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MORTGAGES, NOTES AND LOANS PAYABLE, NET (Tables)
 12 Months Ended
Dec. 31, 2020
Debt Disclosure [Abstract]  
Summary of mortgages, notes and loans payable The Company’s borrowing activity is summarized as follows:
thousandsInitial / Extended Maturity (a)Interest RateCarrying Value
Balance at December 31, 2019$4,096,470 
Issuances:
Senior Notes due 2028August 20285.38%(c)750,000 
Special Improvement District bondsOctober 20496.00%22,750 
Borrowings:
Revolver LoanSeptember 20231.79%(b)67,500 
9950 Woodloch Forest DriveMarch 20252.09%(b),(d)63,500 
A’eo RetailOctober 20252.90%(b)30,640 
Ke Kilohana RetailOctober 20252.90%(b)9,360 
Draws on existing mortgages, notes and loans payable556,166 
Repayments:
Revolver LoanSeptember 20231.79%(b),(c)(67,500)
The Woodlands Towers at the WaterwayJune 2020/June 20213.68%(b),(d)(63,500)
Three Hughes LandingSeptember 20204.33%(b),(c)(60,766)
Two MerriweatherOctober 2020/October 20214.23%(b),(c)(30,557)
100 Fellowship DriveMay 20223.23%(b)(49,978)
HHC 242 Self-StorageDecember 2021/December 20224.33%(b),(c)(5,499)
HHC 2978 Self-StorageDecember 2021/December 20224.33%(b),(c)(5,395)
Downtown SummerlinJune 20233.88%(b),(c),(e)(255,297)
Lakefront NorthDecember 2022/December 20233.73%(b),(c)(40,062)
Seaport DistrictJune 20246.10%(c)(250,000)
Bridgeland Credit FacilityOctober 2022/October 20244.23%(b),(c)(50,000)
The Woodlands Master Credit FacilityOctober 2022/October 20244.23%(b),(c)(50,000)
Two SummerlinOctober 2022/October 20254.25%(b),(c)(32,803)
Repayments on existing mortgages, notes and loans payable(20,055)
Other:
Special Improvement District bond assumptionsDecember 2020/October 2049
5.00% - 6.00%
(10,122)
Deconsolidation of 110 North WackerApril 2022/April 20244.73%(b),(f)(326,835)
Deferred financing costs, net9,352 
Balance at December 31, 2020$4,287,369 
(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 0.14%, 0.24% and 3.25%, respectively, at December 31, 2020. Interest rates associated with loans which have been paid off reflect the interest rate at December 31, 2019.
(c)On August 18, 2020, the Company issued $750 million in senior notes due August 2028 (the Senior Notes due 2028), which will pay interest semi-annually at a rate of 5.375% per annum payable on August 1st and February 1st of each year, beginning on February 1, 2021. The Senior Notes due 2028 will be unsecured senior obligations of the Company and will be guaranteed by certain subsidiaries of the Company. The Company used the net proceeds from this issuance, together with cash on hand, for the repayment of existing indebtedness of approximately $807.9 million and recorded a loss on extinguishment of debt of approximately $13.2 million.
(d)On March 26, 2020, the Company closed on a partial refinance of the bridge loan for The Woodlands Towers at the Waterway and The Woodlands Warehouse for $137.0 million. In conjunction with the partial refinance, the original loan was paid down by $63.5 million and 9950 Woodloch Forest Drive tower was split into a new loan.
(e)On June 22, 2020, the Company modified the existing Downtown Summerlin loan, extending the financing by three years to June 22, 2023 at a rate of LIBOR plus 2.15% in exchange for a pay-down of $33.8 million to a total commitment of $221.5 million.
(f)As of September 30, 2020, the Company derecognized a $326.8 million balance on 110 North Wacker’s variable-rate debt that was subject to interest rate collars. Refer to Note 2 - Real Estate and Other Affiliates for additional information.
Mortgages, notes and loans payable, net are summarized as follows:
December 31,
thousands20202019
Fixed-rate debt:
Unsecured 5.375% Senior Notes due 2025
$1,000,000 $1,000,000 
Unsecured 5.375% Senior Notes due 2028
750,000 — 
Secured mortgages, notes and loans payable590,517 884,935 
Special Improvement District bonds34,305 23,725 
Variable-rate debt:
Mortgages, notes and loans payable (a)1,945,344 2,229,958 
Unamortized bond issuance costs(4,355)(5,249)
Unamortized deferred financing costs (b)(28,442)(36,899)
Total mortgages, notes and loans payable, net$4,287,369 $4,096,470 
(a)As of December 31, 2020, $649.9 million of variable-rate debt has been swapped to a fixed rate for the term of the related debt. As of December 31, 2019, $630.1 million of variable-rate debt has been swapped to a fixed rate for the term of the related debt and an additional $184.3 million of variable-rate debt was subject to interest rate collars. As of both December 31, 2020, and December 31, 2019, $75.0 million of variable-rate debt was capped at a maximum interest rate. See Note 9 - Derivative Instruments and Hedging Activities for additional information.
