MORTGAGES, NOTES AND LOANS PAYABLE, NET (Tables)

12 Months Ended

Dec. 31, 2017

MORTGAGES, NOTES AND LOANS PAYABLE

Summary of mortgages, notes and loans payable

	December 31,
(In thousands)	2017		2016
Fixed-rate debt:
Unsecured 5.375% Senior Notes	$	1,000,000	$	—
Unsecured 6.875% Senior Notes		—		750,000
Secured mortgages, notes and loans payable		499,299		390,118
Special Improvement District bonds		27,576		44,023
Variable-rate debt:
Mortgages, notes and loans payable (a)		1,350,914		1,524,319
Unamortized bond issuance costs		(6,898)		(5,779)
Deferred financing costs		(12,946)		(11,934)
Total mortgages, notes and loans payable, net	$	2,857,945	$	2,690,747

(a) As more fully described below, $428.3 million and $182.1 million of variable rate debt has been swapped to a fixed rate for the term of the related debt as of December 31, 2017 and 2016, respectively.

Schedule of mortgages, notes and loans payable by property

					Maximum		Carrying Value
	Initial / Extended	Interest			Facility		December 31,		December 31,
($ in thousands)	Maturity (a)	Rate			Amount		2017		2016
Master Planned Communities
Summerlin South SID Bonds - S124	December 2019	5.95	%				$	84	$	123
Summerlin South SID Bonds - S128	December 2020	7.30	%					390		440
Summerlin South SID Bonds - S132	December 2020	6.00	%					912		1,268
The Woodlands Master Credit Facility	April 2020 / April 2021	4.24	%	(b)	$	180,000		150,000		150,000
Bridgeland Credit Facility	November 2020 / November 2022	4.76	%	(b)		65,000		65,000		65,000
Summerlin South SID Bonds - S151	June 2025	6.00	%					3,763		4,159
Summerlin South SID Bonds - S128C	December 2030	6.05	%					4,283		4,600
Summerlin South SID Bonds - S159	June 2035	6.00	%					139		2,389
Summerlin West SID Bonds - S812	October 2035	6.00	%					15,193		27,459
Master Planned Communities Total								239,764		255,438
Operating Assets
1701 Lake Robbins	April 2017	5.81	%					—		4,600
Outlet Collection at Riverwalk	October 2017 / October 2018	4.24	%	(b)		53,841		53,841		55,778
1725-35 Hughes Landing Boulevard	June 2018 / June 2019	3.14	%	(b)		143,000		117,417		105,647
The Westin at The Woodlands (c)	August 2018 / August 2019	4.14	%	(b)		57,946		57,946		58,077
110 North Wacker (d)	October 2019	5.21	%					18,926		22,704
Three Hughes Landing	January 2018 / December 2019	3.84	%	(b)		65,455		45,058		35,053
Lakeland Village Center at Bridgeland	May 2018 / May 2020	3.84	%	(b)		14,000		11,470		9,979
Embassy Suites at Hughes Landing	October 2018 / October 2020	3.99	%	(b)		37,100		31,245		29,461
The Woodlands Resort & Conference Center (c)	December 2018 / December 2020	4.74	%	(b)		65,500		65,500		70,000
One Merriweather	February 2020 / February 2021	3.64	%	(b)		49,929		42,332		23,588
Downtown Summerlin (e)	September 2020 / September 2021	4.69	%	(b)		274,088		274,088		302,981
Two Merriweather	October 2020 / October 2021	3.99	%	(b)		33,156		19,429		—
HHC 242 Self-Storage	October 2019 / October 2021	4.09	%	(b)		6,658		6,243		3,708
HHC 2978 Self-Storage Facility	January 2020 / January 2022	4.09	%	(b)		6,368		5,634		1,715
70 Columbia Corporate Center	May 2020 / May 2022	3.49	%	(b)(f)				20,000		20,000
One Mall North	May 2020 / May 2022	3.74	%	(b)(f)				14,463		—
10-60 Columbia Corporate Centers (g)	May 2020 / May 2022	3.33	%	(b)(f)				80,000		80,000
20/25 Waterway Avenue	May 2022	4.79	%					13,646		13,886
Millennium Waterway Apartments	June 2022	3.75	%					55,095		55,584
Ward Village (h)	September 2021 / September 2023	3.82	%	(b)				238,718		238,718
9303 New Trails	December 2023	4.88	%					12,003		12,378
4 Waterway Square	December 2023	4.88	%					35,151		36,249
3831 Technology Forest Drive	March 2026	4.50	%					21,954		22,383
Kewalo Basin Harbor	September 2027	4.24	%	(b)		11,562		—		—
Millennium Six Pines Apartments	August 2028	3.39	%					42,500		42,500
3 Waterway Square	August 2028	3.94	%					50,327		51,590
One Hughes Landing	December 2029	4.30	%					52,000		52,000
Downtown Summerlin SID Bonds - S128	December 2030	6.05	%					2,812		3,350
Two Hughes Landing	December 2030	4.20	%					48,000		48,000
One Lakes Edge	March 2029 / March 2031	4.50	%					69,440		68,874
Constellation Apartments	January 2033	4.07	%					24,200		—
Hughes Landing Retail	December 2036	3.50	%					35,000		35,000
Columbia Regional Building	February 2037	4.48	%					25,000		22,188
Other	Various	3.60	%					—		236
Operating Assets Total								1,589,438		1,526,227
Strategic Developments
Waiea and Anaha	November 2017 / November 2019	8.24	%	(b)				—		160,847
Ke Kilohana	December 2019 / December 2020	4.74	%	(b)		142,656		—		—
Ae`o	December 2019 / December 2021	5.49	%	(b)		230,000		33,603		—
100 Fellowship Drive	May 2022	2.99	%	(b)		51,426		1		—
Aristocrat	October 2022	4.90	%	(b)		31,118		—		—
Two Summerlin	October 2022	4.90	%	(b)		33,432		—		—
Strategic Developments Total								33,604		160,847
Other corporate financing arrangements	July 2018	3.00	%					14,983		15,948
Senior Notes	October 2021	6.88	%					—		750,000
Senior Notes	March 2025	5.38	%					1,000,000		—
Unamortized bond issuance costs								(6,898)		(5,779)
Deferred financing costs								(12,946)		(11,934)
Total mortgages, notes, and loans payable							$	2,857,945	$	2,690,747

