Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 31, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Fiscal Period Focus | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-34856 | |
Entity Registrant Name | THE HOWARD HUGHES CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-4673192 | |
Entity Address, Address Line One | 13355 Noel Road, 22nd Floor | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75240 | |
City Area Code | (214) | |
Local Phone Number | 741-7744 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | HHC | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding (in shares) | 43,145,329 | |
Entity Central Index Key | 0001498828 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Investment in real estate: | ||
Master Planned Communities assets | $ 1,675,536 | $ 1,642,660 |
Buildings and equipment | 3,136,130 | 2,932,963 |
Less: accumulated depreciation | (444,461) | (380,892) |
Land | 303,384 | 297,596 |
Developments | 1,349,855 | 1,290,068 |
Net property and equipment | 6,020,444 | 5,782,395 |
Investment in real estate and other affiliates | 117,821 | 102,287 |
Net investment in real estate | 6,138,265 | 5,884,682 |
Cash and cash equivalents | 650,702 | 499,676 |
Restricted cash | 197,898 | 224,539 |
Accounts receivable, net | 19,980 | 12,589 |
Municipal Utility District receivables, net | 273,169 | 222,269 |
Notes receivable, net | 300 | 4,694 |
Deferred expenses, net | 108,198 | 95,714 |
Operating lease right-of-use assets, net | 71,176 | 0 |
Prepaid expenses and other assets, net | 249,490 | 411,636 |
Total assets | 7,709,178 | 7,355,799 |
Liabilities: | ||
Mortgages, notes and loans payable, net | 3,422,490 | 3,181,213 |
Operating lease obligations | 71,125 | 0 |
Deferred tax liabilities | 166,033 | 157,188 |
Accounts payable and accrued expenses | 697,763 | 779,272 |
Total liabilities | 4,357,411 | 4,117,673 |
Commitments and contingencies (see Note 9) | ||
Equity: | ||
Preferred stock: $.01 par value; 50,000,000 shares authorized, none issued | 0 | 0 |
Common stock: $.01 par value; 150,000,000 shares authorized, 43,661,694 shares issued and 43,141,845 outstanding as of June 30, 2019 and 43,511,473 shares issued and 42,991,624 outstanding as of December 31, 2018 | 437 | 436 |
Additional paid-in capital | 3,329,062 | 3,322,433 |
Accumulated deficit | (75,043) | (120,341) |
Accumulated other comprehensive loss | (28,542) | (8,126) |
Treasury stock, at cost, 519,849 shares as of June 30, 2019 and December 31, 2018 | (62,190) | (62,190) |
Total stockholders' equity | 3,163,724 | 3,132,212 |
Noncontrolling interests | 188,043 | 105,914 |
Total equity | 3,351,767 | 3,238,126 |
Total liabilities and equity | $ 7,709,178 | $ 7,355,799 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 150,000,000 | 150,000,000 |
Common stock, shares issued (in shares) | 43,661,694 | 43,511,473 |
Common stock, shares outstanding (in shares) | 43,141,845 | 42,991,624 |
Treasury stock, shares held (in shares) | 519,849 | 519,849 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues: | ||||
Minimum rents | $ 54,718 | $ 108,804 | ||
Minimum rents | $ 50,509 | $ 99,912 | ||
Tenant recoveries | 13,512 | 27,020 | ||
Tenant recoveries | 12,250 | 25,002 | ||
Total revenues | 431,316 | 181,005 | 785,206 | 342,684 |
Expenses: | ||||
Other property operating costs | 41,322 | 25,730 | 78,586 | 48,905 |
Rental property real estate taxes | 9,674 | 7,502 | 19,505 | 15,629 |
Rental property maintenance costs | 4,152 | 3,951 | 8,329 | 7,148 |
Hospitality operating costs | 16,607 | 15,417 | 32,230 | 30,984 |
(Recovery) provision for doubtful accounts | (86) | 1,359 | (88) | 2,135 |
Demolition costs | 550 | 6,660 | 599 | 13,331 |
Development-related marketing costs | 5,839 | 7,188 | 11,541 | 13,266 |
General and administrative | 30,072 | 26,886 | 55,404 | 51,150 |
Depreciation and amortization | 38,918 | 29,087 | 75,049 | 57,275 |
Total expenses | 408,061 | 189,566 | 708,375 | 348,706 |
Other: | ||||
Loss on sale or disposal of real estate | (144) | 0 | (150) | 0 |
Other income, net | 10,288 | 266 | 10,461 | 266 |
Total other | 10,144 | 266 | 10,311 | 266 |
Operating income (loss) | 33,399 | (8,295) | 87,142 | (5,756) |
Interest income | 2,251 | 2,603 | 4,824 | 4,679 |
Interest expense | (24,203) | (18,903) | (47,529) | (35,512) |
Equity in earnings from real estate and other affiliates | 6,354 | 16,299 | 16,305 | 30,685 |
Income (loss) before taxes | 17,801 | (8,296) | 60,742 | (5,904) |
Provision for (benefit from) income taxes | 4,473 | (2,417) | 15,489 | (1,859) |
Net income (loss) | 13,328 | (5,879) | 45,253 | (4,045) |
Net loss attributable to noncontrolling interests | 149 | 791 | 45 | 431 |
Net income (loss) attributable to common stockholders | $ 13,477 | $ (5,088) | $ 45,298 | $ (3,614) |
Basic income (loss) per share: (in dollars per share) | $ 0.31 | $ (0.12) | $ 1.05 | $ (0.08) |
Diluted income (loss) per share: (in dollars per share) | $ 0.31 | $ (0.12) | $ 1.05 | $ (0.08) |
Condominium rights and unit sales | ||||
Revenues: | ||||
Revenue | $ 235,622 | $ 20,885 | $ 433,932 | $ 31,722 |
Expenses: | ||||
Cost of goods and services | 220,620 | 28,816 | 358,314 | 35,545 |
Master Planned Communities land sales | ||||
Revenues: | ||||
Revenue | 58,321 | 52,432 | 99,633 | 98,997 |
Hospitality revenues | ||||
Revenues: | ||||
Revenue | 25,576 | 22,569 | 48,505 | 45,630 |
Builder price participation | ||||
Revenues: | ||||
Revenue | 9,369 | 5,628 | 14,564 | 10,709 |
Other land revenues | ||||
Revenues: | ||||
Revenue | 5,569 | 4,712 | 10,298 | 8,843 |
Other rental and property revenues | ||||
Revenues: | ||||
Revenue | 28,629 | 12,020 | 42,450 | 21,869 |
Master Planned Communities cost of sales | ||||
Expenses: | ||||
Cost of goods and services | 28,006 | 26,383 | 44,824 | 52,426 |
Master Planned Communities operations | ||||
Expenses: | ||||
Cost of goods and services | $ 12,387 | $ 10,587 | $ 24,082 | $ 20,912 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | ||
Statement of Comprehensive Income [Abstract] | |||||
Net income (loss) | $ 13,328 | $ (5,879) | $ 45,253 | $ (4,045) | |
Other comprehensive (loss) income: | |||||
Interest rate swaps | [1] | (13,108) | 5,353 | (19,052) | 13,398 |
Capitalized swap interest (expense) income | [2] | (22) | 49 | (73) | 59 |
Pension adjustment | [3] | 0 | (2,010) | 0 | (2,010) |
Adoption of ASU 2018-02 | [4] | 0 | 0 | 0 | (1,148) |
Adoption of ASU 2017-12 | [5] | 0 | 0 | 0 | (739) |
Terminated swap amortization | (653) | (80) | (1,291) | (80) | |
Other comprehensive (loss) income | (13,783) | 3,312 | (20,416) | 9,480 | |
Comprehensive income | (455) | (2,567) | 24,837 | 5,435 | |
Comprehensive income attributable to noncontrolling interests | 149 | 791 | 45 | 431 | |
Comprehensive income attributable to common stockholders | $ (306) | $ (1,776) | $ 24,882 | $ 5,866 | |
[1] | Amounts are shown net of deferred tax benefit of $3.8 million and deferred tax expense of $1.8 million for the three months ended June 30, 2019 and 2018 , respectively, and $6.0 million and $3.9 million for the six months ended June 30, 2019 and 2018 , respectively. | ||||
[2] | The deferred tax impact was not meaningful for the three and six months ended June 30, 2019 and 2018 , respectively. | ||||
[3] | Net of deferred tax benefit of $0.6 million for the three and six months ended June 30, 2018 , respectively. | ||||
[4] | The Company adopted Accounting Standards Update ("ASU") 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , as of January 1, 2018. | ||||
[5] | The Company adopted ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities , as of January 1, 2018. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Interest rate swaps, tax (benefit) expense | $ (3,770) | $ (1,807) | $ (2,187) | $ (3,933) |
Pension deferred tax benefit | $ 641 | $ 620 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Treasury Stock | Total Stockholders' Equity | Noncontrolling Interest | ||
Balance at the beginning of the period (in shares) at Dec. 31, 2017 | 43,300,253 | |||||||||
Balance at the beginning of the period at Dec. 31, 2017 | $ 3,188,551 | $ 433 | $ 3,302,502 | $ (109,508) | $ (6,965) | $ (3,476) | $ 3,182,986 | $ 5,565 | ||
Balance at the beginning of the period (in shares) at Dec. 31, 2017 | (29,373) | |||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||
Net income (loss) | (4,045) | (3,614) | (3,614) | (431) | ||||||
Interest rate swaps, net of tax | 13,398 | [1] | 13,398 | 13,398 | ||||||
Terminated swap amortization | (80) | |||||||||
Terminated swap amortization | (80) | (80) | (80) | 0 | ||||||
Pension adjustment | (2,010) | [2] | (2,010) | (2,010) | ||||||
Capitalized swap interest, net of tax | 59 | [3] | 59 | 59 | ||||||
Adoption of ASU 2018-02 | (1,148) | [4] | 1,148 | (1,148) | ||||||
Repurchase of common shares (in shares) | (475,920) | |||||||||
Repurchase of common shares | (57,267) | $ (57,267) | (57,267) | |||||||
Contributions to joint ventures | 70,039 | 70,039 | ||||||||
Stock plan activity (in shares) | 245,525 | |||||||||
Stock plan activity | 11,698 | $ 3 | 11,695 | 11,698 | ||||||
Balance at the end of the period (in shares) at Jun. 30, 2018 | 43,545,778 | |||||||||
Balance at the end of the period at Jun. 30, 2018 | 3,150,611 | $ 436 | 3,314,197 | (180,967) | 2,515 | $ (60,743) | 3,075,438 | 75,173 | ||
Balance at the end of the period (in shares) at Jun. 30, 2018 | (505,293) | |||||||||
Balance at the beginning of the period (in shares) at Mar. 31, 2018 | 43,491,595 | |||||||||
Balance at the beginning of the period at Mar. 31, 2018 | 3,079,363 | $ 436 | 3,310,421 | (175,879) | (797) | $ (60,743) | 3,073,438 | 5,925 | ||
Balance at the beginning of the period (in shares) at Mar. 31, 2018 | (505,293) | |||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||
Net income (loss) | (5,879) | (5,088) | (5,088) | (791) | ||||||
Interest rate swaps, net of tax | 5,353 | [1] | 5,353 | 5,353 | ||||||
Terminated swap amortization | (80) | |||||||||
Terminated swap amortization | (80) | (80) | (80) | 0 | ||||||
Pension adjustment | (2,010) | [2] | (2,010) | (2,010) | ||||||
Capitalized swap interest, net of tax | 49 | [3] | 49 | 49 | ||||||
Adoption of ASU 2018-02 | [4] | 0 | ||||||||
Repurchase of common shares (in shares) | 0 | |||||||||
Repurchase of common shares | 0 | $ 0 | 0 | |||||||
Contributions to joint ventures | 70,039 | 70,039 | ||||||||
Stock plan activity (in shares) | 54,183 | |||||||||
Stock plan activity | 3,776 | $ 0 | 3,776 | 3,776 | ||||||
Balance at the end of the period (in shares) at Jun. 30, 2018 | 43,545,778 | |||||||||
Balance at the end of the period at Jun. 30, 2018 | 3,150,611 | $ 436 | 3,314,197 | (180,967) | 2,515 | $ (60,743) | 3,075,438 | 75,173 | ||
Balance at the end of the period (in shares) at Jun. 30, 2018 | (505,293) | |||||||||
Balance at the beginning of the period (in shares) at Dec. 31, 2018 | 43,511,473 | |||||||||
Balance at the beginning of the period at Dec. 31, 2018 | 3,238,126 | $ 436 | 3,322,433 | (120,341) | (8,126) | $ (62,190) | 3,132,212 | 105,914 | ||
Balance at the beginning of the period (in shares) at Dec. 31, 2018 | (519,849) | |||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||
Net income (loss) | 45,253 | 45,298 | 45,298 | (45) | ||||||
Interest rate swaps, net of tax | (19,052) | [1] | (19,052) | (19,052) | ||||||
Terminated swap amortization | (1,291) | (1,291) | (1,291) | |||||||
Pension adjustment | [2] | 0 | ||||||||
Capitalized swap interest, net of tax | (73) | [3] | (73) | (73) | ||||||
Adoption of ASU 2018-02 | [4] | 0 | ||||||||
Repurchase of common shares (in shares) | 0 | |||||||||
Repurchase of common shares | 0 | $ 0 | 0 | |||||||
Deconsolidation of Associations of Unit Owners | (2,715) | (2,715) | ||||||||
Contributions to joint ventures | 84,889 | 84,889 | ||||||||
Stock plan activity (in shares) | 150,221 | |||||||||
Stock plan activity | 6,630 | $ 1 | 6,629 | 6,630 | ||||||
Balance at the end of the period (in shares) at Jun. 30, 2019 | 43,661,694 | |||||||||
Balance at the end of the period at Jun. 30, 2019 | 3,351,767 | $ 437 | 3,329,062 | (75,043) | (28,542) | $ (62,190) | 3,163,724 | 188,043 | ||
Balance at the end of the period (in shares) at Jun. 30, 2019 | (519,849) | |||||||||
Balance at the beginning of the period (in shares) at Mar. 31, 2019 | 43,659,708 | |||||||||
Balance at the beginning of the period at Mar. 31, 2019 | 3,307,473 | $ 437 | 3,325,499 | (88,520) | (14,759) | $ (62,190) | 3,160,467 | 147,006 | ||
Balance at the beginning of the period (in shares) at Mar. 31, 2019 | (519,849) | |||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||
Net income (loss) | 13,328 | 13,477 | 13,477 | (149) | ||||||
Interest rate swaps, net of tax | (13,108) | [1] | (13,108) | (13,108) | ||||||
Terminated swap amortization | (653) | (653) | (653) | |||||||
Pension adjustment | [2] | 0 | ||||||||
Capitalized swap interest, net of tax | (22) | [3] | (22) | (22) | ||||||
Adoption of ASU 2018-02 | [4] | 0 | ||||||||
Repurchase of common shares (in shares) | 0 | |||||||||
Repurchase of common shares | 0 | $ 0 | 0 | |||||||
Deconsolidation of Associations of Unit Owners | (2,715) | (2,715) | ||||||||
Contributions to joint ventures | 43,901 | 43,901 | ||||||||
Stock plan activity (in shares) | 1,986 | |||||||||
Stock plan activity | 3,563 | $ 0 | 3,563 | 3,563 | ||||||
Balance at the end of the period (in shares) at Jun. 30, 2019 | 43,661,694 | |||||||||
Balance at the end of the period at Jun. 30, 2019 | $ 3,351,767 | $ 437 | $ 3,329,062 | $ (75,043) | $ (28,542) | $ (62,190) | $ 3,163,724 | $ 188,043 | ||
Balance at the end of the period (in shares) at Jun. 30, 2019 | (519,849) | |||||||||
[1] | Amounts are shown net of deferred tax benefit of $3.8 million and deferred tax expense of $1.8 million for the three months ended June 30, 2019 and 2018 , respectively, and $6.0 million and $3.9 million for the six months ended June 30, 2019 and 2018 , respectively. | |||||||||
[2] | Net of deferred tax benefit of $0.6 million for the three and six months ended June 30, 2018 , respectively. | |||||||||
[3] | The deferred tax impact was not meaningful for the three and six months ended June 30, 2019 and 2018 , respectively. | |||||||||
[4] | The Company adopted Accounting Standards Update ("ASU") 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , as of January 1, 2018. |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY UNAUDITED (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||||
Interest rate swaps, tax (benefit) expense | $ 3,770 | $ 1,807 | $ 2,187 | $ 3,933 |
Pension deferred tax benefit | 641 | 620 | ||
Capitalized swap interest, tax (benefit) | $ 6 | $ 13 | $ 14 | $ 16 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash Flows from Operating Activities: | ||
Net income (loss) | $ 45,253 | $ (4,045) |
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities: | ||
Depreciation | 68,916 | 50,810 |
Amortization | 4,872 | 5,959 |
Amortization of deferred financing costs | 4,669 | 3,427 |
Amortization of intangibles other than in-place leases | 448 | 506 |
Straight-line rent amortization | (3,188) | (5,914) |
Deferred income taxes | 14,823 | (2,558) |
Restricted stock and stock option amortization | 6,230 | 5,705 |
Net decrease (increase) in minimum pension liability | 0 | (2,652) |
Equity in earnings from real estate and other affiliates, net of distributions | (9,429) | (23,531) |
Provision for doubtful accounts | 1,518 | 2,135 |
Master Planned Communities land acquisitions | (752) | (2,554) |
Master Planned Communities development expenditures | (119,843) | (90,403) |
Master Planned Communities cost of sales | 44,740 | 46,937 |
Condominium development expenditures | (97,125) | (142,673) |
Condominium rights and unit cost of sales | 358,315 | 35,545 |
Net changes: | ||
Accounts and notes receivable | (10,269) | (5,475) |
Prepaid expenses and other assets | 1,103 | (3,302) |
Condominium deposits received | (105,472) | 47,906 |
Deferred expenses | (27,961) | (6,825) |
Accounts payable and accrued expenses | (16,591) | (20,823) |
Cash provided by (used in) operating activities | 160,257 | (111,825) |
Cash Flows from Investing Activities: | ||
Property and equipment expenditures | (2,612) | (2,965) |
Operating property improvements | (36,765) | (29,774) |
Property development and redevelopment | (311,455) | (198,684) |
Acquisition of assets | 0 | (179,471) |
Reimbursements under Tax Increment Financings | 1,880 | 12,319 |
Distributions from real estate and other affiliates | 315 | 1,503 |
Notes issued to real estate and other affiliates | 0 | (3,795) |
Investments in real estate and other affiliates, net | (5,509) | (244) |
Cash used in investing activities | (354,146) | (401,111) |
Cash Flows from Financing Activities: | ||
Proceeds from mortgages, notes and loans payable | 409,263 | 299,974 |
Principal payments on mortgages, notes and loans payable | (163,555) | (41,573) |
Purchase of treasury stock | 0 | (57,267) |
Special Improvement District bond funds released from (held in) escrow | 936 | 1,468 |
Deferred financing costs and bond issuance costs, net | (13,661) | (1,980) |
Taxes paid on stock options exercised and restricted stock vested | (88) | (3,234) |
Gain on unwinding of swaps | 0 | 9,390 |
Stock options exercised | 490 | 9,227 |
Contributions from noncontrolling interest | 84,889 | 69,000 |
Cash provided by financing activities | 318,274 | 285,005 |
Net change in cash, cash equivalents and restricted cash | 124,385 | (227,931) |
Cash, cash equivalents and restricted cash at beginning of period | 724,215 | 964,300 |
Cash, cash equivalents and restricted cash at end of period | 848,600 | 736,369 |
Supplemental Disclosure of Cash Flow Information: | ||
Interest paid | 81,697 | 67,969 |
Interest capitalized | 36,981 | 37,122 |
Income taxes (refunded) paid, net | (409) | 70 |
Non-Cash Transactions: | ||
Accrued property improvements, developments and redevelopments | 37,461 | 62,873 |
Special Improvement District bond transfers associated with land sales | 84 | 5,489 |
Accrued interest on construction loan borrowing | 1,973 | 1,794 |
Capitalized stock compensation | $ 966 | $ 921 |
BASIS OF PRESENTATION AND ORGAN
BASIS OF PRESENTATION AND ORGANIZATION | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION AND ORGANIZATION | BASIS OF PRESENTATION AND ORGANIZATION The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), with intercompany transactions between consolidated subsidiaries eliminated. In accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X as issued by the Securities and Exchange Commission (the “SEC”), these Condensed Consolidated Financial Statements do not include all of the information and disclosures required by GAAP for complete financial statements. Readers of this quarterly report on Form 10-Q (“Quarterly Report”) should refer to The Howard Hughes Corporation’s (“HHC” or the “Company”) audited Consolidated Financial Statements, which are included in the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2018, filed with the SEC on February 27, 2019 (the "Annual Report"). In the opinion of management, all normal recurring adjustments necessary for a fair presentation of the financial position, results of operations, comprehensive income, cash flows and equity for the interim periods have been included. The results for the three and six months ended June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019 and future fiscal years. Management has evaluated for disclosure or recognition all material events occurring subsequent to the date of the Condensed Consolidated Financial Statements up to the date and time this Quarterly Report was filed. Impact of new accounting standard related to Leases In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-02, Leases (Topic 842) to increase transparency and comparability among organizations by requiring the recognition of right-of-use assets and lease liabilities on the balance sheet. The Company adopted Topic 842 (the "New Leases Standard") as of January 1, 2019 (the "Adoption Date") using the modified retrospective approach that provides a method for applying the guidance to leases that had commenced as of the beginning of the reporting period in which the standard is first applied with a cumulative-effect adjustment as of that date. The Company elected the package of practical expedients permitted under the transition guidance within the New Leases Standard, which allowed the Company to carry forward the historical lease classification for leases that existed at the beginning of the reporting period. The Company elected the practical expedient to not separate lease components from non-lease components of its lease agreements for all classes of underlying assets including ground leases, office leases and other leases. Certain of the Company’s lease agreements include non-lease components such as fixed common area maintenance charges. The Company elected the hindsight practical expedient to determine the lease term for existing leases where it is the lessee. The Company’s election of the hindsight practical expedient resulted in the extension of lease terms for certain existing leases. In the application of hindsight, the Company evaluated the performance of the property and associated markets in relation to its overall strategies, which resulted in the determination that most renewal options would not be reasonably certain in determining the expected lease term. Adoption of the New Leases Standard resulted in the recording of right-of-use assets and lease liabilities of $73.1 million and $72.0 million , respectively, as of the Adoption Date. The standard did not materially impact the Company’s consolidated net income and had no impact on cash flows. See Note 2 - Accounting Policies and Pronouncements for further discussion of accounting policies impacted by the Company's adoption of the New Leases Standard and disclosures required by the New Leases Standard. Segment Presentation Starting in the first quarter of 2019, the Seaport District has been moved out of the Company's existing segments and into a stand-alone segment for disclosure purposes. The Company believes that by providing this additional detail, investors and analysts will be able to better track the Company's progress towards stabilization. See Note 16 - Segments for results of the new segment. The respective segment earnings and total segment assets presented in these Condensed Consolidated Financial Statements and elsewhere in this Quarterly Report have been adjusted in all periods reported to reflect this change. |
