Core Viewpoint - Pershing Square is investing $900 million in Howard Hughes Holdings Inc. (HHH) to support its strategic expansion into a diversified holding company, acquiring controlling interests in high-quality public and private companies while continuing its core real estate development business [2][9]. Investment Details - Pershing Square will acquire 9,000,000 newly issued shares of HHH at $100.00 per share, representing a 48% premium to HHH's closing price on May 2, 2025 [3][9]. - Following the investment, Pershing Square will own 46.9% of HHH shares outstanding, with an agreement to limit its voting power to 40% and beneficial ownership to 47% [3][6]. Leadership Changes - Bill Ackman, Chairman and CEO of Pershing Square, has been appointed as the Executive Chairman of HHH's Board of Directors, while Ryan Israel will take on the role of Chief Investment Officer at HHH [4][9]. - The existing leadership team at HHH, led by CEO David O'Reilly, will remain unchanged but will have expanded roles and responsibilities [4][11]. Strategic Support - The entire Pershing Square organization will provide HHH with investment, advisory, and ancillary services, including corporate development and capital markets assistance [5][9]. - HHH will continue to develop its core Master Planned Communities and other strategic developments, maintaining its position as a leading community builder [10][11]. Financial Arrangements - HHH will pay Pershing Square a quarterly base fee of $3.75 million and a management fee based on the increase in HHH's equity market capitalization above a predetermined reference market cap [7][8]. - The reference market cap is calculated using a post-transaction share count of 59,393,938 and a reference market price of $66.1453, adjusted annually for inflation [7]. Governance Structure - The transaction was approved by HHH's Special Committee, composed entirely of independent directors, and will result in a board with a majority of independent directors [12][13]. - Pershing Square has the right to nominate three directors as long as it holds at least 17.5% of HHH's fully diluted shares [13].

Core Viewpoint - Howard Hughes Holdings Inc. has extended its standstill agreement with Pershing Square Capital Management until May 30, 2025, indicating ongoing discussions between the two parties [1][2]. Company Overview - Howard Hughes Holdings Inc. is engaged in owning, managing, and developing commercial, residential, and mixed-use real estate across the U.S. [3] - The company boasts a portfolio that includes master planned communities and various operating properties, strategically positioned to meet market demand [3]. - Notable developments include Downtown Columbia in Maryland, The Woodlands, Bridgeland, Summerlin in Las Vegas, Ward Village in Honolulu, and Teravalis in Greater Phoenix [3]. - The company is recognized for its commitment to design excellence and cultural life within its communities [3].

THE WOODLANDS, Texas, April 14, 2025 (GLOBE NEWSWIRE) -- Howard Hughes Holdings Inc. (NYSE: HHH) (the “Company” or “HHH”) today further extended its previously announced standstill agreement with Pershing Square Capital Management L.P. (“Pershing Square”). The standstill agreement will now remain in effect until April 30, 2025, unless further extended. There can be no assurance that discussions with Pershing Square will result in any particular outcome, and HHH does not intend to comment further on these ma ...

HHH to Host Earnings Call on May 8, 2025THE WOODLANDS, Texas, April 09, 2025 (GLOBE NEWSWIRE) -- Howard Hughes Holdings Inc. (NYSE: HHH) (“the Company” or “Howard Hughes”) announced today that the Company will release 2025 first quarter earnings on Wednesday, May 7, 2025, after the market closes and will hold its first quarter conference call on Thursday, May 8, 2025, at 10:00 AM Eastern Time. The Company's earnings release will be posted to the Investors section of the Company's website prior to the confer ...

THE WOODLANDS, Texas, April 07, 2025 (GLOBE NEWSWIRE) -- Howard Hughes Holdings Inc. (NYSE:HHH) (the "Company" or "HHH") today further extended its previously announced standstill agreement with Pershing Square Capital Management L.P. ("Pershing Square"). The standstill agreement will now remain in effect until April 15, 2025, unless further extended. There can be no assurance that discussions with Pershing Square will result in any particular outcome, and HHH does not intend to comment further on these mat ...

THE WOODLANDS, Texas, March 12, 2025 (GLOBE NEWSWIRE) -- Howard Hughes Holdings Inc. (NYSE: HHH) (the “Company” or “HHH”) today announced an extension to the previously announced standstill agreement with Pershing Square Capital Management L.P. (“Pershing Square”). The standstill agreement will now remain in effect until April 7, 2025, unless further extended. There can be no assurance that discussions with Pershing Square will result in any particular outcome, and HHH does not intend to comment further on ...

