UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 25, 2021
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices)
Registrant’s telephone number, including area code: (281) 719-6100
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class: | Trading Symbol(s) | Name of each exchange on which registered: | |||||||||||||||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On February 25, 2021, The Howard Hughes Corporation (the “Company”) issued a press release announcing the Company’s financial results for the fourth quarter ended December 31, 2020. A copy of this press release is attached hereto as Exhibit 99.1.
The information contained in this Current Report on Form 8-K pursuant to this “Item 2.02 Results of Operations and Financial Condition” is being furnished. This information shall not be deemed to be filed for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section or shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, unless specifically identified therein as being incorporated by reference.
Item 7.01 Regulation FD Disclosure.
On February 25, 2021, the Company issued supplemental information for the fourth quarter ended December 31, 2020. The supplemental information contains key information about the Company. The supplemental information is attached hereto as Exhibit 99.2 and has been posted on our website at www.howardhughes.com under the “Investors” tab.
The information contained in this Current Report on Form 8-K pursuant to this “Item 7.01 Regulation FD Disclosure” is being furnished. This information shall not be deemed to be filed for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section or shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, unless specifically identified therein as being incorporated by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 99.1 | ||||||||
| 99.2 | ||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| THE HOWARD HUGHES CORPORATION | |||||||||||
| By: | /s/ Peter F. Riley | ||||||||||
| Peter F. Riley | |||||||||||
| Senior Executive Vice President, Secretary and General Counsel | |||||||||||
Date: February 25, 2021
Exhibit 99.1
The Howard Hughes Corporation® Reports Full-Year and Fourth Quarter 2020 Results
Strong full-year results position HHC for accelerated growth with robust residential land sales, delivery of six new Operating Assets and continued momentum in Ward Village with over 300 units sold or contracted in 2020
The Woodlands, TX, February 25, 2021 – The Howard Hughes Corporation® (NYSE: HHC) (the “Company,” “HHC” or “we”) announced today operating results for the year and fourth quarter ended December 31, 2020. The financial statements, exhibits and reconciliations of non-GAAP measures in the attached Appendix and the Supplemental Information at Exhibit 99.2 provide further details of these results.
“This past year highlights the exceptional quality and the resiliency of HHC’s irreplaceable assets and our business model along with the incredible dedication of our people. It was a year that despite the world-wide pandemic, we exceeded our pre-COVID estimate for residential land sales, had the fastest-selling condo project since we opened Ward Village, saw our retail rent collections bounce back from their lows and saw home sales increase from prior year levels across our portfolio. In addition, we took steps to fortify and diversify our balance sheet which has left us positioned to accelerate strategic development across our core assets where we continue to see strong demand,” said David O’Reilly, Chief Executive Officer and Interim Chief Financial Officer.
“The strength of the fourth quarter is evidenced by the performance of our MPCs which generated $86 million in earnings before tax (EBT)(1), propelling our full-year MPC EBT to $209 million. Underlying new home sales—a leading indicator for our future land sales—grew 10% in 2020 compared to full-year 2019 results, giving us confidence that the velocity of land sales will extend into 2021. These results are supported by the continuing trend of migration to low-cost, low-tax states and are a testament to the exceptional quality of our walkable, amenity-rich communities.
“During the year, we delivered two office assets and a standalone restaurant spanning 1.7 million square feet and three multi-family assets totaling 931 units. At stabilization, these assets will generate $40 million in net operating income (NOI)(1). The pace of lease-up of our newly completed assets, combined with our strong balance sheet, helped drive our decision to announce approximately 2 million square feet of new developments to be launched in 2021 that will continue to grow our recurring income and unlock value in our commercial land.
“With a total of 302 condo units sold or under contract in 2020, Ward Village continues to demonstrate its market resiliency as the desire to live in this sought-after community remains high. Victoria Place—the fastest-selling tower to date at Ward Village—contracted 268 units during the year and is already 77% presold—a tremendous pace given that we only launched presales in December 2019 and a significant amount of these sales were completed virtually due to travel restrictions.
“Capitalizing on last quarter’s successful launch of The Greens at the Seaport, we transformed the summer’s mini green lawns on the rooftop of Pier 17 into socially-distanced winterized cabins offering seasonal dishes and festive cocktails. This concept continued to generate strong demand from local New Yorkers with nearly 39,000 guests served and had an average daily waitlist of 5,000 people. Despite construction delays earlier in the year as a result of COVID-19, we are steadily making progress at the Tin Building with the new Jean-Georges marketplace and we anticipate completion in the fourth quarter of 2021, featuring enhanced mobile ordering and delivery capabilities responding to New York City’s strong appetite for high-quality home delivery of groceries and prepared meals.
“We have largely completed our Transformation Plan and are focused squarely on the acceleration of development opportunities within our master planned communities in response to growing market demand. Our decentralization efforts and corporate overhead reductions are substantially complete. Our annualized fourth quarter general and
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administrative expense, excluding one-time charges, represents a savings of approximately $40 million compared to our full-year 2019 general and administrative expense. We’ve made progress on our sale of non-core assets and only have a few dispositions remaining. Our balance sheet is strong, and we are ideally positioned for growth across our portfolio. Our new leadership is committed to seeking out the most advantageous opportunities within our MPCs that increase our net asset value and achieve the highest risk-adjusted returns.”
Full-Year Highlights
Total Company
–Net income attributable to common stockholders decreased to a loss of $26.2 million, or $(0.50) per diluted share, for the year ended December 31, 2020, compared to income of $74.0 million, or $1.71 per diluted share, for the year ended December 31, 2019.
–As of December 31, 2020, we had $1.0 billion of cash and cash equivalents and available capacity of $185.0 million on the revolver portion of our credit facilities. In 2020, we strengthened our balance sheet and enhanced liquidity through the following:
–Completed an equity offering of common stock resulting in the issuance of 12,270,900 shares and receipt of $593.6 million in net proceeds.
–Issued $750 million in senior notes due August 2028 and used the net proceeds from the debt issuance, together with cash on hand, for the repayment of existing indebtedness of approximately $807.9 million in order to extend the average maturity date of our indebtedness.
–Completed the sale of four non-core assets during the year, which generated a total of $102.3 million in net proceeds.
–Obtained $400.2 million of new construction financings and $177.0 million in other financings.
–On February 2, 2021, we issued $650 million in 4.125% senior notes due 2029 and $650 million in 4.375% senior notes due 2031 and intend to repurchase all of our $1 billion 5.375% senior notes due 2025 and repay all of the approximately $280 million outstanding under our loans for 1201 Lake Robbins and The Woodlands Warehouse maturing June 2021. On February 2, 2021, we repurchased $512.5 million of our $1 billion 5.375% senior notes and intend to repurchase the remainder of these notes on March 15, 2021.
Operating Assets
–From the start of the second quarter through year end, we have collected 96.7% of our office portfolio billings, 97.8% of our multi-family portfolio billings and 83.8% of our other portfolio billings. As a result of the phased reopenings and rent deferrals, collections of our retail portfolio billings increased from 49.7% for the three months ended June 2020, to 72.6% for three months ended December 31, 2020.
–Operating Assets NOI, including our share of NOI from equity investments, decreased by 11% to $190.0 million for the year ended December 31, 2020, compared to $214.3 million for the prior year period. The decrease in NOI was primarily due to rent deferrals and collection reserves related to our retail properties, declines in occupancy at our recently reopened hospitality properties and cancellation of the Las Vegas Aviators 2020 baseball season, all as a result of the COVID-19 pandemic. These decreases were partially offset by new office and multi-family properties placed in service during 2020 and at the end of 2019.
–Retail asset NOI increased 44.2% quarter over quarter from $6.9 million for the three months ended September 30, 2020, to $10.0 million for the three months ended December 31, 2020, primarily as a result of increased collections and the positive impact of the holiday season in the fourth quarter.
–We continue to see strong demand for our newly completed multi-family assets, which have leased at or above our expectations.
MPC
–MPC segment EBT of $209.4 million exceeded pre-COVID expectations for the year ended December 31, 2020. While this represents a decrease of $54.4 million compared to EBT of $263.8 million in 2019 primarily due to the acceleration of super pad sales into 2019 as a result of increased demand from homebuilders and homebuyers, the 2020 EBT results demonstrate growth as compared to $208.9 million in 2018 and $196.7 million in 2017.
–New home sales, a leading indicator of future land sales, increased by 80.2% at The Woodlands Hills, 18.1% at Bridgeland and 8.1% at Summerlin.
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Strategic Developments
–Despite the impacts of the COVID-19 pandemic, we experienced a strong year of condominium unit sales in Ward Village, evidenced by the 302 condominium units we contracted to sell during 2020. Victoria Place, our newest project that began public pre-sales in December 2019, accounted for 268 of the units contracted during the year and was 76.8% presold as of December 31, 2020.
–Subsequent to year end, we closed on 4 units at Waiea and 1 unit at Anaha, totaling $35.2 million in net revenue.
Seaport District
–Seaport District NOI decreased $1.5 million to a loss of $16.5 million for the year ended December 31, 2020, compared to the prior year period, primarily due to business closures and cancellation of events related to the COVID-19 pandemic. Multiple changes were made at the Seaport as a result of COVID-19 including expanded outdoor seating at our restaurants, updates to the Tin Building’s e-commerce strategy to include grocery and restaurant delivery and the launch of The Greens, which replaced the canceled summer concert series.
–Total NOI losses from the Seaport District segment, including our share of NOI from equity investments, were reduced by 48.9% to $3.0 million for the three months ended December 31, 2020, compared to $6.2 million for the three months ended September 30, 2020, primarily due to increased operations and sponsorship revenue recognized in the fourth quarter as a result of reopenings and cost control.
–In the Fall of 2021, we expect to launch The Lawn Club, a new concept that will transform 20,000 square feet of the Fulton Market Building into an immersive indoor/outdoor experience which includes a massive expanse of indoor grass, a stylish clubhouse bar and a wide variety of lawn games.
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We are primarily focused on creating shareholder value by increasing our per share net asset value. Often, the nature of our business results in short-term volatility in our net income due to the timing of MPC land sales, recognition of condominium revenue and operating business pre-opening expenses, and, as such, we believe the following metrics summarized below are most useful in tracking our progress towards net asset value creation.
| Year Ended December 31, | Three Months Ended December 31, | |||||||||||||||||||||||||||||||||||||||||||
| $ in thousands | 2020 | 2019 | Change | % Change | 2020 | 2019 | Change | % Change | ||||||||||||||||||||||||||||||||||||
| Operating Assets NOI | (1) | |||||||||||||||||||||||||||||||||||||||||||
| Office | $ | 114,303 | $ | 83,559 | $ | 30,744 | 37 | % | $ | 28,205 | $ | 21,641 | $ | 6,564 | 30 | % | ||||||||||||||||||||||||||||
| Retail | 40,019 | 62,568 | (22,549) | (36) | % | 9,998 | 14,612 | (4,614) | (32) | % | ||||||||||||||||||||||||||||||||||
| Multi-family | 18,798 | 18,062 | 736 | 4 | % | 6,512 | 4,336 | 2,176 | 50 | % | ||||||||||||||||||||||||||||||||||
| Hospitality | 2,927 | 28,843 | (25,916) | (90) | % | (236) | 5,424 | (5,660) | (104) | % | ||||||||||||||||||||||||||||||||||
| Other | 2,528 | 10,374 | (7,846) | (76) | % | 1,271 | (788) | 2,059 | (261) | % | ||||||||||||||||||||||||||||||||||
| Company's share NOI (a) | 11,474 | 10,943 | 531 | 5 | % | 1,362 | 2,123 | (761) | (36) | % | ||||||||||||||||||||||||||||||||||
| Total Operating Assets NOI | (b) | $ | 190,049 | $ | 214,349 | $ | (24,300) | (11) | % | $ | 47,112 | $ | 47,348 | $ | (236) | — | % | |||||||||||||||||||||||||||
| Projected stabilized NOI Operating Assets ($ in millions) | $ | 364.8 | $ | 367.3 | $ | (2.5) | (1) | % | ||||||||||||||||||||||||||||||||||||
| MPC | ||||||||||||||||||||||||||||||||||||||||||||
| Acres Sold - Residential | 378 | 571 | (193) | (34) | % | 160 | 234 | (74) | (32) | % | ||||||||||||||||||||||||||||||||||
| Acres Sold - Commercial | 17 | — | 17 | — | % | — | — | — | — | % | ||||||||||||||||||||||||||||||||||
| Price Per Acre - Residential | $ | 572 | $ | 571 | $ | 1 | — | % | $ | 614 | $ | 610 | $ | 4 | 1 | % | ||||||||||||||||||||||||||||
| Price Per Acre - Commercial | $ | 130 | $ | — | $ | 130 | — | % | $ | — | $ | — | $ | — | — | % | ||||||||||||||||||||||||||||
| MPC EBT | (1) | $ | 209,423 | $ | 263,841 | $ | (54,418) | (21) | % | $ | 86,495 | $ | 113,973 | $ | (27,478) | (24) | % | |||||||||||||||||||||||||||
| Seaport District NOI | (1) | |||||||||||||||||||||||||||||||||||||||||||
| Historic District & Pier 17 - Landlord | $ | (8,526) | $ | (8,147) | $ | (379) | (5) | % | $ | (3,032) | $ | (2,991) | $ | (41) | (1) | % | ||||||||||||||||||||||||||||
| Multi-family | 290 | 394 | (104) | (26) | % | 30 | 91 | (61) | (67) | % | ||||||||||||||||||||||||||||||||||
| Hospitality | (12) | 41 | (53) | (129) | % | — | — | — | 100 | % | ||||||||||||||||||||||||||||||||||
| Historic District & Pier 17 - Managed Businesses | (5,638) | (7,172) | 1,534 | 21 | % | (645) | (2,752) | 2,107 | 77 | % | ||||||||||||||||||||||||||||||||||
| Events, Sponsorships & Catering Business | (2,588) | (136) | (2,452) | 1,803 | % | 602 | 400 | 202 | 51 | % | ||||||||||||||||||||||||||||||||||
| Company's share NOI (a) | (911) | (710) | (201) | 28 | % | (124) | (325) | 201 | 62 | % | ||||||||||||||||||||||||||||||||||
| Total Seaport District NOI | $ | (17,385) | $ | (15,730) | $ | (1,655) | 11 | % | $ | (3,169) | $ | (5,577) | $ | 2,408 | (43) | % | ||||||||||||||||||||||||||||
| Strategic Developments | ||||||||||||||||||||||||||||||||||||||||||||
| Condominium units contracted to sell (c) | 36 | 108 | (72) | (67) | % | 9 | 26 | (17) | (65) | % | ||||||||||||||||||||||||||||||||||
(a)Includes Company’s share of NOI from non-consolidated assets
(b)Excludes properties sold or in redevelopment
(c)Includes units at our buildings that are open or under construction as of December 31, 2020. Excludes two purchaser defaults at Kō'ula in the second quarter of 2020. Also excludes 268 units sold at Victoria Place since construction has not yet commenced.
Financial Data
(1)See the accompanying appendix for a reconciliation of GAAP to non-GAAP financial measures and a statement indicating why management believes the non-GAAP financial measure provides useful information for investors.
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About The Howard Hughes Corporation®
The Howard Hughes Corporation owns, manages and develops commercial, residential and mixed-use real estate throughout the U.S. Its award-winning assets include the country’s preeminent portfolio of master planned communities, as well as operating properties and development opportunities including: the Seaport District in New York; Downtown Columbia®, Maryland; The Woodlands®, The Woodlands Hills®, and Bridgeland® in the Greater Houston, Texas area; Summerlin®, Las Vegas; and Ward Village® in Honolulu, Hawai‘i. The Howard Hughes Corporation’s portfolio is strategically positioned to meet and accelerate development based on market demand, resulting in one of the strongest real estate platforms in the country. Dedicated to innovative place making, the Company is recognized for its ongoing commitment to design excellence and to the cultural life of its communities. The Howard Hughes Corporation is traded on the New York Stock Exchange as HHC. For additional information visit www.howardhughes.com.
