Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 28, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
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 | 9950 Woodloch Forest Drive | |
Entity Address, Address Line Two | Suite 1100 | |
Entity Address, City or Town | The Woodlands | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77380 | |
City Area Code | (281) | |
Local Phone Number | 719-6100 | |
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 $0.01 per share | |
Trading Symbol | HHC | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding (in shares) | 55,126,260 | |
Entity Central Index Key | 0001498828 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Investment in real estate: | ||
Master Planned Communities assets | $ 1,743,502 | $ 1,687,519 |
Buildings and equipment | 4,170,506 | 4,115,493 |
Less: accumulated depreciation | (721,275) | (634,064) |
Land | 365,725 | 363,447 |
Developments | 1,352,999 | 1,152,674 |
Net property and equipment | 6,911,457 | 6,685,069 |
Investment in real estate and other affiliates | 298,161 | 377,145 |
Net investment in real estate | 7,209,618 | 7,062,214 |
Net investment in lease receivable | 2,917 | 2,926 |
Cash and cash equivalents | 1,063,261 | 1,014,686 |
Restricted cash | 219,483 | 228,311 |
Accounts receivable, net | 81,503 | 66,726 |
Municipal Utility District receivables, net | 354,932 | 314,394 |
Notes receivable, net | 3,235 | 622 |
Deferred expenses, net | 111,491 | 112,097 |
Operating lease right-of-use assets, net | 54,566 | 56,255 |
Prepaid expenses and other assets, net | 208,063 | 282,101 |
Total assets | 9,309,069 | 9,140,332 |
LIABILITIES | ||
Mortgages, notes and loans payable, net | 4,449,333 | 4,287,369 |
Operating lease obligations | 68,102 | 68,929 |
Deferred tax liabilities | 167,105 | 187,639 |
Accounts payable and accrued expenses | 925,845 | 852,258 |
Total liabilities | 5,610,385 | 5,396,195 |
Commitments and Contingencies (see Note 9) | ||
Redeemable noncontrolling interest | 26,781 | 29,114 |
EQUITY | ||
Preferred stock: $0.01 par value; 50,000,000 shares authorized, none issued | 0 | 0 |
Common stock: $0.01 par value; 150,000,000 shares authorized, 56,196,818 issued and 55,126,260 outstanding as of June 30, 2021, 56,042,814 shares issued and 54,972,256 outstanding as of December 31, 2020 | 563 | 562 |
Additional paid-in capital | 3,955,162 | 3,947,278 |
Accumulated deficit | (134,309) | (72,556) |
Accumulated other comprehensive loss | (27,754) | (38,590) |
Treasury stock, at cost, 1,070,558 shares as of June 30, 2021, and 1,070,558 shares as of December 31, 2020 | (122,091) | (122,091) |
Total stockholders' equity | 3,671,571 | 3,714,603 |
Noncontrolling interests | 332 | 420 |
Total equity | 3,671,903 | 3,715,023 |
Total liabilities and equity | $ 9,309,069 | $ 9,140,332 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
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) | 56,196,818 | 56,042,814 |
Common stock, shares outstanding (in shares) | 55,126,260 | 54,972,256 |
Treasury stock (in shares) | 1,070,558 | 1,070,558 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
REVENUES | ||||
Rental revenue | $ 88,476 | $ 78,706 | $ 174,375 | $ 171,450 |
Total revenues | 212,457 | 156,173 | 403,037 | 331,348 |
EXPENSES | ||||
Operating costs | 71,243 | 45,885 | 129,841 | 110,491 |
Rental property real estate taxes | 13,716 | 15,199 | 27,707 | 28,777 |
Provision for (recovery of) doubtful accounts | (1,520) | 1,866 | (2,098) | 3,567 |
Demolition costs | 149 | 0 | 149 | 0 |
Development-related marketing costs | 2,397 | 1,813 | 4,041 | 4,629 |
General and administrative | 20,334 | 22,233 | 42,100 | 61,314 |
Depreciation and amortization | 49,788 | 46,963 | 99,096 | 108,600 |
Total expenses | 194,400 | 166,182 | 409,748 | 464,288 |
OTHER | ||||
Provision for impairment | (13,068) | 0 | (13,068) | (48,738) |
Gain (loss) on sale or disposal of real estate and other assets, net | 21,333 | 8,000 | 21,333 | 46,124 |
Other income (loss), net | (663) | 1,607 | (10,971) | (2,077) |
Total other | 7,602 | 9,607 | (2,706) | (4,691) |
Operating income (loss) | 25,659 | (402) | (9,417) | (137,631) |
Interest income | 31 | 404 | 72 | 1,550 |
Interest expense | (31,439) | (32,397) | (65,649) | (66,845) |
Gain (loss) on extinguishment of debt | (51) | 0 | (35,966) | 0 |
Equity in earnings (losses) from real estate and other affiliates | 7,867 | (8,552) | 23,663 | 2,797 |
Income (loss) before taxes | 2,067 | (40,947) | (87,297) | (200,129) |
Income tax expense (benefit) | (1,550) | (6,844) | (22,755) | (40,944) |
Net income (loss) | 3,617 | (34,103) | (64,542) | (159,185) |
Net (income) loss attributable to noncontrolling interests | 1,224 | 19 | 2,789 | (33) |
Net income (loss) attributable to common stockholders, diluted | 4,841 | (34,084) | (61,753) | (159,218) |
Net income (loss) attributable to common stockholders, basic | $ 4,841 | $ (34,084) | $ (61,753) | $ (159,218) |
Basic income (loss) per share (in dollars per share) | $ 0.09 | $ (0.61) | $ (1.11) | $ (3.22) |
Diluted income (loss) per share (in dollars per share) | $ 0.09 | $ (0.61) | $ (1.11) | $ (3.22) |
Condominium rights and unit sales | ||||
REVENUES | ||||
Revenues from contracts with customers | $ 12,861 | $ 0 | $ 50,028 | $ 43 |
EXPENSES | ||||
Cost of sales | 13,435 | 6,348 | 68,403 | 104,249 |
Master Planned Communities land sales | ||||
REVENUES | ||||
Revenues from contracts with customers | 58,342 | 57,073 | 95,819 | 96,805 |
EXPENSES | ||||
Cost of sales | 24,858 | 25,875 | 40,509 | 42,661 |
Other land, rental and property revenues | ||||
REVENUES | ||||
Revenues from contracts with customers | 41,389 | 11,447 | 64,632 | 46,344 |
Builder price participation | ||||
REVENUES | ||||
Revenues from contracts with customers | $ 11,389 | $ 8,947 | $ 18,183 | $ 16,706 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||||
Statement of Comprehensive Income [Abstract] | |||||||
Net income (loss) | $ 3,617 | $ (34,103) | $ (64,542) | $ (159,185) | |||
Other comprehensive income (loss): | |||||||
Interest rate swaps | 1,905 | (838) | 8,261 | [1] | (31,739) | [1] | |
Share of investee’s other comprehensive income | [2] | 1,358 | 0 | 2,575 | 0 | ||
Other comprehensive income (loss) | 3,263 | (838) | 10,836 | (31,739) | |||
Comprehensive income (loss) | 6,880 | (34,941) | (53,706) | (190,924) | |||
Comprehensive income (loss) attributable to noncontrolling interests | 1,224 | 19 | 2,789 | (33) | |||
Comprehensive income (loss) attributable to common stockholders | $ 8,104 | $ (34,922) | $ (50,917) | $ (190,957) | |||
[1] | Amounts are shown net of deferred tax expense of $0.5 million for the three months ended June 30, 2021, deferred tax benefit of $0.3 million for the three months ended June 30, 2020, deferred tax expense of $2.3 million for the six months ended June 30, 2021, and deferred tax benefit of $7.4 million for the six months ended June 30, 2020. | ||||||
[2] | The amount for 2021 is shown net of deferred tax expense of $0.4 million for the three months ended June 30, 2021 and $0.7 million for the six months ended June 30, 2021. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Total Stockholders' Equity | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) Income | Treasury Stock | Noncontrolling Interests | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, AdjustmentTotal Stockholders' Equity | Cumulative Effect, Period of Adoption, AdjustmentAccumulated Deficit | |||
Balance at the beginning of the period (in shares) at Dec. 31, 2019 | 43,635,893 | (1,050,260) | ||||||||||||
Balance at the beginning of the period at Dec. 31, 2019 | $ 3,332,988 | $ 3,148,133 | $ 437 | $ 3,343,983 | $ (46,385) | $ (29,372) | $ (120,530) | $ 184,855 | [1] | $ (18) | $ (18) | $ (18) | ||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income (loss) | (159,185) | (159,218) | (159,218) | 33 | [1] | |||||||||
Interest rate swaps | (31,739) | [2] | (31,739) | (31,739) | ||||||||||
Share of investee’s other comprehensive income | [3] | 0 | ||||||||||||
Issuance of common shares (in shares) | 12,270,900 | |||||||||||||
Issuance of common shares and offering cost | 593,613 | 593,613 | $ 123 | 593,490 | ||||||||||
Stock plan activity (in shares) | 74,767 | |||||||||||||
Stock plan activity | 4,044 | 4,044 | $ 1 | 4,043 | ||||||||||
Balance at the end of the period (in shares) at Jun. 30, 2020 | 55,981,560 | (1,050,260) | ||||||||||||
Balance at the end of the period at Jun. 30, 2020 | 3,739,703 | 3,554,815 | $ 561 | 3,941,516 | (205,621) | (61,111) | $ (120,530) | 184,888 | [1],[4] | |||||
Balance at the beginning of the period (in shares) at Mar. 31, 2020 | 55,989,263 | (1,050,260) | ||||||||||||
Balance at the beginning of the period at Mar. 31, 2020 | 3,772,598 | 3,587,691 | $ 561 | 3,939,470 | (171,537) | (60,273) | $ (120,530) | 184,907 | [4] | |||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income (loss) | (34,103) | (34,084) | (34,084) | (19) | [4] | |||||||||
Interest rate swaps | (838) | (838) | (838) | |||||||||||
Share of investee’s other comprehensive income | [3] | 0 | ||||||||||||
Issuance of common shares and offering cost | (85) | (85) | (85) | |||||||||||
Stock plan activity (in shares) | (7,703) | |||||||||||||
Stock plan activity | 2,131 | 2,131 | 2,131 | |||||||||||
Balance at the end of the period (in shares) at Jun. 30, 2020 | 55,981,560 | (1,050,260) | ||||||||||||
Balance at the end of the period at Jun. 30, 2020 | 3,739,703 | 3,554,815 | $ 561 | 3,941,516 | (205,621) | (61,111) | $ (120,530) | 184,888 | [1],[4] | |||||
Balance at the beginning of the period (in shares) at Dec. 31, 2020 | 56,042,814 | 1,070,558 | ||||||||||||
Balance at the beginning of the period at Dec. 31, 2020 | 3,715,023 | 3,714,603 | $ 562 | 3,947,278 | (72,556) | (38,590) | $ (122,091) | 420 | [1] | |||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income (loss) attributable to redeemable noncontrolling interest | (61,841) | (61,753) | (61,753) | (88) | [1] | |||||||||
Net income (loss) | (64,542) | |||||||||||||
Interest rate swaps | 8,261 | [2] | 8,261 | 8,261 | ||||||||||
Share of investee’s other comprehensive income | 2,575 | [3] | 2,575 | 2,575 | ||||||||||
Issuance of common shares and offering cost | (5) | (5) | (5) | |||||||||||
Stock plan activity (in shares) | 154,004 | |||||||||||||
Stock plan activity | 7,890 | 7,890 | $ 1 | 7,889 | ||||||||||
Balance at the end of the period (in shares) at Jun. 30, 2021 | 56,196,818 | 1,070,558 | ||||||||||||
Balance at the end of the period at Jun. 30, 2021 | 3,671,903 | 3,671,571 | $ 563 | 3,955,162 | (134,309) | (27,754) | $ (122,091) | 332 | [1],[4] | |||||
Balance at the beginning of the period (in shares) at Mar. 31, 2021 | 56,178,233 | 1,070,558 | ||||||||||||
Balance at the beginning of the period at Mar. 31, 2021 | 3,661,267 | 3,660,842 | $ 563 | 3,952,537 | (139,150) | (31,017) | $ (122,091) | 425 | [4] | |||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income (loss) attributable to redeemable noncontrolling interest | 4,748 | 4,841 | 4,841 | (93) | [4] | |||||||||
Net income (loss) | 3,617 | |||||||||||||
Interest rate swaps | 1,905 | 1,905 | 1,905 | |||||||||||
Share of investee’s other comprehensive income | 1,358 | [3] | 1,358 | 1,358 | ||||||||||
Stock plan activity (in shares) | 18,585 | |||||||||||||
Stock plan activity | 2,625 | 2,625 | 2,625 | |||||||||||
Balance at the end of the period (in shares) at Jun. 30, 2021 | 56,196,818 | 1,070,558 | ||||||||||||
Balance at the end of the period at Jun. 30, 2021 | $ 3,671,903 | $ 3,671,571 | $ 563 | $ 3,955,162 | $ (134,309) | $ (27,754) | $ (122,091) | $ 332 | [1],[4] | |||||
[1] | The six months ended June 30, 2021 excludes redeemable noncontrolling interest, which is reflected in temporary equity. See Note 2 - Real Estate and Other Affiliates. | |||||||||||||
[2] | Amounts are shown net of deferred tax expense of $0.5 million for the three months ended June 30, 2021, deferred tax benefit of $0.3 million for the three months ended June 30, 2020, deferred tax expense of $2.3 million for the six months ended June 30, 2021, and deferred tax benefit of $7.4 million for the six months ended June 30, 2020. | |||||||||||||
[3] | The amount for 2021 is shown net of deferred tax expense of $0.4 million for the three months ended June 30, 2021 and $0.7 million for the six months ended June 30, 2021. | |||||||||||||
[4] | The three months ended June 30, 2021, excludes redeemable noncontrolling interest, which is reflected in temporary equity. See Note 2 - Real Estate and Other Affiliates. |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY UNAUDITED (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||||
Net income (loss) attributable to noncontrolling interest | $ 1,131 | $ 2,701 | ||
Interest rate swaps, tax expense (benefit) | 524 | $ (262) | 2,314 | $ (7,356) |
Share of investee's other comprehensive income, tax expense (benefit) | $ 386 | $ 732 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income (loss) | $ (64,542) | $ (159,185) |
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities: | ||
Depreciation | 89,516 | 99,682 |
Amortization | 8,356 | 8,517 |
Amortization of deferred financing costs | 5,086 | 8,312 |
Amortization of intangibles other than in-place leases | 1,205 | 340 |
Straight-line rent amortization | (6,770) | (6,183) |
Deferred income taxes | (23,581) | (41,701) |
Restricted stock and stock option amortization | 4,781 | 3,346 |
Net gain on sale of properties | (21,338) | (8,000) |
Net gain on sale of lease receivable | 0 | (38,124) |
Proceeds from the sale of lease receivable | 0 | 64,155 |
(Gain) loss on extinguishment of debt | 35,966 | 0 |
Impairment charges | 13,799 | 59,817 |
Equity in (earnings) losses from real estate and other affiliates, net of distributions | 925 | (2,057) |
Provision for doubtful accounts | (628) | 5,443 |
Master Planned Community development expenditures | (126,302) | (116,372) |
Master Planned Community cost of sales | 39,499 | 41,883 |
Condominium development expenditures | (150,509) | (114,660) |
Condominium rights and units cost of sales | 65,951 | 99,171 |
Net Changes: | ||
Accounts and notes receivable | (12,063) | (14,895) |
Prepaid expenses and other assets | 22,176 | (38,214) |
Condominium deposits received | 33,627 | 94,644 |
Deferred expenses | (5,316) | (19,530) |
Accounts payable and accrued expenses | 10,227 | (25,032) |
Cash provided by (used in) operating activities | (79,935) | (98,643) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Property and equipment expenditures | (931) | (598) |
Operating property improvements | (20,664) | (17,297) |
Property development and redevelopment | (121,839) | (250,370) |
Proceeds from sales of properties | 49,907 | 0 |
Reimbursements under tax increment financings | 403 | 2,671 |
Distributions from real estate and other affiliates | 83,014 | 1,232 |
Investments in real estate and other affiliates, net | (767) | (3,127) |
Cash provided by (used in) investing activities | (10,877) | (267,489) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from mortgages, notes and loans payable | 1,503,083 | 392,714 |
Principal payments on mortgages, notes and loans payable | (1,328,054) | (51,008) |
Proceeds from issuance of common stock | 0 | 593,614 |
Debt extinguishment costs | (29,669) | 0 |
Special Improvement District bond funds released from (held in) escrow | 4,384 | 2,352 |
Deferred financing costs and bond issuance costs, net | (20,904) | (4,088) |
Taxes paid on stock options exercised and restricted stock vested | (2,183) | (668) |
Stock options exercised | 3,902 | 1,365 |
Cash provided by (used in) financing activities | 130,559 | 934,281 |
Net change in cash, cash equivalents and restricted cash | 39,747 | 568,149 |
Cash, cash equivalents and restricted cash at beginning of period | 1,242,997 | 620,135 |
Cash, cash equivalents and restricted cash at end of period | 1,282,744 | 1,188,284 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||
Interest paid | 88,041 | 97,015 |
Interest capitalized | 34,801 | 35,949 |
Income taxes paid (refunded), net | 1,789 | (2,408) |
NON-CASH TRANSACTIONS | ||
Initial recognition of ASC 842 operating leases ROU asset | 0 | 493 |
Initial recognition of ASC 842 operating lease obligation | 0 | 493 |
Accrued property improvements, developments and redevelopments | 4,760 | (35,250) |
Special Improvement District bond transfers associated with land sales | 1,010 | 779 |
Accrued interest on construction loan borrowing | 0 | 9,586 |
Capitalized stock compensation | $ 974 | $ 907 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Interest rate swaps, tax expense (benefit) | $ 524 | $ (262) | $ 2,314 | $ (7,356) |
Share of investee's other comprehensive income, tax expense | $ 386 | $ 732 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies General 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 (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, 2020, filed with the SEC on February 25, 2021 (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, 2021, are not necessarily indicative of the results that may be expected for the year ending December 31, 2021, and future fiscal years. Certain amounts in the 2020 results of operations have been reclassified to conform to the current presentation. Specifically, the Company reclassified minimum rents, tenant recoveries, and interest income from sales-type leases to Rental revenue. Certain amounts in the 2020 Condensed Consolidated Balance Sheet have been reclassified to conform to the current presentation. Specifically, the Company reclassified straight-line rent from Prepaid expenses and other assets, net to Accounts Receivable, net. 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. COVID-19 Pandemic The 2020 outbreak of the novel strain of the coronavirus (COVID-19) resulted in a global slowdown of economic activity including worldwide travel restrictions, prohibitions of non-essential work activities, and the disruption and shutdown of businesses, all of which resulted in significant uncertainty in global financial markets and a material adverse impact on the Company’s financial performance in fiscal 2020, particularly in the Operating Asset and Seaport segments. Many states began easing quarantine protocols near the end of the second quarter of 2020, which allowed most of the Company’s retail and hospitality properties to resume operations on a limited basis. While COVID-19 has adversely impacted all business segments during 2020 and the first half of 2021, the Company’s performance has notably improved during the second half of 2020 and through the first half of 2021. The extent to which COVID-19 continues to impact the Company will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the actions taken to contain the pandemic or mitigate its impact, such as the speed and effectiveness of vaccine and treatment developments and their deployment, potential mutations of COVID-19, and the direct and indirect economic effects of the pandemic and containment measures. Restricted Cash Restricted cash reflects amounts segregated in escrow accounts in the name of the Company, primarily related to escrowed condominium deposits by buyers and other amounts related to taxes, insurance and legally restricted security deposits and leasing costs. Accounts Receivable, net On a quarterly basis, management reviews tenant rents, tenant recoveries and straight-line rent assets for collectability. As required under Accounting Standards Codification (ASC) 842 - Leases, this analysis includes a review of past due accounts and considers factors such as the credit quality of tenants, current economic conditions and changes in customer payment trends. When full collection of a lease receivable or future lease payment is not probable, a reserve for the receivable balance is charged against rental revenue and future rental revenue is recognized on a cash basis. Due to the continued impacts of COVID-19 on the collectability of tenant receivables, the Company determined full collection of outstanding tenant rents and recoveries was not probable for a number of retail tenants. In addition, the Company determined that a reserve for estimated losses under ASC 450 - Contingencies is required as the amount is probable and can be reasonably estimated. The following table represents the components of Accounts Receivable, net of amounts considered uncollectible, in the accompanying Condensed Consolidated Balance Sheets: thousands June 30, 2021 December 31, 2020 Tenant receivables $ 8,531 $ 4,339 Straight-line rent receivables 68,231 59,288 Other receivables 4,741 3,099 Accounts receivable, net (a) $ 81,503 $ 66,726 (a) As of June 30, 2021, the total reserve balance for amounts considered uncollectible was $30.6 million, comprised of $27.2 million related to ASC 842 and $3.4 million related to ASC 450. As of December 31, 2020, the total reserve balance was $33.0 million, comprised of $27.3 million related to ASC 842 and $5.7 million related to ASC 450. The following table summarizes the impacts of the ASC 842 and ASC 450 reserves in the accompanying Condensed Consolidated Statements of Operations: Three Months Ended June 30, Six Months Ended June 30, thousands Income Statement Location 2021 2020 2021 2020 ASC 842 reserve Rental revenue $ 330 $ 5,716 $ 1,361 $ 7,219 ASC 450 reserve Provision for (recovery of) doubtful accounts (1,640) 2,818 (2,239) 4,396 Total impact $ (1,310) $ 8,534 $ (878) $ 11,615 Temporary Business Closures During the first half of 2020, the Company experienced closures of its Seaport retail and food and beverage assets as well as its three hotels in The Woodlands. The Company reopened The Woodlands Resort in May 2020, the Embassy Suites at Hughes Landing in June 2020 and The Westin at The Woodlands in July 2020. As a result, occupancy levels rose throughout the second half of 2020 but remained lower than levels achieved prior to the pandemic. With the gradual return of leisure travel in the first half of 2021, occupancy levels have continued to rise at all properties. From the fourth quarter of 2020 to the second quarter of 2021, occupancy levels increased from 55% to 68% at the Embassy Suites, 28% to 49% at The Westin at The Woodlands and 27% to 31% at The Woodlands Resort. Many of the Seaport retail and food and beverage assets resumed operations in the third quarter of 2020, on a limited basis. Most remaining restrictions were lifted in June of 2021; however, many businesses at the Seaport continue to operate at reduced levels primarily due to labor shortages. The 2020 Seaport summer concert series was cancelled and in its place a new concept at the Pier 17 rooftop was launched called The Greens, which continued through the end of first quarter of 2021. The Greens concept returned in May 2021 to complement the summer concert series, which began on July 30, 2021 and is expected to run through October 2021. The Greens concept and 2021 concert series continue to generate high customer demand for the outdoor venue. