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Document and Entity Information - USD ($) $ in Billions	12 Months Ended
Document and Entity Information - USD ($) $ in Billions	Dec. 31, 2017	Feb. 19, 2018	Jun. 30, 2017
Document and Entity Information
Entity Registrant Name	Howard Hughes Corp
Entity Central Index Key	0001498828
Document Type	10-K
Document Period End Date	Dec. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$ 4.2
Entity Common Stock, Shares Outstanding		43,351,812
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	FY

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Investment in real estate:
Master Planned Community assets	$ 1,642,278	$ 1,669,561
Buildings and equipment	2,238,617	2,027,363
Less: accumulated depreciation	(321,882)	(245,814)
Land	277,932	320,936
Developments	1,196,582	961,980
Net property and equipment	5,033,527	4,734,026
Investment in Real Estate and Other Affiliates	76,593	76,376
Net investment in real estate	5,110,120	4,810,402
Cash and cash equivalents	861,059	665,510
Accounts receivable, net	13,041	9,883
Municipal Utility District receivables, net	184,811	150,385
Notes receivable, net	5,864	155
Deferred expenses, net	80,901	64,531
Prepaid expenses and other assets, net	473,268	666,516
Total assets	6,729,064	6,367,382
Liabilities:
Outstanding debt	2,857,945	2,690,747
Deferred tax liabilities	160,850	200,945
Warrant liabilities		332,170
Accounts payable and accrued expenses	521,718	572,010
Total liabilities	3,540,513	3,795,872
Commitments and Contingencies (see Note 10)
Equity:
Preferred stock: $.01 par value; 50,000,000 shares authorized, none issued
Common stock: $.01 par value; 150,000,000 shares authorized, 43,300,253 shares issued and 43,270,880 outstanding as of December 31, 2017 and 39,802,064 shares issued and 39,790,003 outstanding as of December 31, 2016	433	398
Additional paid-in capital	3,302,502	2,853,269
Accumulated deficit	(109,508)	(277,912)
Accumulated other comprehensive loss	(6,965)	(6,786)
Treasury stock, at cost, 29,373 shares and 12,061 shares as of December 31, 2017 and 2016, respectively	(3,476)	(1,231)
Total stockholders' equity	3,182,986	2,567,738
Noncontrolling interests	5,565	3,772
Total equity	3,188,551	2,571,510
Total liabilities and equity	$ 6,729,064	$ 6,367,382

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2017	Dec. 31, 2016
CONSOLIDATED BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	43,300,253	39,802,064
Common stock, shares outstanding	43,270,880	39,790,003
Treasury stock, shares held	29,373	12,061

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Revenues:
Condominium rights and unit sales	$ 464,251	$ 485,634	$ 305,284
Master Planned Community land sales	248,595	215,318	187,399
Minimum rents	183,025	173,268	150,760
Tenant recoveries	45,814	44,330	39,542
Hospitality revenues	76,020	62,252	45,374
Builder price participation	22,835	21,386	26,846
Other land revenues	28,166	16,232	14,803
Other rental and property revenues	31,414	16,585	27,080
Total revenues	1,100,120	1,035,005	797,088
Expenses:
Condominium rights and unit cost of sales	338,361	319,325	191,606
Master Planned Community cost of sales	121,116	95,727	88,065
Master Planned Community operations	38,777	42,371	44,907
Other property operating costs	91,729	65,978	72,751
Rental property real estate taxes	29,185	26,847	24,138
Rental property maintenance costs	13,432	12,392	10,712
Hospitality operating costs	56,362	49,359	34,839
Provision for doubtful accounts	2,710	5,664	4,030
Demolition costs	1,923	2,212	3,297
Development-related marketing costs	20,504	22,184	25,466
General and administrative	89,882	86,588	81,345
Depreciation and amortization	132,252	95,864	98,997
Total expenses	936,233	824,511	680,153
Operating income before other items	163,887	210,494	116,935
Other:
Provision for impairment		(35,734)
Gains on sales of properties	51,367	140,549
Other (loss) income, net	3,248	11,453	1,829
Total other	54,615	116,268	1,829
Operating income	218,502	326,762	118,764
Interest income	4,043	1,359	586
Interest expense	(64,568)	(65,724)	(59,744)
Loss on redemption of senior notes due 2021	(46,410)
Warrant liability (loss) gain	(43,443)	(24,410)	58,320
Gain on acquisition of joint venture partner's interest	23,332	27,088
Gain (loss) on disposal of operating assets	3,868	(1,117)	29,073
Equity in earnings from Real Estate and Other Affiliates	25,498	56,818	3,721
Income before taxes	120,822	320,776	150,720
(Benefit) provision for income taxes	45,801	(118,450)	(24,001)
Net income	166,623	202,326	126,719
Net loss (income) attributable to noncontrolling interests	1,781	(23)
Net income attributable to common stockholders	$ 168,404	$ 202,303	$ 126,719
Basic income per share: (in dollars per share)	$ 4.07	$ 5.12	$ 3.21
Diluted income per share: (in dollars per share)	$ 3.91	$ 4.73	$ 1.60

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2017

Dec. 31, 2016

Dec. 31, 2015

Comprehensive income, net of tax:

Net income

$ 166,623

$ 202,326

$ 126,719

Other comprehensive income (loss):

Interest rate swaps (a)

^[1]

(9)

2,196

Capitalized swap interest expense (b)

^[2]

(170)

(203)

(217)

Pension adjustment (c)

^[3]

(890)

Other comprehensive income (loss)

(179)

1,103

(177)

Comprehensive income

166,444

203,429

126,542

Comprehensive income attributable to noncontrolling interests

1,781

(23)

Comprehensive income attributable to common stockholders

$ 168,225

$ 203,406

$ 126,542

[1]	Net of deferred tax benefit of $0.3 million for the year ended December 31, 2017, and deferred tax expense of $1.3 million and $1.0 million for the years ended December 31, 2016 and 2015, respectively.
[2]	Net of deferred tax benefit of $0.1 million, $0.1 million and $0.1 million for the years ended December 31, 2017, 2016 and 2015, respectively.
[3]	Net of deferred tax benefit of $0, $0.5 million and $0 for the years ended December 31, 2017, 2016 and 2015, respectively.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
Interest rate swaps, deferred tax expense	$ 300	$ 1,300	$ 1,000
Capitalized swap interest, deferred tax benefit	100	100	100
Pension adjustment, tax	$ 0	$ (543)	$ 0

CONSOLIDATED STATEMENTS OF EQUITY - USD ($)
$ in Thousands

Common Stock

Additional Paid-In Capital

Accumulated Deficit

Accumulated Other Comprehensive (Loss)

Treasury Stock

Total Stockholders' Equity

Noncontrolling Interests

Total

Balance at the beginning of the period at Dec. 31, 2014

$ 396

$ 2,838,013

$ (606,934)

$ (7,712)

$ 2,223,763

$ 3,743

$ 2,227,506

Balance at the beginning of the period, shares at Dec. 31, 2014

39,638,094

Increase (Decrease) in Stockholders' Equity

Net income

126,719

Adjustment to noncontrolling interest

Interest rate swaps, net of tax

^[1]

Capitalized swap interest, net of tax benefit

(217)

^[2]

Stock plan activity

$ 2

9,810

9,812

Stock plan activity, shares

76,744

Balance at the end of the period at Dec. 31, 2015

$ 398

2,847,823

(480,215)

(7,889)

2,360,117

3,772

2,363,889

Balance at the end of the period, shares at Dec. 31, 2015

39,714,838

Increase (Decrease) in Stockholders' Equity

Net income

202,303

202,326

Preferred dividend payment on behalf of subsidiary

(23)

Interest rate swaps, net of tax

2,196

^[1]

Pension adjustment, net of tax

(890)

Capitalized swap interest, net of tax benefit

(203)

^[2]

Acquisition of noncontrolling partner's interest

(5,000)

Stock plan activity

9,446

Stock plan activity, shares

87,226

Treasury stock activity

$ (1,231)

(1,231)

Treasury stock activity, shares

(12,061)

Issuance of management warrants

1,000

Balance at the end of the period at Dec. 31, 2016

$ 398

2,853,269

(277,912)

(6,786)

$ (1,231)

2,567,738

3,772

2,571,510

Balance at the end of the period, shares at Dec. 31, 2016

39,802,064

(12,061)

Increase (Decrease) in Stockholders' Equity

Net income

168,404

(1,781)

166,623

Preferred dividend payment on behalf of subsidiary

(12)

Initial consolidation of HOAs

3,586

Interest rate swaps, net of tax

(9)

^[1]

Capitalized swap interest, net of tax benefit

(170)

^[2]

Stock plan activity

$ 4

21,651

$ (2,245)

19,410

Stock plan activity, shares

445,736

(17,312)

Exercise of warrants

$ 31

375,582

375,613

Exercise of warrants (in shares)

3,052,453

Issuance of management warrants

52,000

Balance at the end of the period at Dec. 31, 2017

$ 433

$ 3,302,502

$ (109,508)

$ (6,965)

$ (3,476)

$ 3,182,986

$ 5,565

$ 3,188,551

Balance at the end of the period, shares at Dec. 31, 2017

43,300,253

(29,373)

[1]	Net of deferred tax benefit of $0.3 million for the year ended December 31, 2017, and deferred tax expense of $1.3 million and $1.0 million for the years ended December 31, 2016 and 2015, respectively.
[2]	Net of deferred tax benefit of $0.1 million, $0.1 million and $0.1 million for the years ended December 31, 2017, 2016 and 2015, respectively.

CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
CONSOLIDATED STATEMENTS OF EQUITY
Interest rate swaps, tax	$ 323	$ 1,345	$ 966
Pension adjustment, tax	0	543	0
Capitalized swap interest, tax (benefit)	$ 91	$ 109	$ 74

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Cash Flows from Operating Activities:
Net income	$ 166,623	$ 202,326	$ 126,719
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation	116,401	81,878	82,275
Amortization	15,851	13,986	16,722
Amortization of deferred financing costs	5,587	6,977	5,734
Amortization of intangibles other than in-place leases	(1,327)	(1,857)	462
Straight-line rent amortization	(5,401)	(7,401)	(4,985)
Deferred income taxes	(43,463)	113,698	21,152
Restricted stock and stock option amortization	7,385	6,707	7,284
Net gains on sales and acquisitions of properties	(78,568)	(166,520)	(29,073)
Loss on redemption of senior notes due 2021	46,410
Warrant liability loss (gain)	43,443	24,410	(58,320)
Equity in earnings from Real Estate and Other Affiliates, net of distributions	(9,325)	(19,329)	1,182
Provision for doubtful accounts	2,710	5,664	4,030
Master Planned Community land acquisitions	(4,391)	(94)	(7,293)
Master Planned Community development expenditures	(193,087)	(149,592)	(197,020)
Master Planned Community cost of sales	107,218	88,065	69,104
Condominium development expenditures	(352,813)	(330,720)	(191,313)
Condominium rights and unit cost of sales	338,361	319,325	191,606
Deferred rental income			46,366
Provision for impairment		35,734
Percentage of completion revenue recognition from sale of condominium rights and unit sales	(464,251)	(485,634)	(305,284)
Net changes:
Accounts receivable	24,034	29,295	50,228
Prepaid expenses and other assets	1,091	2,763	(1,869)
Change in restricted cash operating accounts	(9,418)
Condominium deposits received	315,901	465,701	81,881
Deferred expenses	(15,156)	(8,911)	(11,743)
Accounts payable and accrued expenses	8,181	(46,322)	29,867
Condominium deposits held in escrow	(315,901)	(465,701)	(81,881)
Condominium deposits released from escrow	613,692	348,745	177,724
Other, net	(755)	(4,278)	375
Cash provided by operating activities	319,032	58,915	23,930
Cash Flows from Investing Activities:
Property and equipment expenditures	(6,968)	(9,662)	(15,439)
Operating property improvements	(14,389)	(20,247)	(8,409)
Property developments and redevelopments	(369,086)	(402,669)	(578,506)
Reimbursement of development cost	12,777	4,582
Acquisition of assets	(23,299)	(25,480)
Proceeds from sales of properties	88,384	410,917	25,139
Proceeds from insurance claims		3,107
Investment in KR Holdings, LLC			9,121
Note issued to Real Estate and Other Affiliates and third party	(5,252)	(25,000)
Proceeds from repayment of note to Real Estate and Other Affiliate		25,000
Distributions from Real Estate and Other Affiliates		16,550
Investments in Real Estate and Other Affiliates, net	(1,138)	(11,056)	(2,171)
Change in restricted cash	(3,710)	(4,605)	(6,580)
Other			1,277
Cash used in investing activities	(322,681)	(38,563)	(575,568)
Cash Flows from Financing Activities:
Proceeds from mortgages, notes and loans payable	1,501,290	535,505	583,822
Principal payments on mortgages, notes and loans payable	(1,350,226)	(333,302)	(103,808)
Premium paid to redeem 2021 senior notes	(39,966)
Special Improvement District bond funds released from (held in) escrow	35,678	11,236	(39,241)
Deferred financing costs and bond issuance costs, net	(14,188)	(5,531)	(4,285)
Taxes paid on stock options exercised and restricted stock vested	(11,672)	(1,231)
Issuance of management warrants	52,000	1,000
Acquisition of 1% partnership interest in GG Dr, LLC		(8,000)
Stock options exercised	22,708	180
Issuance of noncontrolling interests	3,586
Preferred dividend payment on behalf of REIT subsidiary	(12)
Cash provided by financing activities	199,198	199,857	436,488
Net change in cash and cash equivalents	195,549	220,209	(115,150)
Cash and cash equivalents at beginning of period	665,510	445,301	560,451
Cash and cash equivalents at end of period	861,059	665,510	445,301
Supplemental Disclosure of Cash Flow Information:
Interest paid	129,022	123,687	99,296
Interest capitalized	73,207	64,344	47,221
Income taxes paid (refunded), net	(19,381)	11,191	3,318
Non-Cash Transactions:
Special Improvement District bond transfers associated with land sales	13,898	7,662	18,775
Property developments and redevelopments			2,530
Accrued interest on construction loan borrowing	1,559	4,386	2,863
MPC Land contributed to Real Estate Affiliate			15,234
Exercise of Sponsor and Management Warrants	375,581
Special Improvement District bond transfer to Real Estate Affiliate			(1,518)
Capitalized stock compensation	1,121	2,559	$ 2,526
Acquisitions
Developments		18,066
Prepaid and other assets		(10,597)
Mortgages, notes and loans payable		(2,834)
Other liabilities		(4,635)
Las Vegas 51s
Non-Cash Transactions:
Net assets acquired in the acquisition	31,804
Constellation
Non-Cash Transactions:
Net assets acquired in the acquisition	$ 41,744
Millennium Six Pines
Non-Cash Transactions:
Net assets acquired in the acquisition		$ 30,191

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2017

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

The Howard Hughes Corporation (“HHC” or the “Company”) specializes in the development of Master Planned Communities (“MPCs”), the development of residential condominiums, and the ownership, management and development or repositioning of real estate assets currently generating revenues, also called operating assets, as well as other strategic real estate opportunities in the form of entitled and unentitled land and other development rights, also called strategic developments. We are a Delaware corporation that was formed on July 1, 2010. Unless the context otherwise requires, references to “we,” “us” and “our” refer to HHC and its subsidiaries.

Management has evaluated all material events occurring subsequent to the date of the Consolidated Financial Statements up to the date and time this Annual Report is filed and concluded there were no events or transactions occurring during this period that required recognition or disclosure in the financial statements other than as mentioned herein.

Principles of Consolidation and Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), with all intercompany balances eliminated. The presentation includes the accounts of the Company, and those entities in which we have a controlling financial interest. The Company also consolidates certain variable interest entities (“VIEs”) in accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 810 Consolidation (“ASC 810”). The outside equity interests in certain entities controlled by the Company are reflected in the consolidated financial statements as a noncontrolling interest. Certain amounts in 2016 have been reclassified to conform to the 2017 presentation. Specifically, we have reclassified straight-line rent receivables of $39.1 million and $31.5 million from Accounts receivable to Prepaid expenses and other assets, net as of December 31, 2017 and 2016, respectively.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The estimates and assumptions include, but are not limited to, revenue recognition accounted for under the percentage of completion method, capitalization of development costs, provision for income taxes, recoverable amounts of receivables and deferred tax assets, initial valuations of tangible and intangible assets acquired and the related useful lives of assets upon which depreciation and amortization is based. Estimates and assumptions have also been made with respect to future revenues and costs, the fair value of warrants, debt and options granted. Actual results could differ from these and other estimates.

Segments

Segment information is prepared on the same basis that management reviews information for operational decision-making purposes. Management evaluates the performance of each of our real estate assets or investments individually and aggregates such properties into segments based on their economic characteristics and types of revenue streams. We operate in three business segments: (i) MPCs; (ii) Operating Assets; and (iii) Strategic Developments.

Investment in Real Estate

Master Planned Community Assets, Land, Buildings and Equipment

Real estate assets are stated at cost less any provisions for impairments. Expenditures for significant improvements to our assets are capitalized. Tenant improvements relating to our operating assets are capitalized and depreciated over the shorter of their economic lives or the lease term. Maintenance and repair costs are charged to expense when incurred.

We periodically review the estimated useful lives of properties. Depreciation or amortization expense is computed using the straight‑line method based upon the following estimated useful lives:


Asset Type	Years	Location of Asset
Buildings and improvements	10 - 45	Buildings and Equipment
Equipment and fixtures	5 - 10	Buildings and Equipment
Computer hardware and software, and vehicles	3 - 5	Prepaid expenses and other assets, net
Tenant improvements	Lesser of lease term or useful life	Prepaid expenses and other assets, net
Leasing costs	Related lease term	Prepaid expenses and other assets, net

From time to time, we may reassess the development strategies for certain buildings and improvements which results in changes to our estimate of their remaining useful lives. As a result, we recognized an additional $25.5 million, or $0.59 per diluted share, $1.0 million, or $0.02 per diluted share, and $17.1 million, or $0.40 per diluted share, in depreciation expense during the years ended December 31, 2017, 2016 and 2015, respectively, due to the change in useful lives of these buildings and improvements.

Developments

Development costs, which primarily include direct costs related to placing the asset in service associated with specific development properties, are capitalized as part of the property being developed.

Construction and improvement costs incurred in connection with the development of new properties or the redevelopment of existing properties are capitalized before they are placed into service. Costs include planning, engineering, design, direct material, labor and subcontract costs. Real estate taxes, utilities, legal and professional fees, interest, insurance costs and certain employee costs incurred during construction periods are also capitalized. Capitalization commences when the development activities begin and ceases when a project is completed, put on hold or we decide to not move forward with a project. Capitalized costs related to a project where we have determined not to move forward are expensed. Capitalized interest costs are based on qualified expenditures and interest rates in place during the construction period. Demolition costs associated with these redevelopments are expensed as incurred. Once the assets are placed into service, they are depreciated in accordance with our policy. In the event that management no longer has the ability or intent to complete a development, the costs previously capitalized are evaluated for impairment.

Our Developments consist of the following categories:


	December 31,
(In thousands)	2017		2016
Land and improvements	$	202,875	$	188,544
Development costs		675,691		567,650
Condominium projects		318,016		205,786
Total Developments	$	1,196,582	$	961,980

Investment in Real Estate and Other Affiliates

In the ordinary course of business, we enter into partnerships or joint ventures primarily for the development and operation of real estate assets which are referred to as “Real Estate and Other Affiliates.”

We assess our joint ventures at inception to determine if any meet the qualifications of a variable interest entity (“VIE”). We consider a partnership or joint venture a VIE if: (a) the total equity investment is not sufficient to permit the entity to finance its activities without additional subordinated financial support; (b) characteristics of a controlling financial interest are missing (either the ability to make decisions through voting or other rights, the obligation to absorb the expected losses of the entity or the right to receive the expected residual returns of the entity); or (c) the voting rights of the equity holders are not proportional to their obligations to absorb the expected losses of the entity and/or their rights to receive the expected residual returns of the entity, and substantially all of the entity’s activities either involve or are conducted on behalf of an investor that has disproportionately few voting rights. Upon the occurrence of certain events outlined in ASC 810, we reassess our initial determination of whether the partnership or joint venture is a VIE.

We also perform a qualitative assessment of each VIE to determine if we are the primary beneficiary. Under ASC 810, a company concludes that it is the primary beneficiary and consolidates the VIE if the company has both (a) the power to direct the economically significant activities of the entity and (b) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to the VIE. The company considers the contractual agreements that define the ownership structure, distribution of profits and losses, risks, responsibilities, indebtedness, voting rights and board representation of the respective parties in determining if the company is the primary beneficiary. As required by ASC 810, management’s assessment of whether the company is the primary beneficiary of a VIE is continuously performed.

We account for VIEs for which we are not considered to be the primary beneficiary, but have significant influence, using the equity method and investments in VIEs where we do not have significant influence on the joint venture’s operating and financial policies using the cost method.

We account for investments in joint ventures where we own a non‑controlling interest using the equity method, and investments in joint ventures where we have virtually no influence on the joint venture’s operating and financial policies using the cost method. For cost method investments, we recognize earnings to the extent of distributions received from such investments.

Under the equity method, the cost of our investment is adjusted for our share of the equity in earnings or losses of such Real Estate Affiliates from the date of investment and reduced by distributions received. Generally, the operating agreements with respect to our Real Estate and Other Affiliates provide that assets, liabilities and funding obligations are shared in accordance with our ownership percentages. We generally also share in the profit and losses, cash flows and other matters relating to our Real Estate Affiliates in accordance with our respective ownership percentages. For certain equity method investments, when the preferences on profit sharing on liquidation rights and priorities differ from the ownership percentages, we consider ASC 970 and apply the Hypothetical Liquidation Book Value (“HLBV”) method. Under this method, we recognize income or loss based on the change in our underlying share of the venture’s net assets on a hypothetical liquidation basis as of the reporting date.

Acquisitions of Properties

We account for the acquisition of real estate properties in accordance with ASC 805 Business Combinations (“ASC 805”). This methodology requires that assets acquired and liabilities assumed be recorded at their fair values on the date of acquisition.

Costs directly related to asset acquisitions are considered additions to the purchase price and increase the cost basis recorded for the Investment in Real Estate. Acquisition costs related to the acquisition of a business are expensed as incurred.

The fair value of tangible assets of an acquired property (which includes land, buildings, and improvements) is determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land, buildings and improvements based on management’s determination of the fair value of these assets. The “as-if-vacant” values are derived from several sources which incorporate significant unobservable inputs that are classified as Level 3 inputs in the fair value hierarchy and primarily include a discounted cash flow analysis using discount and capitalization rates based on recent comparable market transactions, where available.

The fair value of acquired intangible assets consisting of in-place, above-market and below-market leases is recorded based on a variety of considerations, some of which incorporate significant unobservable inputs that are classified as Level 3 inputs in the fair value hierarchy. In-place lease considerations include, but are not necessarily limited to: (1) the value associated with avoiding the cost of originating the acquired in-place leases (i.e., the market cost to execute a lease, including leasing commissions and tenant improvements); (2) the value associated with lost revenue related to tenant reimbursable operating costs incurred during the assumed lease-up period (i.e., real estate taxes, insurance and certain other operating expenses); and (3) the value associated with lost rental revenue from existing leases during the assumed lease-up period. Above-market and below-market leases are valued at the present value, using a discount rate that reflects the risks associated with the leases acquired, of the difference between (1) the contractual amounts to be paid pursuant to the in-place lease; and (2) management’s estimate of current market lease rates, measured over the remaining non-cancelable lease term, including any below-market renewal option periods.

Impairment

We review our long-lived assets (including those held by our Real Estate and Other Affiliates) for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized if the carrying amount of an asset is not recoverable and exceeds its fair value. The evaluation of anticipated cash flows is highly subjective and is based in part on assumptions regarding future economic conditions, such as occupancy, rental rates, capital requirements and sales values that could differ materially from actual results in future periods. If impairment indicators exist and it is expected that undiscounted cash flows generated by the asset are less than its carrying amount, less costs to sell in the case of assets classified as held for sale, an impairment provision is recorded to write-down the carrying amount of the asset to its fair value.

Impairment indicators for our assets or projects within our MPC segment are assessed separately and include, but are not limited to, significant decreases in sales pace or average selling prices, significant increases in expected land development and construction costs or cancellation rates, and projected losses on expected future sales. MPC assets have extended life cycles that may last 20 to 40 years, or longer, and have few long‑term contractual cash flows. Further, MPC assets generally have minimal to no residual values because of their liquidating characteristics. MPC development periods often occur through several economic cycles. Subjective factors such as the expected timing of property development and sales, optimal development density and sales strategy impact the timing and amount of expected future cash flows and fair value.

Impairment indicators for our Operating Assets segment are assessed separately for each property and include, but are not limited to, significant decreases in net operating income, significant decreases in occupancy, ongoing low occupancy and significant net operating losses.

Impairment indicators for development costs in our Strategic Developments segment are assessed by project and include, but are not limited to, significant changes in projected completion dates, revenues or cash flows, development costs, market factors, significant decreases in comparable property sale prices and feasibility.

The cash flow estimates used both for determining recoverability and estimating fair value are inherently judgmental and reflect current and projected trends in rental, occupancy, pricing, development costs, sales pace and capitalization rates, and estimated holding periods for the applicable assets. Although the estimated fair value of certain assets may be exceeded by the carrying amount, a real estate asset is only considered to be impaired when its carrying amount is not expected to be recovered through estimated future undiscounted cash flows. To the extent an impairment provision is necessary, the excess of the carrying amount of the asset over its estimated fair value is expensed to operations. In addition, the impairment provision is allocated proportionately to adjust the carrying amount of the asset. The adjusted carrying amount, which represents the new cost basis of the asset, is depreciated over the remaining useful life of the asset or, for MPCs, is expensed as a cost of sales when land is sold. Assets that have been impaired will in the future have lower depreciation and cost of sale expenses. The impairment will have no impact on cash flow.

With respect to our Investment in Real Estate and Other Affiliates, a series of operating losses of an underlying asset or other factors may indicate that a decrease in value has occurred which is other‑than‑temporary. The investment in each Real Estate and Other Affiliate is evaluated periodically and as deemed necessary for recoverability and valuation declines that are other‑than‑temporary. If the decrease in value of an Investment in a Real Estate and Other Affiliate is deemed to be other‑than‑temporary, our investment is reduced to its estimated fair value. In addition to the property‑specific impairment analysis that we perform on the underlying assets of the investment, we also consider the ownership, distribution preferences, limitations, and rights to sell and repurchase our ownership interests.

For the years ended December 31, 2017, 2016 and 2015, we evaluated whether impairment indicators existed at any of our assets. In most instances, we concluded no impairment indicators were present. For the year ended December 31, 2016, we recognized an impairment charge for Park West during the third quarter of 2016 due to a change in strategy and reduction of the anticipated holding period. For the years ended December 31, 2017 and 2015, we concluded that there were no impairments. Please refer to Note 6 – Impairment in our Consolidated Financial Statements for additional information.

Cash and Cash Equivalents

Cash and Cash Equivalents consist of highly-liquid investments with maturities at date of purchase of three months or less and include registered money market mutual funds which are invested in United States Treasury bills that are valued at the net asset value of the underlying shares in the funds as of the close of business at the end of each period as well as deposits with major banks throughout the United States. Such deposits are in excess of FDIC limits and are placed with high quality institutions in order to minimize concentration of counterparty credit risk.

Accounts Receivable, net

Accounts receivable includes tenant rents, tenant recoveries and other receivables.

We record allowances against our receivables that we consider uncollectible. These allowances are reviewed periodically and are adjusted based on management’s estimate of receivables that will not be realized in subsequent periods. Management exercises judgment in establishing these allowances and considers payment history, current credit status and if the tenant is currently occupying the space in developing these estimates.

The following table summarizes the changes in allowance for doubtful accounts against our accounts receivables:


(In thousands)	2017		2016		2015
Balance as of January 1	$	7,799	$	4,406	$	7,619
Provision for doubtful accounts		2,710		5,664		4,030
Write-offs		(1,209)		(2,271)		(7,243)
Balance as of December 31,	$	9,300	$	7,799	$	4,406

The decrease in the provision for the year ended December 31, 2017 compared to 2016 is primarily due to the reserve for a termination fee for a tenant in 2016 and a delinquent paying tenant in 2016 at another property. The increase in the provision for the year ended December 31, 2016 compared to 2015 is consistent with the growth of the Operating Assets portfolio and increase in the number of tenants. The significant decrease in write-offs in the allowance for doubtful accounts in the year ended December 31, 2016 as compared to 2015 relates primarily to the recovery of uncollectible receivables from a tenant at an operating property that vacated its space.

Notes Receivable, net

Notes receivable, net includes non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. Subsequent to initial recognition, they are recorded at amortized cost less any provision for impairment. We will evaluate our notes receivable for impairment when it is probable the payment of interest and principal will not be made in accordance with the contractual terms of the note agreement. In the fourth quarter of 2017, we made an investment in a $5.3 million note collateralized by a building in Columbia. The note is carried at cost.

Municipal Utility District Receivables, net

In Houston, Texas, certain development costs are reimbursable through the creation of Municipal Utility Districts (“MUDs”), also known as Water Control and Improvement Districts), which are separate political subdivisions authorized by Article 16, Section 59 of the Texas Constitution and governed by the Texas Commission on Environmental Quality (“TCEQ”). MUDs are formed to provide municipal water, waste water, drainage services, recreational facilities and roads to those areas where they are currently unavailable through the regular city services. Typically, the developer advances funds for the creation of the facilities, which must be designed, bid and constructed in accordance with the City of Houston’s and TCEQ requirements.

The developer initiates the MUD process by filing the applications for the formation of the MUD, and once the applications have been approved, a Board of Directors is elected for the MUD and given the authority to issue ad valorem tax bonds and the authority to tax residents. The MUD Board authorizes and approves all MUD development contracts and pay requests. MUD bond sale proceeds are used to reimburse the developer for its construction costs, including interest. MUD taxes are used to pay the debt service on the bonds and the operating expenses of the MUD. The Company estimates the costs it believes will be eligible for reimbursement as MUD receivables. Our MUD receivables are pledged as security to creditors under the debt facilities relating to our Bridgeland and The Woodlands MPCs. MUD receivables are shown net of an allowance of $0.8 million and $0.9 million as of December 31, 2017 and 2016, respectively, in the accompanying Consolidated Balance Sheets.

Prepaid Expenses and Other Assets, net

The major components of Prepaid expenses and other assets, net include condominium receivables and condominium deposits (as discussed below in Revenue Recognition and Related Matters), Special Improvement District (“SID”) receivables and Straight-line rent receivables.

SID receivables are amounts due from SID bonds related to our MPCs. Proceeds from SID bonds are held in escrow by a third-party and are used to reimburse us for a portion of the development costs incurred in our Summerlin MPC. SID receivables are $26.4 million and $61.6 million as of December 31, 2017 and 2016, respectively.

Income Taxes

A valuation allowance is provided if we believe it is more likely than not that all or some portion of the deferred tax asset will not be realized. An increase or decrease in the valuation allowance that results from a change in circumstances, and which causes a change in our judgment about the realizability of the related deferred tax asset, is included in the deferred tax provision. There are events or circumstances that could occur in the future that could limit the benefit of deferred tax assets. In addition, we recognize and report interest and penalties, if necessary, related to uncertain tax positions within our provision for income tax expense.

In our MPCs, gains with respect to land sales, whether for commercial use or for single family residences, are reported for tax purposes either on the modified accrual method or on the percentage-of-completion method. Under the percentage-of-completion method, a gain is recognized for tax purposes as costs are incurred in satisfaction of contractual obligations. The method used for determining the percentage complete for income tax purposes is different than that used for financial statement purposes.

Deferred Expenses, net

Deferred expenses consist principally of leasing costs. Deferred leasing costs are amortized to amortization expense using the straight‑line method over periods that approximate the related lease terms. Deferred expenses are shown net of accumulated amortization of $18.9 million and $14.1 million as of December 31, 2017 and 2016, respectively.

Deferred financing fees are amortized to interest expense over the terms of the respective financing agreements using the effective interest method (or other methods which approximate the effective interest method).

Revenue Recognition and Related Matters

Condominium Rights and Unit Sales

Revenue recognition for contracted individual units in a condominium project are accounted for under the percentage of completion method when the following criteria are met: (a) construction is beyond a preliminary stage; (b) buyer is unable to require a refund of its deposit, except for non‑delivery of the unit; (c) sufficient units are sold to assure that it will not revert to a rental property; (d) sales prices are collectible; and (e) aggregate sales proceeds and costs can be reasonably estimated. Those units that do not meet the criteria use the full accrual method or deposit method which defers revenue recognition until the unit is closed. Revenue related to condominium sales will change when the new revenue recognition standard is adopted. See Recently Issued Accounting Pronouncements below.

Revenue recognized on the percentage-of-completion method is based upon the ratio of project costs incurred to date compared to total estimated project cost. Total estimated project costs include direct costs such as the carrying value of our land, site planning, architectural, construction costs, financing costs and indirect cost allocations for certain infrastructure and amenity costs which benefit the project based upon the relative sales value of the units. Changes in estimated project costs impact the amount of revenue and profit recognized on a percentage of completion basis during the period in which they are determined. Revenue recognized in excess of amounts collected from buyers is classified as Condominium receivables and amounts collected from buyers in excess of revenue recognized to date are classified as Condominium deposits liability.

Master Planned Community Land Sales

Revenues from land sales are recognized using the full accrual method at closing, when title has passed to the buyer, adequate consideration for the land has been received and we have no continuing involvement with the property. Revenue that is not recognized under the full accrual method is deferred and recognized when the required obligations are met.

When developed residential or commercial land is sold, the cost of sales includes actual costs incurred and estimates of future development costs benefiting the property sold through completion. In accordance with ASC 970, when developed land is sold, costs are allocated to each sold superpad or lot based upon the relative sales value of each superpad or lot. For purposes of allocating development costs, estimates of future revenues and development costs are re-evaluated throughout the year, with adjustments being allocated prospectively to the remaining parcels available for sale. For certain parcels of land, however, the specific identification method is used to determine the cost of sales, including acquired parcels that we do not intend to develop or for which development was complete at the date of acquisition.

Minimum Rents and Tenant Recoveries

Revenue associated with our operating assets includes minimum rent, percentage rent in lieu of fixed minimum rent, tenant recoveries and overage rent.

Minimum rent revenues are recognized on a straight‑line basis over the terms of the related leases when collectability is reasonably assured and the tenant has taken possession of, or controls, the physical use of the leased asset. Percentage rent in lieu of fixed minimum rent is recognized as sales are reported from tenants. Minimum rent revenues also include amortization related to above and below‑market tenant leases on acquired properties.

Recoveries from tenants are stipulated in the leases, are generally computed based upon a formula related to real estate taxes, insurance and other real estate operating expenses, and are generally recognized as revenues in the period the related costs are incurred.

Overage rent is recognized on an accrual basis once tenant sales exceed contractual thresholds contained in the lease and is calculated by multiplying the tenant sales in excess of the minimum amount by a percentage defined in the lease.

If the lease provides for tenant improvements, we determine whether the tenant improvements are owned by the tenant or by us. When we are the owner of the tenant improvements, rental revenue begins when the improvements are substantially complete. When the tenant is the owner of the tenant improvements, any tenant allowance funded by us is treated as a lease incentive and amortized as an adjustment to rental revenue over the lease term.

Hospitality Revenues

Revenue from our hospitality properties is primarily related to room rentals and food and beverage sales and is recognized as services are performed.

