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Howard Hughes Holdings Inc

For the period ended Dec 31, 2023. Filed Feb 27, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Feb 27, 2024

HHH$77.73-0.4%Stored close · as of Nov 6, 2026

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Contents

Master Planned Communities

MANAGEMENT’S DISCUSSION AND ANALYSISRESULTS OF OPERATIONSTable of ContentsIndex to Financial Statements

Master Planned Communities

Segment EBT The following table presents segment EBT for MPC for the years ended December 31:

MPC Segment EBT
thousands20232022$ Change
Master Planned Community land sales (a)$370,185$316,065$54,120
Other land, rental, and property revenues17,27820,539(3,261)
Builder price participation (b)60,98971,761(10,772)
Total revenues448,452408,36540,087
Master Planned Communities cost of sales(140,050)(119,466)(20,584)
Operating costs(53,420)(54,439)1,019
Total operating expenses(193,470)(173,905)(19,565)
Segment operating income (loss)254,982234,46020,522
Depreciation and amortization(418)(394)(24)
Interest income (expense), net64,29150,30513,986
Other income (loss), net(102)23(125)
Equity in earnings (losses) from unconsolidated ventures22,666(1,407)24,073
Segment EBT$341,419$282,987$58,432

(a)MPC land sales include deferred revenue from land sales closed in a previous period that met criteria for recognition in the current period and excludes amounts deferred from current period land sales that do not yet meet the recognition criteria.

(b)Builder price participation revenue is earned when a developer that acquired land from us develops and sells a home to an end user at a price higher than a predetermined breakpoint. The excess over the breakpoint is shared between us and the developer at the time of closing on the sale of the home based on a previously agreed-upon percentage. This revenue fluctuates based upon the number and the prices of homes closed that qualify for builder price participation payments.

The following table presents MPC segment EBT by MPC for the years ended December 31:

MPC Segment EBT by MPC
thousands20232022$ Change
Bridgeland$101,835$94,912$6,923
Columbia (a)—(2,297)2,297
Summerlin227,409179,06348,346
Teravalis (b)(3,777)(1,975)(1,802)
The Woodlands4,036(4,406)8,442
The Woodlands Hills11,91617,690(5,774)
Segment EBT$341,419$282,987$58,432
Floreo (c)$(4,150)$(2,848)$(1,302)

(a)Columbia MPC land development is complete and the sale of remaining land or development of additional commercial assets will occur as the market dictates. As such, the remaining Columbia land was transferred to the Strategic Developments segment in the first quarter of 2023.

(b)As of December 31, 2023, the Company owns an 88.0% interest and consolidates Teravalis. For additional detail, refer to Note 3 -Acquisitions and Dispositions in the Notes to Consolidated Financial Statements under Item 8 of this Form 10-K.

(c)These amounts represent 100% of Floreo EBT. The Company owns a 50% interest in Floreo. Refer to Note 2 -Investments in Unconsolidated Ventures in the Notes to Consolidated Financial Statements under Item 8 of this Form 10-K for a description of the joint venture and further discussion.

MANAGEMENT’S DISCUSSION AND ANALYSISRESULTS OF OPERATIONSTable of ContentsIndex to Financial Statements

MPC Segment EBT increased $58.4 million compared to the prior-year period primarily due to higher superpad land sales and price per acre in Summerlin, higher equity earnings of $24.1 million, primarily related to The Summit, and higher capitalized interest, partially offset by lower builder price participation of $10.8 million in all MPCs.

Summerlin EBT increased $48.3 million compared to the prior period.

–MPC sales, net of MPC cost of sales increased $28.5 million primarily due to the following activity:

–increase in superpad acres sold, with 169.2 acres sold at an average price of $1.3 million per acre in 2023, compared to 94.6 acres sold at an average price of $1.1 million per acre in 2022

–decrease in commercial acres sold, with no acres sold in 2023, compared to 16.6 acres sold at an average price of $1.6 million in 2022

–decrease in custom lots sold, with one lot sold at a price of $2.0 million in 2023, compared to four lots sold with an average price of $2.2 million in 2022

–Equity earnings at The Summit increased $24.8 million primarily related to higher sales in 2023 as a result of additional available Phase II inventory and the close-out of clubhouse condominium units.

–Builder price participation decreased $8.1 million as fewer homes were closed with sales prices over the predetermined breakpoint necessary for participation revenue in the current period. This reflects price moderation from all-time highs in 2022.

The Woodlands EBT increased $8.4 million compared to the prior period.

–MPC sales, net of MPC cost of sales increased $6.2 million primarily due to the following activity.

–increase in commercial acres sold, with 8.4 acres sold at an average price of $646,000 in 2023, compared to no acres sold in 2022

–increase in residential acres sold, with 9.8 acres sold in Aria Isle, an exclusive gated community, at an average price of $2.5 million per acre in 2023, compared to 7.4 acres sold at an average price of $3.0 million per acre in 2022

–Operating costs decreased $4.7 million due to higher legal fees in the prior year, primarily related to the flood litigation.