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The estimates and assumptions include, but are not limited to, capitalization of development costs, provision for income taxes, recoverable amounts of receivables and deferred tax assets, initial valuations of tangible and intangible assets acquired and the related useful lives of assets upon which depreciation and amortization is based. Estimates and assumptions have also been made with respect to future revenues and costs, debt and options granted. In particular, Master Planned Communities (MPC) cost of sales estimates are highly judgmental as they are sensitive to cost escalation, sales price escalation and lot absorption, which are subject to judgment and affected by expectations about future market or economic conditions. Actual results could differ from these and other estimates. In addition, these estimates may change in the near term due to the continued demands and constraints on the Company’s supply chain resulting from the COVID-19 pandemic. Noncontrolling Interests As of June 30, 2021 and December 31, 2020, noncontrolling interests are related to the Ward Village Homeowners’ Associations (HOAs). All revenues and expenses related to the HOAs are attributable to noncontrolling interests and do not impact net income attributable to common stockholders. Financial Instruments - Credit Losses The Company is exposed to credit losses through the sale of goods and services to the Company’s customers. Receivables held by the Company primarily relate to short-term trade receivables and financing receivables, which include Municipal Utility District (MUD) receivables, Special Improvement District (SID) bonds, TIF receivables, net investments in lease receivables, and notes receivable. The Company assesses its exposure to credit loss based on historical collection experience and future expectations by portfolio segment. Historical collection experience is evaluated on a quarterly basis by the Company. The amortized cost basis of financing receivables, consisting primarily of MUD receivables, totaled $411.9 million as of June 30, 2021, including accrued interest of $18.6 million. There has been no material activity in the allowance for credit losses for financing receivables for the six months ended June 30, 2021. Financing receivables are considered to be past due once they are 30 days contractually past due under the terms of the agreement. The Company does not have significant receivables that are past due or on nonaccrual status. There have been no significant write-offs or recoveries of amounts previously written off during the current period for financing receivables. Executive Transition In December 2020, the Company announced the appointment of David R. O’Reilly as the Company’s Chief Executive Officer and the appointment of L. Jay Cross as the Company’s President. On April 8, 2021, the Company announced that Correne Loeffler had been appointed to serve as the Company's Chief Financial Officer (CFO), effective April 19, 2021. Ms. Loeffler succeeded David O'Reilly as the Company's CFO, a position that he had held since joining HHC in 2016 and had continued to hold on an interim basis since being appointed Chief Executive Officer in December 2020. Ms. Loeffler joined HHC following her role as Chief Financial Officer of Whiting Petroleum, where she managed the company’s Finance, Accounting, and Corporate Planning organizations. She also previously served as Vice President of Finance and Treasurer for the Callon Petroleum Company. In addition, she served as Callon's Interim Chief Financial Officer. Prior to that she spent over a decade at JPMorgan Securities before leaving as an Executive Director in the Corporate Client Banking group. Recently Issued Accounting Standards The following is a summary of recently issued and other notable accounting pronouncements that relate to the Company’s business. ASU 2020-04, Reference Rate Reform The amendments in this Update provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform when certain criteria are met. The amendments in this Update apply only to contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate (LIBOR) or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, for which an entity has applied certain optional expedients that are retained through the end of the hedging relationship. The amendments in this Update are effective as of March 12, 2020, through December 31, 2022. The guidance in Accounting Standards Update (ASU) 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the first quarter of 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedge transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. |
Real Estate and Other Affiliate
Real Estate and Other Affiliates | 6 Months Ended |
Jun. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Real Estate and Other Affiliates | 2. Real Estate and Other Affiliates As of June 30, 2021, the Company is not the primary beneficiary of the investments listed below as it does not have the power to direct the activities that most significantly impact the economic performance of the ventures. As a result, the Company reports its interests in accordance with the equity method. As of June 30, 2021, approximately $610.2 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 $291.3 million based on economic ownership. All of this indebtedness is without recourse to the Company, with the exception of $100.6 million related to 110 North Wacker. Equity investments in real estate and other affiliates are reported as follows: Economic/Legal Ownership Carrying Value Share of Earnings/Dividends June 30, December 31, June 30, December 31, Three Months Ended Six Months Ended thousands except percentages 2021 2020 2021 2020 2021 2020 2021 2020 Equity Method Investments Operating Assets: 110 North Wacker (a) see below see below $ 237,804 $ 261,143 $ (11,307) — $ (27,012) $ — The Metropolitan Downtown Columbia (b) 50 % 50 % — — 165 195 111 422 Stewart Title of Montgomery County, TX 50 % 50 % 4,034 3,924 383 160 634 503 Woodlands Sarofim #1 20 % 20 % 3,173 3,120 22 29 53 64 m.flats/TEN.M 50 % 50 % 834 1,247 318 91 636 156 Master Planned Communities: The Summit (c) see below see below 40,920 96,300 18,641 (2,968) 46,291 5,966 Seaport Mr. C Seaport (d) — % — % — — — (6,249) — (6,900) Ssäm Bar (Momofuku) (e) see below see below 7,204 7,101 (336) (384) (688) (1,776) Strategic Developments: Circle T Ranch and Power Center (f) — % — % — — — 589 — 675 HHMK Development 50 % 50 % 10 10 — — — — KR Holdings 50 % 50 % 230 347 (19) (15) (117) (37) 294,209 373,192 7,867 (8,552) 19,908 (927) Other equity investments (g) 3,952 3,953 — — 3,755 3,724 Investments in real estate and other affiliates $ 298,161 $ 377,145 $ 7,867 $ (8,552) $ 23,663 $ 2,797 (a) During the third quarter of 2020, 110 North Wacker was completed and placed in service. This triggered a reconsideration event that resulted in the deconsolidation of 110 North Wacker and the recognition of the retained equity method investment at fair market value. Refer to the discussion below for additional details. (b) The Metropolitan Downtown Columbia was in a deficit position of $5.5 million at June 30, 2021, and $5.0 million at December 31, 2020, 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, 2021, and December 31, 2020. (c) The decrease in investment balance is primarily due to $100.5 million in distributions received during the second quarter of 2021. Refer to discussion below for details on the ownership structure. (d) During the third quarter of 2020, the Company completed the sale of its 35% equity investment in Mr. C Seaport. (e) During the first quarter of 2021, Bar Wayō was rebranded as Ssäm Bar. Refer to the discussion below for details on the ownership structure. (f) During the fourth quarter of 2020, the Company completed the sale of its 50% equity investment in Circle T Ranch and Power Center. (g) Other equity investments represent equity investments not accounted for under the equity method. The Company elected the measurement alternative as these investments do not have readily determinable fair values. There were no impairments, or upward or downward adjustments to the carrying amounts of these securities either during current year or cumulatively. Significant activity for real estate and other affiliates and the related accounting considerations are described below. 110 North Wacker The Company formed a partnership with a local developer (the Partnership) during the second quarter of 2017. During the second quarter of 2018, the Partnership executed an agreement with USAA related to 110 North Wacker (collectively, the local developer and USAA are the Partners) to construct and operate the building at 110 North Wacker (the Venture). The Partnership was determined to be a variable interest entity (VIE), and as the Company has the power to direct the activities of the Partnership that most significantly impact its economic performance, the Company is considered the primary beneficiary and consolidates the Partnership. Additionally, the noncontrolling interest holder has the right to require the Company to purchase its interest in the Partnership if the Venture has not been sold or refinanced (with distributions made to the local developer and Company sufficient to repay all capital contributions) at the later of (1) the third anniversary of the issuance of the certificate of occupancy for the project or (2) the fifth anniversary of the effective date of the Partnership's LLC agreement. Therefore, the local developer’s redeemable noncontrolling interest in the Partnership is presented as temporary equity on the Condensed Consolidated Balance Sheets. As of June 30, 2021, the time restriction has not been met, and the Company believes it is not probable that the put will be redeemed. As such, the redeemable noncontrolling interest is measured at the initial carrying value plus net income (loss) attributable to the noncontrolling interest and is not adjusted to fair value. The following table presents changes in Redeemable noncontrolling interest: thousands Redeemable Noncontrolling Interest Balance as of December 31, 2020 $ 29,114 Net income (loss) attributable to noncontrolling interest (2,701) Share of investee’s other comprehensive income 368 Balance as of June 30, 2021 $ 26,781 Upon execution of the Venture in the second quarter of 2018, the Company contributed land with a carrying value of $33.6 million and an agreed upon fair value of $85.0 million, the local developer contributed $5.0 million in cash and USAA contributed $64.0 million in cash. USAA was required to fund up to $105.6 million in addition to its initial contribution. HHC and the local developer also had additional cash funding requirements and contributed $9.8 million and $1.1 million, respectively, during 2018. The Company and its Partners entered into a construction loan agreement further described in Note 6 - Mortgages, Notes and Loans Payable, Net . Any further cash funding requirements by the Partnership were eliminated when the construction loan was increased on May 23, 2019. Concurrently with the increase in the construction loan, 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 Partners under the construction loan agreement. The Company concluded that the Venture was within the scope of the VIE model, and that it was the primary beneficiary of the Venture during the development phase of the project because it had the power to direct activities that most significantly impact the Venture’s economic performance; however, upon the building’s completion, the Company expected to recognize the investment under the equity method. As the primary beneficiary of the VIE during the development phase, the Company had consolidated 110 North Wacker and its underlying entities since the second quarter of 2018. During the third quarter of 2020, 110 North Wacker was completed and placed in service, triggering a reconsideration event. Upon development completion, the Company concluded it is no longer the primary beneficiary and as such, should no longer consolidate the Venture. As there have been no changes to the structure and control of the Partnership with the local developer, the Company will continue to consolidate the Partnership. As of September 30, 2020, the Company derecognized all assets, liabilities and noncontrolling interest related to the Venture that were previously consolidated and recognized an equity method investment of $273.6 million based on the fair value of its interest in 110 North Wacker. The Company recognized a gain of $267.5 million attributable to the initial fair value step-up at the time of deconsolidation, which is included in Equity in earnings (losses) from real estate and other affiliates on the Condensed Consolidated Statements of Operations and reported in the Strategic Developments segment for the three months ended September 30, 2020. The Company utilized a third-party appraiser to measure the fair value of 110 North Wacker on an as-is basis at September 30, 2020, using the discounted cash flow approach and sales comparison approach, based on current market assumptions. Also as a result of the deconsolidation, the Company recognized an additional $15.4 million attributable to the recognition of previously eliminated development management fees, which is included in Other land, rental and property revenues on the Condensed Consolidated Statements of Operations and reported in the Strategic Developments segment for the three months ended September 30, 2020. As 110 North Wacker was placed in service, the equity method investment was transferred from the Strategic Development segment to the Operating Asset segment. 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 will be recognized based on the Hypothetical Liquidation at Book Value (HLBV) method. Under this method, the Company will recognize 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 on its capital account, calculated as the initial land contribution of $85.0 million and cash contribution of $5.0 million, plus subsequent cash contributions and less subsequent cash distributions. 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. Ssäm Bar (formerly Bar Wayō) During the first quarter of 2016, the Company formed Pier 17 Restaurant C101, LLC (Bar Wayō) 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. Under the terms of the agreement, the Company funded 89.75% of the costs to construct the restaurant, and Momofuku contributed the remaining 10.25%. In 2021, Bar Wayō was rebranded as the Ssäm Bar. As of June 30, 2021, and December 31, 2020, Ssäm Bar is classified as a VIE because the equity holders, as a group, lack the characteristics of a controlling financial interest. The carrying value of Ssäm Bar as of June 30, 2021, is $7.2 million and is classified as Investments in real estate and other affiliates in the Condensed Consolidated Balance Sheets. The Company’s maximum exposure to loss as a result of this investment is limited to the aggregate carrying value of the investment as the Company has not provided any guarantees or otherwise made firm commitments to fund amounts on behalf of this VIE. 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% each to the Company and Momofuku. Given the nature of Ssäm Bar’s capital structure and the provisions for the liquidation of assets, the Company’s share of Ssäm Bar’s income-producing activities is recognized based on the HLBV method. The Summit During the first quarter of 2015, the Company formed DLV/HHPI Summerlin, LLC (The Summit) with Discovery Land Company (Discovery). The Company contributed land with a carrying value of $13.4 million and transferred SID bonds related to such land with a carrying value of $1.3 million to The Summit at the agreed upon capital contribution value of $125.4 million, or $226,000 per acre and has no further capital obligations. Discovery is required to fund up to a maximum of $30.0 million of cash as their capital contribution, of which $3.75 million has been contributed. The gains on the contributed land are recognized in Equity in earnings from real estate and other affiliates as The Summit sells lots. As of June 30, 2021, the Company has received cash distributions equal to its capital contribution of $125.4 million and a 5.0% preferred return on such capital contribution, and Discovery has received cash distributions equal to two times its equity contribution. Any further cash distributions and income-producing activities will be recognized according to equity ownership, with HHC receiving 50% and Discovery receiving 50%. Summarized Financial Information Relevant financial statement information for significant equity method investments is summarized as follows: thousands The Summit (a)(b) 110 North Wacker (c) Balance Sheet June 30, 2021 Total assets $ 234,684 $ 677,078 Total liabilities 180,597 470,950 Total equity 54,087 206,128 December 31, 2020 Total assets $ 310,855 $ 634,274 Total liabilities 209,968 415,452 Total equity 100,887 218,822 Income Statement Six Months Ended June 30, 2021 Revenues $ 199,505 $ 18,042 Gross margin 69,695 — Operating income (loss) — 12,390 Net income (loss) 69,372 (16,777) Six Months Ended June 30, 2020 Revenues $ 58,672 $ — Gross margin 10,256 — Operating income — — Net income (loss) 7,591 — (a) The decrease in Total Equity for The Summit is primarily the result of distributions made in the second quarter of 2021. (b) The increase in Revenues for The Summit is due to an increase in units closed, with 35 units closing during the six months ended June 30, 2021 compared to 7 units closing during the six months ended June 30, 2020. |
Dispositions
Dispositions | 6 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Dispositions | 3. Dispositions On May 7, 2021, the Company completed the sale of Monarch City, a property comprised of approximately 229 acres of undeveloped land in Collin County, Texas, for $51.4 million. The carrying value of the property was approximately $28.7 million at the time of sale. Gain on sale of $21.3 million is calculated as the difference between the sale price and the asset’s carrying value, less related transaction costs of approximately $1.5 million. The gain on sale is included in Gain (loss) on sale or disposal of real estate and other assets, net in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021. On July 16, 2020, the Company completed the sale of its 35% equity investment in Mr. C Seaport, a 66-room boutique hotel located at 33 Peck Slip, New York, in close proximity to the Seaport District, for $0.8 million. Refer to Note 2 - Real Estate and Other Affiliates and Note 4 - Impairment for additional information. On June 29, 2020, the Company entered into an agreement terminating a participation right contained in the contract for the sale of West Windsor in October 2019. As consideration, the Company received an $8.0 million termination payment in July 2020, which was included in Gain (loss) on sale or disposal of real estate and other assets, net on the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2020. In March 2020, the Company closed on the sale of its property at 100 Fellowship Drive, a 13.5-acre land parcel and 203,257-square-foot build-to-suit medical building with approximately 550 surface parking spaces in The Woodlands, Texas, for a total sales price of $115.0 million. The Company had previously entered into a lease agreement related to this property in November of 2019, and at lease commencement, the Company derecognized $63.7 million from Developments and recorded an initial net investment in lease receivable of $75.9 million on the Condensed Consolidated Balance Sheets, recognizing $13.5 million of Selling profit from the sales-type lease on the Condensed Consolidated Statements of Operations. The sale of 100 Fellowship Drive resulted in an additional gain of $38.3 million in the first quarter of 2020, which was included in Gain (loss) on sale or disposal of real estate and other assets, net on the Condensed Consolidated Statements of Operations. The carrying value of the net investment in lease receivable was approximately $76.1 million at the time of sale. Gain on sale is calculated as the difference between the sale price of $115.0 million, and the asset’s carrying value, less related transaction costs of approximately $0.2 million. Contemporaneous with the sale, the Company credited to the buyer approximately $0.6 million for operating account funds and the buyer’s assumption of the related liabilities. After the sale, the Company had no continuing involvement in this lease. After repayment of debt associated with the property, the sale generated approximately $64.2 million in net proceeds, which are presented as cash inflows from operating activities in the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2020. |
Impairment
Impairment | 6 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Impairment | 4. 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. During the second quarter of 2021, the Company recorded a $13.1 million impairment charge for Century Park, which is included in Provision for impairment on the Condensed Consolidated Statements of Operations. The Century Park asset includes both building and land components. The impairment relates to the building component, while the land component was not impaired. Century Park is a 63-acre, 1.3 million square foot campus with 17 office buildings in the West Houston Energy Corridor, a non-core asset acquired as part of the acquisition of The Woodlands Towers at The Waterway. The Company recognized an impairment due to decreases in estimated future cash flows as a result of the impact of a shorter than anticipated holding term. The Company used weighted market and income valuation techniques to estimate the fair value of Century Park. Market valuation was based on recent sales of similar commercial properties in and around Houston, Texas. For the income approach, the Company utilized a capitalization rate of 8.75%, and probability weighted scenarios assuming lease-up periods ranging from 24 months to 48 months, and management’s estimate of future lease income and carry costs. During the first quarter of 2020, the Company recorded a $48.7 million impairment charge for Outlet Collection at Riverwalk, which is included in Provision for impairment on the Condensed Consolidated Statements of Operations. The Outlet Collection at Riverwalk is a 273,270-square-foot urban upscale outlet center located along the Mississippi River in downtown New Orleans, Louisiana. The Company recognized the impairment due to decreases in estimated future cash flows as a result of the impact of a shorter than anticipated holding term due to management’s plans to divest the non-core operating asset, decreased demand and reduced interest in brick and mortar retail due to the impact of COVID-19, as well as an increase in the capitalization rate used to evaluate future cash flows due to the impact of COVID-19. The $46.8 million net carrying value of Outlet Collection at Riverwalk, after the impairment, represents the estimated fair market value at March 31, 2020, at the time of the impairment assessment. The Company used a discounted cash flow analysis using a capitalization rate of 10% to determine fair value. There can be no assurance that the Company will ultimately recover the fair value amounts of Century Park or Outlet Collection at Riverwalk through sales of these assets. Refer to Note 7 - Fair Value for additional information. Each investment in real estate and other affiliates discussed in Note 2 - Real Estate and Other Affiliates is evaluated periodically for recoverability and valuation declines that are other-than-temporary. If the decrease in value of an investment in a real estate and other affiliate is deemed to be other-than-temporary, the investment in such real estate and other affiliates is reduced to its estimated fair value. No impairment charges were recorded for Investment in real estate and other affiliates during the three and six months ended June 30, 2021. During the three months ended June 30, 2020, the Company recorded a $6.0 million impairment of its equity investment in Mr. C Seaport, a 66-room boutique hotel located at 33 Peck Slip in close proximity to the Seaport District. The Company recognized the impairment due to a change in the anticipated holding period as the Company entered into a plan to sell its 35% equity investment in Mr. C Seaport to its venture partners for $0.8 million. In July 2020, the Company completed the sale of its interest in Mr. C Seaport. The impairment loss is presented in Equity in (losses) earnings from real estate and other affiliates. Refer to Note 2 - Real Estate and Other Affiliates for additional information. The Company periodically evaluates its strategic alternatives with respect to each property and may revise the strategy from time to time, including the intent to hold the asset on a long-term basis or the timing of potential asset dispositions. For example, the Company may decide to sell property that is held for use, which may result in impairment charges if the current fair value of the property does not support the carrying amount. As a result, changes in strategy could result in impairment charges in future periods. In addition to the impairments discussed above, during the three months ended June 30, 2020, the Company reduced the estimated net sales price of certain condominium units, including the remaining penthouse inventory, to better align the expected price with recent final sales prices, resulting in a loss of $5.1 million included in Condominium rights and unit cost of sales. |