Howard Hughes Holdings just rejected Bill Ackman's offer, but that doesn't mean it's over.Billionaire investor Bill Ackman has ambitious plans to transform Howard Hughes Holdings (HHH -3.49%) into the next Berkshire Hathaway (BRK.A 0.02%) (BRK.B -0.13%). In this video, I'll discuss the latest developments with the potential deal, the current state of Howard Hughes' business, and why the company might think Ackman's offer is inadequate.*Stock prices used were the morning prices of March 6, 2025. The video wa ...

Core Viewpoint - Howard Hughes Holdings Inc. announced that its Special Committee rejected the Revised Proposal from Pershing Square Capital Management and entered into a standstill agreement to facilitate further discussions [1][2]. Company Overview - Howard Hughes Holdings Inc. owns, manages, and develops commercial, residential, and mixed-use real estate across the U.S. The company has a portfolio that includes master planned communities and various operating properties [4]. Recent Developments - The Special Committee of Howard Hughes Holdings Inc. indicated that the Revised Proposal received on February 13, 2025, is not acceptable in its current form [1]. - A standstill agreement has been established with Pershing Square, which will remain effective until March 13, 2025, unless extended [1]. - Morgan Stanley & Co. LLC is serving as the financial advisor to the Special Committee, while Hogan Lovells US LLP and Richards, Layton & Finger, P.A. are providing legal counsel [3].

Financial Data and Key Metrics Changes - The company reported record full-year results in each segment, with Master Planned Community (MPC) EBT reaching $349 million, driven by record residential land sales revenue and average price per acre [9][14] - Operating assets delivered record NOI of $257 million, a 6% increase year over year [10][21] - The company executed over $860 million in financings during 2024, including more than $300 million in the fourth quarter [11][50] Business Line Data and Key Metrics Changes - In the MPC segment, EBT was $57 million in Q4, primarily from the sale of 60 residential acres at an average price of $909,000 per acre [12][14] - The operating assets generated $61 million of NOI in Q4, reflecting a 9% year-over-year growth [21] - Retail NOI improved by 15% in Q4, totaling $13 million, with full-year retail NOI increasing 8% to $54 million [26][27] Market Data and Key Metrics Changes - The company sold 510 residences in Q4, totaling 2,234 homes for the year, ranking Summerlin and Bridgeland as the fifth and seventh top-selling MPCs in the nation [15] - Despite rising mortgage rates, the company anticipates strong new home construction in 2025 due to limited inventory and high demand for new homes [16][18] Company Strategy and Development Direction - The company plans to focus on residential land sales and anticipates continued strong demand for new homes in 2025, particularly in Summerlin and Bridgeland [39][40] - The company is also exploring additional entitlements in Ward Village, potentially adding 2.5% to 3.5% million square feet for future condo projects [53][55] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the housing market, citing strong demand for new homes and limited existing inventory as key drivers for growth [16][18] - The company expects another strong year in the MPC segment in 2025, projecting EBT to increase by 5% to 10% year over year [39][40] Other Important Information - The company ended 2024 with $596 million in cash and approximately $315 million in available lender commitments, providing over $900 million in liquidity [48] - The company plans to introduce a new guidance metric for 2025 called adjusted operating cash flows, expected to range between $320 million and $375 million [45][46] Q&A Session Summary Question: Update on Seaport and its impact on cash flow - Management noted that Seaport has historically been a cash drain, costing about $170 million in adjusted operating cash flow in the past year, and its absence in 2025 will allow for better capital allocation [66][70] Question: Guidance for operating free cash flow and net cash position - The stable net cash position is attributed to deliberate capital deployment and a focus on specific projects, despite lower condo deliveries [71][72] Question: Commentary on Summerlin's price per acre increase - The increase in price per acre is primarily driven by the sale of Superpads at higher prices, reflecting strong demand from homebuilders [74][78] Question: Expected legislation in Nevada for studios - Management is optimistic about the passage of a film tax credit bill and is actively engaging with the legislature [92] Question: Commentary on Columbia move-outs and turnover expectations - Management reported active marketing efforts and positive absorption in multifamily assets, with no significant negative fallout from external factors [105][106] Question: Updates on Superpad sales and acreage sold - Management is cautiously optimistic about strong Superpad sales, expecting significant price increases due to strong demand from homebuilders [109]

The HHH Opportunity 4Q 2024 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," "would," and other statements of similar expression and other words of similar expression, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, a ...