–Builder price participation decreased $1.6 million as fewer homes were closed with sales prices over the predetermined breakpoint necessary for participation revenue in the current period. This reflects price moderation from all-time highs in 2022.

Bridgeland EBT increased $6.9 million compared to the prior period.

–Increase of $6.2 million primarily due to higher capitalized interest inclusive of derivatives. For additional detail, refer to Note 9 -Derivative Instruments and Hedging Activitiesin the Notes to Consolidated Financial Statements under Item 8 of this Form 10-K.

–MPC sales, net of MPC cost of sales increased $3.5 million primarily due to the following activity:

–increase due to more revenue recognized out of deferred revenue in 2023, compared to 2022

–decrease in commercial price per acre, with 121.3 acres sold at an average price of $249,000 per acre in 2023, compared to 110.7 acres sold at an average price of $433,000 in 2022

–decrease in residential acres sold, with 151.0 acres sold at an average price of $564,000 per acre in 2023, compared to 156.8 acres sold at an average price of $544,000 per acre in 2022

–Operating costs increased $3.0 million primarily due to higher real estate taxes.

The Woodlands Hills EBT decreased $5.8 million compared to the prior period.

–MPC sales, net of MPC cost of sales decreased $4.7 million primarily due to the following activity:

–decrease in residential acres sold, with 44.7 acres sold at an average price of $427,000 per acre in 2023, compared to 61.9 acres sold at an average price of $382,000 per acre in 2022

–decrease in commercial acres sold, with no acres sold in 2023, compared to 8.0 acres sold at an average price of $175,000 in 2022

–Builder price participation decreased $1.2 million as fewer homes were closed with sales prices over the predetermined breakpoint necessary for participation revenue in the current period. This reflects price moderation from all-time highs in 2022.

MANAGEMENT’S DISCUSSION AND ANALYSISRESULTS OF OPERATIONSTable of ContentsIndex to Financial Statements

MPC Equity Investments

The Summit

The Summit, our joint venture with Discovery, offers a mix of custom lots, single-family homes, and clubhouse suites in our Summerlin MPC. The original 555-acre community (Phase I) is nearing completion and consists of approximately 270 homes including 32 condominiums. In 2022, the Company contributed an additional 54 acres (Phase II) to The Summit adjacent to the existing Summit community to develop approximately 28 custom home sites. We recognized equity earnings of $24.8 million and received cash distributions of $15.1 million in 2023, compared to equity losses of $30.0 thousand and no cash distributions in 2022.

Floreo

Land development is currently underway at Floreo, our joint venture with Trillium Development Holding Company, LLC. The first Floreo land sales were contracted as of December 31, 2023, and are expected to close in the first quarter of 2024.

For additional detail, refer to Note 2 -Investments in Unconsolidated Ventures in the Notes to Consolidated Financial Statements under Item 8 of this Form 10-K.

Residential and Commercial Land Sales The following tables detail our residential and commercial land sales for the years ended December 31:

Summary of MPC Land Sales Closed
Land SalesAcres SoldAverage Price Per Acre
thousands, except acres sold202320222023202220232022
Residential Land Sales Closed
Bridgeland
Single family$85,156$85,320151.0156.8$564$544
Summerlin
Superpad sites223,583108,196169.294.61,3211,144
Custom lots2,0008,9100.72.02,8574,455
The Woodlands
Single family24,42121,8649.87.42,4922,955
The Woodlands Hills
Single family19,10323,65944.761.9427382
Total residential land sales closed (a)$354,263$247,949375.4322.7$944$768
Commercial Land Sales Closed
Bridgeland
Commercial$30,536$47,971123.5110.7$247$433
Summerlin
Commercial—26,016—16.6—1,567
The Woodlands
Commercial5,424—8.4—646—
The Woodlands Hills
Commercial—1,396—8.0—175
Total commercial land sales closed (a)$35,960$75,383131.9135.3$273$557

(a)Excludes revenues related to sales closed in a previous period and deferred for recognition that met criteria for recognition in the current period. Please see the Reconciliation of MPC Land Sales Closed to GAAP Land Sales Revenue table below which reconciles Total residential and commercial land sales closed to Land sales revenue for the years ended December 31, 2023 and 2022.