Other Assets and Liabilities
Other Assets and Liabilities | 6 Months Ended |
Jun. 30, 2021 | |
OTHER ASSETS AND LIABILITIES | |
Other Assets and Liabilities | 5. Other Assets and Liabilities Prepaid Expenses and Other Assets The following table summarizes the significant components of Prepaid expenses and other assets: thousands June 30, 2021 December 31, 2020 $ Change Special Improvement District receivable $ 49,864 $ 54,770 $ (4,906) In-place leases 46,611 49,161 (2,550) Intangibles 31,390 32,595 (1,205) Prepaid expenses 20,909 17,455 3,454 Security, escrow and other deposits (a) 19,266 48,576 (29,310) Other 19,086 12,096 6,990 Condominium inventory (b) 11,123 55,883 (44,760) Tenant incentives and other receivables 7,420 9,612 (2,192) Food and beverage and lifestyle inventory 1,457 1,060 397 TIF receivable 937 893 44 Prepaid expenses and other assets, net $ 208,063 $ 282,101 $ (74,038) (a) The decrease in Security, escrow, and other deposits is primarily attributable to the settlement of the rate-lock agreement associated with the loans for 1201 Lake Robbins and The Woodlands Warehouse upon repayment in February 2021. (b) The decrease in Condominium inventory is attributable to closing on inventory units at Waiea and Anaha. Accounts Payable and Accrued Expenses The following table summarizes the significant components of Accounts payable and accrued expenses: thousands June 30, 2021 December 31, 2020 $ Change Condominium deposit liabilities (a) $ 343,517 $ 309,884 $ 33,633 Construction payables (b) 295,997 253,626 42,371 Deferred income 68,548 66,656 1,892 Accrued interest (c) 45,561 37,007 8,554 Interest rate swap liabilities (d) 39,827 51,920 (12,093) Tenant and other deposits (e) 38,197 25,801 12,396 Accounts payable and accrued expenses 31,786 28,589 3,197 Accrued real estate taxes (f) 27,878 38,863 (10,985) Accrued payroll and other employee liabilities 22,674 27,419 (4,745) Other 11,860 12,493 (633) Accounts payable and accrued expenses $ 925,845 $ 852,258 $ 73,587 (a) The increase in Condominium deposit liabilities is attributable to contracted sales at Victoria Place, Kō'ula, and ‘A‘ali‘i. (b) The increase in Construction payables is attributable to an increase of $78.2 million primarily related to increased construction spend at Ward Village, the Tin Building, and the Summerlin and Bridgeland MPC developments, and a $21.0 million charge for additional remediation costs at Waiea. These increases are partially offset by decreases of $35.8 million related to a reduction of construction spend for projects placed in service in 2020 or approaching completion, as well as costs incurred and paid for Waiea remediation activities during the first half of 2021. (c) The increase in Accrued interest is primarily due to the accrual of interest due August 2021 on the Company’s $1.3 billion Senior Notes issued in February 2021, as compared to accrued interest on the Company’s $1.0 billion Senior Notes repurchased in the first quarter of 2021. See Note 6 - Mortgages, Notes and Loans Payable, Net for additional information. (d) The decrease in Interest rate swap liabilities is due to an increase of the one-month LIBOR forward curve for the periods presented. (e) The increase in Tenant and other deposits is primarily due to a $13.5 million deposit received in the second quarter of 2021 related to a 216-acre superpad sale in Summerlin. The sale is expected to close in the fourth quarter of 2021. (f) The decrease in Accrued real estate taxes is primarily due to the payment of 2020 real estate taxes in the first quarter of 2021. |
Mortgages, Notes and Loans Paya
Mortgages, Notes and Loans Payable, Net | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Mortgages, Notes and Loans Payable, Net | 6. Mortgages, Notes and Loans Payable, Net Mortgages, notes and loans payable, net are summarized as follows: thousands June 30, 2021 December 31, 2020 Fixed-rate debt: Unsecured 5.375% Senior Notes due 2025 $ — $ 1,000,000 Unsecured 5.375% Senior Notes due 2028 750,000 750,000 Unsecured 4.125% Senior Notes due 2029 650,000 — Unsecured 4.375% Senior Notes due 2031 650,000 — Secured mortgages, notes and loans payable 643,315 590,517 Special Improvement District bonds 32,807 34,305 Variable-rate debt: Mortgages, notes and loans payable (a) 1,768,062 1,945,344 Unamortized bond discounts — (4,355) Unamortized deferred financing costs (b) (44,850) (28,442) Total mortgages, notes and loans payable, net $ 4,449,333 $ 4,287,369 (a) As of June 30, 2021, $650.5 million of variable‑rate debt has been swapped to a fixed rate for the term of the related debt. As of December 31, 2020, $649.9 million of variable‑rate debt had been swapped to a fixed rate for the term of the related debt. As of June 30, 2021, $124.2 million of variable-rate debt was capped at a maximum interest rate. As of December 31, 2020, $75.0 million of variable-rate debt was capped at a maximum interest rate. See Note 8 - Derivative Instruments and Hedging Activities for additional information. (b) Deferred financing costs are amortized to interest expense over the terms of the respective financing agreements using the effective interest method (or other methods which approximate the effective interest method). Debt Collateral 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, 2021, land, buildings and equipment and developments with a net book value of $4.4 billion have been pledged as collateral for HHC’s mortgages, notes and loans payable. Credit Facilities In 2018, the Company entered into a $700.0 million loan agreement, which provides for a $615.0 million term loan (the Term Loan) and an $85.0 million revolver loan (the Revolver Loan and together with the Term Loan, the Senior Secured Credit Facility). The Company has a one-time right to request an increase of $50.0 million in the aggregate amount of the Revolver Loan commitment. As of June 30, 2021, the Company had no outstanding borrowings under the Revolver Loan. In 2019, the Company closed on a $250.0 million credit facility secured by land and certain other collateral in The Woodlands and Bridgeland MPCs. The loan provides for a $100.0 million term loan and a $150.0 million revolver loan. As of June 30, 2021, the Company had $50.0 million of outstanding borrowings under the revolver portion of the loan. Special Improvement District Bonds The Summerlin MPC uses SID bonds to finance certain common infrastructure improvements. These bonds are issued by the municipalities and are secured by the assessments on the land. The majority of proceeds from each bond issued is held in a construction escrow and disbursed to 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, 2021, no new SID bond was issued and obligations of $1.0 million were assumed by buyers. Debt Compliance Due to the COVID-19 pandemic, the Company experienced a decline in operating results for certain retail and hospitality properties. As a result, as of December 31, 2020, and June 30, 2021, the Company did not meet the debt service coverage ratio for the $615.0 million Term Loan portion of the Senior Secured Credit Facility and as a result, $33.6 million of excess net cash flow after debt service from the underlying properties became restricted as of June 30, 2021. While the restricted cash cannot be used for general corporate purposes, it can continue to be used to fund operations of the underlying assets and does not have a material impact on the Company’s liquidity. As of June 30, 2021, apart from the Term Loan portion of the Senior Secured Credit Facility described above, the Company was in compliance with all remaining financial covenants included in the agreements governing its indebtedness. Financing Activity During the Six Months Ended June 30, 2021 The Company’s borrowing activity is summarized as follows: thousands Initial / Extended Interest Rate Carrying Value Balance at December 31, 2020 $ 4,287,369 Issuances: Senior Notes due 2029 February 2029 4.13 % (c) 650,000 Senior Notes due 2031 February 2031 4.38 % (c) 650,000 Borrowings: Victoria Place September 2024/September 2026 5.25 % (b),(d) 42,718 Tanager Apartments May 2031 3.13 % (e) 58,500 Draws on existing mortgages, notes and loans payable 101,864 Repayments: 1201 Lake Robbins June 2021 2.49 % (b),(f) (273,070) The Woodlands Warehouse June 2021 2.49 % (b),(f) (7,230) Tanager Apartments October 2021 / October 2024 2.50 % (b),(e) (39,992) Repayments on existing mortgages, notes and loans payable (7,762) Redemptions Senior Notes due 2025 March 2025 5.38 % (f) (1,000,000) Other: Special Improvement District bond assumptions April 2049 4.00 % (1,010) Deferred financing costs, net (12,054) Balance at June 30, 2021 $ 4,449,333 (a) Maturity dates presented represent initial maturity dates and the extended or final maturity dates as contractually stated. HHC has the option to exercise extension periods at the initial maturity date, subject to extension terms that are based on current property performance projections. Extension terms may include minimum debt service coverage, minimum occupancy levels or condominium sales levels, as applicable and other performance criteria. In certain cases, due to property performance not meeting covenants, HHC may have to pay down a portion of the loan to obtain the extension. (b) The interest rate presented is based on the one-month LIBOR, three-month LIBOR or Prime rate, as applicable, which was 0.10%, 0.15% and 3.25%, respectively, at June 30, 2021. Interest rates associated with loans that have been paid off reflect the interest rate at December 31, 2020. (c) In February 2021, the Company issued $650 million in 4.125% Senior Notes due 2029 and $650 million in 4.375% Senior Notes due 2031. These notes will pay interest semi-annually in February and August of each year, beginning in August 2021. These notes will be unsecured senior obligations of the Company and will be guaranteed by certain subsidiaries of the Company. (d) In March 2021, the Company closed on a $368.2 million construction loan for the development of Victoria Place in Ward Village. The loan bears interest at one-month LIBOR plus 5.00%, subject to a LIBOR cap of 2.00% and a LIBOR floor of 0.25%, with an initial maturity of September 2024 and 2 one-year extension options. Concurrent with the funding of the loan, the Company entered into interest rate cap agreements with a total notional amount of $368.2 million and interest rate of 2.00%. (e) In April 2021, the Company closed on a $58.5 million loan to replace the existing construction loan for Tanager Apartments in Downtown Summerlin. The loan bears interest at 3.13% fixed with a maturity of May 2031. (f) The Company used the net proceeds from the February 2021 issuance of Senior Notes due 2029 and 2031, as well as available cash on hand, as follows: (1) repurchased its $1.0 billion 5.375% Senior Notes due 2025; resulting in a $35.1 million loss on extinguishment of debt and (2) repaid $280.3 million outstanding under its loans for 1201 Lake Robbins and The Woodlands Warehouse maturing June 2021, resulting in a $10.0 million loss on the settlement of the rate-lock agreement associated with these loans. Additional Financing Activity In April 2021, the Company closed on an $82.6 million construction loan for the development of Marlow, a multi-family development in Columbia. The loan bears interest at LIBOR plus 2.95% with an initial maturity of April 2025 and a one-year extension option, with no amounts drawn as of June 30, 2021. In April 2021, the Company closed on a $42.7 million construction loan for the development of Starling at Bridgeland. The loan bears interest at LIBOR plus 2.75%, subject to an overall interest rate floor of 3.75%, and an initial maturity date of May 2026, and a one-year extension option, with no amounts drawn as of June 30, 2021. In June 2021, the Company closed on an extension of the $35.5 million loan for 8770 New Trails, extending the final maturity date to January 2032. |
Fair Value
Fair Value | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 7. Fair Value ASC 820, Fair Value Measurement , emphasizes that fair value is a market-based measurement that should be determined using assumptions market participants would use in pricing an asset or liability. The standard establishes a hierarchical disclosure framework that 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 the Company’s liabilities that are measured at fair value on a recurring basis: June 30, 2021 December 31, 2020 Fair Value Measurements Using Fair Value Measurements Using thousands Total Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Total Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Assets: Interest rate derivative assets $ 164 $ — $ 164 $ — $ — $ — $ — $ — Liabilities: Interest rate derivative liabilities $ 39,827 $ — $ 39,827 $ — $ 51,920 $ — $ 51,920 $ — 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, 2021 December 31, 2020 thousands Fair Value Hierarchy Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets: Cash and Restricted cash Level 1 $ 1,282,744 $ 1,282,744 $ 1,242,997 $ 1,242,997 Accounts receivable, net (a) Level 3 81,503 81,503 66,726 66,726 Notes receivable, net (b) Level 3 3,235 3,235 622 622 Liabilities: Fixed-rate debt (c) Level 2 2,726,121 2,766,762 2,374,822 2,461,155 Variable-rate debt (c) Level 2 1,768,062 1,768,062 1,945,344 1,945,344 (a) Accounts receivable, net is shown net of an allowance of $30.6 million at June 30, 2021, and $33.0 million at December 31, 2020. Refer to Note 1 - Summary of Significant Accounting Policies for additional information on the allowance. (b) Notes receivable, net is shown net of an allowance of $0.2 million at June 30, 2021, and $0.2 million at December 31, 2020. Refer to Note 1 - Summary of Significant Accounting Policies for additional information on the allowance. (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 Senior Notes, included in fixed-rate debt in the table above, is based upon the trade price closest to the end of the period presented. The fair value of other fixed-rate debt in the table above 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. Please refer to Note 6 - Mortgages, Notes and Loans Payable, Net for additional information. 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. The below table includes non-financial assets that were measured at fair value on a non-recurring basis resulting in the properties being impaired: Fair Value Measurements Using thousands Segment Total Fair Value Measurement Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs 2021 Century Park (a) Strategic Developments $ 32,000 $ — $ — $ 32,000 2020 Outlet Collection at Riverwalk (b) Operating Assets 46,794 — — 46,794 (a) The fair value was measured using weighted income and market valuation techniques as of the impairment date in the second quarter of 2021. Refer to Note 4 - Impairment for additional information. (b) The fair value was measured as of the impairment date in 2020 based on a discounted cash flow analysis using a capitalization rate of 10.0% and is shown net of transaction costs. Refer to Note 4 - Impairment for additional information. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | 8. 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. The Company uses interest rate swaps and caps to add stability to interest costs by reducing the Company’s exposure to interest rate movements. 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 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 gains or losses are 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. Derivatives accounted for as cash flow hedges are classified in the same category in the Condensed Consolidated Statements of Cash Flows as the items being hedged. Gains and losses from derivative financial instruments are reported in Cash (used in) provided by operating activities within the Condensed Consolidated Statements of Cash Flows. 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 creditworthy, such as large financial institutions with favorable credit ratings. There were no events of default as of June 30, 2021, or as of December 31, 2020. 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 six months ended June 30, 2021, and the year ended December 31, 2020, there were no termination events. The Company recorded a $0.8 million reduction in Interest expense during the three months ended June 30, 2021 and a $1.5 million reduction in Interest expense during the six months ended June 30, 2021, related to the amortization of terminated swaps. The Company did not settle any derivatives during the six months ended June 30, 2021 or the year ended December 31, 2020. 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, the Company estimates that an additional $16.9 million of net loss will be reclassified to Interest expense. The following table summarizes certain terms of the Company’s derivative contracts: Fair Value Asset (Liability) thousands Balance Sheet Location Notional Amount Fixed Interest Rate (a) Effective Date Maturity Date June 30, 2021 December 31, 2020 Derivative instruments not designated as hedging instruments: Interest rate cap (b) Prepaid expenses and other assets, net 285,000 2.00 % 3/12/2021 9/15/2023 $ 126 $ — Interest rate cap (b) Prepaid expenses and other assets, net 83,200 2.00 % 3/12/2021 9/15/2023 38 — Interest rate cap (c) Prepaid expenses and other assets, net 75,000 5.00 % 8/31/2020 10/17/2022 — — Total fair value derivative assets 164 — Derivative instruments designated as hedging instruments: Interest rate swap (d) Accounts payable and accrued expenses 615,000 2.96 % 9/21/2018 9/18/2023 (36,219) (46,613) Interest rate swap (e) Accounts payable and accrued expenses 35,487 4.89 % 11/1/2019 1/1/2032 (3,608) (5,307) Total fair value derivative liabilities (39,827) (51,920) Total fair value derivatives, net $ (39,663) $ (51,920) (a) These rates represent the strike rate on HHC’s interest swaps and caps. (b) In March 2021, the Company entered into two new interest rate caps, which are not designated as hedging instruments. Interest expense included in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021, related to these contracts was not material. (c) In the third quarter of 2020, the Company executed an agreement to extend the maturing position of this cap. Interest expense included in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021, and the year ended December 31, 2020, related to this contract was not material. (d) Concurrent with the funding of the $615.0 million term loan in September 2018, the Company entered into this interest rate swap which is designated as a cash flow hedge. (e) Concurrent with the closing of the $35.5 million construction loan for 8770 New Trails in June 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, 2021, and 2020: Derivatives in Cash Flow Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Derivatives Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Interest rate derivatives $ (1,136) $ (4,197) $ 2,247 $ (36,248) Location of Gain (Loss) Reclassified from AOCI into Operations Amount of Gain (Loss) Reclassified from AOCI into Operations Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Interest expense $ (3,041) $ (3,359) $ (6,014) $ (4,509) Interest Expense Presented in Results of Operations Total Interest Expense Presented in the Results of Operations in which the Effects of Cash Flow Hedges are Recorded Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Interest expense $ 31,439 $ 32,397 $ 65,649 $ 66,845 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. 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 $50.0 million as of June 30, 2021, and $54.6 million as of December 31, 2020. If the Company had breached any of these provisions at June 30, 2021, it could have been required to settle its obligations under the agreements at their termination value of $50.0 million. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. 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 management’s opinion, the liabilities, if any, that may ultimately result from normal course of business legal actions, including The Woodlands legal proceeding discussed below , are not expected to have a material effect on the Company’s consolidated financial position, results of operations or liquidity. Litigation 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. The Company entered into a settlement agreement with the Waiea homeowners association related to certain construction defects at the tower. Pursuant to the settlement agreement, the Company will pay for the repair of the defects. The Company believes that the general contractor is ultimately responsible for the defects and expects to recover all the repair costs from the general contractor, other responsible parties and insurance proceeds; however, the Company can provide no assurances that all or any portion of these costs will be recovered. The Company recorded total expenses of $99.2 million for the estimated repair costs related to this matter during 2020. An additional $21.0 million was charged during the six months ended June 30, 2021, related to additional anticipated costs. These amounts were included in Condominium rights and unit cost of sales in the accompanying Condensed Consolidated Statements of Operations. As of June 30, 2021, a total of $112.0 million remains in Construction payables for the estimated repair costs related to this matter, which is included in Accounts payable and accrued expenses in the accompanying Condensed Consolidated Balance Sheet. Environmental Matters The Company purchased its 250 Water Street property in the Seaport in June 2018. The site is currently used as a parking lot while the Company continues to move forward with redevelopment planning. The Company engaged a third-party specialist to perform a Phase I Environmental Site Assessment (ESA), and the ESA identified, among other findings, the existence of mercury in the soil at levels above New York State regulatory criteria. The site is in the State Brownfield Cleanup Program and is proposed to be remediated under this program. 