The Howard Hughes Corporation® Reports Fourth Quarter and Full Year 2016 Results

The Howard Hughes Corporation ® (NYSE:HHC) (the “Company”) announced operating results for the fourth quarter ended December 31, 2016. The attached financial statements, exhibits and reconciliations of non-GAAP measures provide the details of these results.

Fourth Quarter Highlights:

• Net income attributable to common stockholders was $43.6 million or $1.02 per diluted share.
• Adjusted net income was $72.1 million or $1.69 per share, an increase of $19.7 million or $0.46 per share compared to the fourth quarter of 2015.
• Increased Operating Asset NOI to $38.0 million, an increase of $10.2 million compared to the fourth quarter of 2015.
• Increased MPC residential land sales to $49.0 million, an increase of $9.6 million compared to the fourth quarter of 2015.
• At Ward Village in Honolulu, delivered our first condominium tower, Waiea, with approximately 92% of the 174 units contracted for sale.
• Received approval for a $90.0 million tax increment financing for Downtown Columbia’s master plan.
• Acquired One Mall North, a 100% leased, 97,500 square foot office building for $22.2 million and American City Building for $13.5 million, both in Columbia, Maryland.
• Sold Park West for net cash proceeds of $32.5 million, unlocking a $17.6 million tax benefit and allowing us to recycle our capital and invest in higher return opportunities within our core assets.
• Ended the year with net debt to total market capitalization of 36.8%, and a cash balance of $665.5 million.

“In the fourth quarter, The Howard Hughes Corporation showed significant progress across our three business segments as we saw significant growth with increased Operating Asset NOI, increased MPC residential land sales and meaningful progress in our strategic developments with the delivery of our first residential building in Ward Village, Waiea,” said David R. Weinreb, Chief Executive Officer. “We are creating value across our portfolio every day, as we continue to transform our strategic developments into revenue generating assets, converting our assets into a predominantly revenue-generating portfolio. Additionally, I am pleased with our capital recycling activity, both during and subsequent to the quarter, with the sale of non-core assets and acquisitions that complement our holdings in Downtown Columbia. Further, we are pleased with our conservative financial position with a cash balance of over $665 million, which is well in excess of our unfunded development commitments.”

As we complete and place our developments into service, non-cash depreciation and amortization expense associated with these cash-generative commercial real estate properties has become a material component of our net income. Adjusted net income is a non-GAAP measure that excludes depreciation and amortization expense, provision for impairment, non-cash warrant liability gains and losses, gain on acquisition of our joint venture partner’s interest and gains or losses on sales of operating properties. For additional information, please see the reconciliation of Adjusted net income to Net Income (loss) attributable to common stockholders in the Supplemental Information in this earnings release.

Net operating income (“NOI”) from our income-producing Operating Assets is presented in our Supplemental Information to this earnings release. For a reconciliation of Operating Assets NOI to Operating Assets earnings before taxes (“EBT”), Operating Assets EBT to GAAP-basis net income (loss) and Adjusted net income to Net income, please refer to the Supplemental Information contained in this earnings release.

We calculate Adjusted Operating Assets EBT, which excludes depreciation and amortization and development-related demolition, marketing costs and provision for impairment, as they do not represent operating costs for stabilized real estate properties.

Operating assets EBT increased $8.4 million to $5.8 million, compared to ($2.6) million for the fourth quarter 2015.

The increase in NOI from income-producing Operating Assets in the fourth quarter 2016 compared to the fourth quarter 2015 is primarily driven by the continued stabilization of our recently developed and placed in service office properties and our two recently opened hotels in The Woodlands. The increase in NOI from income-producing Operating Assets in the year ended December 31, 2016, compared to the same period in the prior year is primarily due to Downtown Summerlin and the openings of the ONE Summerlin office building and two multi-family properties in The Woodlands in 2015.

Master Planned Communities Segment Highlights

Generally, MPC revenues fluctuate during the year; therefore, a better measurement of performance is the full year impact instead of quarterly results.

A Summary of our MPC segment is shown below. For additional detail, please refer to the Supplemental Information section of this release.

Residential land sales closed in our MPC segment for the three months ended December 31, 2016, increased $9.6 million or 24.4% to $49.0 million, compared to $39.4 million for the same period in 2015 primarily due to increased sales velocity at The Woodlands and Bridgeland MPCs, offset by fewer sales at our Summerlin MPC. Residential land sales closed in our MPC segment for the year ended December 31, 2016, increased $5.3 million or 3.4% to $163.1 million compared to $157.8 million for the same period in 2015. Land sales revenue of $215.3 million recognized for the year ended December 31, 2016, included $33.4 million in revenue from closings in prior periods which was previously deferred and that met criteria for recognition in the current year.