(b)Deferred financing fees 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).
HHC’s mortgages, notes and loans payable are secured by the properties listed in the table above and are non-recourse except for the following:
thousandsRecourse %Amount
Recourse to HHC
Senior Notes due 2025100 %$1,000,000 
Senior Notes due 2028100 %750,000 
1201 Lake Robbins100 %273,070 
‘A‘ali‘i25 %38,650 
250 Water Street35 %35,000 
Juniper Apartments25 %16,452 
Kō‘ula25 %16,320 
6100 Merriweather25 %15,510 
Outlet Collection at Riverwalk50 %14,339 
Tanager25 %9,936 
Lakeside Row25 %7,892 
The Woodlands Warehouse100 %7,230 
Total recourse to HHC2,184,399 
Recourse to The Woodlands Land Development Company (TWLDC) (a)
The Woodlands Resort & Conference Center100 %62,500 
Two Lake's Edge25 %16,550 
9950 Woodloch Forest20 %14,221 
The Lane at Waterway35 %7,759 
Lake Woodlands Crossing Retail50 %6,164 
Creekside Park The Grove25 %4,117 
Creekside Park West25 %3,680 
Total recourse to TWLDC114,991 
Total$2,299,390 
(a)This debt is partially recourse to The Woodlands Land Development Company which is a wholly owned subsidiary of HHC.
Schedule of mortgages, notes and loans payable by property The following table presents the Company’s mortgages, notes and loans payable by property, presented within each segment in order of extended maturity date:
Carrying Value
December 31,
thousandsInitial / Extended Maturity (a)Interest Rate20202019
Operating Assets
Three Hughes LandingMarch 20204.33 %(b)$— $59,822 
The Woodlands Towers at the WaterwayJune 20203.68 %(b),(c)— 336,570 
1201 Lake RobbinsJune 20212.49 %(b)273,070 — 
The Woodlands WarehouseJune 20212.49 %(b),(c)7,230 7,230 
Downtown SummerlinSeptember 2020 / September 20213.88 %(b)— 259,179 
Two MerriweatherOctober 2020 / October 20214.23 %(b)— 28,216 
Outlet Collection at RiverwalkOctober 20213.50 %(b)28,679 30,615 
100 Fellowship DriveMay 20223.23 %(b)— 47,916 
20/25 Waterway AvenueMay 20224.79 %12,855 13,131 
Millennium Waterway ApartmentsJune 20223.75 %51,946 53,032 
HHC 242 Self-StorageDecember 2021 / December 20224.33 %(b)— 5,499 
HHC 2978 Self-StorageDecember 2021 / December 20224.33 %(b)— 5,395 
Lake Woodlands Crossing RetailJanuary 20231.94 %(b)12,329 12,163 
Lakeside RowJuly 2022 / July 20232.39 %(b)31,566 23,958 
Senior Secured Credit FacilitySeptember 20234.61 %(c)615,000 615,000 
Two Lakes EdgeOctober 2022 / October 20232.40 %(b)66,198 38,214 
The Woodlands Resort & Conference CenterDecember 2021 / December 20233.00 %(b)62,500 62,500 
Lakefront NorthDecember 2022 / December 20233.73 %(b)— 32,731 
9303 New TrailsDecember 20234.88 %10,763 11,196 
4 Waterway SquareDecember 20234.88 %31,519 32,789 
Creekside Park WestMarch 2023 / March 20242.39 %(b)14,719 8,505 
The Lane at WaterwayAugust 2023 / August 20241.89 %(b),(d)22,167 1 
6100 MerriweatherSeptember 2022 / September 20242.89 %(b)62,040 36,418 
Juniper ApartmentsSeptember 2022 / September 20242.89 %(b)65,808 34,610 
Tanager ApartmentsOctober 2021 / October 20242.50 %(b)39,744 29,165 
9950 Woodloch Forest DriveMarch 20252.09 %(b)71,106 — 
Two SummerlinOctober 2022 / October 20254.25 %— 33,183 
Ae‘o RetailOctober 20252.90 %(b)30,532 — 
Ke Kilohana RetailOctober 20252.90 %(b)9,327 — 
3831 Technology Forest DriveMarch 20264.50 %20,686 21,137 
Kewalo Basin HarborSeptember 20272.89 %(b)11,562 11,110 
Millennium Six Pines ApartmentsAugust 20283.39 %42,500 42,500 
3 Waterway SquareAugust 20283.94 %46,224 47,647 
One Lakes EdgeMarch 20294.50 %69,440 69,440 
AristocratSeptember 20293.67 %37,093 38,055 
Creekside Park ApartmentsOctober 20293.52 %37,730 37,730 