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, 2021. As a result, the potential remediation has no financial impact for the three and six months ended June 30, 2021. Letters of Credit and Surety Bonds As of June 30, 2021, the Company had outstanding letters of credit totaling $5.1 million and surety bonds totaling $347.3 million. As of December 31, 2020, the Company had outstanding letters of credit totaling $5.2 million and surety bonds totaling $272.4 million. These letters of credit and surety bonds were issued primarily in connection with insurance requirements, special real estate assessments and construction obligations. Operating Leases The Company leases land or buildings at certain properties from third parties, which are recorded in Operating lease right-of-use assets, net and Operating lease obligations on the Condensed Consolidated Balance Sheets. See Note 15 - Leases for further discussion. Contractual rental expense, including participation rent, was $1.9 million for the three months ended June 30, 2021 and $3.7 million for the six months ended June 30, 2021, compared to $1.5 million for the three months ended June 30, 2020 and $3.3 million for the six months ended June 30, 2020. The amortization of above and below‑market ground leases and straight‑line rents included in the contractual rent amount was not significant. Guarantee Agreements In conjunction with the execution of the ground lease for the Seaport, the Company executed a completion guarantee for the redevelopment of the Tin Building. The completion guaranty is for the core and shell construction, which is nearing completion. The Company’s wholly owned subsidiaries agreed to complete defined public improvements and to indemnify Howard County, Maryland, for certain matters as part of the Downtown Columbia Redevelopment District TIF bonds. 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. Management has concluded that as of June 30, 2021, any obligations to pay special taxes are not probable. As part of the Company’s development permits with the Hawai’i Community Development Authority for the condominium towers at Ward Village, the Company is required to reserve 20% of the residential units for local residents who meet certain maximum income and net worth requirements. This requirement, which is triggered once the necessary permits are granted and construction commences, was satisfied for the Company’s three condominium towers, Waiea, Anaha and Ae‘o, with the opening of the Company’s fourth tower, Ke Kilohana, which is a workforce tower fully earmarked to fulfill this obligation. For the three towers under construction, the reserved units for the ‘A‘ali‘i tower are included in the tower, and the units for Kō'ula and Victoria Place will either be built off site or fulfilled by paying a cash-in-lieu fee. As a result of this guarantee, the Company expects that future reserved housing towers will be delivered on a break-even basis. The Company evaluates the likelihood of future performance under these guarantees and did not record an obligation as of June 30, 2021, and December 31, 2020. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10. Income Taxes Three Months Ended June 30, Six Months Ended June 30, thousands except percentages 2021 2020 $ Change 2021 2020 $ Change Income tax expense (benefit) $ (1,550) $ (6,844) $ 5,294 $ (22,755) $ (40,944) $ 18,189 Income (loss) before income taxes 2,067 (40,947) 43,014 (87,297) (200,129) 112,832 Effective tax rate NM 16.7 % NM 26.1 % 20.5 % 5.6 % NM—Not Meaningful The Company’s tax provision for interim periods is determined using an estimate of its annual current and deferred effective tax rates, adjusted for discrete items. The Company’s effective tax rate is typically impacted by non-deductible executive compensation and other permanent differences as well as state income taxes, which cause the Company’s effective tax rate to deviate from the federal statutory rate. For the three and six months ended June 30, 2020, the effective rate was also impacted by a valuation allowance on the Company’s charitable contribution carryover. |
Warrants
Warrants | 6 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Warrants | 11. Warrants On October 7, 2016, the Company entered into a warrant agreement with David R. O’Reilly, (the O’Reilly Warrant) prior to his appointment to the position of Chief Financial Officer. 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, and will expire on October 2, 2022. 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 price of $50.0 million and $2.0 million, respectively. The Weinreb Warrant would have become exercisable on June 15, 2022, at an exercise price of $124.64 per share, and the Herlitz Warrant would have become exercisable on October 3, 2022, at an exercise price of $117.01 per share, subject in each case to earlier exercise upon certain change in control, separation and termination provisions. The Weinreb Warrant expires June 15, 2023, and the Herlitz Warrant expires October 3, 2023. 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, 2021, and December 31, 2020. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Accumulated Other Comprehensive Income | 12. Accumulated Other Comprehensive Income The following tables summarize changes in accumulated other comprehensive income (AOCI) by component, all of which are presented net of tax: thousands Balance as of March 31, 2021 $ (31,017) Other comprehensive income (loss) before reclassifications (1,136) (Gain) loss reclassified from accumulated other comprehensive loss to net income 3,041 Share of investee's other comprehensive income, net of tax expense (benefit) of $386 1,358 Net current-period other comprehensive income 3,263 Balance as of June 30, 2021 $ (27,754) Balance as of March 31, 2020 $ (60,273) Other comprehensive income (loss) before reclassifications (4,197) (Gain) loss reclassified from accumulated other comprehensive loss to net income 3,359 Net current-period other comprehensive loss (838) Balance as of June 30, 2020 $ (61,111) thousands Balance as of December 31, 2020 $ (38,590) Other comprehensive income (loss) before reclassifications 2,247 (Gain) loss reclassified from accumulated other comprehensive loss to net income 6,014 Share of investee's other comprehensive income, net of tax expense (benefit) of $732 2,575 Net current-period other comprehensive loss 10,836 Balance as of June 30, 2021 $ (27,754) Balance as of December 31, 2019 $ (29,372) Other comprehensive income (loss) before reclassifications (36,248) (Gain) loss reclassified from accumulated other comprehensive loss to net income 4,509 Net current-period other comprehensive loss (31,739) Balance as of June 30, 2020 $ (61,111) The following table summarizes the amounts reclassified out of AOCI: Accumulated Other Comprehensive Amounts reclassified from Accumulated Other Comprehensive Income (Loss) Three Months Ended June 30, Six Months Ended June 30, Affected line items in the thousands 2021 2020 2021 2020 (Gains) losses on cash flow hedges $ 3,888 $ 4,103 $ 7,689 $ 5,510 Interest expense Income taxes on (gains) losses on cash flow hedges (847) (744) (1,675) (1,001) Provision for income taxes Total reclassifications of (income) loss, net of tax for the period $ 3,041 $ 3,359 $ 6,014 $ 4,509 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 13. 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 Six Months Ended thousands except per share amounts 2021 2020 2021 2020 Net income (loss) Net income (loss) $ 3,617 $ (34,103) $ (64,542) $ (159,185) Net (income) loss attributable to noncontrolling interests 1,224 19 2,789 (33) Net income (loss) attributable to common stockholders $ 4,841 $ (34,084) $ (61,753) $ (159,218) Shares Weighted-average common shares outstanding - basic 55,704 55,530 55,691 49,455 Restricted stock and stock options 53 — — — Weighted-average common shares outstanding - diluted 55,757 55,530 55,691 49,455 Net income (loss) per common share Basic income (loss) per share $ 0.09 $ (0.61) $ (1.11) $ (3.22) Diluted income (loss) per share $ 0.09 $ (0.61) $ (1.11) $ (3.22) For the three months ended June 30, 2021, the diluted EPS computation excludes 231,500 shares of stock options and 326,958 shares of restricted stock because their effect is anti-dilutive. For the six months ended June 30, 2021, the diluted EPS computation excludes 285,487 shares of stock options and 472,116 shares of restricted stock because their effect is anti-dilutive. For the three and six months ended June 30, 2020, the diluted EPS computation excludes 518,750 shares of stock options and 440,283 shares of restricted stock because their effect is anti-dilutive. Common Stock Offering On March 27, 2020, the Company offered 2,000,000 shares of common stock to the public at $50.00 per share and granted the underwriters an option to purchase up to an additional 300,000 shares of common stock at the same price. The underwriters exercised most of their option and purchased an additional 270,900 shares. Concurrently, the Company entered into a share purchase agreement with a related party, Pershing Square Capital Management, L.P., acting as investment advisor to funds that it manages, to issue and sell 10,000,000 shares of common stock in a private placement at $50.00 per share. The total issuance of 12,270,900 shares closed on March 31, 2020, and the Company received $593.6 million in net proceeds. The Company used the net proceeds for general corporate purposes including strengthening the Company’s balance sheet and enhancing liquidity. |
Revenues
Revenues | 6 Months Ended |
Jun. 30, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | 14. Revenues 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. 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 June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Revenues from contracts with customers Recognized at a point in time: Condominium rights and unit sales $ 12,861 $ — $ 50,028 $ 43 Master Planned Communities land sales 58,342 57,073 95,819 96,805 Builder price participation 11,389 8,947 18,183 16,706 Total 82,592 66,020 164,030 113,554 Recognized at a point in time or over time: Other land, rental and property revenues 41,389 11,447 64,632 46,344 Rental and lease-related revenues Rental revenue 88,476 78,706 174,375 171,450 Total revenues $ 212,457 $ 156,173 $ 403,037 $ 331,348 Revenues by segment Operating Assets revenues $ 113,422 $ 84,277 $ 209,861 $ 198,534 Master Planned Communities revenues 74,578 68,913 122,865 119,359 Seaport revenues 10,898 2,272 18,351 11,966 Strategic Developments revenues 13,466 624 51,766 1,384 Corporate revenues 93 87 194 105 Total revenues $ 212,457 $ 156,173 $ 403,037 $ 331,348 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. There were no contract assets for the period. The contract liabilities primarily relate to escrowed condominium deposits, MPC land sales deposits and deferred MPC land sales related to unsatisfied land improvements. The beginning and ending balances of contract liabilities and significant activity during the period are as follows: thousands Contract Liabilities Balance as of December 31, 2020 $ 360,416 Consideration earned during the period (71,778) Consideration received during the period 127,030 Balance as of June 30, 2021 $ 415,668 Balance as of December 31, 2019 $ 246,010 Consideration earned during the period (30,200) Consideration received during the period 122,526 Balance as of June 30, 2020 $ 338,336 Remaining Unsatisfied Performance Obligations The Company’s remaining unsatisfied performance obligations as of June 30, 2021, represent a measure of the total dollar value of work to be performed on contracts executed and in progress. These performance obligations primarily relate to the completion of condominium construction and transfer of control to a buyer, as well as the completion of contracted MPC land sales and related land improvements. These obligations are associated with contracts that generally are noncancelable 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, 2021, is $2.0 billion. The Company expects to recognize this amount as revenue over the following periods: thousands Less than 1 year 1-2 years 3 years and thereafter Total remaining unsatisfied performance obligations $ 713,231 $ 544,582 $ 737,106 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Leases | 15. Leases Lessee Arrangements The Company determines whether an arrangement is a lease at inception. Operating leases are included in Operating lease right-of-use assets, net and Operating lease obligations on the Condensed Consolidated Balance Sheets. 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, 2021. 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 52 years. Most leases include one or more options to renew, with renewal terms that can extend the lease term from two 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: thousands June 30, 2021 December 31, 2020 Assets Operating lease right-of-use assets, net $ 54,566 $ 56,255 Liabilities Operating lease obligations 68,102 68,929 The components of lease expense are as follows: Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Operating lease cost $ 2,180 $ 2,179 $ 4,363 $ 4,358 Variable lease costs 324 117 440 290 Net lease cost $ 2,504 $ 2,296 $ 4,803 $ 4,648 Future minimum lease payments as of June 30, 2021, are as follows: thousands Operating Leases Remainder of 2021 $ 3,349 2022 6,507 2023 6,464 2024 6,432 2025 5,047 Thereafter 261,806 Total lease payments 289,605 Less: imputed interest (221,503) Present value of lease liabilities $ 68,102 Other information related to the Company’s lessee agreements is as follows: Supplemental Condensed Consolidated Statements of Cash Flows Information Six Months Ended June 30, thousands 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows on operating leases $ 3,531 $ 3,849 Other Information June 30, 2021 June 30, 2020 Weighted-average remaining lease term (years) Operating leases 37.3 37.0 Weighted-average discount rate Operating leases 7.8 % 7.8 % Lessor Arrangements 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 five 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 decrease in total minimum rent payments for the six months ended June 30, 2021, as compared to the same period in 2020, is due to slowing of new lease activity caused by the COVID-19 pandemic coupled with the natural attrition of lease payments as leases move toward expiration. The minimum rentals based on operating leases of the consolidated properties held as of June 30, 2021, are as follows: Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Total minimum rent payments $ 54,658 $ 54,114 $ 108,000 $ 113,213 Total future minimum rents associated with operating leases are as follows as of June 30, 2021: thousands Total Remainder of 2021 $ 118,036 2022 246,736 2023 242,933 2024 238,289 2025 211,057 Thereafter 1,296,561 Total $ 2,353,612 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. In response to the COVID-19 pandemic, the Company granted rent deferrals to certain tenants. Under the accounting elections provided by the Financial Accounting Standards Board (FASB) in response to the COVID-19 pandemic, the Company has elected to not assess whether COVID-19 related deferrals are lease modifications and will account for the deferrals as if contemplated in the original lease. Rent deferrals are treated as variable lease payments resulting in a decrease in straight-line rent revenue during the deferral period and additional revenue upon payment in subsequent periods. COVID-19 related rent deferrals were $3.8 million as of June 30, 2021, net of subsequent collections. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segments | 16. Segments The Company has four business segments that 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 developed or acquired retail, office, hospitality and multi-family properties along with other real estate investments. These properties are currently generating revenues and may be redeveloped, repositioned, or sold 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 – consists of approximately 453,000 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. Segment operating results are as follows: thousands Operating Assets Segment (a) MPC Segment Seaport Segment Strategic Developments Segment Total Three Months Ended June 30, 2021 Total revenues $ 113,422 $ 74,578 $ 10,898 $ 13,466 $ 212,364 Total operating expenses (53,191) (33,905) (15,996) (18,640) (121,732) Segment operating income (loss) 60,231 40,673 (5,098) (5,174) 90,632 Depreciation and amortization (39,975) (98) (7,004) (1,597) (48,674) Interest income (expense), net (18,152) 10,615 187 659 (6,691) Other income (loss), net (156) — (618) 14 (760) Equity in earnings (losses) from real estate and other affiliates (10,419) 18,641 (336) (19) 7,867 Gain (loss) on sale or disposal of real estate and other assets, net — — — 21,333 21,333 Gain (loss) on extinguishment of debt (46) — — — (46) Provision for impairment — — — (13,068) (13,068) Segment EBT $ (8,517) $ 69,831 $ (12,869) $ 2,148 $ 50,593 Corporate income, expenses and other items (46,976) Net income (loss) 3,617 Net (income) loss attributable to noncontrolling interests 1,224 Net income (loss) attributable to common stockholders $ 4,841 Three Months Ended June 30, 2020 Total revenues $ 84,277 $ 68,913 $ 2,272 $ 624 $ 156,086 Total operating expenses (42,222) (31,970) (8,464) (12,517) (95,173) Segment operating income (loss) 42,055 36,943 (6,192) (11,893) 60,913 Depreciation and amortization (36,995) (91) (6,776) (1,650) (45,512) Interest income (expense), net (23,103) 8,303 (4,626) 1,057 (18,369) Other income (loss), net 226 — (409) 1,668 1,485 Equity in earnings (losses) from real estate and other affiliates 475 (2,968) (6,633) 574 (8,552) Gain (loss) on sale or disposal of real estate and other assets, net — — — 8,000 8,000 Segment EBT $ (17,342) $ 42,187 $ (24,636) $ (2,244) $ (2,035) Corporate income, expenses and other items (32,068) Net income (loss) (34,103) Net (income) loss attributable to noncontrolling interests 19 Net income (loss) attributable to common stockholders $ (34,084) (a) Total revenues includes hospitality revenues of $13.9 million for the three months ended June 30, 2021, and $2.5 million for the three months ended June 30, 2020. Total operating expenses includes hospitality operating costs of $11.0 million for the three months ended June 30, 2021, and $4.4 million for the three months ended June 30, 2020. thousands Operating Assets Segment (a) MPC Segment Seaport Segment Strategic Developments Segment Total Six Months Ended June 30, 2021 Total revenues $ 209,861 $ 122,865 $ 18,351 $ 51,766 $ 402,843 Total operating expenses (100,425) (57,172) (28,502) (78,263) (264,362) Segment operating income (loss) 109,436 65,693 (10,151) (26,497) 138,481 Depreciation and amortization (79,626) (170) (13,839) (3,195) (96,830) Interest income (expense), net (37,152) 21,372 289 1,760 (13,731) Other income (loss), net (10,254) — (954) 14 (11,194) Equity in earnings (losses) from real estate and other affiliates (21,823) 46,291 (688) (117) 23,663 Gain (loss) on sale or disposal of real estate and other assets, net — — — 21,333 21,333 Gain (loss) on extinguishment of debt (882) — — — (882) Provision for impairment — — — (13,068) (13,068) Segment EBT $ (40,301) $ 133,186 $ (25,343) $ (19,770) $ 47,772 Corporate income, expenses and other items (112,314) Net income (loss) (64,542) Net (income) loss attributable to noncontrolling interests 2,789 Net income (loss) attributable to common stockholders $ (61,753) Six Months Ended June 30, 2020 Total revenues $ 198,534 $ 119,359 $ 11,966 $ 1,384 $ 331,243 Total operating expenses (94,462) (55,692) (22,775) (116,816) (289,745) Segment operating income (loss) 104,072 63,667 (10,809) (115,432) 41,498 Depreciation and amortization (74,084) (182) (27,651) (3,411) (105,328) Interest income (expense), net (49,296) 16,857 (9,679) 2,988 (39,130) Other income (loss), net 167 — (3,777) 1,293 (2,317) Equity in earnings (losses) from real estate and other affiliates 4,869 5,966 (8,676) 638 2,797 Gain (loss) on sale or disposal of real estate and other assets, net 38,124 — — 8,000 46,124 Provision for impairment (48,738) — — — (48,738) Segment EBT $ (24,886) $ 86,308 $ (60,592) $ (105,924) $ (105,094) Corporate income, expenses and other items (54,091) Net income (loss) (159,185) Net (income) loss attributable to noncontrolling interests (33) Net income (loss) attributable to common stockholders $ (159,218) (a) Total revenues includes hospitality revenues of $21.6 million for the six months ended June 30, 2021, and $19.8 million for the six months ended June 30, 2020. Total operating expenses includes hospitality operating costs of $18.9 million for the six months ended June 30, 2021, and $17.2 million for the six months ended June 30, 2020. 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: thousands June 30, 2021 December 31, 2020 Operating Assets $ 3,949,294 $ 3,936,119 Master Planned Communities 2,327,151 2,285,896 Seaport 972,512 924,245 Strategic Developments 1,212,919 1,132,231 Total segment assets 8,461,876 8,278,491 Corporate 847,193 861,841 Total assets $ 9,309,069 $ 9,140,332 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Restricted Cash | Restricted Cash Restricted cash reflects amounts segregated in escrow accounts in the name of the Company, primarily related to escrowed condominium deposits by buyers and other amounts related to taxes, insurance and legally restricted security deposits and leasing costs. |
Accounts Receivable, Net | Accounts Receivable, net On a quarterly basis, management reviews tenant rents, tenant recoveries and straight-line rent assets for collectability. As required under Accounting Standards Codification (ASC) 842 - Leases, this analysis includes a review of past due accounts and considers factors such as the credit quality of tenants, current economic conditions and changes in customer payment trends. When full collection of a lease receivable or future lease payment is not probable, a reserve for the receivable balance is charged against rental revenue and future rental revenue is recognized on a cash basis. Due to the continued impacts of COVID-19 on the collectability of tenant receivables, the Company determined full collection of outstanding tenant rents and recoveries was not probable for a number of retail tenants. In addition, the Company determined that a reserve for estimated losses under ASC 450 - Contingencies is required as the amount is probable and can be reasonably estimated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. The estimates and assumptions include, but are not limited to, capitalization of development costs, provision for income taxes, recoverable amounts of receivables and deferred tax assets, initial valuations of tangible and intangible assets acquired and the related useful lives of assets upon which depreciation and amortization is based. Estimates and assumptions have also been made with respect to future revenues and costs, debt and options granted. In particular, Master Planned Communities (MPC) cost of sales estimates are highly judgmental as they are sensitive to cost escalation, sales price escalation and lot absorption, which are subject to judgment and affected by expectations about future market or economic conditions. Actual results could differ from these and other estimates. In addition, these estimates may change in the near term due to the continued demands and constraints on the Company’s supply chain resulting from the COVID-19 pandemic. |