ACCOUNTING POLICIES AND PRONOUN
ACCOUNTING POLICIES AND PRONOUNCEMENTS | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
ACCOUNTING POLICIES AND PRONOUNCEMENTS | ACCOUNTING POLICIES AND PRONOUNCEMENTS The following is a summary of recently issued and other notable accounting pronouncements which relate to the Company's business. In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments . The amendments in this update provide clarification on certain aspects of the amendments in ASU 2016-13, Financial Instruments—Credit Losses, ASU 2017-12, Derivatives and Hedging, and ASU 2016-01, Financial Instruments—Overall. The effective date of the standard is for fiscal years, and interim periods within those year, beginning after December 15, 2019. The Company is currently evaluating the impact that the adoption of ASU 2016-13 may have on its consolidated financial statements. The Company does not expect the amendments in this ASU to ASU 2017-12 and ASU 2016-01 to have a material impact on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities . This standard is intended to improve the accounting when considering indirect interests held through related parties under common control for determining whether fees paid to decision makers and service providers are variable interests. The effective date of the standard is for fiscal years, and interim periods within those years, beginning after December 15, 2019. The new standard must be adopted retrospectively with early adoption permitted. The Company is currently evaluating the impact that the adoption of ASU 2018-17 may have on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract . This standard is intended to align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal use software (and hosting arrangements that include an internal use software license). The standard requires an entity in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. This standard also requires the entity to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2019. The new standard may be adopted prospectively or retrospectively with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement that eliminates, adds and modifies certain disclosure requirements for fair value measurements. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted-average of significant unobservable inputs used to develop Level-3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively. All other amendments should be applied retrospectively. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of ASU 2018-13 may have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) . This standard is intended to simplify the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. In computing the implied fair value of goodwill under step two, an entity determined the fair value at the impairment testing date of its assets and liabilities, including unrecognized assets and liabilities, following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, an entity will perform only step one of its quantitative goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and then recognizing the impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. An entity will still have the option to perform a qualitative assessment for a reporting unit to determine if the quantitative step one impairment test is necessary. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2019. The new standard must be adopted prospectively with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses . The standard modifies the impairment model for most financial assets, including trade accounts receivables and loans, and will require the use of an “expected loss” model for instruments measured at amortized cost. Under this model, entities will be required to estimate the lifetime expected credit loss on such instruments and record an allowance to offset the amortized cost basis of the financial asset, resulting in a net presentation of the amount expected to be collected on the financial asset. The effective date of the standard is for fiscal years, and for interim periods within those years, beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the impact that the adoption of ASU 2016-13 may have on its consolidated financial statements. The New Leases Standard and related policy updates As discussed in Note 1 - Basis of Presentation and Organization , as of the Adoption Date of the New Leases Standard, the recognition of right-of-use assets and lease liabilities is required on the balance sheet. The Company determines whether an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets and operating lease liabilities on the condensed consolidated balance sheet. Right-of-use assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of future minimum lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses an estimate of the incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future lease payments. The operating lease right-of-use asset also includes any lease payments made, less any lease incentives and initial direct costs incurred. The Company does not have any finance leases as of June 30, 2019 . The Company’s lessee agreements consist of operating leases primarily for ground leases and other real estate. The Company’s leases have remaining lease terms of less than one year to 54 years . Most leases include one or more options to renew, with renewal terms that can extend the lease term from two to 40 years , and some of which may include options to terminate the leases within one year . The Company considers its strategic plan and the life of associated agreements in determining when options to extend or terminate lease terms are reasonably certain of being exercised. Leases with an initial term of 12 months or less are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term. Certain of the Company’s lease agreements include variable lease payments based on a percentage of income generated through subleases, changes in price indices and market rates, and other costs arising from operating, maintenance, and taxes. The Company’s lease agreements do not contain residual value guarantees or restrictive covenants. The Company leases certain buildings and office space constructed on its ground leases to third parties. The Company’s leased assets and liabilities are as follows: (In thousands) June 30, 2019 Assets Operating lease right-of-use assets $ 71,176 Total leased assets $ 71,176 Liabilities Operating lease liabilities $ 71,125 Total leased liabilities $ 71,125 The components of lease expense are as follows: (In thousands) Three Months Ended Six Months Ended Lease Cost June 30, 2019 June 30, 2019 Operating lease cost $ 2,312 $ 4,677 Variable lease costs 331 508 Sublease income — — Net lease cost $ 2,643 $ 5,185 Future minimum lease payments as of June 30, 2019 are as follows: (In thousands) Operating Year Ended December 31, Leases 2019 (excluding the six months ended June 30, 2019) $ 3,028 2020 7,272 2021 7,111 2022 6,373 2023 6,389 Thereafter 273,287 Total lease payments 303,460 Less: imputed interest (232,335 ) Present value of lease liabilities $ 71,125 Other information related to the Company’s lessee agreements is as follows: (In thousands) Six Months Ended Supplemental Condensed Consolidated Statements of Cash Flows Information June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,641 Other Information June 30, 2019 Weighted-average remaining lease term (years) Operating leases 36.9 Weighted-average discount rate Operating leases 7.7 % The Company receives rental income from the leasing of retail, office, multi-family and other space under operating leases, as well as certain variable tenant recoveries. Such operating leases are with a variety of tenants and have a remaining average term of approximately four years . Lease terms generally vary among tenants and may include early termination options, extension options and fixed rental rate increases or rental rate increases based on an index. The minimum rentals based on operating leases of the consolidated properties held as of June 30, 2019 are as follows: Three Months Ended Six Months Ended (In thousands) June 30, 2019 June 30, 2019 Total Minimum Rent Payments $ 53,736 $ 106,590 Total future minimum rents associated with operating leases are as follows: Total Minimum Year Ending December 31, Rent (In thousands) 2019 (excluding the six months ended June 30, 2019) $ 94,483 2020 191,409 2021 203,964 2022 211,000 2023 198,087 Thereafter 1,351,947 Total $ 2,250,890 Minimum rent revenues are recognized on a straight‑line basis over the terms of the related leases when collectability is reasonably assured and the tenant has taken possession of, or controls, the physical use of the leased asset. Percentage rent in lieu of fixed minimum rent is recognized as sales are reported from tenants. Minimum rent revenues reported on the Condensed Consolidated Statements of Operations also include amortization related to above and below‑market tenant leases on acquired properties. |
REAL ESTATE AND OTHER AFFILIATE
REAL ESTATE AND OTHER AFFILIATES | 6 Months Ended |
Jun. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
REAL ESTATE AND OTHER AFFILIATES | REAL ESTATE AND OTHER AFFILIATES Investments in real estate and other affiliates that are reported in accordance with the equity and cost methods are as follows: Economic/Legal Ownership Carrying Value Share of Earnings/Dividends Share of Earnings/Dividends June 30, December 31, June 30, December 31, Three Months Ended June 30, Six Months Ended June 30, ($ in thousands) 2019 2018 2019 2018 2019 2018 2019 2018 Equity Method Investments Operating Assets: The Metropolitan Downtown Columbia (a) 50 % 50 % $ — $ — $ 123 $ 204 $ 306 $ 284 Stewart Title of Montgomery County, TX 50 % 50 % 3,842 3,920 170 145 272 227 Woodlands Sarofim #1 20 % 20 % 2,811 2,760 31 16 51 36 m.flats/TEN.M 50 % 50 % 3,236 4,701 (279 ) (1,367 ) (1,500 ) (2,304 ) Master Planned Communities: The Summit (b) — % — % 83,767 72,171 6,499 14,100 14,336 25,228 Seaport District: Mr. C Seaport 35 % 35 % 8,547 8,721 (451 ) (240 ) (1,083 ) (240 ) Bar Wayō (Momofuku) (b) — % — % 5,306 — — — — — Strategic Developments: Circle T Ranch and Power Center 50 % 50 % 6,281 5,989 256 3,436 291 3,436 HHMK Development 50 % 50 % 10 10 — — — — KR Holdings 50 % 50 % 165 159 5 4 7 676 113,965 98,431 6,354 16,298 12,680 27,343 Cost method investments 3,856 3,856 — 1 3,625 3,342 Investment in real estate and other affiliates $ 117,821 $ 102,287 $ 6,354 $ 16,299 $ 16,305 $ 30,685 (a) The Metropolitan Downtown Columbia was in a deficit position of $4.0 million and $3.8 million at June 30, 2019 and December 31, 2018 , respectively, due to distributions from operating cash flows in excess of basis. These deficit balances are presented in Accounts payable and accrued expenses at June 30, 2019 and December 31, 2018 . (b) Please refer to the discussion below for a description of the joint venture ownership structure. As of June 30, 2019 , the Company is not the primary beneficiary of any of the joint ventures listed above because it does not have the power to direct activities that most significantly impact the economic performance of the joint ventures; therefore, the Company reports its interests in accordance with the equity method. As of June 30, 2019 and at December 31, 2018 , the Mr. C Seaport variable interest entity ("VIE") does not have sufficient equity at risk to finance its operations without additional financial support. As of June 30, 2019 and at December 31, 2018 , Bar Wayō is also classified as a VIE because the equity holders, as a group, lack the characteristics of a controlling financial interest. The aggregate carrying values of Mr. C Seaport and Bar Wayō as of June 30, 2019 are $8.5 million and $5.3 million , respectively, and are classified as Investment in real estate and other affiliates in the Condensed Consolidated Balance Sheets. The Company's maximum exposure to loss as a result of these investments is limited to the aggregate carrying value of the investments as the Company has not provided any guarantees or otherwise made firm commitments to fund amounts on behalf of these VIEs. As of June 30, 2019 , approximately $209.2 million of indebtedness was secured by the properties owned by the Company's real estate and other affiliates of which the Company's share was approximately $100.2 million based upon economic ownership. All of this indebtedness is without recourse to the Company. As of June 30, 2019 , the Company is the primary beneficiary of three VIEs, Bridges at Mint Hill, 110 North Wacker and Ke Kilohana's Association of Unit Owners ("AOUO"), which are consolidated in its financial statements. In addition to these three entities, as of December 31, 2018 , the Company was also the primary beneficiary of the Anaha, Waiea and Ae'o AOUOs, none of which were related parties, and consolidated these entities in its financial statements. The Company deconsolidated these entities during the three months ended June 30, 2019 as the Company no longer controls these AOUOs. The creditors of the consolidated VIEs do not have recourse to the Company, except for 18% , or $9.9 million , of the 110 North Wacker outstanding loan balance. As of June 30, 2019 , the carrying values of the assets and liabilities associated with the operations of the consolidated VIEs were $296.0 million and $65.9 million , respectively. As of December 31, 2018 , the carrying values of the assets and liabilities associated with the operations of the consolidated VIEs were $190.6 million and $99.8 million , respectively. The assets of the VIEs are restricted for use only by the particular VIEs and are not available for the Company's general operations. Significant activity for real estate and other affiliates and the related accounting considerations are described below. 110 North Wacker During the second quarter of 2018, the Company's partnership with the local developer (the "Partnership") executed a joint venture agreement with USAA related to 110 North Wacker. At execution, the Company contributed land with a carrying value of $33.6 million and an agreed upon fair value of $85.0 million , and USAA contributed $64.0 million in cash. The Company had subsequent capital obligations of $42.7 million , and USAA was required to fund up to $105.6 million in addition to its initial contribution. The Company and its joint venture partners have also entered into a construction loan agreement further described in Note 6 - Mortgages, Notes and Loans Payable, Net . On May 23, 2019, the Company and its joint venture partners increased the construction loan. Concurrently with the increase in the construction loan, the Company and its joint venture partners agreed to eliminate the Company's subsequent capital obligations. USAA agreed to fund an additional $8.8 million , for a total commitment of $178.4 million . No changes were made to the rights of either the Company or the joint venture partners under the joint venture agreement. The Company has concluded that it is the primary beneficiary of the VIE because it has the power to direct activities that most significantly impact the joint venture’s economic performance during the development phase of the project. Given the nature of the venture’s capital structure and the provisions for the liquidation of assets, the Company's share of the venture’s income-producing activities is recognized based on the Hypothetical Liquidation Book Value ("HLBV") method, which represents an economic interest of approximately 23% for the Company. Under this method, the Company recognizes income or loss in Equity in earnings from real estate and other affiliates based on the change in its underlying share of the venture's net assets on a hypothetical liquidation basis as of the reporting date. After USAA receives a 9.0% preferred return on its capital contribution, the Partnership is entitled to cash distributions from the venture until it receives a 9.0% return. Subsequently, USAA is entitled to cash distributions equal to 11.11% of the amount distributed to the Partnership that resulted in a 9.0% return. Thereafter, the Partnership and USAA are entitled to distributions pari passu to their profit ownership interests of 90% and 10% , respectively. The Summit During the first quarter of 2015, the Company formed DLV/HHPI Summerlin, LLC (“The Summit”), a joint venture with Discovery Land Company (“Discovery”). The Company contributed land with a carrying value of $13.4 million and transferred Special Improvement District ("SID") bonds related to such land with a carrying value of $1.3 million to the joint venture at the agreed upon capital contribution value of $125.4 million , or $226,000 per acre. Discovery is required to fund up to a maximum of $30.0 million of cash as its capital contribution, and the Company has no further capital obligations. The gains on the contributed land are recognized in Equity in earnings from real estate and other affiliates as the joint venture sells lots. After the Company receives its capital contribution of $125.4 million and a 5.0% preferred return on such capital contribution, Discovery is entitled to cash distributions by the joint venture until it has received two times its equity contribution. Any further cash distributions are shared equally. Given the nature of the venture’s capital structure and the provisions for the liquidation of assets, the Company's share of the venture’s income-producing activities is recognized based on the HLBV method. Relevant financial statement information for The Summit is summarized as follows: June 30, December 31, (In millions) 2019 2018 Total Assets $ 222.5 $ 218.9 Total Liabilities 136.6 144.6 Total Equity 85.9 74.3 Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Revenues (a) $ 27.7 $ 37.5 $ 58.2 $ 60.9 Net income 6.5 14.1 14.3 25.2 Gross Margin 8.4 14.2 16.7 27.5 (a) Revenues related to land sales at the joint venture are recognized on a percentage of completion basis as The Summit follows the private company timeline for implementation of ASU 2014-09, Revenues from Contracts with Customers (Topic 606) and will adopt by the end of 2019. Bar Wayō During the first quarter of 2016, the Company formed Pier 17 Restaurant C101, LLC (“Bar Wayō”), a joint venture with MomoPier, LLC (“Momofuku”), an affiliate of the Momofuku restaurant group, to construct and operate a restaurant and bar at Pier 17 in the Seaport District. Under the terms of the joint venture agreement, the Company will fund 89.75% of the costs to construct the restaurant, and Momofuku will contribute the remaining 10.25% . After each member receives a 10.0% preferred return on its capital contributions, available cash will be allocated 75.0% to the Company and 25.0% to Momofuku, until each member’s unreturned capital account has been reduced to zero. Any remaining cash will be distributed to the members in proportion to their respective percentage interests, or 50% |
IMPAIRMENT
IMPAIRMENT | 6 Months Ended |
Jun. 30, 2019 | |
Asset Impairment Charges [Abstract] | |
