MORTGAGES, NOTES AND LOANS PAYABLE (Tables)

9 Months Ended

Sep. 30, 2016

MORTGAGES, NOTES AND LOANS PAYABLE

Summary of mortgages, notes and loans payable

	September 30,		December 31,
(In thousands)	2016		2015
Fixed-rate debt:
Collateralized mortgages, notes and loans payable	$	1,100,148	$	1,087,642
Special Improvement District bonds		46,715		53,739
Variable-rate debt:
Collateralized mortgages, notes and loans payable (a)		1,712,559		1,314,973
Deferred Financing Costs, net of accumulated amortization of $16.1 million and $12.7 million, respectively		(12,420)		(12,392)
Total mortgages, notes and loans payable	$	2,847,002	$	2,443,962

(a) As more fully described below, $183.0 million and $209.5 million of variable‑rate debt has been swapped to a fixed-rate for the term of the related debt as of September 30, 2016 and December 31, 2015, respectively.

Schedule of mortgages, notes and loans payable by property

					Maximum		Carrying Value
		Interest			Facility		September 30,		December 31,
($ In thousands)	Maturity (a)	Rate			Amount		2016		2015
Master Planned Communities
Bridgeland Credit Facility	November 2022	4.60	%	(b)	$	65,000	$	64,843	$	40,072
Summerlin South SID Bonds - S124	December 2019	5.95	%					141		159
Summerlin South SID Bonds - S128	December 2020	6.05	%					478		534
Summerlin South SID Bonds - S128C	December 2030	6.05	%					4,737		4,856
Summerlin South SID Bonds - S132	December 2020	6.00	%					1,480		1,676
Summerlin South SID Bonds - S151	June 2025	6.00	%					4,349		4,534
Summerlin South SID Bonds - S159	June 2035	6.00	%					4,486		9,020
Summerlin West SID Bonds - S808/S810	April 2031	6.00	%					—		1,047
Summerlin West SID Bonds - S812	October 2035	6.00	%					27,459		28,328
The Woodlands Master Credit Facility	August 2018	3.28	%	(b)		175,000		175,000		192,663
Master Planned Communities Total								282,973		282,889
Operating Assets
10-60 Columbia Corporate Centers	May 2022	2.84	%	(b)(c)				80,000		80,000
70 Columbia Corporate Center	July 2019	2.78	%	(b)				20,000		20,000
Columbia Regional Building	March 2018	2.53	%	(b)		23,008		22,188		22,188
Downtown Summerlin	July 2019	2.78	%	(b)		311,800		299,448		289,804
Downtown Summerlin SID Bonds - S108	December 2016	5.95	%					235		235
Downtown Summerlin SID Bonds - S128	December 2030	6.05	%					3,350		3,350
Embassy Suites at Hughes Landing	October 2020	3.03	%	(b)		37,100		29,231		20,064
One Hughes Landing	December 2029	4.30	%					52,000		52,000
Two Hughes Landing	December 2030	4.20	%					48,000		48,000
Three Hughes Landing	December 2019	2.88	%	(b)		65,455		34,208		23,268
1725-35 Hughes Landing Boulevard	June 2019	2.18	%	(b)		143,000		105,044		89,677
Hughes Landing Retail	December 2018	2.48	%	(b)		36,575		34,467		28,726
1701 Lake Robbins	April 2017	5.81	%					4,600		4,600
Lakeland Village Center	May 2020	2.88	%	(b)		14,000		9,167		—
Millennium Waterway Apartments	June 2022	3.75	%					55,584		55,584
Millennium Six Pines Apartments	August 2028	3.39	%					42,500		—
110 N. Wacker	October 2019	5.21	%	(d)				23,648		26,481
9303 New Trails	December 2023	4.88	%					12,468		12,734
One Lakes Edge	November 2018	2.78	%	(b)		73,525		71,874		67,517
Outlet Collection at Riverwalk	October 2018	3.28	%	(b)		64,400		56,100		56,100
3831 Technology Forest Drive	March 2026	4.50	%					22,480		22,759
The Westin at The Woodlands	August 2019	3.18	%	(b)		69,300		57,223		33,361
The Woodlands Resort & Conference Center	December 2020	3.28	%	(b)				85,000		85,000
Ward Village	September 2023	3.33	%	(b)(e)				238,716		238,716
20/25 Waterway Avenue	May 2022	4.79	%					13,944		14,112
3 Waterway Square	August 2028	3.94	%					51,898		52,000
4 Waterway Square	December 2023	4.88	%					36,515		37,293
Capital lease obligations	various	3.60	%					3		52
Operating Assets Total								1,509,891		1,383,621
Strategic Developments
HHC 242 Self Storage Facility	October 2021	3.13	%	(b)		6,658		2,573		—
HHC 2978 Self Storage Facility	January 2022	3.13	%	(b)		6,368		384		—
Merriweather Post Pavilion	October 2021	2.53	%	(b)		9,500		2,416		—
One Merriweather	February 2021	2.68	%	(b)		49,900		13,746		—
Waiea and Anaha Condominiums (f)	November 2019	7.28	%	(b)		600,000		287,283		27,817
Strategic Developments Total								306,402		27,817
Other Corporate Financing Arrangements	June 2018	3.00	%					16,189		18,794
Senior Notes	October 2021	6.88	%					750,000		750,000
Unamortized underwriting fees								(6,033)		(6,767)
Deferred Financing Costs, net								(12,420)		(12,392)
Total mortgages, notes, and loans payable							$	2,847,002	$	2,443,962

(a) Maturity date includes any extension periods that can be exercised at our option at the initial maturity date, subject to customary extension terms that based on current property performance projections, we expect to meet. Such terms may include but are not limited to minimum debt service coverage, minimum occupancy levels and other performance criteria. In certain cases due to property performance not meeting covenants, we may have to paydown a portion of the loan in order to obtain the extension.

(b) The interest rate presented is based on the one month LIBOR rate, which was 0.53% at September 30, 2016.

(c) $40.0 million of the outstanding principal balance is swapped to a 3.41% fixed-rate through maturity.

(d) The $23.6 million outstanding principal balance is swapped to a 5.21% fixed-rate through maturity.

(e) $119.4 million of the outstanding principal balance is swapped to a 3.64% fixed-rate through maturity.

(f) Waiea and Anaha have available financing for up to $600 million in the form of a non-recourse construction loan cross-collateralized by the condominium towers bearing interest at one-month LIBOR plus 6.75% with an initial maturity date of November 6, 2017, and two,  one-year extension options. In August 2016, the original financing agreement was modified. The previous agreement did not allow for distributions until Anaha was delivered and the loan was fully repaid. The modification allowed for an immediate advance on the loan of $50.0 million, returning a substantial portion of the project’s prior cash equity contribution to us and allows for an additional distribution of up to $113 million from Waiea’s bulk closing in November 2016. The balance of Waiea sales proceeds will be applied to the loan balance as well as fund any construction costs remaining for Waiea. The interest rate and maturity date remained unchanged.