Howard Hughes Holdings Inc. · NYSE:HHH
Howard Hughes — Merger or Acquisition (May 2024)
10 slides from Howard Hughes's merger presentation, May 23, 2024
Slide 1: Howard Hughes Spinoff of Seaport Entertainment
Howard Hughes Spinoff of Seaport Entertainment
Slide 2: Forward-Looking Statements
HOWARD HUGHES Forward-Looking Statements Statements made in this presentation that are not historical facts, including statements accompanied by words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “likely,” “may,” “plan,” “project,” “realize,” “should,” “transform,” “w
Slide 3: Spinoff Overview
HOWARD HUGHES Spinoff Overview Howard Hughes Holdings Inc. (“Howard Hughes” or “HHH”) plans a pro rata distribution of the shares of Seaport Entertainment Group Inc. (“Seaport Entertainment” or “SEG”) to its stockholders in a distribution intended to be tax-free to HHH stockholders for U.S. federal
Slide 4: Seaport Entertainment at a Glance
HOWARD HUGHES Seaport Entertainment at a Glance The Seaport – 478K+ Square Feet of Entertainment, Restaurant, Retail, and Unique Office Space 10K Capacity Ballpark in Downtown Summerlin, NV 25% Interest in Jean-Georges Restaurants An Interest in and to 80% of the Air Rights Above the Fashion Show Ma
Slide 5: Spinoff Strategic Rationale
HOWARD HUGHES Spinoff Strategic Rationale The spinoff is expected to create two separately traded, public companies with distinct asset bases and business plans, redefining HHH as a pure-play real estate company focused on master planned communities and allowing SEG to operate independently as an en
Slide 6: Pro Forma Howard Hughes at a Glance
HOWARD HUGHES Pro Forma Howard Hughes at a Glance Unique, Self-Funding Business Model With Three Interrelated Business Segments 6 Master Planned Communities 7 large-scale, long-term communities with 35K acres of remaining raw land in proximity to major employment centers with integrated amenities Ab
Slide 7: Pro Forma Howard Hughes' Business Segments
HOWARD HUGHES 40% 44% 11% 5% $1,024M Office (SF) 6,942K 184K 6,758K Multi-family (Units) 5,876 21 5,855 Retail (SF) 2,725K 294K 2,431K Pro Forma Howard Hughes’ Business Segments HHH SEG Pro Forma HHH Operating Assets Portfolio Mix(3) (As of 3/31/2024) Revenue (FY 2023) Operating Assets MPC Strategic
Slide 8: Pro Forma Capitalization
HOWARD HUGHES As of (In millions) 3/31/2024 Adj. Pro Forma Equity Market Capitalization $3,346 $3,346 Secured Mortgages, Notes, and Loans 2,946 ($158) $2,788 Unsecured Notes 2,050 2,050 Secured Joint Venture Debt (Unconsolidated) 144 144 Special Improvement District Bonds 65 65 Condominium Financing
Slide 9: Illustrative Examples for Use of Net Economic Benefit
HOWARD HUGHES Source: HHH company filings. (1) $91M includes a $51M net paydown of the 250 Water Street loan, $25M of cash to SEG, and $25M of transaction costs, offset by $10M of proceeds to HHH from the sale of third-party preferred equity in a subsidiary expected to be contributed to SEG. (2) Mid
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