IMPAIRMENT | IMPAIRMENT The Company reviews its long-lived assets for potential impairment indicators whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. With respect to the Investment in real estate and other affiliates, a series of operating losses of an underlying asset or other factors may indicate that a decrease in value has occurred which is other‑than‑temporary. The investment in each real estate and other affiliate is evaluated periodically and as deemed necessary for recoverability and valuation declines that are other‑than‑temporary. No impairment charges were recorded during the three and six months ended June 30, 2019 or during the year ended December 31, 2018 |
OTHER ASSETS AND LIABILITIES
OTHER ASSETS AND LIABILITIES | 6 Months Ended |
Jun. 30, 2019 | |
OTHER ASSETS AND LIABILITIES | |
OTHER ASSETS AND LIABILITIES | OTHER ASSETS AND LIABILITIES Prepaid Expenses and Other Assets The following table summarizes the significant components of Prepaid expenses and other assets: June 30, December 31, (In thousands) 2019 2018 Condominium inventory $ 62,039 $ 198,352 Straight-line rent 53,692 50,493 Intangibles 33,615 33,955 Special Improvement District receivables 18,091 18,838 Security and escrow deposits 17,960 17,670 Prepaid expenses 15,669 16,981 Equipment, net of accumulated depreciation of $9.2 million and $8.3 million, respectively 14,707 15,543 Other 10,233 18,429 Tenant incentives and other receivables 8,398 8,745 TIF receivable 5,820 2,470 In-place leases 4,923 6,539 Food and beverage and lifestyle inventory 3,353 1,935 Above-market tenant leases 790 1,044 Federal income tax receivable 200 2,000 Interest rate swap derivative assets — 346 Below-market ground leases — 18,296 Prepaid expenses and other assets, net $ 249,490 $ 411,636 The $162.1 million net decrease primarily relates to $136.3 million and $18.3 million decreases in Condominium inventory and Below-market ground leases , respectively. Condominium inventory represents completed units for which sales have not yet closed. The decrease in Condominium inventory from December 31, 2018 is primarily attributable to the contracted units at Ae‘o and Ke Kilohana, which have closed in the first and second quarters of 2019, respectively. The decrease in Below-market ground leases is attributable to the adoption of the New Leases Standard as of the Adoption Date. The balance of unamortized below-market ground leases was reclassified to Operating lease right-of-use assets upon adoption. Accounts Payable and Accrued Expenses The following table summarizes the significant components of Accounts payable and accrued expenses: June 30, December 31, (In thousands) 2019 2018 Construction payables $ 300,014 $ 258,749 Condominium deposit liabilities 158,164 263,636 Deferred income 54,102 42,734 Interest rate swap derivative liabilities 40,848 16,517 Tenant and other deposits 33,032 20,893 Accounts payable and accrued expenses 26,928 38,748 Accrued payroll and other employee liabilities 26,281 42,591 Accrued interest 22,933 23,080 Accrued real estate taxes 20,541 26,171 Other 14,920 29,283 Straight-line ground rent liability — 16,870 Accounts payable and accrued expenses $ 697,763 $ 779,272 The $81.5 million net decrease in total Accounts payable and accrued expenses primarily relates to a $105.5 million decrease in Condominium deposit liabilities primarily attributable to the contracted units at Ae‘o and Ke Kilohana, which have closed in the first and second quarters of 2019, respectively; a $41.3 million increase in Construction payables predominately related to the Two Lakes Edge, 110 North Wacker and Juniper Apartments projects under construction as the developments move toward completion; a $24.3 million increase in Interest rate swap derivative liabilities due to a decrease in the one-month London Interbank Offered Rate ("LIBOR") forward curve for the periods presented; a $16.3 million decrease in Accrued payroll and other employee liabilities due to payment in the first quarter of 2019 of annual incentive bonus for 2018; and a $16.9 million decrease in Straight-line ground rent liability |
MORTGAGES, NOTES AND LOANS PAYA
MORTGAGES, NOTES AND LOANS PAYABLE, NET | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
MORTGAGES, NOTES AND LOANS PAYABLE, NET | MORTGAGES, NOTES AND LOANS PAYABLE, NET Mortgages, notes and loans payable, net are summarized as follows: June 30, December 31, (In thousands) 2019 2018 Fixed-rate debt: Unsecured 5.375% Senior Notes $ 1,000,000 $ 1,000,000 Secured mortgages, notes and loans payable 889,654 648,707 Special Improvement District bonds 14,511 15,168 Variable-rate debt: Mortgages, notes and loans payable (a) 1,561,549 1,551,336 Unamortized bond issuance costs (5,678 ) (6,096 ) Unamortized deferred financing costs (37,546 ) (27,902 ) Total mortgages, notes and loans payable, net $ 3,422,490 $ 3,181,213 (a) As more fully described in Note 8 - Derivative Instruments and Hedging Activities , as of June 30, 2019 and December 31, 2018 , $615.0 million of variable‑rate debt has been swapped to a fixed rate for the term of the related debt. An additional $55.0 million and $50.0 million of variable-rate debt was subject to interest rate collars as of June 30, 2019 and December 31, 2018 , respectively, and $75.0 million of variable-rate debt was capped at a maximum interest rate as of June 30, 2019 and December 31, 2018 . Certain of the Company's loans contain provisions which grant the lender a security interest in the operating cash flow of the property that represents the collateral for the loan. Certain mortgage notes may be prepaid subject to a prepayment penalty equal to a yield maintenance premium, defeasance or percentage of the loan balance. As of June 30, 2019 , land, buildings and equipment and developments with a net book value of $4.9 billion have been pledged as collateral for HHC's Mortgages, notes and loans payable, net . As of June 30, 2019 , the Company was in compliance with all of its financial covenants included in the agreements governing its indebtedness. The Summerlin master planned community ("MPC") uses Special Improvement District (“SID”) bonds to finance certain common infrastructure improvements. These bonds are issued by the municipalities and are secured by the assessments on the land. The majority of proceeds from each bond issued is held in a construction escrow and disbursed to the Company as infrastructure projects are completed, inspected by the municipalities and approved for reimbursement. Accordingly, the SID bonds have been classified as debt, and the Summerlin MPC pays the debt service on the bonds semi‑annually. As Summerlin sells land, the buyers assume a proportionate share of the bond obligation at closing, and the residential sales contracts provide for the reimbursement of the principal amounts that the Company previously paid with respect to such proportionate share of the bond. In the six months ended June 30, 2019 , no new SID bonds were issued and $0.1 million in obligations were assumed by buyers. Recent Financing Activity On August 6, 2019, the Company closed on a $30.7 million construction loan for Millennium Phase III Apartments. The loan bears interest at one-month LIBOR plus 1.75% with an initial maturity date of August 6, 2023 and a one-year extension option. Financing Activity During the Six Months Ended June 30, 2019 On June 27, 2019 , the Company closed on a $35.5 million construction loan for 8770 New Trails. The loan bears interest at one-month LIBOR plus 2.45% with an initial maturity date of June 27, 2021 and a 127-month extension option. The Company entered into a swap agreement to fix the interest rate to 4.89% . On June 20, 2019 , the Company closed on a $250.0 million term loan for the redevelopment of the Seaport District. The loan initially bears interest at 6.10% and matures on June 1, 2024 . The loan will begin bearing interest at one-month LIBOR plus 4.10% , subject to a LIBOR cap of 2.30% and LIBOR floor of 0.00% , at the earlier of June 20, 2021 or the date certain debt coverage ratios are met. On June 6, 2019 , the Company closed on a $293.7 million construction loan for ‘A‘ali‘i, bearing interest at one-month LIBOR plus 3.10% with an initial maturity date of June 6, 2022 and a one-year extension option. On June 5, 2019 , the Company paid off the construction loan for Ke Kilohana with a commitment amount of $142.7 million . Total draws were approximately $121.7 million and were paid off from the proceeds of condominium sales. On June 3, 2019 , the Company exercised the second extension option for its 250 Water Street note payable. The extension required a $30.0 million pay down, reducing the outstanding note payable balance to $99.7 million . On May 23, 2019 , the Company and its joint venture partners closed on an amendment to increase the $512.6 million construction loan for 110 North Wacker to $558.9 million , and modify the commitments included in the loan syndication. The amendment also increased the Company's guarantee from approximately $92.3 million to approximately $100.6 million . In addition, the Company also guaranteed an additional $46.3 million , the increase in principal of the construction loan, which will become payable in fiscal year 2020 if a certain leasing threshold is not achieved. The guarantee of the $46.3 million will immediately expire on the date the leasing threshold is first achieved. On May 17, 2019 , the Company modified the facility for its Mr. C Seaport joint venture to increase the total commitment to $41.0 million . The loan bears interest at one-month LIBOR plus 4.50% , has an initial maturity of May 16, 2022 , and has one, six-month extension option. On April 9, 2019 , the Company modified the HHC 242 Self-Storage and HHC 2978 Self-Storage facilities to reduce the total commitments to $5.5 million and $5.4 million , respectively. The loans have an initial maturity date of December 31, 2021 and a one -year extension option. On March 12, 2019 , the Company closed on an $18.0 million construction loan for Creekside Park West, bearing interest at one-month LIBOR plus 2.25% with an initial maturity date of March 12, 2023 and a one -year extension option. On February 28, 2019 , the Company amended the $62.5 million Woodlands Resort & Conference Center financing to extend the initial maturity date to December 30, 2021 . The financing bears interest at one-month LIBOR plus 2.50% and has two , one -year extension options. |
FAIR VALUE
FAIR VALUE | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE ASC 820, Fair Value Measurement , emphasizes that fair value is a market-based measurement that should be determined using assumptions market participants would use in pricing an asset or liability. The standard establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability used in measuring assets or liabilities at fair value. Market price observability is impacted by a number of factors, including the type of investment and the characteristics specific to the asset or liability. Assets or liabilities with readily available active quoted prices, or for which fair value can be measured from actively quoted prices, generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value. The following table presents the fair value measurement hierarchy levels required under ASC 820 for each of the Company's assets and liabilities that are measured at fair value on a recurring basis: June 30, 2019 December 31, 2018 Fair Value Measurements Using Fair Value Measurements Using (In thousands) Total Quoted Prices Significant Significant Total Quoted Prices Significant Significant Assets: Interest rate derivative assets $ — $ — $ — $ — $ 346 $ — $ 346 $ — Liabilities: Interest rate derivative liabilities 40,848 — 40,848 — 16,517 — 16,517 — The fair values of interest rate derivatives are determined using the market standard methodology of netting the discounted future fixed cash payments and the discounted expected variable cash receipts. The variable cash receipts are based on an expectation of future interest rates derived from observable market interest rate curves. The estimated fair values of the Company's financial instruments that are not measured at fair value on a recurring basis are as follows: June 30, 2019 December 31, 2018 (In thousands) Fair Value Carrying Estimated Carrying Estimated Assets: Cash and restricted cash Level 1 $ 848,600 $ 848,600 $ 724,215 $ 724,215 Accounts receivable, net (a) Level 3 19,980 19,980 12,589 12,589 Notes receivable, net (b) Level 3 300 300 4,694 4,694 Liabilities: Fixed-rate debt (c) Level 2 1,904,165 1,933,715 1,663,875 1,608,635 Variable-rate debt (c) Level 2 1,561,549 1,561,549 1,551,336 1,551,336 (a) Accounts receivable, net is shown net of an allowance of $10.0 million and $10.7 million at June 30, 2019 and December 31, 2018 , respectively. (b) Notes receivable, net is shown net of an allowance of $0.1 million at June 30, 2019 and December 31, 2018 . (c) Excludes related unamortized financing costs. The carrying amounts of Cash and restricted cash, Accounts receivable, net and Notes receivable, net approximate fair value because of the short‑term maturity of these instruments. The fair value of the Company's $1.0 billion , 5.375% senior notes due 2025 , included in fixed-rate debt in the table above, is based upon the trade price closest to the end of the period presented. The fair value of other fixed-rate debt in the table above (please refer to Note 6 - Mortgages, Notes and Loans Payable, Net in the Company's Condensed Consolidated Financial Statements), was estimated based on a discounted future cash payment model, which includes risk premiums and risk-free rates derived from the current LIBOR or U.S. Treasury obligation interest rates. The discount rates reflect the Company's judgment as to what the approximate current lending rates for loans or groups of loans with similar maturities and credit quality would be if credit markets were operating efficiently and assuming that the debt is outstanding through maturity. The carrying amounts for the Company's variable-rate debt approximate fair value given that the interest rates are variable and adjust with current market rates for instruments with similar risks and maturities. |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES The Company is exposed to interest-rate-risk related to its variable interest rate debt, and it manages this risk by utilizing interest rate derivatives. To add stability to interest costs by reducing the Company's exposure to interest rate movements, the Company uses interest rate swaps, collars and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company's fixed‑rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate collars designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above an established ceiling rate and payment of variable amounts to a counterparty if interest rates fall below an established floor rate, in exchange for an up-front premium. No payments or receipts are exchanged on interest rate collar contracts unless interest rates rise above or fall below the established ceiling and floor rates. Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up‑front premium. The Company's interest rate caps are not currently designated as hedges, and therefore, any gain or loss is recognized in current-period earnings. These derivatives are recorded on a gross basis at fair value on the balance sheet. Assessments of hedge effectiveness are performed quarterly using regression analysis. The change in the fair value of derivatives designated and qualifying as cash flow hedges is recorded in Accumulated Other Comprehensive Income (“AOCI”) and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings within the same income statement line item being hedged. The Company is exposed to credit risk in the event of non-performance by its derivative counterparties. The Company evaluates counterparty credit risk through monitoring the creditworthiness of counterparties, which includes review of debt ratings and financial performance. To mitigate its credit risk, the Company enters into agreements with counterparties that are considered credit-worthy, such as large financial institutions with favorable credit ratings. As of June 30, 2019 and December 31, 2018 , there was one termination event and four termination events, respectively, as discussed below. There were no events of default as of June 30, 2019 and December 31, 2018 . If the derivative contracts are terminated prior to their maturity, the amounts previously recorded in AOCI are recognized into earnings over the period that the hedged transaction impacts earnings. If the hedging relationship is discontinued because it is probable that the forecasted transaction will not occur in accordance with the original strategy, any related amounts previously recorded in AOCI are recognized in earnings immediately. During the three and six months ended June 30, 2019 , the Company recorded a $0.9 million and $2.0 million reduction in Interest expense, respectively, related to the amortization of terminated swaps. During the six months ended June 30, 2019 , the Company settled one interest rate cap agreement with a notional amount of $230.0 million and received payment of $0.2 million . During the year ended December 31, 2018 , the Company settled four interest rate swap agreements with notional amounts of $18.9 million , $250.0 million , $40.0 million and $119.4 million , all designated as cash flow hedges of interest rate variability, and received total payments of $15.8 million , net of a termination fee of $0.3 million . The Company has deferred the effective portion of the fair value changes of three interest rate swap agreements in Accumulated other comprehensive loss on the accompanying Condensed Consolidated Balance Sheets and will recognize the impact as a component of Interest expense, net, over the next 8.5 , 2.2 and 0.8 years, which are what remain of the original forecasted periods. Amounts reported in AOCI related to derivatives will be reclassified to Interest expense as interest payments are made on the Company's variable‑rate debt. Over the next 12 months, HHC estimates that an additional $3.6 million of net loss will be reclassified to Interest expense. The following table summarizes certain terms of the Company's derivative contracts: Fixed Fair Value Asset (Liability) Notional Interest Effective Maturity June 30, December 31, (In thousands) Balance Sheet Location Amount Rate (a) Date Date 2019 2018 Derivative instruments not designated as hedging instruments: Interest rate cap (b) Prepaid expenses and other assets, net $ 75,000 5.00 % 9/1/2017 8/31/2019 $ — $ — Interest rate cap (b) (c) Prepaid expenses and other assets, net 230,000 2.50 % 12/22/2016 12/23/2019 — 333 Derivative instruments designated as hedging instruments: Interest rate collar (d) (e) Prepaid expenses and other assets, net 51,592 1.50% - 2.50% 7/1/2018 5/1/2019 — 13 Interest rate collar (d) Accounts payable and accrued expenses 193,967 2.00% - 3.00% 5/1/2019 5/1/2020 (276 ) (37 ) Interest rate collar (d) Accounts payable and accrued expenses 354,217 2.25% - 3.25% 5/1/2020 5/1/2021 (2,275 ) (730 ) Interest rate collar (d) Accounts payable and accrued expenses 381,404 2.75% - 3.50% 5/1/2021 4/30/2022 (4,415 ) (1,969 ) Interest rate swap (f) Accounts payable and accrued expenses 615,000 2.96 % 9/21/2018 9/18/2023 (32,206 ) (13,781 ) Interest rate swap (g) Accounts payable and accrued expenses 1,810 4.89 % 11/1/2019 1/1/2032 (1,676 ) — Total fair value derivative assets $ — $ 346 Total fair value derivative liabilities $ (40,848 ) $ (16,517 ) (a) These rates represent the strike rate on HHC's interest swaps, caps and collars. (b) There was no interest income included in the Condensed Consolidated Statements of Operations for the three months ended June 30, 2019 related to these contracts. Interest income of $0.2 million is included in the Condensed Consolidated Statements of Operations for the six months ended June 30, 2019 and the year ended December 31, 2018 related to these contracts. (c) The Company settled this Interest rate cap on February 1, 2019 . (d) On May 17, 2018 and May 18, 2018 , the Company entered into these interest rate collars which are designated as cash flow hedges. (e) On May 1, 2019 , the $51.6 million interest rate collar matured as scheduled. (f) Concurrent with the funding of the $615.0 million term loan on September 21, 2018 , the Company entered into this interest rate swap which is designated as a cash flow hedge. (g) Concurrent with the closing of the $35.5 million construction loan for 8770 New Trails on June 27, 2019 , the Company entered into this interest rate swap which is designated as a cash flow hedge. The tables below present the effect