(a) Maturity dates presented include initial maturity date as well as the extended or final maturity date as contractually stated. Extension periods generally can be exercised at our option at the initial maturity date, subject to customary extension terms that are based on current property performance projections. Such extension terms may include, but are not limited to, 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, 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, three month LIBOR or Prime rate, as applicable, which was 1.49%,  1.61% and 4.50%, respectively, at December 31, 2017.

(c) Based on current performance of The Westin at The Woodlands and The Woodlands Resort and Conference Center, a paydown may be required in order to exercise the extension option.

(d) LIBOR on the $18.9 million outstanding principal balance is swapped to a 2.96% fixed-rate through maturity resulting an overall fixed rate of 5.21%.

(e) The forward starting swaps related to this debt became effective on December 31, 2017. LIBOR on the $100.0 million of the outstanding principal balance is swapped to a 2.68% fixed-rate through maturity, LIBOR on another $100.0 million of the outstanding principal balance is swapped to a 2.62% fixed-rate through maturity, and LIBOR on $50.0 million of the outstanding principal balance is swapped to a 2.65% fixed-rate through maturity resulting in an overall rate of 4.69%

(f) These three notes are part of one master facility, with all three respective properties collateralizing the total $114.5 million indebtedness.

(g) LIBOR on $40.0 million of the outstanding principal balance is swapped to a 1.66% fixed-rate through maturity resulting in an overall fixed rate of 3.33%.

(h) LIBOR on $119.4 million of the outstanding principal balance is swapped to a 1.14% fixed-rate through maturity resulting in an overall fixed rate of 3.82%.

Summary of Contractual Obligations Relating to Mortgages, Notes, and Loans Payable

	Mortgages, notes
	and loans payable
(In thousands)	principal payments
2018	$	78,207
2019		256,338
2020		178,836
2021		467,010
2022		251,086
Thereafter		1,646,312
Total principal payments		2,877,789
Deferred financing costs, net and unamortized underwriting fees		(19,844)
Total mortgages, notes and loans payable	$	2,857,945