA NA 4j) Ol!lco 130.1Dl 38 $ ..., s..., s ....
Growth velopment InDowntown ColumbiaIn 2017. We wiU 011edInfrastructure and roadwork designraqulrad tionof the Merriweather District for vertical lnteraat from a variety of businessesin Downtown heare.cyber aecuflty and other technologicaal nd niea. By developinga corporate employment center, live and playIn Downtown Columbia.Our plans for to reflect Rouae'a fifty year old Vlon,and they are a reaUty.We are proud to be honoring hislegacy lumbia and reimeginingthacommunityfora new ndofficeworkaiS. t Downtown Columbia lit md.com
Seanort District When we obtained controlof the South Street Seaport in 2010, we quickly recognized the opportunity to transform the storied site into a premier destination for New Yorkers and an anchor for the thrivingLower Manhattan community while embracing the waterfront and historic culturalfabric of the locale. Today,that vision Is wellon its way to becoming a reality.
SEAPORT DISTRICT SITE PLAN
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have a significant component of percentage rent or to give HHC a partnershpi intereat in the business.As a resuIt,our ability to realize returns at the higher end of our expectations will be driven by the ultimate sales productivlty par foot that our food and beverage and retailofferings achieve.We could have accepted a more traditionalbusiness model with a focus on base rents, however,lbelieve we can create greater risk adjusted returns and a substantially more valuabl e property by creatinga destination with distinct experiences and by participatingin tenant success in a meaningfulway. Given the Seaport s many possibilities and the current state of devel opment,It Is currently more complicated to value than our other core assets.Ourvision is to create a destination and property that we would want to own for a lifetime on a site that is irreplaceable in location, architecture,and Iconic nature in the heart of one of the fastest growing neighborhoods in the wor d's mostvibrantcity. We are updatni g our total construction costs for the Seaport District,now inclusive of the Tin Building,to a gross cost of $785 milloi n,or $731 million net of our Su perstorrn Sendy insurance proceeds of $54 million. WE ARE TARGETING A STABILIZED ANNUAL RETURN BETWEEN 6% AND 8% OF OUR ; = ; NOEFT$7C3O1STMEILSLTIIOMNA.TE You canlearn more about the SeaportDistrict at www.southstreetseaport.com _..-.....,"-_.._
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As of December 31,2016, we had contracted to sell approximately $1.4 billion of residentialproduct on towers completed or under construction and have approximately $541million of product remaining for sale.We are on schedule to deliver one tower per year through 2019 and have executed leases to anchor the base of the towers with laadni goperators includingNobu,Merrimans,CI/S, and Whola Foods Market.Similar to the MPC segment, the scala of this development thwarts competition in the marketplace and gives us a competitive advantage wlth securinglabor, financing, marketingand community engagement. date have committed more than $2 million to localcauses. We have also taken a leadership role In bringlng art and culture into the neighborhood,as evidanced by our role as founding sponsor ofthe 2017 Honolulu BiennialThe hub of thisIneuguralbiannielis located at Ward Village, featuring works from 33localand Internationally renowned artists,many beingexhibited for the first time in Hawaii from March 8 to May 8.Our long-term commltmentto the city goes bayond our business interests. Our local executiws are members of the community and dedicated to strengthen!ngHonolulu for future generations.Their afforta have touched organ.izations as wide-ranging as the YMCA of Honolulu,Make A Wish Hawaii,The Bishop Museum and HomaAid Hawaii (founded by The Ward Village Foundation to halp serve Honolulu's homeless population). We have mede Important contributions to the community beyond our development activities.We created tha Ward Village Foundation to give back to the community and to market continue to show strength.Last year was marked by steedy year-over-year median price increases and limited supply of new home deliveries.Economists forecast median condominium prices to increase by approximately 5.5%2 over each