of the Company's derivative financial instruments on the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2019 and 2018 (in thousands): Amount of (Loss) Gain Recognized Amount of (Loss) Gain Recognized in AOCI on Derivative in AOCI on Derivative Three Months Ended June 30, Six Months Ended June 30, Derivatives in Cash Flow Hedging Relationships 2019 2018 2019 2018 Interest rate derivatives $ (13,016 ) $ 6,005 $ (18,832 ) $ 14,266 Amount of Gain Reclassified Amount of Gain Reclassified from AOCI into Operations from AOCI into Operations Three Months Ended June 30, Six Months Ended June 30, Location of Gain Reclassified from AOCI into Operations 2019 2018 2019 2018 Interest expense $ 92 $ 652 $ 220 $ 868 Total Interest Expense Presented Total Interest Expense Presented in the Results of Operations in which the in the Results of Operations in which the Effects of Cash Flow Hedges are Recorded Effects of Cash Flow Hedges are Recorded Three Months Ended June 30, Six Months Ended June 30, Interest Expense Presented in Results of Operations 2019 2018 2019 2018 Interest expense $ 24,203 $ 18,903 $ 47,529 $ 35,512 Credit-risk-related Contingent Features The Company has agreements with certain derivative counterparties that contain a provision where if the Company defaults on any of its indebtedness, including default where repayment of the indebtedness has not been accelerated by the lender, then the Company could also be declared in default on its derivative obligations. The Company also has agreements with certain derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company's default on the indebtedness. As of June 30, 2019 and December 31, 2018 , the fair value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk related to these agreements, was $43.8 million and $18.2 million , respectively. As of June 30, 2019 , the Company has not posted any collateral related to these agreements. If the Company had breached any of these provisions at June 30, 2019 , it could have been required to settle its obligations under the agreements at their termination value of $43.8 million . |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES In the normal course of business, from time to time, the Company is involved in legal proceedings relating to the ownership and operations of its properties. In addition, on June 14, 2018 , the Company was served with a petition involving approximately 500 individuals or entities who claim that their properties, located in the Timarron Park neighborhood of The Woodlands, were damaged by flood waters that resulted from the unprecedented rainfall that occurred throughout Harris County and surrounding areas during Hurricane Harvey in August 2017 . The complaint was filed in State Court in Harris County of the State of Texas. In general, the plaintiffs allege negligence in the development of Timarron Park and violations of Texas’ Deceptive Trade Practices Act and name as defendants The Howard Hughes Corporation, The Woodlands Land Development Company and two unaffiliated parties involved in the planning and engineering of Timarron Park. The plaintiffs are seeking restitution for damages to their property and diminution of their property values. The Company intends to vigorously defend the matter as it believes that these claims are without merit and that it has substantial legal and factual defenses to the claims and allegations contained in the complaint. Based upon the present status of this matter, the Company does not believe it is probable that a loss will be incurred. Accordingly, the Company has not recorded a charge as a result of this action. In management’s opinion, the liabilities, if any, that may ultimately result from normal course of business legal actions, and The Woodlands legal proceeding discussed above, are not expected to have a material effect on the Company's consolidated financial position, results of operations or liquidity. The Company purchased its 250 Water Street property in the Seaport District in June 2018. The site is currently used as a parking lot while the Company evaluates redevelopment plans. The Company engaged a third party specialist to perform a Phase I Environmental Site Assessment (“ESA”) of the property, and the ESA identified, among other findings, the existence of mercury levels above regulatory criteria. The site does not require remediation until the Company begins redevelopment activities. The normal operations of the parking lot do not require the property to be remediated, and the Company has not started any redevelopment activities as of June 30, 2019. As a result, the potential remediation has no financial impact as of June 30, 2019, and for the three and six months then ended. As of June 30, 2019 and December 31, 2018 , the Company had outstanding letters of credit totaling $15.4 million and $15.3 million , respectively, and surety bonds totaling $211.3 million and $101.2 million , respectively. These letters of credit and bonds were issued primarily in connection with insurance requirements, special real estate assessments and construction obligations. The Company leases land or buildings at certain properties from third parties. As discussed in Note 2 - Accounting Policies and Pronouncements , the Company adopted the New Leases Standard on the Adoption Date and recorded right-of-use assets and lease liabilities on the balance sheet. See Note 2 - Accounting Policies and Pronouncements for further discussion. Prior to the adoption of the New Leases Standard, rental payments were expensed as incurred and, to the extent applicable, straight-lined over the term of the lease. Contractual rental expense, including participation rent, was $2.0 million and $2.3 million for the three months ended June 30, 2019 and 2018, respectively, and $4.1 million and $5.0 million for the six months ended June 30, 2019 and 2018, respectively. The amortization of above and below‑market ground leases and straight‑line rents included in the contractual rent amount was not significant. The Company entered into guarantee agreements as part of certain development projects. In conjunction with the execution of the ground lease for the Seaport District NYC, the Company executed a completion guarantee for the redevelopment of Seaport District NYC - Pier 17 and Seaport District NYC - Tin Building. The Company satisfied its completion guarantee for Pier 17 in the second quarter of 2019. As part of the funding agreement for the Downtown Columbia Redevelopment District TIF bonds, one of the Company's wholly-owned subsidiaries has agreed to complete certain defined public improvements and to indemnify Howard County, Maryland for certain matters. The Company has guaranteed these obligations, with a limit of $1.0 million , expiring on October 31, 2020 . To the extent that increases in taxes do not cover debt service payments on the TIF bonds, the Company’s wholly-owned subsidiary is obligated to pay special taxes. The Company evaluates the likelihood of future performance under these guarantees and did not record an obligation as of June 30, 2019 and December 31, 2018 . |
STOCK BASED PLANS
STOCK BASED PLANS | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK BASED PLANS | STOCK BASED PLANS The Company's stock based plans are described and informational disclosures are provided in the Notes to the Financial Statements included in the Annual Report. Stock Options The following table summarizes the Company's stock option plan activity for the six months ended June 30, 2019 : Stock Options Weighted Average Exercise Price Stock Options outstanding at December 31, 2018 817,998 $ 105.06 Granted 21,500 105.37 Exercised (6,189 ) 64.93 Forfeited (10,600 ) 123.17 Expired (400 ) 116.56 Stock Options outstanding at June 30, 2019 822,309 $ 105.13 Compensation costs related to stock options were $0.8 million and $1.5 million for the three and six months ended June 30, 2019 , respectively, of which $0.2 million and $0.4 million were capitalized to development projects, respectively. Compensation costs related to stock options were $1.0 million and $1.6 million for the three and six months ended June 30, 2018 , respectively, of which $0.6 million and $0.9 million were capitalized to development projects, respectively. Restricted Stock The following table summarizes restricted stock activity for the six months ended June 30, 2019 : Restricted Stock Weighted Average Grant Date Fair Value Restricted stock outstanding at December 31, 2018 406,544 $ 82.10 Granted 163,945 85.88 Vested (11,217 ) 133.43 Forfeited (19,913 ) 74.88 Restricted stock outstanding at June 30, 2019 539,359 $ 82.45 Compensation costs related to restricted stock awards were $2.4 million and $4.7 million for the three and six months ended June 30, 2019 , respectively, of which $0.3 million and $0.6 million were capitalized to development projects, respectively. Compensation costs related to restricted stock awards were $2.1 million and $ 4.1 million for the three and six months ended June 30, 2018 , respectively, of which $0.3 million and $0.6 million were capitalized to development projects, respectively. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company has significant permanent differences, primarily from stock compensation deductions and non-deductible executive compensation, which cause the effective tax rate to deviate from statutory rates. The effective tax rate, based upon actual 2019 operating results, was 24.9% and 25.5% for the three and six months ended June 30, 2019 , respectively, compared to 32.2% and 34.0% for the three and six months ended June 30, 2018 |
WARRANTS
WARRANTS | 6 Months Ended |
Jun. 30, 2019 | |
Other Liabilities [Abstract] | |
WARRANTS | WARRANTS On October 7, 2016 , the Company entered into a warrant agreement with its Chief Financial Officer, David R. O’Reilly, (the "O'Reilly Warrant") prior to his appointment to the position. Upon exercise of his warrant, Mr. O’Reilly may acquire 50,125 shares of common stock at an exercise price of $112.08 per share. The O'Reilly Warrant was issued at fair value in exchange for a $1.0 million payment in cash from Mr. O'Reilly. The O'Reilly Warrant becomes exercisable on April 6, 2022, subject to earlier exercise upon certain change in control, separation and termination provisions. On June 16, 2017 and October 4, 2017 , the Company entered into warrant agreements with its Chief Executive Officer, David R. Weinreb, (the "Weinreb Warrant") and President, Grant Herlitz, (the "Herlitz Warrant") to acquire 1,965,409 shares and 87,951 shares of common stock for the purchase prices of $50.0 million and $2.0 million , respectively. The Weinreb Warrant becomes exercisable on June 15, 2022, at an exercise price of $124.64 per share, and the Herlitz Warrant becomes exercisable on October 3, 2022 , at an exercise price of $117.01 per share, subject to earlier exercise upon certain change in control, separation and termination provisions. The purchase prices paid by the respective executives for the O’Reilly Warrant, the Weinreb Warrant and the Herlitz Warrant, which qualify as equity instruments, are included within Additional paid-in capital in the Condensed Consolidated Balance Sheets at June 30, 2019 and December 31, 2018 . |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 6 Months Ended |
Jun. 30, 2019 | |
Stockholders' Equity Note [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The following tables summarize changes in AOCI by component, all of which are presented net of tax: (In thousands) Balance as of March 31, 2018 $ (797 ) Other comprehensive income before reclassifications 6,054 Gain reclassified from accumulated other comprehensive loss to net income (652 ) Pension adjustment (2,010 ) Terminated swap amortization (80 ) Net current-period other comprehensive income 3,312 Balance as of June 30, 2018 $ 2,515 Balance as of March 31, 2019 $ (14,759 ) Other comprehensive loss before reclassifications (13,038 ) Gain reclassified from accumulated other comprehensive loss to net income (92 ) Terminated swap amortization (653 ) Net current-period other comprehensive loss (13,783 ) Balance as of June 30, 2019 $ (28,542 ) (In thousands) Balance as of December 31, 2017 $ (6,965 ) Other comprehensive income before reclassifications 14,325 Gain reclassified from accumulated other comprehensive loss to net income (868 ) Adjustment related to adoption of ASU 2018-02 (1,148 ) Adjustment related to adoption of ASU 2017-12 (739 ) Pension adjustment (2,010 ) Terminated swap amortization (80 ) Net current-period other comprehensive income 9,480 Balance as of June 30, 2018 $ 2,515 Balance as of December 31, 2018 $ (8,126 ) Other comprehensive loss before reclassifications (18,905 ) Gain reclassified from accumulated other comprehensive loss to net income (220 ) Terminated swap amortization (1,291 ) Net current-period other comprehensive loss (20,416 ) Balance as of June 30, 2019 $ (28,542 ) The following table summarizes the amounts reclassified out of AOCI: Amounts reclassified from Accumulated Other Comprehensive Income (Loss) Amounts reclassified from (In thousands) Three Months Ended June 30, Six Months Ended June 30, Affected line items in the Accumulated Other Comprehensive Income (Loss) Components 2019 2018 2019 2018 Statements of Operations (Gains) losses on cash flow hedges $ (116 ) $ (825 ) $ (278 ) $ (1,099 ) Interest expense Interest rate swap contracts 24 173 58 231 Provision for income taxes Total reclassifications of (income) loss for the period $ (92 ) $ (652 ) $ (220 ) $ (868 ) Net of tax |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings per share (“EPS”) is computed by dividing net income available to common stockholders by the weighted‑average number of common shares outstanding. Diluted EPS is computed after adjusting the numerator and denominator of the basic EPS computation for the effects of all potentially dilutive common shares. The dilutive effect of options and non-vested stock issued under stock‑based compensation plans is computed using the treasury stock method. The dilutive effect of the warrants is computed using the if‑converted method. Information related to the Company's EPS calculations is summarized as follows: Three Months Ended June 30, Six Months Ended June 30, (In thousands, except per share amounts) 2019 2018 2019 2018 Basic EPS: Numerator: Net income (loss) $ 13,328 $ (5,879 ) $ 45,253 $ (4,045 ) Net loss attributable to noncontrolling interests 149 791 45 431 Net income (loss) attributable to common stockholders $ 13,477 $ (5,088 ) $ 45,298 $ (3,614 ) Denominator: Weighted-average basic common shares outstanding 43,113 42,573 43,109 43,014 Diluted EPS: Numerator: Net income attributable to common stockholders $ 13,477 $ (5,088 ) $ 45,298 $ (3,614 ) Denominator: Weighted-average basic common shares outstanding 43,113 42,573 43,109 43,014 Restricted stock and stock options 158 212 154 215 Warrants — 157 — 157 Weighted-average diluted common shares outstanding 43,271 42,942 43,263 43,386 Basic income per share: $ 0.31 $ (0.12 ) $ 1.05 $ (0.08 ) Diluted income per share: $ 0.31 $ (0.12 ) $ 1.05 $ (0.08 ) The diluted EPS computation for the three and six months ended June 30, 2019 excludes 569,408 stock options because their inclusion would have been anti-dilutive. The diluted EPS computation for the three and six months ended June 30, 2019 excludes 278,379 shares of restricted stock because performance conditions provided for in the restricted stock awards have not been satisfied. The diluted EPS computation for the three and six months ended June 30, 2018 excludes 374,500 and 413,000 stock options, respectively, because their inclusion would have been anti-dilutive. The diluted EPS computation for the three and six months ended June 30, 2018 excludes 233,721 |
REVENUE
REVENUE | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE | REVENUE The core principle of ASC 606, Revenues from Contracts with Customers, is that revenues from contracts with customers (excluding lease-related revenues) are recognized when control of the promised goods or services is transferred to the Company's customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Condominium rights and unit sales revenues were previously required to be recognized under the percentage of completion method. Under ASC 606, revenue and cost of sales for condominium units sold are not recognized until the construction is complete, the sale closes and the title to the property has transferred to the buyer (point in time). Additionally, certain real estate selling costs, such as the costs related to the Company's condominium model units, are either expensed immediately or capitalized as property and equipment and depreciated over their estimated useful life. The following table presents the Company's revenues disaggregated by revenue source: Three Months Ended Six Months Ended (In thousands) June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Revenues From contracts with customers Recognized at a point in time: Condominium rights and unit sales $ 235,622 $ 20,885 $ 433,932 $ 31,722 Master Planned Communities land sales 58,321 52,432 99,633 98,997 Hospitality revenues 25,576 22,569 48,505 45,630 Builder price participation 9,369 5,628 14,564 10,709 Total revenue from contracts with customers 328,888 101,514 596,634 187,058 Recognized at a point in time and/or over time: Other land revenues 5,569 4,712 10,298 8,843 Other rental and property revenues 28,629 12,020 42,450 21,869 Total other income 34,198 16,732 52,748 30,712 Rental and other income (lease-related revenues) Minimum rents 54,718 50,509 108,804 99,912 Tenant recoveries 13,512 12,250 27,020 25,002 Total rental income 68,230 62,759 135,824 124,914 Total revenues $ 431,316 $ 181,005 $ 785,206 $ 342,684 Revenues by segment Operating Assets revenues $ 109,219 $ 88,808 $ 201,172 $ 176,555 Seaport District revenues 12,891 4,500 19,921 8,011 Master Planned Communities revenues 72,859 62,765 123,755 118,530 Strategic Developments revenues 236,347 24,932 440,358 39,588 Total revenues $ 431,316 $ 181,005 $ 785,206 $ 342,684 Contract Assets and Liabilities Contract assets are the Company's right to consideration in exchange for goods or services that have been transferred to a customer, excluding any amounts presented as a receivable. Contract liabilities are the Company's obligation to transfer goods or services to a customer for which the Company has received consideration. The beginning and ending balances of contract assets and liabilities and significant activity during the period is as follows: Contract Contract (In thousands) Assets Liabilities Balance as of January 1, 2018 $ — $ 179,179 Consideration earned during the period (35,834 ) (308,898 ) Consideration received during the period 35,834 426,215 Balance as of December 31, 2018 — 296,496 Consideration earned during the period — (410,322 ) Consideration received during the period — 322,771 Balance as of June 30, 2019 $ — $ 208,945 Remaining Unsatisfied Performance Obligations The Company’s remaining unsatisfied performance obligations as of June 30, 2019 represent a measure of the total dollar value of work to be performed on contracts executed and in progress. These performance obligations are associated with contracts that generally are noncancellable by the customer after 30 days; however, purchasers of condominium units have the right to cancel the contract should the Company elect not to construct the condominium unit within a certain period of time or materially change the design of the condominium unit. The aggregate amount of the transaction price allocated to the Company's remaining unsatisfied performance obligations as of June 30, 2019 is $1.1 billion . The Company expects to recognize this amount as revenue over the following periods: (In thousands) Less than 1 year 1-2 years 3 years and thereafter Total remaining unsatisfied performance obligations $ 296,426 $ 17,290 $ 814,334 |
SEGMENTS
SEGMENTS | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