Builder Price Participation

Builder price participation revenue is based on an agreed-upon percentage of the sales price of homes closed in excess of contractual amounts established when the homebuilder buys lots from us. Revenue related to builder price participation rights is recognized as the underlying homes are sold by homebuilders and fluctuates based upon the number of homes closed that qualify for builder price participation payments.

Other land revenues

Other land revenues is primarily related to easement revenue, ground maintenance revenue and advertising revenue and is recognized as services are performed.

Other rental and property revenues

Other rental and property revenues is primarily related to baseball revenue, other tenant revenue and overage rent revenue and is recognized as services are performed.

Marketing and advertising

Our Strategic Development, Operating Assets and MPC segments incur various marketing and advertising costs as part of their development, branding, leasing or sales initiatives. These costs include special events, broadcasts, direct mail and online digital and social media programs, and they are expensed as incurred.

Fair Value of Financial Instruments

The carrying values of cash and cash equivalents, marketable securities, escrows, receivables, accounts payable, accrued expenses and other assets and liabilities are reasonable estimates of their fair values because of the short maturities of these instruments.

Derivative Instruments and Hedging Activities

Derivative instruments and hedging activities require management to make judgments on the nature of its derivatives and their effectiveness as hedges. These judgments determine if the changes in fair value of the derivative instruments are reported in the Consolidated Statements of Operations as a component of net income or as a component of comprehensive income and as a component of equity on the Consolidated Balance Sheets. While management believes its judgments are reasonable, a change in a derivative’s effectiveness as a hedge could materially affect expenses, net income and equity. The Company accounts for the effective portion of changes in the fair value of a derivative in other comprehensive income (loss) and subsequently reclassifies the effective portion to earnings over the term that the hedged transaction affects earnings. The Company accounts for the ineffective portion of changes in the fair value of a derivative directly in earnings.

Stock-Based Compensation

At December 31, 2017, the Company has a stock-based employee compensation plan. We apply the provisions of ASC 718 Stock Compensation (“ASC 718”) which requires all share‑based payments to employees, including grants of employee stock options, to be recognized in the Consolidated Statements of Operations based on their fair values. All unvested options outstanding under our option plans have grant prices equal to the market price of the Company’s stock on the dates of grant. Compensation cost for restricted stock is determined based on fair market value of the Company’s stock at the date of grant.

Recently Issued Accounting Pronouncements

The following is a summary of recently issued and other notable accounting pronouncements which relate to our business.

In August 2017, the Financial Accounting Standards Board’s (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities to enable entities to better portray the economic results of their risk management activities in their financial statements. The ASU expands an entity’s ability to hedge nonfinancial and financial risk components and reduce complexity in fair value hedges of interest rate risk and eases certain documentation and assessment requirements and modifies the accounting for components excluded from the assessment of hedge effectiveness. The ASU also eliminates the requirement to separately measure and report hedge ineffectiveness and generally requires the entire change in the fair value of a hedging instrument to be presented in the same Consolidated Statements of Operations line as the hedged item. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2018. The new standard must be adopted using a modified retrospective approach with early adoption permitted. We are currently evaluating the potential impact of this ASU on our consolidated financial statements.

In May 2017, the FASB issued ASU 2017-09, Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting to provide clarity and reduce the diversity in practice and cost and complexity when applying the guidance in Topic 718, Compensation–Stock Compensation. Stakeholders observed that the definition of the term “modification” is broad and that its interpretation results in diversity in practice. The ASU states that when an entity concludes that a change is not substantive, then modification accounting does not apply. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2017. The new standard must be adopted prospectively to an award modified on or after the adoption date. Early adoption is permitted. Once adopted, HHC will apply this guidance to any modifications made to either the stock option or restricted stock award plans.

In February 2017, the FASB issued ASU 2017-05, Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20). The standard defines an “in-substance non-financial asset” as a financial asset promised to a counterparty in a contract if substantially all the fair value of the assets is concentrated in nonfinancial assets. The ASU also provides guidance for accounting for partial sales of non-financial assets such as real estate. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2017. The new standard must be adopted retrospectively with early adoption permitted. We are currently evaluating the potential impact of this ASU on our consolidated financial statements.

In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350). This standard is intended to simplify the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. Instead, an entity will perform only step one of its quantitative goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and then recognizing the impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. An entity will still have the option to perform a qualitative assessment for a reporting unit to determine if the quantitative step one impairment test is necessary. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2019. The new standard must be adopted prospectively with early adoption permitted. We do not expect the adoption of this ASU to have a material impact on our consolidated financial statements.

In January 2017, the FASB formally issued, and we early adopted ASU 2017-01, Business Combinations (Topic 805), Clarifying the Definition of a Business, as permitted, on a prospective basis. The standard provides criteria to determine when an integrated set of assets and activities is not a business. The criteria requires that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or group of similar identifiable assets, the set is not a business. However, to be considered a business, the set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. Under the new guidance, the acquisition of a property with an in-place lease generally will no longer be accounted for as an acquisition of a business, but instead as an asset acquisition, meaning the transaction costs of such an acquisition will now be capitalized instead of expensed. Our adoption did not have a material impact on our accounting for acquisitions.

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows – Restricted Cash, which requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted, including adoption in an interim period, but any adjustments must be reflected as of the beginning of the fiscal year that includes that interim period. The new standard must be adopted retrospectively. ASU 2016-18 will impact our presentation of operating, investing and financing activities related to restricted cash on our consolidated statements of cash flows.

In October 2016, the FASB issued ASU 2016-17, Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control. The standard requires reporting entities to evaluate whether they should consolidate a variable interest entity (“VIE”) in certain situations involving entities under common control. Specifically, the standard changes the evaluation of whether a reporting entity is the primary beneficiary of a VIE by changing how a reporting entity that is a single decision maker of a VIE treats indirect interests in the entity held through related parties that are under common control with the reporting entity. The new standard was effective January 1, 2017, and must be adopted retrospectively. We currently have no VIEs involving entities under common control, and accordingly, adoption of this ASU had no impact on our consolidated financial statements.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments. The standard addresses how certain cash receipts and payments are presented and classified in the statement of cash flows, including debt extinguishment costs, distributions from equity method investees and contingent consideration payments made after a business combination. The effective date of this standard is for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early adoption permitted. The new standard must be adopted retrospectively. ASU 2016-15 will impact our presentation of operating, investing and financing activities related to certain cash receipts and payments on our consolidated statements of cash flows.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses. The standard modifies the impairment model for most financial assets, including trade accounts receivables and loans, and will require the use of an “expected loss” model for instruments measured at amortized cost. Under this model, entities will be required to estimate the lifetime expected credit loss on such instruments and record an allowance to offset the amortized cost basis of the financial asset, resulting in a net presentation of the amount expected to be collected on the financial asset. The effective date of the standard is for fiscal years, and for interim periods within those years, beginning after December 15, 2019, with early adoption permitted. We are currently evaluating the adoption of ASU 2016-13 on our consolidated financial statements.

In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting. The standard amends several aspects of accounting for share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. We adopted the ASU as of January 1, 2017, and it did not have a material impact on our accounting for excess tax benefits and tax deficiencies as our stock compensation plans, which permit net-share settlement, had minimal vesting and exercise activity prior to January 1, 2017. The new guidance requires entities to recognize all income tax effects of awards in the Consolidated Statements of Operations when the awards vest or are settled, in contrast to prior guidance wherein such effects are recorded in additional paid-in capital (“APIC”). The amounts recorded in APIC prior to our adoption remain in APIC per the new standard. The new standard also allows an employer to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. Our plans allow us, at the employee’s request, to withhold shares with a fair value up to the amount of tax owed using the maximum statutory tax rate for the employee’s applicable jurisdiction. We elected to continue to estimate forfeitures as allowed by an election under the new guidance. Our consolidated statements of cash flows for the year ended December 31, 2017, 2016 and 2015 present excess tax benefits as an operating activity and employee taxes paid as a financing activity as required by ASU 2016-09.

In February 2016, the FASB issued ASU 2016-02, Leases. ASU 2016-02 is codified in Accounting Standards Codification (“ASC”) 842. The standard amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The effective date of this standard is for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. The standard requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application. We are currently evaluating the impact of adopting ASU 2016-02 on our consolidated financial statements. We anticipate a material increase to our assets and liabilities as we will be required to capitalize our ground leases, office leases and certain office equipment where we are the lessee. We will also be considering certain services that are considered non-lease components such as common area maintenance under the new guidance. Upon adoption of ASC 842, these services will be accounted for under ASU 2014-09, Revenues from Contracts with Customers (Topic 606), which is further discussed below.

In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities which will require entities to recognize changes in equity investments with readily determinable fair values in net income. For equity investments without readily determinable fair values, the ASU permits the application of a measurement alternative using the cost of the investment, less any impairments, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2017, and must be adopted via a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. As all our equity investments do not have readily determinable fair values, the adoption of this ASU is not expected to have an impact on our consolidated financial statements.

In May 2014, the FASB and International Accounting Standards Board issued ASU 2014-09. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The ASU requires companies to identify performance obligations in the contract, estimate the amount of variable consideration to include in the transaction price and allocate the transaction price to each separate performance obligation. The effective date of this standard is for fiscal years, and interim periods within those years, beginning after December 15, 2017, with early adoption permitted. We have concluded that after adoption we will no longer be able to recognize revenue for condominium projects on a percentage of completion basis. Adoption of the ASU will also impact the timing of recognition and classification of certain real estate selling costs, such as the costs related to our condominium model units. Currently, these selling costs are capitalized as real estate project costs and recognized as costs of sales on a percentage of completion basis in our consolidated financial statements. Under the new guidance, some of these costs may need to be expensed immediately or will be capitalized as property and equipment and depreciated over their estimated useful life. Entities have the option of using either a full retrospective or a modified retrospective approach. We have elected to apply a modified retrospective approach of adoption. Upon adoption of this ASU on January 1, 2018, since buyers are not required to pay us for performance under the sales contracts as the condominiums are constructed, revenue and cost of sales for condominium units sold will no longer be recognized until the construction is complete, the sale closes, and the title to the property has transferred to the buyer. Therefore, on the adoption date of this new standard, we will report an adjustment to reduce retained earnings by an estimated $70.0 - $90.0 million for amounts previously recognized in earnings on a percentage of completion basis for those sale contracts existing at December 31, 2017. This same amount will be reported in future periods when the sales close and title transfers to the buyer.

EARNINGS PER SHARE

12 Months Ended

Dec. 31, 2017

EARNINGS PER SHARE

EARNINGS PER SHARE

NOTE 2 EARNINGS PER SHARE

Basic earnings (loss) per share (“EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted‑average number of common shares outstanding. Diluted EPS is computed after adjusting the numerator and denominator of the basic EPS computation for the effects of all potentially dilutive common shares. The dilutive effect of options and nonvested stock issued under stock‑based compensation plans is computed using the treasury stock method. The dilutive effect of the Sponsor Warrants and Management Warrants is computed using the if‑converted method. Gains associated with the changes in the fair value of the Sponsor Warrants and Management Warrants are excluded from the numerator in computing diluted earnings per share because inclusion of such gains in the computation would be anti‑dilutive.

Information related to our EPS calculations is summarized as follows:


	Year Ended December 31,
(In thousands, except per share amounts)	2017		2016		2015
Basic EPS:
Numerator:
Net income	$	166,623	$	202,326	$	126,719
Net income attributable to noncontrolling interests		1,781		(23)		—
Net income attributable to common stockholders	$	168,404	$	202,303	$	126,719

Denominator:
Weighted average basic common shares outstanding		41,364		39,492		39,470

Diluted EPS:
Numerator:
Net income attributable to common stockholders	$	168,404	$	202,303	$	126,719
Less: Warrant liability gain		—		—		(58,320)
Adjusted net income attributable to common stockholders	$	168,404	$	202,303	$	68,399

Denominator:
Weighted average basic common shares outstanding		41,364		39,492		39,470
Restricted stock and stock options		279		343		411
Warrants		1,446		2,894		2,873
Weighted average diluted common shares outstanding		43,089		42,729		42,754

Basic income per share:	$	4.07	$	5.12	$	3.21

Diluted income per share:	$	3.91	$	4.73	$	1.60

The diluted EPS computation as of December 31, 2017 excludes 313,500 stock options because their inclusion would have been anti-dilutive and 161,155 shares of restricted stock because market conditions have not been met.

The diluted EPS computation as of December 31, 2016 excludes 379,500 stock options because their inclusion would have been anti‑dilutive and 130,286 shares of restricted stock because market conditions have not been met.

The diluted EPS computation as of December 31, 2015 excludes 141,776 stock options because their inclusion would have been anti‑dilutive.

On February 23, 2018, we repurchased 475,920 of our shares of common stock in a private, unaffiliated transaction at an average purchase price of $120.33 per share for $57,267,454 in aggregate. The repurchase transaction was consummated on February 21, 2018, and was funded with cash on hand.

WARRANT LIABILITIES	12 Months Ended
WARRANT LIABILITIES	Dec. 31, 2017
WARRANT LIABILITIES
WARRANT LIABILITIES	NOTE 3 WARRANT LIABILITIES On November 9, 2010, we entered into warrant agreements with certain funds of Pershing Square Capital Management, L.P. (“Pershing Square”) to purchase 1,916,667 shares of our common stock at an exercise price of $50.00 per share (the “Sponsor Warrants”). Pershing Square exercised its Sponsor Warrants on June 30, 2017, resulting in a net issuance of 1,136,517 shares in accordance with the warrant provisions. In November 2010 and February 2011, we entered into certain warrant agreements (the “Management Warrants”) with David R. Weinreb, our Chief Executive Officer, Grant Herlitz, our President, and Andrew C. Richardson, our former Chief Financial Officer, in each case prior to his appointment to such position, to purchase 2,367,985, 315,731 and 178,971 shares, respectively, of our common stock. The Management Warrants were granted at fair value in exchange for a combined total of approximately $19.0 million in cash from such executives at the commencement of their respective employment. Mr. Weinreb and Mr. Herlitz’s warrants had an exercise price of $42.23 per share, and Mr. Richardson’s warrants had an exercise price of $54.50 per share. Mr. Herlitz exercised his Management Warrants in early January 2017, resulting in the net issuance of 198,184 shares in accordance with the warrant provisions. Mr. Herlitz also donated 6,850 shares to a charitable trust, which were net share settled for 4,400 shares in accordance with the warrant provisions. In February, March and June 2017, Mr. Richardson exercised his Management Warrants, resulting in the net issuance of 98,549 shares in accordance with the warrant provisions. In June 2017, Mr. Weinreb exercised his Management Warrants, resulting in the net issuance of 1,614,803 shares in accordance with the warrant provisions. As of December 31, 2017, all Sponsor Warrants and Management Warrants have been exercised. The fair values for the Sponsor Warrants and Management Warrants as of December 31, 2016 were recorded as liabilities in our Consolidated Balance Sheets because the holders of these warrants could require us to settle such warrants in cash upon a change of control. The estimated fair values for the outstanding Sponsor Warrants and Management Warrants totaled $332.2 million as of December 31, 2016. The fair values were estimated using an option pricing model and Level 3 inputs due to the unavailability of comparable market data, as further discussed in Note 7 – Fair Value of Financial Instruments. Decreases and increases in the fair value of the Sponsor and Management Warrants prior to their settlements in 2017 were recognized as warrant liability gains or losses in the Consolidated Statements of Operations in the years ending December 31, 2017, 2016 and 2015. On October 7, 2016, we entered into a warrant agreement with our new Chief Financial Officer, David R. O’Reilly, prior to his appointment to the position. Upon exercise of Mr. O’Reilly’s warrant, Mr. O’Reilly may acquire 50,125 shares of common stock at an exercise price of $112.08 per share. Mr. O’Reilly’s warrant was issued at fair value in exchange for a $1.0 million payment in cash from Mr. O’Reilly. The O’Reilly Warrant becomes exercisable on April 6, 2022, subject to earlier exercise upon certain change in control, separation and termination provisions. On June 16, 2017 and October 4, 2017, we also entered into new warrant agreements with Mr. Weinreb and Mr. Herlitz to acquire 1,965,409 shares and 87,951 shares of common stock for the purchase price of $50.0 million and $2.0 million, respectively. Mr. Weinreb’s new warrant becomes exercisable on June 15, 2022, at an exercise price of $124.64 per share, and Mr. Herlitz’s new warrant becomes exercisable on October 3, 2022, at an exercise price of $117.01 per share, subject to earlier exercise upon certain change in control, separation and termination provisions. The purchase prices paid by the respective executives for the O’Reilly Warrant and Mr. Weinreb’s and Mr. Herlitz’s new warrants, which qualify as equity instruments, are included within additional paid-in capital in the Consolidated Balance Sheets at December 31, 2017.

- Definition

Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable.

+ References + Details

ACQUISITIONS AND DISPOSITIONS

12 Months Ended

Dec. 31, 2017

ACQUISITIONS AND DISPOSITIONS

ACQUISITIONS AND DISPOSITIONS

NOTE 4 ACQUISITIONS AND DISPOSITIONS

In the third and fourth quarters of 2017, we closed on the sales of five of our non-core assets for total proceeds of $52.6 million, resulting in a net gain of $23.1 million, of which $19.2 million and $3.9 million are included in Gains on sales of properties and Gains on sales of operating properties, respectively, on our Consolidated Statements of Operations.

On December 28, 2017 (the “Constellation Acquisition Date”), we acquired our joint venture partner’s 50.0% interest in Constellation for $8.0 million in cash and 50% of the joint venture’s liabilities for a total of $16.0 million. Simultaneously with the buyout of this luxury apartment development, we replaced the joint venture’s existing $15.8 million construction loan with a $24.2 million mortgage at 4.07% maturing January 1, 2033. As a result of the change in control, we recognized a gain of $17.8 million in Gain on acquisition of joint venture partner's interest in conjunction with this acquisition relating to the step-up to fair value of the assets acquired. The following table summarizes the accounting of the purchase price:


Asset	Acquisition date fair value
Building	$	38,213
Land		3,069
Improvements		957
Furniture, fixtures and equipment		590
Leases in place		714
Other identifiable assets		18
Total	$	43,561

Prior to the acquisition, we accounted for our investment in Constellation under the equity method within Investment in Real Estate and Other Affiliates and recognized a loss of $0.3 million in equity in earnings for the year to date period through the Constellation Acquisition Date. Revenues and pre-tax net income from operations included in the Consolidated Statements of Operations from the Constellation Acquisition Date through December 31, 2017 are not material.

On March 1, 2017 (the “Las Vegas 51s Acquisition Date”), we acquired our joint venture partner’s 50.0% interest in the Las Vegas 51s minor league baseball team for $16.4 million and became the sole owner of this Triple-A baseball team. As a result of the change in control, we recognized a gain of $5.4 million in Gain on acquisition of joint venture partner's interest in conjunction with this acquisition relating to the step-up to fair value of the assets acquired. Using the income approach, the allocated fair values included a $0.4 million contingent liability recorded in Accounts payable and accrued expenses per the terms of the purchase agreement relating to a credit for the use of seats in a future stadium for the team, if and when constructed by us, $7.9 million in finite-lived intangibles, which have a weighted average amortization period of 11 years, and $24.9 million to indefinite-lived intangibles, primarily related to the franchise relationship agreement, all of which is recorded in Prepaid expenses and other assets, net. Accordingly, the values of assets acquired and liabilities assumed and consolidated into our financial statements total $36.0 million and $3.2 million, respectively, and are included in our Operating Assets segment. Prior to the acquisition, we accounted for our investment in the Las Vegas 51s under the equity method within Investment in Real Estate and Other Affiliates. The joint venture had revenues of $1.3 million, and we recognized a net loss of $0.2 million included in equity in earnings for the year ended December 31, 2017. Included in the Consolidated Statements of Operations from the Las Vegas 51s Acquisition Date through December 31, 2017 are revenues of $6.8 million and a pre-tax net loss from operations of $0.6 million.

On January 18, 2017, we closed on a land sale of approximately 36 acres of our 100-acre property, Elk Grove Collection, for gross sales proceeds of $36.0 million, resulting in a pre-tax gain of $32.2 million. We plan to develop the remaining 64 acres. Commencement of construction is dependent on meeting internal pre-leasing and financing requirements for the project.

On January 6, 2017, we acquired the 11.4-acre Macy’s store and parking lot at Landmark Mall in Alexandria, VA, for $22.2 million. The Macy’s parcel is adjacent to the Landmark Mall, which is in our Strategic Developments segment, and is located approximately nine miles from Washington, D.C. We plan to redevelop the mall and the Macy’s parcel into an open-air, mixed-use community.

On December 29, 2016, we sold Park West, a non-core 249,177 square foot open-air shopping, dining and entertainment destination in Peoria, Arizona for net cash proceeds of $32.5 million, resulting in a loss of $1.1 million, net of transaction costs. This loss is in addition to an impairment charge recorded in the third quarter of 2016 to adjust the asset to fair value in anticipation of its sale (also see Note 6 – Impairment). As this asset was unleveraged, the sale allowed us to redeploy the net cash proceeds into acquisitions and other existing developments.

On December 20, 2016, we acquired the American City Building, a 117,098 square foot building in Columbia, Maryland, for $13.5 million. We are in the process of formulating redevelopment plans for this property.

On December 19, 2016, we acquired One Mall North, a 97,500 square foot, office building in Columbia, Maryland, for $22.2 million. The office building parcel and surface parking total 5.37 acres.

On July 20, 2016, we acquired our joint venture partner’s 18.57% interest in the 314-unit Millennium Six Pines Apartments for $4.0 million resulting in the dissolution of the joint venture and consolidation of the asset in our financial statements. Concurrently with the acquisition, we replaced the joint venture’s existing $37.7 million construction loan with a $42.5 million fixed rate loan at 3.39% maturing August 1, 2028. Total assets of $67.9 million and liabilities of $42.7 million, including the fixed rate loan noted above, were consolidated into our financial statements at fair value as of the acquisition date. In accordance with GAAP, we recognized a gain of $27.1 million in conjunction with this acquisition relating to the step-up to fair value of the assets acquired. Prior to the acquisition, we accounted for our investment in Millennium Six Pines Apartments under the equity method. We now own 100% of this Class A multi-family property located in The Woodlands Town Center. Included in the Consolidated Statements of Operations for the year ended December 31, 2016 are revenues of $2.7 million and a pre-tax net loss of $0.4 million since the acquisition date.

On March 16, 2016, we sold the 80 South Street Assemblage for net cash proceeds of $378.3 million, resulting in a pre-tax gain of $140.5 million. 80 South Street Assemblage was comprised of a 42,694 square foot lot with certain air rights, providing total residential and commercial development rights of 817,784 square feet that had been acquired over the course of 2014 and 2015.

On September 4, 2015, we sold The Club at Carlton Woods, its 36-hole golf and country club in The Woodlands, for net cash proceeds of $25.1 million, and purchaser’s assumption of net liabilities of $4.0 million, resulting in a pre-tax gain of $29.1 million. The property was comprised of total assets of $20.9 million and total liabilities of $24.9 million. The property was developed and operated by us as an amenity for selling residential lots in a gated community in The Woodlands. Most of the lots had been previously sold, and the sale of this property allowed us to redeploy capital to our development activities.

INVESTMENT IN REAL ESTATE AND OTHER AFFILIATES

12 Months Ended

Dec. 31, 2017

REAL ESTATE AND OTHER AFFILIATES

REAL ESTATE AND OTHER AFFILIATES

NOTE 5 INVESTMENTS IN REAL ESTATE AND OTHER AFFILIATES

Our investment in Real Estate and Other Affiliates that are reported in accordance with the equity and cost methods are as follows:


	Economic/Legal Ownership				Carrying Value				Share of Earnings/Dividends
	December 31,		December 31,		December 31,		December 31,		Year Ended December 31,
($ in thousands)	2017		2016		2017		2016		2017		2016			2015
Equity Method Investments
Master Planned Communities:
The Summit (a)	—	%	—	%	$	45,886	$	32,653	$	23,234	$	43,501		$	—
Operating Assets:
Las Vegas 51s, LLC (b) (c)	100.00		50.00			—		11,062		(152)		12			152
Constellation (b) (c)	100.00		50.00			—		2,730		(323)		(54)			—
The Metropolitan Downtown Columbia (d)	50.00		50.00			—		(1,064)		390		(800)			(13)
Millennium Six Pines Apartments (b)	100.00		100.00			—		—		—		44			(1,165)
Stewart Title of Montgomery County, TX	50.00		50.00			3,673		3,611		386		696			996
Woodlands Sarofim #1	20.00		20.00			2,696		2,683		53		182			166
Strategic Developments:
Circle T Ranch and Power Center (a)	50.00		50.00			4,455		4,956		—		10,497			—
HHMK Development	50.00		50.00			10		10		—		—			549
KR Holdings	50.00		50.00			749		707		41		18			1,289
m.flats/TEN.M (a)	50.00		50.00			6,521		6,379		(415)		—			—
33 Peck Slip (a)	35.00		35.00			8,651		8,243		(643)		106	(e)		—
						72,641		71,970		22,571		54,202			1,974
Cost method investments						3,952		4,406		2,927		2,616			1,747
Investment in Real Estate and Other Affiliates					$	76,593	$	76,376	$	25,498	$	56,818		$	3,721

(a)

Please refer to the discussion below for a description of the joint venture ownership structure.

(b)

We acquired our joint venture partner’s interest and have fully consolidated the assets and liabilities of the entity. See Note 4 – Acquisitions and Dispositions for additional information regarding this transaction.

(c)

Equity method VIE as of December 31, 2017.

(d)

The Metropolitan Downtown Columbia was in a deficit position of $2.6 million and $1.1 million at December 31, 2017 and December 31, 2016, respectively, due to distributions from operating cash flows in excess of basis. This deficit balance is presented in Accounts payable and accrued expenses at December 31, 2017. The deficit balance as of December 31, 2016 has been presented as previously reported.

(e)

The 33 Peck Slip hotel was closed in December 2016 for redevelopment and was transferred to the Strategic Developments segment as of January 1, 2017. The share of earnings for the year ended December 31, 2016 was recorded in the Operating Assets segment but is reflected above in the Strategic Developments segment for comparative purposes.

As of December 31, 2017, we are not the primary beneficiary of any of the joint ventures listed above because we do not have the power to direct activities that most significantly impact the economic performance of the joint ventures, and therefore, we report our interests in accordance with the equity method. At December 31, 2017, our 33 Peck Slip VIE with an aggregate carrying value of $8.7 million does not have sufficient equity at risk to finance its operations without additional financial support, as further discussed below. Our maximum exposure to loss as a result of this investment is limited to the aggregate carrying value of the investment as we have not provided any guarantees or otherwise made firm commitments to fund amounts on behalf of this VIE. The aggregate carrying value of unconsolidated VIEs (Las Vegas 51s and Constellation at December 31, 2016, prior to our acquisition) was $13.8 million as of December 31, 2016, and was classified as Investment in Real Estate and Other Affiliates in the Consolidated Balance Sheets.

As of December 31, 2017, approximately $183.9 million of indebtedness was secured by the properties owned by our Real Estate and Other Affiliates of which our share was approximately $85.0 million based upon our economic ownership. All of this indebtedness is without recourse to us.

We are the primary beneficiary of three VIEs which are consolidated in the financial statements. The creditors of the consolidated VIEs do not have recourse to us. As of December 31, 2017, the carrying values of the assets and liabilities associated with the operations of the consolidated VIEs were $24.8 million and $2.7 million, respectively. As of December 31, 2016, the carrying values of the assets and liabilities associated with the operations of the consolidated VIEs were $21.7 million and $1.4 million, respectively. The assets of the VIEs are restricted for use only by the particular VIEs and are not available for our general operations.

Significant activity for our investments in Real Estate Affiliates and the related accounting considerations are described below.

The Summit

During the first quarter of 2015, we formed DLV/HHPI Summerlin, LLC (“The Summit”) a joint venture with Discovery Land Company (“Discovery”), and we contributed land with a book basis of $13.4 million and transferred SID bonds related to such land with a carrying value of $1.3 million to the joint venture at the agreed upon capital contribution value of $125.4 million, or $226,000 per acre. Discovery is required to fund up to a maximum of $30.0 million of cash as their capital contribution and we have no further capital obligations. The gains on the contributed land will be recognized in Equity in earnings from Real Estate and Other Affiliates as the joint venture sells lots.

After receipt of our capital contribution of $125.4 million and a 5.0% preferred return on such capital contribution, Discovery is entitled to cash distributions by the joint venture until it has received two times its equity contribution. Any further cash distributions are shared equally. Discovery is the manager of the project, and development began in the second quarter of 2015. Given the nature of the venture’s capital structure and the provisions for the liquidation of assets, our share of the venture’s income-producing activities will be recognized based on the HLBV method. Please refer to Note 1 – Summary of Significant Accounting Policies for a description of the HLBV method.

Relevant financial statement information for The Summit is summarized as follows:


	December 31,
(in millions)	2017		2016
Total Assets	$	166.9	$	151.4
Total Liabilities		118.9		116.6
Total Equity		48.0		34.8


	Year Ended December 31,
(in millions)	2017		2016
Revenues (a)	$	58.6	$	79.8
Net income		23.2		43.5
Gross Margin		31.2		47.1

(a)

Revenues related to land sales at the joint venture are recognized on a percentage of completion basis.

Circle T Ranch and Power Center

On June 1, 2016, the Westlake Retail Associates joint venture closed on a 72-acre land sale with an affiliate of Charles Schwab Corporation. The year ended December 31, 2016 reflects the recognition of $10.5 million in Equity in earnings from Real Estate and Other Affiliates resulting from the land sale.

m.flats/TEN.M

On October 4, 2013, we entered into a joint venture agreement with a local developer, Kettler, Inc., to construct an apartment complex with ground floor retail in Downtown Columbia, Maryland. We contributed approximately five acres of land having a book value of $4.0 million to the joint venture and subsequently incurred an additional $3.1 million in capitalized development costs for a total book value contribution of $7.1 million. Our land was valued at $23.4 million, or $53,500 per constructed unit. In January 2016, the joint venture closed on an $88.0 million construction loan which is non-recourse to us and bears interest at one-month LIBOR plus 2.40% with an initial maturity date of February 2020, with three, one-year extension options. Upon closing of the loan, Kettler, Inc. contributed $16.1 million in cash and $7.3 million was distributed to us, of which we subsequently reinvested $6.3 million in the project in 2016. We accounted for this transaction as a partial sale of the land for which we recognized a net profit of $0.2 million at December 31, 2016.

33 Peck Slip

In January 2016, we entered into a joint venture to purchase a hotel located at 33 Peck Slip in the Seaport District of New York with a capital contribution of $6.0 million. We advanced a bridge loan of $25.0 million at a 5.0% interest rate to the joint venture at closing to expedite the acquisition, which was repaid in full in June 2016. In the second quarter of 2016, upon completion of a refinancing of the property with a $36.0 million redevelopment loan, we made additional capital contributions of $2.3 million in 2016 and $0.7 million in 2017. The 33 Peck Slip hotel was closed in December 2016 for redevelopment and was transferred to the Strategic Developments segment. Our total investment in the joint venture is $8.7 million as of December 31, 2017.

IMPAIRMENT

12 Months Ended

Dec. 31, 2017

IMPAIRMENT

IMPAIRMENT

NOTE 6 IMPAIRMENT

We review our real estate assets for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment or disposal of long‑lived assets in accordance with ASC 360 requires that if impairment indicators exist and expected undiscounted cash flows generated by the asset over our anticipated holding period are less than its carrying amount, an impairment provision should be recorded to write down the carrying amount of the asset to its fair value. The impairment analysis does not consider the timing of future cash flows and whether the asset is expected to earn an above or below-market rate of return.

Each investment in Real Estate and Other Affiliates as discussed in Note 5 – Real Estate and Other Affiliates is evaluated periodically for recoverability and valuation declines that are other-than-temporary. If the decrease in value of our investment in a Real Estate and Other Affiliate is deemed to be other-than-temporary, our investment in such Real Estate and Other Affiliate is reduced to its estimated fair value.

No impairment charges were recorded during the years ended December 31, 2017 and 2015. During the third quarter of 2016, we implemented a plan to sell Park West, a 249,177 square foot open-air shopping, dining and entertainment destination in Peoria, Arizona and recognized a $35.7 million impairment charge due to our shorter than previously anticipated holding period, adjusting the net carrying value down to its estimated fair market value. On December 29, 2016, we sold Park West for proceeds of $32.5 million, recognized a loss of $1.1 million, net of transaction costs, in conjunction with the sale and redeployed the net cash proceeds from this unleveraged asset into our existing developments.

The following table summarizes our provision for impairment:


			Provision for impairment as of December 31,
Impaired Asset	Location	Method of Determining Fair Value	2017		2016		2015
			(In thousands)
Operating Assets:
Park West	Peoria, AZ	Discounted cash flow analysis using capitalization rate of 6.75%	$	—	$	35,734	$	—

FAIR VALUE

12 Months Ended

Dec. 31, 2017

FAIR VALUE

FAIR VALUE OF FINANCIAL INSTRUMENTS

NOTE 7 FAIR VALUE

ASC 820, Fair Value Measurement, emphasizes that fair value is a market-based measurement that should be determined using assumptions market participants would use in pricing an asset or liability. The standard establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability used in measuring assets or liabilities at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the asset or liability. Assets or liabilities with readily available active quoted prices, or for which fair value can be measured from actively quoted prices, generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

The following table presents the fair value measurement hierarchy levels required under ASC 820 for each of our assets and liabilities that are measured at fair value on a recurring basis:


	December 31, 2017								December 31, 2016
	Fair Value Measurements Using								Fair Value Measurements Using
(In thousands)	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents	$	50,135	$	50,135	$	—	$	—	$	18	$	18	$	—	$	—
Interest rate swap derivative assets		4,470		—		4,470		—		—		—		—		—
Liabilities:
Interest rate swap derivative liabilities		5,961		—		5,961		—		(149)		—		(149)		—
Warrants		—		—		—		—		332,170		—		—		332,170

Cash equivalents consist of registered money market mutual funds which are invested in United States Treasury bills that are valued at the net asset value of the underlying shares in the funds as of the close of business at the end of each period.

The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates derived from observable market interest rate curves.

As discussed further in Note 3 – Warrant Liabilities, as of December 31, 2017, all Sponsor and Management warrants had been exercised. The following table presents a rollforward of the valuation of our Warrant liabilities:


(In thousands)	2017		2016		2015
Balance as of January 1	$	332,170	$	307,760	$	366,080
Warrant liability loss (gain) (a)		43,443		24,410		(58,320)
Exercises of Sponsor and Management Warrants		(375,613)		—		—
Balance as of December 31	$	—	$	332,170	$	307,760

(a)

For 2017, this amount represents losses recognized relating to each warrant prior to the respective exercise date. For 2016, represents unrealized losses recorded for outstanding warrants at the end of the period. Changes in the fair value of the Sponsor Warrants and Management Warrants prior to exercise were recognized in net income as a warrant liability gain or loss.

The valuation of warrants was based on an option pricing valuation model, utilizing inputs which were classified as Level 3 due to the unavailability of comparable market data. The inputs to the valuation model included the fair value of stock related to the warrants, exercise price and term of the warrants, expected volatility, risk-free interest rate, dividend yield and, as appropriate, a discount for lack of marketability. Generally, an increase in expected volatility would increase the fair value of the liability. The impact of the volatility on fair value diminished as the market value of the stock increased above the strike price. As the period of restriction lapsed, the marketability discount reduced to zero and increased the fair value of the warrants.

The significant unobservable inputs used in the fair value measurement of our warrant liabilities as of December 31, 2016 were as follows:


	Unobservable Inputs
	Expected Volatility (a)	Marketability Discount (b)
December 31, 2017 (c)	N/A	N/A
December 31, 2016	31.0%	0.0% - 1.0%

(a)

Based on our implied equity volatility.