of the comingthree years. latinum certified development in is at the forefront of sustainable and willcontain public amenities evelopment in Hawaiioffers. nclude a planned centralplaza in it)lnew tree-lined sidewalks,and We had a strong2016 atWard Village,contracting to sell $341million duringa year in which our only new product to hit the market was Ke Kilohana,our primarily workforce housing tower. We contracted to sella totalof $872 million in 2014and 2015. an over 100-acre public beach walo Harbor,which we control ear ground lease with the Hawaii tAuthorit}t To date,we have sold ince we began sales in early2014. Because we offer product at a wide range of price points to meet demand,we have the opportunity to absorb the majority of new customers in this market.That said, absorption has slowed for condominium units priced over$2 million due to the increased supply of luxury product brought to market over the past severalyears. This willlikely impact the design of future towers over nd location between the U.S. to attract a growing number of welcomed approximately8.8 e its prerecession peak in 2006. ployment market is robust.As nolulu unemployment rate was igh barriers to entry and limited
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a InJune mber 2016 mately$414 e tower Nobu that Q.5 million March 31, 94%,of a In scheduled quarter proximately nd.This square ected to nualNOI 8.Asof ld 301,or lrst phase d the tower sings In the lcost of on,excludnl g Excluding the value of our land, we anticipate achieving a 30% gross margin on our market rate condo developments for the overall master plan with front row sites obtaining higher margins and second or third row sites obtaining lower margins. The market·rate housing projects allow us to subsidize the development of workforce housing,which is axclusively for localresidents.To date,we have averaged sales per foot of approximately $1,400 on our market-rate buildings over a wide range of product.We have approximately five million square feet of market rete residentialdevelopment entitlements remaining.The completed master plan will include more than one million square feet of retailfor which we axpect to achieve net rents between $50 and $75 per foot.It is worth noting that Ward is located 5 7 minutes walkingdistancefromAla Moans Mall,one of the most productive shopping destinations in the country with sales of approximately$1,400 per foot,and as such we axpact the retail of the dewlopmentto grow into a valuable source of recurringincome. KEWALO HARBOR The Kewalo Basin Harbor sits along Ward Village's frontage and forms the foreground of ocean views for thousands of condominiums planned orIn construction.The Harbor, which leases slips for charter,commercialfishing. and recreationalvessels,Is a valuable amenity to the greeter community that is unmatched on the island.In 2016 following an extensive RFP process,the Hawaii Community Development Authority (HCDA) granted us the rights to refurbsl h end reinvigorate two parcels of land that skirt the harbor as wellas manage the harbor. This willallow us to create an integrated environment around Ward VlIlage that manl tains the integrity and rich history of the area. er will haw ail,anchored s Market, erate on f March 31, 2%,of ilohena In heduled a total 19 million, The site is approximately 65 acres and is comprised of 144boat slips.We plan to spend approxml ately $23 million in order to replace existingpiers,improve security features,upgrade access to utilities,end add 36 boat slips for a totalof 180 slips after redevelopment.ln·water construction is expected to commence In late-2017 with axpacted completion In late 2019.In addition to being an amenity for the broader communit}l thanks to its depth and large slips,Kewalo Is regularly home to large superyachts makingtheir way across the Pacific. unlt project nits,priced w for the ately 1,500 wer will et of retail gs and is million In tion in 7,we had its. FUTURE DEVELOPMENT As I mentioned last year,we continue to think about how we can dewlop innovative product that willmeet the needs of the market and enable us to accelerate sales.To that end, we are focused on bringing our next residential tower to market this summer,which will consist of smaller, more efficientunits with lower nominalpricepoints.