Land development in the fourth quarter 2016 at The Summit, our joint venture with Discovery Land in our Summerlin MPC, continued on schedule based upon the initial plan. For the three months ended December 31, 2016, 22 custom residential lots had closed resulting in the recognition of $20.9 million Equity in earnings in Real Estate and Other Affiliates. As of December 31, 2016, contracted sales since inception are $226.4 million of which $184.9 million had closed.

Strategic Developments Segment Highlights

We have condominiums for sale in Ward Village across five condominium projects, four of which are under construction: Waiea, Anaha, Ae`o, and Ke Kilohana. These four projects have a total unit count of 1,381, of which 1,109 were under contract as of December 31, 2016, leaving the total number of unsold units under construction at 272.

The increase in condominium rights and unit sales for the quarter and year ended December 31, 2016, as compared to the same periods in 2015 is primarily related to revenue recognition at our Anaha condominium project for which we began recognizing revenue in the second quarter 2015. As condominium projects advance towards completion, revenue is recognized on qualifying sales contracts under the percentage of completion method of accounting. All development cost estimates presented herein are exclusive of land costs.

For a more complete description of the status of our developments, please refer to “Item 7. - Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Form 10-K for the year ended December 31, 2016.

Balance Sheet and Other Quarterly Activity

As of December 31, 2016, our debt equaled approximately 42.3% of our total assets and 36.8% of our total market capitalization. We finished the year with approximately $665.5 million of cash on hand. This balance is higher than in previous periods as a result of end of year cash inflows relating to proceeds from our sale of our non-core Park West asset; a distribution of cash from our joint venture in Summerlin, The Summit; and to proceeds from closings of condominium units at Waiea in our Ward Village urban master planned community.

We have focused almost exclusively on obtaining non-recourse* debt for both our construction financing and long-term fixed rate mortgage financing and have limited cross-collateralization across the portfolio. Our low-leverage, with a focus on project specific financing, insulates us against potential downturns and provides us with the ability to evaluate new opportunities. During the quarter, we completed a $142.7 million partial recourse construction loan for Ke Kilohana and a $230.0 million non-recourse construction loan for Ae`o, both initially maturing in December 2019. We also amended and restated our financing for The Woodlands Resort & Conference Center with a $70.0 million mortgage and modified our construction financing for Hughes Landing Retail to $35.0 million with an extended initial maturity date of December 2036 (previously December 2018).

Subsequent to quarter end in January 2017, we closed on a non-recourse financing totaling $25.0 million at 4.48% interest, replacing the $23.0 million construction loan on the Columbia Regional Building. We also amended and restated our $80.0 million non-recourse mortgage financing for the 10-60 Columbia Corporate Center office buildings with a $94.5 million loan at LIBOR plus 1.75% with an initial maturity May 2020 maturity date. This amendment also provided $14.5 million to purchase One Mall North, a 97,500 square foot office building in Columbia, Maryland.

*Non-recourse debt means that the debt is non-recourse to The Howard Hughes Corporation but is collateralized by a real estate asset and/or is recourse to the subsidiary entity owning such asset.

About The Howard Hughes Corporation®

The Howard Hughes Corporation owns, manages and develops commercial, residential and mixed-use real estate throughout the U.S. Our properties include master planned communities, operating properties, development opportunities and other unique assets spanning 14 states from New York to Hawai‘i. The Howard Hughes Corporation is traded on the New York Stock Exchange under HHC with major offices in New York, Columbia, MD, Dallas, Houston, Las Vegas and Honolulu. For additional information about HHC, visit www.howardhughes.com or find us on Facebook, Twitter, Instagram, and LinkedIn.

Safe Harbor Statement

Statements made in this press release that are not historical facts, including statements accompanied by words such as “will,” “believe,” “expect,” “enables,” “realize”, “plan,” “intend,” “assume,” “transform” and other words of similar expression, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management’s expectations, estimates, assumptions, and projections as of the date of this release and are not guarantees of future performance. Actual results may differ materially from those expressed or implied in these statements. Factors that could cause actual results to differ materially are set forth as risk factors in The Howard Hughes Corporation’s filings with the Securities and Exchange Commission, including its Quarterly and Annual Reports. The Howard Hughes Corporation cautions you not to place undue reliance on the forward-looking statements contained in this release. The Howard Hughes Corporation does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release.