Noncontrolling Interests | Noncontrolling Interests As of June 30, 2021 and December 31, 2020, noncontrolling interests are related to the Ward Village Homeowners’ Associations (HOAs). All revenues and expenses related to the HOAs are attributable to noncontrolling interests and do not impact net income attributable to common stockholders. |
Financial Instruments - Credit Losses | Financial Instruments - Credit Losses The Company is exposed to credit losses through the sale of goods and services to the Company’s customers. Receivables held by the Company primarily relate to short-term trade receivables and financing receivables, which include Municipal Utility District (MUD) receivables, Special Improvement District (SID) bonds, TIF receivables, net investments in lease receivables, and notes receivable. The Company assesses its exposure to credit loss based on historical collection experience and future expectations by portfolio segment. Historical collection experience is evaluated on a quarterly basis by the Company. The amortized cost basis of financing receivables, consisting primarily of MUD receivables, totaled $411.9 million as of June 30, 2021, including accrued interest of $18.6 million. There has been no material activity in the allowance for credit losses for financing receivables for the six months ended June 30, 2021. Financing receivables are considered to be past due once they are 30 days contractually past due under the terms of the agreement. The Company does not have significant receivables that are past due or on nonaccrual status. There have been no significant write-offs or recoveries of amounts previously written off during the current period for financing receivables. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards The following is a summary of recently issued and other notable accounting pronouncements that relate to the Company’s business. ASU 2020-04, Reference Rate Reform The amendments in this Update provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform when certain criteria are met. The amendments in this Update apply only to contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate (LIBOR) or another reference rate expected to be discontinued because of reference rate reform. The expedients and exceptions provided by the amendments do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2022, except for hedging relationships existing as of December 31, 2022, for which an entity has applied certain optional expedients that are retained through the end of the hedging relationship. The amendments in this Update are effective as of March 12, 2020, through December 31, 2022. The guidance in Accounting Standards Update (ASU) 2020-04 is optional and may be elected over time as reference rate reform activities occur. During the first quarter of 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedge transactions will be based matches the index on the corresponding derivatives. Application of these expedients preserves the presentation of derivatives consistent with past presentation. The Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur. An entity may elect to apply the amendments for contract modifications by Topic or Industry Subtopic as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Components of accounts receivable, net | The following table represents the components of Accounts Receivable, net of amounts considered uncollectible, in the accompanying Condensed Consolidated Balance Sheets: thousands June 30, 2021 December 31, 2020 Tenant receivables $ 8,531 $ 4,339 Straight-line rent receivables 68,231 59,288 Other receivables 4,741 3,099 Accounts receivable, net (a) $ 81,503 $ 66,726 (a) As of June 30, 2021, the total reserve balance for amounts considered uncollectible was $30.6 million, comprised of $27.2 million related to ASC 842 and $3.4 million related to ASC 450. As of December 31, 2020, the total reserve balance was $33.0 million, comprised of $27.3 million related to ASC 842 and $5.7 million related to ASC 450. |
Schedule of impacts of the ASC 842 and ASC 450 reserves in the accompanying Condensed Consolidated Statement of Operations | The following table summarizes the impacts of the ASC 842 and ASC 450 reserves in the accompanying Condensed Consolidated Statements of Operations: Three Months Ended June 30, Six Months Ended June 30, thousands Income Statement Location 2021 2020 2021 2020 ASC 842 reserve Rental revenue $ 330 $ 5,716 $ 1,361 $ 7,219 ASC 450 reserve Provision for (recovery of) doubtful accounts (1,640) 2,818 (2,239) 4,396 Total impact $ (1,310) $ 8,534 $ (878) $ 11,615 |
Real Estate and Other Affilia_2
Real Estate and Other Affiliates (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary equity of investments in real estate and other affiliates | Equity investments in real estate and other affiliates are reported as follows: Economic/Legal Ownership Carrying Value Share of Earnings/Dividends June 30, December 31, June 30, December 31, Three Months Ended Six Months Ended thousands except percentages 2021 2020 2021 2020 2021 2020 2021 2020 Equity Method Investments Operating Assets: 110 North Wacker (a) see below see below $ 237,804 $ 261,143 $ (11,307) — $ (27,012) $ — The Metropolitan Downtown Columbia (b) 50 % 50 % — — 165 195 111 422 Stewart Title of Montgomery County, TX 50 % 50 % 4,034 3,924 383 160 634 503 Woodlands Sarofim #1 20 % 20 % 3,173 3,120 22 29 53 64 m.flats/TEN.M 50 % 50 % 834 1,247 318 91 636 156 Master Planned Communities: The Summit (c) see below see below 40,920 96,300 18,641 (2,968) 46,291 5,966 Seaport Mr. C Seaport (d) — % — % — — — (6,249) — (6,900) Ssäm Bar (Momofuku) (e) see below see below 7,204 7,101 (336) (384) (688) (1,776) Strategic Developments: Circle T Ranch and Power Center (f) — % — % — — — 589 — 675 HHMK Development 50 % 50 % 10 10 — — — — KR Holdings 50 % 50 % 230 347 (19) (15) (117) (37) 294,209 373,192 7,867 (8,552) 19,908 (927) Other equity investments (g) 3,952 3,953 — — 3,755 3,724 Investments in real estate and other affiliates $ 298,161 $ 377,145 $ 7,867 $ (8,552) $ 23,663 $ 2,797 (a) During the third quarter of 2020, 110 North Wacker was completed and placed in service. This triggered a reconsideration event that resulted in the deconsolidation of 110 North Wacker and the recognition of the retained equity method investment at fair market value. Refer to the discussion below for additional details. (b) The Metropolitan Downtown Columbia was in a deficit position of $5.5 million at June 30, 2021, and $5.0 million at December 31, 2020, 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, 2021, and December 31, 2020. (c) The decrease in investment balance is primarily due to $100.5 million in distributions received during the second quarter of 2021. Refer to discussion below for details on the ownership structure. (d) During the third quarter of 2020, the Company completed the sale of its 35% equity investment in Mr. C Seaport. (e) During the first quarter of 2021, Bar Wayō was rebranded as Ssäm Bar. Refer to the discussion below for details on the ownership structure. (f) During the fourth quarter of 2020, the Company completed the sale of its 50% equity investment in Circle T Ranch and Power Center. (g) Other equity investments represent equity investments not accounted for under the equity method. The Company elected the measurement alternative as these investments do not have readily determinable fair values. There were no impairments, or upward or downward adjustments to the carrying amounts of these securities either during current year or cumulatively. |
Changes in redeemable noncontrolling interest | The following table presents changes in Redeemable noncontrolling interest: thousands Redeemable Noncontrolling Interest Balance as of December 31, 2020 $ 29,114 Net income (loss) attributable to noncontrolling interest (2,701) Share of investee’s other comprehensive income 368 Balance as of June 30, 2021 $ 26,781 |
Relevant financial statement information for The Summit | Relevant financial statement information for significant equity method investments is summarized as follows: thousands The Summit (a)(b) 110 North Wacker (c) Balance Sheet June 30, 2021 Total assets $ 234,684 $ 677,078 Total liabilities 180,597 470,950 Total equity 54,087 206,128 December 31, 2020 Total assets $ 310,855 $ 634,274 Total liabilities 209,968 415,452 Total equity 100,887 218,822 Income Statement Six Months Ended June 30, 2021 Revenues $ 199,505 $ 18,042 Gross margin 69,695 — Operating income (loss) — 12,390 Net income (loss) 69,372 (16,777) Six Months Ended June 30, 2020 Revenues $ 58,672 $ — Gross margin 10,256 — Operating income — — Net income (loss) 7,591 — (a) The decrease in Total Equity for The Summit is primarily the result of distributions made in the second quarter of 2021. (b) The increase in Revenues for The Summit is due to an increase in units closed, with 35 units closing during the six months ended June 30, 2021 compared to 7 units closing during the six months ended June 30, 2020. |
Other Assets and Liabilities (T
Other Assets and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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: thousands June 30, 2021 December 31, 2020 $ Change Special Improvement District receivable $ 49,864 $ 54,770 $ (4,906) In-place leases 46,611 49,161 (2,550) Intangibles 31,390 32,595 (1,205) Prepaid expenses 20,909 17,455 3,454 Security, escrow and other deposits (a) 19,266 48,576 (29,310) Other 19,086 12,096 6,990 Condominium inventory (b) 11,123 55,883 (44,760) Tenant incentives and other receivables 7,420 9,612 (2,192) Food and beverage and lifestyle inventory 1,457 1,060 397 TIF receivable 937 893 44 Prepaid expenses and other assets, net $ 208,063 $ 282,101 $ (74,038) (a) The decrease in Security, escrow, and other deposits is primarily attributable to the settlement of the rate-lock agreement associated with the loans for 1201 Lake Robbins and The Woodlands Warehouse upon repayment in February 2021. (b) The decrease in Condominium inventory is attributable to closing on inventory units at Waiea and Anaha. |
Summary of the significant components of accounts payable and accrued expenses | The following table summarizes the significant components of Accounts payable and accrued expenses: thousands June 30, 2021 December 31, 2020 $ Change Condominium deposit liabilities (a) $ 343,517 $ 309,884 $ 33,633 Construction payables (b) 295,997 253,626 42,371 Deferred income 68,548 66,656 1,892 Accrued interest (c) 45,561 37,007 8,554 Interest rate swap liabilities (d) 39,827 51,920 (12,093) Tenant and other deposits (e) 38,197 25,801 12,396 Accounts payable and accrued expenses 31,786 28,589 3,197 Accrued real estate taxes (f) 27,878 38,863 (10,985) Accrued payroll and other employee liabilities 22,674 27,419 (4,745) Other 11,860 12,493 (633) Accounts payable and accrued expenses $ 925,845 $ 852,258 $ 73,587 (a) The increase in Condominium deposit liabilities is attributable to contracted sales at Victoria Place, Kō'ula, and ‘A‘ali‘i. (b) The increase in Construction payables is attributable to an increase of $78.2 million primarily related to increased construction spend at Ward Village, the Tin Building, and the Summerlin and Bridgeland MPC developments, and a $21.0 million charge for additional remediation costs at Waiea. These increases are partially offset by decreases of $35.8 million related to a reduction of construction spend for projects placed in service in 2020 or approaching completion, as well as costs incurred and paid for Waiea remediation activities during the first half of 2021. (c) The increase in Accrued interest is primarily due to the accrual of interest due August 2021 on the Company’s $1.3 billion Senior Notes issued in February 2021, as compared to accrued interest on the Company’s $1.0 billion Senior Notes repurchased in the first quarter of 2021. See Note 6 - Mortgages, Notes and Loans Payable, Net for additional information. (d) The decrease in Interest rate swap liabilities is due to an increase of the one-month LIBOR forward curve for the periods presented. (e) The increase in Tenant and other deposits is primarily due to a $13.5 million deposit received in the second quarter of 2021 related to a 216-acre superpad sale in Summerlin. The sale is expected to close in the fourth quarter of 2021. (f) The decrease in Accrued real estate taxes is primarily due to the payment of 2020 real estate taxes in the first quarter of 2021. |
Mortgages, Notes and Loans Pa_2
Mortgages, Notes and Loans Payable, Net (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary and activity for mortgages, notes and loans payable | Mortgages, notes and loans payable, net are summarized as follows: thousands June 30, 2021 December 31, 2020 Fixed-rate debt: Unsecured 5.375% Senior Notes due 2025 $ — $ 1,000,000 Unsecured 5.375% Senior Notes due 2028 750,000 750,000 Unsecured 4.125% Senior Notes due 2029 650,000 — Unsecured 4.375% Senior Notes due 2031 650,000 — Secured mortgages, notes and loans payable 643,315 590,517 Special Improvement District bonds 32,807 34,305 Variable-rate debt: Mortgages, notes and loans payable (a) 1,768,062 1,945,344 Unamortized bond discounts — (4,355) Unamortized deferred financing costs (b) (44,850) (28,442) Total mortgages, notes and loans payable, net $ 4,449,333 $ 4,287,369 (a) As of June 30, 2021, $650.5 million of variable‑rate debt has been swapped to a fixed rate for the term of the related debt. As of December 31, 2020, $649.9 million of variable‑rate debt had been swapped to a fixed rate for the term of the related debt. As of June 30, 2021, $124.2 million of variable-rate debt was capped at a maximum interest rate. As of December 31, 2020, $75.0 million of variable-rate debt was capped at a maximum interest rate. See Note 8 - Derivative Instruments and Hedging Activities for additional information. (b) Deferred financing costs are amortized to interest expense over the terms of the respective financing agreements using the effective interest method (or other methods which approximate the effective interest method). The Company’s borrowing activity is summarized as follows: thousands Initial / Extended Interest Rate Carrying Value Balance at December 31, 2020 $ 4,287,369 Issuances: Senior Notes due 2029 February 2029 4.13 % (c) 650,000 Senior Notes due 2031 February 2031 4.38 % (c) 650,000 Borrowings: Victoria Place September 2024/September 2026 5.25 % (b),(d) 42,718 Tanager Apartments May 2031 3.13 % (e) 58,500 Draws on existing mortgages, notes and loans payable 101,864 Repayments: 1201 Lake Robbins June 2021 2.49 % (b),(f) (273,070) The Woodlands Warehouse June 2021 2.49 % (b),(f) (7,230) Tanager Apartments October 2021 / October 2024 2.50 % (b),(e) (39,992) Repayments on existing mortgages, notes and loans payable (7,762) Redemptions Senior Notes due 2025 March 2025 5.38 % (f) (1,000,000) Other: Special Improvement District bond assumptions April 2049 4.00 % (1,010) Deferred financing costs, net (12,054) Balance at June 30, 2021 $ 4,449,333 (a) Maturity dates presented represent initial maturity dates and the extended or final maturity dates as contractually stated. HHC has the option to exercise extension periods at the initial maturity date, subject to extension terms that are based on current property performance projections. Extension terms may include minimum debt service coverage, minimum occupancy levels or condominium sales levels, as applicable and other performance criteria. In certain cases, due to property performance not meeting covenants, HHC may have to pay down a portion of the loan to obtain the extension. (b) The interest rate presented is based on the one-month LIBOR, three-month LIBOR or Prime rate, as applicable, which was 0.10%, 0.15% and 3.25%, respectively, at June 30, 2021. Interest rates associated with loans that have been paid off reflect the interest rate at December 31, 2020. (c) In February 2021, the Company issued $650 million in 4.125% Senior Notes due 2029 and $650 million in 4.375% Senior Notes due 2031. These notes will pay interest semi-annually in February and August of each year, beginning in August 2021. These notes will be unsecured senior obligations of the Company and will be guaranteed by certain subsidiaries of the Company. (d) In March 2021, the Company closed on a $368.2 million construction loan for the development of Victoria Place in Ward Village. The loan bears interest at one-month LIBOR plus 5.00%, subject to a LIBOR cap of 2.00% and a LIBOR floor of 0.25%, with an initial maturity of September 2024 and 2 one-year extension options. Concurrent with the funding of the loan, the Company entered into interest rate cap agreements with a total notional amount of $368.2 million and interest rate of 2.00%. (e) In April 2021, the Company closed on a $58.5 million loan to replace the existing construction loan for Tanager Apartments in Downtown Summerlin. The loan bears interest at 3.13% fixed with a maturity of May 2031. (f) The Company used the net proceeds from the February 2021 issuance of Senior Notes due 2029 and 2031, as well as available cash on hand, as follows: (1) repurchased its $1.0 billion 5.375% Senior Notes due 2025; resulting in a $35.1 million loss on extinguishment of debt and (2) repaid $280.3 million outstanding under its loans for 1201 Lake Robbins and The Woodlands Warehouse maturing June 2021, resulting in a $10.0 million loss on the settlement of the rate-lock agreement associated with these loans. |
Fair Value (Tables)
Fair Value (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of assets and liabilities measured at fair value on a recurring basis | The following table presents the fair value measurement hierarchy levels required under ASC 820 for the Company’s liabilities that are measured at fair value on a recurring basis: June 30, 2021 December 31, 2020 Fair Value Measurements Using Fair Value Measurements Using thousands Total Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Total Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs Assets: Interest rate derivative assets $ 164 $ — $ 164 $ — $ — $ — $ — $ — Liabilities: Interest rate derivative liabilities $ 39,827 $ — $ 39,827 $ — $ 51,920 $ — $ 51,920 $ — |
Summary of assets and liabilities not measured at fair value on a 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, 2021 December 31, 2020 thousands Fair Value Hierarchy Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Assets: Cash and Restricted cash Level 1 $ 1,282,744 $ 1,282,744 $ 1,242,997 $ 1,242,997 Accounts receivable, net (a) Level 3 81,503 81,503 66,726 66,726 Notes receivable, net (b) Level 3 3,235 3,235 622 622 Liabilities: Fixed-rate debt (c) Level 2 2,726,121 2,766,762 2,374,822 2,461,155 Variable-rate debt (c) Level 2 1,768,062 1,768,062 1,945,344 1,945,344 (a) Accounts receivable, net is shown net of an allowance of $30.6 million at June 30, 2021, and $33.0 million at December 31, 2020. Refer to Note 1 - Summary of Significant Accounting Policies for additional information on the allowance. (b) Notes receivable, net is shown net of an allowance of $0.2 million at June 30, 2021, and $0.2 million at December 31, 2020. Refer to Note 1 - Summary of Significant Accounting Policies for additional information on the allowance. (c) Excludes related unamortized financing costs. |
Summary of non-financial asset measured at fair value on a non-recurring basis | The below table includes non-financial assets that were measured at fair value on a non-recurring basis resulting in the properties being impaired: Fair Value Measurements Using thousands Segment Total Fair Value Measurement Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs 2021 Century Park (a) Strategic Developments $ 32,000 $ — $ — $ 32,000 2020 Outlet Collection at Riverwalk (b) Operating Assets 46,794 — — 46,794 (a) The fair value was measured using weighted income and market valuation techniques as of the impairment date in the second quarter of 2021. Refer to Note 4 - Impairment for additional information. (b) The fair value was measured as of the impairment date in 2020 based on a discounted cash flow analysis using a capitalization rate of 10.0% and is shown net of transaction costs. Refer to Note 4 - Impairment for additional information. |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of the notional and fair value of derivative financial instruments | The following table summarizes certain terms of the Company’s derivative contracts: Fair Value Asset (Liability) thousands Balance Sheet Location Notional Amount Fixed Interest Rate (a) Effective Date Maturity Date June 30, 2021 December 31, 2020 Derivative instruments not designated as hedging instruments: Interest rate cap (b) Prepaid expenses and other assets, net 285,000 2.00 % 3/12/2021 9/15/2023 $ 126 $ — Interest rate cap (b) Prepaid expenses and other assets, net 83,200 2.00 % 3/12/2021 9/15/2023 38 — Interest rate cap (c) Prepaid expenses and other assets, net 75,000 5.00 % 8/31/2020 10/17/2022 — — Total fair value derivative assets 164 — Derivative instruments designated as hedging instruments: Interest rate swap (d) Accounts payable and accrued expenses 615,000 2.96 % 9/21/2018 9/18/2023 (36,219) (46,613) Interest rate swap (e) Accounts payable and accrued expenses 35,487 4.89 % 11/1/2019 1/1/2032 (3,608) (5,307) Total fair value derivative liabilities (39,827) (51,920) Total fair value derivatives, net $ (39,663) $ (51,920) (a) These rates represent the strike rate on HHC’s interest swaps and caps. (b) In March 2021, the Company entered into two new interest rate caps, which are not designated as hedging instruments. Interest expense included in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021, related to these contracts was not material. (c) In the third quarter of 2020, the Company executed an agreement to extend the maturing position of this cap. Interest expense included in the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021, and the year ended December 31, 2020, related to this contract was not material. (d) Concurrent with the funding of the $615.0 million term loan in September 2018, the Company entered into this interest rate swap which is designated as a cash flow hedge. (e) Concurrent with the closing of the $35.5 million construction loan for 8770 New Trails |
Summary of effect of 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, 2021, and 2020: Derivatives in Cash Flow Hedging Relationships Amount of Gain (Loss) Recognized in AOCI on Derivatives Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Interest rate derivatives $ (1,136) $ (4,197) $ 2,247 $ (36,248) Location of Gain (Loss) Reclassified from AOCI into Operations Amount of Gain (Loss) Reclassified from AOCI into Operations Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Interest expense $ (3,041) $ (3,359) $ (6,014) $ (4,509) Interest Expense Presented in Results of Operations Total Interest Expense Presented in the Results of Operations in which the Effects of Cash Flow Hedges are Recorded Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Interest expense $ 31,439 $ 32,397 $ 65,649 $ 66,845 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | Three Months Ended June 30, Six Months Ended June 30, thousands except percentages 2021 2020 $ Change 2021 2020 $ Change Income tax expense (benefit) $ (1,550) $ (6,844) $ 5,294 $ (22,755) $ (40,944) $ 18,189 Income (loss) before income taxes 2,067 (40,947) 43,014 (87,297) (200,129) 112,832 Effective tax rate NM 16.7 % NM 26.1 % 20.5 % 5.6 % |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Stockholders' Equity Note [Abstract] | |