SEGMENTS | SEGMENTS The Company has four business segments which offer different products and services. HHC's four segments are managed separately because each requires different operating strategies or management expertise and are reflective of management’s operating philosophies and methods. As further discussed in Item 2. - Management’s Discussion and Analysis of Financial Condition and Results of Operations , one common operating measure used to assess operating results for the Company's business segments is earnings before taxes ("EBT"). The Company's segments or assets within such segments could change in the future as development of certain properties commences or other operational or management changes occur. All operations are within the United States. The Company's reportable segments are as follows: • Operating Assets – consists of retail, office, hospitality and multi-family properties along with other real estate investments. These assets are currently generating revenues and are comprised of commercial real estate properties recently developed or acquired, and properties with an opportunity to redevelop, reposition or sell to improve segment performance or to recycle capital. • MPC – consists of the development and sale of land in large‑scale, long‑term community development projects in and around Las Vegas, Nevada; Houston, Texas; and Columbia, Maryland. • Seaport District - consists of approximately 450,000 square feet of restaurant, retail and entertainment properties situated in three primary locations in New York, New York: Pier 17, Historic Area/Uplands and Tin Building. While the latter is still under development and will comprise about 53,000 square feet when completed, the two operating locations consist of third party tenants, tenants either directly or jointly owned and operated by the Company, and businesses owned and operated by the Company under licensing agreements. • Strategic Developments – consists of residential condominium and commercial property projects currently under development and all other properties held for development which have no substantial operations. Effective January 1, 2019, the Company moved the Seaport District out of its existing segments and into a stand-alone segment for disclosure purposes. The respective segment earnings and total segment assets presented in the Condensed Consolidated Financial Statements and elsewhere in this Quarterly Report have been adjusted in all periods reported to reflect this change. See the Seaport District section of Item 2. - Management’s Discussion and Analysis of Financial Condition and Results of Operations for additional information. Segment operating results are as follows: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2019 2018 2019 2018 Operating Assets Segment EBT Total revenues $ 109,219 $ 88,808 $ 201,172 $ 176,555 Total operating expenses (48,727 ) (40,988 ) (91,639 ) (82,999 ) Segment operating income 60,492 47,820 109,533 93,556 Depreciation and amortization (28,938 ) (24,198 ) (56,046 ) (47,558 ) Interest expense, net (20,059 ) (17,308 ) (39,050 ) (33,995 ) Other income, net 1,088 71 1,123 164 Equity in earnings from real estate and other affiliates 45 (1,000 ) 2,754 1,583 Segment EBT 12,628 5,385 18,314 13,750 MPC Segment EBT Total revenues 72,859 62,765 123,755 118,530 Total operating expenses (40,392 ) (37,003 ) (68,906 ) (73,371 ) Segment operating income 32,467 25,762 54,849 45,159 Depreciation and amortization (86 ) (86 ) (246 ) (167 ) Interest income, net 8,283 6,808 15,826 13,200 Other income, net 72 — 67 — Equity in earnings from real estate and other affiliates 6,499 14,100 14,336 25,228 Segment EBT 47,235 46,584 84,832 83,420 Seaport District Segment EBT Total revenues 12,891 4,500 19,921 8,011 Total operating expenses (17,972 ) (6,441 ) (32,405 ) (9,976 ) Segment operating loss (5,081 ) (1,941 ) (12,484 ) (1,965 ) Depreciation and amortization (6,753 ) (1,953 ) (12,946 ) (4,197 ) Interest (expense) income, net (1,924 ) 3,278 (3,456 ) 6,995 Other loss, net (61 ) — (147 ) — Equity in losses from real estate and other affiliates (451 ) (240 ) (1,083 ) (240 ) Loss on sale or disposal of real estate — — (6 ) — Segment EBT (14,270 ) (856 ) (30,122 ) 593 Strategic Developments Segment EBT Total revenues 236,347 24,932 440,358 39,588 Total operating expenses (224,711 ) (35,312 ) (371,014 ) (47,339 ) Segment operating income 11,636 (10,380 ) 69,344 (7,751 ) Depreciation and amortization (1,260 ) (1,113 ) (2,316 ) (2,178 ) Interest income, net 3,235 3,139 6,497 6,946 Other (loss) income, net (385 ) 164 310 373 Equity in earnings from real estate and other affiliates 261 3,440 298 4,112 Loss on sale or disposal of real estate (144 ) — (144 ) — Segment EBT 13,343 (4,750 ) 73,989 1,502 Consolidated Segment EBT Total revenues 431,316 181,005 785,206 342,684 Total operating expenses (331,802 ) (119,744 ) (563,964 ) (213,685 ) Segment operating income 99,514 61,261 221,242 128,999 Depreciation and amortization (37,037 ) (27,350 ) (71,554 ) (54,100 ) Interest expense, net (10,465 ) (4,083 ) (20,183 ) (6,854 ) Other income, net 714 235 1,353 537 Equity in earnings from real estate and other affiliates 6,354 16,300 16,305 30,683 Loss on sale or disposal of real estate (144 ) — (150 ) — Consolidated segment EBT 58,936 46,363 147,013 99,265 Corporate expenses and other items 45,608 52,242 101,760 103,310 Net income (loss) 13,328 (5,879 ) 45,253 (4,045 ) Net loss attributable to noncontrolling interests 149 791 45 431 Net income (loss) attributable to common stockholders $ 13,477 $ (5,088 ) $ 45,298 $ (3,614 ) The assets by segment and the reconciliation of total segment assets to the Total assets in the Condensed Consolidated Balance Sheets are summarized as follows: June 30, December 31, (In thousands) 2019 2018 Operating Assets $ 2,713,098 $ 2,562,257 Master Planned Communities 2,192,267 2,076,678 Seaport District 919,329 839,522 Strategic Developments 1,416,669 1,538,917 Total segment assets 7,241,363 7,017,374 Corporate and other 467,815 338,425 Total assets $ 7,709,178 $ 7,355,799 |
ACCOUNTING POLICIES AND PRONO_2
ACCOUNTING POLICIES AND PRONOUNCEMENTS (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Accounting Policies and Pronouncements | The following is a summary of recently issued and other notable accounting pronouncements which relate to the Company's business. In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments . The amendments in this update provide clarification on certain aspects of the amendments in ASU 2016-13, Financial Instruments—Credit Losses, ASU 2017-12, Derivatives and Hedging, and ASU 2016-01, Financial Instruments—Overall. The effective date of the standard is for fiscal years, and interim periods within those year, beginning after December 15, 2019. The Company is currently evaluating the impact that the adoption of ASU 2016-13 may have on its consolidated financial statements. The Company does not expect the amendments in this ASU to ASU 2017-12 and ASU 2016-01 to have a material impact on its consolidated financial statements. In October 2018, the FASB issued ASU 2018-17, Consolidation (Topic 810): Targeted Improvements to Related Party Guidance for Variable Interest Entities . This standard is intended to improve the accounting when considering indirect interests held through related parties under common control for determining whether fees paid to decision makers and service providers are variable interests. The effective date of the standard is for fiscal years, and interim periods within those years, beginning after December 15, 2019. The new standard must be adopted retrospectively with early adoption permitted. The Company is currently evaluating the impact that the adoption of ASU 2018-17 may have on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract . This standard is intended to align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal use software (and hosting arrangements that include an internal use software license). The standard requires an entity in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as an asset related to the service contract and which costs to expense. This standard also requires the entity to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2019. The new standard may be adopted prospectively or retrospectively with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement that eliminates, adds and modifies certain disclosure requirements for fair value measurements. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2019. The amendments on changes in unrealized gains and losses, the range and weighted-average of significant unobservable inputs used to develop Level-3 fair value measurements, and the narrative description of measurement uncertainty should be applied prospectively. All other amendments should be applied retrospectively. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of ASU 2018-13 may have on its consolidated financial statements. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350) . This standard is intended to simplify the subsequent measurement of goodwill by eliminating step two from the goodwill impairment test. In computing the implied fair value of goodwill under step two, an entity determined the fair value at the impairment testing date of its assets and liabilities, including unrecognized assets and liabilities, following the procedure that would be required in determining the fair value of assets acquired and liabilities assumed in a business combination. Instead, an entity will perform only step one of its quantitative goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and then recognizing the impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value. An entity will still have the option to perform a qualitative assessment for a reporting unit to determine if the quantitative step one impairment test is necessary. The effective date of the standard is for fiscal periods, and interim periods within those years, beginning after December 15, 2019. The new standard must be adopted prospectively with early adoption permitted. The Company does not expect the adoption of this ASU to have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses . The standard modifies the impairment model for most financial assets, including trade accounts receivables and loans, and will require the use of an “expected loss” model for instruments measured at amortized cost. Under this model, entities will be required to estimate the lifetime expected credit loss on such instruments and record an allowance to offset the amortized cost basis of the financial asset, resulting in a net presentation of the amount expected to be collected on the financial asset. The effective date of the standard is for fiscal years, and for interim periods within those years, beginning after December 15, 2019, with early adoption permitted. The Company is currently evaluating the impact that the adoption of ASU 2016-13 may have on its consolidated financial statements. The New Leases Standard and related policy updates As discussed in Note 1 - Basis of Presentation and Organization , as of the Adoption Date of the New Leases Standard, the recognition of right-of-use assets and lease liabilities is required on the balance sheet. The Company determines whether an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets and operating lease liabilities on the condensed consolidated balance sheet. Right-of-use assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent the Company's obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of future minimum lease payments over the lease term. As most of the Company's leases do not provide an implicit rate, the Company uses an estimate of the incremental borrowing rate based on the information available at the lease commencement date in determining the present value of future lease payments. The operating lease right-of-use asset also includes any lease payments made, less any lease incentives and initial direct costs incurred. The Company does not have any finance leases as of June 30, 2019 . The Company’s lessee agreements consist of operating leases primarily for ground leases and other real estate. The Company’s leases have remaining lease terms of less than one year to 54 years . Most leases include one or more options to renew, with renewal terms that can extend the lease term from two to 40 years , and some of which may include options to terminate the leases within one year |
ACCOUNTING POLICIES AND PRONO_3
ACCOUNTING POLICIES AND PRONOUNCEMENTS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Lease Assets and Liabilities | The Company’s leased assets and liabilities are as follows: (In thousands) June 30, 2019 Assets Operating lease right-of-use assets $ 71,176 Total leased assets $ 71,176 Liabilities Operating lease liabilities $ 71,125 Total leased liabilities $ 71,125 |
Lease Cost | Other information related to the Company’s lessee agreements is as follows: (In thousands) Six Months Ended Supplemental Condensed Consolidated Statements of Cash Flows Information June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,641 Other Information June 30, 2019 Weighted-average remaining lease term (years) Operating leases 36.9 Weighted-average discount rate Operating leases 7.7 % The Company receives rental income from the leasing of retail, office, multi-family and other space under operating leases, as well as certain variable tenant recoveries. Such operating leases are with a variety of tenants and have a remaining average term of approximately four years . Lease terms generally vary among tenants and may include early termination options, extension options and fixed rental rate increases or rental rate increases based on an index. The minimum rentals based on operating leases of the consolidated properties held as of June 30, 2019 are as follows: Three Months Ended Six Months Ended (In thousands) June 30, 2019 June 30, 2019 Total Minimum Rent Payments $ 53,736 $ 106,590 The components of lease expense are as follows: (In thousands) Three Months Ended Six Months Ended Lease Cost June 30, 2019 June 30, 2019 Operating lease cost $ 2,312 $ 4,677 Variable lease costs 331 508 Sublease income — — Net lease cost $ 2,643 $ 5,185 |
Operating Lease Liability Maturity | Future minimum lease payments as of June 30, 2019 are as follows: (In thousands) Operating Year Ended December 31, Leases 2019 (excluding the six months ended June 30, 2019) $ 3,028 2020 7,272 2021 7,111 2022 6,373 2023 6,389 Thereafter 273,287 Total lease payments 303,460 Less: imputed interest (232,335 ) Present value of lease liabilities $ 71,125 |
Schedule of Minimum Rent Payments | The minimum rentals based on operating leases of the consolidated properties held as of June 30, 2019 are as follows: Three Months Ended Six Months Ended (In thousands) June 30, 2019 June 30, 2019 Total Minimum Rent Payments $ 53,736 $ 106,590 Total future minimum rents associated with operating leases are as follows: Total Minimum Year Ending December 31, Rent (In thousands) 2019 (excluding the six months ended June 30, 2019) $ 94,483 2020 191,409 2021 203,964 2022 211,000 2023 198,087 Thereafter 1,351,947 Total $ 2,250,890 |
REAL ESTATE AND OTHER AFFILIA_2
REAL ESTATE AND OTHER AFFILIATES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of Investments in Real Estate and Other Affiliates | Relevant financial statement information for The Summit is summarized as follows: June 30, December 31, (In millions) 2019 2018 Total Assets $ 222.5 $ 218.9 Total Liabilities 136.6 144.6 Total Equity 85.9 74.3 Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 Revenues (a) $ 27.7 $ 37.5 $ 58.2 $ 60.9 Net income 6.5 14.1 14.3 25.2 Gross Margin 8.4 14.2 16.7 27.5 (a) Revenues related to land sales at the joint venture are recognized on a percentage of completion basis as The Summit follows the private company timeline for implementation of ASU 2014-09, Revenues from Contracts with Customers (Topic 606) and will adopt by the end of 2019. Investments in real estate and other affiliates that are reported in accordance with the equity and cost methods are as follows: Economic/Legal Ownership Carrying Value Share of Earnings/Dividends Share of Earnings/Dividends June 30, December 31, June 30, December 31, Three Months Ended June 30, Six Months Ended June 30, ($ in thousands) 2019 2018 2019 2018 2019 2018 2019 2018 Equity Method Investments Operating Assets: The Metropolitan Downtown Columbia (a) 50 % 50 % $ — $ — $ 123 $ 204 $ 306 $ 284 Stewart Title of Montgomery County, TX 50 % 50 % 3,842 3,920 170 145 272 227 Woodlands Sarofim #1 20 % 20 % 2,811 2,760 31 16 51 36 m.flats/TEN.M 50 % 50 % 3,236 4,701 (279 ) (1,367 ) (1,500 ) (2,304 ) Master Planned Communities: The Summit (b) — % — % 83,767 72,171 6,499 14,100 14,336 25,228 Seaport District: Mr. C Seaport 35 % 35 % 8,547 8,721 (451 ) (240 ) (1,083 ) (240 ) Bar Wayō (Momofuku) (b) — % — % 5,306 — — — — — Strategic Developments: Circle T Ranch and Power Center 50 % 50 % 6,281 5,989 256 3,436 291 3,436 HHMK Development 50 % 50 % 10 10 — — — — KR Holdings 50 % 50 % 165 159 5 4 7 676 113,965 98,431 6,354 16,298 12,680 27,343 Cost method investments 3,856 3,856 — 1 3,625 3,342 Investment in real estate and other affiliates $ 117,821 $ 102,287 $ 6,354 $ 16,299 $ 16,305 $ 30,685 (a) The Metropolitan Downtown Columbia was in a deficit position of $4.0 million and $3.8 million at June 30, 2019 and December 31, 2018 , respectively, due to distributions from operating cash flows in excess of basis. These deficit balances are presented in Accounts payable and accrued expenses at June 30, 2019 and December 31, 2018 . (b) Please refer to the discussion below for a description of the joint venture ownership structure. |
OTHER ASSETS AND LIABILITIES (T
OTHER ASSETS AND LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
OTHER ASSETS AND LIABILITIES | |
Summary of the significant components of prepaid expenses and other assets | The following table summarizes the significant components of Prepaid expenses and other assets: June 30, December 31, (In thousands) 2019 2018 Condominium inventory $ 62,039 $ 198,352 Straight-line rent 53,692 50,493 Intangibles 33,615 33,955 Special Improvement District receivables 18,091 18,838 Security and escrow deposits 17,960 17,670 Prepaid expenses 15,669 16,981 Equipment, net of accumulated depreciation of $9.2 million and $8.3 million, respectively 14,707 15,543 Other 10,233 18,429 Tenant incentives and other receivables 8,398 8,745 TIF receivable 5,820 2,470 In-place leases 4,923 6,539 Food and beverage and lifestyle inventory 3,353 1,935 Above-market tenant leases 790 1,044 Federal income tax receivable 200 2,000 Interest rate swap derivative assets — 346 Below-market ground leases — 18,296 Prepaid expenses and other assets, net $ 249,490 $ 411,636 |
Summary of the significant components of accounts payable and accrued expenses | The following table summarizes the significant components of Accounts payable and accrued expenses: June 30, December 31, (In thousands) 2019 2018 Construction payables $ 300,014 $ 258,749 Condominium deposit liabilities 158,164 263,636 Deferred income 54,102 42,734 Interest rate swap derivative liabilities 40,848 16,517 Tenant and other deposits 33,032 20,893 Accounts payable and accrued expenses 26,928 38,748 Accrued payroll and other employee liabilities 26,281 42,591 Accrued interest 22,933 23,080 Accrued real estate taxes 20,541 26,171 Other 14,920 29,283 Straight-line ground rent liability — 16,870 Accounts payable and accrued expenses $ 697,763 $ 779,272 |
MORTGAGES, NOTES AND LOANS PA_2
MORTGAGES, NOTES AND LOANS PAYABLE, NET (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Summary of mortgages, notes and loans payable | Mortgages, notes and loans payable, net are summarized as follows: June 30, December 31, (In thousands) 2019 2018 Fixed-rate debt: Unsecured 5.375% Senior Notes $ 1,000,000 $ 1,000,000 Secured mortgages, notes and loans payable 889,654 648,707 Special Improvement District bonds 14,511 15,168 Variable-rate debt: Mortgages, notes and loans payable (a) 1,561,549 1,551,336 Unamortized bond issuance costs (5,678 ) (6,096 ) Unamortized deferred financing costs (37,546 ) (27,902 ) Total mortgages, notes and loans payable, net $ 3,422,490 $ 3,181,213 (a) As more fully described in Note 8 - Derivative Instruments and Hedging Activities , as of June 30, 2019 and December 31, 2018 , $615.0 million of variable‑rate debt has been swapped to a fixed rate for the term of the related debt. An additional $55.0 million and $50.0 million of variable-rate debt was subject to interest rate collars as of June 30, 2019 and December 31, 2018 , respectively, and $75.0 million of variable-rate debt was capped at a maximum interest rate as of June 30, 2019 and December 31, 2018 . |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of assets and liabilities measured on a recurring basis | The following table presents the fair value measurement hierarchy levels required under ASC 820 for each of the Company's assets and liabilities that are measured at fair value on a recurring basis: June 30, 2019 December 31, 2018 Fair Value Measurements Using Fair Value Measurements Using (In thousands) Total Quoted Prices Significant Significant Total Quoted Prices Significant Significant Assets: Interest rate derivative assets $ — $ — $ — $ — $ 346 $ — $ 346 $ — Liabilities: Interest rate derivative liabilities 40,848 — 40,848 — 16,517 — 16,517 — |