(b)

Marketability discount decreases as the contractual expiration date of the marketability restrictions approaches.

(c)

See Note 3 – Warrant Liabilities for additional information.

The estimated fair values of our financial instruments that are not measured at fair value on a recurring basis are as follows:


		December 31, 2017				December 31, 2016
(In thousands)	Fair Value Hierarchy	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Assets:
Cash	Level 1	$	810,924	$	810,924	$	665,492	$	665,492
Accounts receivable, net (a)	Level 3		13,041		13,041		9,883		9,883
Notes receivable, net (b)	Level 3		5,864		5,864		155		155

Liabilities:
Fixed-rate debt (c)	Level 2	$	1,526,875	$	1,554,766	$	1,184,141	$	1,224,573
Variable-rate debt (c)	Level 2		1,350,914		1,350,914		1,524,319		1,524,319

(a)

Accounts receivable, net is shown net of an allowance of $9.3 million and $7.9 million at December 31, 2017 and 2016, respectively.

(b)

Notes receivable, net is shown net of an allowance of $0.1 million at December 31, 2017 and 2016.

(c)

Excludes related unamortized financing costs.

The fair value of our 2025 Notes, included in fixed-rate debt in the table above, is based upon the trade price closest to the end of the period presented. The fair value of other fixed-rate debt in the table above (please refer to Note 8 – Mortgages, Notes and Loans Payable in our Consolidated Financial Statements), was estimated based on a discounted future cash payment model, which includes risk premiums and a risk free rate derived from the current London Interbank Offered Rate (“LIBOR”) or U.S. Treasury obligation interest rates. The discount rates reflect our judgment as to what the approximate current lending rates for loans or groups of loans with similar maturities and credit quality would be if credit markets are operating efficiently and assuming that the debt is outstanding through maturity.

The carrying amounts for our variable-rate debt approximate fair value given that the interest rates are variable and adjust with current market rates for instruments with similar risks and maturities.

The carrying amounts of cash and cash equivalents and accounts receivable approximate fair value because of the short‑term maturity of these instruments.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

MORTGAGES, NOTES AND LOANS PAYABLE, NET

12 Months Ended

Dec. 31, 2017

MORTGAGES, NOTES AND LOANS PAYABLE

MORTGAGES, NOTES AND LOANS PAYABLE

NOTE 8 MORTGAGES, NOTES AND LOANS PAYABLE, NET

Mortgages, notes and loans payable, net are summarized as follows:


	December 31,
(In thousands)	2017		2016
Fixed-rate debt:
Unsecured 5.375% Senior Notes	$	1,000,000	$	—
Unsecured 6.875% Senior Notes		—		750,000
Secured mortgages, notes and loans payable		499,299		390,118
Special Improvement District bonds		27,576		44,023
Variable-rate debt:
Mortgages, notes and loans payable (a)		1,350,914		1,524,319
Unamortized bond issuance costs		(6,898)		(5,779)
Deferred financing costs		(12,946)		(11,934)
Total mortgages, notes and loans payable, net	$	2,857,945	$	2,690,747

(a)

As more fully described below, $428.3 million and $182.1 million of variable rate debt has been swapped to a fixed rate for the term of the related debt as of December 31, 2017 and 2016, respectively.

The following table presents our mortgages, notes, and loans payable by property, presented within each segment in order of extended maturity date


					Maximum		Carrying Value
	Initial / Extended	Interest			Facility		December 31,		December 31,
($ in thousands)	Maturity (a)	Rate			Amount		2017		2016
Master Planned Communities
Summerlin South SID Bonds - S124	December 2019	5.95	%				$	84	$	123
Summerlin South SID Bonds - S128	December 2020	7.30	%					390		440
Summerlin South SID Bonds - S132	December 2020	6.00	%					912		1,268
The Woodlands Master Credit Facility	April 2020 / April 2021	4.24	%	(b)	$	180,000		150,000		150,000
Bridgeland Credit Facility	November 2020 / November 2022	4.76	%	(b)		65,000		65,000		65,000
Summerlin South SID Bonds - S151	June 2025	6.00	%					3,763		4,159
Summerlin South SID Bonds - S128C	December 2030	6.05	%					4,283		4,600
Summerlin South SID Bonds - S159	June 2035	6.00	%					139		2,389
Summerlin West SID Bonds - S812	October 2035	6.00	%					15,193		27,459
Master Planned Communities Total								239,764		255,438

Operating Assets
1701 Lake Robbins	April 2017	5.81	%					—		4,600
Outlet Collection at Riverwalk	October 2017 / October 2018	4.24	%	(b)		53,841		53,841		55,778
1725-35 Hughes Landing Boulevard	June 2018 / June 2019	3.14	%	(b)		143,000		117,417		105,647
The Westin at The Woodlands (c)	August 2018 / August 2019	4.14	%	(b)		57,946		57,946		58,077
110 North Wacker (d)	October 2019	5.21	%					18,926		22,704
Three Hughes Landing	January 2018 / December 2019	3.84	%	(b)		65,455		45,058		35,053
Lakeland Village Center at Bridgeland	May 2018 / May 2020	3.84	%	(b)		14,000		11,470		9,979
Embassy Suites at Hughes Landing	October 2018 / October 2020	3.99	%	(b)		37,100		31,245		29,461
The Woodlands Resort & Conference Center (c)	December 2018 / December 2020	4.74	%	(b)		65,500		65,500		70,000
One Merriweather	February 2020 / February 2021	3.64	%	(b)		49,929		42,332		23,588
Downtown Summerlin (e)	September 2020 / September 2021	4.69	%	(b)		274,088		274,088		302,981
Two Merriweather	October 2020 / October 2021	3.99	%	(b)		33,156		19,429		—
HHC 242 Self-Storage	October 2019 / October 2021	4.09	%	(b)		6,658		6,243		3,708
HHC 2978 Self-Storage Facility	January 2020 / January 2022	4.09	%	(b)		6,368		5,634		1,715
70 Columbia Corporate Center	May 2020 / May 2022	3.49	%	(b)(f)				20,000		20,000
One Mall North	May 2020 / May 2022	3.74	%	(b)(f)				14,463		—
10-60 Columbia Corporate Centers (g)	May 2020 / May 2022	3.33	%	(b)(f)				80,000		80,000
20/25 Waterway Avenue	May 2022	4.79	%					13,646		13,886
Millennium Waterway Apartments	June 2022	3.75	%					55,095		55,584
Ward Village (h)	September 2021 / September 2023	3.82	%	(b)				238,718		238,718
9303 New Trails	December 2023	4.88	%					12,003		12,378
4 Waterway Square	December 2023	4.88	%					35,151		36,249
3831 Technology Forest Drive	March 2026	4.50	%					21,954		22,383
Kewalo Basin Harbor	September 2027	4.24	%	(b)		11,562		—		—
Millennium Six Pines Apartments	August 2028	3.39	%					42,500		42,500
3 Waterway Square	August 2028	3.94	%					50,327		51,590
One Hughes Landing	December 2029	4.30	%					52,000		52,000
Downtown Summerlin SID Bonds - S128	December 2030	6.05	%					2,812		3,350
Two Hughes Landing	December 2030	4.20	%					48,000		48,000
One Lakes Edge	March 2029 / March 2031	4.50	%					69,440		68,874
Constellation Apartments	January 2033	4.07	%					24,200		—
Hughes Landing Retail	December 2036	3.50	%					35,000		35,000
Columbia Regional Building	February 2037	4.48	%					25,000		22,188
Other	Various	3.60	%					—		236
Operating Assets Total								1,589,438		1,526,227

Strategic Developments
Waiea and Anaha	November 2017 / November 2019	8.24	%	(b)				—		160,847
Ke Kilohana	December 2019 / December 2020	4.74	%	(b)		142,656		—		—
Ae`o	December 2019 / December 2021	5.49	%	(b)		230,000		33,603		—
100 Fellowship Drive	May 2022	2.99	%	(b)		51,426		1		—
Aristocrat	October 2022	4.90	%	(b)		31,118		—		—
Two Summerlin	October 2022	4.90	%	(b)		33,432		—		—
Strategic Developments Total								33,604		160,847

Other corporate financing arrangements	July 2018	3.00	%					14,983		15,948
Senior Notes	October 2021	6.88	%					—		750,000
Senior Notes	March 2025	5.38	%					1,000,000		—
Unamortized bond issuance costs								(6,898)		(5,779)
Deferred financing costs								(12,946)		(11,934)
Total mortgages, notes, and loans payable							$	2,857,945	$	2,690,747

(a)

Maturity dates presented include initial maturity date as well as the extended or final maturity date as contractually stated. Extension periods generally can be exercised at our option at the initial maturity date, subject to customary extension terms that are based on current property performance projections. Such extension terms may include, but are not limited to, minimum debt service coverage, minimum occupancy levels or condominium sales levels, as applicable and other performance criteria. In certain cases due to property performance not meeting covenants, we may have to paydown a portion of the loan in order to obtain the extension.

(b)

The interest rate presented is based on the one month LIBOR, three month LIBOR or Prime rate, as applicable, which was 1.49%, 1.61% and 4.50%, respectively, at December 31, 2017.

(c)

Based on current performance of The Westin at The Woodlands and The Woodlands Resort and Conference Center, a paydown may be required in order to exercise the extension option.

(d)

LIBOR on the $18.9 million outstanding principal balance is swapped to a 2.96% fixed-rate through maturity resulting an overall fixed rate of 5.21%.

(e)

The forward starting swaps related to this debt became effective on December 31, 2017. LIBOR on the $100.0 million of the outstanding principal balance is swapped to a 2.68% fixed-rate through maturity, LIBOR on another $100.0 million of the outstanding principal balance is swapped to a 2.62% fixed-rate through maturity, and LIBOR on $50.0 million of the outstanding principal balance is swapped to a 2.65% fixed-rate through maturity resulting in an overall rate of 4.69%

(f)

These three notes are part of one master facility, with all three respective properties collateralizing the total $114.5 million indebtedness.

(g)

LIBOR on $40.0 million of the outstanding principal balance is swapped to a 1.66% fixed-rate through maturity resulting in an overall fixed rate of 3.33%.

(h)

LIBOR on $119.4 million of the outstanding principal balance is swapped to a 1.14% fixed-rate through maturity resulting in an overall fixed rate of 3.82%.

The weighted average interest rate on our mortgages, notes and loans payable, excluding interest rate hedges, was 4.61% and 4.71% as of December 31, 2017 and 2016, respectively.

Except for the items listed below, all of the mortgage debt is secured by the individual properties listed in the table above and is non-recourse to HHC:

$1.0 billion of Senior Notes due 2025;

ii.

$274.1 million financing for the Downtown Summerlin development which has an initial maximum recourse of 35% of the outstanding balance, which will reduce to 15.0% upon achievement of a 1.15:1.0 debt service coverage ratio. The recourse further reduces to 10% upon achievement of a 1.25:1.0 debt service coverage ratio, a 90% occupancy level, and average tenant sales of at least $500.00 per net rentable square foot. As of December 31, 2017, 35% of the outstanding loan balance remains recourse to HHC;

iii.

$26.9 million, or 50% of the Outlet Collection at Riverwalk outstanding loan balance is recourse to HHC;

iv.

$15.0 million of Other Corporate Financing Arrangements; and

$18.9 million of the 110 North Wacker mortgage.

Certain of our loans contain provisions which grant the lender a security interest in the operating cash flow of the property that represents the collateral for the loan. Certain mortgage notes may be prepaid subject to a prepayment penalty equal to a yield maintenance premium, defeasance, or a percentage of the loan balance. As of December 31, 2017, land, buildings and equipment and developments with a net book value basis of $3.4 billion have been pledged as collateral for our mortgages, notes and loans payable.

The following table summarizes the contractual obligations relating to our mortgages, notes and loans payable as of December 31, 2017 based on extended maturity dates:


	Mortgages, notes
	and loans payable
(In thousands)	principal payments
2018	$	78,207
2019		256,338
2020		178,836
2021		467,010
2022		251,086
Thereafter		1,646,312
Total principal payments		2,877,789
Deferred financing costs, net and unamortized underwriting fees		(19,844)
Total mortgages, notes and loans payable	$	2,857,945

As of December 31, 2017, we were in compliance with all financial covenants included in the debt agreements governing our indebtedness.

Master Planned Communities

The Woodlands Master Credit Facility was amended and restated on July 31, 2015 to a $200.0 million maximum facility amount consisting of a $100.0 million term loan and a $100.0 million revolver (together, the “TWL Facility”). The TWL Facility bears interest at one-month LIBOR plus 2.75% and had an August 2016 initial maturity date with two, one–year extension options. In July 2016, we exercised our first one-year extension option, which reduced the total commitment to $175.0 million. Semi-annual principal payments of $25.0 million began on December 31, 2016 and continue through the second, optional one-year extension period. The TWL Facility and The Woodlands Resort & Conference Center loans are recourse to the entities that directly own The Woodlands operations. The TWL Facility also contains certain covenants that, among other things, require the maintenance of specified financial ratios, limit the incurrence of additional recourse indebtedness at The Woodlands, and limit distributions from The Woodlands to us based on a loan‑to‑value test. The amendment also modified certain covenants to allow for more construction loan guarantees by the entities that directly own The Woodlands than would otherwise have been permitted by the prior facility. On April 27, 2017, TWL Facility was refinanced to increase the facility by $30.0 million for a total of $180.0 million, providing the ability to fund the development of Creekside Park Apartments or for other corporate purposes. The new facility bears interest at one-month LIBOR plus 2.75% with an initial maturity date of April 27, 2020 and a one-year extension option.

The Summerlin MPC uses SID bonds to finance certain common infrastructure improvements. These bonds are issued by the municipalities and are secured by the assessments on the land. The majority of proceeds from each bond issued is held in a construction escrow and disbursed to us as infrastructure projects are completed, inspected by the municipalities and approved for reimbursement. Accordingly, the SID bonds have been classified as debt, and the Summerlin MPC pays the debt service on the bonds semi‑annually. As Summerlin sells land, the buyers assume a proportionate share of the bond obligation at closing, and the residential sales contracts provide for the reimbursement of the principal amounts that we previously paid with respect to such proportionate share of the bond. In the years ended December 31, 2017 and 2016, no new SID bonds were issued and $13.9 million and $7.7 million in obligations were assumed by buyers, respectively.

Operating Assets

On January 19, 2018, we paid off the $18.9 million mortgage loan for 110 North Wacker and settled the related swap asset of $0.3 million.

On December 28, 2017, we closed on a $24.2 million non‑recourse financing for Constellation, a multi-family building located in Summerlin. The loan bears interest at 4.07% and matures on January 1, 2033.

On December 5, 2017, we executed a modification of our $65.5 million Three Hughes Landing facility to extend the maturity 30 days to January 5, 2018. On January 5, 2018, we modified and extended the loan which bears interest at one-month LIBOR plus 2.60% with an initial maturity of December 5, 2018, with two, one-year extension options.

On September 13, 2017, we modified and extended our $311.8 million Downtown Summerlin facility with a $30.0 million paydown. The modified loan has a maximum facility of $275.9 million and bears interest at one-month LIBOR plus 2.15% with a maturity of September 13, 2020, with one, one-year extension option.

On August 11, 2017, we closed on a construction loan totaling $11.6 million for Kewalo Harbor, located in Honolulu, Hawai‘i, to be used for improvements benefitting our Ward Village development. The loan bears interest at one-month LIBOR plus 2.75% with a maturity of September 1, 2027. As of December 31, 2017, we had not drawn any proceeds under this loan.

On April 6, 2017, we paid off a $4.6 million maturing mortgage loan that we assumed as part of the acquisition of 1701 Lake Robbins in July 2014.

On January 19, 2017, we closed on a non‑recourse financing totaling $25.0 million replacing the $23.0 million construction loan on the Columbia Regional Building, a retail building located in Columbia, Maryland. The loan bears interest at 4.48% and matures on February 11, 2037.

On January 17, 2017, we amended and restated our $80.0 million non-recourse mortgage financing for the 10-60 Columbia Corporate Center office buildings with a $94.5 million loan. Contemporaneously with this amendment, we received $14.5 million to purchase One Mall North, a 97,500 square foot office building in Columbia, Maryland. The loan bears interest at LIBOR plus 1.75% and has an initial maturity date of May 6, 2020, with two, one-year extension options. On June 27, 2017, we modified our $94.5 million non-recourse mortgage financing with a $114.5 million loan. This amendment added 70 Columbia Corporate Center, a 170,741 square foot office building in Columbia, Maryland, to the collateral pool and allowed us to draw $20.0 million and fully repay the outstanding balance of the existing indebtedness on the 70 Columbia Corporate Center note.

On December 30, 2016, we amended and restated our $85.0 million mortgage financing for The Woodlands Resort & Conference Center with a $70.0 million mortgage. Contemporaneously with this amendment, we made a $15.0 million principal reduction payment as required by the loan agreement. The loan bears interest at LIBOR plus 3.25% and has an initial maturity date of December 30, 2018, with two, one-year extension options.

On December 8, 2016, we modified the $36.6 million financing to $35.0 million for Hughes Landing Retail. The loan bears fixed interest at 3.50% and has an initial maturity date of December 8, 2036.

On November 25, 2016, we amended and extended our $73.5 million construction loan for One Lakes Edge with a $71.9 million mortgage. Contemporaneously with this amendment, we made a $3.0 million principal reduction payment as required by the loan agreement. The loan bears interest at one-month LIBOR plus 3.50%. On February 23, 2017, we refinanced the One Lakes Edge construction loan with a 12-year Fannie Mae loan. The new loan amount is $69.4 million with a fixed rate of 4.50%. The loan is interest only for four years then begins amortizing on a 30-year basis.

On October 24, 2016, we modified the $64.4 million construction financing to $56.1 million for Outlet Collection at Riverwalk. The loan bears interest at one-month LIBOR plus 2.75% and has an initial maturity date of October 24, 2017 with one, one–year extension option. On October 24, 2017, we exercised our one-year extension option on our $54.3 million Outlet Collection at Riverwalk facility which extended the maturity date to October 24, 2018. The initial recourse amount of 50.0% will be reduced to 25.0% upon the achievement of an 11.0% debt yield and a minimum level of tenant sales per square foot for 12 months. As of December 31, 2017, 50% of the outstanding loan balance remains recourse to us.

On October 7, 2016, we closed on a $33.2 million non-recourse construction loan for Two Merriweather, bearing interest at one-month LIBOR plus 2.50% with an initial maturity date of October 7, 2020 and a one-year extension option.

On September 12, 2016, we amended and restated the $238.7 million first mortgage secured by Ward Village. The non-recourse term loan bears interest at one-month LIBOR plus 2.50% with an initial maturity date of September 12, 2021, with two, one year extension options. $119.4 million of the outstanding principal balance is swapped at a 3.64% fixed-rate through maturity. There was no undrawn availability on this loan as of December 31, 2017.

On February 25, 2016, we closed on a $49.9 million non-recourse construction loan for One Merriweather, bearing interest at one-month LIBOR plus 2.15% with an initial maturity date of February 25, 2020, with a one-year extension option.

On January 27, 2016, we closed on a $6.4 million non-recourse construction loan for the HHC 2978 Self-Storage Facility, bearing interest at one-month LIBOR plus 2.60% with an initial maturity date of January 2020, with two, one-year extension options.

Strategic Developments

On January 25, 2018, we closed on a financing totaling $15.5 million for Lake Woodlands Crossing Retail, a project located in The Woodlands, Texas. The loan bears interest at LIBOR plus 1.80%, matures on January 25, 2023, and has an initial maximum recourse of 50% of the outstanding balance prior to completion of construction, at which point the repayment guarantee will reduce to 15% provided the project is 90% leased.

On October 27, 2017, we repaid the $195.3 million outstanding on our construction loan relating to Waiea and Anaha in conjunction with closing on the sales of units at Anaha.

On October 19, 2017, we closed on a construction loan totaling $64.6 million, of which $31.1 million will be used for development of Aristocrat and $33.5 million will be used for development of Two Summerlin. The loan bears interest at Wall Street Journal Prime plus 0.40% with a maturity of October 19, 2022.

On May 31, 2017, we closed on a $51.4 million construction loan for 100 Fellowship Drive, located in The Woodlands. The loan bears interest at one-month LIBOR plus 1.50% with a maturity of May 31, 2022.

On December 23, 2016, we closed on a $142.7 million partial recourse construction loan for Ke Kilohana, bearing interest at one-month LIBOR plus 3.25% with an initial maturity date of December 23, 2019 and a one-year extension option.

On December 23, 2016, we closed on a $230.0 million non-recourse construction loan for Ae`o, bearing interest at one-month LIBOR plus 4.00% with a 4.50% floor and 2.50% LIBOR cap. The initial maturity date is December 23, 2019 with two, one-year extension options.

Corporate

On March 16, 2017, we issued $800.0 million in aggregate principal amount of 5.375% senior notes due March 15, 2025 (the “2025 Notes”) and completed a tender offer and consent solicitation for any and all of our $750.0 million existing 6.875% senior notes due October 1, 2021. We recognized a loss on redemption of $46.4 million in conjunction with this transaction. On June 12, 2017, we issued an additional $200.0 million of the 2025 Notes at a premium to par of 2.25%. Interest on the 2025 Notes is paid semi-annually, on March 15th and September 15th of each year, beginning on September 15, 2017. At any time prior to March 15, 2020, we may redeem all or a portion of the 2025 Notes at a redemption price equal to 100% of the principal plus a “make-whole” declining call premium. At any time prior to March 15, 2020, we may also redeem up to 35% of the 2025 Notes at a price of 105.375% with net cash proceeds of certain equity offerings, plus accrued and unpaid interest. The 2025 Notes contain customary terms and covenants and have no financial maintenance covenants.

INCOME TAXES

12 Months Ended

Dec. 31, 2017

INCOME TAXES

INCOME TAXES

NOTE 9 INCOME TAXES

On December 22, 2017, President Trump signed into law H.R. 1, known as the “Tax Cuts and Jobs Act” (the “Tax Act”) that significantly changes the United States federal income tax system. The Tax Act includes a number of changes in existing law including a permanent reduction in the federal income tax rate from 35% to 21%. The rate reduction took effect on January 1, 2018.

Deferred income taxes are accounted for using the asset and liability method. Deferred tax assets and liabilities are recognized for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax basis of assets and liabilities using enacted tax rates currently in effect. Deferred income taxes also reflect the impact of operating loss and tax credit carryforwards. As a result of the reduction in the federal income tax rate to 21% and other changes under the Tax Act that impact timing differences, we recorded a one-time transitional tax benefit of $101.7 million in our consolidated statement of operations related to the remeasurement of our net deferred tax liabilities.

This provisional amount of $101.7 million is based on our current understanding of the impact of the Tax Act, which may change in the near future as notices and regulations regarding the Tax Act are issued. We need more time and further guidance to more accurately account for the tax law changes under ASC 740. While we feel confident we have accounted for the other material changes in the tax law correctly, any future notices or regulations further clarifying the law could alter our analysis.

The provision for (benefit from) income taxes for the years ended December 31, 2017, 2016 and 2015 were as follows:


(In thousands)	2017		2016		2015
Current	$	(2,338)	$	4,752	$	2,849
Deferred		(43,463)		113,698		21,152
Total	$	(45,801)	$	118,450	$	24,001

Income tax expense is computed by applying the Federal corporate tax rate for the years ended December 31, 2017, 2016 and 2015 and is reconciled to the provision for income taxes as follows:


(In thousands)	2017		2016		2015
Tax at statutory rate on earnings from continuing operations before income taxes	$	42,911	$	112,264	$	52,751
(Decrease) increase in valuation allowance, net		(175)		(1,326)		1,742
State income taxes, net of Federal income tax benefit		1,408		4,004		267
Tax benefit from Tax Act		(101,688)		—		—
Tax expense (benefit) from other change in rates, prior period adjustments and other permanent differences		2,941		(4,591)		(7,361)
Tax benefit on equity compensation		(6,403)		—		—
Non-deductible warrant liability loss (gain)		15,205		8,544		(20,412)
Uncertain tax position benefit excluding interest		—		(407)		(2,483)
Uncertain tax position interest, net of Federal income tax benefit		—		(38)		(503)
Income tax (benefit) expense	$	(45,801)	$	118,450	$	24,001

Realization of a deferred tax benefit is dependent upon generating sufficient taxable income in future periods. Our net operating loss carryforwards are currently scheduled to expire in subsequent years through 2037. Some of the net operating loss carryforward amounts are subject to the separate return limitation year rules (“SRLY”). It is possible that in the future we could experience a change in control pursuant to Section 382 that could put limits on the benefit of deferred tax assets. On February 27, 2012, we entered into a Section 382 Rights Agreement, with a three-year term, to protect us from such an event and protect our deferred tax assets. On February 26, 2015, the Board of Directors extended the term of the Section 382 Rights Agreement to March 14, 2018, and our stockholders approved the terms on May 21, 2015. However, on January 2, 2018, the Board of Directors approved, and we entered into, an amendment to the Section 382 Rights Agreement to provide for an amended expiration date of January 2, 2018 and, as a result, the Section 382 Right Agreement was no longer in effect as of such date. Currently, our deferred tax assets are not protected by a Section 382 Rights Plan.

As of December 31, 2017, the amounts and expiration dates of operating loss and tax credit carryforwards for tax purposes are as follows:


			Expiration
(In thousands)	Amount		Date
Net operating loss carryforwards - Federal	$	147,059	2024-2037
Net operating loss carryforwards - State		327,221	2018-2037
Capital loss carryforwards		—	n/a
Tax credit carryforwards - Federal AMT		3,699	n/a

As of December 31, 2017 and 2016, we had gross deferred tax assets totaling $172.4 million and $294.5 million, and gross deferred tax liabilities of $316.0 million and $476.8 million, respectively. We have established a valuation allowance in the amount of $17.3 million and $18.6 million as of December 31, 2017 and 2016, respectively, against certain deferred tax assets for which it is more likely than not that such deferred tax assets will not be realized.

The tax effects of temporary differences and carryforwards included in the net deferred tax liabilities at December 31, 2017 and 2016 are summarized as follows:


(In thousands)	2017		2016
Deferred tax assets:
Operating and Strategic Developments properties, primarily differences in basis of assets and liabilities	$	92,210	$	208,862
Interest deduction carryforwards		29,247		54,759
Operating loss and tax credit carryforwards		50,914		30,866
Total deferred tax assets		172,371		294,487
Valuation allowance		(17,271)		(18,635)
Total net deferred tax assets	$	155,100	$	275,852
Deferred tax liabilities:
Property associated with MPCs, primarily differences in the tax basis of land assets and treatment of interest and other costs	$	(157,181)	$	(262,572)
Operating and Strategic Developments properties, primarily differences in basis of assets and liabilities		(60,430)		(40,915)
Deferred income		(98,339)		(173,310)
Total deferred tax liabilities		(315,950)		(476,797)
Total net deferred tax liabilities	$	(160,850)	$	(200,945)

The deferred tax liability associated with the MPCs is largely attributable to the difference between the basis and value determined as of the date of the acquisition by our predecessors in 2004 adjusted for sales that have occurred since that time. The cash cost related to this deferred tax liability is dependent upon the sales price of future land sales and the method of accounting used for income tax purposes. The deferred tax liability related to deferred income is the difference between the income tax method of accounting and the financial statement method of accounting for prior sales of land in our MPCs.

Although we believe our tax returns are correct, the final determination of tax examinations and any related litigation could be different from what was reported on the returns. In our opinion, we have made adequate tax provisions for years subject to examination. Generally, we are currently open to audit under the statute of limitations by the Internal Revenue Service as well as state taxing authorities for the years ended December 31, 2014 through 2016.

We apply the generally accepted accounting principle related to accounting for uncertainty in income taxes, which prescribes a recognition threshold that a tax position is required to meet before recognition in the financial statements and provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition issues.

We recognize and report interest and penalties, if applicable, within our provision for income tax expense. We recognized potential interest expense related to the unrecognized tax benefits of $0.1 million for the year ended December 31, 2015. At December 31, 2017 and 2016, we had no unrecognized tax benefits and therefore recognized no interest expense. At December 31 2015, we had total unrecognized tax benefits of $36.5 million, excluding interest, of which none would impact our effective tax rate. A reconciliation of the change in our unrecognized tax benefits for the years ended December 31, 2017, 2016 and 2015 is as follows:


(In thousands)	2017		2016		2015
Unrecognized tax benefits, opening balance	$	—	$	36,524	$	184,200
Gross increases - tax positions in prior period		—		—		—
Gross decreases - tax positions in prior periods		—		(36,524)		(147,676)
Unrecognized tax benefits, ending balance	$	—	$	—	$	36,524

The reduction in unrecognized tax benefits of $36.5 million between the period December 31, 2015 and December 31, 2016 was the result of our filing a request with the IRS to change our tax accounting method related to a subsidiary from an impermissible accounting method to a permissible accounting method which we expect to be approved.

Periodically we make payments to taxing jurisdictions that reduce our uncertain tax benefits but are not included in the reconciliation above, as the position is not yet settled. We made no such payments in the years ending December 31, 2017, 2016 or 2015. As of December 31, 2017 and 2016, there are no unrecognized tax benefits.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2017

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

NOTE 10 COMMITMENTS AND CONTINGENCIES

In the normal course of business, from time to time, we are involved in legal proceedings relating to the ownership and operations of our properties. In management’s opinion, the liabilities, if any, that may ultimately result from such legal actions are not expected to have a material effect on our consolidated financial position, results of operations or liquidity.

As of December 31, 2017 and December 31, 2016, we had outstanding letters of credit totaling $13.8 million and $6.5 million, and surety bonds totaling $88.5 million and $112.4 million, respectively. These letters of credit and bonds were issued primarily in connection with insurance requirements, special real estate assessments and construction obligations.

We lease land or buildings at certain properties from third parties. Rental payments are expensed as incurred and have, to the extent applicable, been straight‑lined over the term of the lease. Contractual rental expense, including participation rent, was $8.6 million, $8.4 million and $9.1 million for 2017, 2016 and 2015, respectively. The amortization of above and below‑market ground leases and straight‑line rents included in the contractual rent amount was not significant.

Our obligations for minimum rentals under non-cancelable operating leases are as follows:


											Subsequent/
(In thousands)	2018		2019		2020		2021		2022		Other		Total
Ground lease and other leasing commitments	$	8,769	$	8,119	$	8,259	$	8,097	$	7,430	$	314,129	$	354,803

Seaport District

On June 27, 2013, the City of New York executed the amended and restated ground lease for Seaport District NYC. The restated lease terms provide for annual fixed base rent of $1.2 million starting July 1, 2013 with an expiration of December 30, 2072, including our options to extend. The rent escalates at 3.0% compounded annually. On July 1, 2048 the base rent will be adjusted to the higher of fair market value or the then base rent. In addition to the annual base rent, we are required to make annual payments of $210,000 toward maintenance of the East River esplanade as additional rent through the term of the lease. The additional rent escalates annually at the Consumer Price Index. Simultaneously with the execution of the lease, we executed a completion guaranty for the redevelopment of Pier 17. On January 11, 2017, we executed an amendment of the lease which, pursuant to our lease option, added an additional premise to the lease and modified other related provisions. The 2017 amendment provides for an appraisal update to be performed on completion of construction for the purposes of determining any additional rent.

In the fourth quarter 2012, the historic area of Seaport District NYC suffered damage due to flooding as a result of Superstorm Sandy. Reconstruction efforts are ongoing and the property is only partially operating. We have received $54.8 million in insurance proceeds, and we recognized Other income of $0.7 million, $6.2 million and $0.3 million for the years ended December 31, 2017, 2016 and 2015, respectively, for the receipt of insurance proceeds related to our claim.

Columbia

In November 2016, the Howard County Council authorized the issuance of up to $90.0 million of TIF bonds for the Downtown Columbia Redevelopment District’s master plan. The Final Limited Offering Memorandum for the first tranche relates to the Merriweather District, and closing on the $48.2 million of Series 2017 A Special Obligation Bonds occurred in October 2017. In the Funding Agreement for the TIF, one of our wholly-owned subsidiaries, The Howard Research and Development Corporation, has agreed to complete certain defined public improvements and to indemnify Howard County, and we have guaranteed these obligations, with a limit of $1.0 million, expiring 36 months after bond issuance.

OTHER ASSETS AND LIABILITIES

12 Months Ended

Dec. 31, 2017

OTHER ASSETS AND LIABILITIES

OTHER ASSETS AND LIABILITIES

NOTE 11 OTHER ASSETS AND LIABILITIES

The following table summarizes the significant components of Prepaid expenses and other assets:


	December 31,
(In thousands)	2017		2016
Condominium receivables (a)	$	158,516	$	210,219
Condominium deposits		82,605		193,197
Straight-line rent		39,136		31,518
Security and escrow deposits		37,585		61,304
Intangibles		34,802		4,046
Special Improvement District receivable		26,430		61,603
Below-market ground leases		18,647		18,986
In-place leases		10,821		16,015
Above-market tenant leases		1,648		2,457
Equipment, net of accumulated depreciation of $6.9 million and $5.3 million, respectively		16,955		17,556
Prepaid expenses		11,731		11,177
Tenant incentives and other receivables		8,482		8,773
Interest rate swap derivative assets		4,470		—
Federal income tax receivable		2,198		15,763
Other		19,242		13,902
	$	473,268	$	666,516

(a)

We expect $4.4 million related to Anaha will be collected in 2018, and $151.5 million and $2.7 million relating to Ae`o and Ke Kilohana, respectively, will be collected in 2019.

The $193.2 million net decrease primarily relates to the following decreases: a $110.6 million decrease in condominium deposits due to net sales activity primarily at Waiea, Ae’o and Ke Kilohana; a decrease of $51.7 million in Condominium receivables due to closings at our Waiea and Anaha projects; a decrease of $35.2 million in Special Improvement District Receivable used to fund development costs incurred at Summerlin due to collections; a decrease of $23.7 million in security and escrow deposits primarily relating to the utilization of escrowed sales proceeds to fund remaining construction costs at Waiea; a $13.6 million decrease in Federal income tax receivables due to two IRS tax refunds; a $5.2 million decrease in In-place leases; and $2.0 million in other decreases related to above and below-market ground leases, Equipment and Tenant incentives related primarily to normally scheduled amortization.

These decreases were offset by the following: an increase of $30.8 million in Intangible Assets due to our acquisition of our partner’s 50.0% interest in the Las Vegas 51s; an increase of $7.6 million in Straight-line rent due to additional Operating Assets placed in service during the year; a $5.3 million increase in Other assets relating a receivable recorded relating to reimbursable costs by the Howard County TIF District; an increase of $4.5 million in Interest rate swap derivative assets; and a $0.6 million increase in prepaid expenses.

Accounts Payable and Accrued Expenses

The following table summarizes the significant components of Accounts payable and accrued expenses:


	December 31,
(In thousands)	2017		2016
Construction payables	$	217,838	$	207,917
Condominium deposit liabilities		55,975		117,015
Deferred income		53,337		85,158
Accounts payable and accrued expenses		35,887		33,050
Tenant and other deposits		18,937		28,559
Accrued payroll and other employee liabilities		41,236		36,937
Accrued interest		20,322		16,897
Accrued real estate taxes		22,289		16,726
Straight-line ground rent liability		14,944		13,126
Interest rate swaps		5,961		(149)
Above-market ground leases		293		1,762
Other		34,699		15,012
	$	521,718	$	572,010

The $50.3 million net decrease in total accounts payable and accrued expenses primarily relates to the following decreases: $61.0 million in Condominium deposit liabilities for the towers under construction at Ward Village as the projects move toward completion; a decrease of $31.8 million in deferred income related to recognition of income from previously deferred land sales at our Summerlin and Bridgeland MPCs; a decrease of $9.6 million in tenant and other deposits primarily related to amortization of a tenant’s prepaid rent; and a decrease of $1.5 million related to our Above-Market Ground Leases.