The Howard Hughes Corporation has partnered with Say, the fintech startup reimagining shareholder communications, to allow investors to submit and upvote questions they would like to see addressed on the Company’s fourth quarter earnings call. Say verifies all shareholder positions and provides permission to participate on the February 26, 2021 call, during which the Company’s leadership will be answering top questions. Utilizing the Say platform, The Howard Hughes Corporation elevates its capabilities for responding to Company shareholders, making its investor relations Q&A more transparent and engaging.
The Howard Hughes Corporation will host its investor conference call on Friday, February 26, 2021, at 9:00 a.m Central Standard Time (10:00 a.m. Eastern Standard Time) to discuss fourth quarter 2020 results. To participate, please dial 1-877-883-0383 within the U.S., 1-877-885-0477 within Canada, or 1-412-902-6506 when dialing internationally. All participants should dial in at least five minutes prior to the scheduled start time, using 0300450 as the passcode. In addition to dial-in options, institutional and retail shareholders can participate by going to app.saytechnologies.com/howardhughes. Shareholders can email hello@saytechnologies.com for any support inquiries.
Safe Harbor Statement
We may make forward-looking statements in this press release and in other reports and presentations that we file or furnish with the Securities and Exchange Commission (the “SEC”). In addition, our management may make forward-looking statements orally to analysts, investors, creditors, the media and others. Forward- looking statements should not be relied upon. They give our expectations about the future and are not guarantees.
These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements to materially differ from any future results, performance and achievements expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include:
–the near and long-term impact of the COVID-19 pandemic
–our inability to obtain operating and development capital, including our inability to obtain or refinance debt capital from lenders and the capital markets
–a prolonged recession in the national economy and adverse economic conditions in the homebuilding, condominium development, retail, office and hospitality sectors
–our inability to compete effectively
–the successful transition of our new executive officers
–our ability to execute the Transformation Plan, including the successful sale of our non-core assets
–natural disasters, terrorist activity, acts of violence, breaches of our data security, contamination of our properties by hazardous or toxic substances, or other similar disruptions, as well as losses that are not insured or exceed the applicable insurance limits
–our ability to lease new or redeveloped space
–our ability to obtain the necessary governmental permits for the development of our properties and necessary regulatory approvals pursuant to an extensive entitlement process involving multiple and overlapping regulatory jurisdictions, which often require discretionary action by local governments
–increased construction costs exceeding our original estimates, delays or overruns, claims for construction defects, or other factors affecting our ability to develop, redevelop or construct our properties
–regulation of the portion of our business that is dedicated to the formation and sale of condominiums, including regulatory filings to state agencies, additional entitlement processes and requirements to transfer control to a
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condominium association’s board of directors in certain situations, as well as defaults by purchasers on their obligations to purchase condominiums
–fluctuations in regional and local economies, the residential housing and condominium markets, local real estate conditions, tenant rental rates and competition from competing retail properties and the internet
–our indebtedness, including certain restrictions related to our indebtedness that may limit our ability to operate our business
–our ability to retain key executive personnel
–our ability to collect rent, attract tenants and customers to our hotels
–our directors’ involvement or interests in other businesses, including real estate activities and investments
–our inability to control certain of our properties due to the joint ownership of such property and our inability to successfully attract desirable strategic partners
–catastrophic events or geo-political conditions, such as the COVID-19 pandemic, that may disrupt our business
For more information about risks and uncertainties associated with our business, please refer to the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections of our SEC filings, including, but not limited to, our Annual Report on Form 10-K, copies of which may be obtained on our Investor Relations website at investor.howardhughes.com. Any factor could, by itself, or together with one or more other factors, adversely affect our business, results of operations, plans, objectives, future performance or financial condition. There may be other factors currently unknown to us that we have not described in our Annual Report or other SEC filings that could cause results to differ from our expectations. These forward-looking statements present our estimates and assumptions as of the date of this press release. Except as may be required by law, we undertake no obligation to modify or revise any forward-looking statements to reflect events or circumstances occurring after the date of this release.
Our Financial Presentation
As discussed throughout this release, we use certain non-GAAP performance measures, in addition to the required GAAP presentations, as we believe these measures improve the understanding of our operational results and make comparisons of operating results among peer companies more meaningful. We continually evaluate the usefulness, relevance, limitations and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the public, and thus such reported measures could change. A non-GAAP financial measure used throughout this release is Net operating income (“NOI”). We provide a more detailed discussion about this non-GAAP measure in our reconciliation of non-GAAP measures provided in the appendix in this earnings release.
Media Contact
The Howard Hughes Corporation
Cristina Carlson, 646-822-6910
Vice President, Corporate Communications & Public Relations
cristina.carlson@howardhughes.com
Investor Relations
The Howard Hughes Corporation
David M. Striph, 281-929-7772
Executive Vice President, Head of Operations & Investor Relations
david.striph@howardhughes.com
David R. O’Reilly, 972-392-6236
Chief Executive Officer & Interim Chief Financial Officer
david.o'reilly@howardhughes.com
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THE HOWARD HUGHES CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
UNAUDITED
| Year Ended December 31, | Three Months Ended December 31, | ||||||||||||||||||||||
| thousands except per share amounts | 2020 | 2019 | 2020 | 2019 | |||||||||||||||||||
| REVENUES | |||||||||||||||||||||||
| Condominium rights and unit sales | $ | 1,143 | $ | 448,940 | $ | 958 | $ | 5,009 | |||||||||||||||
| Master Planned Communities land sales | 233,044 | 330,146 | 96,991 | 153,145 | |||||||||||||||||||
| Rental revenue | 323,182 | 278,806 | 81,660 | 72,638 | |||||||||||||||||||
| Other land, rental and property revenues | 105,048 | 206,966 | 22,956 | 41,912 | |||||||||||||||||||
| Builder price participation | 37,072 | 35,681 | 11,136 | 11,457 | |||||||||||||||||||
| Total revenues | 699,489 | 1,300,539 | 213,701 | 284,161 | |||||||||||||||||||
| EXPENSES | |||||||||||||||||||||||
| Condominium rights and unit cost of sales | 108,229 | 369,759 | 2,893 | 4,435 | |||||||||||||||||||
| Master Planned Communities cost of sales | 101,505 | 141,852 | 42,945 | 63,724 | |||||||||||||||||||
| Operating costs | 226,791 | 294,486 | 58,028 | 72,957 | |||||||||||||||||||
| Rental property real estate taxes | 52,815 | 36,861 | 8,590 | 8,276 | |||||||||||||||||||
| Provision for (recovery of) doubtful accounts | 6,009 | (414) | 1,055 | (219) | |||||||||||||||||||
| Demolition costs | — | 855 | — | 118 | |||||||||||||||||||
| Development-related marketing costs | 8,166 | 23,067 | 1,625 | 6,193 | |||||||||||||||||||
| General and administrative | 109,402 | 162,506 | 24,647 | 70,184 | |||||||||||||||||||
| Depreciation and amortization | 217,467 | 155,798 | 56,472 | 40,656 | |||||||||||||||||||
| Total expenses | 830,384 | 1,184,770 | 196,255 | 266,324 | |||||||||||||||||||
| OTHER | |||||||||||||||||||||||
| Provision for impairment | (48,738) | — | — | — | |||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 59,942 | 22,362 | 13,710 | (1,689) | |||||||||||||||||||
| Other income (loss), net | 130 | 12,179 | 923 | 381 | |||||||||||||||||||
| Total other | 11,334 | 34,541 | 14,633 | (1,308) | |||||||||||||||||||
| Operating income (loss) | (119,561) | 150,310 | 32,079 | 16,529 | |||||||||||||||||||
| Selling profit from sales-type leases | — | 13,537 | — | — | |||||||||||||||||||
| Interest income | 2,368 | 9,797 | 460 | 2,101 | |||||||||||||||||||
| Interest expense | (132,257) | (105,374) | (33,540) | (29,016) | |||||||||||||||||||
| Gain (loss) on extinguishment of debt | (13,169) | 4,641 | (3) | 4,641 | |||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 271,099 | 30,629 | 1,464 | 9,782 | |||||||||||||||||||
| Income (loss) before income taxes | 8,480 | 103,540 | 460 | 4,037 | |||||||||||||||||||
| Income tax expense (benefit) | 11,653 | 29,245 | 8,450 | 5,038 | |||||||||||||||||||
| Net income (loss) | (3,173) | 74,295 | (7,990) | (1,001) | |||||||||||||||||||
| Net (income) loss attributable to noncontrolling interests | (22,981) | (339) | 1,344 | (99) | |||||||||||||||||||
| Net income (loss) attributable to common stockholders | $ | (26,154) | $ | 73,956 | $ | (6,646) | $ | (1,100) | |||||||||||||||
| Basic income (loss) per share | $ | (0.50) | $ | 1.71 | $ | (0.12) | $ | (0.03) | |||||||||||||||
| Diluted income (loss) per share | $ | (0.50) | $ | 1.71 | $ | (0.12) | $ | (0.03) | |||||||||||||||
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THE HOWARD HUGHES CORPORATION
CONSOLIDATED BALANCE SHEETS
UNAUDITED
| December 31, | |||||||||||
| thousands except par values and share amounts | 2020 | 2019 | |||||||||
| ASSETS | |||||||||||
| Investment in real estate: | |||||||||||
| Master Planned Communities assets | $ | 1,687,519 | $ | 1,655,674 | |||||||
| Buildings and equipment | 4,115,493 | 3,813,595 | |||||||||
| Less: accumulated depreciation | (634,064) | (507,933) | |||||||||
| Land | 363,447 | 353,022 | |||||||||
| Developments | 1,152,674 | 1,445,997 | |||||||||
| Net property and equipment | 6,685,069 | 6,760,355 | |||||||||
| Investment in real estate and other affiliates | 377,145 | 121,757 | |||||||||
| Net investment in real estate | 7,062,214 | 6,882,112 | |||||||||
| Net investment in lease receivable | 2,926 | 79166 | |||||||||
| Cash and cash equivalents | 1,014,686 | 422,857 | |||||||||
| Restricted cash | 228,311 | 197,278 | |||||||||
| Accounts receivable, net | 7,437 | 12,279 | |||||||||
| Municipal Utility District receivables, net | 314,394 | 280,742 | |||||||||
| Notes receivable, net | 622 | 36,379 | |||||||||
| Deferred expenses, net | 112,097 | 133,182 | |||||||||
| Operating lease right-of-use assets, net | 56,255 | 69398 | |||||||||
| Prepaid expenses and other assets, net | 341,390 | 300,373 | |||||||||
| Total assets | $ | 9,140,332 | $ | 8,413,766 | |||||||
| LIABILITIES | |||||||||||
| Mortgages, notes and loans payable, net | $ | 4,287,369 | $ | 4,096,470 | |||||||
| Operating lease obligations | 68,929 | 70,413 | |||||||||
| Deferred tax liabilities | 187,639 | 180,748 | |||||||||
| Accounts payable and accrued expenses | 852,258 | 733,147 | |||||||||
| Total liabilities | 5,396,195 | 5,080,778 | |||||||||
| Redeemable noncontrolling interest | 29,114 | — | |||||||||
| EQUITY | |||||||||||
| Preferred stock: $.01 par value; 50,000,000 shares authorized, none issued | — | — | |||||||||
| Common stock: $.01 par value; 150,000,000 shares authorized, 56,042,814 issued and 54,972,256 outstanding as of December 31, 2020, and 43,635,893 shares issued and 42,585,633 outstanding as of December 31, 2019 | 562 | 437 | |||||||||
| Additional paid-in capital | 3,947,278 | 3,343,983 | |||||||||
| Accumulated deficit | (72,556) | (46,385) | |||||||||
| Accumulated other comprehensive loss | (38,590) | (29,372) | |||||||||
| Treasury stock, at cost, 1,070,558 and 1,050,260 shares as of December 31, 2020 and 2019 | (122,091) | (120,530) | |||||||||
| Total stockholders' equity | 3,714,603 | 3,148,133 | |||||||||
| Noncontrolling interests | 420 | 184,855 | |||||||||
| Total equity | 3,715,023 | 3,332,988 | |||||||||
| Total liabilities and equity | $ | 9,140,332 | $ | 8,413,766 | |||||||
8
Appendix – Reconciliation of Non-GAAP Measures
For the Year and Three Months Ended December 31, 2020 and 2019
Below are GAAP to non-GAAP reconciliations of certain financial measures, as required under Regulation G of the Securities Exchange Act of 1934. Non-GAAP information should be considered by the reader in addition to, but not instead of, the financial statements prepared in accordance with GAAP. The non-GAAP financial information presented may be determined or calculated differently by other companies and may not be comparable to similarly titled measures.
As a result of our four segments, Operating Assets, Master Planned Communities (“MPC”), Seaport District and Strategic Developments, being managed separately, we use different operating measures to assess operating results and allocate resources among these four segments. The one common operating measure used to assess operating results for our business segments is earnings before tax (“EBT”). EBT, as it relates to each business segment, represents the revenues less expenses of each segment, including interest income, interest expense and equity in earnings of real estate and other affiliates. EBT excludes corporate expenses and other items that are not allocable to the segments. We present EBT because we use this measure, among others, internally to assess the core operating performance of our assets. However, segment EBT should not be considered as an alternative to GAAP net income.