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Track Record of ial Flexibility Value Creation ave often failed as a result of limited capitalIn ons.We work hard every day to mitigate liquidity risk After emerging as an Independent public company six }'ears ago,we haw delivered substantialreturns for our investors while diligently workingto mni imlze risks.We haw complated the dewlopment of over 3.9 million square feet of commercialoperating properties sinoe 2011,1nvestlng approxlmately$1.6 billion of totalcapital,which Is projected to generate a 9.2% yield oncost,or $144 mi!llon of NOI.BeC?use of our low st basis in the land relative to the market value,we only 1nvestad approx1mately $364 m1ll1on of cash equity Inthese projecta,generatlng a 21.9% return on equity assuminga 5.5% cost of debt.These investments and returns are based on the book value of our land end exclusive of condom!nlum dewlopment as wellas projects under construction such as the SeaportDistrict. lance sheet. ted on an opportunistic refinancingof our existing xisting notes carried a coupon of 6.876% and became of 2016. In refinancingthis obligation,our goalwas to at would refinancethe issue on a positivenet present fulduration to our maturity schedule,and maln a!n or dity profile.When weclosed on our new $800 m1lUon ,which was a 150 basis point improvementto our plished allof those goals. While the value creation over the past six years has been significant,we have only begun to achieve our potential. We own one of the preemfnent development pipelines with over 60 million square feet of verticalentitlements remainingacross our portfolio,without the need to acquire another development site or externalasset.This is a materialoompetltlve advantage over other realestate lnwstors. o mitigate our capitalmarkets risk is to move with ies arise and maintain access to multiple portions actively accessing the construction loan,mortgage markets,we maintain strongcapitalavailability for We also have a clear,short-term roadmap to unlocking shareholder value In our recent development projects.Through the stabilization of ourrecentlycompleted projects,we can generate further cash not operatingIncome growth of 47%,1ncroasnl g our current annualized fourth quarter NOIof $156 million to $232 million,which e)O)ludes eny future developments,aoqulsitlons,or NOIgenerated from the Seaport District. tial bond offering in 2013, ematerial improvements profile. Our total assets 8% from $3.6 billion to $6.4 ur operating asset segment 6% from $1.1billion to 2.6 l assets. During this period e have maintained disclpHnc ing strategy. the time of our$800 million bond offeringin solidated net debt to net book capitalization of proved our unencumbered assets base such that d realestate assets are unencumbered. Of our associated with our income-producing operatlng t represents only 56% of depreciated book value arket value basis.We also receiwd an upgrade on nd issue from S&P to B+. nificant progress improvingthefinancialprofli e of our satisfied with ourc urrent ratings and believe that we makemeaningfulimprovements to our creelit profile. municate this progress with our debt investors and eive better recognition for the company's strong
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"iPic is a nattra/ fit for New York and New Yorket'S, and we are excited to enhance the redevelopment of such an Iconic destination as the South Street Seaport. HAMID HASHEMI President and CEO, /Pic Entertainment o EXCITED PART OF THE LIZATION OF RIED SEAPORT ICT THAT IS NG A HUB FOR G-EDGE FOOD TS IN LOWER HATTAN... AVID CHANG
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"I canY tell you how happy we are to be a patt of the Columbia commiHiity and how excited we are to have OfXItled a store here. SCOTT ALLSHOUSE Mid-Atlantic Region President, Whole Foods Market
"'hotel Is on to tha andng is hotel at tha for upscal&, s in 7he ch has andous y&afS.