Summary of AOCI | The following tables summarize changes in accumulated other comprehensive income (AOCI) by component, all of which are presented net of tax: thousands Balance as of March 31, 2021 $ (31,017) Other comprehensive income (loss) before reclassifications (1,136) (Gain) loss reclassified from accumulated other comprehensive loss to net income 3,041 Share of investee's other comprehensive income, net of tax expense (benefit) of $386 1,358 Net current-period other comprehensive income 3,263 Balance as of June 30, 2021 $ (27,754) Balance as of March 31, 2020 $ (60,273) Other comprehensive income (loss) before reclassifications (4,197) (Gain) loss reclassified from accumulated other comprehensive loss to net income 3,359 Net current-period other comprehensive loss (838) Balance as of June 30, 2020 $ (61,111) thousands Balance as of December 31, 2020 $ (38,590) Other comprehensive income (loss) before reclassifications 2,247 (Gain) loss reclassified from accumulated other comprehensive loss to net income 6,014 Share of investee's other comprehensive income, net of tax expense (benefit) of $732 2,575 Net current-period other comprehensive loss 10,836 Balance as of June 30, 2021 $ (27,754) Balance as of December 31, 2019 $ (29,372) Other comprehensive income (loss) before reclassifications (36,248) (Gain) loss reclassified from accumulated other comprehensive loss to net income 4,509 Net current-period other comprehensive loss (31,739) Balance as of June 30, 2020 $ (61,111) |
Summary of the amounts reclassified out of AOCI | The following table summarizes the amounts reclassified out of AOCI: Accumulated Other Comprehensive Amounts reclassified from Accumulated Other Comprehensive Income (Loss) Three Months Ended June 30, Six Months Ended June 30, Affected line items in the thousands 2021 2020 2021 2020 (Gains) losses on cash flow hedges $ 3,888 $ 4,103 $ 7,689 $ 5,510 Interest expense Income taxes on (gains) losses on cash flow hedges (847) (744) (1,675) (1,001) Provision for income taxes Total reclassifications of (income) loss, net of tax for the period $ 3,041 $ 3,359 $ 6,014 $ 4,509 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Summary of EPS calculations | Information related to the Company’s EPS calculations is summarized as follows: Three Months Ended Six Months Ended thousands except per share amounts 2021 2020 2021 2020 Net income (loss) Net income (loss) $ 3,617 $ (34,103) $ (64,542) $ (159,185) Net (income) loss attributable to noncontrolling interests 1,224 19 2,789 (33) Net income (loss) attributable to common stockholders $ 4,841 $ (34,084) $ (61,753) $ (159,218) Shares Weighted-average common shares outstanding - basic 55,704 55,530 55,691 49,455 Restricted stock and stock options 53 — — — Weighted-average common shares outstanding - diluted 55,757 55,530 55,691 49,455 Net income (loss) per common share Basic income (loss) per share $ 0.09 $ (0.61) $ (1.11) $ (3.22) Diluted income (loss) per share $ 0.09 $ (0.61) $ (1.11) $ (3.22) |
Revenues (Tables)
Revenues (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
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 June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Revenues from contracts with customers Recognized at a point in time: Condominium rights and unit sales $ 12,861 $ — $ 50,028 $ 43 Master Planned Communities land sales 58,342 57,073 95,819 96,805 Builder price participation 11,389 8,947 18,183 16,706 Total 82,592 66,020 164,030 113,554 Recognized at a point in time or over time: Other land, rental and property revenues 41,389 11,447 64,632 46,344 Rental and lease-related revenues Rental revenue 88,476 78,706 174,375 171,450 Total revenues $ 212,457 $ 156,173 $ 403,037 $ 331,348 Revenues by segment Operating Assets revenues $ 113,422 $ 84,277 $ 209,861 $ 198,534 Master Planned Communities revenues 74,578 68,913 122,865 119,359 Seaport revenues 10,898 2,272 18,351 11,966 Strategic Developments revenues 13,466 624 51,766 1,384 Corporate revenues 93 87 194 105 Total revenues $ 212,457 $ 156,173 $ 403,037 $ 331,348 |
Contract with customer, assets and liabilities | The beginning and ending balances of contract liabilities and significant activity during the period are as follows: thousands Contract Liabilities Balance as of December 31, 2020 $ 360,416 Consideration earned during the period (71,778) Consideration received during the period 127,030 Balance as of June 30, 2021 $ 415,668 Balance as of December 31, 2019 $ 246,010 Consideration earned during the period (30,200) Consideration received during the period 122,526 Balance as of June 30, 2020 $ 338,336 |
Remaining performance obligation, expected timing of satisfaction | The Company expects to recognize this amount as revenue over the following periods: thousands Less than 1 year 1-2 years 3 years and thereafter Total remaining unsatisfied performance obligations $ 713,231 $ 544,582 $ 737,106 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Summary of leased assets and liabilities | The Company’s leased assets and liabilities are as follows: thousands June 30, 2021 December 31, 2020 Assets Operating lease right-of-use assets, net $ 54,566 $ 56,255 Liabilities Operating lease obligations 68,102 68,929 |
Components of lease expense and other information | The components of lease expense are as follows: Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Operating lease cost $ 2,180 $ 2,179 $ 4,363 $ 4,358 Variable lease costs 324 117 440 290 Net lease cost $ 2,504 $ 2,296 $ 4,803 $ 4,648 Other information related to the Company’s lessee agreements is as follows: Supplemental Condensed Consolidated Statements of Cash Flows Information Six Months Ended June 30, thousands 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows on operating leases $ 3,531 $ 3,849 Other Information June 30, 2021 June 30, 2020 Weighted-average remaining lease term (years) Operating leases 37.3 37.0 Weighted-average discount rate Operating leases 7.8 % 7.8 % |
Schedule of future minimum lease payments | Future minimum lease payments as of June 30, 2021, are as follows: thousands Operating Leases Remainder of 2021 $ 3,349 2022 6,507 2023 6,464 2024 6,432 2025 5,047 Thereafter 261,806 Total lease payments 289,605 Less: imputed interest (221,503) Present value of lease liabilities $ 68,102 |
Schedule of minimum rentals | The minimum rentals based on operating leases of the consolidated properties held as of June 30, 2021, are as follows: Three Months Ended June 30, Six Months Ended June 30, thousands 2021 2020 2021 2020 Total minimum rent payments $ 54,658 $ 54,114 $ 108,000 $ 113,213 Total future minimum rents associated with operating leases are as follows as of June 30, 2021: thousands Total Remainder of 2021 $ 118,036 2022 246,736 2023 242,933 2024 238,289 2025 211,057 Thereafter 1,296,561 Total $ 2,353,612 |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Summary of segment operating results | Segment operating results are as follows: thousands Operating Assets Segment (a) MPC Segment Seaport Segment Strategic Developments Segment Total Three Months Ended June 30, 2021 Total revenues $ 113,422 $ 74,578 $ 10,898 $ 13,466 $ 212,364 Total operating expenses (53,191) (33,905) (15,996) (18,640) (121,732) Segment operating income (loss) 60,231 40,673 (5,098) (5,174) 90,632 Depreciation and amortization (39,975) (98) (7,004) (1,597) (48,674) Interest income (expense), net (18,152) 10,615 187 659 (6,691) Other income (loss), net (156) — (618) 14 (760) Equity in earnings (losses) from real estate and other affiliates (10,419) 18,641 (336) (19) 7,867 Gain (loss) on sale or disposal of real estate and other assets, net — — — 21,333 21,333 Gain (loss) on extinguishment of debt (46) — — — (46) Provision for impairment — — — (13,068) (13,068) Segment EBT $ (8,517) $ 69,831 $ (12,869) $ 2,148 $ 50,593 Corporate income, expenses and other items (46,976) Net income (loss) 3,617 Net (income) loss attributable to noncontrolling interests 1,224 Net income (loss) attributable to common stockholders $ 4,841 Three Months Ended June 30, 2020 Total revenues $ 84,277 $ 68,913 $ 2,272 $ 624 $ 156,086 Total operating expenses (42,222) (31,970) (8,464) (12,517) (95,173) Segment operating income (loss) 42,055 36,943 (6,192) (11,893) 60,913 Depreciation and amortization (36,995) (91) (6,776) (1,650) (45,512) Interest income (expense), net (23,103) 8,303 (4,626) 1,057 (18,369) Other income (loss), net 226 — (409) 1,668 1,485 Equity in earnings (losses) from real estate and other affiliates 475 (2,968) (6,633) 574 (8,552) Gain (loss) on sale or disposal of real estate and other assets, net — — — 8,000 8,000 Segment EBT $ (17,342) $ 42,187 $ (24,636) $ (2,244) $ (2,035) Corporate income, expenses and other items (32,068) Net income (loss) (34,103) Net (income) loss attributable to noncontrolling interests 19 Net income (loss) attributable to common stockholders $ (34,084) (a) Total revenues includes hospitality revenues of $13.9 million for the three months ended June 30, 2021, and $2.5 million for the three months ended June 30, 2020. Total operating expenses includes hospitality operating costs of $11.0 million for the three months ended June 30, 2021, and $4.4 million for the three months ended June 30, 2020. thousands Operating Assets Segment (a) MPC Segment Seaport Segment Strategic Developments Segment Total Six Months Ended June 30, 2021 Total revenues $ 209,861 $ 122,865 $ 18,351 $ 51,766 $ 402,843 Total operating expenses (100,425) (57,172) (28,502) (78,263) (264,362) Segment operating income (loss) 109,436 65,693 (10,151) (26,497) 138,481 Depreciation and amortization (79,626) (170) (13,839) (3,195) (96,830) Interest income (expense), net (37,152) 21,372 289 1,760 (13,731) Other income (loss), net (10,254) — (954) 14 (11,194) Equity in earnings (losses) from real estate and other affiliates (21,823) 46,291 (688) (117) 23,663 Gain (loss) on sale or disposal of real estate and other assets, net — — — 21,333 21,333 Gain (loss) on extinguishment of debt (882) — — — (882) Provision for impairment — — — (13,068) (13,068) Segment EBT $ (40,301) $ 133,186 $ (25,343) $ (19,770) $ 47,772 Corporate income, expenses and other items (112,314) Net income (loss) (64,542) Net (income) loss attributable to noncontrolling interests 2,789 Net income (loss) attributable to common stockholders $ (61,753) Six Months Ended June 30, 2020 Total revenues $ 198,534 $ 119,359 $ 11,966 $ 1,384 $ 331,243 Total operating expenses (94,462) (55,692) (22,775) (116,816) (289,745) Segment operating income (loss) 104,072 63,667 (10,809) (115,432) 41,498 Depreciation and amortization (74,084) (182) (27,651) (3,411) (105,328) Interest income (expense), net (49,296) 16,857 (9,679) 2,988 (39,130) Other income (loss), net 167 — (3,777) 1,293 (2,317) Equity in earnings (losses) from real estate and other affiliates 4,869 5,966 (8,676) 638 2,797 Gain (loss) on sale or disposal of real estate and other assets, net 38,124 — — 8,000 46,124 Provision for impairment (48,738) — — — (48,738) Segment EBT $ (24,886) $ 86,308 $ (60,592) $ (105,924) $ (105,094) Corporate income, expenses and other items (54,091) Net income (loss) (159,185) Net (income) loss attributable to noncontrolling interests (33) Net income (loss) attributable to common stockholders $ (159,218) (a) Total revenues includes hospitality revenues of $21.6 million for the six months ended June 30, 2021, and $19.8 million for the six months ended June 30, 2020. Total operating expenses includes hospitality operating costs of $18.9 million for the six months ended June 30, 2021, and $17.2 million for the six months ended June 30, 2020. |
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: thousands June 30, 2021 December 31, 2020 Operating Assets $ 3,949,294 $ 3,936,119 Master Planned Communities 2,327,151 2,285,896 Seaport 972,512 924,245 Strategic Developments 1,212,919 1,132,231 Total segment assets 8,461,876 8,278,491 Corporate 847,193 861,841 Total assets $ 9,309,069 $ 9,140,332 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Accounts Receivable, Net) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | $ 81,503 | $ 66,726 |
Reserve for uncollectible amounts | 30,600 | 33,000 |
Reserve for uncollectible amounts under ASC 842 | 27,200 | 27,300 |
Reserve for uncollectible amounts under ASC 450 | 5,700 | |
Collectibility of receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Reserve for uncollectible amounts under ASC 450 | 3,400 | |
Tenant receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | 8,531 | 4,339 |
Straight-line rent receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | 68,231 | 59,288 |
Other receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, net | $ 4,741 | $ 3,099 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - COVID-19 - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
ASC 842 reserve, rental revenue | $ 330 | $ 5,716 | $ 1,361 | $ 7,219 |
Total impact | (1,310) | 8,534 | (878) | 11,615 |
Collectibility of receivables | ||||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||||
ASC 450 reserve, provision for (recovery of) doubtful accounts | $ (1,640) | $ 2,818 | $ (2,239) | $ 4,396 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Narrative) (Details) $ in Millions | 3 Months Ended | |
Jun. 30, 2021USD ($)hotel | Dec. 31, 2020 | |
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Amortized cost basis of financing receivables | $ 411.9 | |
Accrued interest on financing receivables | $ 18.6 | |
Financing receivable threshold period past due | 30 days | |
COVID-19 | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Number of hotel closed | hotel | 3 | |
COVID-19 | Embassy Suites at Hughes Landing | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Occupancy percentage | 68.00% | 55.00% |
COVID-19 | Westin at The Woodlands | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Occupancy percentage | 49.00% | 28.00% |
COVID-19 | The Woodlands Resort and Conference Center | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | ||
Occupancy percentage | 31.00% | 27.00% |
Real Estate and Other Affilia_3
Real Estate and Other Affiliates (Narrative) (Details) usdPerAcre in Thousands | May 23, 2019USD ($) | Jun. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2016 | Mar. 31, 2015USD ($)usdPerAcre | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2020USD ($) |
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Equity in earnings (losses) from real estate and other affiliates | $ 7,867,000 | $ (8,552,000) | $ 23,663,000 | $ 2,797,000 | |||||||
Equity Method Investments | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Equity method investment | 294,209,000 | 294,209,000 | $ 373,192,000 | ||||||||
Equity in earnings (losses) from real estate and other affiliates | 7,867,000 | (8,552,000) | 19,908,000 | (927,000) | |||||||
Other land, rental and property revenues | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Revenues from contracts with customers | $ 41,389,000 | 11,447,000 | $ 64,632,000 | 46,344,000 | |||||||
HHC | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Equity method investment, ownership percentage | 50.00% | 50.00% | |||||||||
Discovery | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Equity method investment, ownership percentage | 50.00% | 50.00% | |||||||||
USAA Joint Venture | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Contribution of property | $ 33,600,000 | ||||||||||
Fair value of property contributed | $ 85,000,000 | ||||||||||
Capital contribution to joint venture | $ 9,800,000 | ||||||||||
Preferred return on capital | 9.00% | ||||||||||
Ownership interest | 90.00% | ||||||||||
USAA Joint Venture | Local Developer | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Capital contribution to joint venture | $ 5,000,000 | $ 1,100,000 | |||||||||
USAA Joint Venture | USAA | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
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% | ||||||||||
Preferred return on capital of cash distribution | 11.11% | ||||||||||
Ownership interest | 10.00% | ||||||||||
110 North Wacker | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Equity method investment | $ 273,600,000 | ||||||||||
110 North Wacker | Strategic Developments Segment | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Equity in earnings (losses) from real estate and other affiliates | 267,500,000 | ||||||||||
110 North Wacker | Strategic Developments Segment | Other land, rental and property revenues | Equity Method Investments | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Revenues from contracts with customers | $ 15,400,000 | ||||||||||
Ssäm Bar | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Preferred return on capital of cash distribution | 75.00% | ||||||||||
Joint venture real estate, percentage funded | 89.75% | ||||||||||
Preferred return on capital | 10.00% | ||||||||||
Join venture real estate, remaining cash distribution percentage | 50.00% | ||||||||||
Ssäm Bar | Momofuku | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Preferred return on capital of cash distribution | 25.00% | ||||||||||
Joint venture real estate, percentage funded | 10.25% | ||||||||||
Ssäm Bar | Seaport Segment | Equity Method Investments | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Equity method investment | $ 7,204,000 | $ 7,204,000 | $ 7,101,000 | ||||||||
Equity in earnings (losses) from real estate and other affiliates | (336,000) | $ (384,000) | (688,000) | $ (1,776,000) | |||||||
Investment in real estate and other affiliates | 7,200,000 | $ 7,200,000 | |||||||||
The Summit | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Preferred return on capital | 5.00% | ||||||||||
Cash distribution entitlement by the joint venture | 2 | ||||||||||
The Summit | Equity Method Investments | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
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 | $ 125,400,000 | |||||||||
Transactional value per acre of land contributed to joint venture | usdPerAcre | 226 | ||||||||||
Maximum contribution required to joint venture by co-venturer | $ 30,000,000 | ||||||||||
Amount contributed on maximum contribution required to joint venture by co-venture | $ 3,750,000 | ||||||||||
110 North Wacker | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Recourse amount | 100,600,000 | 100,600,000 | |||||||||
Unconsolidated Properties | |||||||||||
Investments in and Advances to Affiliates [Line Items] | |||||||||||
Secured debt real estate affiliates | 610,200,000 | 610,200,000 | |||||||||
Share of entity in secured debt | $ 291,300,000 | $ 291,300,000 |
Real Estate and Other Affilia_4
Real Estate and Other Affiliates (Summary of Equity Investments in Real Estate and Other Affiliates) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Investments in and Advances to Affiliates [Line Items] | ||||||
Investment in real estate and other affiliates | $ 298,161 | $ 377,145 | $ 298,161 | |||
Share of Earnings/Dividends | 7,867 | $ (8,552) | 23,663 | $ 2,797 | ||
Distributions received | (925) | 2,057 | ||||
Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Equity Method Investments | 294,209 | 373,192 | 294,209 | |||
Share of Earnings/Dividends | 7,867 | (8,552) | 19,908 | (927) | ||
Other equity investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Other equity investments | 3,952 | 3,953 | 3,952 | |||
Share of Earnings/Dividends | 0 | $ 0 | 3,755 | $ 3,724 | ||
110 North Wacker | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Equity Method Investments | $ 273,600 | |||||
The Metropolitan Downtown Columbia | Accounts payable and accrued expenses | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Investment deficit position | 5,500 | 5,000 | 5,500 | |||
Mr. C Seaport | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 35.00% | 35.00% | ||||
Operating Assets | 110 North Wacker | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Equity Method Investments | 237,804 | $ 261,143 | 237,804 | |||
Share of Earnings/Dividends | $ (11,307) | $ 0 | $ (27,012) | $ 0 | ||
Operating Assets | The Metropolitan Downtown Columbia | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | |||
Equity Method Investments | $ 0 | $ 0 | $ 0 | |||
Share of Earnings/Dividends | $ 165 | 195 | $ 111 | 422 | ||
Operating Assets | Stewart Title of Montgomery County, TX | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | |||
Equity Method Investments | $ 4,034 | $ 3,924 | $ 4,034 | |||
Share of Earnings/Dividends | $ 383 | 160 | $ 634 | 503 | ||
Operating Assets | Woodlands Sarofim #1 | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 20.00% | 20.00% | 20.00% | |||
Equity Method Investments | $ 3,173 | $ 3,120 | $ 3,173 | |||
Share of Earnings/Dividends | $ 22 | 29 | $ 53 | 64 | ||
Operating Assets | m.flats/TEN.M | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | |||
Equity Method Investments | $ 834 | $ 1,247 | $ 834 | |||
Share of Earnings/Dividends | 318 | 91 | 636 | 156 | ||
MPC Segment | The Summit | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Equity Method Investments | 40,920 | $ 96,300 | 40,920 | |||
Share of Earnings/Dividends | $ 18,641 | (2,968) | $ 46,291 | 5,966 | ||
Seaport Segment | Mr. C Seaport | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 35.00% | |||||
Seaport Segment | Mr. C Seaport | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 0.00% | 0.00% | 0.00% | |||
Equity Method Investments | $ 0 | $ 0 | $ 0 | |||
Share of Earnings/Dividends | 0 | (6,249) | 0 | (6,900) | ||
Distributions received | 100,500 | |||||
Seaport Segment | Ssäm Bar (Momofuku) | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Equity Method Investments | 7,204 | $ 7,101 | 7,204 | |||
Share of Earnings/Dividends | $ (336) | (384) | $ (688) | (1,776) | ||
Strategic Developments Segment | 110 North Wacker | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Share of Earnings/Dividends | $ 267,500 | |||||
Strategic Developments Segment | Circle T Ranch and Power Center | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 0.00% | 0.00% | 0.00% | |||
Equity Method Investments | $ 0 | $ 0 | $ 0 | |||
Share of Earnings/Dividends | $ 0 | 589 | $ 0 | 675 | ||
Ownership percentage sold | 50.00% | |||||
Strategic Developments Segment | HHMK Development | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | |||
Equity Method Investments | $ 10 | $ 10 | $ 10 | |||
Share of Earnings/Dividends | $ 0 | 0 | $ 0 | 0 | ||
Strategic Developments Segment | KR Holdings | Equity Method Investments | ||||||
Investments in and Advances to Affiliates [Line Items] | ||||||
Economic/Legal Ownership | 50.00% | 50.00% | 50.00% | |||
Equity Method Investments | $ 230 | $ 347 | $ 230 | |||
Share of Earnings/Dividends | $ (19) | $ (15) | $ (117) | $ (37) |
Real Estate and Other Affilia_5
Real Estate and Other Affiliates (Changes in Redeemable Noncontrolling Interest) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2021 | Jun. 30, 2021 | |
Increase (Decrease) in Temporary Equity [Roll Forward] | ||
Balance at the beginning of the period | $ 29,114 | |
Net income (loss) attributable to noncontrolling interest | $ (1,131) | (2,701) |
Share of investee’s other comprehensive income | 368 | |
Balance at the end of the period | $ 26,781 | $ 26,781 |
Real Estate and Other Affilia_6