| Year Ended December 31, | Three Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| thousands | 2020 | 2019 | $ Change | 2020 | 2019 | $ Change | |||||||||||||||||||||||||||||
| Operating Assets Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues (a) | $ | 372,057 | $ | 400,131 | $ | (28,074) | $ | 91,856 | $ | 94,736 | $ | (2,880) | |||||||||||||||||||||||
| Total operating expenses (b) | (185,480) | (187,322) | 1,842 | (43,428) | (47,733) | 4,305 | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 186,577 | 212,809 | (26,232) | 48,428 | 47,003 | 1,425 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (162,324) | (115,499) | (46,825) | (46,845) | (30,609) | (16,236) | |||||||||||||||||||||||||||||
| Interest income (expense), net | (91,411) | (81,029) | (10,382) | (21,070) | (20,334) | (736) | |||||||||||||||||||||||||||||
| Other income (loss), net | 540 | 1,142 | (602) | 390 | (44) | 434 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | (7,366) | 3,672 | (11,038) | (13,197) | 477 | (13,674) | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 38,232 | — | 38,232 | — | — | — | |||||||||||||||||||||||||||||
| Selling profit from sales-type leases | — | 13,537 | (13,537) | — | — | — | |||||||||||||||||||||||||||||
| Gain (loss) on extinguishment of debt | (1,521) | — | (1,521) | — | — | — | |||||||||||||||||||||||||||||
| Provision for impairment | (48,738) | — | (48,738) | — | — | — | |||||||||||||||||||||||||||||
| Operating Assets segment EBT | (86,011) | 34,632 | (120,643) | (32,294) | (3,507) | (28,787) | |||||||||||||||||||||||||||||
| Master Planned Communities Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 283,953 | 386,781 | (102,828) | 112,436 | 170,739 | (58,303) | |||||||||||||||||||||||||||||
| Total operating expenses | (128,597) | (183,472) | 54,875 | (49,846) | (73,796) | 23,950 | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 155,356 | 203,309 | (47,953) | 62,590 | 96,943 | (34,353) | |||||||||||||||||||||||||||||
| Depreciation and amortization | (365) | (424) | 59 | (92) | (90) | (2) | |||||||||||||||||||||||||||||
| Interest income (expense), net | 36,587 | 32,019 | 4,568 | 10,554 | 7,643 | 2,911 | |||||||||||||||||||||||||||||
| Other income (loss), net | — | 601 | (601) | — | — | — | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 17,845 | 28,336 | (10,491) | 13,442 | 9,477 | 3,965 | |||||||||||||||||||||||||||||
| MPC segment EBT | 209,423 | 263,841 | (54,418) | 86,494 | 113,973 | (27,479) | |||||||||||||||||||||||||||||
9
| Year Ended December 31, | Three Months Ended December 31, | ||||||||||||||||||||||||||||||||||
| thousands | 2020 | 2019 | $ Change | 2020 | 2019 | $ Change | |||||||||||||||||||||||||||||
| Seaport District Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 23,814 | 55,645 | (31,831) | 7,644 | 12,594 | (4,950) | |||||||||||||||||||||||||||||
| Total operating expenses | (46,112) | (77,872) | 31,760 | (11,815) | (18,137) | 6,322 | |||||||||||||||||||||||||||||
| Segment operating income (loss) | (22,298) | (22,227) | (71) | (4,171) | (5,543) | 1,372 | |||||||||||||||||||||||||||||
| Depreciation and amortization | (41,602) | (26,381) | (15,221) | (6,777) | (6,668) | (109) | |||||||||||||||||||||||||||||
| Interest income (expense), net | (12,512) | (12,865) | 353 | (22) | (4,425) | 4,403 | |||||||||||||||||||||||||||||
| Other income (loss), net | (2,616) | (22) | (2,594) | (429) | 125 | (554) | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | (9,292) | (2,592) | (6,700) | (328) | (804) | 476 | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | — | (6) | 6 | — | — | — | |||||||||||||||||||||||||||||
| Gain (loss) on extinguishment of debt | (11,648) | 4,851 | (16,499) | (3) | 4,851 | (4,854) | |||||||||||||||||||||||||||||
| Seaport District segment EBT | (99,968) | (59,242) | (40,726) | (11,730) | (12,464) | 734 | |||||||||||||||||||||||||||||
| Strategic Developments Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 19,407 | 457,948 | (438,541) | 1,658 | 6,075 | (4,417) | |||||||||||||||||||||||||||||
| Total operating expenses | (135,160) | (391,848) | 256,688 | (8,422) | (9,507) | 1,085 | |||||||||||||||||||||||||||||
| Segment operating income (loss) | (115,753) | 66,100 | (181,853) | (6,764) | (3,432) | (3,332) | |||||||||||||||||||||||||||||
| Depreciation and amortization | (6,545) | (5,473) | (1,072) | (1,491) | (1,087) | (404) | |||||||||||||||||||||||||||||
| Interest income (expense), net | 6,312 | 11,321 | (5,009) | 1,403 | 1,822 | (419) | |||||||||||||||||||||||||||||
| Other income (loss), net | 2,165 | 831 | 1,334 | 738 | 167 | 571 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 269,912 | 1,213 | 268,699 | 1,547 | 632 | 915 | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 21,710 | 27,119 | (5,409) | 13,710 | 3,062 | 10,648 | |||||||||||||||||||||||||||||
| Strategic Developments EBT | 177,801 | 101,111 | 76,690 | 9,143 | 1,164 | 7,979 | |||||||||||||||||||||||||||||
| Consolidated Segment EBT | |||||||||||||||||||||||||||||||||||
| Total revenues | 699,231 | 1,300,505 | (601,274) | 213,594 | 284,144 | (70,550) | |||||||||||||||||||||||||||||
| Total operating expenses | (495,349) | (840,514) | 345,165 | (113,511) | (149,173) | 35,662 | |||||||||||||||||||||||||||||
| Segment operating income (loss) | 203,882 | 459,991 | (256,109) | 100,083 | 134,971 | (34,888) | |||||||||||||||||||||||||||||
| Depreciation and amortization | (210,836) | (147,777) | (63,059) | (55,205) | (38,454) | (16,751) | |||||||||||||||||||||||||||||
| Provision for impairment | (48,738) | — | (48,738) | — | — | — | |||||||||||||||||||||||||||||
| Interest income (expense), net | (61,024) | (50,554) | (10,470) | (9,135) | (15,294) | 6,159 | |||||||||||||||||||||||||||||
| Other income (loss), net | 89 | 2,552 | (2,463) | 699 | 248 | 451 | |||||||||||||||||||||||||||||
| Equity in earnings (losses) from real estate and other affiliates | 271,099 | 30,629 | 240,470 | 1,464 | 9,782 | (8,318) | |||||||||||||||||||||||||||||
| Gain (loss) on sale or disposal of real estate and other assets, net | 59,942 | 27,113 | 32,829 | 13,710 | 3,062 | 10,648 | |||||||||||||||||||||||||||||
| Selling profit from sales-type leases | — | 13,537 | (13,537) | — | — | — | |||||||||||||||||||||||||||||
| Gain (loss) on extinguishment of debt | (13,169) | 4,851 | (18,020) | (3) | 4,851 | (4,854) | |||||||||||||||||||||||||||||
| Consolidated segment EBT | 201,245 | 340,342 | (139,097) | 51,613 | 99,166 | (47,553) | |||||||||||||||||||||||||||||
| Corporate income, expenses and other items | (204,418) | (266,047) | 61,629 | (59,603) | (100,167) | 40,564 | |||||||||||||||||||||||||||||
| Net income (loss) | (3,173) | 74,295 | (77,468) | (7,990) | (1,001) | (6,989) | |||||||||||||||||||||||||||||
| Net (income) loss attributable to noncontrolling interests | (22,981) | (339) | (22,642) | 1,344 | (99) | 1,443 | |||||||||||||||||||||||||||||
| Net income (loss) attributable to common stockholders | $ | (26,154) | $ | 73,956 | $ | (100,110) | $ | (6,646) | $ | (1,100) | $ | (5,546) | |||||||||||||||||||||||
(a)Total revenues includes hospitality revenues of $35.2 million for the year ended December 31, 2020, $87.9 million for the year ended December 31, 2019, $7.3 million for the three months ended December 31, 2020, and $19.3 million for the three months ended December 31, 2019.
(b)Total operating expenses includes hospitality operating costs of $32.3 million for the year ended December 31, 2020, $60.2 million for the year ended December 31, 2019, $7.5 million for the three months ended December 31, 2020, and $13.9 million for the three months ended December 31, 2019.
10
NOI
We believe that NOI is a useful supplemental measure of the performance of our Operating Assets and Seaport District portfolio because it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in rental and occupancy rates and operating costs. We define NOI as operating revenues (rental income, tenant recoveries and other revenue) less operating expenses (real estate taxes, repairs and maintenance, marketing and other property expenses, including our share of NOI from equity investees). NOI excludes straight-line rents and amortization of tenant incentives, net; interest expense, net; ground rent amortization, demolition costs; other income (loss); amortization; depreciation; development-related marketing cost; gain on sale or disposal of real estate and other assets, net; provision for impairment and equity in earnings from real estate and other affiliates. All management fees have been eliminated for all internally-managed properties. We use NOI to evaluate our operating performance on a property-by-property basis because NOI allows us to evaluate the impact that property-specific factors such as lease structure, lease rates and tenant base have on our operating results, gross margins and investment returns. Variances between years in NOI typically result from changes in rental rates, occupancy, tenant mix and operating expenses. Although we believe that NOI provides useful information to investors about the performance of our Operating Assets and Seaport District assets, due to the exclusions noted above, NOI should only be used as an additional measure of the financial performance of the assets of this segment of our business and not as an alternative to GAAP Net income (loss). For reference, and as an aid in understanding our computation of NOI, a reconciliation of segment EBT to NOI for Operating Assets and Seaport District has been presented in the tables below.
| Year Ended December 31, | Three Months Ended December 31, | ||||||||||||||||||||||
| thousands | 2020 | 2019 | 2020 | 2019 | |||||||||||||||||||
| Total Operating Assets segment EBT (a) | $ | (86,011) | $ | 34,632 | $ | (32,294) | $ | (3,507) | |||||||||||||||
| Add back: | |||||||||||||||||||||||
| Depreciation and amortization | 162,324 | 115,499 | 46,845 | 30,609 | |||||||||||||||||||
| Interest (income) expense, net | 91,411 | 81,029 | 21,070 | 20,334 | |||||||||||||||||||
| Equity in (earnings) losses from real estate and other affiliates | 7,366 | (3,672) | 13,197 | (477) | |||||||||||||||||||
| (Gain) loss on sale or disposal of real estate and other assets, net | (38,232) | — | — | — | |||||||||||||||||||
| (Gain) loss on extinguishment of debt | 1,521 | — | — | — | |||||||||||||||||||
| Selling profit from sales-type leases | — | (13,537) | — | — | |||||||||||||||||||
| Provision for impairment | 48,738 | — | — | — | |||||||||||||||||||
| Impact of straight-line rent | (7,630) | (9,007) | (3,045) | (1,096) | |||||||||||||||||||
| Other | 99 | 671 | (24) | 412 | |||||||||||||||||||
| Total Operating Assets NOI - Consolidated | 179,586 | 205,615 | 45,749 | 46,275 | |||||||||||||||||||
| Redevelopments | |||||||||||||||||||||||
| 110 North Wacker | — | 5 | — | 1 | |||||||||||||||||||
| Total Operating Asset Redevelopments NOI | — | 5 | — | 1 | |||||||||||||||||||
| Dispositions | |||||||||||||||||||||||
| 100 Fellowship Drive | (1,011) | (2,214) | 1 | (1,051) | |||||||||||||||||||
| Total Operating Asset Dispositions NOI | (1,011) | (2,214) | 1 | (1,051) | |||||||||||||||||||
| Consolidated Operating Assets NOI excluding properties sold or in redevelopment | 178,575 | 203,406 | 45,750 | 45,225 | |||||||||||||||||||
| Company's Share NOI - Equity Investees (b) | 7,750 | 7,318 | 1,362 | 2,123 | |||||||||||||||||||
| Distributions from Summerlin Hospital Investment | 3,724 | 3,625 | — | — | |||||||||||||||||||
| Total Operating Assets NOI | $ | 190,049 | $ | 214,349 | $ | 47,112 | $ | 47,348 | |||||||||||||||
(a)Segment EBT excludes corporate expenses and other items that are not allocable to the segments.
(b)The Company's share of NOI related to 110 North Wacker is calculated using our stated ownership of 18% and does not include the impact of the partnership distribution waterfall.
11
| Year Ended December 31, | Three Months Ended December 31, | ||||||||||||||||||||||
| thousands | 2020 | 2019 | 2020 | 2019 | |||||||||||||||||||
| Total Seaport District segment EBT (a) | $ | (99,968) | $ | (59,242) | $ | (11,730) | $ | (12,464) | |||||||||||||||
| Add back: | |||||||||||||||||||||||
| Depreciation and amortization | 41,602 | 26,381 | 6,777 | 6,668 | |||||||||||||||||||
| Interest (income) expense, net | 12,512 | 12,865 | 22 | 4,425 | |||||||||||||||||||
| Equity in (earnings) losses from real estate and other affiliates | 9,292 | 2,592 | 328 | 804 | |||||||||||||||||||
| (Gain) loss on sale or disposal of real estate and other assets, net | — | 6 | — | — | |||||||||||||||||||
| (Gain) loss on extinguishment of debt | 11,648 | (4,851) | 3 | (4,851) | |||||||||||||||||||
| Impact of straight-line rent | 2,801 | 1,634 | 441 | (24) | |||||||||||||||||||
| Other (income) loss, net (a) | 5,639 | 5,595 | 1,114 | 190 | |||||||||||||||||||
| Total Seaport District NOI - Consolidated | (16,474) | (15,020) | (3,045) | (5,252) | |||||||||||||||||||
| Company's Share NOI - Equity Investees | (911) | (710) | (124) | (325) | |||||||||||||||||||
| Total Seaport District NOI | (17,385) | (15,730) | $ | (3,169) | $ | (5,577) | |||||||||||||||||
(a)Segment EBT excludes corporate expenses and other items that are not allocable to the segments.
(b)Includes miscellaneous development-related items as well as the loss related to the write-off of inventory due to the permanent closure of 10 Corso Como Retail and Café in the first quarter of 2020, and income related to inventory liquidation sales in the third quarter of 2020.
12
The Howard Hughes Corporation, 9950 Woodloch Forest Drive, Suite 1100, The Woodlands, TX 77380 HowardHughes.com 281.719.6100 Supplemental Information Three Months Ended December 31, 2020 NYSE: HHC Seaport District New York, NY Exhibit 99.2 The Woodlands Towers at the Waterway The Woodlands, TX 6100 Merriweather Columbia, MD
HowardHughes.com 281.719.6100 2 Cautionary StatementsCautionary Statements Forward Looking Statements This presentation includes forward-looking statements. Forward-looking statements give our current expectations relating to our financial condition, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to current or historical facts. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “forecast,” “plan,” “intend,” "believe," “likely,” “may,” “realize,” “should,” “transform,” “would” and other statements of similar expression. Forward-looking statements give our expectations about the future and are not guarantees. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance and achievements to materially differ from any future results, performance and achievements expressed or implied by such forward-looking statements. We caution you not to rely on these forward-looking statements. For a discussion of the risk factors that could have an impact on these forward-looking statements, see our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, as filed with the Securities and Exchange Commission ("SEC") on February 25, 2021. The statements made herein speak only as of the date of this presentation, and we do not undertake to update this information except as required by law. Past performance does not guarantee future results. Performance during time periods shown is limited and may not reflect the performance for the full year or future years, or in different economic and market cycles. Non-GAAP Financial Measures Our financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP); however, we use certain non-GAAP performance measures in this presentation, in addition to GAAP measures, as we believe these measures improve the understanding of our operational results and make comparisons of operating results among peer companies more meaningful. Management continually evaluates the usefulness, relevance, limitations and calculation of our reported non-GAAP performance measures to determine how best to provide relevant information to the public, and thus such reported measures could change. The non-GAAP financial measures used in this presentation are funds from operations ("FFO"), core funds from operations ("Core FFO"), adjusted funds from operations ("AFFO") and net operating income ("NOI"). FFO is defined by the National Association of Real Estate Investment Trusts ("NAREIT") as net income calculated in accordance with GAAP, excluding gains or losses from real estate dispositions, plus real estate depreciation and amortization and impairment charges (which we believe are not indicative of the performance of our operating portfolio). We calculate FFO in accordance with NAREIT’s definition. Since FFO excludes depreciation and amortization, gains and losses from depreciable property dispositions, and impairments, it can provide a performance measure that, when compared year over year, reflects the impact on operations from trends in occupancy rates, rental rates, operating costs, acquisition, development activities and financing costs. This provides a perspective of our financial performance not immediately apparent from net income determined in accordance with GAAP. Core FFO is calculated by adjusting FFO to exclude the impact of certain non-cash and/or nonrecurring income and expense items, as set forth in the calculation herein. These items can vary greatly from period to period, depending upon the volume of our acquisition activity and debt retirements, among other factors. We believe that by excluding these items, Core FFO serves as a useful, supplementary measure of the ongoing operating performance of the core operations across all segments, and we believe it is used by investors in a similar manner. Finally, AFFO adjusts our Core FFO operating measure to deduct cash expended on recurring tenant improvements and capital expenditures of a routine nature to present an adjusted measure of Core FFO. Core FFO and AFFO are non-GAAP and non-standardized measures and may be calculated differently by other peer companies. We define NOI as operating revenues (rental income, tenant recoveries and other revenue) less operating expenses (real estate taxes, repairs and maintenance, marketing and other property expenses,), plus our share of NOI from equity investees. NOI excludes straight-line rents and amortization of tenant incentives, net interest expense, ground rent amortization, demolition costs, amortization, depreciation, development-related marketing costs, gain on sale or disposal of real estate and other assets, net, provision for impairment, and Equity in earnings from real estate and other affiliates. We use NOI to evaluate our operating performance on a property-by- property basis because NOI allows us to evaluate the impact that factors which vary by property, such as lease structure, lease rates and tenant bases, have on our operating results, gross margins and investment returns. We believe that NOI is a useful supplemental measure of the performance of our Operating Assets and Seaport District segments because it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in rental and occupancy rates and operating costs. While FFO, Core FFO, AFFO and NOI are relevant and widely used measures of operating performance of real estate companies, they do not represent cash flows from operations or net income as defined by GAAP and should not be considered an alternative to those measures in evaluating our liquidity or operating performance. FFO, Core FFO, AFFO and NOI do not purport to be indicative of cash available to fund our future cash requirements. Further, our computations of FFO, Core FFO, AFFO and NOI may not be comparable to FFO, Core FFO, AFFO and NOI reported by other real estate companies. We have included in this presentation a reconciliation from GAAP net income to FFO, Core FFO and AFFO, as well as reconciliations of our GAAP Operating Assets segment Earnings Before Taxes ("EBT") to NOI and Seaport District segment EBT to NOI. Non-GAAP financial measures should not be considered independently, or as a substitute, for financial information presented in accordance with GAAP. Additional Information Our website address is www.howardhughes.com. Our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other publicly filed or furnished documents are available and may be accessed free of charge through the “Investors” section of our website under the "SEC Filings" subsection, as soon as reasonably practicable after those documents are filed with, or furnished to, the SEC. Also available through the Investors section of our website are beneficial ownership reports filed by our directors, officers and certain shareholders on Forms 3, 4 and 5.