One Hughes LandingDecember 20294.30 %50,815 52,000 
Two Hughes LandingDecember 20304.20 %48,000 48,000 
Other SID BondsDecember 2030
6.00% - 6.05%
(e)2,785 3,441 
8770 New TrailsJune 2021 / January 20324.89 %(f)35,417 15,124 
Constellation ApartmentsJanuary 20334.07 %24,200 24,200 
Hughes Landing RetailDecember 20363.50 %34,328 35,000 
Columbia Regional BuildingFebruary 20374.48 %24,244 24,664 
Las Vegas BallparkDecember 20394.92 %48,173 51,231 
Operating Assets Total2,052,295 2,338,317 
Master Planned Communities     
The Woodlands Master Credit FacilityOctober 2022 / October 20242.64 %(b),(g)75,000 107,500 
Bridgeland Credit FacilityOctober 2022 / October 20242.64 %(b),(g)75,000 107,500 
Summerlin South SID BondsJune 2025 - October 2049
5.00% - 6.05%
(h)31,520 20,284 
Master Planned Communities Total181,520 235,284 
Carrying Value
December 31,
thousandsInitial / Extended Maturity (a)Interest Rate20202019
Seaport District
250 Water StreetNovember 2022 / November 20233.64 %(b)100,000 100,000 
Seaport DistrictJune 20246.10 %— 250,000 
Seaport District Total100,000 350,000 
Strategic Developments
‘A‘ali‘iJune 2022 / June 20234.10 %(b)154,601 30,717 
Kō‘ulaMarch 2023 / March 20243.14 %(b)65,282 — 
110 North WackerApril 2022 / April 20244.73 %(b),(i)— 184,300 
Creekside Park The GroveJanuary 2024 / January 20251.89 %(b)16,468 — 
Strategic Developments Total236,351 215,017 
Senior Notes due 2025March 20255.38 %1,000,000 1,000,000 
Senior Notes due 2028August 20285.38 %750,000 — 
Unamortized bond issuance costs (4,355)(5,249)
Unamortized deferred financing costs (28,442)(36,899)
Total mortgages, notes and loans payable$4,287,369 $4,096,470 
(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 0.14%, 0.24% and 3.25%, respectively, at December 31, 2020. Interest rates associated with loans which have been paid off reflect the prior year interest rate.
(c)100.0% of the outstanding principal of the $615.0 million Term Loan is swapped to a fixed rate equal to 4.61%.
(d)Millennium Phase III Apartments was renamed to The Lane at Waterway.
(e)Includes SID bonds related to Downtown Summerlin, Hockey Ground Lease, Two Summerlin, Tanager Apartments and Las Vegas Ballpark.
(f)Concurrent with the closing of the $35.5 million construction loan for 8770 New Trails in 2019, the Company entered into an interest rate swap which is designated as a cash flow hedge. The Loan bears interest at one-month LIBOR plus 2.45% but it is currently swapped to a fixed rate equal to 4.89%.
(g)The Woodlands and Bridgeland Credit Facility is secured by land and certain other collateral in The Woodlands and Bridgeland MPCs with a combined maximum facility amount of $250 million.
(h)Includes SID bonds with various maturity dates ranging from June 2025 to October 2049 and interest rates ranging from 5.00% to 6.05%.
(i)As of September 30, 2020, the Company derecognized a $326.8 million balance on 110 North Wacker’s variable-rate debt that was subject to interest rate collars. Refer to Note 2 - Real Estate and Other Affiliates for additional information.
Summary of contractual obligations relating to mortgages, notes, and loans payable The following table summarizes the contractual obligations relating to the Company’s mortgages, notes and loans payable as of December 31, 2020, based on extended maturity dates:
thousandsMortgages, notes and loans payable principal payments
2021$321,712 
202277,689 
20231,091,049 
2024430,490 
20251,136,625 
Thereafter1,262,601 
Total principal payments4,320,166 
Unamortized deferred financing and bond issuance costs(32,797)
Total mortgages, notes and loans payable$4,287,369