Summary of assets and liabilities that were measured at fair value on a non-recurring basis | The estimated fair values of the Company's financial instruments that are not measured at fair value on a recurring basis are as follows: June 30, 2019 December 31, 2018 (In thousands) Fair Value Carrying Estimated Carrying Estimated Assets: Cash and restricted cash Level 1 $ 848,600 $ 848,600 $ 724,215 $ 724,215 Accounts receivable, net (a) Level 3 19,980 19,980 12,589 12,589 Notes receivable, net (b) Level 3 300 300 4,694 4,694 Liabilities: Fixed-rate debt (c) Level 2 1,904,165 1,933,715 1,663,875 1,608,635 Variable-rate debt (c) Level 2 1,561,549 1,561,549 1,551,336 1,551,336 (a) Accounts receivable, net is shown net of an allowance of $10.0 million and $10.7 million at June 30, 2019 and December 31, 2018 , respectively. (b) Notes receivable, net is shown net of an allowance of $0.1 million at June 30, 2019 and December 31, 2018 . (c) Excludes related unamortized financing costs. |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of fair value of the Company's derivative financial instruments | The following table summarizes certain terms of the Company's derivative contracts: Fixed Fair Value Asset (Liability) Notional Interest Effective Maturity June 30, December 31, (In thousands) Balance Sheet Location Amount Rate (a) Date Date 2019 2018 Derivative instruments not designated as hedging instruments: Interest rate cap (b) Prepaid expenses and other assets, net $ 75,000 5.00 % 9/1/2017 8/31/2019 $ — $ — Interest rate cap (b) (c) Prepaid expenses and other assets, net 230,000 2.50 % 12/22/2016 12/23/2019 — 333 Derivative instruments designated as hedging instruments: Interest rate collar (d) (e) Prepaid expenses and other assets, net 51,592 1.50% - 2.50% 7/1/2018 5/1/2019 — 13 Interest rate collar (d) Accounts payable and accrued expenses 193,967 2.00% - 3.00% 5/1/2019 5/1/2020 (276 ) (37 ) Interest rate collar (d) Accounts payable and accrued expenses 354,217 2.25% - 3.25% 5/1/2020 5/1/2021 (2,275 ) (730 ) Interest rate collar (d) Accounts payable and accrued expenses 381,404 2.75% - 3.50% 5/1/2021 4/30/2022 (4,415 ) (1,969 ) Interest rate swap (f) Accounts payable and accrued expenses 615,000 2.96 % 9/21/2018 9/18/2023 (32,206 ) (13,781 ) Interest rate swap (g) Accounts payable and accrued expenses 1,810 4.89 % 11/1/2019 1/1/2032 (1,676 ) — Total fair value derivative assets $ — $ 346 Total fair value derivative liabilities $ (40,848 ) $ (16,517 ) (a) These rates represent the strike rate on HHC's interest swaps, caps and collars. (b) There was no interest income included in the Condensed Consolidated Statements of Operations for the three months ended June 30, 2019 related to these contracts. Interest income of $0.2 million is included in the Condensed Consolidated Statements of Operations for the six months ended June 30, 2019 and the year ended December 31, 2018 related to these contracts. (c) The Company settled this Interest rate cap on February 1, 2019 . (d) On May 17, 2018 and May 18, 2018 , the Company entered into these interest rate collars which are designated as cash flow hedges. (e) On May 1, 2019 , the $51.6 million interest rate collar matured as scheduled. (f) Concurrent with the funding of the $615.0 million term loan on September 21, 2018 , the Company entered into this interest rate swap which is designated as a cash flow hedge. (g) Concurrent with the closing of the $35.5 million construction loan for 8770 New Trails on June 27, 2019 , the Company entered into this interest rate swap which is designated as a cash flow hedge. |
Summary of effect of the Company's derivative financial instruments on the Condensed Consolidated Statements of Operations | The tables below present the effect of the Company's derivative financial instruments on the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2019 and 2018 (in thousands): Amount of (Loss) Gain Recognized Amount of (Loss) Gain Recognized in AOCI on Derivative in AOCI on Derivative Three Months Ended June 30, Six Months Ended June 30, Derivatives in Cash Flow Hedging Relationships 2019 2018 2019 2018 Interest rate derivatives $ (13,016 ) $ 6,005 $ (18,832 ) $ 14,266 Amount of Gain Reclassified Amount of Gain Reclassified from AOCI into Operations from AOCI into Operations Three Months Ended June 30, Six Months Ended June 30, Location of Gain Reclassified from AOCI into Operations 2019 2018 2019 2018 Interest expense $ 92 $ 652 $ 220 $ 868 Total Interest Expense Presented Total Interest Expense Presented in the Results of Operations in which the in the Results of Operations in which the Effects of Cash Flow Hedges are Recorded Effects of Cash Flow Hedges are Recorded Three Months Ended June 30, Six Months Ended June 30, Interest Expense Presented in Results of Operations 2019 2018 2019 2018 Interest expense $ 24,203 $ 18,903 $ 47,529 $ 35,512 |
STOCK BASED PLANS (Tables)
STOCK BASED PLANS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of stock option plan activity | The following table summarizes the Company's stock option plan activity for the six months ended June 30, 2019 : Stock Options Weighted Average Exercise Price Stock Options outstanding at December 31, 2018 817,998 $ 105.06 Granted 21,500 105.37 Exercised (6,189 ) 64.93 Forfeited (10,600 ) 123.17 Expired (400 ) 116.56 Stock Options outstanding at June 30, 2019 822,309 $ 105.13 |
Summary of restricted stock activity | The following table summarizes restricted stock activity for the six months ended June 30, 2019 : Restricted Stock Weighted Average Grant Date Fair Value Restricted stock outstanding at December 31, 2018 406,544 $ 82.10 Granted 163,945 85.88 Vested (11,217 ) 133.43 Forfeited (19,913 ) 74.88 Restricted stock outstanding at June 30, 2019 539,359 $ 82.45 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Stockholders' Equity Note [Abstract] | |
Summary of AOCI | The following tables summarize changes in AOCI by component, all of which are presented net of tax: (In thousands) Balance as of March 31, 2018 $ (797 ) Other comprehensive income before reclassifications 6,054 Gain reclassified from accumulated other comprehensive loss to net income (652 ) Pension adjustment (2,010 ) Terminated swap amortization (80 ) Net current-period other comprehensive income 3,312 Balance as of June 30, 2018 $ 2,515 Balance as of March 31, 2019 $ (14,759 ) Other comprehensive loss before reclassifications (13,038 ) Gain reclassified from accumulated other comprehensive loss to net income (92 ) Terminated swap amortization (653 ) Net current-period other comprehensive loss (13,783 ) Balance as of June 30, 2019 $ (28,542 ) |
Summary of the amounts reclassified out of AOCI | The following table summarizes the amounts reclassified out of AOCI: Amounts reclassified from Accumulated Other Comprehensive Income (Loss) Amounts reclassified from (In thousands) Three Months Ended June 30, Six Months Ended June 30, Affected line items in the Accumulated Other Comprehensive Income (Loss) Components 2019 2018 2019 2018 Statements of Operations (Gains) losses on cash flow hedges $ (116 ) $ (825 ) $ (278 ) $ (1,099 ) Interest expense Interest rate swap contracts 24 173 58 231 Provision for income taxes Total reclassifications of (income) loss for the period $ (92 ) $ (652 ) $ (220 ) $ (868 ) Net of tax |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Summary of EPS calculations | Information related to the Company's EPS calculations is summarized as follows: Three Months Ended June 30, Six Months Ended June 30, (In thousands, except per share amounts) 2019 2018 2019 2018 Basic EPS: Numerator: Net income (loss) $ 13,328 $ (5,879 ) $ 45,253 $ (4,045 ) Net loss attributable to noncontrolling interests 149 791 45 431 Net income (loss) attributable to common stockholders $ 13,477 $ (5,088 ) $ 45,298 $ (3,614 ) Denominator: Weighted-average basic common shares outstanding 43,113 42,573 43,109 43,014 Diluted EPS: Numerator: Net income attributable to common stockholders $ 13,477 $ (5,088 ) $ 45,298 $ (3,614 ) Denominator: Weighted-average basic common shares outstanding 43,113 42,573 43,109 43,014 Restricted stock and stock options 158 212 154 215 Warrants — 157 — 157 Weighted-average diluted common shares outstanding 43,271 42,942 43,263 43,386 Basic income per share: $ 0.31 $ (0.12 ) $ 1.05 $ (0.08 ) Diluted income per share: $ 0.31 $ (0.12 ) $ 1.05 $ (0.08 ) |
REVENUE (Tables)
REVENUE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue disaggregated by revenue source | The following table presents the Company's revenues disaggregated by revenue source: Three Months Ended Six Months Ended (In thousands) June 30, 2019 June 30, 2018 June 30, 2019 June 30, 2018 Revenues From contracts with customers Recognized at a point in time: Condominium rights and unit sales $ 235,622 $ 20,885 $ 433,932 $ 31,722 Master Planned Communities land sales 58,321 52,432 99,633 98,997 Hospitality revenues 25,576 22,569 48,505 45,630 Builder price participation 9,369 5,628 14,564 10,709 Total revenue from contracts with customers 328,888 101,514 596,634 187,058 Recognized at a point in time and/or over time: Other land revenues 5,569 4,712 10,298 8,843 Other rental and property revenues 28,629 12,020 42,450 21,869 Total other income 34,198 16,732 52,748 30,712 Rental and other income (lease-related revenues) Minimum rents 54,718 50,509 108,804 99,912 Tenant recoveries 13,512 12,250 27,020 25,002 Total rental income 68,230 62,759 135,824 124,914 Total revenues $ 431,316 $ 181,005 $ 785,206 $ 342,684 Revenues by segment Operating Assets revenues $ 109,219 $ 88,808 $ 201,172 $ 176,555 Seaport District revenues 12,891 4,500 19,921 8,011 Master Planned Communities revenues 72,859 62,765 123,755 118,530 Strategic Developments revenues 236,347 24,932 440,358 39,588 Total revenues $ 431,316 $ 181,005 $ 785,206 $ 342,684 |
Contract with customer, asset and liability | The beginning and ending balances of contract assets and liabilities and significant activity during the period is as follows: Contract Contract (In thousands) Assets Liabilities Balance as of January 1, 2018 $ — $ 179,179 Consideration earned during the period (35,834 ) (308,898 ) Consideration received during the period 35,834 426,215 Balance as of December 31, 2018 — 296,496 Consideration earned during the period — (410,322 ) Consideration received during the period — 322,771 Balance as of June 30, 2019 $ — $ 208,945 |
Remaining performance obligation, expected timing of satisfaction | The Company expects to recognize this amount as revenue over the following periods: (In thousands) Less than 1 year 1-2 years 3 years and thereafter Total remaining unsatisfied performance obligations $ 296,426 $ 17,290 $ 814,334 |
SEGMENTS (Tables)
SEGMENTS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Summary of segment operating results | Segment operating results are as follows: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2019 2018 2019 2018 Operating Assets Segment EBT Total revenues $ 109,219 $ 88,808 $ 201,172 $ 176,555 Total operating expenses (48,727 ) (40,988 ) (91,639 ) (82,999 ) Segment operating income 60,492 47,820 109,533 93,556 Depreciation and amortization (28,938 ) (24,198 ) (56,046 ) (47,558 ) Interest expense, net (20,059 ) (17,308 ) (39,050 ) (33,995 ) Other income, net 1,088 71 1,123 164 Equity in earnings from real estate and other affiliates 45 (1,000 ) 2,754 1,583 Segment EBT 12,628 5,385 18,314 13,750 MPC Segment EBT Total revenues 72,859 62,765 123,755 118,530 Total operating expenses (40,392 ) (37,003 ) (68,906 ) (73,371 ) Segment operating income 32,467 25,762 54,849 45,159 Depreciation and amortization (86 ) (86 ) (246 ) (167 ) Interest income, net 8,283 6,808 15,826 13,200 Other income, net 72 — 67 — Equity in earnings from real estate and other affiliates 6,499 14,100 14,336 25,228 Segment EBT 47,235 46,584 84,832 83,420 Seaport District Segment EBT Total revenues 12,891 4,500 19,921 8,011 Total operating expenses (17,972 ) (6,441 ) (32,405 ) (9,976 ) Segment operating loss (5,081 ) (1,941 ) (12,484 ) (1,965 ) Depreciation and amortization (6,753 ) (1,953 ) (12,946 ) (4,197 ) Interest (expense) income, net (1,924 ) 3,278 (3,456 ) 6,995 Other loss, net (61 ) — (147 ) — Equity in losses from real estate and other affiliates (451 ) (240 ) (1,083 ) (240 ) Loss on sale or disposal of real estate — — (6 ) — Segment EBT (14,270 ) (856 ) (30,122 ) 593 Strategic Developments Segment EBT Total revenues 236,347 24,932 440,358 39,588 Total operating expenses (224,711 ) (35,312 ) (371,014 ) (47,339 ) Segment operating income 11,636 (10,380 ) 69,344 (7,751 ) Depreciation and amortization (1,260 ) (1,113 ) (2,316 ) (2,178 ) Interest income, net 3,235 3,139 6,497 6,946 Other (loss) income, net (385 ) 164 310 373 Equity in earnings from real estate and other affiliates 261 3,440 298 4,112 Loss on sale or disposal of real estate (144 ) — (144 ) — Segment EBT 13,343 (4,750 ) 73,989 1,502 Consolidated Segment EBT Total revenues 431,316 181,005 785,206 342,684 Total operating expenses (331,802 ) (119,744 ) (563,964 ) (213,685 ) Segment operating income 99,514 61,261 221,242 128,999 Depreciation and amortization (37,037 ) (27,350 ) (71,554 ) (54,100 ) Interest expense, net (10,465 ) (4,083 ) (20,183 ) (6,854 ) Other income, net 714 235 1,353 537 Equity in earnings from real estate and other affiliates 6,354 16,300 16,305 30,683 Loss on sale or disposal of real estate (144 ) — (150 ) — Consolidated segment EBT 58,936 46,363 147,013 99,265 Corporate expenses and other items 45,608 52,242 101,760 103,310 Net income (loss) 13,328 (5,879 ) 45,253 (4,045 ) Net loss attributable to noncontrolling interests 149 791 45 431 Net income (loss) attributable to common stockholders $ 13,477 $ (5,088 ) $ 45,298 $ (3,614 ) |
Summary of assets by segment and the reconciliation of total segment assets to the total assets in the Condensed Consolidated Balance Sheets | The assets by segment and the reconciliation of total segment assets to the Total assets in the Condensed Consolidated Balance Sheets are summarized as follows: June 30, December 31, (In thousands) 2019 2018 Operating Assets $ 2,713,098 $ 2,562,257 Master Planned Communities 2,192,267 2,076,678 Seaport District 919,329 839,522 Strategic Developments 1,416,669 1,538,917 Total segment assets 7,241,363 7,017,374 Corporate and other 467,815 338,425 Total assets $ 7,709,178 $ 7,355,799 |
BASIS OF PERSENTATION AND ORGAN
BASIS OF PERSENTATION AND ORGANIZATION (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets, net | $ 71,176 | $ 0 | |
Operating lease obligations | $ 71,125 | $ 0 | |
Accounting Standards Update 2016-02 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Operating lease right-of-use assets, net | $ 73,100 | ||
Operating lease obligations | $ 72,000 |
ACCOUNTING POLICIES AND PRONO_4
ACCOUNTING POLICIES AND PRONOUNCEMENTS (Narrative) (Details) | 6 Months Ended |
Jun. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Lease termination period | 1 year |
Average remaining term of lease | 4 years |
Minimum | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Operating leases remaining lease term | 1 year |
Lease renewal term | 2 years |
Maximum | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Operating leases remaining lease term | 54 years |
Lease renewal term | 40 years |
ACCOUNTING POLICIES AND PRONO_5
ACCOUNTING POLICIES AND PRONOUNCEMENTS (Lease Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Assets: | ||
Operating lease right-of-use assets, net | $ 71,176 | $ 0 |
Liabilities: | ||
Operating lease obligations | $ 71,125 | $ 0 |
ACCOUNTING POLICIES AND PRONO_6
ACCOUNTING POLICIES AND PRONOUNCEMENTS (Lease Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Accounting Policies [Abstract] | ||
Operating lease cost | $ 2,312 | $ 4,677 |
Variable lease costs | 331 | 508 |
Sublease income | 0 | 0 |
Net lease cost | $ 2,643 | $ 5,185 |
ACCOUNTING POLICIES AND PRONO_7
ACCOUNTING POLICIES AND PRONOUNCEMENTS (Lease Liability Maturity) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Operating Lease | ||
2019 (excluding the six months ended June 30, 2019) | $ 3,028 | |
2020 | 7,272 | |
2021 | 7,111 | |
2022 | 6,373 | |
2023 | 6,389 | |
Thereafter | 273,287 | |
Total lease payments | 303,460 | |
Less: imputed interest | (232,335) | |
Present value of lease liabilities | $ 71,125 | $ 0 |
ACCOUNTING POLICITES AND PRONOU
ACCOUNTING POLICITES AND PRONOUNCEMENTS (Cash Flows) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Accounting Policies [Abstract] | |
Operating cash flows from operating leases | $ 3,641 |
ACCOUNTING POLICIES AND PRONO_8
ACCOUNTING POLICIES AND PRONOUNCEMENTS (Other Information) (Details) | Jun. 30, 2019 |
Weighted-average remaining lease term (years) | |
Operating leases | 36 years 10 months 24 days |
Weighted-average discount rate | |
Operating leases | 7.70% |
ACCOUNTING POLICIES AND PRONO_9
ACCOUNTING POLICIES AND PRONOUNCEMENTS ACCOUNTING POLICIES AND PRONOUNCEMENTS (Minimum Rent Payments Received) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019USD ($) | Jun. 30, 2019USD ($) | |
Accounting Policies [Abstract] | ||
Total Minimum Rent Payments | $ 53,736 | $ 106,590 |
2019 (excluding the six months ended June 30, 2019) | 94,483 | 94,483 |
2020 | 191,409 | 191,409 |
2021 | 203,964 | 203,964 |
2022 | 211,000 | 211,000 |
2023 | 198,087 | 198,087 |
Thereafter | 1,351,947 | 1,351,947 |
Total | $ 2,250,890 | $ 2,250,890 |
REAL ESTATE AND OTHER AFFILIA_3
REAL ESTATE AND OTHER AFFILIATES (Summary of Investments in Real Estate and Other Affiliates) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Investment in Real Estate and Other Affiliates | |||||
Carrying Value | $ 117,821 | $ 117,821 | $ 102,287 | ||
Share of Earnings/Dividends | 6,354 | $ 16,299 | 16,305 | $ 30,685 | |
Cost method investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Carrying Value | 3,856 | 3,856 | 3,856 | ||
Share of Earnings/Dividends | 0 | 1 | 3,625 | 3,342 | |
Accounts payable and accrued expenses | The Metropolitan Downtown Columbia | |||||
Investment in Real Estate and Other Affiliates | |||||
Investment deficit position | $ 4,000 | $ 4,000 | $ 3,800 | ||
Operating Assets | The Metropolitan Downtown Columbia | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | ||
Carrying Value | $ 0 | $ 0 | $ 0 | ||
Share of Earnings/Dividends | $ 123 | 204 | $ 306 | 284 | |
Operating Assets | Stewart Title of Montgomery County, TX | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | ||
Carrying Value | $ 3,842 | $ 3,842 | $ 3,920 | ||
Share of Earnings/Dividends | $ 170 | 145 | $ 272 | 227 | |
Operating Assets | Woodlands Sarofim 1 | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 20.00% | 20.00% | 20.00% | ||
Carrying Value | $ 2,811 | $ 2,811 | $ 2,760 | ||
Share of Earnings/Dividends | $ 31 | 16 | $ 51 | 36 | |
Operating Assets | m.flats/TEN.M | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | ||
Carrying Value | $ 3,236 | $ 3,236 | $ 4,701 | ||
Share of Earnings/Dividends | $ (279) | (1,367) | $ (1,500) | (2,304) | |
Master Planned Communities | The Summit | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 0.00% | 0.00% | 0.00% | ||
Carrying Value | $ 83,767 | $ 83,767 | $ 72,171 | ||
Share of Earnings/Dividends | $ 6,499 | 14,100 | $ 14,336 | 25,228 | |
Seaport District | Mr. C Seaport | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 35.00% | 35.00% | 35.00% | ||
Carrying Value | $ 8,547 | $ 8,547 | $ 8,721 | ||
Share of Earnings/Dividends | $ (451) | (240) | $ (1,083) | (240) | |
Seaport District | Bar Wayo (Momofuku) | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 0.00% | 0.00% | 0.00% | ||
Carrying Value | $ 5,306 | $ 5,306 | $ 0 | ||
Share of Earnings/Dividends | 0 | 0 | 0 | 0 | |
Strategic Developments | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Carrying Value | 113,965 | 113,965 | $ 98,431 | ||
Share of Earnings/Dividends | $ 6,354 | 16,298 | $ 12,680 | 27,343 | |
Strategic Developments | Circle T Ranch and Power Center | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | ||
Carrying Value | $ 6,281 | $ 6,281 | $ 5,989 | ||
Share of Earnings/Dividends | $ 256 | 3,436 | $ 291 | 3,436 | |
Strategic Developments | HHMK Development | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | ||
Carrying Value | $ 10 | $ 10 | $ 10 | ||
Share of Earnings/Dividends | $ 0 | 0 | $ 0 | 0 | |
Strategic Developments | KR Holdings | Equity Method Investments | |||||
Investment in Real Estate and Other Affiliates | |||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | ||
Carrying Value | $ 165 | $ 165 | $ 159 | ||
Share of Earnings/Dividends | $ 5 | $ 4 | $ 7 | $ 676 |
REAL ESTATE AND OTHER AFFILIA_4
REAL ESTATE AND OTHER AFFILIATES (Narrative) (Details) | May 23, 2019USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2016 | Mar. 31, 2015USD ($)item | Jun. 30, 2019USD ($)entity | Dec. 31, 2018USD ($)entity |
Real Estate and Other Affiliates | ||||||