HowardHughes.com 281.719.6100 3 Table of Contents Table of Contents FINANCIAL OVERVIEW OPERATING PORTFOLIO PERFORMANCE OTHER PORTFOLIO METRICS Company Profile 4 NOI by Region 11 MPC Portfolio 18 Financial Summary 6 Stabilized Properties 13 Portfolio Key Metrics 19 Balance Sheets 8 Unstabilized Properties 15 Lease Expirations 20 Statements of Operations 9 Under Construction Properties 16 Acquisitions / Dispositions 21 Income Reconciliations 10 Seaport District Operating Performance 17 Master Planned Community Land 22 Ward Village Condominiums 23 Other/Non-core Assets 24 Debt Summary 25 Property-Level Debt 26 Ground Leases 28 Restructuring Expenses 29 Impact of COVID-19 30 Definitions 31 Reconciliations of Non-GAAP Measures 32
HowardHughes.com 281.719.6100 4 ‘A‘ali‘i 56% Kō'ula 44% Bridgeland 23%Summerlin 75% Woodlands/Woodlands Hills 2% Recent Company Highlights HOUSTON, Dec. 8, 2020 (PRNewswire) - The Howard Hughes Corporation (HHC) announced the hiring of Nathaniel Milner as Vice President of E-Commerce & Logistics to spearhead the development of an innovative e-commerce platform for the relaunch of the historic Tin Building at the Seaport District in Lower Manhattan. An industry veteran with almost 20 years of executive-level experience in the e-commerce and culinary realm, Mr. Milner's customer- centric vision for the on-demand delivery experience combined with the global renown of chef Jean-Georges Vongerichten will further distinguish the 53,000-square-foot marketplace as a unique, new culinary experience. HOUSTON, Dec. 1, 2020 (PRNewswire) - HHC announced the appointment of a new executive leadership team that will lead the continued growth of the company's acclaimed national portfolio of master planned communities (MPCs) and small cities. The company's Interim CEO, David R. O'Reilly, has been named Chief Executive Officer, and L. Jay Cross, the former President of Related Hudson Yards, has joined the company as its new President. Both appointments are effective immediately. Company Overview - Q4 2020 Exchange / Ticker NYSE: HHC Share Price - December 31, 2020 $ 78.93 Diluted Earnings / Share $ (0.12) FFO / Diluted Share $ 0.73 Core FFO / Diluted Share $ 0.99 AFFO / Diluted Share $ 0.86 Company Profile - Summary & Results Operating Portfolio by Region Company Profile - Summary & Results 4Q20 MPC EBT $86.5M 4Q20 Condo sales 9 units Q4 2020 MPC EBT Q4 2020 Condo Units Contracted (a) Bridgeland $ 19.6 Waiea — Columbia (0.2) Anaha — Summerlin 65.1 ‘A‘ali‘i 5 Woodlands/Woodlands Hills 2.1 Kō'ula 4 Total $ 86.5 Total 9 Q4 2020 MPC & Condominium Results $ in millions (a) Excludes 19 units contracted in Q4 2020 at Victoria Place as construction has not yet commenced.
HowardHughes.com 281.719.6100 5 Multi-family 83% Retail 17% Multi-family 63% Retail 37% Office 47% Multi-family 19% Retail 21% Hotel 8% Other 6% Office 45% Multi-family 12% Retail 25% Hotel 10% Other 8% Office 60% Multi-family 36% Retail 4% Currently Under Construction Currently Unstabilized Currently Stabilized Total $ in millions $ in millions $ in millions $ in millions Company Profile - Summary & Results (cont'd)Company Profile - Summary & Results (con't) Projected Stabilized NOI $69.2M Projected Stabilized NOI $284.6M 4Q20 Under Construction NOI $0.0M Projected Stabilized NOI $364.8M Office 65% Multi-family 12% Retail 19% Other 4% Office 59% Multi-family 18% Retail 19% Other 4% Path to Projected Annual Stabilized NOI charts exclude Seaport NOI, units, and square footage until we have greater clarity with respect to the performance of our tenants. See page 17 for Seaport NOI and other project information. See page 31 for definitions of "Under Construction," "Unstabilized," "Stabilized" and "Net Operating Income (NOI)." 4Q20 Stabilized NOI $47.3M 4Q20 Unstabilized NOI $0.5M 4Q20 Total NOI $47.8M Projected Stabilized NOI $11.0M Retail & Office S.F. 48,357 Retail & Office S.F. 2,559,368 Retail & Office S.F. 7,968,400 Retail & Office S.F. 10,576,125 Multi-family Units 718 Multi-family Units 1,243 Multi-family Units 2,597 Multi-family Units 4,558 Hotel Keys — Hotel Keys — Hotel Keys 909 Hotel Keys 909 Other S.F. / Units — / — Other S.F. / Units — / — Other S.F. / Units 135,801 / 1,356 Other S.F. / Units 135,801 / 1,356 Projected Stabilized NOI $ 11.0 Projected Stabilized NOI $ 69.2 Projected Stabilized NOI $ 284.6 Projected Stabilized NOI $ 364.8 Q4 2020 Path to Projected Annual Stabilized NOI Currently Under Construction Currently Unstabilized Currently Stabilized Total $ in millions $ in millions $ in millions $ in millions Q4 2020 Operating Results by Property Type
HowardHughes.com 281.719.6100 6 $ in thousands except share price and billions Q4 2020 Q3 2020 Q2 2020 Q1 2020 Q4 2019 YTD 2020 YTD 2019 Company Profile Share price (a) $ 78.93 $ 57.60 $ 51.95 $ 50.52 $ 126.80 $ 78.93 $ 126.80 Market Capitalization (b) $4.3b $3.2b $2.9b $2.8b $5.4b $4.3b $5.4b Enterprise Value (c) $7.6b $6.5b $6.5b $6.3b $9.3b $7.6b $9.3b Weighted avg. shares - basic 55,571 55,542 55,530 43,380 43,190 52,522 43,136 Weighted avg. shares - diluted 55,571 55,585 55,530 43,380 43,356 52,522 43,308 Total diluted share equivalents outstanding 54,999 54,922 54,931 54,939 42,673 54,999 42,678 Debt Summary Total debt payable (d) $ 4,320,166 $ 4,253,595 $ 4,439,153 $ 4,345,066 $ 4,138,618 $ 4,320,166 $ 4,138,618 Fixed-rate debt $ 2,374,822 $ 2,387,189 $ 1,902,175 $ 1,906,187 $ 1,908,660 $ 2,374,822 $ 1,908,660 Weighted avg. rate - fixed 5.07 % 5.12 % 5.06 % 5.06 % 5.05 % 5.07 % 5.05 % Variable-rate debt, excluding condominium financing $ 1,725,461 $ 1,686,979 $ 2,411,620 $ 2,362,424 $ 2,199,241 $ 1,725,461 $ 2,199,241 Weighted avg. rate - variable 3.41 % 3.52 % 3.44 % 3.91 % 4.32 % 3.41 % 4.32 % Condominium debt outstanding at end of period $ 219,883 $ 179,427 $ 125,358 $ 76,455 $ 30,717 $ 219,883 $ 30,717 Weighted avg. rate - condominium financing 3.82 % 3.21 % 3.22 % 4.29 % 4.83 % 3.82 % 4.83 % Leverage ratio (debt to enterprise value) 56.31 % 64.66 % 67.61 % 68.40 % 44.19 % 56.31 % 44.19 % Financial SummaryFinancial Summary (a) Presented as of period end date. (b) Market capitalization = Closing share price as of the last trading day of the respective period times total diluted share equivalents outstanding as of the date presented. (c) Enterprise Value = Market capitalization + book value of debt + noncontrolling interest - cash and equivalents. (d) Represents total mortgages, notes and loans payable, as stated in our GAAP financial statements as of the respective date, excluding unamortized deferred financing costs and bond issuance costs.
HowardHughes.com 281.719.6100 7 Financial SummaryFinancial Summary (con't) (a) Operating Assets NOI = Operating Assets NOI excluding properties sold or in redevelopment + the Howard Hughes Corporation's (the "Company" or "HHC") share of equity method investments NOI and the annual distribution from our cost basis investment. Prior periods have been adjusted to be consistent with current period presentation. (b) Expenses include both actual and estimated future costs of sales allocated on a relative sales value to land parcels sold, including Master Planned Communities ("MPC")-level G&A and real estate taxes on remaining residential and commercial land. (c) MPC Segment EBT (Earnings before tax, as discussed in our GAAP financial statements), includes negative interest expense relating to capitalized interest for the segment on debt held in other segments and at corporate. (d) Seaport District NOI = Seaport District NOI excluding properties sold or in redevelopment + Company's share of equity method investments NOI. (e) As a result of significantly lower available inventory, we closed on no condominium units during the twelve months ended December 31, 2020, The Company closed on a large number of units at Ke Kilohana and Ae’o in 2019, with no new condominium towers scheduled for completion in 2020. However, as highlighted on page 23 of this presentation, overall progress at our condominium projects remains strong. Additionally, during the first quarter of 2020, the Company recorded a $97.9 million charge for the estimated costs related to construction defects at the Waiea tower. The Company expects to recover all the repair costs from the general contractor, other responsible parties and insurance proceeds. $ in thousands Q4 2020 Q3 2020 Q2 2020 Q1 2020 Q4 2019 FY 2020 FY 2019 Earnings Profile Operating Assets Segment Income Revenues $ 87,916 $ 83,430 $ 81,004 $ 111,170 $ 93,639 $ 363,520 $ 391,044 Expenses (42,166) (47,508) (42,007) (53,264) (48,414) (184,945) (187,638) Company's Share NOI - Equity investees 1,362 2,315 1,836 5,961 2,123 11,474 10,943 Operating Assets NOI (a) $ 47,112 $ 38,237 $ 40,833 $ 63,867 $ 47,348 $ 190,049 $ 214,349 Avg. NOI margin 54% 46% 50% 57% 51% 52% 55% MPC Segment Earnings Total revenues $ 112,436 $ 52,158 $ 68,913 $ 50,446 $ 170,739 $ 283,953 $ 386,781 Total expenses (b) (49,938) (23,150) (32,061) (23,813) (73,886) (128,962) (189,550) Interest (expense) income, net (c) 10,554 9,176 8,303 8,554 7,643 36,587 32,019 Equity in earnings in real estate and other affiliates 13,442 (1,563) (2,968) 8,934 9,477 17,845 28,336 MPC Segment EBT (c) $ 86,494 $ 36,621 $ 42,187 $ 44,121 $ 113,973 $ 209,423 $ 257,586 Seaport District Segment Income Revenues $ 6,969 $ 4,214 $ 2,653 $ 8,736 $ 11,550 $ 22,572 $ 52,850 Expenses (10,014) (10,313) (6,093) (12,626) (16,802) (39,046) (67,870) Company's Share NOI - Equity investees (124) (106) (305) (376) (325) (911) (710) Seaport District NOI (d) $ (3,169) $ (6,205) $ (3,745) $ (4,266) $ (5,577) $ (17,385) $ (15,730) Avg. NOI margin (45%) (147%) (141%) (49%) (48%) (77%) (30%) Condo Gross Profit Condinium rights and unit sales $ 958 $ 142 $ — $ 43 $ 5,009 $ 1,143 $ 448,940 Condominium rights and unit cost of sales (2,893) (1,087) (6,348) (97,901) (4,435) (108,229) (369,759) Condo Net Income (e) $ (1,935) $ (945) $ (6,348) $ (97,858) $ 574 $ (107,086) $ 79,181
HowardHughes.com 281.719.6100 8 thousands except par values and share amounts FY 2020 FY 2019 ASSETS Unaudited Unaudited Investment in real estate: Master Planned Communities assets $ 1,687,519 $ 1,655,674 Buildings and equipment 4,115,493 3,813,595 Less: accumulated depreciation (634,064) (507,933) Land 363,447 353,022 Developments 1,152,674 1,445,997 Net property and equipment 6,685,069 6,760,355 Investment in real estate and other affiliates 377,145 121,757 Net investment in real estate 7,062,214 6,882,112 Net investment in lease receivable 2,926 79,166 Cash and cash equivalents 1,014,686 422,857 Restricted cash 228,311 197,278 Accounts receivable, net 7,437 12,279 Municipal Utility District receivables, net 314,394 280,742 Notes receivable, net 622 36,379 Deferred expenses, net 112,097 133,182 Operating lease right-of-use assets, net 56,255 69,398 Prepaid expenses and other assets, net 341,390 300,373 Total assets $ 9,140,332 $ 8,413,766 LIABILITIES Mortgages, notes and loans payable, net $ 4,287,369 $ 4,096,470 Operating lease obligations 68,929 70,413 Deferred tax liabilities 187,639 180,748 Accounts payable and accrued expenses 852,258 733,147 Total liabilities 5,396,195 5,080,778 Redeemable noncontrolling interest $ 29,114 $ — EQUITY Preferred stock: $.01 par value; 50,000,000 shares authorized, none issued — — Common stock: $.01 par value; 150,000,000 shares authorized, 56,042,814 issued and 54,972,256 outstanding as of December 31, 2020, and 43,635,893 shares issued and 42,585,633 outstanding as of December 31, 2019 562 437 Additional paid-in capital 3,947,278 3,343,983 Accumulated deficit (72,556) (46,385) Accumulated other comprehensive loss (38,590) (29,372) Treasury stock, at cost, 1,070,558 and 1,050,260 shares as of December 31, 2020 and 2019 (122,091) (120,530) Total stockholders' equity 3,714,603 3,148,133 Noncontrolling interests 420 184,855 Total equity 3,715,023 3,332,988 Total liabilities and equity $ 9,140,332 $ 8,413,766 Share Count Details (thousands) Shares outstanding at end of period (including restricted stock) 54,972 42,586 Dilutive effect of stock options (a) 27 88 Dilutive effect of warrants (b) — 4 Total diluted share equivalents outstanding 54,999 42,678 Balance Sheets (a) Stock options assume net share settlement calculated for the period presented. (b) Warrants assume net share settlement and incremental shares for dilution calculated as of the date presented.