These decreases were partially offset by the following increases: a $19.7 million increase in Other payables which primarily relates to costs of $13.4 million accrued for our Ward Village master plan common costs; an increase of $9.9 million in construction payables primarily due to continued development activities at both Ward Village and the Merriweather District; a $6.1 million increase in Interest rate swaps liability primarily due to a decrease in fair value of the forward-starting swaps; an increase of $1.8 million in Straight-line ground rent liability due to additional Operating Assets placed in service during the year.

INTANGIBLES

12 Months Ended

Dec. 31, 2017

INTANGIBLES

INTANGIBLES

NOTE 12 INTANGIBLES

The following table summarizes our intangible assets and liabilities:


	As of December 31, 2017						As of December 31, 2016
	Gross		Accumulated		Net		Gross		Accumulated		Net
	Asset		(Amortization)		Carrying		Asset		(Amortization)		Carrying
(In thousands)	(Liability)		/ Accretion		Amount		(Liability)		/ Accretion		Amount

Intangible Assets:
Indefinite lived intangibles	$	25,028	$	—	$	25,028	$	—	$	—	$	—
Goodwill		1,307		—		1,307		1,307		—		1,307
Other intangibles		10,278		(1,812)		8,466		3,038		(299)		2,739

Tenant leases:
In-place value		22,304		(11,483)		10,821		37,567		(21,552)		16,015
Above-market		4,171		(2,523)		1,648		4,879		(2,422)		2,457
Below-market		(6,454)		2,688		(3,766)		(6,618)		2,065		(4,553)

Ground leases:
Above-market		(293)		—		(293)		(1,955)		193		(1,762)
Below-market		23,096		(4,449)		18,647		23,096		(4,110)		18,986

Total indefinite lived intangibles						26,335						1,307
Total amortizing intangibles						35,523						33,882

The tenant in-place, above-market and below-market lease intangible assets and the above-market and below-market ground lease intangible assets resulted from real estate acquisitions. The in‑place value, above-market value of tenant leases and below-market ground lease are included in Prepaid expenses and other assets in our Consolidated Balance Sheets and are amortized over periods that approximate the related lease terms. The above‑market ground lease and below‑market tenant leases are included in Accounts payable and accrued expenses as detailed in Note 11 – Other Assets and Other Liabilities and are amortized over the remaining non‑cancelable terms of the respective leases.

Amortization/accretion of these intangible assets and liabilities decreased our pre-tax income (excluding the impact of noncontrolling interest and the provision for income taxes) by $8.9 million in 2017, $6.3 million in 2016 and $10.5 million in 2015.

Future amortization/accretion is estimated to decrease pre-tax income (excluding the impact of noncontrolling interest and the provision for income taxes) by $5.0 million in 2018, $3.7 million in 2019, $2.3 million in 2020, $1.7 million in 2021 and $22.9 million thereafter.

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

12 Months Ended

Dec. 31, 2017

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

NOTE 13 DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

We are exposed to interest rate risk related to our variable interest rate debt, and we manage this risk by utilizing interest rate derivatives. To add stability to interest costs by reducing our exposure to interest rate movements, we use interest rate swaps and caps as part of our interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for our fixed‑rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up‑front premium. Our interest rate caps are not currently designated as hedges, and therefore, any gain or loss is recognized in current period earnings. These derivatives are recorded on a gross basis at fair value.

The effective portion of changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Accumulated Other Comprehensive Income (“AOCI”) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. The ineffective portion of the change in fair value of the derivatives is recognized directly in earnings in Other (loss) income, net. During the year ended December 31, 2017, the ineffective portion is $0.7 million. During the years ended December 31, 2016 and 2015, the ineffective portion recorded in earnings was insignificant.

Assessments of hedge effectiveness are performed quarterly using regression analysis and the measurement of hedge ineffectiveness is based on the hypothetical derivative method. We are exposed to credit risk in the event of non-performance by our derivative counterparties. We evaluate counterparty credit risk through monitoring the creditworthiness of counterparties, which includes review of debt ratings and financial performance. To mitigate its credit risk, we enter into agreements with counterparties we consider credit-worthy, such as large financial institutions with favorable credit ratings. As of December 31, 2017 and 2016, there were no termination events or events of default related to the interest rate swaps.

If the derivative contracts are terminated prior to their maturity, the amounts previously recorded in AOCI are recognized into earnings over the period that the hedged transaction impacts earnings. If the hedging relationship is discontinued because it is probable that the forecasted transaction will not occur according to the original strategy, any related amounts previously recorded in AOCI are recognized in earnings immediately.

The following table summarizes details related to our derivative contracts:


					Fixed				Fair Value Asset (Liability)
			Notional		Interest		Effective	Maturity	December 31,		December 31,
(In thousands)		Balance Sheet Location	Amount		Rate		Date	Date	2017		2016
Currently-paying contracts:
Interest Rate Swap	(a)	Accounts payable and accrued expenses	$	18,926	2.96	%	5/10/2011	10/31/2019	$	(286)	$	(740)
Interest Rate Swap	(a)	Prepaid expenses and other assets, net		40,000	1.66		5/6/2015	5/1/2020		299		(143)
Interest Rate Swap	(a)	Prepaid expenses and other assets, net		119,359	1.14		10/3/2016	9/12/2021		4,007		3,368
Interest Rate Cap	(b)	Prepaid expenses and other assets, net		75,000	5.00		9/1/2017	8/31/2019		—		—
Interest Rate Cap	(c)	Prepaid expenses and other assets, net		230,000	2.50		12/22/2016	12/23/2019		164		768
Interest Rate Swap	(a) (d)	Accounts payable and accrued expenses		50,000	2.65		12/31/2017	12/31/2027		(1,124)		(610)
Interest Rate Swap	(a) (d)	Accounts payable and accrued expenses		100,000	2.68		12/31/2017	12/31/2027		(2,509)		(1,479)
Interest Rate Swap	(a) (d)	Accounts payable and accrued expenses		100,000	2.62		12/31/2017	12/31/2027		(2,042)		(1,015)
Total fair value derivative assets									$	4,470	$	4,136
Total fair value derivative liabilities									$	(5,961)	$	(3,987)

(a)

Denotes derivatives designated as hedging instruments.

(b)

As of December 31, 2016, our $100.0 million interest rate cap with a 5.00% interest rate and an August 31, 2017 maturity date was in place and matured as scheduled. A new interest rate cap was entered into as detailed above and is not currently designated as a hedging instrument. Interest (income) expense included in the consolidated statements of operations for the year ended December 31, 2017 related to this contract is not material.

(c)

Denotes derivative contract that is not designated as a hedging instrument as of December 31, 2017. Interest (income) expense of $(0.6) million is included in the consolidated statements of operations for the year ended December 31, 2017, related to this contract.

(d)

Forward starting swaps were entered into in December 2015 and became effective as of December 31, 2017.

The tables below present the effect of our derivative financial instrument on the Consolidated Statements of Operations for the years ended December 31, 2017, 2016 and 2015:


	Amount of Loss Recognized
	in AOCI on Derivative
	(Effective Portion)
	Year Ended December 31,
Derivatives in Cash Flow Hedging Relationships	2017		2016		2015
Interest rate swaps	$	(726)	$	831	$	(1,705)


	Amount of Loss Reclassified from
	AOCI into Operations
	(Effective Portion)
	Year Ended December 31,
Location of Loss Reclassified from AOCI into Operations	2017		2016		2015
Interest expense	$	(905)	$	(1,364)	$	(1,745)

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

12 Months Ended

Dec. 31, 2017

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

NOTE 14 ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

The following tables summarize changes in Accumulated Other Comprehensive Income (Loss) by component, all of which are presented net of tax:


Balance as of January 1, 2016	$	(7,889)
Other comprehensive income (loss) before reclassifications		(261)
Loss reclassified from accumulated other comprehensive loss to net income		1,364
Net current-period other comprehensive income (loss)		1,103
Balance as of December 31, 2016		(6,786)
Other comprehensive income (loss) before reclassifications		(1,084)
Loss reclassified from accumulated other comprehensive loss to net income		905
Net current-period other comprehensive income (loss)		(179)
Balance as of December 31, 2017	$	(6,965)

The following table summarizes the amounts reclassified out of AOCI:


		Amounts reclassified from Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) Components	Affected line items in the	For the Year Ended
(In thousands)	Statements of Operations	December 31, 2017		December 31, 2016
Losses on cash flow hedges	Interest expense	$	1,443	$	2,175
	Provision for income taxes		(538)		(811)
Total reclassifications for the period	Net of tax	$	905	$	1,364

STOCK-BASED PLANS

12 Months Ended

Dec. 31, 2017

STOCK-BASED PLANS

STOCK-BASED PLANS

NOTE 15 STOCK BASED PLANS

On November 9, 2010 (the “Effective Date”), HHC adopted The Howard Hughes Corporation Amended and Restated 2010 Incentive Plan (the “Incentive Plan”). Pursuant to the Incentive Plan, 3,698,050 shares of HHC common stock were reserved for issuance. New shares are issued on exercise of options. The Incentive Plan provides for grants of options, stock appreciation rights, restricted stock, other stock‑based awards and market‑based compensation (collectively, “the Awards”). Directors, employees and consultants of HHC and its subsidiaries and affiliates are eligible for awards. The Incentive Plan is administered by the Compensation Committee of the Board of Directors (“Committee”). Option grant amounts are awarded by the Committee.

Compensation costs for share‑based payment arrangements totaled $8.4 million, $9.4 million and $9.8 million, of which $1.1 million, $2.6 million and $2.5 million were capitalized for 2017, 2016, and 2015, respectively. As of December 31, 2017, there were a maximum of 2,032,473 shares available for future grant under our various stock plans.

Stock Options

The following tables summarize stock option activity:


				Weighted Average	Aggregate
		Weighted Average		Remaining	Intrinsic
	Shares	Exercise Price		Contractual Term	Value
				(In years)
Stock options outstanding at January 1, 2015	1,046,490	$	72.61
Granted	117,000		134.24
Exercised	—		—
Forfeited	(77,450)		103.84
Expired	—		—
Stock options outstanding at December 31, 2015	1,086,040	$	77.11

Granted	162,100	$	109.42
Exercised	(3,000)		60.33
Forfeited	(68,500)		122.93
Expired	—		—
Stock options outstanding at December 31, 2016	1,176,640	$	78.87

Granted	58,000	$	119.85
Exercised	(395,482)		58.81
Forfeited	(54,976)		105.17
Expired	(1,000)		57.77
Stock options outstanding at December 31, 2017	783,182	$	90.22	5.7	33,454,510

Stock options exercisable at December 31, 2017	306,182	$	59.96	3.6	21,833,176

Stock options vested and expected to vest at December 31, 2017	772,990	$	59.96	5.7	33,302,071

Information related to stock options outstanding as of December 31, 2017 is summarized below:


							Weighted Average
							Remaining
				Number	Weighted Average		Contractual Term	Number
Range of Exercise Prices				Outstanding	Exercise Price		(In years)	Exercisable
$	46.49	$	55.82	23,290	$	51.39	3.7	23,290
$	57.77	$	60.33	242,418		58.06	3.3	242,418
$	61.64	$	69.75	109,550		65.93	4.4	29,550
$	81.80	$	110.50	94,424		98.13	6.1	9,024
$	112.64	$	151.72	313,500		124.07	8.0	1,900
				783,182	$	90.22	5.7	306,182

The fair value on the grant date and the significant assumptions used in the Black‑Scholes option‑pricing model are as follows:


	As of December 31,
	2017			2016			2015
Grant date fair value	$	34.51		$	36.55		$	44.45
Expected life of options (in years)		8.4			7.4			7.5
Risk-free interest rate		2.2	%		1.8	%		2.0	%
Expected volatility		22.8	%		33.1	%		26.1	%
Expected annual dividend per share		—			—			—

The computation of the expected volatility assumption used in the Black‑Scholes calculations is based on the median asset volatility of comparable companies as of each of the grant dates.

Generally, options granted vest over requisite service periods or on a graduated scale based on total shareholder returns, expire ten years after the grant date and generally do not become exercisable until their restrictions on exercise lapses after the five –year anniversary of the grant date. For options that vest based on shareholder returns, the grant date fair values are calculated using a Monte-Carlo approach which simulates our stock price on the corresponding vesting dates before applying the Black-Scholes model.

The balance of unamortized stock option expense as of December 31, 2017 is $7.9 million, which is expected to be recognized over a weighted‑average period of 3.0 years. Net of amounts capitalized relating to our developments, $1.6 million, $2.9 million and $2.6 million for the years ended December 31, 2017, 2016 and 2015, respectively, of expense associated with stock options are included in General and administrative expense in the accompanying Consolidated Statements of Operations.

Restricted Stock

Restricted stock awards issued under the Incentive Plan provide that shares awarded may not be sold or otherwise transferred until restrictions have lapsed as established by the Committee. In addition to the granting of restricted stock to certain members of management, we award restricted stock to our non‑employee directors as part of their annual retainer. The management awards vest over five years, and the restriction on the non‑employee director shares lapse on the date of our annual meeting of shareholders, or June 1st of the award year, whichever is earlier.

Generally, upon termination of employment or directorship, restricted stock units and restricted shares which have not vested are forfeited.

The following table summarizes restricted stock activity:


	Weighted Average
	Grant Date
	Shares	Fair Value

Restricted stock outstanding at January 1, 2015	172,690	$	121.81
Granted	81,581		121.81
Vested	(7,546)		147.56
Forfeited	(4,169)		101.33
Restricted stock outstanding at December 31, 2015	242,556	$	100.15

Granted	136,198	$	67.80
Vested	(37,670)		83.47
Forfeited	(51,972)		90.14
Restricted stock outstanding at December 31, 2016	289,112	$	88.88

Granted	177,385	$	85.81
Vested	(68,819)		88.58
Forfeited	(43,482)		76.10
Restricted stock outstanding at December 31, 2017	354,196	$	88.97

The grant date fair value of the restricted stock is based on the closing sales price of our common stock on the grant date. For restricted stock awards that vest based on shareholder returns, the grant date fair values are calculated using a Monte-Carlo approach which simulates our stock price on the corresponding vesting dates before applying the Black-Scholes model.

Net of amounts capitalized relating to our developments, we recognized compensation expense of $5.7 million, $4.5 million and $4.7 million for the years ended December 31, 2017, 2016 and 2015, respectively, included in General and Administrative expense related to restricted stock awards in the accompanying Consolidated Statements of Operations. The fair value of restricted stock that vested during 2017 was $8.9 million. The balance of unamortized restricted stock expense as of December 31, 2017 was $20.3 million, which is expected to be recognized over a weighted‑average period of 4.2 years.

RENTALS UNDER OPERATING LEASES

12 Months Ended

Dec. 31, 2017

RENTALS UNDER OPERATING LEASES

RENTALS UNDER OPERATING LEASES

NOTE 16 RENTALS UNDER OPERATING LEASES

We receive rental income from the leasing of retail, office, multi-family and other space under operating leases. Such operating leases are with a variety of tenants. The minimum future rentals based on operating leases of our consolidated properties held as of December 31, 2017 are as follows:


	Total
	Minimum
Year	Rent
	(In thousands)
2018	$	160,878
2019		173,404
2020		163,048
2021		166,703
2022		165,703
Subsequent		1,027,115
Total	$	1,856,851

Minimum future rentals exclude amounts which are payable by certain tenants based upon a percentage of their gross sales or as reimbursement of operating expenses and amortization of above-market and below‑market tenant leases.

Percentage rent in lieu of fixed minimum rent recognized from tenants for the years ended December 31, 2017, 2016 and 2015 was $1.5 million, $2.4 million and $3.5 million, respectively.

Overage rent of approximately $2.8 million, $3.6 million, and $3.6 million for 2017, 2016 and 2015, respectively, are included in Other rental and property revenues in our Consolidated Statements of Operations.

SEGMENTS

12 Months Ended

Dec. 31, 2017

SEGMENTS

SEGMENTS

NOTE 17 SEGMENTS

We have three business segments which offer different products and services. Our three segments are managed separately because each requires different operating strategies or management expertise and are reflective of management’s operating philosophies and methods. In addition, our segments or assets within such segments could change in the future as development of certain properties commences or other operational or management changes occur. We do not distinguish or group our combined operations on a geographic basis. Furthermore, all operations are within the United States. Our reportable segments are as follows:

Master Planned Communities – includes the development and sale of land, in large‑scale, long‑term community development projects in and around Las Vegas, Nevada; Houston, Texas; and Columbia, Maryland.

Operating Assets – includes retail, office, hospitality and multi-family properties along with other real estate investments. These assets are currently generating revenues, and are comprised of commercial real estate properties recently developed or acquired by us, and properties where we believe there is an opportunity to redevelop, reposition, or sell to improve segment performance or to recycle capital.

Strategic Developments – includes our residential condominium and commercial property projects currently under development and all other properties held for development which have no substantial operations.

Effective January 1, 2017, we moved the Seaport District NYC assets under construction and related activities to the Strategic Developments segment from the Operating Assets segment. Seaport District NYC operating properties and related operating results remain presented within the Operating Assets segment. The respective segment earnings and total segment assets presented in our financial statements and elsewhere in this Annual Report have been adjusted in all periods reported to reflect this change.

Segment operating results for the years ended December 31, 2017, 2016 and 2015 are as follows:


	Year Ended December 31,
(In thousands)	2017		2016		2015
Master Planned Communities
Land sales	$	248,595	$	215,318	$	187,399
Builder price participation		22,835		21,386		26,846
Minimum rents		(8)		384		797
Other land revenues		28,124		16,192		14,778
Other rental and property revenues		(3)		24		45
Total revenues		299,543		253,304		229,865

Cost of sales – land		121,116		95,727		88,065
Land sales operations		38,777		42,371		44,907
Provision for doubtful accounts		2		—		—
Depreciation and amortization		323		311		640
Other income, net		(3,500)		—		—
Interest income		(4)		(59)		(60)
Interest expense (*)		(24,288)		(21,026)		(18,053)
Equity in (earnings) loss in Real Estate and Other Affiliates		(23,234)		(43,501)		—
Total expenses		109,192		73,823		115,499
MPC segment EBT		190,351		179,481		114,366

Operating Assets
Minimum rents		182,468		172,437		149,064
Tenant recoveries		45,366		44,306		39,415
Hospitality revenues		76,020		62,252		45,374
Other rental and property revenues		23,701		16,170		25,453
Total revenues		327,555		295,165		259,306

Other property operating costs		71,748		60,506		68,078
Rental property real estate taxes		26,523		24,439		21,856
Rental property maintenance costs		12,872		12,033		10,236
Hospitality operating costs		56,362		49,359		34,839
Provision for doubtful accounts		2,710		5,601		3,998
Demolition costs		1,605		194		2,412
Provision for impairment		—		35,734		—
Development-related marketing costs		3,346		947		7,934
Depreciation and amortization		122,421		86,313		89,075
Other income, net		315		(4,601)		(524)
Interest income		(22)		(19)		(37)
Interest expense (*)		61,606		50,446		32,968
Equity in (earnings) loss in Real Estate and Other Affiliates		(3,267)		(2,802)		(1,883)
Total expenses		356,219		318,150		268,952
Operating Assets segment EBT		(28,664)		(22,985)		(9,646)

Strategic Developments
Minimum rents		565		447		899
Tenant recoveries		448		24		127
Condominium rights and unit sales		464,251		485,634		305,284
Other land revenues		42		40		25
Other rental and property revenues		7,716		391		1,582
Total revenues		473,022		486,536		307,917

Condominium rights and unit cost of sales		338,361		319,325		191,606
Other property operating costs		19,981		5,472		4,673
Rental property real estate taxes		2,662		2,408		2,282
Rental property maintenance costs		560		359		476
Provision for (recovery of) doubtful accounts		(2)		63		32
Demolition costs		318		2,018		885
Development-related marketing costs		17,158		21,237		17,532
Depreciation and amortization		1,210		2,744		3,240
Other income, net		(108)		(611)		104
Interest income		(187)		(500)		(202)
Interest expense (*)		(25,280)		(16,937)		(8,453)
Equity in (earnings) loss in Real Estate and Other Affiliates		550		(10,515)		(1,838)
Gains on sales of properties		(51,242)		(140,549)		—
Total expenses		303,981		184,514		210,337
Strategic Developments segment EBT		169,041		302,022		97,580
Total consolidated segment EBT	$	330,728	$	458,518	$	202,300

(*) Negative interest expense amounts are due to interest capitalized in our MPC and Strategic Developments segments related to Operating Assets segment debt and the Senior Notes.

The following reconciles EBT to GAAP income (loss) before taxes:


Reconciliation of EBT to income before taxes	Year Ended December 31,
(In thousands)	2017		2016		2015
MPC segment EBT	$	190,351	$	179,481	$	114,366
Operating Assets segment EBT		(28,664)		(22,985)		(9,646)
Strategic Developments segment EBT		169,041		302,022		97,580
Total consolidated segment EBT		330,728		458,518		202,300
Corporate and other items:
General and administrative		(89,882)		(86,588)		(81,345)
Corporate interest expense, net		(48,700)		(52,460)		(52,995)
Warrant liability (loss) gain		(43,443)		(24,410)		58,320
Gain on acquisition of joint venture partner's interest		23,332		27,088		—
Gain (loss) on disposal of operating assets		3,868		(1,117)		29,073
Corporate Gains on sales of properties		125		—		—
Equity in earnings in Real Estate and Other Affiliates		(453)		—		—
Loss on redemption of senior notes due 2021		(46,410)		—		—
Corporate other (expense) income, net		(45)		6,241		1,409
Corporate depreciation and amortization		(8,298)		(6,496)		(6,042)
Total Corporate and other items		(209,906)		(137,742)		(51,580)
Income before taxes	$	120,822	$	320,776	$	150,720

The following reconciles segment revenues to GAAP consolidated revenues:


Reconciliation of Segment Basis Revenues to Revenues	Year Ended December 31,
(In thousands)	2017		2016		2015
Master Planned Communities	$	299,543	$	253,304	$	229,865
Operating Assets		327,555		295,165		259,306
Strategic Developments		473,022		486,536		307,917
Total revenues	$	1,100,120	$	1,035,005	$	797,088

The assets by segment and the reconciliation of total segment assets to the total assets in the Consolidated Balance Sheets are summarized as follows:


	December 31,
(In thousands)	2017		2016
Master Planned Communities	$	1,999,090	$	1,982,639
Operating Assets		2,489,177		2,344,949
Strategic Developments		1,511,612		1,451,460
Total segment assets		5,999,879		5,779,048
Corporate and other		729,185		588,334
Total assets	$	6,729,064	$	6,367,382

The increase in the Operating Assets segment asset balance as of December 31, 2017 compared to 2016 is primarily due to placing One and Two Merriweather, HHC 242 and HHC 2978 Self-Storage in service as well as the acquisitions of our joint venture partners’ 50% interests in the Las Vegas 51s and Constellation, respectively, partially offset by the transfers of Landmark Mall, a portion of Ward Village Retail and our investment in 33 Peck Slip to Strategic Developments in 2017.

The increase in the Strategic Developments segment asset balance as of December 31, 2017 compared to December 31, 2016 relates to transfers of Landmark Mall and 33 Peck Slip into the segment along with increased development expenditures primarily in the Seaport District and at our Ward condominium projects under construction. Ongoing predevelopment activities at various other projects also contributed to the increase, partially offset by the partial sale of The Elk Grove Collection and placing various assets in service.

The increase in the Corporate and other asset balance as of December 31, 2017 compared to December 31, 2016 is primarily due to net proceeds received from the issuance of the 2025 Notes in March 2017.

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

12 Months Ended

Dec. 31, 2017

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

NOTE 18 QUARTERLY FINANCIAL INFORMATION (UNAUDITED)


	2017
	First		Second		Third		Fourth
(In thousands, except share amounts)	Quarter		Quarter		Quarter		Quarter
Total revenues	$	231,762	$	308,639	$	258,736	$	300,983
Operating income		77,554		54,133		24,372		62,443
Net income		5,659		3,120		10,516		147,328
Net income attributable to common stockholders		5,659		3,120		10,504		149,121
Earnings per share:
Basic		0.14		0.08		0.25		3.48
Diluted (a)		0.13		0.07		0.24		3.46
Weighted average shares outstanding:
Basic		39,799		40,373		42,845		42,860
Diluted		42,757		43,051		43,267		43,120


	2016
	First		Second		Third		Fourth
(In thousands, except share amounts)	Quarter		Quarter		Quarter		Quarter
Total revenues	$	240,680	$	273,514	$	242,265	$	278,546
Operating income		192,970		73,636		784		59,372
Net income		143,765		6,970		7,996		43,595
Net income attributable to common stockholders		143,765		6,970		7,973		43,595
Earnings per share:
Basic		3.64		0.18		0.20		1.10
Diluted (a)		2.69		0.16		0.19		1.02
Weighted average shares outstanding:
Basic		39,473		39,492		39,502		39,502
Diluted		42,400		42,664		42,760		42,753

Diluted earnings per share includes the impact of warrants, in the money options and restricted stock. Net income used in the calculation of EPS was also adjusted for the warrant gain during the period, where applicable.

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

12 Months Ended

Dec. 31, 2017

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

SCHEDULE III - REAL ESTATE AND ACCUMULATED DEPRECIATION

SCHEDULE III – REAL ESTATE AND ACCUMULATED DEPRECIATION

DECEMBER 31, 2017


				Initial Cost (b)				Costs Capitalized Subsequent to Acquisition (c)				Gross Amounts at Which Carried at Close of Period (d)
						Buildings				Buildings				Buildings							Date
						and				and				and				Accumulated		Date of	Acquired /
Name of Center	Location	Encumbrances (a)		Land		Improvements		Land (e)		Improvements (e)(f)		Land		Improvements (f)		Total		Depreciation (g)		Construction	Completed
Bridgeland
Bridgeland	Cypress, TX	$	65,000	$	260,223	$	—	$	198,685	$	1,960	$	458,908	$	1,960	$	460,868	$	(801)		2004
Lakeland Village Center at Bridgeland	Cypress, TX		11,470		2,404		11,135		—		3,038		2,404		14,173		16,577		(335)		2016
Columbia
American City Building	Columbia, MD		—		—		13,534		—		—		—		13,534		13,534		—		2016
Aristocrat	Columbia, MD		—		—		15,313		—		—		—		15,313		15,313		—	2017
10 - 70 Columbia Corporate Center	Columbia, MD		100,000		24,685		94,824		—		18,680		24,685		113,504		138,189		(12,067)		2012/2014
Columbia Office Properties	Columbia, MD		—		1,175		14,913		—		268		1,175		15,181		16,356		(4,527)		1969/1972
Columbia Regional Building	Columbia, MD		25,000		—		28,865		—		2,223		—		31,088		31,088		(3,213)		2014
Lakefront	Columbia, MD		—		—		1,964		—		—		—		1,964		1,964		—		2004
Maryland Communities	Columbia, MD		—		457,552		—		(440,924)		197		16,628		197		16,825		(150)		2004
Merriweather District Predevelopment	Columbia, MD		—		—		—		—		76,808		—		76,808		76,808		—		2015
One Mall North	Columbia, MD		14,463		7,822		10,818		—		—		7,822		10,818		18,640		(335)		2016
One Merriweather	Columbia, MD		42,332		1,433		58,936		—		8,065		1,433		67,001		68,434		(1,396)		2017
Ridgely Building	Columbia, MD		—		400		58,937		—		(58,937)		400		—		400		—	2017
Two Merriweather	Columbia, MD		19,429		1,019		4,931		—		25,691		1,019		30,622		31,641		(127)		2017
Seaport District
Seaport Predevelopment	New York, NY		—		—		7,641		—		581		—		8,222		8,222		—	2013
85 South Street	New York, NY		—		15,913		8,137		—		949		15,913		9,086		24,999		(1,985)		2014
Seaport District NYC - Tin Building	New York, NY		—		—		8,290		—		5,022		—		13,312		13,312		—		2015
Seaport District NYC - Pier 17	New York, NY		—		—		—		—		344,168		—		344,168		344,168		—	2017
Seaport District NYC Historic District / Uplands	New York, NY		—		—		7,884		—		105,078		—		112,962		112,962		(7,252)	2013	2016
Summerlin
Constellation	Las Vegas, NV		24,200		3,069		39,759		—		—		3,069		39,759		42,828		—		2016
Downtown Summerlin (h)	Las Vegas, NV		276,900		30,855		364,100		—		25,484		30,855		389,584		420,439		(42,046)		2014
Downtown Summerlin Apartments	Las Vegas, NV		—		—		—		—		12,661		—		12,661		12,661		—	2017
Hockey Ground Lease	Las Vegas, NV		—		—		—		4,710		2,156		4,710		2,156		6,866		(33)	2017
Las Vegas 51s	Las Vegas, NV		—		—		179		—		—		—		179		179		(40)		2017
Las Vegas Ballpark	Las Vegas, NV		—		—		—		—		7,651		—		7,651		7,651		—	2017
Summerlin	Las Vegas, NV		24,764		990,179		—		(137,946)		1,186		852,233		1,186		853,419		(660)		2004
Two Summerlin	Las Vegas, NV		—		—		18,676		—		—		—		18,676		18,676		—	2017
The Woodlands
Creekside Park Apartments	The Woodlands, TX		—		—		—		—		20,030		—		20,030		20,030		—	2017
Creekside Village Green	The Woodlands, TX		—		—		—		1,323		16,263		1,323		16,263		17,586		(1,590)		2015
Embassy Suites at Hughes Landing	The Woodlands, TX		31,245		—		6,752		1,818		36,117		1,818		42,869		44,687		(3,029)		2015
100 Fellowship Drive	The Woodlands, TX		1		—		—		—		21,691		—		21,691		21,691		—	2017
HHC 242 Self-Storage	The Woodlands, TX		6,243		878		6,802		—		1,090		878		7,892		8,770		(208)		2017
HHC 2978 Self-Storage	The Woodlands, TX		5,634		124		5,498		—		2,015		124		7,513		7,637		(160)		2017
One Hughes Landing	The Woodlands, TX		52,000		1,678		34,761		—		—		1,678		34,761		36,439		(6,287)		2013
Two Hughes Landing	The Woodlands, TX		48,000		1,269		34,950		—		—		1,269		34,950		36,219		(5,693)		2014
Three Hughes Landing	The Woodlands, TX		45,058		2,626		46,372		—		21,638		2,626		68,010		70,636		(1,814)		2016
1725 Hughes Landing Boulevard	The Woodlands, TX		58,815		1,351		36,764		—		30,252		1,351		67,016		68,367		(6,510)		2015
1735 Hughes Landing Boulevard	The Woodlands, TX		58,602		3,709		97,651		—		—		3,709		97,651		101,360		(9,292)		2015
Hughes Landing Retail	The Woodlands, TX		35,000		5,184		—		—		32,987		5,184		32,987		38,171		(3,145)		2015
1701 Lake Robbins	The Woodlands, TX		—		1,663		3,725		—		10		1,663		3,735		5,398		(320)		2014
Lake Woodlands Crossing Retail	The Woodlands, TX		—		—		6,525		—		—		—		6,525		6,525		—	2017
2201 Lake Woodlands Drive	The Woodlands, TX		—		3,755		—		—		47		3,755		47		3,802		(5)		1994
One Lakes Edge	The Woodlands, TX		69,440		1,057		81,768		—		—		1,057		81,768		82,825		(5,784)		2015
Millennium Six Pines Apartments	The Woodlands, TX		42,500		4,000		54,624		7,225		—		11,225		54,624		65,849		(2,819)		2014
Millennium Waterway Apartments	The Woodlands, TX		55,095		15,917		56,002		—		1,394		15,917		57,396		73,313		(12,898)		2010
9303 New Trails	The Woodlands, TX		12,003		1,929		11,915		—		601		1,929		12,516		14,445		(2,182)		2008
3831 Technology Forest Drive	The Woodlands, TX		21,954		514		14,194		—		1,703		514		15,897		16,411		(2,435)		2014
The Westin at the Woodlands	The Woodlands, TX		57,946		22,473		—		(20,520)		88,892		1,953		88,892		90,845		(5,229)		2016
The Woodlands	The Woodlands, TX		150,000		269,411		9,814		(63,362)		6,793		206,049		16,607		222,656		(3,098)		2011
The Woodlands Parking Garages	The Woodlands, TX		—		5,857		—		1,529		11,837		7,386		11,837		19,223		(1,126)		2008/2009
The Woodlands Resort & Conference Center	The Woodlands, TX		65,500		13,258		37,983		—		76,801		13,258		114,784		128,042		(15,795)		2014
20/25 Waterway Avenue	The Woodlands, TX		13,646		2,346		8,871		—		775		2,346		9,646		11,992		(2,122)		20072009
Waterway Garage Retail	The Woodlands, TX		—		1,341		4,255		—		1,411		1,341		5,666		7,007		(1,169)		2011
3 Waterway Square	The Woodlands, TX		50,327		748		—		—		42,329		748		42,329		43,077		(9,387)		2013
4 Waterway Square	The Woodlands, TX		35,151		1,430		51,553		—		4,288		1,430		55,841		57,271		(10,551)		2010
2000 Woodlands Parkway	The Woodlands, TX		—		—		—		—		135		—		135		135		—		1997
1400 Woodloch Forest	The Woodlands, TX		—		—		—		1,570		14,341		1,570		14,341		15,911		(4,102)		1981
The Woodlands Hills
The Woodlands Hills	Conroe, TX		—		99,284		—		9,176		—		108,460		—		108,460		—		2014
Ward Village
Ae`o	Honolulu, HI		33,603		9,795		85,046		(9,795)		51,818		—		136,864		136,864		—	2016
Anaha	Honolulu, HI		—		5,546		47,450		(5,546)		(8,609)		—		38,841		38,841		(2)	2014	2017
Ke Kilohana	Honolulu, HI		—		2,615		17,784		(2,615)		57,233		—		75,017		75,017		—	2016
Kewalo Harbor	Honolulu, HI		—		—				—		7,535		—		7,535		7,535		(1)	2017
Waiea	Honolulu, HI		—		—		20,812		—		39,294		—		60,106		60,106		(3)	2014	2017
Ward Predevelopment	Honolulu, HI		—		—		24,069		—		72,172		—		96,241		96,241		(59)	2013	2015
Ward Village	Honolulu, HI		238,718		164,007		89,321		(77,860)		186,930		86,147		276,251		362,398		(61,380)		2002
Other
AllenTowne	Dallas, TX		—		25,575		—		(25,575)		25,886		—		25,886		25,886		—		2006
Bridges at Mint Hill	Charlotte, NC		—		—		—		—		21,874		—		21,874		21,874		—		2007
Circle T Ranch and Power Center	Dallas/Fort Worth, TX		—		—		—		—		229		—		229		229		—		2005
Cottonwood Mall	Salt Lake City, UT		—		7,613		42,987		(7,613)		(21,440)		—		21,547		21,547		—		2002
Landmark Mall	Alexandria, VA		—		28,396		67,235		(28,396)		(12,652)		—		54,583		54,583		(10)		2004
Outlet Collection at Riverwalk	New Orleans, LA		53,841		—		94,513		—		1,161		—		95,674		95,674		(16,175)		2014
The Elk Grove Collection	Elk Grove, CA		—		—		—		—		10,396		—		10,396		10,396		(5)		2003
110 North Wacker	Chicago, IL		18,926		—		29,035		12,249		17,983		12,249		47,018		59,267		(34,165)		1957
West Windsor	Princeton, NJ		—		—		—		—		26,158		—		26,158		26,158		(100)		2004
Total excluding Corporate, Deferred financing costs and Unamortized bond issuance costs			1,862,806		2,502,078		1,897,867		(581,867)		1,492,337		1,920,211		3,390,204		5,310,415		(303,617)
Corporate	Various		1,014,983		885		1,027		(885)		43,967		—		44,994		44,994		(18,265)
Unamortized bond issuance costs	N/A		(6,898)		—		—		—		—		—		—		—		—
Deferred financing costs	N/A		(12,946)		—		—		—		—		—		—		—		—
	Total	$	2,857,945	$	2,502,963	$	1,898,894	$	(582,752)	$	1,536,304	$	1,920,211	$	3,435,198	$	5,355,409	$	(321,882)

(a)

See description of Encumbrances in Note 8 – Mortgages, Notes and Loans Payable of the Consolidated Financial Statements.