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VILLAGE IS CREATING COMMUNITY IN THE "The design for Ae'o Is indicative of Watd 1111/age and its bold vision of the future.We are delighted to enhance these perceptions of place through the architecture to set the stage for an active, healthy and engaged lifestyle. T OF HONOLULU THAT LIKE ANYTHING THAT ISTS IN HAWAI1 1.11 tion of world class architecture, a walkable PETER BOHLIN Founding Design Principal, Bohlin Cywinski Jackson and an authentic district of h/fll qusllty shops, entertslnment offerings makas Ward VIllage a stination and the place to be in Honolulu. NOBU MMSUHISA Chef and Restaurateur
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f ' ' )(' HONOLULU ":fBIENNIAL 2017 Presented by lhe Howard Hughes Corporation and the Honolulu Biennial Foundation UB ,.. I
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"This is the company that I ammost proud of because it didn't exist before, and I get real satisfaction from building something from scratch that creates meaningful long tenn value...It is an investment that we intend to hold forever. This is a company with the current team that has unlimited possibilities." BILL ACKMAN Founder, Pershing Squat& Caplts/ Management Cha/nnan,Tha HowBt'd Hughas Corpotatlon
MAN OF THE BOARD DAVID R.WEINREB, CHIEF EXECUTIVE OFFICER O and R>rt!Ollo MAn't!er of Pershing Square Capital Management, L.P.an SEC reglstered Investment advlser David R. Wei nreb is the Chi tfRxeculivt Officer and a Member oft he Ooard ofOirectorsofThe lf (M'ard TlughesCorporal.ion. K now n forhis passion,t.cnaci tya nd cn trcprcncu rial Sl>i r1i\lf r. Wcin rd) hasd irCCI.Cd thecom pa ny'seffor ts Si nee i tsemergence in 2010,bu ildinga por tfoliO or q uare i$ aoonccntratcd rcscarch-intcnSh.'C ru ndamcntal \'aluci m.'CSt(lr in long andoccasiOnallyShorti m.'CStmcn1:$ someofthem06tsought-afterrealestate in thecountry. His,ision,leadershipand acumen led ltim tobe honored asthe2013Brnst and Yotmg Hntrepreneur Of The YearAward in Reai Hstate for the regl.on.ln2012, hewas namedasoneoftheTop200CHOs in the U.S.by HxecHank and in 2015he was listed in the 2015Cornmercial Obser,·er PoY --er ]()()as one oflOO mOO poY --erful peopleinNew York City real t'State. A real estate inc:lust ryvetemn lbr 0\'Cr 30 yea rs, Mr. \\i!in rcbspcnt17 )"Cars as Chainnan and CEO ofTPMC Realty Coq..lOratkm, a company hebu ill in toa m ul ti-facet.a:J i n vestmen tfi rm l> rior t.o join ingThe I Towa rd I Iughcs Corl)()ration.l.ocated in Dallas,Texas,TPMC.whose t.cna n t r(l6ter included many Fortu ne500oompanies,speci.ali7.ed in theaoq uiSitkm and rcJ)C)$itkmingor u ndcrperfor ming real estate and realestate related assets across the U nited States. In add ition to devclopmcnolw nershi p and ma nagemen tof real estat.c, the fi rm's activities incl uded mc1.zan inc financi ng and privai.C <XJ U i ty i n VC'Sting. Mr.Welnrebattended NewYork Unh'ersityand began hIs realestatecareer In the late1980s In NewYork City.He Is a memberof the International Council ofShopping Centers and the Urban Land Institute. He alsosen'eson the Ad,isory Cotmcil of the Lusk Center for Realllstateat the Un.i,-crsityofSout hcrnCalifor n_ia. His philanth ropic interests arc both local and n.atkm.a L GRANT HERLITZ. PRESIDENT Mr. Herlitz oversees the dailyoperation and works closely with the CEO in driving strategy for the company. Previously, Mr. Herlitz was President and Chief Financial Officer ofTPMCRealty Corporation. He joined TJ'MC In 2QOO as Vice President of lm'estments using his varied financial and managementexperience tosition himself for multiple roles within the company. DAVID O'RER.LY, CHIEF FINANCIAL OFFICER David O'Reil ly joined The I Towa rd Tlughcs Cor poration in October 2016 as the Chief Pina nciai ORlcer. lie iS rcSJ)()OSiJic for ma naging the quare, Mr.Ackman co-founded Gotham Partners Management Co., LLC. an investment adviser that managed dge r u nd port11oli0$.Prior to Gotham Pa rtners, Mr.Ackman began hi$ career in real C9tatc i.n\'CStmcntbMkingat Inc. Mr.Ackman receh·ed an MBA from the Han-ard BusinessSchool and a Bachelor of Arts m't!na ctun laude oftheboardofThe Howard HughesCorpomtion (.NYSH: HHC).He Is aTrusteeof the PershlngSquareFoundation, ustcC$ atTheRockcrclcl r Unh.'C rSity and the Boardor Dean's AdviSorsor the lla rvard 8USiOC$S School. a nd Ch icfExcc utive