Investment in real estate and other affiliates | $ 117,821,000 | $ 102,287,000 | ||||
Number of variable interest entities in which entity is primary beneficiary | entity | 3 | 6 | ||||
Carrying values of the assets associated with the operations of the consolidated VIEs | $ 296,000,000 | $ 190,600,000 | ||||
Carrying values of the liabilities associated with the operations of the consolidated VIEs | $ 65,900,000 | 99,800,000 | ||||
Bar Wavo | ||||||
Real Estate and Other Affiliates | ||||||
Preferred return on capital of cash distribution | 75.00% | |||||
Preferred return on capital | 10.00% | |||||
Joint venture real estate, percentage funded | 89.75% | |||||
Join venture real estate, remaining cash distribution percentage | 50.00% | |||||
USAA Joint Venture | ||||||
Real Estate and Other Affiliates | ||||||
Contribution of property | $ 33,600,000 | |||||
Fair value of property contributed | 85,000,000 | |||||
Joint venture capital obligations | $ 42,700,000 | |||||
Equity ownership in joint venture | 23.00% | |||||
Preferred return on capital | 9.00% | |||||
Ownership interest | 90.00% | |||||
The Summit | ||||||
Real Estate and Other Affiliates | ||||||
Preferred return on capital | 5.00% | |||||
Cash distribution entitlement by the joint venture | item | 2 | |||||
Equity Method Investments | The Summit | ||||||
Real Estate and Other Affiliates | ||||||
Contribution of property | $ 13,400,000 | |||||
SID bonds transferred to joint venture | 1,300,000 | |||||
Transaction value of land contributed to joint venture | 125,400,000 | |||||
Transactional value per acre of land contributed to joint venture | 226,000 | |||||
Maximum contribution required to joint venture by co-venturer | $ 30,000,000 | |||||
Unconsolidated Properties | ||||||
Real Estate and Other Affiliates | ||||||
Secured debt real estate affiliates | $ 209,200,000 | |||||
Share of entity in secured debt | $ 100,200,000 | |||||
USAA | USAA Joint Venture | ||||||
Real Estate and Other Affiliates | ||||||
Capital contribution to joint venture | $ 178,400,000 | $ 64,000,000 | ||||
Joint venture capital obligations | $ 8,800,000 | $ 105,600,000 | ||||
Preferred return on capital | 9.00% | |||||
Ownership interest | 10.00% | |||||
Preferred return on capital of cash distribution | 11.11% | |||||
Seaport District | Equity Method Investments | Mr. C Seaport | ||||||
Real Estate and Other Affiliates | ||||||
Investment in real estate and other affiliates | $ 8,547,000 | 8,721,000 | ||||
Seaport District | Equity Method Investments | Bar Wavo | ||||||
Real Estate and Other Affiliates | ||||||
Investment in real estate and other affiliates | $ 5,306,000 | $ 0 | ||||
Wacker110 N | Operating Assets | ||||||
Real Estate and Other Affiliates | ||||||
Recourse percentage | 18.00% | |||||
Facility amount | $ 9,900,000 | |||||
Momofuku | Bar Wavo | ||||||
Real Estate and Other Affiliates | ||||||
Preferred return on capital of cash distribution | 25.00% | |||||
Joint venture real estate, percentage funded | 10.25% |
REAL ESTATE AND OTHER AFFILIA_5
REAL ESTATE AND OTHER AFFILIATES (Relevant Financial Information) (Details) - The Summit - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Real Estate and Other Affiliates | |||||
Total Assets | $ 222.5 | $ 222.5 | $ 218.9 | ||
Total Liabilities | 136.6 | 136.6 | 144.6 | ||
Total Equity | 85.9 | 85.9 | $ 74.3 | ||
Revenues | 27.7 | $ 37.5 | 58.2 | $ 60.9 | |
Net income | 6.5 | 14.1 | 14.3 | 25.2 | |
Gross Margin | $ 8.4 | $ 14.2 | $ 16.7 | $ 27.5 |
IMPAIRMENT (Details)
IMPAIRMENT (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Asset Impairment Charges [Abstract] | |||
Impairment on real estate | $ 0 | $ 0 | $ 0 |
OTHER ASSETS AND LIABILITIES (D
OTHER ASSETS AND LIABILITIES (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Prepaid Expenses and Other Assets | ||
Condominium inventory | $ 62,039 | $ 198,352 |
Straight-line rent | 53,692 | 50,493 |
Intangibles | 33,615 | 33,955 |
Security and escrow deposits | 17,960 | 17,670 |
Prepaid expenses | 15,669 | 16,981 |
Equipment, net of accumulated depreciation of $9.2 million and $8.3 million, respectively | 14,707 | 15,543 |
Other | 10,233 | 18,429 |
Tenant incentives and other receivables | 8,398 | 8,745 |
TIF receivable | 5,820 | 2,470 |
Food and beverage and lifestyle inventory | 3,353 | 1,935 |
Federal income tax receivable | 200 | 2,000 |
Interest rate swap derivative assets | 0 | 346 |
Prepaid expenses and other assets, net | 249,490 | 411,636 |
Accumulated depreciation on other equipment | 9,200 | 8,300 |
Decrease in prepaid expenses and other assets | 162,100 | |
Decrease in condominium inventory | 136,300 | |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Construction payables | 300,014 | 258,749 |
Condominium deposit liabilities | 158,164 | 263,636 |
Deferred income | 54,102 | 42,734 |
Interest rate swap derivative liabilities | 40,848 | 16,517 |
Tenant and other deposits | 33,032 | 20,893 |
Accounts payable and accrued expenses | 26,928 | 38,748 |
Accrued payroll and other employee liabilities | 26,281 | 42,591 |
Accrued interest | 22,933 | 23,080 |
Accrued real estate taxes | 20,541 | 26,171 |
Other | 14,920 | 29,283 |
Straight-line ground rent liability | 16,870 | |
Accounts payable and accrued expenses | 697,763 | 779,272 |
Decrease in accounts payable and accrued expenses | 81,500 | |
Decrease in condominium deposits liability | 105,500 | |
Increase in construction payables | 41,300 | |
Increase in interest rate swap derivative liabilities | 24,300 | |
Decrease in accrued payroll and other employee liabilities | 16,300 | |
Decrease in straight-line ground rent liability | 16,900 | |
In-place leases | ||
Prepaid Expenses and Other Assets | ||
Net carrying amount | 4,923 | 6,539 |
Above-market tenant leases | ||
Prepaid Expenses and Other Assets | ||
Net carrying amount | 790 | 1,044 |
Decrease in below-market ground leases | 18,300 | |
Below-market ground leases | ||
Prepaid Expenses and Other Assets | ||
Special Improvement District receivables | 18,091 | 18,838 |
Net carrying amount | $ 0 | $ 18,296 |
MORTGAGES, NOTES AND LOANS PA_3
MORTGAGES, NOTES AND LOANS PAYABLE, NET (Summary of Mortgages, Notes and Loans Payable) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Mortgages, notes and loans payable | $ 1,561,549 | $ 1,551,336 |
Unamortized bond issuance costs | (5,678) | (6,096) |
Unamortized deferred financing costs | (37,546) | (27,902) |
Total mortgages, notes and loans payable | 3,422,490 | 3,181,213 |
Unsecured 5.375% Senior Notes | ||
Debt Instrument [Line Items] | ||
Fixed-rate debt: | $ 1,000,000 | 1,000,000 |
Interest rate (as a percent) | 5.375% | |
Secured mortgages, notes and loans payable | ||
Debt Instrument [Line Items] | ||
Fixed-rate debt: | $ 889,654 | 648,707 |
Amount of variable-rate debt swapped to fixed rate | 615,000 | 615,000 |
Special Improvement District bonds | ||
Debt Instrument [Line Items] | ||
Fixed-rate debt: | 14,511 | 15,168 |
Secured mortgages, notes and loans payable | Interest Rate Collar | ||
Debt Instrument [Line Items] | ||
Mortgages, notes and loans payable | 55,000 | 50,000 |
Secured mortgages, notes and loans payable | Interest Rate Cap | ||
Debt Instrument [Line Items] | ||
Mortgages, notes and loans payable | $ 75,000 | $ 75,000 |
MORTGAGES, NOTES AND LOANS PA_4
MORTGAGES, NOTES AND LOANS PAYABLE, NET (Narrative) (Details) | Aug. 06, 2019USD ($) | Jun. 27, 2019USD ($) | Jun. 20, 2019USD ($) | Jun. 06, 2019USD ($) | Jun. 05, 2019USD ($) | Jun. 03, 2019USD ($) | May 23, 2019USD ($) | May 22, 2019USD ($) | May 17, 2019USD ($) | Apr. 09, 2019USD ($) | Mar. 12, 2019USD ($) | Feb. 28, 2019USD ($)extention_option | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) |
Mortgages, notes and loans payable | ||||||||||||||
Land, buildings and equipment and developments in progress pledged as collateral | $ 4,900,000,000 | |||||||||||||
Repayments of long-term debt | 163,555,000 | $ 41,573,000 | ||||||||||||
Summerlin | Special Improvement District bonds | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
New SIDs issued | 0 | |||||||||||||
Bond obligation | $ 100,000 | |||||||||||||
8770 New Trails | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Term of extension option | 127 months | |||||||||||||
8770 New Trails | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 35,500,000 | |||||||||||||
8770 New Trails | Construction Loans | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Interest rate margin (as a percent) | 2.45% | |||||||||||||
Seaport District | Term Loan | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 250,000,000 | |||||||||||||
Interest rate (as a percent) | 6.10% | |||||||||||||
Seaport District | Term Loan | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Interest rate margin (as a percent) | 4.10% | |||||||||||||
Debt instrument, LIBOR cap | 2.30% | |||||||||||||
Debt instrument, LIBOR floor | 0.00% | |||||||||||||
A'ali'i | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Term of extension option | 1 year | |||||||||||||
A'ali'i | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 293,700,000 | |||||||||||||
A'ali'i | Construction Loans | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Interest rate margin (as a percent) | 3.10% | |||||||||||||
Ke Kilohana | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Repayments of long-term debt | $ 142,700,000 | |||||||||||||
Long-term line of credit | $ 121,700,000 | |||||||||||||
250 Water Street | Mortgages | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Repayments of long-term debt | $ 30,000,000 | |||||||||||||
Facility amount | $ 99,700,000 | |||||||||||||
Wacker110 N | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Joint venture debt guaranteed | $ 100,600,000 | $ 92,300,000 | ||||||||||||
Increase in joint venture debt guaranteed | 46,300,000 | |||||||||||||
Wacker110 N | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 558,900,000 | $ 512,600,000 | ||||||||||||
Mr. C Seaport | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 41,000,000 | |||||||||||||
Term of extension option | 6 months | |||||||||||||
Mr. C Seaport | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Interest rate margin (as a percent) | 4.50% | |||||||||||||
Hhc242 Self Storage Facility | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Long-term line of credit | $ 5,500,000 | |||||||||||||
Hhc242 Self Storage Facility | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Term of extension option | 1 year | |||||||||||||
Hhc2978 Self Storage Facility | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Long-term line of credit | $ 5,400,000 | |||||||||||||
Hhc2978 Self Storage Facility | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Term of extension option | 1 year | |||||||||||||
Creekside Park West | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 18,000,000 | |||||||||||||
Term of extension option | 1 year | |||||||||||||
Creekside Park West | Construction Loans | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Interest rate margin (as a percent) | 2.25% | |||||||||||||
Resort And Conference Center | Mortgages | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 62,500,000 | |||||||||||||
Term of extension option | 1 year | |||||||||||||
Number of extension options | extention_option | 2 | |||||||||||||
Resort And Conference Center | Mortgages | London Interbank Offered Rate (LIBOR) | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Effective interest rate | 2.50% | |||||||||||||
Subsequent Event | Millennium Phase III Apartments | Construction Loans | ||||||||||||||
Mortgages, notes and loans payable | ||||||||||||||
Loan amount | $ 30,700,000 | |||||||||||||
Interest rate margin (as a percent) | 1.75% | |||||||||||||
Term of extension option | 1 year |
FAIR VALUE (Assets and Liabilit
FAIR VALUE (Assets and Liabilities Measured on a Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Liabilities: | ||
Interest rate derivative liabilities | $ 40,848 | $ 16,517 |
Interest rate derivatives | ||
Assets: | ||
Interest rate derivative assets | 0 | 346 |
Liabilities: | ||
Interest rate derivative liabilities | 40,848 | 16,517 |
Interest rate derivatives | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Interest rate derivative assets | 0 | 0 |
Liabilities: | ||
Interest rate derivative liabilities | 0 | 0 |
Interest rate derivatives | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Interest rate derivative assets | 0 | 346 |
Liabilities: | ||
Interest rate derivative liabilities | 40,848 | 16,517 |
Interest rate derivatives | Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Interest rate derivative assets | 0 | 0 |
Liabilities: | ||
Interest rate derivative liabilities | $ 0 | $ 0 |
FAIR VALUE (Assets and Liabil_2
FAIR VALUE (Assets and Liabilities Not Measured at Fair Value) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Assets: | ||||
Cash and restricted cash | $ 848,600 | $ 724,215 | $ 736,369 | $ 964,300 |
Liabilities: | ||||
Variable-rate debt (c) | 1,561,549 | 1,551,336 | ||
Allowance for doubtful accounts | 10,000 | 10,700 | ||
Allowance for notes receivable | 100 | 100 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Carrying Amount | ||||
Assets: | ||||
Cash and restricted cash | 848,600 | 724,215 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Estimated Fair Value | ||||
Assets: | ||||
Cash and restricted cash | 848,600 | 724,215 | ||
Significant Unobservable Inputs (Level 3) | Carrying Amount | ||||
Assets: | ||||
Accounts receivable, net (a) | 19,980 | 12,589 | ||
Notes receivable, net (b) | 300 | 4,694 | ||
Significant Unobservable Inputs (Level 3) | Estimated Fair Value | ||||
Assets: | ||||
Accounts receivable, net (a) | 19,980 | 12,589 | ||
Notes receivable, net (b) | 300 | 4,694 | ||
Significant Other Observable Inputs (Level 2) | Carrying Amount | ||||
Liabilities: | ||||
Fixed-rate debt (c) | 1,904,165 | 1,663,875 | ||
Variable-rate debt (c) | 1,561,549 | 1,551,336 | ||
Significant Other Observable Inputs (Level 2) | Estimated Fair Value | ||||
Liabilities: | ||||
Fixed-rate debt (c) | 1,933,715 | 1,608,635 | ||
Variable-rate debt (c) | $ 1,561,549 | $ 1,551,336 |
FAIR VALUE (Narrative) (Details
FAIR VALUE (Narrative) (Details) - Unsecured 5.375% Senior Notes | Jun. 30, 2019USD ($) |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Loan amount | $ 1,000,000,000 |
Interest rate (as a percent) | 5.375% |
DERIVATIVE INSTRUMENTS AND HE_3
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Narrative) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2019USD ($)derivative_instrument | Jun. 30, 2019USD ($)settled_derivativederivative_instrument | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)settled_derivative | |
Derivative [Line Items] | ||||
Payment received from derivative settlement | $ 0 | $ 9,390 | ||
Derivative liability fair value gross | $ 40,848 | $ 40,848 | $ 16,517 | |
Interest Rate Cap | ||||
Derivative [Line Items] | ||||
Interest rate swap agreements settled | settled_derivative | 1 | |||
Interest rate derivatives | ||||
Derivative [Line Items] | ||||
Interest rate swap agreements settled | settled_derivative | 4 | |||
Reduction in interest expense | 900 | $ 2,000 | ||
Credit Risk Contract | ||||
Derivative [Line Items] | ||||
Derivative liability fair value gross | 43,800 | 43,800 | $ 18,200 | |
Designated as Hedging Instrument | Interest Rate Cap | ||||
Derivative [Line Items] | ||||
Notional amount | $ 230,000 | 230,000 | ||
Payment received from derivative settlement | $ 200 | |||
Designated as Hedging Instrument | Interest rate derivatives | ||||
Derivative [Line Items] | ||||
Notional amount | 250,000 | |||
Payment received from derivative settlement | 15,800 | |||
Termination fee | 300 | |||
Derivatives deferred effective portion of fair value change | derivative_instrument | 3 | 3 | ||
Derivative change in fair value recognition period | 8 years 6 months | |||
Gain on derivative expected amount to be reclassified | $ 3,600 | $ 3,600 | ||
Fixed Interest Rate 2.96%, Maturing October 2019 | Designated as Hedging Instrument | Interest rate derivatives | ||||
Derivative [Line Items] | ||||
Notional amount | 18,900 | |||
Fixed Interest Rate 1.66%, Maturing May 2020 | Designated as Hedging Instrument | Interest rate derivatives | ||||
Derivative [Line Items] | ||||
Notional amount | 40,000 | |||
Derivative change in fair value recognition period | 2 years 2 months 12 days | |||
Fixed Interest Rate 1.14%, Maturing September 2021 | Designated as Hedging Instrument | Interest rate derivatives | ||||
Derivative [Line Items] | ||||
Notional amount | $ 119,400 | |||
Derivative change in fair value recognition period | 9 months 18 days |
DERIVATIVE INSTRUMENTS AND HE_4
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Summary of the Notional Amount and Fair Value of Derivatives) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 21, 2018 | |
Fair value of derivative instruments | ||||
Total fair value derivative assets | $ 0 | $ 0 | $ 346,000 | |
Total fair value derivative liabilities | (40,848,000) | (40,848,000) | (16,517,000) | |
Interest income | 0 | 200,000 | 200,000 | |
Interest Rate Cap | Derivative instruments designated as hedging instruments | ||||
Fair value of derivative instruments | ||||
Notional amount | 230,000,000 | 230,000,000 | ||
Interest Rate Cap | Derivative instruments not designated as hedging instruments | Prepaid expenses and other assets, net | Fixed Interest Rate 5.0 Maturing August 2019 | ||||
Fair value of derivative instruments | ||||
Notional amount | $ 75,000,000 | $ 75,000,000 | ||
Fixed interest rate | 5.00% | 5.00% | ||
Total fair value derivative assets | $ 0 | $ 0 | 0 | |
Interest Rate Cap | Derivative instruments not designated as hedging instruments | Prepaid expenses and other assets, net | Fixed Interest Rate 2.50%, Maturing December 2019 | ||||
Fair value of derivative instruments | ||||
Notional amount | $ 230,000,000 | $ 230,000,000 | ||
Fixed interest rate | 2.50% | 2.50% | ||
Total fair value derivative assets | $ 0 | $ 0 | 333,000 | |
Interest Rate Collar | Derivative instruments designated as hedging instruments | Prepaid expenses and other assets, net | Fixed Interest Rate 1.50% To 2.50%, Maturing May 2019 | ||||
Fair value of derivative instruments | ||||
Notional amount | 51,592,000 | 51,592,000 | ||
Total fair value derivative assets | 0 | 0 | 13,000 | |
Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.00% To 3.00%, Maturing May 2020 | ||||
Fair value of derivative instruments | ||||
Notional amount, liability | 193,967,000 | 193,967,000 | ||
Total fair value derivative liabilities | (276,000) | (276,000) | (37,000) | |
Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.25% To 3.25%, Maturing May 2021 | ||||
Fair value of derivative instruments | ||||
Notional amount, liability | 354,217,000 | 354,217,000 | ||
Total fair value derivative liabilities | (2,275,000) | (2,275,000) | (730,000) | |
Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.75% To 3.50%, Maturing April 2022 | ||||
Fair value of derivative instruments | ||||
Notional amount, liability | 381,404,000 | 381,404,000 | ||
Total fair value derivative liabilities | (4,415,000) | (4,415,000) | (1,969,000) | |
Interest rate derivatives | Derivative instruments designated as hedging instruments | ||||
Fair value of derivative instruments | ||||
Notional amount | 250,000,000 | |||
Interest rate derivatives | Derivative instruments designated as hedging instruments | Prepaid expenses and other assets, net | Fixed Interest Rate 4.89% Maturing January 2032 | ||||
Fair value of derivative instruments | ||||
Notional amount | $ 1,810,000 | $ 1,810,000 | ||
Fixed interest rate | 4.89% | 4.89% | ||
Total fair value derivative assets | $ (1,676,000) | $ (1,676,000) | 0 | |
Interest rate derivatives | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.96%, Maturing September 2023 | ||||
Fair value of derivative instruments | ||||
Notional amount, liability | $ 615,000,000 | $ 615,000,000 | ||
Fixed interest rate | 2.96% | 2.96% | ||
Total fair value derivative liabilities | $ (32,206,000) | $ (32,206,000) | $ (13,781,000) | |
Minimum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Prepaid expenses and other assets, net | Fixed Interest Rate 1.50% To 2.50%, Maturing May 2019 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 1.50% | 1.50% | ||
Minimum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.00% To 3.00%, Maturing May 2020 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 2.00% | 2.00% | ||
Minimum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.25% To 3.25%, Maturing May 2021 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 2.25% | 2.25% | ||
Minimum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.75% To 3.50%, Maturing April 2022 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 2.75% | 2.75% | ||