(b)

Initial cost for projects undergoing development or redevelopment is cost at end of first complete calendar year subsequent to opening.

(c)

For retail and other properties, costs capitalized subsequent to acquisitions is net of cost of disposals or other property write‑downs. For MPCs, costs capitalized subsequent to acquisitions are net of the cost of land sales.

(d)

The aggregate cost of land, building and improvements for federal income tax purposes is approximately $4.6 billion.

(e)

Reductions in Land reflect transfers to Buildings and Improvements for projects which we are internally developing.

(f)

Includes all amounts related to Developments.

(g)

Depreciation is computed based upon the useful lives below.

(h)

Downtown Summerlin includes ONE Summerlin office property, which was placed in service in 2015.


Asset Type	Years	Location of Asset
Buildings and improvements	10 - 45	Buildings and Equipment
Equipment and fixtures	5 - 10	Buildings and Equipment
Computer hardware and software, and vehicles	3 - 5	Prepaid expenses and other assets, net
Tenant improvements	Lesser of lease term or useful life	Prepaid expenses and other assets, net
Leasing costs	Related lease term	Prepaid expenses and other assets, net


Reconciliation of Real Estate
(In thousands)	2017		2016		2015
Balance at beginning of year	$	4,979,840	$	4,774,632	$	4,116,556
Change in land		93,833		122,446		95,095
Additions		790,183		830,896		834,346
Impairments		—		(35,734)		—
Dispositions and write-offs and land and condominium costs of sales		(508,447)		(712,400)		(271,365)
Balance at end of year	$	5,355,409	$	4,979,840	$	4,774,632


Reconciliation of Accumulated Depreciation
(In thousands)	2017		2016		2015
Balance at beginning of year	$	245,814	$	232,969	$	157,182
Depreciation Expense		116,401		81,878		82,275
Dispositions and write-offs		(40,333)		(69,033)		(6,488)
Balance at end of year	$	321,882	$	245,814	$	232,969

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2017

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Principles of Consolidation and Basis of Presentation

Use of Estimates

Segments

Investment in Real Estate

Master Planned Community Assets, Land, Buildings and Equipment

We periodically review the estimated useful lives of properties. Depreciation or amortization expense is computed using the straight‑line method based upon the following estimated useful lives:


Asset Type	Years	Location of Asset
Buildings and improvements	10 - 45	Buildings and Equipment
Equipment and fixtures	5 - 10	Buildings and Equipment
Computer hardware and software, and vehicles	3 - 5	Prepaid expenses and other assets, net
Tenant improvements	Lesser of lease term or useful life	Prepaid expenses and other assets, net
Leasing costs	Related lease term	Prepaid expenses and other assets, net

Developments

Our Developments consist of the following categories:


	December 31,
(In thousands)	2017		2016
Land and improvements	$	202,875	$	188,544
Development costs		675,691		567,650
Condominium projects		318,016		205,786
Total Developments	$	1,196,582	$	961,980

Investment in Real Estate and Other Affiliates


	December 31,
(In thousands)	2017		2016
Land and improvements	$	202,875	$	188,544
Development costs		675,691		567,650
Condominium projects		318,016		205,786
Total Developments	$	1,196,582	$	961,980

Investment in Real Estate and Other Affiliates

Acquisition of Properties

Acquisitions of Properties

Impairment

Cash and Cash Equivalents

Receivable, net

Accounts Receivable, net

Accounts receivable includes tenant rents, tenant recoveries and other receivables.

The following table summarizes the changes in allowance for doubtful accounts against our accounts receivables:


(In thousands)	2017		2016		2015
Balance as of January 1	$	7,799	$	4,406	$	7,619
Provision for doubtful accounts		2,710		5,664		4,030
Write-offs		(1,209)		(2,271)		(7,243)
Balance as of December 31,	$	9,300	$	7,799	$	4,406

Notes Receivable, net

Municipal Utility District Receivables, net

Prepaid Expenses and Other Assets, net

Income Taxes

Deferred Expenses, net

Revenue Recognition and Related Matters

Condominium Rights and Unit Sales

Master Planned Community Land Sales

Minimum Rents and Tenant Recoveries

Revenue associated with our operating assets includes minimum rent, percentage rent in lieu of fixed minimum rent, tenant recoveries and overage rent.

Hospitality Revenues

Revenue from our hospitality properties is primarily related to room rentals and food and beverage sales and is recognized as services are performed.

Builder Price Participation

Other land revenues

Other land revenues is primarily related to easement revenue, ground maintenance revenue and advertising revenue and is recognized as services are performed.

Other rental and property revenues

Other rental and property revenues is primarily related to baseball revenue, other tenant revenue and overage rent revenue and is recognized as services are performed.

Marketing and advertising

Fair Value of Financial Instruments

Derivative Instruments and Hedging Activities

Stock-Based Compensation

Recently Issued Accounting Pronouncements

The following is a summary of recently issued and other notable accounting pronouncements which relate to our business.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2017

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Schedule of Estimated Useful Lives


Asset Type	Years	Location of Asset
Buildings and improvements	10 - 45	Buildings and Equipment
Equipment and fixtures	5 - 10	Buildings and Equipment
Computer hardware and software, and vehicles	3 - 5	Prepaid expenses and other assets, net
Tenant improvements	Lesser of lease term or useful life	Prepaid expenses and other assets, net
Leasing costs	Related lease term	Prepaid expenses and other assets, net

Categories of Developments


	December 31,
(In thousands)	2017		2016
Land and improvements	$	202,875	$	188,544
Development costs		675,691		567,650
Condominium projects		318,016		205,786
Total Developments	$	1,196,582	$	961,980

Changes in Allowance for Doubtful Accounts


(In thousands)	2017		2016		2015
Balance as of January 1	$	7,799	$	4,406	$	7,619
Provision for doubtful accounts		2,710		5,664		4,030
Write-offs		(1,209)		(2,271)		(7,243)
Balance as of December 31,	$	9,300	$	7,799	$	4,406

EARNINGS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2017

EARNINGS PER SHARE

Summary of EPS calculations


	Year Ended December 31,
(In thousands, except per share amounts)	2017		2016		2015
Basic EPS:
Numerator:
Net income	$	166,623	$	202,326	$	126,719
Net income attributable to noncontrolling interests		1,781		(23)		—
Net income attributable to common stockholders	$	168,404	$	202,303	$	126,719

Denominator:
Weighted average basic common shares outstanding		41,364		39,492		39,470

Diluted EPS:
Numerator:
Net income attributable to common stockholders	$	168,404	$	202,303	$	126,719
Less: Warrant liability gain		—		—		(58,320)
Adjusted net income attributable to common stockholders	$	168,404	$	202,303	$	68,399

Denominator:
Weighted average basic common shares outstanding		41,364		39,492		39,470
Restricted stock and stock options		279		343		411
Warrants		1,446		2,894		2,873
Weighted average diluted common shares outstanding		43,089		42,729		42,754

Basic income per share:	$	4.07	$	5.12	$	3.21

Diluted income per share:	$	3.91	$	4.73	$	1.60

ACQUISITIONS AND DISPOSITIONS (Tables)

12 Months Ended

Dec. 31, 2017

ACQUISITIONS AND DISPOSITIONS

Schedule of purchase price


Asset	Acquisition date fair value
Building	$	38,213
Land		3,069
Improvements		957
Furniture, fixtures and equipment		590
Leases in place		714
Other identifiable assets		18
Total	$	43,561

INVESTMENT IN REAL ESTATE AND OTHER AFFILIATES (Tables)

12 Months Ended

Dec. 31, 2017

Summary of Investments in Real Estate and Other Affiliates


	Economic/Legal Ownership				Carrying Value				Share of Earnings/Dividends
	December 31,		December 31,		December 31,		December 31,		Year Ended December 31,
($ in thousands)	2017		2016		2017		2016		2017		2016			2015
Equity Method Investments
Master Planned Communities:
The Summit (a)	—	%	—	%	$	45,886	$	32,653	$	23,234	$	43,501		$	—
Operating Assets:
Las Vegas 51s, LLC (b) (c)	100.00		50.00			—		11,062		(152)		12			152
Constellation (b) (c)	100.00		50.00			—		2,730		(323)		(54)			—
The Metropolitan Downtown Columbia (d)	50.00		50.00			—		(1,064)		390		(800)			(13)
Millennium Six Pines Apartments (b)	100.00		100.00			—		—		—		44			(1,165)
Stewart Title of Montgomery County, TX	50.00		50.00			3,673		3,611		386		696			996
Woodlands Sarofim #1	20.00		20.00			2,696		2,683		53		182			166
Strategic Developments:
Circle T Ranch and Power Center (a)	50.00		50.00			4,455		4,956		—		10,497			—
HHMK Development	50.00		50.00			10		10		—		—			549
KR Holdings	50.00		50.00			749		707		41		18			1,289
m.flats/TEN.M (a)	50.00		50.00			6,521		6,379		(415)		—			—
33 Peck Slip (a)	35.00		35.00			8,651		8,243		(643)		106	(e)		—
						72,641		71,970		22,571		54,202			1,974
Cost method investments						3,952		4,406		2,927		2,616			1,747
Investment in Real Estate and Other Affiliates					$	76,593	$	76,376	$	25,498	$	56,818		$	3,721

(a)

Please refer to the discussion below for a description of the joint venture ownership structure.

(b)

(c)

Equity method VIE as of December 31, 2017.

(d)

(e)

The Summit

Summary of Investments in Real Estate and Other Affiliates


	December 31,
(in millions)	2017		2016
Total Assets	$	166.9	$	151.4
Total Liabilities		118.9		116.6
Total Equity		48.0		34.8


	Year Ended December 31,
(in millions)	2017		2016
Revenues (a)	$	58.6	$	79.8
Net income		23.2		43.5
Gross Margin		31.2		47.1

(a)

Revenues related to land sales at the joint venture are recognized on a percentage of completion basis.

IMPAIRMENT (Tables)

12 Months Ended

Dec. 31, 2017

IMPAIRMENT

Summary of Impaired Asset


			Provision for impairment as of December 31,
Impaired Asset	Location	Method of Determining Fair Value	2017		2016		2015
			(In thousands)
Operating Assets:
Park West	Peoria, AZ	Discounted cash flow analysis using capitalization rate of 6.75%	$	—	$	35,734	$	—

FAIR VALUE (Tables)

12 Months Ended

Dec. 31, 2017

FAIR VALUE

Summary of Assets and Liabilities Measured on a Recurring Basis


	December 31, 2017								December 31, 2016
	Fair Value Measurements Using								Fair Value Measurements Using
(In thousands)	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
Assets:
Cash equivalents	$	50,135	$	50,135	$	—	$	—	$	18	$	18	$	—	$	—
Interest rate swap derivative assets		4,470		—		4,470		—		—		—		—		—
Liabilities:
Interest rate swap derivative liabilities		5,961		—		5,961		—		(149)		—		(149)		—
Warrants		—		—		—		—		332,170		—		—		332,170

Rollforward of Sponsor and Management Warrants


(In thousands)	2017		2016		2015
Balance as of January 1	$	332,170	$	307,760	$	366,080
Warrant liability loss (gain) (a)		43,443		24,410		(58,320)
Exercises of Sponsor and Management Warrants		(375,613)		—		—
Balance as of December 31	$	—	$	332,170	$	307,760

(a)

Schedule of significant unobservable inputs used in the fair value measurement of warrants designated as Level 3


	Unobservable Inputs
	Expected Volatility (a)	Marketability Discount (b)
December 31, 2017 (c)	N/A	N/A
December 31, 2016	31.0%	0.0% - 1.0%

(a)

Based on our implied equity volatility.

(b)

Marketability discount decreases as the contractual expiration date of the marketability restrictions approaches.

(c)

See Note 3 – Warrant Liabilities for additional information.

Summary of assets and liabilities that were measured at fair value on a non-recurring basis


		December 31, 2017				December 31, 2016
(In thousands)	Fair Value Hierarchy	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Assets:
Cash	Level 1	$	810,924	$	810,924	$	665,492	$	665,492
Accounts receivable, net (a)	Level 3		13,041		13,041		9,883		9,883
Notes receivable, net (b)	Level 3		5,864		5,864		155		155

Liabilities:
Fixed-rate debt (c)	Level 2	$	1,526,875	$	1,554,766	$	1,184,141	$	1,224,573
Variable-rate debt (c)	Level 2		1,350,914		1,350,914		1,524,319		1,524,319

(a)

Accounts receivable, net is shown net of an allowance of $9.3 million and $7.9 million at December 31, 2017 and 2016, respectively.

(b)

Notes receivable, net is shown net of an allowance of $0.1 million at December 31, 2017 and 2016.

(c)

Excludes related unamortized financing costs.

MORTGAGES, NOTES AND LOANS PAYABLE, NET (Tables)

12 Months Ended

Dec. 31, 2017

MORTGAGES, NOTES AND LOANS PAYABLE

Summary of mortgages, notes and loans payable


	December 31,
(In thousands)	2017		2016
Fixed-rate debt:
Unsecured 5.375% Senior Notes	$	1,000,000	$	—
Unsecured 6.875% Senior Notes		—		750,000
Secured mortgages, notes and loans payable		499,299		390,118
Special Improvement District bonds		27,576		44,023
Variable-rate debt:
Mortgages, notes and loans payable (a)		1,350,914		1,524,319
Unamortized bond issuance costs		(6,898)		(5,779)
Deferred financing costs		(12,946)		(11,934)
Total mortgages, notes and loans payable, net	$	2,857,945	$	2,690,747

(a)

Schedule of mortgages, notes and loans payable by property


					Maximum		Carrying Value
	Initial / Extended	Interest			Facility		December 31,		December 31,
($ in thousands)	Maturity (a)	Rate			Amount		2017		2016
Master Planned Communities
Summerlin South SID Bonds - S124	December 2019	5.95	%				$	84	$	123
Summerlin South SID Bonds - S128	December 2020	7.30	%					390		440
Summerlin South SID Bonds - S132	December 2020	6.00	%					912		1,268
The Woodlands Master Credit Facility	April 2020 / April 2021	4.24	%	(b)	$	180,000		150,000		150,000
Bridgeland Credit Facility	November 2020 / November 2022	4.76	%	(b)		65,000		65,000		65,000
Summerlin South SID Bonds - S151	June 2025	6.00	%					3,763		4,159
Summerlin South SID Bonds - S128C	December 2030	6.05	%					4,283		4,600
Summerlin South SID Bonds - S159	June 2035	6.00	%					139		2,389
Summerlin West SID Bonds - S812	October 2035	6.00	%					15,193		27,459
Master Planned Communities Total								239,764		255,438

Operating Assets
1701 Lake Robbins	April 2017	5.81	%					—		4,600
Outlet Collection at Riverwalk	October 2017 / October 2018	4.24	%	(b)		53,841		53,841		55,778
1725-35 Hughes Landing Boulevard	June 2018 / June 2019	3.14	%	(b)		143,000		117,417		105,647
The Westin at The Woodlands (c)	August 2018 / August 2019	4.14	%	(b)		57,946		57,946		58,077
110 North Wacker (d)	October 2019	5.21	%					18,926		22,704
Three Hughes Landing	January 2018 / December 2019	3.84	%	(b)		65,455		45,058		35,053
Lakeland Village Center at Bridgeland	May 2018 / May 2020	3.84	%	(b)		14,000		11,470		9,979
Embassy Suites at Hughes Landing	October 2018 / October 2020	3.99	%	(b)		37,100		31,245		29,461
The Woodlands Resort & Conference Center (c)	December 2018 / December 2020	4.74	%	(b)		65,500		65,500		70,000
One Merriweather	February 2020 / February 2021	3.64	%	(b)		49,929		42,332		23,588
Downtown Summerlin (e)	September 2020 / September 2021	4.69	%	(b)		274,088		274,088		302,981
Two Merriweather	October 2020 / October 2021	3.99	%	(b)		33,156		19,429		—
HHC 242 Self-Storage	October 2019 / October 2021	4.09	%	(b)		6,658		6,243		3,708
HHC 2978 Self-Storage Facility	January 2020 / January 2022	4.09	%	(b)		6,368		5,634		1,715
70 Columbia Corporate Center	May 2020 / May 2022	3.49	%	(b)(f)				20,000		20,000
One Mall North	May 2020 / May 2022	3.74	%	(b)(f)				14,463		—
10-60 Columbia Corporate Centers (g)	May 2020 / May 2022	3.33	%	(b)(f)				80,000		80,000
20/25 Waterway Avenue	May 2022	4.79	%					13,646		13,886
Millennium Waterway Apartments	June 2022	3.75	%					55,095		55,584
Ward Village (h)	September 2021 / September 2023	3.82	%	(b)				238,718		238,718
9303 New Trails	December 2023	4.88	%					12,003		12,378
4 Waterway Square	December 2023	4.88	%					35,151		36,249
3831 Technology Forest Drive	March 2026	4.50	%					21,954		22,383
Kewalo Basin Harbor	September 2027	4.24	%	(b)		11,562		—		—
Millennium Six Pines Apartments	August 2028	3.39	%					42,500		42,500
3 Waterway Square	August 2028	3.94	%					50,327		51,590
One Hughes Landing	December 2029	4.30	%					52,000		52,000
Downtown Summerlin SID Bonds - S128	December 2030	6.05	%					2,812		3,350
Two Hughes Landing	December 2030	4.20	%					48,000		48,000
One Lakes Edge	March 2029 / March 2031	4.50	%					69,440		68,874
Constellation Apartments	January 2033	4.07	%					24,200		—
Hughes Landing Retail	December 2036	3.50	%					35,000		35,000
Columbia Regional Building	February 2037	4.48	%					25,000		22,188
Other	Various	3.60	%					—		236
Operating Assets Total								1,589,438		1,526,227

Strategic Developments
Waiea and Anaha	November 2017 / November 2019	8.24	%	(b)				—		160,847
Ke Kilohana	December 2019 / December 2020	4.74	%	(b)		142,656		—		—
Ae`o	December 2019 / December 2021	5.49	%	(b)		230,000		33,603		—
100 Fellowship Drive	May 2022	2.99	%	(b)		51,426		1		—
Aristocrat	October 2022	4.90	%	(b)		31,118		—		—
Two Summerlin	October 2022	4.90	%	(b)		33,432		—		—
Strategic Developments Total								33,604		160,847

Other corporate financing arrangements	July 2018	3.00	%					14,983		15,948
Senior Notes	October 2021	6.88	%					—		750,000
Senior Notes	March 2025	5.38	%					1,000,000		—
Unamortized bond issuance costs								(6,898)		(5,779)
Deferred financing costs								(12,946)		(11,934)
Total mortgages, notes, and loans payable							$	2,857,945	$	2,690,747

(a)

(b)

The interest rate presented is based on the one month LIBOR, three month LIBOR or Prime rate, as applicable, which was 1.49%, 1.61% and 4.50%, respectively, at December 31, 2017.

(c)

Based on current performance of The Westin at The Woodlands and The Woodlands Resort and Conference Center, a paydown may be required in order to exercise the extension option.

(d)

LIBOR on the $18.9 million outstanding principal balance is swapped to a 2.96% fixed-rate through maturity resulting an overall fixed rate of 5.21%.

(e)

(f)

These three notes are part of one master facility, with all three respective properties collateralizing the total $114.5 million indebtedness.

(g)

LIBOR on $40.0 million of the outstanding principal balance is swapped to a 1.66% fixed-rate through maturity resulting in an overall fixed rate of 3.33%.

(h)

LIBOR on $119.4 million of the outstanding principal balance is swapped to a 1.14% fixed-rate through maturity resulting in an overall fixed rate of 3.82%.

Summary of Contractual Obligations Relating to Mortgages, Notes, and Loans Payable


	Mortgages, notes
	and loans payable
(In thousands)	principal payments
2018	$	78,207
2019		256,338
2020		178,836
2021		467,010
2022		251,086
Thereafter		1,646,312
Total principal payments		2,877,789
Deferred financing costs, net and unamortized underwriting fees		(19,844)
Total mortgages, notes and loans payable	$	2,857,945

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
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Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Section 50
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

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-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=64930739&loc=d3e28878-108400

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28541-108399

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
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-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=64930785&loc=d3e28551-108399

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=84159872&loc=d3e21521-112644

+ Details

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2017

INCOME TAXES

Schedule of provision for (benefit from) income taxes


(In thousands)	2017		2016		2015
Current	$	(2,338)	$	4,752	$	2,849
Deferred		(43,463)		113,698		21,152
Total	$	(45,801)	$	118,450	$	24,001

Schedule of reconciliation of income tax expense computed by applying the Federal corporate tax rate to the provision for income taxes


(In thousands)	2017		2016		2015
Tax at statutory rate on earnings from continuing operations before income taxes	$	42,911	$	112,264	$	52,751
(Decrease) increase in valuation allowance, net		(175)		(1,326)		1,742
State income taxes, net of Federal income tax benefit		1,408		4,004		267
Tax benefit from Tax Act		(101,688)		—		—
Tax expense (benefit) from other change in rates, prior period adjustments and other permanent differences		2,941		(4,591)		(7,361)
Tax benefit on equity compensation		(6,403)		—		—
Non-deductible warrant liability loss (gain)		15,205		8,544		(20,412)
Uncertain tax position benefit excluding interest		—		(407)		(2,483)
Uncertain tax position interest, net of Federal income tax benefit		—		(38)		(503)
Income tax (benefit) expense	$	(45,801)	$	118,450	$	24,001

Schedule of amounts and expiration dates of operating loss and tax credit carryforwards


			Expiration
(In thousands)	Amount		Date
Net operating loss carryforwards - Federal	$	147,059	2024-2037
Net operating loss carryforwards - State		327,221	2018-2037
Capital loss carryforwards		—	n/a
Tax credit carryforwards - Federal AMT		3,699	n/a

Summary of tax effects of temporary differences and carryforwards included in net deferred tax liabilities


(In thousands)	2017		2016
Deferred tax assets:
Operating and Strategic Developments properties, primarily differences in basis of assets and liabilities	$	92,210	$	208,862
Interest deduction carryforwards		29,247		54,759
Operating loss and tax credit carryforwards		50,914		30,866
Total deferred tax assets		172,371		294,487
Valuation allowance		(17,271)		(18,635)
Total net deferred tax assets	$	155,100	$	275,852
Deferred tax liabilities:
Property associated with MPCs, primarily differences in the tax basis of land assets and treatment of interest and other costs	$	(157,181)	$	(262,572)
Operating and Strategic Developments properties, primarily differences in basis of assets and liabilities		(60,430)		(40,915)
Deferred income		(98,339)		(173,310)
Total deferred tax liabilities		(315,950)		(476,797)
Total net deferred tax liabilities	$	(160,850)	$	(200,945)

Reconciliation of Unrecognized Tax Benefits


(In thousands)	2017		2016		2015
Unrecognized tax benefits, opening balance	$	—	$	36,524	$	184,200
Gross increases - tax positions in prior period		—		—		—
Gross decreases - tax positions in prior periods		—		(36,524)		(147,676)
Unrecognized tax benefits, ending balance	$	—	$	—	$	36,524

COMMITMENTS AND CONTINGENCIES (Tables)

12 Months Ended

Dec. 31, 2017

COMMITMENTS AND CONTINGENCIES

Summary of Obligations for Minimum Rentals Under Non-Cancelable Operating Leases


											Subsequent/
(In thousands)	2018		2019		2020		2021		2022		Other		Total
Ground lease and other leasing commitments	$	8,769	$	8,119	$	8,259	$	8,097	$	7,430	$	314,129	$	354,803

OTHER ASSETS AND LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2017

OTHER ASSETS AND LIABILITIES

Summary of the significant components of prepaid expenses and other assets


	December 31,
(In thousands)	2017		2016
Condominium receivables (a)	$	158,516	$	210,219
Condominium deposits		82,605		193,197
Straight-line rent		39,136		31,518
Security and escrow deposits		37,585		61,304
Intangibles		34,802		4,046
Special Improvement District receivable		26,430		61,603
Below-market ground leases		18,647		18,986
In-place leases		10,821		16,015
Above-market tenant leases		1,648		2,457
Equipment, net of accumulated depreciation of $6.9 million and $5.3 million, respectively		16,955		17,556
Prepaid expenses		11,731		11,177
Tenant incentives and other receivables		8,482		8,773
Interest rate swap derivative assets		4,470		—
Federal income tax receivable		2,198		15,763
Other		19,242		13,902
	$	473,268	$	666,516

(a)

We expect $4.4 million related to Anaha will be collected in 2018, and $151.5 million and $2.7 million relating to Ae`o and Ke Kilohana, respectively, will be collected in 2019.

Summary of the significant components of accounts payable and accrued expenses


	December 31,
(In thousands)	2017		2016
Construction payables	$	217,838	$	207,917
Condominium deposit liabilities		55,975		117,015
Deferred income		53,337		85,158
Accounts payable and accrued expenses		35,887		33,050
Tenant and other deposits		18,937		28,559
Accrued payroll and other employee liabilities		41,236		36,937
Accrued interest		20,322		16,897
Accrued real estate taxes		22,289		16,726
Straight-line ground rent liability		14,944		13,126
Interest rate swaps		5,961		(149)
Above-market ground leases		293		1,762
Other		34,699		15,012
	$	521,718	$	572,010

INTANGIBLES (Tables)

12 Months Ended

Dec. 31, 2017

INTANGIBLES

Summary of intangible assets and liabilities


	As of December 31, 2017						As of December 31, 2016
	Gross		Accumulated		Net		Gross		Accumulated		Net
	Asset		(Amortization)		Carrying		Asset		(Amortization)		Carrying
(In thousands)	(Liability)		/ Accretion		Amount		(Liability)		/ Accretion		Amount

Intangible Assets:
Indefinite lived intangibles	$	25,028	$	—	$	25,028	$	—	$	—	$	—
Goodwill		1,307		—		1,307		1,307		—		1,307
Other intangibles		10,278		(1,812)		8,466		3,038		(299)		2,739

Tenant leases:
In-place value		22,304		(11,483)		10,821		37,567		(21,552)		16,015
Above-market		4,171		(2,523)		1,648		4,879		(2,422)		2,457
Below-market		(6,454)		2,688		(3,766)		(6,618)		2,065		(4,553)

Ground leases:
Above-market		(293)		—		(293)		(1,955)		193		(1,762)
Below-market		23,096		(4,449)		18,647		23,096		(4,110)		18,986

Total indefinite lived intangibles						26,335						1,307
Total amortizing intangibles						35,523						33,882

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables)

12 Months Ended

Dec. 31, 2017

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

Summary of fair value of the Company's derivative financial instruments


					Fixed				Fair Value Asset (Liability)
			Notional		Interest		Effective	Maturity	December 31,		December 31,
(In thousands)		Balance Sheet Location	Amount		Rate		Date	Date	2017		2016
Currently-paying contracts:
Interest Rate Swap	(a)	Accounts payable and accrued expenses	$	18,926	2.96	%	5/10/2011	10/31/2019	$	(286)	$	(740)
Interest Rate Swap	(a)	Prepaid expenses and other assets, net		40,000	1.66		5/6/2015	5/1/2020		299		(143)
Interest Rate Swap	(a)	Prepaid expenses and other assets, net		119,359	1.14		10/3/2016	9/12/2021		4,007		3,368
Interest Rate Cap	(b)	Prepaid expenses and other assets, net		75,000	5.00		9/1/2017	8/31/2019		—		—
Interest Rate Cap	(c)	Prepaid expenses and other assets, net		230,000	2.50		12/22/2016	12/23/2019		164		768
Interest Rate Swap	(a) (d)	Accounts payable and accrued expenses		50,000	2.65		12/31/2017	12/31/2027		(1,124)		(610)
Interest Rate Swap	(a) (d)	Accounts payable and accrued expenses		100,000	2.68		12/31/2017	12/31/2027		(2,509)		(1,479)
Interest Rate Swap	(a) (d)	Accounts payable and accrued expenses		100,000	2.62		12/31/2017	12/31/2027		(2,042)		(1,015)
Total fair value derivative assets									$	4,470	$	4,136
Total fair value derivative liabilities									$	(5,961)	$	(3,987)

(a)

Denotes derivatives designated as hedging instruments.

(b)

(c)

(d)

Forward starting swaps were entered into in December 2015 and became effective as of December 31, 2017.

Summary of effect of the Company's derivative financial instruments on the Condensed Consolidated Statements of Operations


	Amount of Loss Recognized
	in AOCI on Derivative
	(Effective Portion)
	Year Ended December 31,
Derivatives in Cash Flow Hedging Relationships	2017		2016		2015
Interest rate swaps	$	(726)	$	831	$	(1,705)


	Amount of Loss Reclassified from
	AOCI into Operations
	(Effective Portion)
	Year Ended December 31,
Location of Loss Reclassified from AOCI into Operations	2017		2016		2015
Interest expense	$	(905)	$	(1,364)	$	(1,745)

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)

12 Months Ended

Dec. 31, 2017

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Summary of AOCI


Balance as of January 1, 2016	$	(7,889)
Other comprehensive income (loss) before reclassifications		(261)
Loss reclassified from accumulated other comprehensive loss to net income		1,364
Net current-period other comprehensive income (loss)		1,103
Balance as of December 31, 2016		(6,786)
Other comprehensive income (loss) before reclassifications		(1,084)
Loss reclassified from accumulated other comprehensive loss to net income		905
Net current-period other comprehensive income (loss)		(179)
Balance as of December 31, 2017	$	(6,965)

Summary of the amounts reclassified out of AOCI


		Amounts reclassified from Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) Components	Affected line items in the	For the Year Ended
(In thousands)	Statements of Operations	December 31, 2017		December 31, 2016
Losses on cash flow hedges	Interest expense	$	1,443	$	2,175
	Provision for income taxes		(538)		(811)
Total reclassifications for the period	Net of tax	$	905	$	1,364

STOCK-BASED PLANS (Tables)

12 Months Ended

Dec. 31, 2017

STOCK-BASED PLANS

Summary of stock option plan activity


				Weighted Average	Aggregate
		Weighted Average		Remaining	Intrinsic
	Shares	Exercise Price		Contractual Term	Value
				(In years)
Stock options outstanding at January 1, 2015	1,046,490	$	72.61
Granted	117,000		134.24
Exercised	—		—
Forfeited	(77,450)		103.84
Expired	—		—
Stock options outstanding at December 31, 2015	1,086,040	$	77.11

Granted	162,100	$	109.42
Exercised	(3,000)		60.33
Forfeited	(68,500)		122.93
Expired	—		—
Stock options outstanding at December 31, 2016	1,176,640	$	78.87

Granted	58,000	$	119.85
Exercised	(395,482)		58.81
Forfeited	(54,976)		105.17
Expired	(1,000)		57.77
Stock options outstanding at December 31, 2017	783,182	$	90.22	5.7	33,454,510

Stock options exercisable at December 31, 2017	306,182	$	59.96	3.6	21,833,176

Stock options vested and expected to vest at December 31, 2017	772,990	$	59.96	5.7	33,302,071

Summary of information related to stock options outstanding


							Weighted Average
							Remaining
				Number	Weighted Average		Contractual Term	Number
Range of Exercise Prices				Outstanding	Exercise Price		(In years)	Exercisable
$	46.49	$	55.82	23,290	$	51.39	3.7	23,290
$	57.77	$	60.33	242,418		58.06	3.3	242,418
$	61.64	$	69.75	109,550		65.93	4.4	29,550
$	81.80	$	110.50	94,424		98.13	6.1	9,024
$	112.64	$	151.72	313,500		124.07	8.0	1,900
				783,182	$	90.22	5.7	306,182

Summary of Significant Assumptions Used in Black-Scholes Option-Pricing Model


	As of December 31,
	2017			2016			2015
Grant date fair value	$	34.51		$	36.55		$	44.45
Expected life of options (in years)		8.4			7.4			7.5
Risk-free interest rate		2.2	%		1.8	%		2.0	%
Expected volatility		22.8	%		33.1	%		26.1	%
Expected annual dividend per share		—			—			—

Summary of restricted stock activity


	Weighted Average
	Grant Date
	Shares	Fair Value

Restricted stock outstanding at January 1, 2015	172,690	$	121.81
Granted	81,581		121.81
Vested	(7,546)		147.56
Forfeited	(4,169)		101.33
Restricted stock outstanding at December 31, 2015	242,556	$	100.15

Granted	136,198	$	67.80
Vested	(37,670)		83.47
Forfeited	(51,972)		90.14
Restricted stock outstanding at December 31, 2016	289,112	$	88.88

Granted	177,385	$	85.81
Vested	(68,819)		88.58
Forfeited	(43,482)		76.10
Restricted stock outstanding at December 31, 2017	354,196	$	88.97

RENTALS UNDER OPERATING LEASES (Tables)

12 Months Ended

Dec. 31, 2017

RENTALS UNDER OPERATING LEASES

Schedule of minimum future rentals under operating leases


	Total
	Minimum
Year	Rent
	(In thousands)
2018	$	160,878
2019		173,404
2020		163,048
2021		166,703
2022		165,703
Subsequent		1,027,115
Total	$	1,856,851

SEGMENTS (Tables)

12 Months Ended

Dec. 31, 2017

SEGMENTS

Summary of segment operating results


	Year Ended December 31,
(In thousands)	2017		2016		2015
Master Planned Communities
Land sales	$	248,595	$	215,318	$	187,399
Builder price participation		22,835		21,386		26,846
Minimum rents		(8)		384		797
Other land revenues		28,124		16,192		14,778
Other rental and property revenues		(3)		24		45
Total revenues		299,543		253,304		229,865

Cost of sales – land		121,116		95,727		88,065
Land sales operations		38,777		42,371		44,907
Provision for doubtful accounts		2		—		—
Depreciation and amortization		323		311		640
Other income, net		(3,500)		—		—
Interest income		(4)		(59)		(60)
Interest expense (*)		(24,288)		(21,026)		(18,053)
Equity in (earnings) loss in Real Estate and Other Affiliates		(23,234)		(43,501)		—
Total expenses		109,192		73,823		115,499
MPC segment EBT		190,351		179,481		114,366

Operating Assets
Minimum rents		182,468		172,437		149,064
Tenant recoveries		45,366		44,306		39,415
Hospitality revenues		76,020		62,252		45,374
Other rental and property revenues		23,701		16,170		25,453
Total revenues		327,555		295,165		259,306

Other property operating costs		71,748		60,506		68,078
Rental property real estate taxes		26,523		24,439		21,856
Rental property maintenance costs		12,872		12,033		10,236
Hospitality operating costs		56,362		49,359		34,839
Provision for doubtful accounts		2,710		5,601		3,998
Demolition costs		1,605		194		2,412
Provision for impairment		—		35,734		—
Development-related marketing costs		3,346		947		7,934
Depreciation and amortization		122,421		86,313		89,075
Other income, net		315		(4,601)		(524)
Interest income		(22)		(19)		(37)
Interest expense (*)		61,606		50,446		32,968
Equity in (earnings) loss in Real Estate and Other Affiliates		(3,267)		(2,802)		(1,883)
Total expenses		356,219		318,150		268,952
Operating Assets segment EBT		(28,664)		(22,985)		(9,646)

Strategic Developments
Minimum rents		565		447		899
Tenant recoveries		448		24		127
Condominium rights and unit sales		464,251		485,634		305,284
Other land revenues		42		40		25
Other rental and property revenues		7,716		391		1,582
Total revenues		473,022		486,536		307,917

Condominium rights and unit cost of sales		338,361		319,325		191,606
Other property operating costs		19,981		5,472		4,673
Rental property real estate taxes		2,662		2,408		2,282
Rental property maintenance costs		560		359		476
Provision for (recovery of) doubtful accounts		(2)		63		32
Demolition costs		318		2,018		885
Development-related marketing costs		17,158		21,237		17,532
Depreciation and amortization		1,210		2,744		3,240
Other income, net		(108)		(611)		104
Interest income		(187)		(500)		(202)
Interest expense (*)		(25,280)		(16,937)		(8,453)
Equity in (earnings) loss in Real Estate and Other Affiliates		550		(10,515)		(1,838)
Gains on sales of properties		(51,242)		(140,549)		—
Total expenses		303,981		184,514		210,337
Strategic Developments segment EBT		169,041		302,022		97,580
Total consolidated segment EBT	$	330,728	$	458,518	$	202,300

(*) Negative interest expense amounts are due to interest capitalized in our MPC and Strategic Developments segments related to Operating Assets segment debt and the Senior Notes.