HowardHughes.com 281.719.6100 9 Comparative Statements of Operations: Total PortfolioStatements of Operations thousands except per share amounts Q4 2020 Q4 2019 FY 2020 FY 2019 REVENUES Unaudited Unaudited Unaudited Unaudited Condominium rights and unit sales $ 958 $ 5,009 $ 1,143 $ 448,940 Master Planned Communities land sales 96,991 153,145 233,044 330,146 Rental revenue 81,660 72,638 323,182 278,806 Other land, rental and property revenues 22,956 41,912 105,048 206,966 Builder price participation 11,136 11,457 37,072 35,681 Total revenues 213,701 284,161 699,489 1,300,539 EXPENSES Condominium rights and unit cost of sales 2,893 4,435 108,229 369,759 Master Planned Communities cost of sales 42,945 63,724 101,505 141,852 Operating costs 58,028 72,957 226,791 294,486 Rental property real estate taxes 8,590 8,276 52,815 36,861 Provision for (recovery of) doubtful accounts 1,055 (219) 6,009 (414) Demolition costs — 118 — 855 Development-related marketing costs 1,625 6,193 8,166 23,067 General and administrative 24,647 70,184 109,402 162,506 Depreciation and amortization 56,472 40,656 217,467 155,798 Total expenses 196,255 266,324 830,384 1,184,770 OTHER Provision for impairment — — (48,738) — Gain (loss) on sale or disposal of real estate and other assets, net 13,710 (1,689) 59,942 22,362 Other income (loss), net 923 381 130 12,179 Total other 14,633 (1,308) 11,334 34,541 Operating income (loss) 32,079 16,529 (119,561) 150,310 Selling profit from sales-type leases — — — 13,537 Interest income 460 2,101 2,368 9,797 Interest expense (33,540) (29,016) (132,257) (105,374) Gain (loss) on extinguishment of debt (3) 4,641 (13,169) 4,641 Equity in earnings (losses) from real estate and other affiliates 1,464 9,782 271,099 30,629 Income (loss) before income taxes 460 4,037 8,480 103,540 Income tax expense (benefit) 8,450 5,038 11,653 29,245 Net income (loss) (7,990) (1,001) (3,173) 74,295 Net (income) loss attributable to noncontrolling interests 1,344 (99) (22,981) (339) Net income (loss) attributable to common stockholders $ (6,646) $ (1,100) $ (26,154) $ 73,956 Basic income (loss) per share $ (0.12) $ (0.03) $ (0.50) $ 1.71 Diluted income (loss) per share $ (0.12) $ (0.03) $ (0.50) $ 1.71
HowardHughes.com 281.719.6100 10 Reconciliations of Net Income to FFO, Core FFO and AFFO thousands except share amounts Q4 2020 Q4 2019 FY 2020 FY 2019 RECONCILIATIONS OF NET INCOME TO FFO Unaudited Unaudited Unaudited Unaudited Net income attributable to common shareholders $ (6,646) $ (1,100) $ (26,154) $ 73,956 Adjustments to arrive at FFO: Segment real estate related depreciation and amortization 55,205 38,454 210,836 147,777 (Gain) loss on sale or disposal of real estate and other assets, net (13,710) 1,689 (59,942) (22,362) (Gain) on 110 North Wacker deconsolidation — — (267,518) — Development management fees recognized at the time of 110 North Wacker deconsolidation — — (15,353) — Selling profit from sales-type leases — — — (13,537) Income tax expense adjustments: Gain on sale or disposal of real estate and other assets, net 4,977 (389) 14,686 5,479 Gain on 110 North Wacker deconsolidation — — 56,179 — Development management fees recognized at the time of 110 North Wacker deconsolidation — — 3,224 — Selling profit from sales-type leases — (460) — 2,843 Impairment of depreciable real estate properties — — 48,738 — Reconciling items related to noncontrolling interests (1,344) 99 22,981 339 Our share of the above reconciling items included in earnings from unconsolidated joint ventures 2,176 1,014 11,195 3,688 FFO $ 40,658 $ 39,307 $ (1,128) $ 198,183 Adjustments to arrive at Core FFO: (Gain) loss on extinguishment of debt 3 (4,641) 13,169 (4,641) Severance expenses 592 26,054 2,650 29,144 Non-real estate related depreciation and amortization 1,267 2,202 6,631 8,021 Straight-line amortization (2,594) (1,107) (4,786) (7,364) Deferred income tax (expense) benefit 9,641 4,627 10,827 27,816 Non-cash fair value adjustments related to hedging instruments 623 791 9,064 770 Share-based compensation 4,154 8,456 7,150 17,349 Other non-recurring expenses (development-related marketing and demolition costs) 1,625 6,311 8,166 23,922 Our share of the above reconciling items included in earnings from unconsolidated joint ventures (735) 89 (499) 190 Core FFO $ 55,234 $ 82,089 $ 51,244 $ 293,390 Adjustments to arrive at AFFO: Tenant and capital improvements $ (6,719) $ (1,236) $ (19,728) $ (5,237) Leasing commissions (2,180) (1,603) (5,218) (4,192) Condominium inventory writedown 1,622 — 7,644 — AFFO $ 47,957 $ 79,250 $ 33,942 $ 283,961 FFO per diluted share value $ 0.73 $ 0.91 $ (0.02) $ 4.58 Core FFO per diluted share value $ 0.99 $ 1.90 $ 0.98 $ 6.77 AFFO per diluted share value $ 0.86 $ 1.84 $ 0.65 $ 6.56
HowardHughes.com 281.719.6100 11 NOI by Region, excluding the Seaport District in thousands except Sq. Ft. and units Property % Ownership (a) Total Q4 2020 Occupied (#) Q4 2020 Leased (#) Q4 2020 Occupied (%) Q4 2020 Leased (%) Q4 2020 Annualized NOI (b) Stabilized NOI (c) Time to Stabilize (Years)Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Stabilized Properties Office - Houston 100 % 3,373,048 — 3,145,988 — 3,164,008 — 93 % — % 94 % — % $ 82,022 $ 89,396 — Office - Columbia 100 % 1,391,123 — 1,213,883 — 1,232,731 — 87 % — % 89 % — % 21,491 25,579 — Office - Summerlin 100 % 532,428 — 519,960 — 523,325 — 98 % — % 98 % — % 13,631 13,800 — Retail - Houston 100 % 420,527 — 339,978 — 341,351 — 81 % — % 81 % — % 10,011 13,273 — Retail - Columbia 100 % 89,199 — 89,199 — 89,199 — 100 % — % 100 % — % 2,264 2,300 — Retail - Hawaii 100 % 1,031,983 — 879,213 — 914,624 — 85 % — % 89 % — % 6,335 23,559 — Retail - Summerlin 100 % 801,031 — 727,214 — 733,964 — 91 % — % 92 % — % 15,569 26,301 — Retail - Other 100 % 264,473 — 216,033 — 229,831 — 82 % — % 87 % — % (481) 6,501 — Multi-Family - Houston (d) 100 % 22,971 1,389 17,322 1,162 17,322 1,213 75 % 84 % 75 % 87 % 12,624 19,800 — Multi-Family - Columbia (d) 50 % 41,617 817 39,497 758 39,497 793 95 % 93 % 95 % 97 % 6,172 7,140 — Multi-Family - Summerlin (d) 100 % — 391 — 362 — 381 — % 93 % — % 97 % 5,106 6,600 — Hospitality - Houston (e) 100 % — 909 — 305 — — — % 34 % — % — % 2,927 28,900 — Self-Storage - Houston 100 % — 1,356 — 1,232 — 1,248 — % 91 % — % 92 % 823 823 — Other - Summerlin 100 % — — — — — — — % — % — % — % 6,881 12,347 — Other Assets (f) Various 135,801 — 135,801 — 135,801 — 100 % — % 100 % — % 7,003 8,368 — Total Stabilized Properties (g) $ 192,378 $ 284,687 — Unstabilized Properties Office - Houston 100 % 595,618 — 164,146 — 182,017 — 28 % — % 31 % — % $ (1,352) $ 17,900 3.0 Office - Columbia 100 % 319,002 — 159,900 — 199,570 — 50 % — % 63 % — % (1,026) 9,200 3.0 Office - Other 23 % 1,492,940 — 522,265 — 1,146,368 — 35 % — % 77 % — % — 14,421 3.0 Retail - Columbia 100 % 10,700 — — — 10,700 — — % — % 100 % — % (2) 400 2.0 Retail - Houston 100 % 72,977 — 45,454 — 45,454 — 62 % — % 62 % — % 803 2,200 2.0 Multi-Family - Houston (d) 100 % 11,448 861 6,146 440 6,146 467 54 % 51 % 54 % 54 % 7,120 15,904 3.1 Multi-Family - Columbia (d) 100 % 56,683 382 — 212 — 236 — % 55 % — % 62 % 4,069 9,162 3.0 Total Unstabilized Properties $ 9,612 $ 69,187 2.8
HowardHughes.com 281.719.6100 12 NOI by RegionNOI by Region, excluding the Seaport District (con't) in thousands except Sq. Ft. and units Property % Ownership (a) Total Q4 2020 Occupied (#) Q4 2020 Leased (#) Q4 2020 Occupied (%) Q4 2020 Leased (%) Q4 2020 Annualized NOI (b) Stabilized NOI (c) Time to Stabilize (Years)Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Sq. Ft. Units Under Construction Properties Retail - Hawaii 100 % 48,357 — — — 1,688 — — % — % 3 % — % n/a $ 1,918 2.7 Multi-Family - Houston (d) 100 % — 718 — — — — — % — % — % — % n/a 9,057 3.5 Total Under Construction Properties n/a $ 10,975 3.1 Total/ Wtd. Avg. for Portfolio $ 201,990 $ 364,849 2.9 (a) Includes our share of NOI for our joint ventures. (b) To better reflect the full-year performance of the properties, the impacts of certain prior period accruals and adjustments included in Q4 2020 NOI were not annualized. Annualized Q4 2020 NOI also includes distribution received from cost method investment in Q1 2020. For purposes of this calculation, this one time annual distribution is not annualized. (c) Table above excludes Seaport District NOI, units, and square feet until we have greater clarity with respect to the performance of our tenants. See page 17 for Seaport District Est. stabilized yield and other project information. (d) Multi-Family square feet represent ground floor retail whereas multi-family units represent residential units for rent. (e) Hospitality percentage occupied is the average for Q4 2020. As a result of COVID-19, our Hospitality assets were temporarily shut down beginning in March 2020, and were gradually reopened in a phased approach starting May 2020. Despite these reopenings, we continue to see declines in occupancy through the third quarter of 2020, compared to levels achieved prior to the impact of the pandemic. (f) Other assets are primarily made up of our share of equity method investments not included in other categories. These assets can be found on page 14 of this presentation. (g) For Stabilized Properties, the difference between 4Q20 Annualized NOI and Stabilized NOI is attributable to a number of factors which may include temporary abatements, deferrals or lost revenue due to COVID-19 restrictions, timing of lease turnovers, free rent and other market factors.
HowardHughes.com 281.719.6100 13 in thousands except Sq. Ft. and units Property Location % Ownership Rentable Sq. Ft. Q4 2020 % Occ. Q4 2020 % Leased Annualized Q4 2020 NOI (a) (b) Est. Stabilized NOI (a) Office One Hughes Landing Houston, TX 100 % 197,719 92 % 97 % $ 5,858 $ 5,900 Two Hughes Landing Houston, TX 100 % 197,714 83 % 83 % 4,230 6,000 Three Hughes Landing Houston, TX 100 % 320,815 88 % 90 % 7,962 7,600 1725 Hughes Landing Boulevard Houston, TX 100 % 331,176 95 % 96 % 5,599 6,900 1735 Hughes Landing Boulevard Houston, TX 100 % 318,170 100 % 100 % 8,324 7,696 2201 Lake Woodlands Drive Houston, TX 100 % 24,119 100 % 100 % 168 410 Lakefront North Houston, TX 100 % 258,058 82 % 82 % 7,061 6,458 8770 New Trails Houston, TX 100 % 180,000 100 % 100 % 2,020 4,400 9303 New Trails Houston, TX 100 % 97,967 80 % 80 % 1,359 1,800 3831 Technology Forest Drive Houston, TX 100 % 95,078 100 % 100 % 2,376 2,376 3 Waterway Square Houston, TX 100 % 232,021 96 % 96 % 5,438 6,500 4 Waterway Square Houston, TX 100 % 218,551 100 % 100 % 6,509 6,856 1201 Lake Robbins Tower (c) Houston, TX 100 % 805,993 100 % 100 % 24,507 25,000 1400 Woodloch Forest Houston, TX 100 % 95,667 48 % 48 % 611 1,500 10 - 70 Columbia Corporate Center Columbia, MD 100 % 898,054 85 % 87 % 12,979 14,330 Columbia Office Properties Columbia, MD 100 % 62,038 68 % 68 % 145 1,402 One Mall North Columbia, MD 100 % 96,977 94 % 96 % 1,879 1,947 One Merriweather Columbia, MD 100 % 206,632 97 % 97 % 4,664 4,800 Two Merriweather Columbia, MD 100 % 127,422 91 % 91 % 1,824 3,100 Aristocrat Las Vegas, NV 100 % 181,534 100 % 100 % 4,293 4,300 One Summerlin Las Vegas, NV 100 % 206,279 94 % 96 % 6,196 5,700 Two Summerlin Las Vegas, NV 100 % 144,615 100 % 100 % 3,142 3,800 Total Office 5,296,599 $ 117,144 $ 128,775 Retail Creekside Village Green Houston, TX 100 % 74,670 80 % 80 % $ 1,777 $ 2,097 Hughes Landing Retail Houston, TX 100 % 125,798 85 % 85 % 3,240 4,375 1701 Lake Robbins Houston, TX 100 % 12,376 100 % 100 % 546 550 Lake Woodlands Crossing Retail Houston, TX 100 % 60,261 87 % 87 % 1,492 1,668 Lakeland Village Center at Bridgeland Houston, TX 100 % 67,947 66 % 68 % 977 1,700 20/25 Waterway Avenue Houston, TX 100 % 50,062 76 % 76 % 1,459 2,013 Waterway Garage Retail Houston, TX 100 % 21,513 78 % 78 % 299 600 2000 Woodlands Parkway Houston, TX 100 % 7,900 100 % 100 % 221 270 Columbia Regional Building Columbia, MD 100 % 89,199 100 % 100 % 2,264 2,300 Ward Village Retail Honolulu, HI 100 % 1,031,983 85 % 89 % 6,335 23,559 Downtown Summerlin (d) Las Vegas, NV 100 % 801,031 91 % 92 % 15,569 26,301 Outlet Collection at Riverwalk New Orleans, LA 100 % 264,473 82 % 87 % (481) 6,501 Total Retail 2,607,213 $ 33,698 $ 71,934 Stabilized PropertiesStabilized Properties - Operating Assets Segment
HowardHughes.com 281.719.6100 14 in thousands except Sq. Ft. and units Q4 2020 %Occ.(e) Q4 2020 % Leased (e) Property Location % Ownership Rentable Sq. Ft. Units Rentable Sq. Ft. Units Rentable Sq. Ft. Units Annualized Q4 2020 NOI (a) (b) Est. Stabilized NOI (a) Multi-family Creekside Park Apartments Houston, TX 100 % — 292 n/a 93 % n/a 97 % $ 1,864 $ 3,500 Millennium Six Pines Apartments Houston, TX 100 % — 314 n/a 81 % n/a 83 % 2,231 4,500 Millennium Waterway Apartments Houston, TX 100 % — 393 n/a 82 % n/a 89 % 3,298 4,600 One Lakes Edge Houston, TX 100 % 22,971 390 75 % 80 % 75 % 82 % 5,231 7,200 The Metropolitan Downtown Columbia Columbia, MD 50 % 13,591 380 84 % 94 % 84 % 96 % 2,784 3,132 m.flats/TEN.M Columbia, MD 50 % 28,026 437 100 % 92 % 100 % 98 % 3,388 4,008 Constellation Apartments Las Vegas, NV 100 % — 124 n/a 92 % n/a 95 % 2,062 2,200 Tanager Apartments Las Vegas, NV 100 % — 267 n/a 93 % n/a 99 % 3,044 4,400 Total Multi-family (f) 64,588 2,597 $ 23,902 $ 33,540 Hotel Embassy Suites at Hughes Landing (g) Houston, TX 100 % — 205 n/a 55 % n/a n/a $ 1,271 $ 5,600 The Westin at The Woodlands (g) Houston, TX 100 % — 302 n/a 28 % n/a n/a (132) 9,600 The Woodlands Resort & Conference Center (g) Houston, TX 100 % — 402 n/a 27 % n/a n/a 1,788 13,700 Total Hotel — 909 $ 2,927 $ 28,900 Other Hughes Landing Daycare Houston, TX 100 % 10,000 — 100 % — % 100 % — % $ 278 $ 278 The Woodlands Warehouse Houston, TX 100 % 125,801 — 100 % — % 100 % — % 1,308 1,200 HHC 242 Self-Storage Houston, TX 100 % — 629 n/a 91 % n/a 92 % 450 450 HHC 2978 Self-Storage Houston, TX 100 % — 727 n/a 91 % n/a 92 % 373 373 Woodlands Sarofim #1 Houston, TX 20 % n/a n/a n/a n/a n/a n/a 2,104 2,202 Stewart Title of Montgomery County, TX Houston, TX 50 % n/a n/a n/a n/a n/a n/a 1,888 1,864 The Woodlands Ground Leases Houston, TX 100 % n/a n/a n/a n/a n/a n/a 1,949 1,662 Kewalo Basin Harbor Honolulu, HI 100 % n/a n/a n/a n/a n/a n/a 963 1,100 Hockey Ground Lease Las Vegas, NV 100 % n/a n/a n/a n/a n/a n/a 522 523 Summerlin Hospital Medical Center Las Vegas, NV 5 % n/a n/a n/a n/a n/a n/a 3,724 3,724 Las Vegas Ballpark (g)(h) Las Vegas, NV 100 % n/a n/a n/a n/a n/a n/a 2,635 8,100 Other Assets Various 100 % n/a n/a n/a n/a n/a n/a (1,487) 62 Total Other 135,801 1,356 $ 14,707 $ 21,538 Total Stabilized $ 192,378 $ 284,687 Stabilized Properties (cont'd) (a) For Stabilized Properties, the difference between 4Q20 Annualized NOI and Stabilized NOI is attributable to a number of factors which may include temporary abatements, deferrals or lost revenue due to COVID-19 restrictions, timing of lease turnovers, free rent and other market factors. (b) To better reflect the full-year performance of the properties, the impacts of certain prior period accruals and adjustments included in Q4 2020 NOI were not annualized. (c) 1201 Lake Robbins Tower and 9950 Woodloch Forest Tower, collectively known as The Woodlands Towers at the Waterway, were acquired on December 30, 2019. 9950 Woodloch Forest Tower is an unstabilized property as of December 31, 2020. See page 15 for further details. (d) Downtown Summerlin rentable sq. ft. excludes 381,767 sq. ft. of anchor space and 41,606 sq. ft. of office space. (e) With the exception of Hotel properties, Percentage Occupied and Percentage Leased are as of December 31, 2020. Each Hotel property Percentage Occupied is the average for Q4 2020. (f) Multi-Family square feet represent ground floor retail whereas multi-family units represent residential units for rent. (g) Annualized NOI for these properties are based on a trailing 12-month calculation due to seasonality of the respective businesses. (h) The Las Vegas Ballpark presentation is inclusive of the results from both the stadium operations and those of our wholly-owned team, the Las Vegas Aviators. Stabilized Properties - Operating Assets Segment (con't)