MANAGEMENT’S DISCUSSION AND ANALYSISRESULTS OF OPERATIONSTable of ContentsIndex to Financial Statements

Reconciliation of MPC Land Sales Closed to GAAP Land Sales Revenue The following table reconciles residential and commercial land sales closed in the years ended December 31, 2023 and 2022, to Master Planned Community land sales for the respective periods. Total net recognized (deferred) revenue includes revenues recognized in the current period which are related to sales closed in prior periods, offset by revenues deferred on sales closed in the current period.

thousands20232022
Total residential land sales closed$354,263$247,949
Total commercial land sales closed35,96075,383
Net recognized (deferred) revenue:
Bridgeland10,467(18,388)
The Woodlands(782)—
The Woodlands Hills22(172)
Summerlin(44,174)3,248
Total net recognized (deferred) revenue(34,467)(15,312)
Special Improvement District revenue14,4298,045
Master Planned Community land sales$370,185$316,065

Although our business does not involve the sale or resale of homes, we believe that net new home sales are an important indicator of future demand for our superpad sites and finished lots. Therefore, we use this statistic where relevant in our discussion of MPC operating results herein. Net new home sales reflect home sales made by homebuilders, less cancellations. Cancellations generally occur when a homebuyer signs a contract to purchase a home but later fails to qualify for a home mortgage or is unable to provide an adequate down payment to complete the home sale.

Net New Home SalesMedian Home Sales Price
thousands except percentages20232022% Change20232022% Change
Bridgeland98556674.0%$477$525(9.1)%
Summerlin1,07177538.2%696722(3.6)%
The Woodlands (a)532(84.4)%1,5651,28521.8%
The Woodlands Hills22820113.4%47842911.4%
Total2,2891,57445.4%

(a) New home sales in The Woodlands are not expected to be significant as residential land development is nearing completion.

MPC Net Contribution MPC Net Contribution is a non-GAAP financial measure derived from EBT, adjusted for certain items as discussed below. Management uses this measure because it captures current period performance through the velocity of sales, as well as current period development expenditures based upon demand at our MPCs, which varies depending upon the stage of the MPCs development lifecycle and the overall economic environment. MPC Net Contribution is defined as MPC segment EBT, plus MPC cost of sales, Depreciation and amortization, and net collections from Special Improvement District (SID) bonds and Municipal Utility District (MUD) receivables, reduced by MPC development expenditures, land acquisitions, and Equity in earnings from unconsolidated ventures, net of distributions. MPC Net Contribution is not a GAAP-based operational metric and should not be used to measure operating performance of the MPC assets as a substitute for GAAP measures of such performance nor should it be used as a comparison metric with other comparable businesses.

Below is a reconciliation of segment EBT to MPC Net Contribution for the years ended December 31:

thousands20232022$ Change
MPC segment EBT$341,419$282,987$58,432
Plus:
Master Planned Communities cost of sales140,050119,46620,584
Depreciation and amortization41839424
MUD and SID bonds collections, net (a)136,409131,1265,283
Distributions from unconsolidated ventures15,050—15,050
Less:
MPC development expenditures(403,633)(396,102)(7,531)
Equity in (earnings) losses from unconsolidated ventures(22,666)1,407(24,073)
MPC Net Contribution$207,047$139,278$67,769

(a)SID collections are shown net of SID transfers to buyers in the respective periods.

MANAGEMENT’S DISCUSSION AND ANALYSISRESULTS OF OPERATIONSTable of ContentsIndex to Financial Statements

MPC Net contribution increased $67.8 million for the year ended December 31, 2023, primarily due to higher MPC land sales and an increase in distributions from unconsolidated ventures.

MPC Land Inventory The following table summarizes MPC land inventory activity:

thousandsBridgelandColumbia (a)SummerlinTeravalisThe WoodlandsThe Woodlands HillsTotal MPC
Balance December 31, 2021$520,153$16,625$931,724$510,541$187,418$116,307$2,282,768
Development expenditures (b)189,752—161,54019514,84429,771396,102
MPC Cost of sales(32,746)—(64,183)—(12,310)(10,227)(119,466)
MUD reimbursable costs (c)(145,995)———(110)(24,521)(170,626)
Transfer to Strategic Developments and Operating Assets Segments(777)—(12,424)—(4,433)—(17,634)
Other8,537—(2,146)33,810(53)23440,382
Balance December 31, 2022538,92416,6251,014,511544,546185,356111,5642,411,526
Development expenditures (b)222,268—144,0412254,51432,585403,633
MPC Cost of sales(40,533)—(77,068)—(13,289)(9,160)(140,050)
MUD reimbursable costs (c)(172,120)———(1,200)(25,688)(199,008)
Transfer to Strategic Development and Operating Assets Segments(4,530)(16,625)(4,073)—(3,226)—(28,454)
Other(10,978)—2,516534975,938(1,974)
Balance December 31, 2023$533,031$—$1,079,927$544,824$172,652$115,239$2,445,673

(a)Columbia MPC land development is complete and the sale of remaining land or development of additional commercial assets will occur as the market dictates. As such, the remaining Columbia land was transferred to the Strategic Developments segment in the first quarter of 2023.

(b)Development expenditures are inclusive of capitalized interest and property taxes.

(c)MUD reimbursable costs represent land development expenditures transferred to MUD Receivables.

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