Reconciliation of EBT to GAAP income (loss) before taxes


Reconciliation of EBT to income before taxes	Year Ended December 31,
(In thousands)	2017		2016		2015
MPC segment EBT	$	190,351	$	179,481	$	114,366
Operating Assets segment EBT		(28,664)		(22,985)		(9,646)
Strategic Developments segment EBT		169,041		302,022		97,580
Total consolidated segment EBT		330,728		458,518		202,300
Corporate and other items:
General and administrative		(89,882)		(86,588)		(81,345)
Corporate interest expense, net		(48,700)		(52,460)		(52,995)
Warrant liability (loss) gain		(43,443)		(24,410)		58,320
Gain on acquisition of joint venture partner's interest		23,332		27,088		—
Gain (loss) on disposal of operating assets		3,868		(1,117)		29,073
Corporate Gains on sales of properties		125		—		—
Equity in earnings in Real Estate and Other Affiliates		(453)		—		—
Loss on redemption of senior notes due 2021		(46,410)		—		—
Corporate other (expense) income, net		(45)		6,241		1,409
Corporate depreciation and amortization		(8,298)		(6,496)		(6,042)
Total Corporate and other items		(209,906)		(137,742)		(51,580)
Income before taxes	$	120,822	$	320,776	$	150,720

Schedule of reconciliation of segment revenue to GAAP consolidated revenues


Reconciliation of Segment Basis Revenues to Revenues	Year Ended December 31,
(In thousands)	2017		2016		2015
Master Planned Communities	$	299,543	$	253,304	$	229,865
Operating Assets		327,555		295,165		259,306
Strategic Developments		473,022		486,536		307,917
Total revenues	$	1,100,120	$	1,035,005	$	797,088

Summary of assets by segment and the reconciliation of total segment assets to the total assets in the Condensed Consolidated Balance Sheets


	December 31,
(In thousands)	2017		2016
Master Planned Communities	$	1,999,090	$	1,982,639
Operating Assets		2,489,177		2,344,949
Strategic Developments		1,511,612		1,451,460
Total segment assets		5,999,879		5,779,048
Corporate and other		729,185		588,334
Total assets	$	6,729,064	$	6,367,382

QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables)

12 Months Ended

Dec. 31, 2017

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

Schedule of quarterly financial information


	2017
	First		Second		Third		Fourth
(In thousands, except share amounts)	Quarter		Quarter		Quarter		Quarter
Total revenues	$	231,762	$	308,639	$	258,736	$	300,983
Operating income		77,554		54,133		24,372		62,443
Net income		5,659		3,120		10,516		147,328
Net income attributable to common stockholders		5,659		3,120		10,504		149,121
Earnings per share:
Basic		0.14		0.08		0.25		3.48
Diluted (a)		0.13		0.07		0.24		3.46
Weighted average shares outstanding:
Basic		39,799		40,373		42,845		42,860
Diluted		42,757		43,051		43,267		43,120


	2016
	First		Second		Third		Fourth
(In thousands, except share amounts)	Quarter		Quarter		Quarter		Quarter
Total revenues	$	240,680	$	273,514	$	242,265	$	278,546
Operating income		192,970		73,636		784		59,372
Net income		143,765		6,970		7,996		43,595
Net income attributable to common stockholders		143,765		6,970		7,973		43,595
Earnings per share:
Basic		3.64		0.18		0.20		1.10
Diluted (a)		2.69		0.16		0.19		1.02
Weighted average shares outstanding:
Basic		39,473		39,492		39,502		39,502
Diluted		42,400		42,664		42,760		42,753

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) segment $ / shares	Dec. 31, 2016 USD ($) $ / shares	Dec. 31, 2015 USD ($) $ / shares
Amount of straight line rent receivables reclassified	$ 39,100	$ 31,500
Number of business segment \| segment	3
Adjustment to depreciation due to change in estimated useful life	$ 116,401	81,878	$ 82,275
Impairments	0	(35,734)	0
Notes receivable, net	5,864	155
MUDs receivables, net of allowances	800	900
SID receivables	26,430	61,603
Deferred leasing costs, accumulated amortization	18,900	14,100
Service Life
Adjustment to depreciation due to change in estimated useful life	$ 25,500	$ 1,000	$ 17,100
Impact on diluted EPS resulting from depreciation adjustment \| $ / shares	$ 0.59	$ 0.02	$ 0.40
Minimum \| Master Planned Communities
Estimated useful life of MPC assets	20 years
Maximum \| Master Planned Communities
Estimated useful life of MPC assets	40 years
Summerlin
Notes receivable, net	$ 5,300

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Summary of Asset Useful Lives, by Type) (Details)	12 Months Ended
	Dec. 31, 2017
Building and Building Improvements \| Minimum
Estimated useful lives	10 years
Building and Building Improvements \| Maximum
Estimated useful lives	45 years
Equipment and fixtures \| Minimum
Estimated useful lives	5 years
Equipment and fixtures \| Maximum
Estimated useful lives	10 years
Computer, Hardware and Software and Vehicles \| Minimum
Estimated useful lives	3 years
Computer, Hardware and Software and Vehicles \| Maximum
Estimated useful lives	5 years

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Summary of Developments by Category) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Developments
Land and improvements	$ 202,875	$ 188,544
Development costs	675,691	567,650
Condominium projects	318,016	205,786
Total Developments	$ 1,196,582	$ 961,980

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Summary of Changes in Allowance for Doubtful Accounts) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Changes in allowance for doubtful accounts against accounts receivables:
Balance at the beginning of the period	$ 7,900
Provision for doubtful accounts	2,710	$ 5,664	$ 4,030
Balance at the end of the period	9,300	7,900
Allowance for doubtful accounts
Changes in allowance for doubtful accounts against accounts receivables:
Balance at the beginning of the period	7,799	4,406	7,619
Provision for doubtful accounts	2,710	5,664	4,030
Write-offs	(1,209)	(2,271)	(7,243)
Balance at the end of the period	$ 9,300	$ 7,799	$ 4,406

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Impact of New Accounting Standards) (Details) - USD ($) $ in Thousands	Jan. 01, 2018	Dec. 31, 2017	Dec. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Retained earnings		$ 109,508	$ 277,912
Proforma Adjustment \| Accounting Standards Update 2014-09 \| Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Retained earnings	$ 70,000
Proforma Adjustment \| Accounting Standards Update 2014-09 \| Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Retained earnings	$ 90,000

EARNINGS PER SHARE - (Information Related to EPS Calculation) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Numerator:
Net income	$ 147,328	$ 10,516	$ 3,120	$ 5,659	$ 43,595	$ 7,996	$ 6,970	$ 143,765	$ 166,623	$ 202,326	$ 126,719
Net loss (income) attributable to noncontrolling interests									1,781	(23)
Net income attributable to common stockholders	$ 149,121	$ 10,504	$ 3,120	$ 5,659	$ 43,595	$ 7,973	$ 6,970	$ 143,765	$ 168,404	$ 202,303	$ 126,719
Denominator:
Weighted average basic common shares outstanding	42,860,000	42,845,000	40,373,000	39,799,000	39,502,000	39,502,000	39,492,000	39,473,000	41,364	39,492	39,470
Numerator:
Net income attributable to common stockholders	$ 149,121	$ 10,504	$ 3,120	$ 5,659	$ 43,595	$ 7,973	$ 6,970	$ 143,765	$ 168,404	$ 202,303	$ 126,719
Less: Warrant liability gain											(58,320)
Adjusted net income attributable to common stockholders									$ 168,404	$ 202,303	$ 68,399
Denominator:
Weighted average basic common shares outstanding	42,860,000	42,845,000	40,373,000	39,799,000	39,502,000	39,502,000	39,492,000	39,473,000	41,364	39,492	39,470
Restricted stock and stock options (in shares)									279	343	411
Warrants (in shares)									1,446	2,894	2,873
Weighted average diluted common shares outstanding	43,120,000	43,267,000	43,051,000	42,757,000	42,753,000	42,760,000	42,664,000	42,400,000	43,089	42,729	42,754
Basic income per share: (in dollars per share)	$ 3.48	$ 0.25	$ 0.08	$ 0.14	$ 1.10	$ 0.20	$ 0.18	$ 3.64	$ 4.07	$ 5.12	$ 3.21
Diluted income per share: (in dollars per share)	$ 3.46	$ 0.24	$ 0.07	$ 0.13	$ 1.02	$ 0.19	$ 0.16	$ 2.69	$ 3.91	$ 4.73	$ 1.60

EARNINGS PER SHARE - (Narrative) (Details) - USD ($)		12 Months Ended
EARNINGS PER SHARE - (Narrative) (Details) - USD ($)	Feb. 23, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Stock repurchased
Treasury stock activity, shares	475,920
Shares acquired average price	$ 120.33
Treasury stock activity	$ 57,267,454		$ 1,231,000
Stock Options
Antidilutive securities excluded from computation of diluted earnings per share
Antidilutive securities excluded from computation of diluted earnings per share (in shares)		313,500	379,500	141,776
Restricted Stock
Antidilutive securities excluded from computation of diluted earnings per share
Antidilutive securities excluded from computation of diluted earnings per share (in shares)		161,155	130,286

WARRANT LIABILITIES (Details) - USD ($) $ / shares in Units, $ in Thousands			1 Months Ended			12 Months Ended
	Jun. 30, 2017	Oct. 07, 2016	Jun. 30, 2017	Jan. 31, 2017	Feb. 28, 2011	Dec. 31, 2017	Dec. 31, 2016	Oct. 04, 2017	Aug. 29, 2017	Jun. 16, 2017	Nov. 09, 2010
Sponsors and Management Warrants
Warrant liabilities							$ 332,170
Issuance of management warrants						$ 52,000	1,000
Sponsors Warrants
Sponsors and Management Warrants
Exercise price (in dollars per share)											$ 50.00
Warrants outstanding											1,916,667
Warrants exercised	1,136,517
Warrant liabilities							$ 332,200
Management Warrants
Sponsors and Management Warrants
Proceeds from issuance of Management warrants					$ 19,000
Management Warrants \| Chief Executive Officer
Sponsors and Management Warrants
Underlying shares associated with warrant					2,367,985
Exercise price (in dollars per share)									$ 124.64
Total warrant price										$ 50,000
Number of shares called by warrants (in shares)										1,965,409
Number of shares of common stock under warrants exercised			1,614,803
Management Warrants \| President
Sponsors and Management Warrants
Underlying shares associated with warrant					315,731
Exercise price (in dollars per share)					$ 42.23			$ 117.01
Total warrant price								$ 2,000
Number of shares called by warrants (in shares)								87,951
Number of shares donated to charitable trust				6,850
Number of shares issued as per warrant provision for which share settled				4,400
Warrants exercised				198,184
Management Warrants \| Chief Financial Officer
Sponsors and Management Warrants
Underlying shares associated with warrant					178,971	98,549
Exercise price (in dollars per share)		$ 112.08			$ 54.50
Number of shares called by warrants (in shares)		50,125
Proceeds from issuance of Management warrants		$ 1,000

ACQUISITIONS AND DISPOSITIONS (Details) $ in Thousands			3 Months Ended								6 Months Ended	12 Months Ended
ACQUISITIONS AND DISPOSITIONS (Details) $ in Thousands	Mar. 01, 2017 USD ($)	Jan. 28, 2017 USD ($)	Dec. 31, 2017 USD ($)	Sep. 30, 2017 USD ($)	Jun. 30, 2017 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Sep. 30, 2016 USD ($)	Jun. 30, 2016 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2017 USD ($) item	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Jun. 12, 2017 USD ($)
Gain (loss) on disposal of operating assets												$ 3,868	$ (1,117)	$ 29,073
Corporate gains on sale of properties												125
Portion of refinanced mortgage proceeds used to acquire partner's interest												23,299	25,480
Aggregate principal amount of debt issued															$ 200,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Building			$ 38,213								$ 38,213	38,213
Land			3,069								3,069	3,069
Improvements			957								957	957
Furniture, fixtures and equipment			590								590	590
Lease in place			714								714	714
Other identifiable assets			18								18	18
Total assets			43,561								43,561	43,561
Payment to acquire JV partner's interest												23,299	25,480
Assets acquired and consolidated into financial statements			43,561								$ 43,561	43,561
Equity in earnings from Real Estate and Other Affiliates												25,498	56,818	3,721
Revenues since the acquisition date			$ 300,983	$ 258,736	$ 308,639	$ 231,762	$ 278,546	$ 242,265	$ 273,514	$ 240,680		1,100,120	1,035,005	797,088
Pre-tax net loss since the acquisition date												$ 120,822	$ 320,776	$ 150,720
Constellation
Ownership interest (as a percent)		50.00%	50.00%								50.00%	50.00%
Portion of refinanced mortgage proceeds used to acquire partner's interest		$ 8,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Payment to acquire JV partner's interest		8,000
Purchase price of acquisition		$ 16,000
Liabilities acquired percentage		50.00%
Gain recognized from acquisition		$ 17,800
Equity in earnings from Real Estate and Other Affiliates												$ 300
Constellation \| Construction Loan Payable
Construction loan		15,800
Constellation \| Constellation Note Payable
Aggregate principal amount of debt issued		$ 24,200
Interest rate (as a percent)		4.07%
Las Vegas 51s
Ownership interest (as a percent)			50.00%								50.00%	50.00%
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Adjustment to allocate from identified finite-lived intangibles			$ 7,900								$ 7,900	$ 7,900
Las Vegas 51s
Portion of refinanced mortgage proceeds used to acquire partner's interest	$ 16,400
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Total assets	$ 36,000
Economic/Legal Ownership	50.00%
Payment to acquire JV partner's interest	$ 16,400
Assets acquired and consolidated into financial statements	36,000
Liabilities assumed and consolidated into financial statements	3,200
Gain recognized from acquisition	$ 5,400
Contingent liability recorded per the terms of the purchase agreement			400								400	400
Adjustment to allocate from identified finite-lived intangibles			$ 24,900								$ 24,900	$ 24,900
Acquired intangible assets weighted average amortization period												11 years
Equity in earnings from Real Estate and Other Affiliates												$ 200
Revenues since the acquisition date												6,800
Pre-tax net loss since the acquisition date												(600)
Five non-core assets \| Disposal by Sale
Number of assets sold \| item											5
Proceeds from Sale of Real Estate											$ 52,600
Gain (loss) on disposal of operating assets											$ 23,100
Corporate gains on sale of properties												19,200
Gain (Loss) on Disposition of Business												$ 3,900

ACQUISITIONS AND DISPOSITIONS (Acquisitions) (Details) $ in Thousands											3 Months Ended								12 Months Ended
	Mar. 01, 2017 USD ($)	Jan. 18, 2017 USD ($) a	Jan. 06, 2017 USD ($) a	Dec. 29, 2016 USD ($) ft²	Dec. 20, 2016 USD ($) ft²	Dec. 19, 2016 USD ($) a	Jul. 20, 2016 USD ($) item	Jun. 01, 2016 ft²	Mar. 16, 2016 ft²	Sep. 04, 2015 USD ($)	Dec. 31, 2017 USD ($)	Sep. 30, 2017 USD ($)	Jun. 30, 2017 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Sep. 30, 2016 USD ($) ft²	Jun. 30, 2016 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Jun. 12, 2017 USD ($)	Dec. 19, 2016 ft²
Acquisitions
Area of land sold \| ft²									42,694
Corporate gains on sale of properties																			$ 125
Payment to acquire JV partner's interest																			23,299	$ 25,480
Fixed loan																						$ 200,000
Assets acquired and consolidated into financial statements											$ 43,561								43,561
Revenues since the acquisition date											300,983	$ 258,736	$ 308,639	$ 231,762	$ 278,546	$ 242,265	$ 273,514	$ 240,680	1,100,120	1,035,005	$ 797,088
Pre-tax net loss since the acquisition date																			120,822	320,776	150,720
Equity in earnings from Real Estate and Other Affiliates																			25,498	56,818	$ 3,721
Revenues																			58,600
Air rights with total residential and commercial development rights (in square feet) \| ft²									817,784
Buildings acquired consolidated											38,213								38,213
Land acquired consolidated											$ 3,069								$ 3,069
Landmark Mall
Acquisitions
Area of real estate property \| a			11.4
Purchase price of acquisition			$ 22,200
American City Building
Acquisitions
Area of real estate property \| ft²					117,098
Purchase price of acquisition					$ 13,500
One Mall North
Acquisitions
Area of real estate property						5.37																	97,500
Purchase price of acquisition						$ 22,200
Millennium Six Pines Apartments
Acquisitions
Voting interest acquired (as a percent)							18.57%				100.00%								100.00%
Payment to acquire JV partner's interest							$ 4,000
Construction loan							37,700
Fixed loan							$ 42,500
Interest rate (as a percent)							3.39%
Assets acquired and consolidated into financial statements							$ 67,900
Liabilities assumed and consolidated into financial statements							42,700
Revenues since the acquisition date																				2,700
Pre-tax net loss since the acquisition date																				(400)
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain							$ 27,100
Number of units \| item							314
Circle T Ranch and Power Center
Acquisitions
Area of land sold \| ft²								72
Equity in earnings from Real Estate and Other Affiliates																				$ 10,500
Las Vegas 51s
Acquisitions
Payment to acquire JV partner's interest	$ 16,400
Assets acquired and consolidated into financial statements	36,000
Liabilities assumed and consolidated into financial statements	3,200
Revenues since the acquisition date																			$ 6,800
Pre-tax net loss since the acquisition date																			(600)
Equity in earnings from Real Estate and Other Affiliates																			200
Revenues																			$ 1,300
Business Combination, Step Acquisition, Equity Interest in Acquiree, Remeasurement Gain	$ 5,400
The Club at Carlton Woods \| Disposal Group, Disposed of by Sale, Not Discontinued Operations
Acquisitions
Proceeds from dispositions										$ 25,100
Liabilities assumed by purchaser										4,000
Gain on sale of The Club at Carlton Woods										29,100
Total assets										20,900
Total liabilities										$ 24,900
The Outlet Collection, Elk Grove
Acquisitions
Area of land \| a		100
Number of acres under development \| a		64
The Outlet Collection, Elk Grove \| Disposal by Sale
Acquisitions
Area of land sold \| a		36
Proceeds from Sale of Real Estate		$ 36,000
Corporate gains on sale of properties		$ 32,200
Park West \| Disposal by Sale
Acquisitions
Proceeds from Sale of Real Estate				$ 32,500
Corporate gains on sale of properties				$ (1,100)
Area of real estate property \| ft²				249,177												249,177

INVESTMENT IN REAL ESTATE AND OTHER AFFILIATES (Summary of Investments in Real Estate and Other Affiliates) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($) item	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Mar. 01, 2017
Investment in Real Estate and Other Affiliates
Carrying Value	$ 76,593	$ 76,376
Economic/Legal Ownership	$ 25,498	56,818	$ 3,721
Aggregate carrying value of unconsolidated VIEs		13,800
Number of variable interest entities in which entity is primary beneficiary \| item	3
Carrying values of the liabilities associated with the operations of the consolidated VIEs	$ 2,700	1,400
Carrying values of the assets associated with the operations of the consolidated VIEs	24,800	21,700
Equity Method Investments
Investment in Real Estate and Other Affiliates
Carrying Value	76,593	76,376
Cost-method Investments
Investment in Real Estate and Other Affiliates
Carrying Value	3,952	4,406
Economic/Legal Ownership	2,927	2,616	1,747
Las Vegas 51s
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership				50.00%
Economic/Legal Ownership	$ 200
Circle T Ranch and Power Center
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership		$ 10,500
33 Peck Slip \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	35.00%	35.00%
Carrying Value	$ 8,651	$ 8,243
Economic/Legal Ownership	(643)	106
Accounts Payable and Accrued Liabilities \| The Metropolitan Downtown Columbia
Investment in Real Estate and Other Affiliates
Carrying Value	(2,600)	(1,100)
Master Planned Communities \| The Summit \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Carrying Value	45,886	32,653
Economic/Legal Ownership	$ 23,234	$ 43,501
Operating Assets \| Las Vegas 51s \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	100.00%	50.00%
Carrying Value		$ 11,062
Economic/Legal Ownership	$ (152)	$ 12	152
Operating Assets \| Constellation \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	100.00%	50.00%
Carrying Value		$ 2,730
Economic/Legal Ownership	$ (323)	$ (54)
Operating Assets \| The Metropolitan Downtown Columbia \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	50.00%	50.00%
Carrying Value		$ (1,064)
Economic/Legal Ownership	$ 390	$ (800)	(13)
Operating Assets \| Millennium Six Pines Apartments \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	100.00%	100.00%
Economic/Legal Ownership		$ 44	(1,165)
Operating Assets \| Stewart Title of Montgomery County, TX \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	50.00%	50.00%
Carrying Value	$ 3,673	$ 3,611
Economic/Legal Ownership	$ 386	$ 696	996
Operating Assets \| Woodlands Sarofim 1 \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	20.00%	20.00%
Carrying Value	$ 2,696	$ 2,683
Economic/Legal Ownership	53	182	166
Strategic Developments \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Carrying Value	72,641	71,970
Economic/Legal Ownership	$ 22,571	$ 54,202	1,974
Strategic Developments \| Circle T Ranch and Power Center \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	50.00%	50.00%
Carrying Value	$ 4,455	$ 4,956
Economic/Legal Ownership		$ 10,497
Strategic Developments \| HHMK Development LLC \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	50.00%	50.00%
Carrying Value	$ 10	$ 10
Economic/Legal Ownership			549
Strategic Developments \| KR Holdings LLC \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	50.00%	50.00%
Carrying Value	$ 749	$ 707
Economic/Legal Ownership	$ 41	$ 18	$ 1,289
Strategic Developments \| m.flats/TEN.M \| Equity Method Investments
Investment in Real Estate and Other Affiliates
Economic/Legal Ownership	50.00%	50.00%
Carrying Value	$ 6,521	$ 6,379
Economic/Legal Ownership	(415)
Unconsolidated Properties
Investment in Real Estate and Other Affiliates
Secured debt	183,900
Share of the entity in secured debt	$ 85,000

INVESTMENT IN REAL ESTATE AND OTHER AFFILIATES (Narrative) (Details)				1 Months Ended	3 Months Ended	12 Months Ended
	Jun. 01, 2016 ft²	Mar. 16, 2016 ft²	Oct. 04, 2013 USD ($) a	Jan. 31, 2016 USD ($)	Mar. 31, 2015 USD ($) item	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Jun. 30, 2016 USD ($)
Real Estate and Other Affiliates
Revenues						$ 58,600,000
Net income						23,200,000
Gross margin						31,200,000
Area of land sold \| ft²		42,694
Equity in earnings						25,498,000	$ 56,818,000	$ 3,721,000
Gain recognized on the sale of Redlands Promenade						125,000
Land						277,932,000	320,936,000
Land sales						248,595,000	215,318,000	$ 187,399,000
The Summit
Real Estate and Other Affiliates
Preferred return, on capital (as a percent)					5.00%
Entitlement of distribution by joint venture (in times) \| item					2
Total assets						166,900,000	151,400,000
Total liabilities						118,900,000	116,600,000
Equity						48,000,000	34,800,000
Revenues							79,800,000
Net income							43,500,000
Gross margin							47,100,000
Circle T Ranch and Power Center
Real Estate and Other Affiliates
Area of land sold \| ft²	72
Equity in earnings							10,500,000
m.flats/TEN.M
Real Estate and Other Affiliates
Fair value of the land contributed to joint venture			$ 4,000,000
Transaction value of the land contributed to joint venture			$ 23,400,000
Area of land contributed to the joint venture (in acres) \| a			5
Additional capitalized development costs incurred resulting from contribution of land			$ 3,100,000
Total book value contribution			7,100,000
Transaction value, per constructed unit of land contributed to joint venture			$ 53,500,000,000
Distribution of the cash contributed by joint venture partner				$ 7,300,000
Contribution made till date							6,300,000
Gain recognized on the sale of Redlands Promenade							200,000
m.flats/TEN.M \| Kettler Inc
Real Estate and Other Affiliates
Amount funded in cash to joint venture				16,100,000
m.flats/TEN.M \| Construction Loan Payable
Real Estate and Other Affiliates
Non-recourse construction loan				$ 88,000,000
Option to extend, term				1 year
33 Peck Slip
Real Estate and Other Affiliates
Amount funded in cash to joint venture						700,000	2,300,000
Capital contribution				$ 6,000,000
Investment in joint venture						8,700,000
33 Peck Slip \| Bridge Loan
Real Estate and Other Affiliates
Amount of bridge loan				$ 25,000,000
Interest rate margin (as a percent)				5.00%
33 Peck Slip \| Construction Loan Payable
Real Estate and Other Affiliates
Redevelopment loan									$ 36,000,000
Equity Method Investments \| The Summit
Real Estate and Other Affiliates
Fair value of the land contributed to joint venture					$ 13,400,000
SID Bonds transferred to a joint venture					1,300,000
Transaction value of the land contributed to joint venture					125,400,000
Value of land contributed to joint venture, price per acre					226,000
Equity Method Investments \| The Summit \| Maximum
Real Estate and Other Affiliates
Maximum capital contribution required					$ 30,000,000
Equity Method Investments \| 33 Peck Slip
Real Estate and Other Affiliates
Equity in earnings						$ (643,000)	$ 106,000
One Month LIBOR
Real Estate and Other Affiliates
Interest rate margin (as a percent)						1.49%
One Month LIBOR \| m.flats/TEN.M \| Construction Loan Payable
Real Estate and Other Affiliates
Interest rate margin (as a percent)				2.40%

IMPAIRMENT (Details)		3 Months Ended	12 Months Ended
IMPAIRMENT (Details)	Dec. 29, 2016 USD ($) ft²	Sep. 30, 2016 USD ($) ft²	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Gain recognized on the sale of Redlands Promenade			$ 125,000
Capitalization rate (as a percent)			6.75%	6.75%	6.75%
Provision for impairment			$ 0	$ (35,734,000)	$ 0
Impairment on real estate			$ 0		$ 0
Park West
Provision for impairment				$ 35,734
Park West \| Disposal by Sale
Area of Real Estate Property \| ft²	249,177	249,177
Gain recognized on the sale of Redlands Promenade	$ (1,100,000)
Provision for impairment		$ 35,700,000
Proceeds from Sale of Real Estate	$ 32,500,000

FAIR VALUE (Assets and Liabilities Measured on a Recurring Basis) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Assets:
Interest rate swaps		$ 149
Liabilities
Interest rate swaps	$ 5,961
Warrants		332,170
Recurring
Assets:
Cash equivalents	50,135	18
Interest rate swaps	4,470	149
Liabilities
Interest rate swaps	5,961
Warrants		332,170
Recurring \| Level 1
Assets:
Cash equivalents	50,135	18
Recurring \| Level 2
Assets:
Interest rate swaps	4,470	149
Liabilities
Interest rate swaps	$ 5,961
Recurring \| Level 3
Liabilities
Warrants		$ 332,170

FAIR VALUE (Reconciliation of Warrants Using Level 3 Inputs) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs (Level 3)
Exercises of Sponsor and Management Warrants	$ 375,613
Warrant
Reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs (Level 3)
Balance at the beginning of the period	332,170	$ 307,760	$ 366,080
Warrant liability loss (gain)	43,443	24,410	(58,320)
Exercises of Sponsor and Management Warrants	$ (375,613)
Balance at the end of the period		$ 332,170	$ 307,760
Expected Volatility (as a percent)		31.00%
Warrant \| Minimum
Reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs (Level 3)
Marketability discount (as a percent)		0.00%
Warrant \| Maximum
Reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs (Level 3)
Marketability discount (as a percent)		1.00%

FAIR VALUE (Assets and Liabilities Measured on a Nonrecurring Basis) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Liabilities:
Allowance, Accounts receivable	$ 9,300	$ 7,900
Allowance, Notes receivable	100	100
Recurring
Assets:
Cash	50,135	18
Recurring \| Reported Value Measurement
Assets:
Notes receivable, net	5,864	155
Recurring \| Estimate of Fair Value Measurement
Assets:
Notes receivable, net	5,864	155
Recurring \| Level 1
Assets:
Cash	50,135	18
Recurring \| Level 1 \| Reported Value Measurement
Assets:
Cash	810,924	665,492
Recurring \| Level 1 \| Estimate of Fair Value Measurement
Assets:
Cash	810,924	665,492
Recurring \| Level 2 \| Reported Value Measurement
Liabilities:
Fixed-rate debt	1,526,875	1,184,141
Variable-rate debt	1,350,914	1,524,319
Recurring \| Level 2 \| Estimate of Fair Value Measurement
Liabilities:
Fixed-rate debt	1,554,766	1,224,573
Variable-rate debt	1,350,914	1,524,319
Recurring \| Level 3 \| Reported Value Measurement
Assets:
Accounts receivable, net	13,041	9,883
Recurring \| Level 3 \| Estimate of Fair Value Measurement
Assets:
Accounts receivable, net	$ 13,041	$ 9,883

MORTGAGES, NOTES AND LOANS PAYABLE, NET (Summary of Mortgages, Notes and Loans Payable) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Mar. 16, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Unamortized bond issuance costs	$ (6,898)		$ (5,779)
Deferred Financing Costs	(12,946)		(11,934)
Total	2,857,945		2,690,747
Amount of variable-rate debt swapped to fixed rate	428,300		182,100
5.375% senior notes due March 15, 2025
Debt Instrument [Line Items]
Fixed-rate debt:	$ 1,000,000
Interest rate (as a percent)	5.375%	5.375%
Senior Notes 6.875 Percent Due 2021
Debt Instrument [Line Items]
Fixed-rate debt:			750,000
Interest rate (as a percent)	6.875%	6.875%
Secured Mortgages, Notes and Loans Payable
Debt Instrument [Line Items]
Fixed-rate debt:	$ 499,299		390,118
Variable-rate debt:	1,350,914		1,524,319
Special Improvement District Bonds
Debt Instrument [Line Items]
Fixed-rate debt:	$ 27,576		$ 44,023