Maximum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Prepaid expenses and other assets, net | Fixed Interest Rate 1.50% To 2.50%, Maturing May 2019 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 2.50% | 2.50% | ||
Maximum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.00% To 3.00%, Maturing May 2020 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 3.00% | 3.00% | ||
Maximum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.25% To 3.25%, Maturing May 2021 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 3.25% | 3.25% | ||
Maximum | Interest Rate Collar | Derivative instruments designated as hedging instruments | Accounts payable and accrued expenses | Fixed Interest Rate 2.75% To 3.50%, Maturing April 2022 | ||||
Fair value of derivative instruments | ||||
Fixed interest rate | 3.50% | 3.50% | ||
Term Loan | $700 Million Loan Maturity September 2023 | ||||
Fair value of derivative instruments | ||||
Loan amount | $ 615,000,000 |
DERIVATIVE INSTRUMENTS AND HE_5
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Impact of Financial Instruments on Statement of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Effect of the Company's derivative financial instruments on the income statement | ||||
Total Interest Expense Presented in the Results of Operations in which the Effects of Cash Flow Hedges are Recorded | $ 24,203 | $ 18,903 | $ 47,529 | $ 35,512 |
Interest expense | ||||
Effect of the Company's derivative financial instruments on the income statement | ||||
Amount of Gain (Loss) Reclassified from AOCI into Operations | 92 | 652 | 220 | 868 |
Interest rate derivatives | ||||
Effect of the Company's derivative financial instruments on the income statement | ||||
Amount of Gain (Loss) Reclassified from AOCI into Operations | (900) | (2,000) | ||
Cash Flow Hedging | Interest rate derivatives | ||||
Effect of the Company's derivative financial instruments on the income statement | ||||
Amount of Gain (Loss) Recognized in AOCI on Derivative | $ (13,016) | $ 6,005 | $ (18,832) | $ 14,266 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Lessor, Lease, Description [Line Items] | |||||
Outstanding letters of credit | $ 15.4 | $ 15.4 | $ 15.3 | ||
Amount of outstanding surety bonds | 211.3 | 211.3 | $ 101.2 | ||
Rent expense | 2 | $ 2.3 | 4.1 | $ 5 | |
Guarantee Obligations | Downtown Columbia | |||||
Lessor, Lease, Description [Line Items] | |||||
Loss contingency guaranteed amount limit | $ 1 | $ 1 |
STOCK BASED PLANS (Summary of S
STOCK BASED PLANS (Summary of Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock Options | ||||
Stock options outstanding at the beginning of the period (in shares) | 817,998 | |||
Granted (in shares) | 21,500 | |||
Exercised (in shares) | (6,189) | |||
Forfeited (in shares) | (10,600) | |||
Expired (in shares) | (400) | |||
Stock options outstanding at the end of the period (in shares) | 822,309 | 822,309 | ||
Weighted Average Exercise Price | ||||
Stock options outstanding at the beginning of the period (in dollars per share) | $ 105.06 | |||
Granted (in dollars per share) | 105.37 | |||
Exercised (in dollars per share) | 64.93 | |||
Forfeited (in dollars per share) | 123.17 | |||
Expired (in dollars per share) | 116.56 | |||
Stock options outstanding at the end of the period (in dollars per share) | $ 105.13 | $ 105.13 | ||
Stock based compensation expense | $ 6,230 | $ 5,705 | ||
Stock Option | ||||
Weighted Average Exercise Price | ||||
Stock based compensation expense | $ 800 | $ 1,000 | 1,500 | 1,600 |
Share based compensation costs capitalized | $ 200 | $ 600 | $ 400 | $ 900 |
STOCK BASED PLANS (Summary of R
STOCK BASED PLANS (Summary of Restricted Stock Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Weighted Average Grant Date Fair Value | ||||
Stock based compensation expense | $ 6,230 | $ 5,705 | ||
Restricted Stock | ||||
Restricted stock activity | ||||
Restricted stock outstanding at the beginning of the period (in shares) | 406,544 | |||
Granted (in shares) | 163,945 | |||
Vested (in shares) | (11,217) | |||
Forfeited (in shares) | (19,913) | |||
Restricted stock outstanding at the end of the period (in shares) | 539,359 | 539,359 | ||
Weighted Average Grant Date Fair Value | ||||
Restricted stock outstanding at the beginning of the period (in dollars per share) | $ 82.10 | |||
Granted (in dollars per share) | 85.88 | |||
Vested (in shares) | 133.43 | |||
Forfeited (in dollars per share) | 74.88 | |||
Restricted stock outstanding at the end of the period (in dollars per share) | $ 82.45 | $ 82.45 | ||
Stock based compensation expense | $ 2,400 | $ 2,100 | $ 4,700 | 4,100 |
Share based compensation costs capitalized | $ 300 | $ 300 | $ 600 | $ 600 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate (as a percent) | 24.90% | 32.20% | 25.50% | 34.00% |
WARRANTS (Details)
WARRANTS (Details) - Management Warrants - USD ($) $ / shares in Units, $ in Millions | Oct. 07, 2016 | Oct. 04, 2017 | Jun. 16, 2017 |
Chief Financial Officer | |||
Class of Warrant or Right [Line Items] | |||
Number of shares called by warrants (in shares) | 50,125 | ||
Exercise price (in dollars per share) | $ 112.08 | ||
Proceeds from issuance of Management warrants | $ 1 | ||
Chief Executive Officer | |||
Class of Warrant or Right [Line Items] | |||
Number of shares called by warrants (in shares) | 1,965,409 | ||
Exercise price (in dollars per share) | $ 124.64 | ||
Total warrant price | $ 50 | ||
President | |||
Class of Warrant or Right [Line Items] | |||
Number of shares called by warrants (in shares) | 87,951 | ||
Exercise price (in dollars per share) | $ 117.01 | ||
Total warrant price | $ 2 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS (Summary of Changes in Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jan. 01, 2018 | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Balance at the beginning of the period | $ 3,307,473 | $ 3,079,363 | $ 3,238,126 | $ 3,188,551 | ||
Other comprehensive income before reclassifications | (13,038) | 6,054 | (18,905) | 14,325 | ||
Adjustment related to adoption of ASU 2018-02 | [1] | 0 | 0 | 0 | (1,148) | |
Adjustment related to adoption of ASU 2017-12 | $ (739) | |||||
Net current-period other comprehensive income (loss) | (13,783) | 3,312 | (20,416) | 9,480 | ||
Balance at the end of the period | 3,351,767 | 3,150,611 | 3,351,767 | 3,150,611 | ||
Total | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Balance at the beginning of the period | (14,759) | (797) | (8,126) | (6,965) | ||
Adjustment related to adoption of ASU 2018-02 | (1,148) | |||||
Balance at the end of the period | (28,542) | 2,515 | (28,542) | 2,515 | ||
Gain reclassified from accumulated other comprehensive loss to net income | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Reclassifications | (92) | (652) | (220) | (868) | ||
Gain reclassified from accumulated other comprehensive loss to net income | Terminated swap | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Reclassifications | $ (653) | (80) | $ (1,291) | (80) | ||
Pension adjustment | ||||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||||
Reclassifications | $ (2,010) | $ (2,010) | ||||
[1] | The Company adopted Accounting Standards Update ("ASU") 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income , as of January 1, 2018. |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE LOSS (Summary of Amounts Reclassified Out of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Reclassifications out of accumulated other comprehensive income (loss) | ||||
Interest expense | $ (24,203) | $ (18,903) | $ (47,529) | $ (35,512) |
Provision for (benefit from) income taxes | 4,473 | (2,417) | 15,489 | (1,859) |
Net income | (13,328) | 5,879 | (45,253) | 4,045 |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassifications out of accumulated other comprehensive income (loss) | ||||
Net income | (92) | (652) | (220) | (868) |
(Gains) losses on cash flow hedges | Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassifications out of accumulated other comprehensive income (loss) | ||||
Interest expense | (116) | (825) | (278) | (1,099) |
(Gains) losses on cash flow hedges | Interest rate swap contracts | Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassifications out of accumulated other comprehensive income (loss) | ||||
Provision for (benefit from) income taxes | $ 24 | $ 173 | $ 58 | $ 231 |
EARNINGS PER SHARE (Information
EARNINGS PER SHARE (Information Related to EPS Calculation) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Numerator: | ||||
Net income (loss) | $ 13,328 | $ (5,879) | $ 45,253 | $ (4,045) |
Net loss attributable to noncontrolling interests | 149 | 791 | 45 | 431 |
Net income (loss) attributable to common stockholders | $ 13,477 | $ (5,088) | $ 45,298 | $ (3,614) |
Denominator: | ||||
Weighted-average basic common shares outstanding (in shares) | 43,113 | 42,573 | 43,109 | 43,014 |
Numerator: | ||||
Net income attributable to common stockholders | $ 13,477 | $ (5,088) | $ 45,298 | $ (3,614) |
Denominator: | ||||
Weighted-average basic common shares outstanding (in shares) | 43,113 | 42,573 | 43,109 | 43,014 |
Restricted stock and stock options (in shares) | 158 | 212 | 154 | 215 |
Warrants (in shares) | 0 | 157 | 0 | 157 |
Weighted-average diluted common shares outstanding (in shares) | 43,271 | 42,942 | 43,263 | 43,386 |
Basic income per share: (in dollars per share) | $ 0.31 | $ (0.12) | $ 1.05 | $ (0.08) |
Diluted income per share: (in dollars per share) | $ 0.31 | $ (0.12) | $ 1.05 | $ (0.08) |
EARNINGS PER SHARE (Narrative)
EARNINGS PER SHARE (Narrative) (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Employees Directors and Consultants Stock Options | ||||
Antidilutive securities excluded from computation of diluted earnings per share | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 569,408 | 374,500 | 569,408 | 413,000 |
Restricted Stock | ||||
Antidilutive securities excluded from computation of diluted earnings per share | ||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 278,379 | 233,721 | 278,379 | 233,721 |
REVENUE (Schedule of Disaggrega
REVENUE (Schedule of Disaggregation of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Minimum rents | $ 54,718 | $ 108,804 | ||
Minimum rents | $ 50,509 | $ 99,912 | ||
Tenant recoveries | 13,512 | 27,020 | ||
Tenant recoveries | 12,250 | 25,002 | ||
Total rental income | 68,230 | 135,824 | ||
Total rental income | 62,759 | 124,914 | ||
Total revenues | 431,316 | 181,005 | 785,206 | 342,684 |
Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 328,888 | 101,514 | 596,634 | 187,058 |
Recognized at a point in time and/or over time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 34,198 | 16,732 | 52,748 | 30,712 |
Operating Assets | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 109,219 | 88,808 | 201,172 | 176,555 |
Master Planned Communities | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 12,891 | 4,500 | 19,921 | 8,011 |
Seaport District | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 72,859 | 62,765 | 123,755 | 118,530 |
Strategic Developments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 236,347 | 24,932 | 440,358 | 39,588 |
Condominium rights and unit sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 235,622 | 20,885 | 433,932 | 31,722 |
Condominium rights and unit sales | Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 235,622 | 20,885 | 433,932 | 31,722 |
Master Planned Communities land sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 58,321 | 52,432 | 99,633 | 98,997 |
Master Planned Communities land sales | Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 58,321 | 52,432 | 99,633 | 98,997 |
Hospitality revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 25,576 | 22,569 | 48,505 | 45,630 |
Hospitality revenues | Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 25,576 | 22,569 | 48,505 | 45,630 |
Builder price participation | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 9,369 | 5,628 | 14,564 | 10,709 |
Builder price participation | Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 9,369 | 5,628 | 14,564 | 10,709 |
Other land revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 5,569 | 4,712 | 10,298 | 8,843 |
Other land revenues | Recognized at a point in time and/or over time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 5,569 | 4,712 | 10,298 | 8,843 |
Other rental and property revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 28,629 | 12,020 | 42,450 | 21,869 |
Other rental and property revenues | Recognized at a point in time and/or over time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 28,629 | $ 12,020 | $ 42,450 | $ 21,869 |
REVENUE (Schedule of Contract w
REVENUE (Schedule of Contract with Customer, Asset and Liability) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Change In Contract With Customer, Asset [Roll Forward] | ||
Beginning balance | $ 0 | $ 0 |
Consideration earned during the period | 0 | (35,834) |
Consideration received during the period | 0 | 35,834 |
Ending balance | 0 | 0 |
Change In Contract With Customer, Liability [Roll Forward] | ||
Beginning balance | 296,496 | 179,179 |
Consideration earned during the period | (410,322) | (308,898) |
Consideration received during the period | 322,771 | 426,215 |
Ending balance | $ 208,945 | $ 296,496 |
REVENUE (Schedule of Remaining
REVENUE (Schedule of Remaining Unsatisfied Performance Obligations) (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation | $ 1,100,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-07-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation | $ 296,426 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation | $ 17,290 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation, expected timing of satisfaction period | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation | $ 814,334 |
SEGMENTS (Summary of Segment Op
SEGMENTS (Summary of Segment Operating Results) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2019USD ($)ft² | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)ft²segmentlocation | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($) | |
Segments reporting | |||||
Number of reportable segments | segment | 4 | ||||
Total revenues | $ 431,316 | $ 181,005 | $ 785,206 | $ 342,684 | |
Total operating expenses | (408,061) | (189,566) | (708,375) | (348,706) | |
Depreciation and amortization | (38,918) | (29,087) | (75,049) | (57,275) | |
Interest (expense) income, net | 0 | 200 | $ 200 | ||
Other (income) loss, net | 10,288 | 266 | 10,461 | 266 | |
Equity in (earnings) loss from real estate and other affiliates | 6,354 | 16,299 | 16,305 | 30,685 | |
Loss on sale or disposal of real estate | (144) | 0 | (150) | 0 | |
Segment EBT | 17,801 | (8,296) | 60,742 | (5,904) | |
Net income (loss) | 13,328 | (5,879) | 45,253 | (4,045) | |
Net loss attributable to noncontrolling interests | 149 | 791 | 45 | 431 | |
Net income (loss) attributable to common stockholders | 13,477 | (5,088) | 45,298 | (3,614) | |
Operating Assets | |||||
Segments reporting | |||||
Total revenues | 109,219 | 88,808 | 201,172 | 176,555 | |
Master Planned Communities | |||||
Segments reporting | |||||
Total revenues | $ 12,891 | 4,500 | $ 19,921 | 8,011 | |
Seaport District | |||||
Segments reporting | |||||
Area of real estate property (in sqft) | ft² | 450,000 | 450,000 | |||
Operating locations | location | 2 | ||||
Total revenues | $ 72,859 | 62,765 | $ 123,755 | 118,530 | |
Strategic Developments | |||||
Segments reporting | |||||
Total revenues | 236,347 | 24,932 | 440,358 | 39,588 | |
Operating Segments | |||||
Segments reporting | |||||
Total revenues | 431,316 | 181,005 | 785,206 | 342,684 | |
Total operating expenses | (331,802) | (119,744) | (563,964) | (213,685) | |
Segment operating income | 99,514 | 61,261 | 221,242 | 128,999 | |
Depreciation and amortization | (37,037) | (27,350) | (71,554) | (54,100) | |
Interest (expense) income, net | (10,465) | (4,083) | (20,183) | (6,854) | |
Other (income) loss, net | 714 | 235 | 1,353 | 537 | |
Equity in (earnings) loss from real estate and other affiliates | 6,354 | 16,300 | 16,305 | 30,683 | |
Loss on sale or disposal of real estate | (144) | 0 | (150) | 0 | |
Segment EBT | 58,936 | 46,363 | 147,013 | 99,265 | |
Operating Segments | Operating Assets | |||||
Segments reporting | |||||
Total revenues | 109,219 | 88,808 | 201,172 | 176,555 | |
Total operating expenses | (48,727) | (40,988) | (91,639) | (82,999) | |
Segment operating income | 60,492 | 47,820 | 109,533 | 93,556 | |
Depreciation and amortization | (28,938) | (24,198) | (56,046) | (47,558) | |
Interest (expense) income, net | (20,059) | (17,308) | (39,050) | (33,995) | |
Other (income) loss, net | 1,088 | 71 | 1,123 | 164 | |
Equity in (earnings) loss from real estate and other affiliates | 45 | (1,000) | 2,754 | 1,583 | |
Segment EBT | 12,628 | 5,385 | 18,314 | 13,750 | |
Operating Segments | Master Planned Communities | |||||
Segments reporting | |||||
Total revenues | 72,859 | 62,765 | 123,755 | 118,530 | |
Total operating expenses | (40,392) | (37,003) | (68,906) | (73,371) | |
Segment operating income | 32,467 | 25,762 | 54,849 | 45,159 | |
Depreciation and amortization | (86) | (86) | (246) | (167) | |
Interest (expense) income, net | 8,283 | 6,808 | 15,826 | 13,200 | |
Other (income) loss, net | 72 | 0 | 67 | 0 | |
Equity in (earnings) loss from real estate and other affiliates | 6,499 | 14,100 | 14,336 | 25,228 | |
Segment EBT | 47,235 | 46,584 | 84,832 | 83,420 | |
Operating Segments | Seaport District | |||||
Segments reporting | |||||
Total revenues | 12,891 | 4,500 | 19,921 | 8,011 | |
Total operating expenses | (17,972) | (6,441) | (32,405) | (9,976) | |
Segment operating income | (5,081) | (1,941) | (12,484) | (1,965) | |
Depreciation and amortization | (6,753) | (1,953) | (12,946) | (4,197) | |
Interest (expense) income, net | (1,924) | 3,278 | (3,456) | 6,995 | |
Other (income) loss, net | (61) | 0 | (147) | 0 | |
Equity in (earnings) loss from real estate and other affiliates | (451) | (240) | (1,083) | (240) | |
Loss on sale or disposal of real estate | 0 | 0 | (6) | 0 | |
Segment EBT | (14,270) | (856) | (30,122) | 593 | |
Operating Segments | Strategic Developments | |||||
Segments reporting | |||||
Total revenues | 236,347 | 24,932 | 440,358 | 39,588 | |
Total operating expenses | (224,711) | (35,312) | (371,014) | (47,339) | |
Segment operating income | 11,636 | (10,380) | 69,344 | (7,751) | |
Depreciation and amortization | (1,260) | (1,113) | (2,316) | (2,178) | |
Interest (expense) income, net | 3,235 | 3,139 | 6,497 | 6,946 | |
Other (income) loss, net | (385) | 164 | 310 | 373 | |
Equity in (earnings) loss from real estate and other affiliates | 261 | 3,440 | 298 | 4,112 | |
Loss on sale or disposal of real estate | (144) | 0 | (144) | 0 | |
Segment EBT | 13,343 | (4,750) | 73,989 | 1,502 | |
Corporate expenses and other items | |||||
Segments reporting | |||||
Corporate expenses and other items | $ 45,608 | $ 52,242 | $ 101,760 | $ 103,310 | |
Tin Building | Seaport District | |||||
Segments reporting | |||||
Area of real estate property (in sqft) | ft² | 53,000 | 53,000 |
SEGMENTS (Summary of Assets by
SEGMENTS (Summary of Assets by Segment and Reconciliation of Segment Assets to Total Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Reconciliation of total segment assets to total assets | ||
Assets | $ 7,709,178 | $ 7,355,799 |
Operating Segments | ||
Reconciliation of total segment assets to total assets | ||
Assets | 7,241,363 | 7,017,374 |
Operating Segments | Operating Assets | ||
Reconciliation of total segment assets to total assets | ||
Assets | 2,713,098 | 2,562,257 |
Operating Segments | Master Planned Communities | ||
Reconciliation of total segment assets to total assets | ||
Assets | 2,192,267 | 2,076,678 |
Operating Segments | Seaport District | ||
Reconciliation of total segment assets to total assets | ||
Assets | 919,329 | 839,522 |
Operating Segments | Strategic Developments | ||
Reconciliation of total segment assets to total assets | ||
Assets | 1,416,669 | 1,538,917 |
Corporate and other | ||
Reconciliation of total segment assets to total assets | ||
Assets | $ 467,815 | $ 338,425 |
Uncategorized Items - hhc10-qq2
Label | Element | Value |
Accounting Standards Update 2017-12 [Member] | AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (739,000) |
Accounting Standards Update 2017-12 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 739,000 |
Accounting Standards Update 2014-09 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (69,732,000) |
Accounting Standards Update 2014-09 [Member] | Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (69,732,000) |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (69,732,000) |