Real Estate and Other Affiliates (Relevant Financial Information for the Summit) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)condominium_unit | Jun. 30, 2020USD ($)condominium_unit | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Investments in and Advances to Affiliates [Line Items] | ||||||||
Total assets | $ 9,309,069 | $ 9,309,069 | $ 9,140,332 | |||||
Total liabilities | 5,610,385 | 5,610,385 | 5,396,195 | |||||
Total equity | 3,671,903 | $ 3,739,703 | 3,671,903 | $ 3,739,703 | $ 3,661,267 | 3,715,023 | $ 3,772,598 | $ 3,332,988 |
Revenues | 212,457 | 156,173 | 403,037 | 331,348 | ||||
Operating income (loss) | 25,659 | (402) | (9,417) | (137,631) | ||||
Net income (loss) | 3,617 | $ (34,103) | (64,542) | (159,185) | ||||
The Summit | ||||||||
Investments in and Advances to Affiliates [Line Items] | ||||||||
Total assets | 234,684 | 234,684 | 310,855 | |||||
Total liabilities | 180,597 | 180,597 | 209,968 | |||||
Total equity | 54,087 | 54,087 | 100,887 | |||||
Revenues | 199,505 | 58,672 | ||||||
Gross margin | 69,695 | 10,256 | ||||||
Operating income (loss) | 0 | 0 | ||||||
Net income (loss) | $ 69,372 | $ 7,591 | ||||||
Number of units closed | condominium_unit | 35 | 7 | ||||||
110 North Wacker | ||||||||
Investments in and Advances to Affiliates [Line Items] | ||||||||
Total assets | 677,078 | $ 677,078 | 634,274 | |||||
Total liabilities | 470,950 | 470,950 | 415,452 | |||||
Total equity | $ 206,128 | 206,128 | $ 218,822 | |||||
Revenues | 18,042 | $ 0 | ||||||
Gross margin | 0 | 0 | ||||||
Operating income (loss) | 12,390 | 0 | ||||||
Net income (loss) | $ (16,777) | $ 0 |
Dispositions (Details)
Dispositions (Details) $ in Thousands | May 07, 2021USD ($)a | Jul. 16, 2020USD ($)hotel_room | Jul. 31, 2020USD ($) | Mar. 31, 2020USD ($)ft²aparking_space | Nov. 30, 2019USD ($) | Jun. 30, 2020USD ($)hotel_room | Mar. 31, 2020USD ($)parking_space | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($)hotel_room | Dec. 31, 2020USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Carrying value | $ 6,911,457 | $ 6,685,069 | ||||||||
Net investment in lease receivable | 2,917 | $ 2,926 | ||||||||
Proceeds from the sale of lease receivable | $ 0 | $ 64,155 | ||||||||
Mr. C Seaport | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Equity method investment, ownership percentage | 35.00% | 35.00% | ||||||||
Equity method investment, proceeds from sale | $ 800 | |||||||||
Equity Method Investments | Mr. C Seaport | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Number of hotel rooms | hotel_room | 66 | 66 | ||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Equity Method Investments | Mr. C Seaport | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Equity method investment, ownership percentage | 35.00% | |||||||||
Number of hotel rooms | hotel_room | 66 | |||||||||
Equity method investment, proceeds from sale | $ 800 | |||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | Monarch City | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Area of land sold | a | 229 | |||||||||
Consideration received | $ 51,400 | |||||||||
Carrying value | 28,700 | |||||||||
Gain on disposal | 21,300 | |||||||||
Transaction costs on sales of investments real estate | $ 1,500 | |||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | West Windsor New Jersey | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Gain on disposal | $ 8,000 | |||||||||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | 100 Fellowship Drive | ||||||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||||||
Area of land sold | a | 13.5 | |||||||||
Consideration received | $ 115,000 | $ 115,000 | ||||||||
Gain on disposal | $ 38,300 | |||||||||
Transaction costs on sales of investments real estate | $ 200 | |||||||||
Square footage of buildings sold (in sqft) | ft² | 203,257 | |||||||||
Number of parking spaces | parking_space | 550 | 550 | ||||||||
Sales-type lease, derecognized developments | $ 63,700 | |||||||||
Net investment in lease receivable | $ 76,100 | 75,900 | $ 76,100 | |||||||
Selling profit from sales-type leases | $ 13,500 | |||||||||
Payments to acquire real estate | $ 600 | |||||||||
Proceeds from the sale of lease receivable | $ 64,200 |
Impairment (Details)
Impairment (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2021USD ($)aft²building | Jun. 30, 2020USD ($)hotel_room | Mar. 31, 2020USD ($) | Jun. 30, 2021USD ($)aft² | Jun. 30, 2020USD ($)hotel_room | Mar. 31, 2021ft² | Dec. 31, 2020USD ($) | |
Real Estate [Line Items] | |||||||
Impairment of real estate | $ 13,068,000 | $ 0 | $ 13,068,000 | $ 48,738,000 | |||
Carrying value | 6,911,457,000 | 6,911,457,000 | $ 6,685,069,000 | ||||
Impairment of investment in real estate and other affiliates | $ 0 | $ 0 | |||||
Minimum | |||||||
Real Estate [Line Items] | |||||||
Assumed lease-up period | 24 months | ||||||
Maximum | |||||||
Real Estate [Line Items] | |||||||
Assumed lease-up period | 48 months | ||||||
Condominium Inventory | |||||||
Real Estate [Line Items] | |||||||
Other asset impairment charge | 5,100,000 | ||||||
Mr. C Seaport | |||||||
Real Estate [Line Items] | |||||||
Impairment of investment in real estate and other affiliates | $ 6,000,000 | ||||||
Equity method investment, ownership percentage | 35.00% | 35.00% | |||||
Equity method investment, proceeds from sale | $ 800,000 | ||||||
Equity Method Investments | |||||||
Real Estate [Line Items] | |||||||
Number of buildings | building | 17 | ||||||
Equity Method Investments | Mr. C Seaport | |||||||
Real Estate [Line Items] | |||||||
Number of hotel rooms | hotel_room | 66 | 66 | |||||
Fair Value, Measurements, Nonrecurring | Measurement Input, Cap Rate | Valuation, Income Approach | |||||||
Real Estate [Line Items] | |||||||
Fair value capitalization rate | 0.0875 | 0.0875 | |||||
Fair Value, Measurements, Nonrecurring | Measurement Input, Cap Rate | Discounted cash flow analysis | |||||||
Real Estate [Line Items] | |||||||
Fair value capitalization rate | 0.10 | 0.100 | |||||
Century Park | |||||||
Real Estate [Line Items] | |||||||
Impairment of real estate | $ 13,100,000 | ||||||
Area of land | a | 63 | 63 | |||||
Area of real estate property (in sqft) | ft² | 1,300,000 | 1,300,000 | |||||
Outlet Collection At Riverwalk | |||||||
Real Estate [Line Items] | |||||||
Impairment of real estate | $ 48,700,000 | ||||||
Area of real estate property (in sqft) | ft² | 273,270 | ||||||
Carrying value | $ 46,800,000 |
Other Assets and Liabilities (P
Other Assets and Liabilities (Prepaid Expenses and Other Assets) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Dec. 31, 2020 | |
Other Assets and Liabilities [Line Items] | ||
Special Improvement District receivable | $ 49,864 | $ 54,770 |
Special Improvement District receivable, Change | (4,906) | |
Intangibles | 31,390 | 32,595 |
Intangibles, Change | (1,205) | |
Prepaid expenses | 20,909 | 17,455 |
Prepaid expenses, Change | 3,454 | |
Security, escrow and other deposits | 19,266 | 48,576 |
Security, escrow, and other deposits, Change | (29,310) | |
Other | 19,086 | 12,096 |
Other, Change | 6,990 | |
Condominium inventory | 11,123 | 55,883 |
Condominium inventory, Change | (44,760) | |
Tenant incentives and other receivables | 7,420 | 9,612 |
Tenant incentives and other receivables, Change | (2,192) | |
Food and beverage and lifestyle inventory | 1,457 | 1,060 |
Food and beverage and lifestyle inventory, Change | 397 | |
TIF receivable | 937 | 893 |
TIF receivable, Change | 44 | |
Prepaid expenses and other assets, net | 208,063 | 282,101 |
Prepaid expenses and other assets, net, Change | (74,038) | |
In-place leases | ||
Other Assets and Liabilities [Line Items] | ||
Leases | 46,611 | $ 49,161 |
Leases, Change | $ (2,550) |
Other Assets and Liabilities (A
Other Assets and Liabilities (Accounts Payable and Accrued Expenses) (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021USD ($)a | Jun. 30, 2021USD ($) | Mar. 31, 2021USD ($) | Feb. 28, 2021USD ($) | Dec. 31, 2020USD ($) | |
Other Assets and Liabilities [Line Items] | |||||
Condominium deposit liabilities | $ 343,517,000 | $ 343,517,000 | $ 309,884,000 | ||
Condominium deposit liabilities, Change | 33,633,000 | ||||
Construction payables | 295,997,000 | 295,997,000 | 253,626,000 | ||
Construction payables, Change | 42,371,000 | ||||
Deferred income | 68,548,000 | 68,548,000 | 66,656,000 | ||
Deferred income, Change | 1,892,000 | ||||
Accrued interest | 45,561,000 | 45,561,000 | 37,007,000 | ||
Accrued interest, Change | 8,554,000 | ||||
Interest rate swap liabilities | 39,827,000 | 39,827,000 | 51,920,000 | ||
Interest rate swap liabilities, Change | (12,093,000) | ||||
Tenant and other deposits | 38,197,000 | 38,197,000 | 25,801,000 | ||
Tenant and other deposits, Change | 12,396,000 | ||||
Accounts payable and accrued expenses | 31,786,000 | 31,786,000 | 28,589,000 | ||
Accounts payable and accrued expenses, Change | 3,197,000 | ||||
Accrued real estate taxes | 27,878,000 | 27,878,000 | 38,863,000 | ||
Accrued real estate taxes, Change | (10,985,000) | ||||
Accrued payroll and other employee liabilities | 22,674,000 | 22,674,000 | 27,419,000 | ||
Accrued payroll and other employee liabilities, Change | (4,745,000) | ||||
Other | 11,860,000 | 11,860,000 | 12,493,000 | ||
Other, Change | (633,000) | ||||
Accounts payable and accrued expenses | 925,845,000 | 925,845,000 | $ 852,258,000 | ||
Accounts payable and accrued expenses, Change | 73,587,000 | ||||
Senior Notes due 2025 | Senior Notes | |||||
Other Assets and Liabilities [Line Items] | |||||
Face amount | $ 1,000,000,000 | $ 1,300,000,000 | |||
Ward Village, the Tin Building, and the Summerlin and Bridgeland MPC developments | |||||
Other Assets and Liabilities [Line Items] | |||||
Construction payables, Change | 78,200,000 | ||||
Waiea | |||||
Other Assets and Liabilities [Line Items] | |||||
Construction payables, Change | 21,000,000 | ||||
Various projects | |||||
Other Assets and Liabilities [Line Items] | |||||
Construction payables, Change | $ (35,800,000) | ||||
Summerlin | |||||
Other Assets and Liabilities [Line Items] | |||||
Deposit received | $ 13,500,000 | ||||
Area of land sold | a | 216 |
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, 2021 | Feb. 28, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | |||
Mortgages, notes and loans payable | $ 1,768,062 | $ 1,945,344 | |
Unamortized bond discounts | 0 | (4,355) | |
Unamortized deferred financing costs | (44,850) | (28,442) | |
Total mortgages, notes and loans payable, net | 4,449,333 | 4,287,369 | |
Secured mortgages, notes and loans payable | |||
Debt Instrument [Line Items] | |||
Fixed-rate debt | 643,315 | 590,517 | |
Amount of variable-rate debt swapped to fixed rate | 650,500 | 649,900 | |
Special Improvement District bonds | |||
Debt Instrument [Line Items] | |||
Fixed-rate debt | $ 32,807 | 34,305 | |
Senior Notes due 2025 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 5.375% | ||
Fixed-rate debt | $ 0 | 1,000,000 | |
Senior Notes due 2028 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 5.375% | ||
Fixed-rate debt | $ 750,000 | 750,000 | |
Senior Notes due 2029 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 4.125% | 4.125% | |
Fixed-rate debt | $ 650,000 | 0 | |
Senior Notes due 2031 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 4.375% | 4.375% | |
Fixed-rate debt | $ 650,000 | 0 | |
Interest rate cap | Secured mortgages, notes and loans payable | |||
Debt Instrument [Line Items] | |||
Mortgages, notes and loans payable | $ 124,200 | $ 75,000 |
Mortgages, Notes and Loans Pa_4
Mortgages, Notes and Loans Payable, Net (Narrative) (Details) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
Jul. 31, 2021USD ($) | Apr. 30, 2021USD ($) | Jun. 30, 2021USD ($)bond | Jun. 30, 2020USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Sep. 30, 2018USD ($) | |
Mortgages, notes and loans payable | |||||||||
Land, buildings and equipment and developments in progress pledged as collateral | $ 4,400,000,000 | ||||||||
Special Improvement District bond transfers associated with land sales | 1,010,000 | $ 779,000 | |||||||
Increase in restricted cash | 33,600,000 | ||||||||
Special Improvement District bonds | |||||||||
Mortgages, notes and loans payable | |||||||||
Special Improvement District bond transfers associated with land sales | $ 1,010,000 | ||||||||
Interest rate | 4.00% | ||||||||
Special Improvement District bonds | Summerlin | |||||||||
Mortgages, notes and loans payable | |||||||||
Number of bonds issued | bond | 0 | ||||||||
Special Improvement District bond transfers associated with land sales | $ 1,000,000 | ||||||||
Construction Loans | Marlow development | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | $ 82,600,000 | ||||||||
Term of extension option | 1 year | ||||||||
Construction Loans | Marlow development | LIBOR | |||||||||
Mortgages, notes and loans payable | |||||||||
Interest rate margin | 2.95% | ||||||||
Construction Loans | Starling at Bridgeland | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | $ 42,700,000 | ||||||||
Term of extension option | 1 year | ||||||||
Construction Loans | Starling at Bridgeland | Minimum | |||||||||
Mortgages, notes and loans payable | |||||||||
Interest rate | 3.75% | ||||||||
Construction Loans | Starling at Bridgeland | LIBOR | |||||||||
Mortgages, notes and loans payable | |||||||||
Interest rate margin | 2.75% | ||||||||
Construction Loans | 8770 New Trails | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | 35,500,000 | $ 35,500,000 | |||||||
Construction Loans | Lakeside Row | Subsequent Event | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | $ 35,500,000 | ||||||||
Interest rate margin | 3.15% | ||||||||
$700 Million loan due 2023 | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | $ 700,000,000 | ||||||||
Option to increase borrowing capacity | 50,000,000 | ||||||||
$700 Million loan due 2023 | Term loan | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | 615,000,000 | 615,000,000 | $ 615,000,000 | $ 615,000,000 | |||||
$700 Million loan due 2023 | Line of credit | Revolving Credit Facility | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | $ 85,000,000 | ||||||||
Outstanding borrowings | 0 | ||||||||
The Woodlands and Bridgeland Credit Facility | Term loan | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | $ 100,000,000 | ||||||||
The Woodlands and Bridgeland Credit Facility | Line of credit | |||||||||
Mortgages, notes and loans payable | |||||||||
Facility amount | 250,000,000 | ||||||||
The Woodlands and Bridgeland Credit Facility | Line of credit | Revolving Credit Facility | |||||||||
Mortgages, notes and loans payable | |||||||||
Face amount | $ 150,000,000 | ||||||||
Outstanding borrowings | $ 50,000,000 |
Mortgages, Notes and Loans Pa_5
Mortgages, Notes and Loans Payable, Net (Borrowings Activity) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Notes And Loans Payable [Roll Forward] | ||
Balance at December 31, 2020 | $ 4,287,369 | |
Issuances/Borrowings | 1,503,083 | $ 392,714 |
Repayments/Redemptions | (1,328,054) | (51,008) |
Special Improvement District bond assumptions | (1,010) | $ (779) |
Deferred financing costs, net | (12,054) | |
Balance at June 30, 2021 | $ 4,449,333 | |
Victoria Place | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.25% | |
Notes And Loans Payable [Roll Forward] | ||
Issuances/Borrowings | $ 42,718 | |
Tanager Apartments | ||
Debt Instrument [Line Items] | ||
Interest Rate | 3.13% | |
Notes And Loans Payable [Roll Forward] | ||
Issuances/Borrowings | $ 58,500 | |
1201 Lake Robbins | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.49% | |
Notes And Loans Payable [Roll Forward] | ||
Repayments/Redemptions | $ (273,070) | |
The Woodlands Warehouse | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.49% | |
Notes And Loans Payable [Roll Forward] | ||
Repayments/Redemptions | $ (7,230) | |
Tanager Apartments | ||
Debt Instrument [Line Items] | ||
Interest Rate | 2.50% | |
Notes And Loans Payable [Roll Forward] | ||
Repayments/Redemptions | $ (39,992) | |
Existing mortgages, notes and loans payable | ||
Notes And Loans Payable [Roll Forward] | ||
Issuances/Borrowings | 101,864 | |
Repayments/Redemptions | $ (7,762) | |
Senior Notes | Senior Notes due 2029 | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.13% | |
Notes And Loans Payable [Roll Forward] | ||
Issuances/Borrowings | $ 650,000 | |
Senior Notes | Senior Notes due 2031 | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.38% | |
Notes And Loans Payable [Roll Forward] | ||
Issuances/Borrowings | $ 650,000 | |
Senior Notes | Senior Notes due 2025 | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.38% | |
Notes And Loans Payable [Roll Forward] | ||
Repayments/Redemptions | $ (1,000,000) | |
Special Improvement District bonds | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.00% | |
Notes And Loans Payable [Roll Forward] | ||
Special Improvement District bond assumptions | $ (1,010) |
Mortgages, Notes and Loans Pa_6
Mortgages, Notes and Loans Payable, Net (Borrowings Activity, Footnotes) (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2021USD ($) | Mar. 31, 2021USD ($)extension_option | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Apr. 30, 2021USD ($) | Feb. 28, 2021USD ($) | |
Debt Instrument [Line Items] | |||||||
Interest rate | 2.00% | ||||||
Loss on extinguishment of debt | $ 51,000 | $ 0 | $ 35,966,000 | $ 0 | |||
Repayments | 1,328,054,000 | $ 51,008,000 | |||||
Interest rate cap | |||||||
Debt Instrument [Line Items] | |||||||
Notional amount | $ 368,200,000 | ||||||
1201 Lake Robbins and the Woodlands Warehouse | |||||||
Debt Instrument [Line Items] | |||||||
Repayments | 280,300,000 | ||||||
Loss on settlement of rate-lock agreement | $ 10,000,000 | ||||||
Construction Loans | Victoria Place | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 368,200,000 | ||||||
Number of extension options | extension_option | 2 | ||||||
Term of extension option | 1 year | ||||||
Construction Loans | Tanager Apartments | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 58,500,000 | ||||||
Interest rate | 3.13% | ||||||
Senior Notes due 2029 | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 650,000,000 | ||||||
Interest rate | 4.125% | 4.125% | 4.125% | ||||
Senior Notes due 2031 | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 650,000,000 | ||||||
Interest rate | 4.375% | 4.375% | 4.375% | ||||
Senior Notes due 2025 | Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Face amount | $ 1,000,000,000 | $ 1,300,000,000 | |||||
Interest rate | 5.375% | 5.375% | |||||
Loss on extinguishment of debt | $ 35,100,000 | ||||||
Repayments | $ 1,000,000,000 | ||||||
One-month LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate margin | 0.10% | ||||||
Three-month LIBOR | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate margin | 0.15% | ||||||
Prime rate | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate margin | 3.25% | ||||||
LIBOR | Construction Loans | Victoria Place | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate margin | 5.00% | ||||||
Variable rate cap | 2.00% | ||||||
Variable rate floor | 0.25% |
Fair Value (Assets and Liabilit
Fair Value (Assets and Liabilities Measured on a Recurring Basis) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate derivative liabilities | $ 39,827 | $ 51,920 |
Interest Rate Swap | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate derivative assets | 164 | 0 |
Interest rate derivative liabilities | 39,827 | 51,920 |
Interest Rate Swap | Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate derivative assets | 0 | 0 |
Interest rate derivative liabilities | 0 | 0 |
Interest Rate Swap | Fair Value Measurements Using Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate derivative assets | 164 | 0 |
Interest rate derivative liabilities | 39,827 | 51,920 |
Interest Rate Swap | Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate derivative assets | 0 | 0 |
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, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Assets: | ||||
Cash and Restricted cash | $ 1,282,744 | $ 1,242,997 | $ 1,188,284 | $ 620,135 |
Liabilities: | ||||
Variable-rate debt | 1,768,062 | 1,945,344 | ||
Allowance for accounts receivable | 30,600 | 33,000 | ||
Notes receivable | ||||
Liabilities: | ||||
Allowance for notes receivable | 200 | 200 | ||
Fair Value Hierarchy Level 1 | Carrying Amount | ||||
Assets: | ||||
Cash and Restricted cash | 1,282,744 | 1,242,997 | ||
Fair Value Hierarchy Level 1 | Estimated Fair Value | ||||
Assets: | ||||
Cash and Restricted cash | 1,282,744 | 1,242,997 | ||
Fair Value Hierarchy Level 3 | Carrying Amount | ||||
Assets: | ||||
Accounts receivable, net | 81,503 | 66,726 | ||
Notes receivable, net | 3,235 | 622 | ||
Fair Value Hierarchy Level 3 | Estimated Fair Value | ||||
Assets: | ||||
Accounts receivable, net | 81,503 | 66,726 | ||
Notes receivable, net | 3,235 | 622 | ||
Fair Value Hierarchy Level 2 | Carrying Amount | ||||
Liabilities: | ||||
Fixed-rate debt | 2,726,121 | 2,374,822 | ||
Variable-rate debt | 1,768,062 | 1,945,344 | ||
Fair Value Hierarchy Level 2 | Estimated Fair Value | ||||
Liabilities: | ||||
Fixed-rate debt | 2,766,762 | 2,461,155 | ||
Variable-rate debt | $ 1,768,062 | $ 1,945,344 |
Fair Value (Assets Measured on
Fair Value (Assets Measured on a Non-recurring Basis) (Details) - Fair Value, Measurements, Nonrecurring $ in Thousands | Jun. 30, 2021USD ($) | Dec. 31, 2020 | Jun. 30, 2020USD ($) | Mar. 31, 2020 |
Measurement Input, Cap Rate | Discounted cash flow analysis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value capitalization rate | 0.100 | 0.10 | ||
Century Park | Strategic Developments Segment | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | $ 32,000 | |||
Century Park | Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets (Level 1) | Strategic Developments Segment | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | 0 | |||
Century Park | Fair Value Measurements Using Significant Other Observable Inputs (Level 2) | Strategic Developments Segment | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | 0 | |||
Century Park | Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | Strategic Developments Segment | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | $ 32,000 | |||
Outlet Collection At Riverwalk | Operating Assets | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | $ 46,794 | |||
Outlet Collection At Riverwalk | Fair Value Measurements Using Quoted Prices in Active Markets for Identical Assets (Level 1) | Operating Assets | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | 0 | |||
Outlet Collection At Riverwalk | Fair Value Measurements Using Significant Other Observable Inputs (Level 2) | Operating Assets | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | 0 | |||
Outlet Collection At Riverwalk | Fair Value Measurements Using Significant Unobservable Inputs (Level 3) | Operating Assets | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Fair value on non-recurring basis | $ 46,794 |
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, 2021USD ($) | Jun. 30, 2021USD ($)derivative_settled | Dec. 31, 2020USD ($)derivative_settled | |
Derivative [Line Items] | |||
Interest rate swap agreements settled | derivative_settled | 0 | 0 | |
Derivative liability fair value gross | $ 39,827 | $ 39,827 | $ 51,920 |
Interest Rate Swap | |||
Derivative [Line Items] | |||
Reduction in interest expense | 800 | 1,500 | |
Interest Rate Swap | Designated as Hedging Instrument | |||
Derivative [Line Items] | |||
Loss on derivative expected amount to be reclassified | 16,900 | 16,900 | |