Supplemental Information

December 31, 2016

Because our three segments, Master Planned Communities, Operating Assets and Strategic Developments, are managed separately, we use different operating measures to assess operating results and allocate resources among these three segments. The one common operating measure used to assess operating results for our business segments is earnings before taxes (“EBT”). EBT, as it relates to each business segment, represents the revenues less expenses of each segment, including interest income, interest expense and equity in earnings of real estate and other affiliates. EBT excludes corporate expenses and other items that are not allocable to the segments. We present EBT because we use this measure, among others, internally to assess the core operating performance of our assets. However, EBT should not be considered as an alternative to GAAP net income.

We also adjust GAAP net income (loss) for non-cash warrant liability gains and losses, and depreciation and amortization. The presentation of Adjusted net income is consistent with other companies in the real estate business who also typically report an earnings measure that excludes depreciation and amortization and other non-operating related items.

When a development property is placed in service, depreciation is calculated for the property ratably over the estimated useful lives of each of its components; however, most of our recently developed properties do not reach stabilization until 12 to 36 months after being placed in service due to the timing of tenants taking occupancy and subsequent leasing of remaining unoccupied space during that period. As a result, operating income, earnings before taxes (EBT) and net income will not reflect the ongoing earnings potential of newly placed in service operating assets during this transition period to stabilization. Accordingly, we calculate Adjusted Operating Assets EBT, which excludes depreciation and amortization and development-related demolition and marketing costs and provision for impairment, as they do not represent operating costs for stabilized real estate properties.

The following table reconciles Adjusted Operating Assets EBT to Operating Assets EBT:

The following table summarizes our net debt on a segment basis as of December 31, 2016. Net debt is defined as mortgages, notes and loans payable, including our ownership share of debt of our Real Estate and Other Affiliates, reduced by short-term liquidity sources to satisfy such obligations such as our ownership share of cash and cash equivalents and SID and MUD receivables. Although net debt is not a recognized GAAP financial measure, it is readily computable from existing GAAP information and we believe, as with our other non-GAAP measures, that such information is useful to our investors and other users of our financial statements.

(a) Excludes revenues closed and deferred for recognition in a previous period that met criteria for recognition in the current period.

Reconciliation of MPC Land Sales Closed to GAAP Land Sales Revenue

The following table reconciles Total residential and commercial land sales closed for the quarters ended December 31, 2016 and 2015, respectively, to Total land sales revenue – GAAP basis for the MPC segment for the quarters ended December 31, 2016 and 2015, respectively. Total net recognized (deferred) revenue represents revenues on sales closed in prior periods where revenue was previously deferred and met criteria for recognition in the current periods, offset by revenues deferred on sales closed in the current period.

(a) Excludes revenues closed and deferred for recognition in a previous period that met criteria for recognition in the current period.

Reconciliation of MPC Land Sales Closed to GAAP Land Sales Revenue

The following table reconciles Total residential and commercial land sales closed for the years ended December 31, 2016 and 2015, respectively, to Total land sales revenue – GAAP basis for the MPC segment for the years ended December 31, 2016 and 2015, respectively. Total net recognized (deferred) revenue represents revenues on sales closed in prior periods where revenue was previously deferred and met criteria for recognition in the current periods, offset by revenues deferred on sales closed in the current period.

Operating Assets Net Operating Income

We believe that NOI is a useful supplemental measure of the performance of our Operating Assets because it provides a performance measure that, when compared year-over-year, reflects the revenues and expenses directly associated with owning and operating real estate properties and the impact on operations from trends in occupancy rates, rental rates, and operating costs. We define NOI as revenues (rental income, tenant recoveries and other income) less expenses (real estate taxes, repairs and maintenance, marketing and other property expenses). NOI also excludes straight-line rents and tenant incentives amortization, net interest expense, ground rent amortization, demolition costs, amortization, depreciation, development-related marketing costs and equity in earnings from Real Estate and Other Affiliates.

We use NOI to evaluate our operating performance on a property-by-property basis because NOI allows us to evaluate the impact that factors such as lease structure, lease rates and tenant base, which vary by property, have on our operating results, gross margins and investment returns.

Although we believe that NOI provides useful information to the investors about the performance of our Operating Assets, due to the exclusions noted above, NOI should only be used as an alternative measure of the financial performance of such assets and not as an alternative to GAAP net income.