MORTGAGES, NOTES AND LOANS PAYABLE, NET (Schedule of Debt by Property) (Details)																							1 Months Ended		12 Months Ended
	Jan. 25, 2018 USD ($)	Jan. 19, 2018 USD ($)	Dec. 05, 2017 USD ($) item	Oct. 27, 2017 USD ($)	Oct. 24, 2017 USD ($)	Oct. 19, 2017 USD ($)	Sep. 13, 2017 USD ($) item	Aug. 11, 2017 USD ($)	Jul. 14, 2017 USD ($)	Apr. 27, 2017 USD ($)	Apr. 06, 2017 USD ($)	Mar. 16, 2017 USD ($)	Jan. 17, 2017 USD ($) ft² Option	Dec. 30, 2016 USD ($) Option	Nov. 25, 2016 USD ($)	Oct. 24, 2016 USD ($) Option	Oct. 23, 2016 Option	Oct. 07, 2016 USD ($)	Sep. 12, 2016 USD ($) Option	Feb. 25, 2016 USD ($)	Jan. 27, 2016 item	Dec. 20, 2015 Option	May 31, 2017 USD ($)	Jul. 31, 2016 USD ($)	Dec. 31, 2017 USD ($) facility item	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Jun. 27, 2017 USD ($) ft²	Jun. 12, 2017 USD ($)	Jan. 19, 2017 USD ($)	Dec. 28, 2016 USD ($)	Dec. 08, 2016 USD ($)	Dec. 30, 2015 USD ($)
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																									$ 2,877,789,000
Unamortized underwriting fees																									(6,898,000)	$ (5,779,000)
Unamortized bond issuance costs																									(6,898,000)	(5,779,000)
Deferred Financing Costs																									(12,946,000)	(11,934,000)
Total																									2,857,945,000	2,690,747,000
Aggregate principal amount of debt issued																													$ 200,000,000
Repayments of debt																									1,350,226,000	333,302,000	$ 103,808,000
Debt instrument, issuance at premium to par																													2.25%
Redemption price percentage of principal												100.00%
Outstanding principal balance of debt that is swapped to fixed rate through maturity																									428,300,000	$ 182,100,000
Loss on redemption of senior notes due 2021												$ 46,400,000													$ 46,410,000
Weighted average interest rate (as a percent)																									4.61%	4.71%
Net cash proceeds received from issuance																									$ 1,501,290,000	$ 535,505,000	$ 583,822,000
Interest rate swap derivative assets																									$ 4,470,000	4,136,000
One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																									1.49%
Three Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																									1.61%
Prime Rate
Mortgages, notes and loans payable
Interest rate margin (as a percent)																									4.50%
Other Financing Arrangements
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.00%
Mortgages, notes, and loans payable, gross																									$ 14,983,000	15,948,000
Other Financing Arrangements \| Recourse Debt
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																									$ 15,000,000
Senior Notes 6.875 Percent Due 2021
Mortgages, notes and loans payable
Interest rate (as a percent)												6.875%													6.875%
Mortgages, notes, and loans payable, gross																										750,000,000
Aggregate principal amount of debt issued												$ 750,000,000
5.375% senior notes due March 15, 2025
Mortgages, notes and loans payable
Interest rate (as a percent)												5.375%													5.375%
Mortgages, notes, and loans payable, gross																									$ 1,000,000,000
Aggregate principal amount of debt issued												$ 800,000,000
Redemption price percentage of principal												35.00%
Redemption price percentage at which Notes can be redeemed												105.375%
10 - 70 Columbia Corporate Center
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross													$ 94,500,000
Woodlands Properties
Mortgages, notes and loans payable
Land, buildings and equipment and developments in progress pledged as collateral																									3,400,000,000
One Mall North
Mortgages, notes and loans payable
Number of extension options \| Option													2
Option to extend, term													1 year
Net worth required to be maintained													$ 14,500,000
Area of land \| ft²													97,500
One Mall North \| LIBOR
Mortgages, notes and loans payable
Interest rate (as a percent)													1.75%
Master Planned Communities
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																									$ 239,764,000	255,438,000
Master Planned Communities \| The Woodlands Master Credit Facility
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.24%
Facility Amount																									$ 180,000,000
Mortgages, notes, and loans payable, gross																									$ 150,000,000	150,000,000
Master Planned Communities \| Revolving Credit Facility
Mortgages, notes and loans payable
Facility Amount										$ 180,000,000
Maximum additional borrowing amount										$ 30,000,000
Extension period at borrower's option										1 year
Master Planned Communities \| Revolving Credit Facility \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)										2.75%
Master Planned Communities \| Bridgeland \| Bridgeland Credit Facility
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.76%
Facility Amount																									$ 65,000,000
Mortgages, notes, and loans payable, gross																									65,000,000	65,000,000
Master Planned Communities \| Summerlin \| Special Improvement District Bonds
Mortgages, notes and loans payable
Bond obligation																									$ 13,900,000	7,700,000
Master Planned Communities \| Summerlin South \| S124
Mortgages, notes and loans payable
Interest rate (as a percent)																									5.95%
Mortgages, notes, and loans payable, gross																									$ 84,000	123,000
Master Planned Communities \| Summerlin South \| S128
Mortgages, notes and loans payable
Interest rate (as a percent)																									7.30%
Mortgages, notes, and loans payable, gross																									$ 390,000	440,000
Master Planned Communities \| Summerlin South \| S132
Mortgages, notes and loans payable
Interest rate (as a percent)																									6.00%
Mortgages, notes, and loans payable, gross																									$ 912,000	1,268,000
Master Planned Communities \| Summerlin South \| S151
Mortgages, notes and loans payable
Interest rate (as a percent)																									6.00%
Mortgages, notes, and loans payable, gross																									$ 3,763,000	4,159,000
Master Planned Communities \| Summerlin South \| S128C
Mortgages, notes and loans payable
Interest rate (as a percent)																									6.05%
Mortgages, notes, and loans payable, gross																									$ 4,283,000	4,600,000
Master Planned Communities \| Summerlin South \| S159
Mortgages, notes and loans payable
Interest rate (as a percent)																									6.00%
Mortgages, notes, and loans payable, gross																									$ 139,000	2,389,000
Master Planned Communities \| Summerlin West \| S812
Mortgages, notes and loans payable
Interest rate (as a percent)																									6.00%
Mortgages, notes, and loans payable, gross																									$ 15,193,000	27,459,000
Master Planned Communities \| Woodlands Properties \| Line of Credit
Mortgages, notes and loans payable
Facility Amount																									200,000,000
Option to extend, term																								1 year
Maximum facility amount at first extension option																								$ 175,000,000
Maximum facility amount at second extension option																								$ 25,000,000
Master Planned Communities \| Woodlands Properties \| Term Loan
Mortgages, notes and loans payable
Facility Amount																									100,000,000
Master Planned Communities \| Woodlands Properties \| Revolving Credit Facility
Mortgages, notes and loans payable
Facility Amount																									100,000,000
Operating Assets
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																									$ 1,589,438,000	1,526,227,000
Operating Assets \| Other
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.60%
Mortgages, notes, and loans payable, gross																										236,000
Operating Assets \| Downtown Summerlin
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.69%
Facility Amount							$ 275,900,000																		$ 274,088,000
Outstanding balance							$ 311,800,000
Mortgages, notes, and loans payable, gross																									274,088,000	302,981,000
Repayments of debt									$ 30,000,000
Number of extension options \| item							1
Option to extend, term							1 year
Operating Assets \| Downtown Summerlin \| Swap one
Mortgages, notes and loans payable
Outstanding balance																									$ 100,000,000
Fixed interest rate per swap (as a percent)																									2.68%
Operating Assets \| Downtown Summerlin \| Swap two
Mortgages, notes and loans payable
Outstanding balance																									$ 100,000,000
Fixed interest rate per swap (as a percent)																									2.62%
Operating Assets \| Downtown Summerlin \| Swap three
Mortgages, notes and loans payable
Outstanding balance																									$ 50,000,000
Fixed interest rate per swap (as a percent)																									2.65%
Operating Assets \| Downtown Summerlin \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)							2.15%
Operating Assets \| Downtown Summerlin \| Recourse Debt
Mortgages, notes and loans payable
Total																									$ 274,100,000
Maximum percent recourse																									35.00%
Maximum recourse upon completion of the project and achievement of debt service coverage ratio																									15.00%
Maximum percentage recourse upon achievement of conditions																									10.00%
Debt service coverage ratio to be achieved for reduction in maximum recourse																									1.15
Debt service coverage ratio to be achieved for further reduction in maximum recourse																									1.25
Minimum average tenant sales per net rentable square foot to be achieved for further reduction in maximum recourse																									$ 500.00
Occupancy percentage																									90.00%
Recourse on loan (as a percent)																									35.00%
Operating Assets \| Downtown Summerlin \| S128
Mortgages, notes and loans payable
Interest rate (as a percent)																									6.05%
Mortgages, notes, and loans payable, gross																									$ 2,812,000	3,350,000
Operating Assets \| Two Merriweather Columbia, MD
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.99%
Facility Amount																									$ 33,156,000
Mortgages, notes, and loans payable, gross																									$ 19,429,000
Operating Assets \| 1701 Lake Robbins
Mortgages, notes and loans payable
Interest rate (as a percent)																									5.81%
Mortgages, notes, and loans payable, gross																										4,600,000
Repayments of debt											$ 4,600,000
Operating Assets \| 1725-35 Hughes Landing Boulevard
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.14%
Facility Amount																									$ 143,000,000
Mortgages, notes, and loans payable, gross																									$ 117,417,000	105,647,000
Operating Assets \| 10 - 70 Columbia Corporate Center
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.49%
Mortgages, notes, and loans payable, gross																									$ 20,000,000	20,000,000
Immediate advance on loan after modification of agreement																												$ 20,000,000
Area of real estate property acquired (in square foot) \| ft²																												170,741
Operating Assets \| The Westin at the woodlands
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.14%
Facility Amount																									$ 57,946,000
Mortgages, notes, and loans payable, gross																									$ 57,946,000	58,077,000
Operating Assets \| 110 N Wacker
Mortgages, notes and loans payable
Interest rate (as a percent)																									5.21%
Facility Amount																									$ 18,900,000
Mortgages, notes, and loans payable, gross																									$ 18,926,000	22,704,000
Repayments of debt		$ 18,900,000
Fixed interest rate per swap (as a percent)																									2.96%
Interest rate swap derivative assets		$ 300,000
Operating Assets \| Outlet at Riverwalk Properties
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.24%
Facility Amount					$ 54,300,000																				$ 53,841,000
Mortgages, notes, and loans payable, gross																									53,841,000	55,778,000
Option to extend, term					1 year
Operating Assets \| Outlet at Riverwalk Properties \| Construction Loan Payable \| Recourse Debt
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																									$ 26,900,000
Recourse on loan (as a percent)																									50.00%
Operating Assets \| Three Hughes Landing
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.84%
Facility Amount																									$ 65,455,000
Outstanding balance			$ 65,500,000
Mortgages, notes, and loans payable, gross																									$ 45,058,000	35,053,000
Number of extension options \| item			2
Option to extend, term			1 year
Operating Assets \| Three Hughes Landing \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate (as a percent)			2.60%
Operating Assets \| Lakeland Village Center
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.84%
Facility Amount																									$ 14,000,000
Mortgages, notes, and loans payable, gross																									$ 11,470,000	9,979,000
Operating Assets \| Embassy Suites at Hughes Landing
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.99%
Facility Amount																									$ 37,100,000
Mortgages, notes, and loans payable, gross																									$ 31,245,000	29,461,000
Operating Assets \| The Woodlands Resort and Conference Center
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.74%
Facility Amount																									$ 65,500,000
Mortgages, notes, and loans payable, gross														$ 70,000,000											$ 65,500,000	70,000,000							$ 85,000,000
Number of extension options \| Option																						2
Option to extend, term																						1 year
Operating Assets \| The Woodlands Resort and Conference Center \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																						2.75%
Operating Assets \| The Woodlands Resort and Conference Center \| The Woodlands Master Credit Facility
Mortgages, notes and loans payable
Number of extension options \| Option														2
Option to extend, term														1 year
Annual principal payment														$ 15,000,000
Operating Assets \| The Woodlands Resort and Conference Center \| The Woodlands Master Credit Facility \| LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)														3.25%
Operating Assets \| One Merriweather
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.64%
Facility Amount																				$ 49,900,000					$ 49,929,000
Mortgages, notes, and loans payable, gross																									$ 42,332,000	23,588,000
Option to extend, term																				1 year
Operating Assets \| One Merriweather \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																				2.15%
Operating Assets \| HHC 242 Self Storage Facility
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.09%
Facility Amount																									$ 6,658,000
Mortgages, notes, and loans payable, gross																									$ 6,243,000	3,708,000
Operating Assets \| 10-60 Columbia Corporate Center
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.33%
Outstanding balance																									$ 40,000,000
Fixed interest rate per swap (as a percent)																									1.66%
Operating Assets \| 20/25 Waterway Avenue
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.79%
Mortgages, notes, and loans payable, gross																									$ 13,646,000	13,886,000
Operating Assets \| Millennium Waterway Apartments
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.75%
Mortgages, notes, and loans payable, gross																									$ 55,095,000	55,584,000
Operating Assets \| Two Merriweather
Mortgages, notes and loans payable
Facility Amount																		$ 33,200,000
Option to extend, term																		1 year
Operating Assets \| Two Merriweather \| One Month LIBOR
Mortgages, notes and loans payable
Variable rate basis (as a percent)																		2.50%
Operating Assets \| Ward Village
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.82%
Outstanding balance																									$ 119,400,000
Mortgages, notes, and loans payable, gross																									$ 238,718,000	238,718,000
Number of extension options \| Option																			2
Option to extend, term																			1 year
Fixed interest rate per swap (as a percent)																									1.14%
Operating Assets \| Ward Village \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																			2.50%
Operating Assets \| Ward Village \| Interest rate swap contracts
Mortgages, notes and loans payable
Outstanding balance																			$ 119,400,000
Fixed interest rate per swap (as a percent)																			3.64%
Undrawn and available borrowing capacity																									$ 0
Operating Assets \| 9303 New Trails
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.88%
Mortgages, notes, and loans payable, gross																									$ 12,003,000	12,378,000
Operating Assets \| 4 Waterway Square
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.88%
Mortgages, notes, and loans payable, gross																									$ 35,151,000	36,249,000
Operating Assets \| 3831 Technology Forest Drive
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.50%
Mortgages, notes, and loans payable, gross																									$ 21,954,000	22,383,000
Operating Assets \| Kewalo Harbor
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.24%
Facility Amount																									$ 11,562,000
Aggregate principal amount of debt issued								$ 11,600,000
Operating Assets \| Kewalo Harbor \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)								2.75%
Operating Assets \| Millennium Six Pines Apartments
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.39%
Mortgages, notes, and loans payable, gross																									$ 42,500,000	42,500,000
Operating Assets \| 3 Waterway Square
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.94%
Mortgages, notes, and loans payable, gross																									$ 50,327,000	51,590,000
Operating Assets \| One Lakes Edge
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.50%
Mortgages, notes, and loans payable, gross															$ 71,900,000										$ 69,440,000	68,874,000
Operating Assets \| One Lakes Edge \| Construction Loan Payable
Mortgages, notes and loans payable
Variable rate basis (as a percent)															3.50%
Annual principal payment															$ 3,000,000
Operating Assets \| One Lakes Edge \| Fannie Mae
Mortgages, notes and loans payable
Debt refinanced															$ 69,400,000
Term of debt instrument															12 years
Fixed interest rate (as a percent)															4.50%
Interest Period															4 years
Amortization Period															30 years
Operating Assets \| Constellation
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.07%
Mortgages, notes, and loans payable, gross																									$ 24,200,000
Operating Assets \| One Hughes Landing
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.30%
Mortgages, notes, and loans payable, gross																									$ 52,000,000	52,000,000
Operating Assets \| Two Hughes Landing
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.20%
Mortgages, notes, and loans payable, gross																									$ 48,000,000	48,000,000
Operating Assets \| Hughes Landing Retail
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.50%
Mortgages, notes, and loans payable, gross																									$ 35,000,000	35,000,000
Operating Assets \| Hughes Landing Retail \| Construction Loan Payable
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																																$ 36,600,000
Fixed interest rate (as a percent)																																3.50%
Operating Assets \| Columbia Regional Building
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.48%					4.48%
Facility Amount																														$ 23,000,000
Mortgages, notes, and loans payable, gross																									$ 25,000,000	22,188,000				$ 25,000,000
Operating Assets \| HHC 2978 Self-Storage Facility
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.09%
Facility Amount																									$ 6,368,000
Mortgages, notes, and loans payable, gross																									$ 5,634,000	1,715,000
Operating Assets \| HHC 2978 Self-Storage Facility \| Construction Loan Payable
Mortgages, notes and loans payable
Number of extension options \| item																					2
Option to extend, term																					1 year
Operating Assets \| HHC 2978 Self-Storage Facility \| Construction Loan Payable \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																					2.60%
Operating Assets \| Outlet Collection at Riverwalk \| Construction Loan Payable
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																$ 64,400,000
Maximum percent recourse																50.00%
Maximum percentage recourse upon achievement of conditions																25.00%
Debt yield to achieve the reduced maximum percentage recourse																11.00%
Time period of minimum level of tenant sales needed to achieve the reduced maximum percent recourse																12 years
Number of extension options \| Option																1
Option to extend, term																1 year
Recourse on loan (as a percent)																									50.00%
Operating Assets \| Outlet Collection at Riverwalk \| Construction Loan Payable \| One Month LIBOR
Mortgages, notes and loans payable
Variable rate basis (as a percent)																2.75%
Operating Assets \| One Mall North
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.74%
Mortgages, notes, and loans payable, gross																									$ 14,463,000
Operating Assets \| Constellation
Mortgages, notes and loans payable
Interest rate (as a percent)																															4.07%
Mortgages, notes, and loans payable, gross																															$ 24,200,000
Operating Assets \| 10-60 Columbia and One mall north Building
Mortgages, notes and loans payable
Interest rate (as a percent)																									3.33%
Facility Amount																									$ 114,500,000
Mortgages, notes, and loans payable, gross																									$ 80,000,000	80,000,000
Aggregate principal amount of debt issued																												$ 94,500,000
Operating Assets \| One mall north Building,10-60 and 70 Columbia corporate Center
Mortgages, notes and loans payable
Facility Amount																												$ 114,500,000
Number of notes in master facility \| item																									3
Number of master facilities \| facility																									1
Strategic Developments
Mortgages, notes and loans payable
Mortgages, notes, and loans payable, gross																									$ 33,604,000	160,847,000
Strategic Developments \| Summerlin
Mortgages, notes and loans payable
Aggregate principal amount of debt issued						$ 64,600,000
Strategic Developments \| Summerlin \| Wall Street Journal Prime
Mortgages, notes and loans payable
Interest rate margin (as a percent)						0.40%
Strategic Developments \| Aristocrat
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.90%
Facility Amount																									$ 31,118,000
Strategic Developments \| Two Summerlin
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.90%
Facility Amount																									$ 33,432,000
Strategic Developments \| Waiea And Anaha Condominiums
Mortgages, notes and loans payable
Interest rate (as a percent)																									8.24%
Mortgages, notes, and loans payable, gross																										$ 160,847,000
Repayments of debt				$ 195,300,000
Strategic Developments \| Ke Kilohana
Mortgages, notes and loans payable
Interest rate (as a percent)																									4.74%
Facility Amount																									$ 142,656,000
Option to extend, term																	1 year
Strategic Developments \| Ke Kilohana \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																	3.25%
Strategic Developments \| Ae'o
Mortgages, notes and loans payable
Interest rate (as a percent)																									5.49%
Facility Amount																									$ 230,000,000
Mortgages, notes, and loans payable, gross																									$ 33,603,000
Number of extension options \| Option																	2
Option to extend, term																	1 year
Strategic Developments \| Ae'o \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																	4.00%
Strategic Developments \| Ae'o \| Floor
Mortgages, notes and loans payable
Interest rate margin (as a percent)																	4.50%
Strategic Developments \| Ae'o \| Interest Rate Cap
Mortgages, notes and loans payable
Interest rate margin (as a percent)																	2.50%
Strategic Developments \| 100 Fellowship Drive
Mortgages, notes and loans payable
Interest rate (as a percent)																									2.99%
Facility Amount																							$ 51,400,000		$ 51,426,000
Mortgages, notes, and loans payable, gross																									1,000
Strategic Developments \| 100 Fellowship Drive \| One Month LIBOR
Mortgages, notes and loans payable
Interest rate margin (as a percent)																							1.50%
Strategic Developments \| Lake Woodlands Crossing Retail
Mortgages, notes and loans payable
Aggregate principal amount of debt issued	$ 15,500,000
Interest rate margin (as a percent)	1.80%
Maximum percent recourse	50.00%
Maximum percentage recourse upon achievement of conditions	15.00%
Percentage leased to achieve reduced recourse percentage upon completion	90.00%
Corporate
Mortgages, notes and loans payable
Loss on redemption of senior notes due 2021																									$ 46,410,000

MORTGAGES, NOTES AND LOANS PAYABLE, NET (Contractual Obligations Based on Final Maturity Dates) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Mortgages, notes and loans payable principal payments
2018	$ 78,207
2019	256,338
2020	178,836
2021	467,010
2022	251,086
Thereafter	1,646,312
Total	2,877,789
Deferred financing costs, net and unamortized underwriting fees	(19,844)
Total	$ 2,857,945	$ 2,690,747

INCOME TAXES (Narrative) (Details) - USD ($) $ in Thousands				12 Months Ended
INCOME TAXES (Narrative) (Details) - USD ($) $ in Thousands	Jan. 01, 2018	Dec. 22, 2017	Feb. 27, 2012	Dec. 31, 2017	Dec. 31, 2015	Dec. 31, 2016
Federal income tax rate		35.00%
One-time transition benefit				$ 101,700
Section 382 Rights Agreement term			3 years
Gross deferred tax assets				172,371		$ 294,487
Deferred tax liabilities				(315,950)		(476,797)
Valuation allowance				(17,271)		(18,635)
Interest expense related to unrecognized tax benefits					$ 100
Unrecognized tax benefits, excluding accrued interest, which could significantly increase or decrease during the next twelve months				$ 0		$ 0
Scenario Forecast
Federal income tax rate	21.00%

INCOME TAXES (Provision for (Benefit from) Income Taxes) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Provision for (benefit from) income taxes
Current	$ (2,338)	$ 4,752	$ 2,849
Deferred income taxes	(43,463)	113,698	21,152
Provision for (benefit from) income taxes	$ (45,801)	$ 118,450	$ 24,001

INCOME TAXES (Computation of Income Tax Expense by Applying Federal Corporate Tax Rate) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Reconciliation of income tax expense computed by applying the Federal corporate tax rate to the provision for income taxes
Tax at statutory rate on earnings from continuing operations before income taxes	$ 42,911	$ 112,264	$ 52,751
(Decrease) increase in valuation allowance, net	(175)	(1,326)	1,742
State income taxes, net of Federal income tax benefit	1,408	4,004	267
Tax benefit from Tax Act	(101,688)
Tax expense (benefit) from other change in rates, prior period adjustments and other permanent differences	2,941	(4,591)	(7,361)
Tax benefit on equity compensation	(6,403)
Non-deductible warrant liability (gain) loss	15,205	8,544	(20,412)
Uncertain tax position (benefit) expense, excluding interest		(407)	(2,483)
Uncertain tax position interest, net of Federal income tax benefit		(38)	(503)
Provision for (benefit from) income taxes	$ (45,801)	$ 118,450	$ 24,001

INCOME TAXES (Summary of Amounts and Expiration Dates of Operating Loss and Tax Credit Carryforwards) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards - Federal AMT	$ 3,699
Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	147,059
State
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 327,221

INCOME TAXES (Summary of Tax Effects and Temporary Differences Included in Net Deferred Tax Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Deferred tax assets:
Operating and Strategic Development properties, primary differences in basis of assets and liabilities	$ 92,210	$ 208,862
Interest deduction carryforwards	29,247	54,759
Operating loss and tax credit carryforwards	50,914	30,866
Total deferred tax assets	172,371	294,487
Valuation allowance	(17,271)	(18,635)
Total net deferred tax assets	155,100	275,852
Deferred tax liabilities:
Property Associated with Master Planned Communities, primarily differences in the tax basis of land assets and treatment of interest and other costs	(157,181)	(262,572)
Operating and Strategic Development properties, primarily differences in basis of assets and liabilities	(60,430)	(40,915)
Deferred income	(98,339)	(173,310)
Total deferred tax liabilities	(315,950)	(476,797)
Net deferred tax liabilities	$ (160,850)	$ (200,945)

INCOME TAXES (Reconciliation of Changes to Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Unrecognized tax benefits
Unrecognized Tax Benefits, Beginning Balance	$ 36,524	$ 184,200
Gross decreases - tax positions in prior periods	$ (36,524)	(147,676)
Unrecognized Tax Benefits, Ending Balance		$ 36,524

COMMITMENTS AND CONTINGENCIES (Details) - USD ($)		12 Months Ended			63 Months Ended
COMMITMENTS AND CONTINGENCIES (Details) - USD ($)	Jun. 27, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2017
Commitments
Letters of Credit Outstanding, Amount		$ 13,800,000	$ 6,500,000		$ 13,800,000
Amount of outstanding surety bonds		88,500,000	112,400,000		88,500,000
South Street Seaport Ground Lease
Commitments
Annual fixed rent	$ 1,200,000
Annual rent escalation rate (as a percent)	3.00%
Additional annual rent payments to be made through the term of the lease	$ 210,000
Damage Due to Flooding
Commitments
Insurance recoveries collected					$ 54,800,000
Gain on insurance recoveries, recognized in other income		$ 700,000	$ 6,200,000	$ 300,000

COMMITMENTS AND CONTINGENCIES (Minimum Rentals Under Non-Cancelable Operating Leases) (Details) - USD ($) $ in Thousands	1 Months Ended	12 Months Ended
	Nov. 30, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Contractual obligations relating to long-term commitments
Contractual rental expense, including participation rent		$ 8,600	$ 8,400	$ 9,100
Ground lease payments
2018		8,769
2019		8,119
2020		8,259
2021		8,097
2022		7,430
Subsequent/Other		314,129
Total		$ 354,803
Downtown columbia
Contractual obligations relating to long-term commitments
TIF bonds authorized amount	$ 90,000
TIF bonds receivable	48,200
Downtown columbia \| Guarantee Obligations [Member]
Contractual obligations relating to long-term commitments
Guarantee amount	$ 1,000
Period for guarantee	36 months

OTHER ASSETS AND LIABILITIES (Details) $ in Thousands	12 Months Ended
OTHER ASSETS AND LIABILITIES (Details) $ in Thousands	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($) item	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Mar. 16, 2017
Prepaid Expenses and Other Assets
Condominium deposits			$ 82,605	$ 193,197
Condominium receivables			158,516	210,219
SID receivables			26,430	61,603
Straight-line rent			39,136	31,518
Equipment, net of accumulated depreciation of $6.9 million and $4.9 million, respectively			16,955	17,556
Other equipment accumulated depreciation			6,900	5,300
Security and escrow deposits			37,585	61,304
Tenant incentives and other receivables			8,482	8,773
Prepaid expenses			11,731	11,177
Federal income tax receivable			2,198	15,763
Intangibles			34,802	4,046
Interest rate swap derivative asset			4,470
Other			19,242	13,902
Total prepaid expenses and other assets			$ 473,268	666,516
Number of IRS tax refunds \| item			2
Reimbursement from a tenant			$ 45,814	44,330	$ 39,542
Accounts Payable and Accrued Expenses
Construction payables			217,838	207,917
Deferred income			53,337	85,158
Condominium deposit liabilities			55,975	117,015
Accounts payable and accrued expenses			35,887	33,050
Tenant and other deposits			18,937	28,559
Accrued interest			20,322	16,897
Accrued payroll and other employee liabilities			41,236	36,937
Accrued real estate taxes			22,289	16,726
Interest Rate Swaps				(149)
Interest rate swaps			5,961
Straight-line ground rent liability			14,944	13,126
Above-market ground leases			293	1,762
Other			34,699	15,012
Total accounts payable and accrued expenses			521,718	572,010
Increase in accounts payable and accrued expenses			$ (50,300)
Senior Notes 6.875 Percent Due 2021
Accounts Payable and Accrued Expenses
Interest rate (as a percent)			6.875%			6.875%
Las Vegas 51s
Prepaid Expenses and Other Assets
Voting interest acquired (as a percent)			50.00%
Prepaid Expenses and Other Current Assets
Prepaid Expenses and Other Assets
Increase (Decrease) in Prepaid Expense			$ 600
Decrease in prepaid expenses and other assets			(193,200)
Increase (Decrease) in straight line rent			7,600
Increase (decrease) in derivative assets			4,500
Decrease in condominium deposits			110,600
Increase (Decrease) in security and escrow deposits			23,700
Other net			5,300
Increase (Decrease) in in-place leases			5,200
decrease in federal income tax receivable			(13,600)
Decrease in other receivables			2,000
Prepaid Expenses and Other Current Assets \| Las Vegas 51s
Prepaid Expenses and Other Assets
Increase (decrease) in intangibles			$ 30,800
Voting interest acquired (as a percent)			50.00%
Accounts Payable and Accrued Liabilities
Accounts Payable and Accrued Expenses
Decrease in deferred income			$ (31,800)
Other increases in other payables			(19,700)
Accrued common costs			13,400
Other immaterial decreases			(9,600)
Increase Decrease in Straight-line Ground Rent			1,800
Increase in interest rate swap liability			6,100
Waiea And Anaha Condominiums
Prepaid Expenses and Other Assets
Increase (Decrease) in condominium receivables			51,700
Summerlin \| Prepaid Expenses and Other Current Assets
Prepaid Expenses and Other Assets
decrease in Special Improvement District receivables			35,200
Ward Village \| Accounts Payable and Accrued Liabilities
Accounts Payable and Accrued Expenses
Decrease in condominium deposits liability			(61,000)
Decrease in construction payables			9,900
Leases, Acquired-in-Place
Prepaid Expenses and Other Assets
Net carrying amount			10,821	16,015
Ground Leases below Market
Prepaid Expenses and Other Assets
Net carrying amount			18,647	18,986
Tenant Leases above Market
Prepaid Expenses and Other Assets
Net carrying amount			1,648	2,457
Ground Leases above Market
Prepaid Expenses and Other Assets
Net carrying amount			1,648	$ 2,457
Ground Leases above Market \| Accounts Payable and Accrued Liabilities
Accounts Payable and Accrued Expenses
Other immaterial decreases			$ (1,500)
Scenario Forecast \| Waiea And Anaha Condominiums
Prepaid Expenses and Other Assets
Decrease receivable		$ 4,400
Scenario Forecast \| Ae'o
Prepaid Expenses and Other Assets
Decrease receivable	$ 151,500
Scenario Forecast \| Ke Kilohana
Prepaid Expenses and Other Assets
Decrease receivable	$ 2,700

INTANGIBLES (Details) - USD ($) $ in Thousands	12 Months Ended
INTANGIBLES (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Intangible assets and liabilities
Indefinite lived intangibles	$ 25,028
Goodwill	1,307	$ 1,307
Total indefinite lived intangibles	26,335	1,307
Total amortizing intangibles	35,523	33,882
Amortization/accretion of intangible assets and liabilities	8,900	6,300	$ 10,500
Estimated future amortization
2018	5,000
2019	3,700
2020	2,300
2021	1,700
Thereafter	22,900
Other Intangible Asset
Intangible assets and liabilities
Gross Assets	10,278	3,038
Accumulated Amortization	(1,812)	(299)
Net Carrying Amount	8,466	2,739
Leases, Acquired-in-Place
Intangible assets and liabilities
Gross Assets	22,304	37,567
Accumulated Amortization	(11,483)	(21,552)
Net Carrying Amount	10,821	16,015
Tenant Leases above Market
Intangible assets and liabilities
Gross Assets	4,171	4,879
Accumulated Amortization	(2,523)	(2,422)
Net Carrying Amount	1,648	2,457
Tenant Leases below Market
Intangible assets and liabilities
Gross Liability	(6,454)	(6,618)
Accumulated Accretion	2,688	2,065
Net Carrying Amount	3,766	4,553
Ground Leases above Market
Intangible assets and liabilities
Indefinite lived intangible liabilities	(293)
Gross Liability		(1,955)
Accumulated Accretion		193
Net Carrying Amount	1,648	2,457
Net Carrying Amount		1,762
Ground Leases below Market
Intangible assets and liabilities
Gross Assets	23,096	23,096
Accumulated Amortization	(4,449)	(4,110)
Net Carrying Amount	$ 18,647	$ 18,986

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Summary of the Notional Amount and Fair Value of Derivatives) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Fair value of derivative instruments
Total fair value derivative assets	$ 4,470	$ 4,136
Total fair value derivative liabilities	(5,961)	(3,987)
Ineffective portion	700
Interest rate swap contracts \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 2.96%, Maturing October 2019
Fair value of derivative instruments
Notional Amount	$ 18,926
Fixed Interest Rate	2.96%
Total fair value derivative liabilities	$ (286)	(740)
Interest rate swap contracts \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 1.66%, Maturing May 2020
Fair value of derivative instruments
Notional Amount	$ 40,000
Fixed Interest Rate	1.66%
Total fair value derivative assets	$ 299
Total fair value derivative liabilities		(143)
Interest rate swap contracts \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 1.14%, Maturing September 2021
Fair value of derivative instruments
Notional Amount	$ 119,359
Fixed Interest Rate	1.14%
Total fair value derivative assets	$ 4,007	3,368
Interest rate swap contracts \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 2.65%, Maturing December 2027
Fair value of derivative instruments
Notional Amount	$ 50,000
Fixed Interest Rate	2.65%
Total fair value derivative liabilities	$ (1,124)	(610)
Interest rate swap contracts \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 2.68%, Maturing December 2027
Fair value of derivative instruments
Notional Amount	$ 100,000
Fixed Interest Rate	2.68%
Total fair value derivative liabilities	$ (2,509)	(1,479)
Interest rate swap contracts \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 2.62%, Maturing December 2027
Fair value of derivative instruments
Notional Amount	$ 100,000
Fixed Interest Rate	2.62%
Total fair value derivative liabilities	$ (2,042)	(1,015)
Interest Rate Cap \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 5.00%, Maturing August 2017
Fair value of derivative instruments
Notional Amount	$ 75,000
Fixed Interest Rate	5.00%
Interest Rate Cap \| Designated as Hedging Instrument \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 5.00 Maturing August 2019
Fair value of derivative instruments
Notional Amount		$ 100,000
Fixed Interest Rate		5.00%
Interest Rate Cap \| Not Designated as Hedging Instrument, Economic Hedge \| Accounts Payable and Accrued Liabilities \| Fixed Interest Rate 2.50%, Maturing December 2019
Fair value of derivative instruments
Notional Amount	$ 230,000
Fixed Interest Rate	2.50%
Total fair value derivative assets	$ 164	$ 768
Interest (income) expense	$ (600)

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Impact of Financial Instruments on Statement of Operations) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Interest Expense [Member]
Effect of the Company's derivative financial instruments on the income statement
Amount of Gain (Loss) Reclassified from AOCI into Earnings	$ (905)	$ (1,364)	$ (1,745)
Cash Flow Hedging \| Interest rate swap contracts
Effect of the Company's derivative financial instruments on the income statement
Amount of Gain (Loss) Recognized in OCI	$ (726)	$ 831	$ (1,705)

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Summary of Changes in Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Balance at the beginning of the period	$ (6,786)	$ (7,889)
Other comprehensive income (loss) before reclassifications	(1,084)	(261)
Loss reclassified from accumulated other comprehensive loss to net income (loss)	905	1,364
Other comprehensive income (loss)	(179)	1,103	$ (177)
Balance at the end of the period	$ (6,965)	$ (6,786)	$ (7,889)

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Summary of Amounts Reclassified Out of AOCI) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Reclassifications out of accumulated other comprehensive income (loss)
Loss reclassified from accumulated other comprehensive loss to net income (loss)	$ 905	$ 1,364
Reclassification out of Accumulated Other Comprehensive Income [Member]
Reclassifications out of accumulated other comprehensive income (loss)
Loss reclassified from accumulated other comprehensive loss to net income (loss)	905	1,364
Interest rate swap contracts \| Reclassification out of Accumulated Other Comprehensive Income [Member] \| Provision For Income Taxes
Reclassifications out of accumulated other comprehensive income (loss)
Loss reclassified from accumulated other comprehensive loss to net income (loss)	(538)	(811)
Losses on cash flow hedges \| Reclassification out of Accumulated Other Comprehensive Income [Member] \| Interest Expense [Member]
Reclassifications out of accumulated other comprehensive income (loss)
Loss reclassified from accumulated other comprehensive loss to net income (loss)	$ 1,443	$ 2,175

STOCK-BASED PLANS (Summary of Stock Option Activity) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Nov. 09, 2010
Stock Options
Shares of common stock reserved for issuance				3,698,050
Stock options outstanding at the beginning of the period (in shares)	1,176,640	1,086,040	1,046,490
Granted (in shares)	58,000	162,100	117,000
Exercised (in shares)	(395,482)	(3,000)
Forfeited (in shares)	(54,976)	(68,500)	(77,450)
Expired (in shares)	(1,000)
Stock options outstanding at the end of the period (in shares)	783,182	1,176,640	1,086,040
Stock options exercisable at the end of the period (in shares)	306,182
Remaining unvested options outstanding and expected to vest (in shares)	772,990
Weighted Average Exercise Price
Stock options outstanding at the beginning of the period (in dollars per share)	$ 78.87	$ 77.11	$ 72.61
Granted (in dollars per share)	119.85	109.42	134.24
Exercised (in dollars per share)	58.81	60.33
Forfeited (in dollars per share)	105.17	122.93	103.84
Expired (in dollars per share)	57.77
Stock options outstanding at the end of the period (in dollars per share)	90.22	$ 78.87	$ 77.11
Stock options exercisable at the end of the period (in dollars per share)	59.96
Stock options expected to vest at the end of the period (in dollars per share)	$ 59.96
Weighted average remaining contractual term of stock options outstanding	5 years 8 months 12 days
Weighted average remaining contractual term of stock options exercisable	3 years 7 months 6 days
Weighted average remaining contractual term of stock options expected to vest	5 years 8 months 12 days
Aggregate intrinsic value	$ 33,454,510
Aggregate intrinsic value of stock options exercisable	21,833,176
Aggregate intrinsic value of stock options expected to vest	33,302,071
Significant assumptions used in Black-Scholes option-pricing model
Stock based compensation expense	$ 7,385,000	$ 6,707,000	$ 7,284,000
Maximum
Stock Options
Maximum number of shares available for future grant	2,032,473
Stock Options
Stock Options
Share based compensation costs capitalized	$ 1,100,000	$ 2,600,000	$ 2,500,000
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 90.22
Number Outstanding (in shares)	783,182
Weighted Average Remaining Contractual Term	5 years 8 months 12 days
Number Exercisable (in shares)	306,182
Significant assumptions used in Black-Scholes option-pricing model
Weighted average grant date fair value (in dollars per share)	$ 34.51	$ 36.55	$ 44.45
Weighted-average expected life of options	8 years 4 months 24 days	7 years 4 months 24 days	7 years 6 months
Weighted-average risk-free interest rate (as a percent)	2.20%	1.80%	2.00%
Weighted-average expected volatility (as a percent)	22.80%	33.10%	26.10%
Expiration period	10 years
Unamortized stock option expense	$ 7,900,000
Stock based compensation expense	$ 8,400,000	$ 9,400,000	$ 9,800,000
Stock Options \| Minimum
Significant assumptions used in Black-Scholes option-pricing model
Exercisable period	5 years
Stock Options \| General and Administrative Expense
Significant assumptions used in Black-Scholes option-pricing model
Stock based compensation expense	$ 1,600,000	$ 2,900,000	$ 2,600,000
Stock Options \| $46.49 - 55.82
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 51.39
Number Outstanding (in shares)	23,290
Weighted Average Remaining Contractual Term	3 years 8 months 12 days
Number Exercisable (in shares)	23,290
Stock Options \| $46.49 - 55.82 \| Minimum
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 46.49
Stock Options \| $46.49 - 55.82 \| Maximum
Exercise price range of stock options
Exercise Price (in dollars per share)	55.82
Stock Options \| $57.77 - 60.33
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 58.06
Number Outstanding (in shares)	242,418
Weighted Average Remaining Contractual Term	3 years 3 months 18 days
Number Exercisable (in shares)	242,418
Stock Options \| $57.77 - 60.33 \| Minimum
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 57.77
Stock Options \| $57.77 - 60.33 \| Maximum
Exercise price range of stock options
Exercise Price (in dollars per share)	60.33
Stock Options \| $61.64 - 69.75
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 65.93
Number Outstanding (in shares)	109,550
Weighted Average Remaining Contractual Term	4 years 4 months 24 days
Number Exercisable (in shares)	29,550
Stock Options \| $61.64 - 69.75 \| Minimum
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 61.64
Stock Options \| $61.64 - 69.75 \| Maximum
Exercise price range of stock options
Exercise Price (in dollars per share)	69.75
Stock Options \| $81.80 - 110.50
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 98.13
Number Outstanding (in shares)	94,424
Weighted Average Remaining Contractual Term	6 years 1 month 6 days
Number Exercisable (in shares)	9,024
Stock Options \| $81.80 - 110.50 \| Minimum
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 81.80
Stock Options \| $81.80 - 110.50 \| Maximum
Exercise price range of stock options
Exercise Price (in dollars per share)	110.50
Stock Options \| $112.64 - 151.72
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 124.07
Number Outstanding (in shares)	313,500
Weighted Average Remaining Contractual Term	8 years
Number Exercisable (in shares)	1,900
Stock Options \| $112.64 - 151.72 \| Minimum
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 112.64
Stock Options \| $112.64 - 151.72 \| Maximum
Exercise price range of stock options
Exercise Price (in dollars per share)	$ 151.72