HowardHughes.com 281.719.6100 15 Unstabilized Properties - Operating Assets Segment thousands except Sq. Ft. and units Q4 2020 %Occ.(a) Q4 2020 % Leased (a) Project Name Location % Ownership Rentable Sq. Ft. Units Rentable Sq. Ft. Units Rentable Sq. Ft. Units Develop. Costs Incurred Est. Total Cost (Excl. Land) Annualized Q4 2020 NOI (b) Est. Stabilized NOI (c) Est. Stab. Date Est. Stab. Yield Office 9950 Woodloch Forest Tower (d)(e) Houston, TX 100 % 595,618 — 28 % n/a 31 % n/a $ 144,000 $ 210,571 $ (1,352) $ 17,900 2023 9 % 110 North Wacker (f) Chicago, IL 23 % 1,492,940 — 35 % n/a 77 % n/a 16,078 16,078 — 14,421 2023 8 % 6100 Merriweather Columbia, MD 100 % 319,002 — 50 % n/a 63 % n/a 108,360 138,221 (1,026) 9,200 2023 7 % Total Office 2,407,560 — $ 268,438 $ 364,870 $ (2,378) $ 41,521 Retail Creekside Park West Houston, TX 100 % 72,977 — 62 % n/a 62 % n/a $ 18,997 $ 20,777 $ 803 $ 2,200 2022 11 % Merriweather District Area 3 Standalone Restaurant Columbia, MD 100 % 10,700 — — % n/a 100 % n/a 3,050 6,530 (2) 400 2022 6 % Total Retail 83,677 — $ 22,047 $ 27,307 $ 801 $ 2,600 Multi-family Juniper Apartments Columbia, MD 100 % 56,683 382 — % 56 % — % 62 % $ 95,325 $ 116,386 $ 4,069 $ 9,162 2023 8 % Lakeside Row Houston, TX 100 % — 312 n/a 88 % n/a 91 % 44,881 45,587 2,533 3,875 2022 9 % The Lane at Waterway (g) Houston, TX 100 % — 163 n/a 3 % n/a 4 % 35,232 45,033 (117) 3,500 2022 8 % Two Lakes Edge Houston, TX 100 % 11,448 386 54 % 41 % 54 % 46 % 95,314 107,706 4,704 8,529 2024 8 % Total Multi-family (h) 68,131 / 1,243 $ 270,752 $ 314,712 $ 11,189 $ 25,066 Total Unstabilized $ 561,237 $ 706,889 $ 9,612 $ 69,187 (a) With the exception of Hotel properties, Percentage Occupied and Percentage Leased are as of December 31, 2020. Each Hotel property Percentage Occupied is the average for Q4 2020. (b) To better reflect the full-year performance of the properties, the impacts of certain prior period accruals and adjustments included in Q4 2020 NOI were not annualized. (c) Company estimates of stabilized NOI are based on current leasing velocity, excluding inflation and organic growth. (d) 9950 Woodloch Forest Tower development costs incurred and estimated total cost are inclusive of acquisition and tenant lease-up costs. (e) 1201 Lake Robbins Tower and 9950 Woodloch Forest Tower, collectively known as The Woodlands Towers at the Waterway, were acquired on December 30, 2019. 1201 Lake Robbins Tower is a stabilized property as of December 31, 2020, and 9950 Woodloch Forest Tower is unstabilized as Occidental Petroleum’s lease in this building expired in the second quarter of 2020. Occidental Petroleum has leased 100% of 1201 Lake Robbins Tower through 2032. See page 13 for further details. (f) 110 North Wacker was placed in service during the third quarter of 2020. The above represents only our membership interest and HHC’s total cash equity requirement. Est. Stabilized NOI Yield is based on the projected building NOI at stabilization and our percentage ownership of the equity capitalized of the projects. It does not include the impact of the partnership distribution waterfall. (g) Millennium Phase III Apartments was renamed The Lane at Waterway. (h) Multi-Family square feet represent ground floor retail whereas multi-family units represent residential units for rent.
HowardHughes.com 281.719.6100 16 Under Construction PropertiesUnder Construction Projects - Strategic Developments Segment in thousands except Sq. Ft. and units (Owned & Managed) Project Name Location % Ownership Est. Rentable Sq. Ft. Percent Pre- Leased (a) Project Status Const. Start Date Est. Stabilized Date (b) Develop. Costs Incurred Est. Total Cost (Excl. Land) Est. Stabilized NOI Est. Stab. Yield Retail ‘A‘ali‘i (c) Honolulu, HI 100 % 11,570 — % Under Construction Q4 2018 2022 $ — $ — $ 637 — % Kō'ula (c) Honolulu, HI 100 % 36,787 5 % Under Construction Q3 2019 2023 — — 1,281 — % Total Retail 48,357 $ — $ — $ 1,918 Project Name Location % Ownership # of Units Monthly Est. Rent Per Unit Project Status Const. Start Date Est. Stabilized Date (b) Develop. Costs Incurred Est. Total Cost (Excl. Land) Est. Stabilized NOI Est. Stab. Yield Multi-family Creekside Park The Grove (d) Houston, TX 100 % 360 $ 1,744 Under Construction Q3 2019 2023 $ 29,890 $ 57,472 $ 4,697 8 % Starling at Bridgeland Houston, TX 100 % 358 1,622 Under Construction Q4 2020 2024 1,039 58,072 4,360 8 % Total Multi-family 718 $ 30,929 $ 115,544 $ 9,057 Total Under Construction $ 30,929 $ 115,544 $ 10,975 (a) Represents leases signed as of December 31, 2020, and is calculated as the total leased square feet divided by total leasable square feet, expressed as a percentage. (b) Represents management's estimate of the first quarter of operations in which the asset may be stabilized. (c) Condominium retail Develop. Cost Incurred and Est. Total Costs (Excl. Land) are combined with their respective condominium costs on page 23 of this supplement. (d) Creekside Park Apartments Phase II was renamed to Creekside Park The Grove.
HowardHughes.com 281.719.6100 17 NOI by RegionSeaport District Operating Performance Q4 2020 Real Estate Operations (Landlord) (a) Managed Businesses (b) Events, Sponsorships & Catering Business (f) Q4 2020 Total$ in thousands Historic District & Pier 17 Multi-Family (c) Historic District & Pier 17 (d) Tin Building (e) Revenues Rental revenue (g) $ 1,141 $ 211 $ — $ — $ — $ 1,352 Tenant recoveries 280 — (12) — — 268 Other rental and property (expense) revenue (39) — 3,572 — 1,816 5,349 Total Revenues 1,382 211 3,560 — 1,816 6,969 Expenses Other property operating costs (g) (4,414) (181) (4,329) — (1,214) (10,138) Total Expenses (4,414) (181) (4,329) — (1,214) (10,138) Net Operating (Loss) Income - Seaport District (h) $ (3,032) $ 30 $ (769) $ — $ 602 $ (3,169) Project Status Unstabilized Stabilized Unstabilized Under Construction Unstabilized Rentable Sq. Ft. / Units Total Sq. Ft. / units 333,899 13,000 / 21 44,854 53,000 21,077 Leased Sq. Ft. / units (i) 118,489 — / 20 44,854 53,000 21,077 % Leased or occupied (i) 35 % — % / 95 % 100 % 100 % 100 % Development (j) Development costs incurred $ 538,513 $ — $ — $ 107,147 $ — $ 645,660 Estimated total costs (excl. land) $ 594,368 $ — $ — $ 194,613 $ — $ 788,981 (a) Real Estate Operations (Landlord) represents physical real estate developed and owned by HHC and leased to third parties. (b) Managed Businesses represents retail and food and beverage businesses that HHC owns, either wholly or through joint ventures, and operates, including license and management agreements. For the three months ended December 31, 2020, our managed businesses include, among others, The Fulton, SJP by Sarah Jessica Parker, R17, Cobble & Co., Malibu Farm and Bar Wayo. (c) Multi-Family represents 85 South Street which includes base level retail in addition to residential units.. (d) Includes our 90% share of NOI from Bar Wayō. (e) Represents the marketplace by Jean-Georges. As a result of impacts related to COVID-19, there were delays in construction on the Tin Building, however construction is still on track for completion in the fourth quarter of 2021 with opening expected in early 2022. (f) Events, Sponsorships & Catering Business includes private events, catering, sponsorships, concert series and other rooftop activities. (g) Rental revenue and expense earned from and paid by businesses we own and operate is eliminated in consolidation. (h) See page 33 for the reconciliation of Seaport District NOI. (i) The percent leased for Historic District & Pier 17 landlord operations includes agreements with terms of less than one year and excludes leases with our managed businesses. (j) Development costs incurred and Estimated total costs (excl. land) are shown net of insurance proceeds of approximately $64.7 million.
HowardHughes.com 281.719.6100 18 (a) Commercial acres may be developed by us or sold. (b) Reconciliation of GAAP MPC segment EBT to MPC Net Contribution for the three months ended December 31, 2020 is found under Reconciliation of Non-GAAP Measures on page 34. (c) Est. Stabilized NOI (Future) represents all assets within the respective MPC regions, inclusive of stabilized, unstabilized and under construction. MPC Portfolio Master Planned Communities- Remaining Saleable Acres (a) Income Producing Assets - Stabilized and Unstabilized Commercial 22% Residential 78% Stabilized 100% Commercial 36% Residential 64% Unstabilized 9% Stabilized 91% Unstabilized 17% Stabilized 83% Commercial 100% $ in thousands Nevada Texas Maryland Total MPC Performance - 4Q20 & 4Q19 MPC Net Contribution (4Q20) (b) $ 57,026 $ 38,202 $ (229) $ 94,999 MPC Net Contribution (4Q19) (b) $ 106,693 $ 28,477 $ (317) $ 134,853 Operating Asset Performance - 2020 & Future Annualized 4Q20 in-place NOI $ 39,867 $ 122,777 $ 32,968 $ 195,612 Est. stabilized NOI (future) (c) $ 59,047 $ 204,539 $ 53,765 $ 317,351 Wtd. avg. time to stab. (yrs.) — 3.3 3.0 —
HowardHughes.com 281.719.6100 19 MPC Regions Non-MPC Regions The Woodlands The Woodlands Hills Bridgeland Summerlin Columbia Total Hawai‘i (a) Seaport Other Total Houston, TX Houston, TX Houston, TX Las Vegas, NV Columbia, MD MPC Regions Honolulu, HI New York, NY Non-MPC Operating - Stabilized Properties Office Sq.Ft. 3,373,048 — — 532,428 1,391,123 5,296,599 — — — — Retail Sq. Ft. (b) 375,551 — 67,947 801,031 130,816 1,375,345 1,031,983 13,000 264,473 1,309,456 Multifamily units 1,389 — — 391 817 2,597 — 21 — 21 Hotel Rooms 909 — — — — 909 — — — — Self-Storage Units 1,356 — — — — 1,356 — — — — Other Sq. Ft. 135,801 — — — — 135,801 — — — — Operating - Unstabilized Properties Office Sq.Ft. 595,618 — — — 319,002 914,620 — 146,935 1,492,940 1,639,875 Retail Sq.Ft. 84,425 — — — 67,383 151,808 — 252,895 — 252,895 Multifamily units 549 — 312 — 382 1,243 — — — — Hotel rooms — — — — — — — — — — Self-Storage Units — — — — — — — — — — Other Sq. Ft. — — — — — — — — — — Operating - Under Construction Properties Office Sq.Ft. — — — — — — — — — — Retail Sq.Ft. — — — — — — 48,357 53,000 — 101,357 Other Sq. Ft. — — — — — — — — — — Multifamily units 360 — 358 — — 718 — — — — Hotel rooms — — — — — — — — — — Self-Storage Units — — — — — — — — — — Residential Land Total gross acreage/condos (c) 28,505 ac. 2,055 ac. 11,506 ac. 22,500 ac. 16,450 ac. 81,016 ac. 2,697 n.a. n.a. 2,697 Current Residents (c) 119,000 750 15,500 116,000 112,000 363,250 n.a. n.a. n.a. — Remaining saleable acres/condos 27 ac. 1,292 ac. 2,770 ac. 2,864 ac. n/a 6,953 ac. 242 n.a. n.a. 242 Estimated price per acre (d) $ 1,402 $ 286 $ 451 $ 743 n/a $ — n.a. n.a. n.a. $ — Commercial Land Total acreage remaining 721 ac. 175 ac. 1,375 ac. 831 ac. 96 ac. 3,198 ac. n.a. n.a. n.a. — Estimated price per acre (d) $ 987 $ 515 $ 615 $ 1,012 $ 580 $ — n.a. n.a. n.a. $ — Portfolio Key Metrics Portfolio Key Metrics herein include square feet, units and rooms included in joint venture projects. Sq. Ft. and units are not shown at share. Retail Sq. Ft. includes multi-family Sq. Ft. (a) Excludes Victoria Place as construction has not yet commenced. (b) Retail Sq. Ft. within the Summerlin region excludes 381,767 Sq. Ft. of anchors and 41,606 Sq. Ft of additional office space above our retail space. (c) Acreage shown as of December 31, 2020; current residents shown as of December 31, 2020. (d) Residential and commercial pricing represents the Company's estimate of price per acre per its 2021 land models. Portfolio Key Metrics
HowardHughes.com 281.719.6100 20 Office Expirations (a) Retail Expirations (a) Expiration Year Annualized Cash Rent ($ in thousands) Percentage of Annualized Cash Rent Wtd. Avg. Annualized Cash Rent Per Leased Sq. Ft. Annualized Cash Rent ($ in thousands) Percentage of Annualized Cash Rent Wtd. Avg. Annualized Cash Rent Per Leased Sq. Ft. 2021 $ 5,206 2.51 % $ 13.47 $ 4,429 6.00 % $ 23.42 2022 18,472 8.92 % 11.74 4,800 6.50 % 36.46 2023 12,306 5.94 % 21.83 4,947 6.70 % 41.69 2024 19,151 9.24 % 29.72 6,672 9.04 % 44.22 2025 17,678 8.53 % 21.15 20,828 28.22 % 47.57 2026 9,224 4.45 % 38.85 5,678 7.69 % 41.17 2027 20,931 10.10 % 36.01 5,121 6.94 % 57.04 2028 10,535 5.08 % 40.20 4,029 5.46 % 39.78 2029 8,495 4.10 % 17.09 3,994 5.41 % 39.63 2030 16,879 8.15 % 44.04 2,310 3.13 % 45.23 Thereafter 68,317 32.98 % 45.62 11,006 14.91 % 37.30 Total $ 207,194 100.00 % $ 73,814 100.00 % (a) Excludes leases with an initial term of 12 months or less. Also excludes Seaport leases. Lease ExpirationsLease Expirations Office and Retail Lease Expirations Total Office and Retail Portfolio as of December 31, 2020 % o f A nn ua liz ed C as h R en t E xp iri ng Houston Summerlin Columbia Hawaii Other Office 2021 Retail 2021 Office 2022 Retail 2022 Office 2023 Retail 2023 Office 2024 Retail 2024 Office 2025 Retail 2025 Office 2026 Retail 2026 Office 2027 Retail 2027 Office 2028 Retail 2028 Office 2029 Retail 2029 Office 2030 Retail 2030 Office 2031+ Retail 2031+ 0% 6% 12% 18% 24% 30%