Credit Risk Contract | |||
Derivative [Line Items] | |||
Derivative liability fair value gross | $ 50,000 | $ 50,000 | $ 54,600 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities (Summary of the Notional Amount and Fair Value of Derivatives) (Details) | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2021USD ($)derivative_instrument | Jun. 30, 2021USD ($)derivative_instrument | Mar. 31, 2021 | Dec. 31, 2020USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | |
Fair value of derivative instruments | |||||||
Fixed interest rate | 2.00% | ||||||
Total fair value derivative assets | $ 164,000 | $ 164,000 | $ 0 | ||||
Total fair value derivative liabilities | (39,827,000) | (39,827,000) | (51,920,000) | ||||
Total fair value derivatives, net | (39,663,000) | (39,663,000) | (51,920,000) | ||||
Construction Loans | 8770 New Trails | |||||||
Fair value of derivative instruments | |||||||
Face amount | 35,500,000 | 35,500,000 | $ 35,500,000 | ||||
$700 Million loan due 2023 | |||||||
Fair value of derivative instruments | |||||||
Face amount | $ 700,000,000 | ||||||
$700 Million loan due 2023 | Term loan | |||||||
Fair value of derivative instruments | |||||||
Face amount | $ 615,000,000 | $ 615,000,000 | 615,000,000 | $ 615,000,000 | $ 615,000,000 | ||
Interest rate cap | Derivative instruments not designated as hedging instruments: | |||||||
Fair value of derivative instruments | |||||||
Number of new derivative instruments | derivative_instrument | 2 | 2 | |||||
Fixed Interest Rate 2.00%, Maturing September 2023 | Interest rate cap | Derivative instruments not designated as hedging instruments: | Prepaid expenses and other assets, net | |||||||
Fair value of derivative instruments | |||||||
Notional amount, asset | $ 285,000,000 | $ 285,000,000 | |||||
Fixed interest rate | 2.00% | 2.00% | |||||
Total fair value derivative assets | $ 126,000 | $ 126,000 | 0 | ||||
Fixed Interest Rate 2.00%, Maturing September 2023 | Interest rate cap | Derivative instruments not designated as hedging instruments: | Prepaid expenses and other assets, net | |||||||
Fair value of derivative instruments | |||||||
Notional amount, asset | $ 83,200,000 | $ 83,200,000 | |||||
Fixed interest rate | 2.00% | 2.00% | |||||
Total fair value derivative assets | $ 38,000 | $ 38,000 | 0 | ||||
Fixed Interest Rate 5.00%, Maturing October 2022 | Interest rate cap | Derivative instruments not designated as hedging instruments: | Prepaid expenses and other assets, net | |||||||
Fair value of derivative instruments | |||||||
Notional amount, asset | $ 75,000,000 | $ 75,000,000 | |||||
Fixed interest rate | 5.00% | 5.00% | |||||
Total fair value derivative assets | $ 0 | $ 0 | 0 | ||||
Fixed Interest Rate 2.96%, Maturing September 2023 | Interest rate swap | Derivative instruments designated as hedging instruments: | Accounts payable and accrued expenses | |||||||
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 | $ (36,219,000) | $ (36,219,000) | (46,613,000) | ||||
Fixed Interest Rate 4.89%, Maturing January 2032 | Interest rate swap | Derivative instruments designated as hedging instruments: | Accounts payable and accrued expenses | |||||||
Fair value of derivative instruments | |||||||
Notional amount, liability | $ 35,487,000 | $ 35,487,000 | |||||
Fixed interest rate | 4.89% | 4.89% | |||||
Total fair value derivative liabilities | $ (3,608,000) | $ (3,608,000) | $ (5,307,000) |
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, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
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 | $ 31,439 | $ 32,397 | $ 65,649 | $ 66,845 |
Interest Expense | ||||
Effect of the Company's derivative financial instruments on the income statement | ||||
Amount of Gain (Loss) Reclassified from AOCI into Operations | (3,041) | (3,359) | (6,014) | (4,509) |
Interest Rate Swap | ||||
Effect of the Company's derivative financial instruments on the income statement | ||||
Amount of Gain (Loss) Recognized in AOCI on Derivatives | (1,136) | $ (4,197) | 2,247 | $ (36,248) |
Amount of Gain (Loss) Reclassified from AOCI into Operations | $ 800 | $ 1,500 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2021USD ($)condominium_tower | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)condominium_tower | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Jun. 14, 2018individualOrEntitie | |
Loss Contingencies [Line Items] | ||||||
Number of individuals or entities on petition | individualOrEntitie | 500 | |||||
Loss contingency accrual for estimated repair costs | $ 5.7 | |||||
Outstanding letters of credit | $ 5.1 | $ 5.1 | 5.2 | |||
Amount of outstanding surety bonds | 347.3 | 347.3 | 272.4 | |||
Contractual rent expense | $ 1.9 | $ 1.5 | $ 3.7 | $ 3.3 | ||
Guarantor obligations, reserved percentage of residential units | 20.00% | |||||
Guarantor obligations, number of open condominium towers | condominium_tower | 3 | 3 | ||||
Guarantor obligations, number of towers under construction | condominium_tower | 3 | 3 | ||||
Waiea | ||||||
Loss Contingencies [Line Items] | ||||||
Charge for repairs and remediation on alleged construction defects | $ 21 | $ 99.2 | ||||
Loss contingency accrual for estimated repair costs | $ 112 | $ 112 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense (benefit) | $ (1,550) | $ (6,844) | $ (22,755) | $ (40,944) |
Income tax expense (benefit), Change | 5,294 | 18,189 | ||
Income (loss) before income taxes | 2,067 | $ (40,947) | (87,297) | $ (200,129) |
Income (loss) before income taxes, Change | $ 43,014 | $ 112,832 | ||
Effective tax rate | 16.70% | 26.10% | 20.50% | |
Effective tax rate, Change | 5.60% |
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 Income (Summary of Changes in Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Balance at the beginning of the period | $ 3,661,267 | $ 3,772,598 | $ 3,715,023 | $ 3,332,988 | |
Other comprehensive income (loss) before reclassifications | (1,136) | (4,197) | 2,247 | (36,248) | |
(Gain) loss reclassified from accumulated other comprehensive loss to net income | 3,041 | 3,359 | 6,014 | 4,509 | |
Share of investee’s other comprehensive income | [1] | 1,358 | 0 | 2,575 | 0 |
Net current-period other comprehensive income | 3,263 | (838) | 10,836 | (31,739) | |
Balance at the end of the period | 3,671,903 | 3,739,703 | 3,671,903 | 3,739,703 | |
Share of investee's other comprehensive income, tax expense (benefit) | 386 | 732 | |||
AOCI Attributable to Parent | |||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||||
Balance at the beginning of the period | (31,017) | (60,273) | (38,590) | (29,372) | |
Share of investee’s other comprehensive income | 1,358 | 2,575 | |||
Balance at the end of the period | $ (27,754) | $ (61,111) | $ (27,754) | $ (61,111) | |
[1] | The amount for 2021 is shown net of deferred tax expense of $0.4 million for the three months ended June 30, 2021 and $0.7 million for the six months ended June 30, 2021. |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Summary of Amounts Reclassified Out of AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Reclassifications out of accumulated other comprehensive income (loss) | ||||
(Gains) losses on cash flow hedges | $ 31,439 | $ 32,397 | $ 65,649 | $ 66,845 |
Income taxes on (gains) losses on cash flow hedges | (1,550) | (6,844) | (22,755) | (40,944) |
Total reclassifications of (income) loss, net of tax for the period | (3,617) | 34,103 | 64,542 | 159,185 |
Amounts reclassified from Accumulated Other Comprehensive Income (Loss) | ||||
Reclassifications out of accumulated other comprehensive income (loss) | ||||
Total reclassifications of (income) loss, net of tax for the period | 3,041 | 3,359 | 6,014 | 4,509 |
Accumulated Other Comprehensive Income (Loss) Components | Amounts reclassified from Accumulated Other Comprehensive Income (Loss) | ||||
Reclassifications out of accumulated other comprehensive income (loss) | ||||
(Gains) losses on cash flow hedges | 3,888 | 4,103 | 7,689 | 5,510 |
Income taxes on (gains) losses on cash flow hedges | $ (847) | $ (744) | $ (1,675) | $ (1,001) |
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, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Net income (loss) | ||||
Net income (loss) | $ 3,617 | $ (34,103) | $ (64,542) | $ (159,185) |
Net (income) loss attributable to noncontrolling interests | 1,224 | 19 | 2,789 | (33) |
Net income (loss) attributable to common stockholders, diluted | 4,841 | (34,084) | (61,753) | (159,218) |
Net income (loss) attributable to common stockholders, basic | $ 4,841 | $ (34,084) | $ (61,753) | $ (159,218) |
Shares | ||||
Weighted-average common shares outstanding - basic (in shares) | 55,704 | 55,530 | 55,691 | 49,455 |
Restricted stock and stock options (in shares) | 53 | 0 | 0 | 0 |
Weighted-average common shares outstanding - diluted (in shares) | 55,757 | 55,530 | 55,691 | 49,455 |
Net income (loss) per common share | ||||
Basic income (loss) per share (in dollars per share) | $ 0.09 | $ (0.61) | $ (1.11) | $ (3.22) |
Diluted income (loss) per share (in dollars per share) | $ 0.09 | $ (0.61) | $ (1.11) | $ (3.22) |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | Mar. 31, 2020 | Mar. 31, 2020 | Mar. 27, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
Antidilutive securities excluded from computation of diluted earnings per share | |||||||
Sale of stock, number of shares issued in transaction (in shares) | 12,270,900 | 2,000,000 | |||||
Common stock, par value (in dollars per share) | $ 50 | ||||||
Sale of stock, consideration received on transaction | $ 593.6 | ||||||
Over-Allotment Option | |||||||
Antidilutive securities excluded from computation of diluted earnings per share | |||||||
Sale of stock, number of shares issued in transaction (in shares) | 300,000 | ||||||
Additional Over-Allotment Option | |||||||
Antidilutive securities excluded from computation of diluted earnings per share | |||||||
Sale of stock, number of shares issued in transaction (in shares) | 270,900 | ||||||
Private Placement | |||||||
Antidilutive securities excluded from computation of diluted earnings per share | |||||||
Sale of stock, number of shares issued in transaction (in shares) | 10,000,000 | ||||||
Common stock, par value (in dollars per share) | $ 50 | ||||||
Stock options | |||||||
Antidilutive securities excluded from computation of diluted earnings per share | |||||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 231,500 | 518,750 | 285,487 | 518,750 | |||
Restricted stock | |||||||
Antidilutive securities excluded from computation of diluted earnings per share | |||||||
Antidilutive securities excluded from computation of diluted earnings per share (in shares) | 326,958 | 440,283 | 472,116 | 440,283 |
Revenues (Schedule of Disaggreg
Revenues (Schedule of Disaggregation of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Rental revenue | $ 88,476 | $ 78,706 | $ 174,375 | $ 171,450 |
Total revenues | 212,457 | 156,173 | 403,037 | 331,348 |
Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 82,592 | 66,020 | 164,030 | 113,554 |
Operating Assets revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 113,422 | 84,277 | 209,861 | 198,534 |
Master Planned Communities revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 74,578 | 68,913 | 122,865 | 119,359 |
Seaport revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 10,898 | 2,272 | 18,351 | 11,966 |
Strategic Developments revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 13,466 | 624 | 51,766 | 1,384 |
Corporate revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 93 | 87 | 194 | 105 |
Condominium rights and unit sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 12,861 | 0 | 50,028 | 43 |
Condominium rights and unit sales | Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 12,861 | 0 | 50,028 | 43 |
Master Planned Communities land sales | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 58,342 | 57,073 | 95,819 | 96,805 |
Master Planned Communities land sales | Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 58,342 | 57,073 | 95,819 | 96,805 |
Builder price participation | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 11,389 | 8,947 | 18,183 | 16,706 |
Builder price participation | Recognized at a point in time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 11,389 | 8,947 | 18,183 | 16,706 |
Other land, rental and property revenues | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | 41,389 | 11,447 | 64,632 | 46,344 |
Other land, rental and property revenues | Recognized at a point in time or over time: | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues from contracts with customers | $ 41,389 | $ 11,447 | $ 64,632 | $ 46,344 |
Revenues (Schedule of Contract
Revenues (Schedule of Contract with Customer, Assets and Liabilities) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Contract Liabilities | ||
Beginning balance | $ 360,416 | $ 246,010 |
Consideration earned during the period | (71,778) | (30,200) |
Consideration received during the period | 127,030 | 122,526 |
Ending balance | $ 415,668 | $ 338,336 |
Revenues (Schedule of Remaining
Revenues (Schedule of Remaining Unsatisfied Performance Obligations) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Remaining performance obligation, cancellation period | 30 days |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 2,000,000 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 713,231 |
Remaining performance obligation, expected timing of satisfaction period | 6 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 544,582 |
Remaining performance obligation, expected timing of satisfaction period | 2 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-07-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 737,106 |
Remaining performance obligation, expected timing of satisfaction period |
Leases (Narrative) (Details)
Leases (Narrative) (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Lessee, Lease, Description [Line Items] | |
Lessee, lease termination period | 1 year |
Lessor, average remaining lease term | 5 years |
COVID-19 related rent deferrals | $ 3.8 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lessee, remaining lease term | 1 year |
Lessee, lease renewal term | 2 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lessee, remaining lease term | 52 years |
Lessee, lease renewal term | 40 years |
Leases (Leased Assets and Liabi
Leases (Leased Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Operating lease right-of-use assets, net | $ 54,566 | $ 56,255 |
Liabilities | ||
Operating lease obligations | $ 68,102 | $ 68,929 |
Leases (Lease Costs) (Details)
Leases (Lease Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Leases [Abstract] | ||||
Operating lease cost | $ 2,180 | $ 2,179 | $ 4,363 | $ 4,358 |
Variable lease costs | 324 | 117 | 440 | 290 |
Net lease cost | $ 2,504 | $ 2,296 | $ 4,803 | $ 4,648 |
Leases (Lease Liability Maturit
Leases (Lease Liability Maturity) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Remainder of 2021 | $ 3,349 | |
2022 | 6,507 | |
2023 | 6,464 | |
2024 | 6,432 | |
2025 | 5,047 | |
Thereafter | 261,806 | |
Total lease payments | 289,605 | |
Less: imputed interest | (221,503) | |
Present value of lease liabilities | $ 68,102 | $ 68,929 |
Leases (Other Information) (Det
Leases (Other Information) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows on operating leases | $ 3,531 | $ 3,849 |
Weighted-average remaining lease term (years) | ||
Operating leases | 37 years 3 months 18 days | 37 years |
Operating leases | ||
Operating leases | 7.80% | 7.80% |
Leases (Minimum Rent Payments R
Leases (Minimum Rent Payments Received) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Leases [Abstract] | ||||
Total minimum rent payments | $ 54,658 | $ 54,114 | $ 108,000 | $ 113,213 |
Remainder of 2021 | 118,036 | 118,036 | ||
2022 | 246,736 | 246,736 | ||
2023 | 242,933 | 242,933 | ||
2024 | 238,289 | 238,289 | ||
2025 | 211,057 | 211,057 | ||
Thereafter | 1,296,561 | 1,296,561 | ||
Total | $ 2,353,612 | $ 2,353,612 |
Segments (Narrative) (Details)
Segments (Narrative) (Details) ft² in Thousands | 6 Months Ended |
Jun. 30, 2021ft²segmentlocation | |
Segments reporting | |
Number of reportable segments | segment | 4 |
Seaport Segment | |
Segments reporting | |
Area of real estate property (in sqft) | ft² | 453 |
Number of primary locations | location | 3 |
Operating locations | location | 2 |
Seaport Segment | Tin Building | |
Segments reporting | |
Area of real estate property (in sqft) | ft² | 53 |
Segments (Summary of Segment Op
Segments (Summary of Segment Operating Results) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Segments reporting | ||||
Total revenues | $ 212,457 | $ 156,173 | $ 403,037 | $ 331,348 |
Depreciation and amortization | (49,788) | (46,963) | (99,096) | (108,600) |
Other income (loss), net | (663) | 1,607 | (10,971) | (2,077) |
Equity in earnings (losses) from real estate and other affiliates | 7,867 | (8,552) | 23,663 | 2,797 |
Gain (loss) on sale or disposal of real estate and other assets, net | 21,333 | 8,000 | 21,333 | 46,124 |
Gain (loss) on extinguishment of debt | (51) | 0 | (35,966) | 0 |
Provision for impairment | (13,068) | 0 | (13,068) | (48,738) |
Income (loss) before taxes | 2,067 | (40,947) | (87,297) | (200,129) |
Net income (loss) | 3,617 | (34,103) | (64,542) | (159,185) |
Net (income) loss attributable to noncontrolling interests | 1,224 | 19 | 2,789 | (33) |
Net income (loss) attributable to common stockholders, basic | 4,841 | (34,084) | (61,753) | (159,218) |
Operating segments | ||||
Segments reporting | ||||
Total revenues | 212,364 | 156,086 | 402,843 | 331,243 |
Total operating expenses | (121,732) | (95,173) | (264,362) | (289,745) |
Segment operating income (loss) | 90,632 | 60,913 | 138,481 | 41,498 |
Depreciation and amortization | (48,674) | (45,512) | (96,830) | (105,328) |
Interest income (expense), net | (6,691) | (18,369) | (13,731) | (39,130) |
Other income (loss), net | (760) | 1,485 | (11,194) | (2,317) |
Equity in earnings (losses) from real estate and other affiliates | 7,867 | (8,552) | 23,663 | 2,797 |
Gain (loss) on sale or disposal of real estate and other assets, net | 21,333 | 8,000 | 21,333 | 46,124 |
Gain (loss) on extinguishment of debt | (46) | (882) | ||
Provision for impairment | (13,068) | (13,068) | (48,738) | |
Income (loss) before taxes | 50,593 | (2,035) | 47,772 | (105,094) |
Corporate | ||||
Segments reporting | ||||
Corporate income, expenses and other items | (46,976) | (32,068) | (112,314) | (54,091) |
Operating Assets | ||||
Segments reporting | ||||
Total revenues | 113,422 | 84,277 | 209,861 | 198,534 |
Operating Assets | Operating segments | ||||
Segments reporting | ||||
Total revenues | 113,422 | 84,277 | 209,861 | 198,534 |
Total operating expenses | (53,191) | (42,222) | (100,425) | (94,462) |
Segment operating income (loss) | 60,231 | 42,055 | 109,436 | 104,072 |
Depreciation and amortization | (39,975) | (36,995) | (79,626) | (74,084) |
Interest income (expense), net | (18,152) | (23,103) | (37,152) | (49,296) |
Other income (loss), net | (156) | 226 | (10,254) | 167 |
Equity in earnings (losses) from real estate and other affiliates | (10,419) | 475 | (21,823) | 4,869 |
Gain (loss) on sale or disposal of real estate and other assets, net | 0 | 0 | 0 | 38,124 |
Gain (loss) on extinguishment of debt | (46) | (882) | ||
Provision for impairment | 0 | 0 | (48,738) | |
Income (loss) before taxes | (8,517) | (17,342) | (40,301) | (24,886) |
Operating Assets | Operating segments | Hospitality Revenue | ||||
Segments reporting | ||||
Total revenues | 13,900 | 2,500 | 21,600 | 19,800 |
Total operating expenses | (11,000) | (4,400) | (18,900) | (17,200) |
MPC Segment | ||||
Segments reporting | ||||
Total revenues | 74,578 | 68,913 | 122,865 | 119,359 |
MPC Segment | Operating segments | ||||
Segments reporting | ||||
Total revenues | 74,578 | 68,913 | 122,865 | 119,359 |
Total operating expenses | (33,905) | (31,970) | (57,172) | (55,692) |
Segment operating income (loss) | 40,673 | 36,943 | 65,693 | 63,667 |
Depreciation and amortization | (98) | (91) | (170) | (182) |
Interest income (expense), net | 10,615 | 8,303 | 21,372 | 16,857 |
Other income (loss), net | 0 | 0 | 0 | 0 |
Equity in earnings (losses) from real estate and other affiliates | 18,641 | (2,968) | 46,291 | 5,966 |
Gain (loss) on sale or disposal of real estate and other assets, net | 0 | 0 | 0 | 0 |
Gain (loss) on extinguishment of debt | 0 | 0 | ||
Provision for impairment | 0 | 0 | 0 | |
Income (loss) before taxes | 69,831 | 42,187 | 133,186 | 86,308 |
Seaport Segment | ||||
Segments reporting | ||||
Total revenues | 10,898 | 2,272 | 18,351 | 11,966 |
Seaport Segment | Operating segments | ||||
Segments reporting | ||||
Total revenues | 10,898 | 2,272 | 18,351 | 11,966 |
Total operating expenses | (15,996) | (8,464) | (28,502) | (22,775) |
Segment operating income (loss) | (5,098) | (6,192) | (10,151) | (10,809) |
Depreciation and amortization | (7,004) | (6,776) | (13,839) | (27,651) |
Interest income (expense), net | 187 | (4,626) | 289 | (9,679) |
Other income (loss), net | (618) | (409) | (954) | (3,777) |
Equity in earnings (losses) from real estate and other affiliates | (336) | (6,633) | (688) | (8,676) |
Gain (loss) on sale or disposal of real estate and other assets, net | 0 | 0 | 0 | 0 |
Gain (loss) on extinguishment of debt | 0 | 0 | ||
Provision for impairment | 0 | 0 | 0 | |
Income (loss) before taxes | (12,869) | (24,636) | (25,343) | (60,592) |
Strategic Developments Segment | ||||
Segments reporting | ||||
Total revenues | 13,466 | 624 | 51,766 | 1,384 |
Strategic Developments Segment | Operating segments | ||||
Segments reporting | ||||
Total revenues | 13,466 | 624 | 51,766 | 1,384 |
Total operating expenses | (18,640) | (12,517) | (78,263) | (116,816) |
Segment operating income (loss) | (5,174) | (11,893) | (26,497) | (115,432) |
Depreciation and amortization | (1,597) | (1,650) | (3,195) | (3,411) |
Interest income (expense), net | 659 | 1,057 | 1,760 | 2,988 |
Other income (loss), net | 14 | 1,668 | 14 | 1,293 |
Equity in earnings (losses) from real estate and other affiliates | (19) | 574 | (117) | 638 |
Gain (loss) on sale or disposal of real estate and other assets, net | 21,333 | 8,000 | 21,333 | 8,000 |
Gain (loss) on extinguishment of debt | 0 | 0 | ||
Provision for impairment | (13,068) | (13,068) | 0 | |
Income (loss) before taxes | $ 2,148 | $ (2,244) | $ (19,770) | $ (105,924) |
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, 2021 | Dec. 31, 2020 |
Reconciliation of total segment assets to total assets | ||
Assets | $ 9,309,069 | $ 9,140,332 |
Operating segments | ||
Reconciliation of total segment assets to total assets | ||
Assets | 8,461,876 | 8,278,491 |
Operating segments | Operating Assets | ||
Reconciliation of total segment assets to total assets | ||
Assets | 3,949,294 | 3,936,119 |
Operating segments | MPC Segment | ||
Reconciliation of total segment assets to total assets | ||
Assets | 2,327,151 | 2,285,896 |
Operating segments | Seaport Segment | ||
Reconciliation of total segment assets to total assets | ||
Assets | 972,512 | 924,245 |
Operating segments | Strategic Developments Segment | ||
Reconciliation of total segment assets to total assets | ||
Assets | 1,212,919 | 1,132,231 |
Corporate | ||
Reconciliation of total segment assets to total assets | ||
Assets | $ 847,193 | $ 861,841 |
Uncategorized Items - hhc-20210
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2016-13 [Member] |