STOCK-BASED PLANS (Summary of Restricted Stock Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Weighted Average Grant Date Fair Value
Stock based compensation expense	$ 7,385	$ 6,707	$ 7,284
Restricted Stock
Restricted stock activity
Vesting period	5 years
Restricted stock outstanding at the beginning of the period (in shares)	289,112	242,556	172,690
Granted (in shares)	177,385	136,198		81,581
Vested (in shares)	(68,819)	(37,670)	(7,546)
Forfeited (in shares)	(43,482)	(51,972)	(4,169)
Restricted stock outstanding at the end of the period (in shares)	354,196	289,112	242,556	172,690
Weighted Average Grant Date Fair Value
Restricted stock outstanding at the beginning of the period (in dollars per share)	$ 88.88	$ 100.15	$ 121.81
Granted (in dollars per share)	85.81	67.80		$ 121.81
Vested (in dollars per share)	88.58	83.47	147.56
Forfeited (in dollars per share)	76.10	90.14	101.33
Restricted stock outstanding at the end of the period (in dollars per share)	$ 88.97	$ 88.88	$ 100.15	$ 121.81
Fair value of restricted stock vested	$ 8,900
Unamortized restricted stock expense	$ 20,300
Weighted-average period for recognition of unamortized restricted stock expense	4 years 2 months 12 days
Restricted Stock \| General and Administrative Expense
Weighted Average Grant Date Fair Value
Stock based compensation expense	$ 5,700	$ 4,500	$ 4,700
Stock Options
Weighted Average Grant Date Fair Value
Stock based compensation expense	8,400	9,400	9,800
Share based compensation costs capitalized	$ 1,100	2,600	2,500
Weighted-average period for recognition of unamortized restricted stock expense	3 years
Stock Options \| General and Administrative Expense
Weighted Average Grant Date Fair Value
Stock based compensation expense	$ 1,600	$ 2,900	$ 2,600

RENTALS UNDER OPERATING LEASES (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Total Minimum Rent
2018	$ 160,878
2019	173,404
2020	163,048
2021	166,703
2022	165,703
Subsequent	1,027,115
Total	1,856,851
Percentage rent in lieu of fixed minimum rent	1,500	$ 2,400	$ 3,500
Overage rent	$ 2,800	$ 3,600	$ 3,600

SEGMENTS (Summary of Segment Operating Results) (Details) $ in Thousands		3 Months Ended								12 Months Ended
	Mar. 16, 2017 USD ($)	Dec. 31, 2017 USD ($)	Sep. 30, 2017 USD ($)	Jun. 30, 2017 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Sep. 30, 2016 USD ($)	Jun. 30, 2016 USD ($)	Mar. 31, 2016 USD ($)	Dec. 31, 2017 USD ($) segment	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Segments reporting
Number of reportable segments \| segment										3
Land sales										$ 248,595	$ 215,318	$ 187,399
Builder price participation										22,835	21,386	26,846
Minimum rents										183,025	173,268	150,760
Other land revenues										28,166	16,232	14,803
Other rental and property revenues										31,414	16,585	27,080
Total revenues		$ 300,983	$ 258,736	$ 308,639	$ 231,762	$ 278,546	$ 242,265	$ 273,514	$ 240,680	1,100,120	1,035,005	797,088
Tenant recoveries										45,814	44,330	39,542
Condominium rights and unit sales										464,251	485,634	305,284
Hospitality revenues										76,020	62,252	45,374
Cost of sales - land										121,116	95,727	88,065
Other property operating costs										91,729	65,978	72,751
Rental property real estate taxes										29,185	26,847	24,138
Rental property maintenance costs										13,432	12,392	10,712
Hospitality operating costs										56,362	49,359	34,839
Provision for (recovery of) doubtful accounts										2,710	5,664	4,030
Demolition costs										1,923	2,212	3,297
Provision for impairment											35,734
Development-related marketing costs										20,504	22,184	25,466
Depreciation and amortization										132,252	95,864	98,997
Other income, net										(54,615)	(116,268)	(1,829)
Interest income										(4,043)	(1,359)	(586)
Equity in earnings in Real Estate and Other Affiliates										(25,498)	(56,818)	(3,721)
Gain on sale of 80 South Street Assemblage										(51,367)	(140,549)
Loss on redemption of senior notes due 2021	$ 46,400									46,410
Operating Segments
Segments reporting
REP segment EBT										330,728	458,518	202,300
Operating Segments \| Master Planned Communities
Segments reporting
Land sales										248,595	215,318	187,399
Builder price participation										22,835	21,386	26,846
Minimum rents										(8)	384	797
Other land revenues										28,124	16,192	14,778
Other rental and property revenues										(3)	24	45
Total revenues										299,543	253,304	229,865
Cost of sales - land										121,116	95,727	88,065
Land sales operations										38,777	42,371	44,907
Provision for (recovery of) doubtful accounts										2
Depreciation and amortization										323	311	640
Other income, net										(3,500)
Interest income										(4)	(59)	(60)
Interest expense										(24,288)	(21,026)	(18,053)
Equity in earnings in Real Estate and Other Affiliates										(23,234)	(43,501)
Total expenses										109,192	73,823	115,499
REP segment EBT										190,351	179,481	114,366
Operating Segments \| Operating Assets
Segments reporting
Minimum rents										182,468	172,437	149,064
Other rental and property revenues										23,701	16,170	25,453
Total revenues										327,555	295,165	259,306
Tenant recoveries										45,366	44,306	39,415
Hospitality revenues										76,020	62,252	45,374
Other property operating costs										71,748	60,506	68,078
Rental property real estate taxes										26,523	24,439	21,856
Rental property maintenance costs										12,872	12,033	10,236
Hospitality operating costs										56,362	49,359	34,839
Provision for (recovery of) doubtful accounts										2,710	5,601	3,998
Demolition costs										1,605	194	2,412
Provision for impairment											35,734
Development-related marketing costs										3,346	947	7,934
Depreciation and amortization										122,421	86,313	89,075
Other income, net										315	(4,601)	(524)
Interest income										(22)	(19)	(37)
Interest expense										61,606	50,446	32,968
Equity in earnings in Real Estate and Other Affiliates										(3,267)	(2,802)	(1,883)
Total expenses										356,219	318,150	268,952
REP segment EBT										(28,664)	(22,985)	(9,646)
Operating Segments \| Strategic Developments
Segments reporting
Minimum rents										565	447	899
Other land revenues										42	40	25
Other rental and property revenues										7,716	391	1,582
Total revenues										473,022	486,536	307,917
Tenant recoveries										448	24	127
Condominium rights and unit sales										464,251	485,634	305,284
Condominium rights and unit cost of sales										338,361	319,325	191,606
Other property operating costs										19,981	5,472	4,673
Rental property real estate taxes										2,662	2,408	2,282
Rental property maintenance costs										560	359	476
Provision for (recovery of) doubtful accounts										(2)	63	32
Demolition costs										318	2,018	885
Development-related marketing costs										17,158	21,237	17,532
Depreciation and amortization										1,210	2,744	3,240
Other income, net										(108)	(611)	104
Interest income										(187)	(500)	(202)
Interest expense										(25,280)	(16,937)	(8,453)
Equity in earnings in Real Estate and Other Affiliates										550	(10,515)	(1,838)
Gain on sale of 80 South Street Assemblage										(51,242)	(140,549)
Total expenses										303,981	184,514	210,337
REP segment EBT										$ 169,041	$ 302,022	$ 97,580
Las Vegas 51s
Segments reporting
Voting interest acquired (as a percent)		50.00%								50.00%

SEGMENTS (Reconciliation of EBT to Income (Loss) Before Taxes) (Details) - USD ($) $ in Thousands		12 Months Ended
	Mar. 16, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Reconciliation of REP EBT to GAAP net income (loss)
General and administrative		$ (89,882)	$ (86,588)	$ (81,345)
Warrant liability (loss) gain		(43,443)	(24,410)	58,320
Gain on acquisition of joint venture partner’s interest		23,332	27,088
Gain (loss) on disposal of operating assets		3,868	(1,117)	29,073
Corporate gains on sale of properties		125
Equity in earnings in Real Estate and Other Affiliates		(25,498)	(56,818)	(3,721)
Loss on redemption of senior notes due 2021	$ (46,400)	(46,410)
Corporate other (expense) income, net		54,615	116,268	1,829
Corporate depreciation and amortization		(132,252)	(95,864)	(98,997)
Operating Expenses		(936,233)	(824,511)	(680,153)
Income before taxes		120,822	320,776	150,720
Corporate
Reconciliation of REP EBT to GAAP net income (loss)
General and administrative		(89,882)	(86,588)	(81,345)
Corporate interest expense, net		(48,700)	(52,460)	(52,995)
Warrant liability (loss) gain		(43,443)	(24,410)	58,320
Gain on acquisition of joint venture partner’s interest		23,332	27,088
Gain (loss) on disposal of operating assets		3,868	(1,117)	29,073
Equity in earnings in Real Estate and Other Affiliates		(453)
Loss on redemption of senior notes due 2021		(46,410)
Corporate other (expense) income, net		(45)	6,241	1,409
Corporate depreciation and amortization		(8,298)	(6,496)	(6,042)
Operating Expenses		(209,906)	(137,742)	(51,580)
Operating Segments
Reconciliation of REP EBT to GAAP net income (loss)
REP EBT		330,728	458,518	202,300
Master Planned Communities \| Operating Segments
Reconciliation of REP EBT to GAAP net income (loss)
REP EBT		190,351	179,481	114,366
Equity in earnings in Real Estate and Other Affiliates		(23,234)	(43,501)
Corporate other (expense) income, net		3,500
Corporate depreciation and amortization		(323)	(311)	(640)
Operating Assets \| Operating Segments
Reconciliation of REP EBT to GAAP net income (loss)
REP EBT		(28,664)	(22,985)	(9,646)
Equity in earnings in Real Estate and Other Affiliates		(3,267)	(2,802)	(1,883)
Corporate other (expense) income, net		(315)	4,601	524
Corporate depreciation and amortization		(122,421)	(86,313)	(89,075)
Strategic Developments \| Operating Segments
Reconciliation of REP EBT to GAAP net income (loss)
REP EBT		169,041	302,022	97,580
Equity in earnings in Real Estate and Other Affiliates		550	(10,515)	(1,838)
Corporate other (expense) income, net		108	611	(104)
Corporate depreciation and amortization		$ (1,210)	$ (2,744)	$ (3,240)

SEGMENTS (Reconciliation of Segment Revenue to Consolidated Revenue) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Reconciliation of Segment Basis Revenues to GAAP Revenues
Total revenues	$ 300,983	$ 258,736	$ 308,639	$ 231,762	$ 278,546	$ 242,265	$ 273,514	$ 240,680	$ 1,100,120	$ 1,035,005	$ 797,088
Master Planned Communities \| Operating Segments
Reconciliation of Segment Basis Revenues to GAAP Revenues
Total revenues									299,543	253,304	229,865
Operating Assets \| Operating Segments
Reconciliation of Segment Basis Revenues to GAAP Revenues
Total revenues									327,555	295,165	259,306
Strategic Developments \| Operating Segments
Reconciliation of Segment Basis Revenues to GAAP Revenues
Total revenues									$ 473,022	$ 486,536	$ 307,917

SEGMENTS (Summary of Assets by Segment and Reconciliation of Segment Assets to Total Assets) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Jan. 28, 2017	Dec. 31, 2016
Reconciliation of total segment assets to total assets
Assets	$ 6,729,064		$ 6,367,382
Las Vegas 51s
Reconciliation of total segment assets to total assets
Ownership interest (as a percent)	50.00%
Constellation
Reconciliation of total segment assets to total assets
Ownership interest (as a percent)	50.00%	50.00%
Operating Segments
Reconciliation of total segment assets to total assets
Assets	$ 5,999,879		5,779,048
Operating Segments \| Master Planned Communities
Reconciliation of total segment assets to total assets
Assets	1,999,090		1,982,639
Operating Segments \| Operating Assets
Reconciliation of total segment assets to total assets
Assets	2,489,177		2,344,949
Operating Segments \| Strategic Developments
Reconciliation of total segment assets to total assets
Assets	1,511,612		1,451,460
Corporate
Reconciliation of total segment assets to total assets
Assets	$ 729,185		$ 588,334

QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
Total revenues	$ 300,983	$ 258,736	$ 308,639	$ 231,762	$ 278,546	$ 242,265	$ 273,514	$ 240,680	$ 1,100,120	$ 1,035,005	$ 797,088
Operating income	62,443	24,372	54,133	77,554	59,372	784	73,636	192,970	218,502	326,762	118,764
Net income	147,328	10,516	3,120	5,659	43,595	7,996	6,970	143,765	166,623	202,326	126,719
Net income attributable to common stockholders	$ 149,121	$ 10,504	$ 3,120	$ 5,659	$ 43,595	$ 7,973	$ 6,970	$ 143,765	$ 168,404	$ 202,303	$ 126,719
EARNINGS PER SHARE
Basic earnings (loss) per share: (in dollars per share)	$ 3.48	$ 0.25	$ 0.08	$ 0.14	$ 1.10	$ 0.20	$ 0.18	$ 3.64	$ 4.07	$ 5.12	$ 3.21
Diluted earnings (loss) per share: (in dollars per share)	$ 3.46	$ 0.24	$ 0.07	$ 0.13	$ 1.02	$ 0.19	$ 0.16	$ 2.69	$ 3.91	$ 4.73	$ 1.60
Weighted average shares outstanding:
Basic (in shares)	42,860,000	42,845,000	40,373,000	39,799,000	39,502,000	39,502,000	39,492,000	39,473,000	41,364	39,492	39,470
Diluted (in shares)	43,120,000	43,267,000	43,051,000	42,757,000	42,753,000	42,760,000	42,664,000	42,400,000	43,089	42,729	42,754

Schedule III - REAL ESTATE AND ACCUMLATED DEPRECIATION (Information by Property) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	$ 1,862,806
Encumbrances	2,857,945
Initial Cost
Land	2,502,078
Land	2,502,963
Buildings and Improvements	1,897,867
Buildings and Improvements	1,898,894
Costs Capitalized Subsequent to Acquisition
Land	(581,867)
Land	(582,752)
Buildings and Improvements	1,492,337
Building and Improvements	1,536,304
Gross Amounts at Which Carried at Close of Period
Land	1,920,211
Land	1,920,211
Building and Improvements	3,435,198
Buildings and Improvements	3,390,204
Total	5,310,415
Total	5,355,409	$ 4,979,840	$ 4,774,632	$ 4,116,556
Accumulated Depreciation	(303,617)
Accumulated Depreciation	(321,882)	(245,814)	$ (232,969)	$ (157,182)
Unamortized bond issuance costs	(6,898)	(5,779)
Deferred Financing Costs	(12,946)	$ (11,934)
Aggregate cost of land, building and improvements for federal income tax purposes	4,600,000
Bridgeland
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	65,000
Initial Cost
Land	260,223
Costs Capitalized Subsequent to Acquisition
Land	198,685
Buildings and Improvements	1,960
Gross Amounts at Which Carried at Close of Period
Land	458,908
Buildings and Improvements	1,960
Total	460,868
Accumulated Depreciation	(801)
Lakeland Village Center at Bridgeland Cypress, TX
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	11,470
Initial Cost
Land	2,404
Buildings and Improvements	11,135
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	3,038
Gross Amounts at Which Carried at Close of Period
Land	2,404
Buildings and Improvements	14,173
Total	16,577
Accumulated Depreciation	(335)
American City Building
Initial Cost
Buildings and Improvements	13,534
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	13,534
Total	13,534
Aristocrat
Initial Cost
Buildings and Improvements	15,313
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	15,313
Total	15,313
10 - 70 Columbia Corporate Center
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	100,000
Initial Cost
Land	24,685
Buildings and Improvements	94,824
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	18,680
Gross Amounts at Which Carried at Close of Period
Land	24,685
Buildings and Improvements	113,504
Total	138,189
Accumulated Depreciation	(12,067)
Columbia Office Properties
Initial Cost
Land	1,175
Buildings and Improvements	14,913
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	268
Gross Amounts at Which Carried at Close of Period
Land	1,175
Buildings and Improvements	15,181
Total	16,356
Accumulated Depreciation	(4,527)
Columbia Regional Building
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	25,000
Initial Cost
Buildings and Improvements	28,865
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,223
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	31,088
Total	31,088
Accumulated Depreciation	(3,213)
Lakefront
Initial Cost
Buildings and Improvements	1,964
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	1,964
Total	1,964
Maryland Communities
Initial Cost
Land	457,552
Costs Capitalized Subsequent to Acquisition
Land	(440,924)
Buildings and Improvements	197
Gross Amounts at Which Carried at Close of Period
Land	16,628
Buildings and Improvements	197
Total	16,825
Accumulated Depreciation	(150)
Merriweather District Predevelopment
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	76,808
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	76,808
Total	76,808
One Mall North
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	14,463
Initial Cost
Land	7,822
Buildings and Improvements	10,818
Gross Amounts at Which Carried at Close of Period
Land	7,822
Buildings and Improvements	10,818
Total	18,640
Accumulated Depreciation	(335)
One Merriweather
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	42,332
Initial Cost
Land	1,433
Buildings and Improvements	58,936
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	8,065
Gross Amounts at Which Carried at Close of Period
Land	1,433
Buildings and Improvements	67,001
Total	68,434
Accumulated Depreciation	(1,396)
Ridgely Building
Initial Cost
Land	400
Buildings and Improvements	58,937
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	(58,937)
Gross Amounts at Which Carried at Close of Period
Land	400
Total	400
Two Merriweather
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	19,429
Initial Cost
Land	1,019
Buildings and Improvements	4,931
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	25,691
Gross Amounts at Which Carried at Close of Period
Land	1,019
Buildings and Improvements	30,622
Total	31,641
Accumulated Depreciation	(127)
Seaport Predevelopment
Initial Cost
Buildings and Improvements	7,641
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	581
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	8,222
Total	8,222
85 South Street
Initial Cost
Land	15,913
Buildings and Improvements	8,137
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	949
Gross Amounts at Which Carried at Close of Period
Land	15,913
Buildings and Improvements	9,086
Total	24,999
Accumulated Depreciation	(1,985)
Seaport Tin Building New York, NY
Initial Cost
Buildings and Improvements	8,290
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	5,022
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	13,312
Total	13,312
South Street Seaport - Pier 17
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	344,168
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	344,168
Total	344,168
South Street Seaport Historic District / Uplands
Initial Cost
Buildings and Improvements	7,884
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	105,078
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	112,962
Total	112,962
Accumulated Depreciation	(7,252)
Constellation
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	24,200
Initial Cost
Land	3,069
Buildings and Improvements	39,759
Gross Amounts at Which Carried at Close of Period
Land	3,069
Buildings and Improvements	39,759
Total	42,828
Downtown Summerlin
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	276,900
Initial Cost
Land	30,855
Buildings and Improvements	364,100
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	25,484
Gross Amounts at Which Carried at Close of Period
Land	30,855
Buildings and Improvements	389,584
Total	420,439
Accumulated Depreciation	(42,046)
Downtown Summerlin Apartments
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	12,661
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	12,661
Total	12,661
Hockey Ground Lease
Costs Capitalized Subsequent to Acquisition
Land	4,710
Buildings and Improvements	2,156
Gross Amounts at Which Carried at Close of Period
Land	4,710
Buildings and Improvements	2,156
Total	6,866
Accumulated Depreciation	(33)
Las Vegas 51s
Initial Cost
Buildings and Improvements	179
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	179
Total	179
Accumulated Depreciation	(40)
Las Vegas Ballpark
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	7,651
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	7,651
Total	7,651
Summerlin
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	24,764
Initial Cost
Land	990,179
Costs Capitalized Subsequent to Acquisition
Land	(137,946)
Buildings and Improvements	1,186
Gross Amounts at Which Carried at Close of Period
Land	852,233
Buildings and Improvements	1,186
Total	853,419
Accumulated Depreciation	(660)
Two Summerlin
Initial Cost
Buildings and Improvements	18,676
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	18,676
Total	18,676
Creekside Park Apartments
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	20,030
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	20,030
Total	20,030
Creekside Village Green
Costs Capitalized Subsequent to Acquisition
Land	1,323
Buildings and Improvements	16,263
Gross Amounts at Which Carried at Close of Period
Land	1,323
Buildings and Improvements	16,263
Total	17,586
Accumulated Depreciation	(1,590)
Embassy Suites at Hughes Landing
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	31,245
Initial Cost
Buildings and Improvements	6,752
Costs Capitalized Subsequent to Acquisition
Land	1,818
Buildings and Improvements	36,117
Gross Amounts at Which Carried at Close of Period
Land	1,818
Buildings and Improvements	42,869
Total	44,687
Accumulated Depreciation	(3,029)
100 Fellowship Drive
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	1
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	21,691
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	21,691
Total	21,691
HHC 242 Self-Storage Woodlands, TX
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	6,243
Initial Cost
Land	878
Buildings and Improvements	6,802
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,090
Gross Amounts at Which Carried at Close of Period
Land	878
Buildings and Improvements	7,892
Total	8,770
Accumulated Depreciation	(208)
HHC 2978 Self-Storage Woodlands, TX
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	5,634
Initial Cost
Land	124
Buildings and Improvements	5,498
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	2,015
Gross Amounts at Which Carried at Close of Period
Land	124
Buildings and Improvements	7,513
Total	7,637
Accumulated Depreciation	(160)
One Hughes Landing
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	52,000
Initial Cost
Land	1,678
Buildings and Improvements	34,761
Gross Amounts at Which Carried at Close of Period
Land	1,678
Buildings and Improvements	34,761
Total	36,439
Accumulated Depreciation	(6,287)
Two Hughes Landing
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	48,000
Initial Cost
Land	1,269
Buildings and Improvements	34,950
Gross Amounts at Which Carried at Close of Period
Land	1,269
Buildings and Improvements	34,950
Total	36,219
Accumulated Depreciation	(5,693)
Three Hughes Landing
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	45,058
Initial Cost
Land	2,626
Buildings and Improvements	46,372
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	21,638
Gross Amounts at Which Carried at Close of Period
Land	2,626
Buildings and Improvements	68,010
Total	70,636
Accumulated Depreciation	(1,814)
1725 Hughes Landing Boulevard
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	58,815
Initial Cost
Land	1,351
Buildings and Improvements	36,764
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	30,252
Gross Amounts at Which Carried at Close of Period
Land	1,351
Buildings and Improvements	67,016
Total	68,367
Accumulated Depreciation	(6,510)
1735 Hughes Landing Boulevard
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	58,602
Initial Cost
Land	3,709
Buildings and Improvements	97,651
Gross Amounts at Which Carried at Close of Period
Land	3,709
Buildings and Improvements	97,651
Total	101,360
Accumulated Depreciation	(9,292)
Hughes Landing Retail
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	35,000
Initial Cost
Land	5,184
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	32,987
Gross Amounts at Which Carried at Close of Period
Land	5,184
Buildings and Improvements	32,987
Total	38,171
Accumulated Depreciation	(3,145)
1701 Lake Robbins
Initial Cost
Land	1,663
Buildings and Improvements	3,725
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	10
Gross Amounts at Which Carried at Close of Period
Land	1,663
Buildings and Improvements	3,735
Total	5,398
Accumulated Depreciation	(320)
Lake Woodlands Crossing Retail
Initial Cost
Buildings and Improvements	6,525
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	6,525
Total	6,525
2201 Lake Woodlands Drive
Initial Cost
Land	3,755
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	47
Gross Amounts at Which Carried at Close of Period
Land	3,755
Buildings and Improvements	47
Total	3,802
Accumulated Depreciation	(5)
One Lakes Edge
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	69,440
Initial Cost
Land	1,057
Buildings and Improvements	81,768
Gross Amounts at Which Carried at Close of Period
Land	1,057
Buildings and Improvements	81,768
Total	82,825
Accumulated Depreciation	(5,784)
Millennium Six Pines Apartments Woodlands, TX
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	42,500
Initial Cost
Land	4,000
Buildings and Improvements	54,624
Costs Capitalized Subsequent to Acquisition
Land	7,225
Gross Amounts at Which Carried at Close of Period
Land	11,225
Buildings and Improvements	54,624
Total	65,849
Accumulated Depreciation	(2,819)
Millennium Waterway Apartments
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	55,095
Initial Cost
Land	15,917
Buildings and Improvements	56,002
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,394
Gross Amounts at Which Carried at Close of Period
Land	15,917
Buildings and Improvements	57,396
Total	73,313
Accumulated Depreciation	(12,898)
9303 New Trails
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	12,003
Initial Cost
Land	1,929
Buildings and Improvements	11,915
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	601
Gross Amounts at Which Carried at Close of Period
Land	1,929
Buildings and Improvements	12,516
Total	14,445
Accumulated Depreciation	(2,182)
3831 Technology Forest Drive
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	21,954
Initial Cost
Land	514
Buildings and Improvements	14,194
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,703
Gross Amounts at Which Carried at Close of Period
Land	514
Buildings and Improvements	15,897
Total	16,411
Accumulated Depreciation	(2,435)
The Westin at the Woodlands Woodlands, TX
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	57,946
Initial Cost
Land	22,473
Costs Capitalized Subsequent to Acquisition
Land	(20,520)
Buildings and Improvements	88,892
Gross Amounts at Which Carried at Close of Period
Land	1,953
Buildings and Improvements	88,892
Total	90,845
Accumulated Depreciation	(5,229)
The Woodlands
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	150,000
Initial Cost
Land	269,411
Buildings and Improvements	9,814
Costs Capitalized Subsequent to Acquisition
Land	(63,362)
Buildings and Improvements	6,793
Gross Amounts at Which Carried at Close of Period
Land	206,049
Buildings and Improvements	16,607
Total	222,656
Accumulated Depreciation	(3,098)
Woodlands Parking Garages
Initial Cost
Land	5,857
Costs Capitalized Subsequent to Acquisition
Land	1,529
Buildings and Improvements	11,837
Gross Amounts at Which Carried at Close of Period
Land	7,386
Buildings and Improvements	11,837
Total	19,223
Accumulated Depreciation	(1,126)
The Woodlands Resort and Conference Center
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	65,500
Initial Cost
Land	13,258
Buildings and Improvements	37,983
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	76,801
Gross Amounts at Which Carried at Close of Period
Land	13,258
Buildings and Improvements	114,784
Total	128,042
Accumulated Depreciation	(15,795)
20/25 Waterway Avenue
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	13,646
Initial Cost
Land	2,346
Buildings and Improvements	8,871
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	775
Gross Amounts at Which Carried at Close of Period
Land	2,346
Buildings and Improvements	9,646
Total	11,992
Accumulated Depreciation	(2,122)
Waterway Garage Retail
Initial Cost
Land	1,341
Buildings and Improvements	4,255
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,411
Gross Amounts at Which Carried at Close of Period
Land	1,341
Buildings and Improvements	5,666
Total	7,007
Accumulated Depreciation	(1,169)
3 Waterway Square
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	50,327
Initial Cost
Land	748
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	42,329
Gross Amounts at Which Carried at Close of Period
Land	748
Buildings and Improvements	42,329
Total	43,077
Accumulated Depreciation	(9,387)
4 Waterway Square
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	35,151
Initial Cost
Land	1,430
Buildings and Improvements	51,553
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	4,288
Gross Amounts at Which Carried at Close of Period
Land	1,430
Buildings and Improvements	55,841
Total	57,271
Accumulated Depreciation	(10,551)
2000 Woodlands Parkway
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	135
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	135
Total	135
1400 Woodloch Forest
Costs Capitalized Subsequent to Acquisition
Land	1,570
Buildings and Improvements	14,341
Gross Amounts at Which Carried at Close of Period
Land	1,570
Buildings and Improvements	14,341
Total	15,911
Accumulated Depreciation	(4,102)
The Woodlands Hills
Initial Cost
Land	99,284
Costs Capitalized Subsequent to Acquisition
Land	9,176
Gross Amounts at Which Carried at Close of Period
Land	108,460
Total	108,460
Ae'o
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	33,603
Initial Cost
Land	9,795
Buildings and Improvements	85,046
Costs Capitalized Subsequent to Acquisition
Land	(9,795)
Buildings and Improvements	51,818
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	136,864
Total	136,864
Anaha Condominiums
Initial Cost
Land	5,546
Buildings and Improvements	47,450
Costs Capitalized Subsequent to Acquisition
Land	(5,546)
Buildings and Improvements	(8,609)
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	38,841
Total	38,841
Accumulated Depreciation	(2)
Ke Kilohana
Initial Cost
Land	2,615
Buildings and Improvements	17,784
Costs Capitalized Subsequent to Acquisition
Land	(2,615)
Buildings and Improvements	57,233
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	75,017
Total	75,017
Kewalo Harbor
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	7,535
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	7,535
Total	7,535
Accumulated Depreciation	(1)
Waiea
Initial Cost
Buildings and Improvements	20,812
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	39,294
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	60,106
Total	60,106
Accumulated Depreciation	(3)
Ward Predevelopment
Initial Cost
Buildings and Improvements	24,069
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	72,172
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	96,241
Total	96,241
Accumulated Depreciation	(59)
Ward Village
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	238,718
Initial Cost
Land	164,007
Buildings and Improvements	89,321
Costs Capitalized Subsequent to Acquisition
Land	(77,860)
Buildings and Improvements	186,930
Gross Amounts at Which Carried at Close of Period
Land	86,147
Buildings and Improvements	276,251
Total	362,398
Accumulated Depreciation	(61,380)
Allentowne
Initial Cost
Land	25,575
Costs Capitalized Subsequent to Acquisition
Land	(25,575)
Buildings and Improvements	25,886
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	25,886
Total	25,886
Bridges at Mint Hill LLC
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	21,874
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	21,874
Total	21,874
Circle T Ranch and Power Center
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	229
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	229
Total	229
Cottonwood Mall
Initial Cost
Land	7,613
Buildings and Improvements	42,987
Costs Capitalized Subsequent to Acquisition
Land	(7,613)
Buildings and Improvements	(21,440)
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	21,547
Total	21,547
Landmark Mall
Initial Cost
Land	28,396
Buildings and Improvements	67,235
Costs Capitalized Subsequent to Acquisition
Land	(28,396)
Buildings and Improvements	(12,652)
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	54,583
Total	54,583
Accumulated Depreciation	(10)
Outlet Collection at Riverwalk
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	53,841
Initial Cost
Buildings and Improvements	94,513
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	1,161
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	95,674
Total	95,674
Accumulated Depreciation	(16,175)
The Elk Grove Collection
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	10,396
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	10,396
Total	10,396
Accumulated Depreciation	(5)
110 N Wacker
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	18,926
Initial Cost
Buildings and Improvements	29,035
Costs Capitalized Subsequent to Acquisition
Land	12,249
Buildings and Improvements	17,983
Gross Amounts at Which Carried at Close of Period
Land	12,249
Buildings and Improvements	47,018
Total	59,267
Accumulated Depreciation	(34,165)
West Windsor
Costs Capitalized Subsequent to Acquisition
Buildings and Improvements	26,158
Gross Amounts at Which Carried at Close of Period
Buildings and Improvements	26,158
Total	26,158
Accumulated Depreciation	(100)
Corporate Segment
REAL ESTATE AND ACCUMULATED DEPRECIATION
Encumbrances	1,014,983
Initial Cost
Land	885
Buildings and Improvements	1,027
Costs Capitalized Subsequent to Acquisition
Land	(885)
Building and Improvements	43,967
Gross Amounts at Which Carried at Close of Period
Building and Improvements	44,994
Total	44,994
Accumulated Depreciation	$ 18,265

Schedule III - REAL ESTATE AND ACCUMLATED DEPRECIATION (Reconciliation of Real Estate and Accumulated Depreciation) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Reconciliation of Real Estate
Balance at beginning of year	$ 4,979,840	$ 4,774,632	$ 4,116,556
Change in land	93,833	122,446	95,095
Additions	790,183	830,896	834,346
Impairments	0	(35,734)	0
Dispositions and write-offs and land costs of sales	(508,447)	(712,400)	(271,365)
Balance at end of year	5,355,409	4,979,840	4,774,632
Reconciliation of Accumulated Depreciation
Balance at beginning of year	245,814	232,969	157,182
Depreciation expense	116,401	81,878	82,275
Dispositions and write-offs	(40,333)	(69,033)	(6,488)
Balance at end of year	$ 321,882	$ 245,814	$ 232,969
Building and Building Improvements \| Minimum
REAL ESTATE AND ACCUMULATED DEPRECIATION
Estimated useful lives of assets	10 years
Building and Building Improvements \| Maximum
REAL ESTATE AND ACCUMULATED DEPRECIATION
Estimated useful lives of assets	45 years
Equipment and fixtures \| Minimum
REAL ESTATE AND ACCUMULATED DEPRECIATION
Estimated useful lives of assets	5 years
Equipment and fixtures \| Maximum
REAL ESTATE AND ACCUMULATED DEPRECIATION
Estimated useful lives of assets	10 years
Computer, Hardware and Software and Vehicles \| Minimum
REAL ESTATE AND ACCUMULATED DEPRECIATION
Estimated useful lives of assets	3 years
Computer, Hardware and Software and Vehicles \| Maximum
REAL ESTATE AND ACCUMULATED DEPRECIATION
Estimated useful lives of assets	5 years