HowardHughes.com 281.719.6100 21 thousands except rentable Sq. Ft. / Units / Acres Q4 2020 Acquisitions Date Acquired Property % Ownership Location Rentable Sq. Ft. / Units / Acres Acquisition Price No acquisition activity in Q4 2020 Q4 2020 Dispositions Date Sold Property % Ownership Location Rentable Sq. Ft. / Units / Acres Sale Price 12/18/2020 Circle T Ranch and Power 50% Dallas/Ft Worth, TX N/A $13.0 million 11/20/2020 Elk Grove 100% Elk Grove, CA 6,400 $24.6 million Acquisition / Disposition ActivityAcquisition / Disposition Activity
HowardHughes.com 281.719.6100 22 Master Planned Community Land The Woodlands The Woodlands Hills Bridgeland Summerlin Columbia Total $ in thousands Q4 2020 Q4 2019 Q4 2020 Q4 2019 Q4 2020 Q4 2019 Q4 2020 Q4 2019 Q4 2020 Q4 2019 Q4 2020 Q4 2019 Revenues: Residential land sale revenues $ 2,569 $ 11,427 $ 5,769 $ 2,539 $ 22,708 $ 15,512 $ 65,946 $ 123,621 $ — $ — $ 96,992 $ 153,099 Commercial land sale revenues — — — — — 46 — — — — — 46 Builder price participation 24 52 92 18 599 264 10,420 11,123 — — 11,135 11,457 Other land sale revenues 45 2,534 — — 45 43 4,219 3,560 — — 4,309 6,137 Total revenues 2,638 14,013 5,861 2,557 23,352 15,865 80,585 138,304 — — 112,436 170,739 Expenses: Cost of sales - residential land (1,467) (5,085) (2,192) (955) (7,403) (5,181) (31,883) (52,492) — — (42,945) (63,713) Cost of sales - commercial land — — — — — (12) — — — — — (12) Real estate taxes (439) 85 157 36 (124) (636) (429) (887) (145) (144) (980) (1,546) Land sales operations (1,437) (4,084) (828) (749) (920) (1,357) (2,652) (2,166) (84) (169) (5,921) (8,525) Depreciation and amortization (34) (34) — — (33) (34) (25) (22) — — (92) (90) Total operating expenses (3,377) (9,118) (2,863) (1,668) (8,480) (7,220) (34,989) (55,567) (229) (313) (49,938) (73,886) Net interest capitalized (expense) (459) (1,569) 277 261 4,700 3,791 6,036 5,160 — — 10,554 7,643 Equity in earnings from real estate affiliates — — — — — — 13,442 9,477 — — 13,442 9,477 EBT $ (1,198) $ 3,326 $ 3,275 $ 1,150 $ 19,572 $ 12,436 $ 65,074 $ 97,374 $ (229) $ (313) $ 86,494 $ 113,973 Key Performance Metrics: Residential Total acres closed in current period 4.1 ac. 11.6 ac. 17.6 ac. 9.5 ac. 51.4 ac. 35.7 ac. 86.5 ac. 177.0 ac. — — Price per acre achieved (a) $ 627 $ 985 $ 328 $ 267 $ 442 $ 435 $ 762 $ 639 NM NM Avg. gross margins 42.9 % 55.5 % 62.0 % 62.4 % 67.4 % 66.6 % 51.7 % 57.5 % NM NM Commercial Total acres closed in current period — — — — — — — — ac. — — Price per acre achieved NM NM NM NM NM NM NM NM NM NM Avg. gross margins NM NM NM NM NM 74.4 % NM NM NM NM Avg. combined before-tax net margins 42.9 % 55.5 % 62.0 % 62.4 % 67.4 % 66.6 % 51.7 % 57.5 % NM NM Key Valuation Metrics The Woodlands The Woodlands Hills Bridgeland Summerlin Columbia Remaining saleable acres Residential 27 ac. 1,292 ac. 2,770 ac. 2,864 ac. — Commercial (b) 721 ac. 175 ac. 1,375 ac. 831 ac. 96 ac. Projected est. % superpads / lot size —% / — —% / — —% / — 87% / 0.25 ac NM Projected est. % single-family detached lots / lot size 34% / 0.80 ac 85% / 0.22 ac 82% / 0.22 ac —% / — NM Projected est. % single-family attached lots / lot size 66% / 0.12 ac 15% / 0.13 ac 17% / 0.11 ac —% / — NM Projected est. % custom homes / lot size —% / — —% / — 1% / 0.63 ac 13% / 0.45 ac NM Estimated builder sale velocity (blended total - TTM) (c) 14 26 101 116 NM Projected GAAP gross margin (d) 76.2% / 75.6% 60.0% / 62.4% 73.1% / 67.4% 52.8% / 53.7% NM Projected cash gross margin (d) 96.8% 86.1% 86.8% 74.6% NM Residential sellout / Commercial buildout date estimate Residential 2023 2030 2035 2039 — Commercial 2034 2030 2045 2039 2023 (a) The price per acre achieved for Summerlin residential lots is mostly attributable to custom lots sales, impacting results. The price per acre achieved for The Woodlands residential lots is mostly attributable to the mix of lots sold, positively impacting results. (b) Columbia Commercial excludes 31 commercial acres held in the Strategic Developments segment in Downtown Columbia. (c) Represents the average monthly builder homes sold over the last twelve months ended December 31, 2020. (d) Projected GAAP gross margin is based on GAAP revenues and expenses which exclude revenues deferred on sales closed where revenue did not meet criteria for recognition and includes revenues previously deferred that met criteria for recognition in the current period. Gross margin for each MPC may vary from period to period based on the locations of the land sold and the related costs associated with developing the land sold. Projected cash gross margin includes all future projected revenues less all future projected development costs, net of expected reimbursable costs, and capitalized overhead, taxes and interest. NM Not meaningful. Master Planned Community Land
HowardHughes.com 281.719.6100 23 Ward Village Condominiums As of December 31, 2020 Waiea (a) Anaha (a) Ae‘o Ke Kilohana (b) ‘A‘ali‘i Kō'ula Total (c) Key Metrics ($ in thousands) Type of building Ultra-Luxury Luxury Upscale Workforce Upscale Upscale Number of units 177 317 465 423 750 565 2,697 Avg. unit Sq. Ft. 2,138 1,417 838 696 520 725 857 Condo Sq. Ft. 378,488 449,205 389,663 294,273 390,097 409,612 2,311,338 Street retail Sq. Ft. 7,716 16,048 70,800 28,386 11,570 36,787 171,307 Stabilized retail NOI $ 453 $ 1,152 $ 1,557 $ 1,081 $ 637 $ 1,281 $ 6,161 Stabilization year 2017 2020 2019 2020 2022 2023 Development progress ($ in millions) Status Opened Opened Opened Opened Under Construction Under Construction Start date Q2 2014 Q4 2014 Q1 2016 Q4 2016 Q4 2018 Q3 2019 Completion / Est. Completion date Q4 2016 Q4 2017 Q4 2018 Q2 2019 Q4 2021 2022 Total development cost (d) $ 566,256 $ 402,797 $ — $ 217,483 $ 411,900 $ 487,039 $ 2,085,475 Cost-to-date (d) 431,836 400,182 — 215,811 268,117 117,698 1,433,644 Remaining to be funded $ 134,420 $ 2,615 $ — $ 1,672 $ 143,783 $ 369,341 $ 651,831 Financial Summary ($ in thousands except per Sq. Ft.) Units closed (through Q4 2020) 170 315 465 423 — — 1,373 Units under contract (through Q4 2020) 2 1 — — 640 439 1,082 Units remaining to be sold (through Q4 2020) 5 1 — — 110 126 242 Total % of units closed or under contract 97.2 % 99.7 % 100.0 % 100.0 % 85.3 % 77.7 % 91.0 % Units closed (current quarter) — — — — — — — Units under contract (current quarter) — — — — 5 4 9 Square footage closed or under contract (total) 360,161 443,386 389,663 294,273 314,711 327,906 2,130,100 Total % square footage closed or under contract 95.2 % 98.7 % 100.0 % 100.0 % 80.7 % 80.1 % 92.2 % Target condo profit margin at completion (excl. land cost) ~30% Total cash received (closings & deposits) $ 656,365 $ 493,109 $ 512,638 $ 217,797 $ 83,322 $ 104,266 $ 2,067,497 Total GAAP revenue recognized $ 1,878,248 Expected avg. price per Sq. Ft. $1,900 - 1,950 $1,100 - 1,150 $1,300 - 1,350 $700 - 750 $1,300 - 1,350 $1,500 - 1,550 $1,300 - 1,325 Expected construction costs per retail Sq. Ft. $~1,100 Deposit Reconciliation (in thousands) Spent towards construction $ — $ — $ — $ — $ 82,527 $ 41,337 $ 123,864 Held for future use (e) — — — — 795 62,929 63,724 Total deposits from sales commitment $ — $ — $ — $ — $ 83,322 $ 104,266 $ 187,588 (a) Subsequent to year end, we closed on 4 units at Waiea and 1 unit at Anaha. (b) Ke Kilohana consists of 375 workforce units and 48 market rate units. (c) Excludes Victoria Place as construction has not commenced. (d) Development costs and cost-to-date are included only if the project has more than $1.0 million of estimated costs remaining to be incurred. (e) Total deposits held for future use are presented above only for projects under construction and are included in Restricted cash on the balance sheet.
HowardHughes.com 281.719.6100 24 Other Assets Property Name City, State % Own Acres Notes Landmark Mall Alexandria, VA 100 % 33 Plan to transform the mall into an open-air, mixed-use community. In January 2017, we acquired the 11.4 acre Macy's site for $22.2 million. Monarch City Allen, TX 100 % 230 Located north of Downtown Dallas, this 230-acre mixed-use development received unanimous zoning approval June 26, 2019. Century Park Houston, TX 100 % 63 In conjunction with the acquisition of the Occidental Towers in The Woodlands in December 2019, we acquired Century Park, a 63-acre, 1.3 million square foot campus with 17 office buildings in the West Houston Energy Corridor in Houston, TX. Maui Ranch Land Maui, HI 100 % 20 Two, non-adjacent, ten-acre parcels zoned for native vegetation. 80% Interest in Fashion Show Air Rights Las Vegas, NV 80 % N/A Air rights above the Fashion Show Mall located on the Las Vegas Strip. 250 Water Street New York, NY 100 % 1 The one-acre site is situated at the entrance of the Seaport District. In October 2020, the Company announced it's comprehensive proposal for this site, which includes the transformation of this underutilized full-block surface parking lot into a mixed-use development that would include affordable housing, condominium units, community-oriented spaces and office space. While the Company moves forward in the planning stages for this strategic site, it will continue to be used as a parking lot. Other/Non-core Assets
HowardHughes.com 281.719.6100 25 thousands December 31, 2020 December 31, 2019 Fixed-rate debt: Unsecured 5.375% Senior Notes due 2025 $ 1,000,000 $ 1,000,000 Unsecured 5.375% Senior Notes due 2028 $ 750,000 $ — Secured mortgages, notes and loans payable 590,517 884,935 Special Improvement District bonds 34,305 23,725 Variable-rate debt: Mortgages, notes and loans payable, excluding condominium financing (a) 1,725,461 2,199,241 Condominium financing (a) (c) 219,883 30,717 Mortgages, notes and loans payable 4,320,166 4,138,618 Unamortized bond issuance costs (4,355) (5,249) Deferred financing costs (28,442) (36,899) Total mortgages, notes and loans payable, net $ 4,287,369 $ 4,096,470 Net Debt on a Segment Basis, at share as of December 31, 2020 (b) thousands Operating Assets Master Planned Communities Seaport District Strategic Developments Segment Totals Non- Segment Amounts Total Mortgages, notes and loans payable, net (a) (c) $ 2,039,359 $ 179,982 $ 99,074 $ 236,038 $ 2,554,453 $ 1,732,916 $ 4,287,369 Mortgages, notes and loans payable of real estate and other affiliates (d) $ 268,724 $ 5,808 $ — $ — $ 274,532 $ — $ 274,532 Less: Cash and cash equivalents (86,171) (109,478) (8,517) (1,289) (205,455) (809,231) (1,014,686) Cash and cash equivalents of real estate and other affiliates (d) (4,621) (101,584) (56) (343) (106,604) — (106,604) Special Improvement District receivables — (54,770) — — (54,770) — (54,770) Municipal Utility District receivables, net — (314,394) — — (314,394) — (314,394) TIF receivable — — — (893) (893) — (893) Net Debt $ 2,217,291 $ (394,436) $ 90,501 $ 233,513 $ 2,146,869 $ 923,685 $ 3,070,554 Consolidated Debt Maturities and Contractual Obligations by Extended Maturity Date as of December 31, 2020 (e) thousands 2021 2022 2023 2024 2025 Thereafter Total Mortgages, notes and loans payable $ 321,712 $ 77,689 $ 1,091,049 $ 430,490 $ 1,136,625 $ 1,262,601 $ 4,320,166 Interest payments 182,862 176,740 163,137 127,829 74,650 230,763 955,981 Ground lease and other leasing commitments 3,951 4,325 4,371 4,419 4,468 249,941 271,475 Total consolidated debt maturities and contractual obligations $ 508,525 $ 258,754 $ 1,258,557 $ 562,738 $ 1,215,743 $ 1,743,305 $ 5,547,622 Debt Summary (a) As of December 31, 2020, $649.9 million of variable-rate debt has been swapped to a fixed rate for the term of the related debt. As of December 31, 2019, $630.1 million of variable‑rate debt has been swapped to a fixed rate for the term of the related debt and an additional $184.3 million of variable-rate debt was subject to interest rate collars. As of both December 31, 2020, and December 31, 2019, $75.0 million of variable-rate debt was capped at a maximum interest rate as of December 31, 2020 and December 31, 2019. (b) Net debt is a non-GAAP financial measure that we believe is useful to our investors and other users of our financial statements as its components are important indicators of our overall liquidity, capital structure and financial position. However, it should not be used as an alternative to our debt calculated in accordance with GAAP. (c) As of December 31, 2020, $219.9 million of the Mortgages, notes and loans payable, net related to financing for the condominium towers at Ward Village in the Strategic Developments segment. (d) Each segment includes our share of the Mortgages, notes and loans payable, net and Cash and cash equivalents for all joint ventures included in Investments in real estate and other affiliates. (e) Mortgages, notes and loans payable and Condominium financing are presented based on extended maturity date. Extension periods generally may be exercised at our option at the initial maturity date, subject to customary extension terms that are based on property performance as of the initial maturity date and/or extension date. 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. We may have to pay down a portion of the debt if we do not meet the requirements to exercise the extension option. Debt Summary