QftlceroflhcGcorgct.own Com l)a ny,a1> rivatcly-held rcaI estate i n vestmen ta nd developmen t k City. lie bheen wi th The Georgetown Company since 1990, and since that time bheen in\'Oived wi th the downership oro,-er 20 million square feetof commercial realestate prqjects throughout the United States. oard member ofSC\-cral civic and cul tu ml institu ti<ms. He is Co-Chair man or the Park A\-cnucA r mC)ry and Co· d HousingAdvisoryBoardHeis also a trustee of the Hnterprise Foundation and the WexnerCenter for the Arts. cum laude from Brown Unh-ersityand reoeh-ed his MBAfrom the \Vhartm School. Rxecuti ve Officer of J\r.w Capi tal Management, L.P. t'A P.Wj and Chairman of J\r.w Europe. t\EW provides gcmcn t'SCrvires to in VC!;i.Or'S ""'Or1d""ide. t\EW and i t'S affiliates m anagcovcr $60 billion of real cstateas'SCL'S and com pany''S in vc<&tmcn t and financial 'Strategy, ""'Orki ng wi th the CX<X:utivc t.cam to unlock mean ingf u I long-term val ue acro'S'S the oom pany''S pOr tfolio. Prior to joining The I Iowa rd I Iughes Coq)()ration, M r. O'Reill y served as Executive Vice Presiden t, Chief I n vcstmcn t Officer or Park-way Properties,Inc.-aNew York Stock Rxchange-traded real e:tate investment trust focused on office properli es. PETER F.RILEY, GENERAL COUNSEL Mr. Riley has over 30 years of experience, wotklng In both the public and private sector. Prior to joining the company, &ndsinoo 2004Mr. Ri ley WI}) a pa.rlner at K&·LGat:c'S Ll.Pwi t.h a'Signi fican t focus on la.'C a'!) ct'S or f und form al.ion,join t ven tu re'S and the acq u l<il t.ion,dispositiOn, opcrat.i()n a.ncl fina ncingofroo l cstat.c:aMcts. Previousl y,M r. Ri l<.y led the tax depa r tmen tal Kell y,I Ta r t& I Tallma n, and wasSeniorTax Counselut SimpsonThacher & Bartlett. yof the v.--orld's leading institutional and prh·ate in"-estors. der oroverseas Strategic Consulting. Ltd.("'SC"), and has beenTreasurer and Managing Director since1992. nsullingflmt lhot provides publi c infbrm rd.i on services to nuntJer of cl ients worldwide,i ncl udi ngt hc Uni ted onal Development, The WOrld Bank, The A.slanDe,dopment Bank and hostgo,-ernments. He has h.adextensi"-e erience as a lawyer in the Held ,i nvtstor,and ad visor to real estate development f1m1s. f Executive Officer of Arc hstone,one of the world's largest apa r tmen tcom pa n iefrom Ja nua ry 1997 u nti I his 3. Prior t.o th al,. he waSJ\ rch stonc's Ch icf In vcstmcn t Officer f rom 1995t.o 1997. U nder his le::r:Jcrshi p.1\rch stone ed owner of apartments In secondary and tertiarycities tobeoomtngthe largest publicly tradedowner ofmban natiOn'spremicrcities. During hiS 36-)-ca rcarcer in the apartment busi.ness,Mr.Sellers has been responsi ble lbr n and operation of over S40bi II ion of apa rt.men tcom mun itics in over 50 d ifferen tc ities across the U n i tcd States. ainnanofthe National AssoclationofRealllstate lm'estmentTrusts fromNo,'e!Mer2005to November 2006. xecutive Managing Director and Founder of New \\'orld Realt)'Advisors, a real estate investment and g in real estate rcstr uct urings, development and finance. Ea rlier in hi$ ca reer, M r. S hcpsman, a CPA Kenneth LeventltalandCompany andof Ernst& Young·s Real Estate Practice. ry retail \'eter·an whoser,-ed as Non-Hxecuti"-e Chairmanofthe BoardorDtrectorsofthe Neiman Marcus 013. He was the Chief Bxecuth'e Officer of Neiman Marcus Croup from 2004 to 2010, Chief Bxecuth·e Stores from 1994 to 2007 and Chier Hxecutive Officer of BergdorfGoodman from 1990 to 1994.1'rior to of Saks Fifth A'-enue from 1980 to 1990. Mr.Tansky's philanthropic interests are both local and national. credited with t ransfor ming New Yor k's skyline d uring her more than 32 yea rs in t he rea l estate ind ustr y. for over 98 million square feet of oommerclal tr·ansactions, and her deals ha"-e anchored more than 14.4 construction in the New York region.Ms.Tighe has been CEO ofCBRB's New YorkTri-State region since ately 2,500employees. ln January 2010,Ms.Tighe was named Chairman of the Jteal Estate Board of New old this sition in REBNY"s ll4--)-ear history and the first broker in 30 years.
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