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Mortgages, Notes and Loans Payable, Net (Tables)
9 Months Ended
Sep. 30, 2021
Debt Disclosure [Abstract]  
Summary and activity for mortgages, notes and loans payable
Mortgages, notes and loans payable, net are summarized as follows: 
thousands
September 30, 2021
December 31, 2020
Fixed-rate debt
Unsecured 5.375% Senior Notes due 2025
$ $1,000,000 
Unsecured 5.375% Senior Notes due 2028
750,000 750,000 
Unsecured 4.125% Senior Notes due 2029
650,000 — 
Unsecured 4.375% Senior Notes due 2031
650,000 — 
Secured mortgages, notes and loans payable676,210 590,517 
Special Improvement District bonds69,622 34,305 
Variable-rate debt (a)
Mortgages, notes and loans payable1,397,881 1,945,344 
Secured Bridgeland Notes due 2026275,000 — 
Unamortized bond discounts (4,355)
Unamortized deferred financing costs (b)(45,078)(28,442)
Total mortgages, notes and loans payable, net$4,423,635 $4,287,369 
(a)The Company has entered into derivative instruments to manage a portion of the variable interest rate exposure. See Note 8 - Derivative Instruments and Hedging Activities for additional information.
(b)Deferred financing costs 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).
The Company’s borrowing activity is summarized as follows: 
thousandsInitial / Extended
Maturity (a)
Interest RateCarrying Value
Balance at December 31, 2020
$4,287,369 
Issuances:
Senior Notes due 2029February 20294.13 %(c)650,000 
Senior Notes due 2031February 20314.38 %(c)650,000 
Bridgeland Notes due 2026September 20262.40 %(d)275,000 
Special Improvement District bondsApril 20514.13 %45,425 
Borrowings:
Victoria PlaceSeptember 2024/September 20265.25 %(b),(e)42,718 
Tanager ApartmentsMay 20313.13 %(f)58,500 
Lakeside RowSeptember 20313.15 %(g)35,500 
Draws on existing mortgages, notes and loans payable158,661 
Repayments:
1201 Lake RobbinsJune 20212.49 %(b),(h)(273,070)
The Woodlands WarehouseJune 20212.49 %(b),(h)(7,230)
Tanager ApartmentsOctober 2021 / October 20242.50 %(b),(e)(39,992)
Lakeside RowJuly 2022 / July 20232.39 %(b),(g)(31,940)
Senior Secured Credit FacilitySeptember 20234.61 %(i)(181,817)
The Woodlands ResortDecember 2021 / December 20233.00 %(b),(i)(62,500)
The Woodlands Master Credit FacilityOctober 2022 / October 20242.64 %(b),(d)(75,000)
Bridgeland Credit FacilityOctober 2022 / October 20242.64 %(b),(d)(75,000)
Repayments on existing mortgages, notes and loans payable(12,223)
Redemptions
Senior Notes due 2025March 20255.38 %(h)(1,000,000)
Other:
Special Improvement District bond assumptionsApril 20494.00 %(8,484)
Deferred financing costs, net(12,282)
Balance at September 30, 2021
$4,423,635 
(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 0.10%, 0.15% and 3.25%, respectively, at September 30, 2021. Interest rates associated with loans that have been paid off reflect the interest rate at December 31, 2020.
(c)In February 2021, the Company issued $650 million in 4.125% Senior Notes due 2029 and $650 million in 4.375% Senior Notes due 2031. These notes will pay interest semi-annually in February and August of each year, beginning in August 2021. These notes will be unsecured senior obligations of the Company and will be guaranteed by certain subsidiaries of the Company.
(d)In September 2021, the Company closed on a $275.0 million financing secured by MUD receivables and land in Bridgeland, retiring an existing $250.0 million credit facility secured by MUD receivables, land and certain other collateral in both The Woodlands and Bridgeland MPCs. The loan required a $27.5 million fully refundable deposit and has a net effective interest rate of Secured Overnight Financing Rate (SOFR) plus 2.30%, subject to a SOFR floor of 0.10%, with maturity in September 2026.
(e)In March 2021, the Company closed on a $368.2 million construction loan for the development of Victoria Place in Ward Village. The loan bears interest at one-month LIBOR plus 5.00%, subject to a LIBOR floor of 0.25%, with an initial maturity of September 2024 and 2 one-year extension options. Concurrent with the funding of the loan, the Company entered into interest rate cap agreements with a total notional amount of $368.2 million and interest rate of 2.00%.
(f)In April 2021, the Company closed on a $58.5 million loan to replace the existing construction loan for Tanager Apartments in Downtown Summerlin. The loan bears interest at 3.13% fixed with a maturity of May 2031.
(g)In July 2021, the Company closed on a $35.5 million loan to replace the existing construction loan for Lakeside Row in Bridgeland. The loan bears interest at 3.15% fixed with a maturity date of September 2031.
(h)The Company used the net proceeds from the February 2021 issuance of Senior Notes due 2029 and 2031, as well as available cash on hand, as follows: (1) repurchased its $1.0 billion 5.375% Senior Notes due 2025; resulting in a $35.1 million loss on extinguishment of debt and (2) repaid $280.3 million outstanding under its loans for 1201 Lake Robbins and The Woodlands Warehouse maturing June 2021, resulting in a $10.0 million loss on the settlement of the rate-lock agreement associated with these loans.
(i)Concurrent with the sale of the Company’s Hospitality properties in September 2021, the entire $62.5 million loan on The Woodlands Resort was repaid and $69.8 million of debt associated with The Westin at The Woodlands and Embassy Suites at Hughes Landing was repaid on the Senior Secured Credit Facility. See Note 3 - Dispositions for additional detail.