HowardHughes.com 281.719.6100 26 $ in thousands Asset Q4 2020 Principal Balance Contract Interest Rate Interest Rate Hedge Current Annual Interest Rate Initial / Extended Maturity (a) Operating Assets 1201 Lake Robbins $ 273,070 L+235 Floating 2.49 % Dec-20 / Jun-21 The Woodlands Warehouse 7,230 L+235 Floating 2.49 % Dec-20 / Jun-21 Outlet Collection at Riverwalk 28,679 L+250 Floating 3.50 % Oct-21 20/25 Waterway Avenue 12,855 0.0479 Fixed 4.79 % May-22 Millennium Waterway Apartments 51,946 0.0375 Fixed 3.75 % Jun-22 Lake Woodlands Crossing Retail 12,329 L+180 Floating 1.94 % Jan-23 Lakeside Row 31,566 L+225 Floating 2.39 % Jul-22 / Jul-23 Senior Secured Credit Facility 615,000 4.61 % Floating/Swap 4.61 % (b) (c) Sep-23 Two Lakes Edge 66,198 L+215 Floating 2.40 % Oct-22 / Oct-23 The Woodlands Resort & Conference Center 62,500 L+250 Floating 3.00 % Dec-21 / Dec-23 9303 New Trails 10,763 0.0488 Fixed 4.88 % Dec-23 4 Waterway Square 31,519 0.0488 Fixed 4.88 % Dec-23 Creekside Park West 14,719 L+225 Floating 2.39 % Mar-23 / Mar-24 The Lane at Waterway 22,167 L+175 Floating 1.89 % (d) Aug-23 / Aug-24 6100 Merriweather 62,040 L+275 Floating 2.89 % Sep-22 / Sep-24 Juniper Apartments 65,808 L+275 Floating 2.89 % Sep-22 / Sep-24 Tanager Apartments 39,744 L+225 Floating 2.50 % Oct-21 / Oct-24 9950 Woodloch Forest Drive 71,106 L+195 Floating 2.09 % Mar-25 Ae‘o Retail 30,532 L+265 Floating 2.90 % Oct-25 Ke Kilohana Retail 9,327 L+265 Floating 2.90 % Oct-25 3831 Technology Forest Drive 20,686 0.045 Fixed 4.50 % Mar-26 Kewalo Basin Harbor 11,562 L+275 Floating 2.89 % Sep-27 Millennium Six Pines Apartments 42,500 3.39 % Fixed 3.39 % Aug-28 3 Waterway Square 46,224 3.94 % Fixed 3.94 % Aug-28 One Lakes Edge 69,440 4.50 % Fixed 4.50 % Mar-29 Aristocrat 37,093 3.67 % Fixed 3.67 % Sep-29 Creekside Park Apartments 37,730 3.52 % Fixed 3.52 % Oct-29 One Hughes Landing 50,815 4.30 % Fixed 4.30 % Dec-29 Two Hughes Landing 48,000 4.20 % Fixed 4.20 % Dec-30 8770 New Trails 35,417 4.89 % Floating/Swap 4.89 % (e) Jun-21 / Jan-32 Constellation Apartments 24,200 4.07 % Fixed 4.07 % Jan-33 Hughes Landing Retail 34,328 3.50 % Fixed 3.50 % Dec-36 Columbia Regional Building 24,244 4.48 % Fixed 4.48 % Feb-37 Las Vegas Ballpark 48,173 4.92 % Fixed 4.92 % Dec-39 $ 2,049,510 Property-Level DebtProperty-Level Debt
HowardHughes.com 281.719.6100 27 (a) Extended maturity assumes all extension options are exercised if available based on property performance. (b) The credit facility bears interest at one-month LIBOR plus 1.65%, but the $615.0 million term loan is swapped to an overall rate equal to 4.61%. The following properties are included as collateral for the credit facility: 10-70 Columbia Corporate Center, One Mall North, One Merriweather, 1701 Lake Robbins, 1725-1735 Hughes Landing Boulevard, Creekside Village Green, Lakeland Village Center at Bridgeland, Embassy Suites at Hughes Landing, The Westin at The Woodlands and certain properties at Ward Village. (c) Balance includes zero drawn on the revolver portion of the loan that is intended for general corporate use. (d) Millenium Phase III Apartments was renamed The Lane at Waterway. (e) Concurrent with the closing of the $35.5 million construction loan for 8770 New Trails on June 27, 2019, the Company entered into an interest rate swap which is designated as a cash flow hedge. The Loan will bear interest at one-month LIBOR plus 2.45% but it is currently swapped to a fixed rate equal to 4.89%. (f) Balance includes $50 million drawn on the revolver portion of the The Woodlands and Bridgeland Credit Facility. (g) Creekside Park Apartments Phase II was renamed to Creekside Park The Grove. (h) Excludes JV debt, Corporate bond debt, and SID bond debt related to Summerlin MPC and retail. Property-Level Debt (con't) $ in thousands Asset Q4 2020 Principal Balance Contract Interest Rate Interest Rate Hedge Current Annual Interest Rate Initial / Extended Maturity (a) Master Planned Communities The Woodlands Master Credit Facility $ 75,000 L+250 Floating/Cap 2.64 % (f) Oct-22 / Oct-24 Bridgeland Credit Facility 75,000 L+250 Floating/Cap 2.64 % (f) Oct-22 / Oct-24 $ 150,000 Seaport District 250 Water Street $ 100,000 L+350 Floating 3.64 % Nov-22 / Nov-23 $ 100,000 Strategic Developments ‘A‘ali‘i $ 154,601 L+310 Floating 4.10 % Jun-22 / Jun-23 Kō‘ula 65,282 L+300 Floating 3.14 % Mar-23 / Mar-24 Creekside Park The Grove 16,468 L+175 Floating 1.89 % (g) Jan-24 / Jan -25 $ 236,351 Total (h) $ 2,535,861
HowardHughes.com 281.719.6100 28 Minimum Contractual Ground Lease Payments ($ in thousands) Future Cash Payments Pro-Rata Three months ended Year Ended Year Ending December 31, Ground Leased Asset Share Expiration Date December 31, 2020 December 31, 2020 2021 Thereafter Total Riverwalk (a) 100% 2045-2046 $ 425 $ 1,767 $ 1,708 $ 40,448 $ 42,156 Seaport 100% 2031 (b) 555 2,199 2,243 218,776 221,019 Kewalo Basin Harbor 100% 2049 300 300 — 8,300 8,300 $ 1,280 $ 4,266 $ 3,951 $ 267,524 $ 271,475 (a) Includes base ground rent, deferred ground rent and participation rent, as applicable. Future payments of participation rent are calculated based on the floor only. (b) Initial expiration is December 30, 2031 but subject to extension options through December 31, 2072. Future cash payments are inclusive of extension options. Summary of Ground Leases
HowardHughes.com 281.719.6100 29 thousands Liability as of (Benefit) Expense Liability as of Restructuring Expenses September 30, 2020 Settled in Q4 2020 Recorded in Q4 2020 December 31, 2020 Estimated Expenses Employee relocation $ 728 $ (1,020) $ 592 $ 300 Total Restructuring Liability (a) $ 728 $ (1,020) $ 592 $ 300 Summary of Restructuring Expenses (a) Does not include additional estimated $0.2 million - $0.5 million remaining restructuring expenses expected to be incurred in 2021.
HowardHughes.com 281.719.6100 30 Impact of COVID-19 thousands except percentages Billed Rent Comparison OPR SEA Q1 2020 Billed Rent $ 96,176 $ 4,951 Difference from Q1 2020 to Q4 2020 in Billed Rent (6.1) % (1.9) % Q1 2020 Net Recurring Revenues $ 89,610 $ 4,676 Difference from Q1 2020 to Q4 2020 in Net Recurring Revenues (6.0) % (12.7) % thousands Q4 2020 Bad Debt Breakout OPR SEA Bad Debt Type Billed Rent Deferred Uncollectible - Operating Tenants $ 4,783 $ 773 Billed Rent Deferred Uncollectible - Tenants Declared Bankruptcy 1,306 — Cash Impact 6,089 773 Previous Accounts Receivable Balance Now Deemed Uncollectible, net of Recovery of Previous Bad Debt (3,413) (156) Straight-Line Rent Reserve 1,195 33 Total Bad Debt Expense $ 3,871 $ 650 thousands Q4 2020 Revenue Breakdown OPR SEA Billed Rent $ 90,306 $ 4,857 Billed Rent Deemed Uncollectible (6,089) (773) Previous Billed Rent Deemed Uncollectible, net of Previous Reserves Collected in 4th Quarter 3,413 156 Other Revenues 4,226 3,404 Total Revenues $ 91,856 $ 7,644 Total Revenues $ 91,856 $ 7,644 Previous Billed Rent Deemed Uncollectible, net of Previous Reserves Collected in 4th Quarter (3,413) (156) Other Revenues (4,226) (3,404) Net Recurring Revenue $ 84,217 $ 4,084
HowardHughes.com 281.719.6100 31 Stabilized - Properties in the Operating Assets and Seaport District segments that have been in service for more than 36 months or have reached 90% occupancy, whichever occurs first. If an office, retail or multifamily property has been in service for more than 36 months but does not exceed 90% occupancy, the asset is considered underperforming. Unstabilized - Properties in the Operating Assets and Seaport District segments that have been in service for less than 36 months and do not exceed 90% occupancy. Under Construction - Projects in the Strategic Developments and Seaport District segments for which construction has commenced as of December 31, 2020, unless otherwise noted. This excludes MPC and condominium development. Net Operating Income (NOI) - We define net operating income ("NOI") as operating cash revenues (rental income, tenant recoveries and other revenue) less operating cash expenses (real estate taxes, repairs and maintenance, marketing and other property expenses), including our share of NOI from equity investees. NOI excludes straight-line rents and amortization of tenant incentives, net interest expense, ground rent amortization, demolition costs, amortization, other (loss) income, depreciation, development-related marketing costs, gain on sale or disposal of real estate and other assets, net, provision for impairment and, unless otherwise indicated, Equity in earnings from real estate and other affiliates. We use NOI to evaluate our operating performance on a property-by-property basis because NOI allows us to evaluate the impact that factors which vary by property, such as lease structure, lease rates and tenant bases, have on our operating results, gross margins and investment returns. We believe that NOI is a useful supplemental measure of the performance of our Operating Assets and Seaport District segments because it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in rental and occupancy rates and operating costs. Estimated Stabilized NOI - Stabilized NOI is initially projected prior to the development of the asset based on market assumptions and is revised over the life of the asset as market conditions evolve. On a quarterly basis, each asset’s Annualized NOI is compared to its projected Stabilized NOI and Stabilization Date in conjunction with forecast data to determine if an adjustment is needed. Adjustments to Stabilized NOI are made when changes to the asset's long-term performance are thought to be more than likely and permanent. Projected Stabilized Dates are adjusted when the asset is believed to reach its Stabilized NOI prior to or later than originally assumed. DefinitionsDefinitions
HowardHughes.com 281.719.6100 32 Reconciliation of Non-GAAP Measures (a) EBT excludes corporate expenses and other items that are not allocable to the segments. (b) The Company's share of NOI related to 110 North Wacker is calculated using our stated ownership of 18% and does not include the impact of the partnership distribution waterfall. Reconciliation of Non-GAAP Measures Reconciliation of Operating Assets segment EBT to Total NOI: thousands Q4 2020 Q3 2020 Q2 2020 Q1 2020 Q4 2019 FY 2020 FY 2019 Total Operating Assets segment EBT (a) $ (32,294) $ (28,831) $ (17,342) $ (7,544) $ (3,507) $ (86,011) $ 34,632 Add back: Depreciation and amortization 46,845 41,395 36,995 37,089 30,609 162,324 115,499 Interest (income) expense, net 21,070 21,045 23,103 26,193 20,334 91,411 81,029 Equity in (earnings) losses from real estate and other affiliates 13,197 (962) (475) (4,394) (477) 7,366 (3,672) (Gain) loss on sale or disposal of real estate and other assets, net — (108) — (38,124) — (38,232) — (Gain) loss on extinguishment of debt — 1,521 — — — 1,521 — Selling profit from sales-type leases — — — — — — (13,537) Provision for impairment — — — 48,738 — 48,738 — Impact of straight-line rent (3,045) 1,766 (3,248) (3,103) (1,096) (7,630) (9,007) Other (24) 69 (119) 173 412 99 671 Total Operating Assets NOI - Consolidated 45,749 35,895 38,914 59,028 46,275 179,586 205,615 Redevelopments 110 North Wacker — (11) 10 1 1 — 5 Total Operating Asset Redevelopments NOI — (11) 10 1 1 — 5 Dispositions 100 Fellowship Drive 1 38 73 (1,123) (1,051) (1,011) (2,214) Total Operating Asset Dispositions NOI 1 38 73 (1,123) (1,051) (1,011) (2,214) Consolidated Operating Assets NOI excluding properties sold or in redevelopment 45,750 35,922 38,997 57,906 45,225 178,575 203,406 Company's Share NOI - Equity Investees (b) 1,362 2,315 1,836 2,237 2,123 7,750 7,318 Distributions from Summerlin Hospital Investment — — — 3,724 — 3,724 3,625 Total Operating Assets NOI $ 47,112 $ 38,237 $ 40,833 $ 63,867 $ 47,348 $ 190,049 $ 214,349
HowardHughes.com 281.719.6100 33 Reconciliation of Seaport District segment EBT to Total NOI: thousands Q4 2020 Q3 2020 Q2 2020 Q1 2020 Q4 2019 FY 2020 FY 2019 Total Seaport District segment EBT (a) $ (11,730) $ (27,646) $ (24,636) $ (35,956) $ (12,464) $ (99,968) $ (59,242) Add back: Depreciation and amortization 6,777 7,174 6,776 20,875 6,668 41,602 26,381 Interest (income) expense, net 22 2,811 4,626 5,053 4,425 12,512 12,865 Equity in (earnings) losses from real estate and other affiliates 328 288 6,633 2,043 804 9,292 2,592 (Gain) loss on sale or disposal of real estate and other assets, net — — — — — — 6 (Gain) loss on extinguishment of debt 3 11,645 — — (4,851) 11,648 (4,851) Impact of straight-line rent 441 1,027 1,208 125 (24) 2,801 1,634 Other (income) loss, net (a) 1,114 (1,398) 1,953 3,970 190 5,639 5,595 Total Seaport District NOI - Consolidated (3,045) (6,099) (3,440) (3,890) (5,252) (16,474) (15,020) Company's Share NOI - Equity Investees (124) (106) (305) (376) (325) (911) (710) Total Seaport District NOI $ (3,169) $ (6,205) $ (3,745) $ (4,266) $ (5,577) $ (17,385) $ (15,730) Reconciliation of Non-GAAP Measures (a) EBT excludes corporate expenses and other items that are not allocable to the segments. (b) Includes miscellaneous development-related items as well as the loss related to the write-off of inventory due to the permanent closure of 10 Corso Como Retail and Café in the first quarter of 2020, and income related to inventory liquidation sales in the third quarter of 2020. Reconciliation of Non-GAAP Measures (con't)
HowardHughes.com 281.719.6100 34 Reconciliation of Non-GAAP Measures (con't) Reconciliations of Non-GAAP Measures thousands Three Months Ended December 31, Year Ended December 31, Reconciliation of MPC Land Sales Closed to GAAP Land Sales Revenue 2020 2019 2020 2019 Total residential land sales closed in period $ 97,947 $ 142,537 $ 215,872 $ 325,872 Total commercial land sales closed in period — — 2,164 — Net recognized (deferred) revenue: Bridgeland — 47 (305) 81 Summerlin (8,146) (12,521) 5,019 (19,290) Total net recognized (deferred) revenue (8,146) (12,474) 4,714 (19,209) Special Improvement District bond revenue 7,191 23,082 10,294 23,483 Total land sales revenue - GAAP basis $ 96,992 $ 153,145 $ 233,044 $ 330,146 thousands Three Months Ended December 31, Year Ended December 31, Reconciliation of MPC Segment EBT to MPC Net Contribution 2020 2019 2020 2019 MPC segment EBT $ 86,495 $ 113,973 $ 209,423 $ 263,841 Plus: Cost of sales - land 42,945 63,724 101,505 141,852 Depreciation and amortization 92 90 365 424 MUD and SID bonds collections, net 45,289 12,967 51,247 24,047 Distributions from real estate and other affiliates 2,469 11,990 6,000 16,051 Less: MPC development expenditures (68,849) (58,414) (229,065) (238,951) MPC land acquisitions — — — (752) Equity in (earnings) losses in real estate and other affiliates (13,442) (9,477) (17,845) (28,336) MPC Net Contribution $ 94,999 $ 134,853 $ 121,630 $ 178,176 thousands Three Months Ended December 31, Year Ended December 31, Reconciliation of Segment EBTs to Net Income 2020 2019 2020 2019 Operating Assets segment EBT $ (32,294) $ (3,507) $ (86,011) $ 34,632 MPC segment EBT 86,495 113,973 209,423 263,841 Seaport District segment EBT (11,730) (12,464) (99,968) (59,242) Strategic Developments segment EBT 9,143 1,164 177,801 101,111 Corporate income, expenses and other items (51,154) (95,129) (192,765) (236,802) Income (loss) before taxes 460 4,037 8,480 103,540 (Provision) benefit for income taxes (8,450) (5,038) (11,653) (29,245) Net income (loss) (7,990) (1,001) (3,173) 74,295 Net (income) loss attributable to noncontrolling interests 1,344 (99) (22,981) (339) Net income (loss) attributable to common stockholders $ (6,646) $ (1,100) $ (26,154) $ 73,956