HHH
Published on 05/11/2026 at 09:36 am EDT
The HHH Opportunity
1Ǫ 2026
Diversified Holding Company Focused on Acquiring Controlling Stakes in High-Ǫuality, Durable Growth Companies
In 2010, The Howard Hughes Corporation was spun off from GGP, comprised of a mix of premier development assets and large-scale master planned communities
In 2020, the Company launched its Transformation Plan, focused on right-sizing the business and disposing of non-core assets it inherited through the GGP spin-off
To further align focus on its core competencies, Howard Hughes spun off Seaport Entertainment-its collection of real estate entertainment assets-in 2024
In May 2025, Howard Hughes Holdings Inc. ("HHH") announced its transformation to a diversified holding company with a $G00 million capital infusion from Pershing Square
In December 2025, HHH announced a definitive agreement to acquire Vantage Group Holdings-a specialty insurance and reinsurance company-for $2.1 billion
Investment of $G00 Million to Transform HHH into a Diversified Holding Company
In May 2025, Pershing Square purchased 9 million newly issued HHH shares for $100 per share, representing a 48% premium(1)
Pershing Square's beneficial ownership in HHH increased to ~46.9%(2w) beneficial ownership limited to 47%
ith voting power capped at 40% and
Investment enables HHH to transform into a diversified holding company seeking controlling stakes in high-quality, durable growth companies while continuing to invest and grow its core real estate platform
Bill Ackman rejoins the Board as Executive Chairman and Ryan Israel-Pershing Square's Chief Investment Officer-joins the Board and HHH executive team
HHH to pay Pershing Square a quarterly base fee of $3.75M, plus a quarterly variable fee equal to 0.375%
of the increase in HHH's equity market capitalization above the reference market cap of the Company (3)
Pershing Square will support HHH's strategic expansion with its investment, advisory, and other services, including corporate development, transaction execution, capital markets, and hedging
Through HHH's transformation to a diversified holding company, Howard Hughes Communities ("HHC") will continue operating as a strategic stand-alone entity
Source: Company filings and data as announced on May 5, 2025.
(1) Premium relative to HHH's closing stock price on May 2, 2025. (2) Ownership percentage post-strategic transaction.
(3) Reference market cap determined by multiplying the post-transaction share count of 59.395M by the reference market price of $66.15, adjusted annually for inflation.
In December 2025, HHH signed a definitive agreement to acquire Vantage-a leading specialty insurance and reinsurance company-from Carlyle and Hellman & Friedman
Purchase Price
$2.1 billion in cash consideration
HHH will retain Vantage's book value accretion from signing to close ("locked box")
Purchase price represents 1.5x estimated year-end 2025 book value and is expected to represent a
~1.4x P / BV multiple at close
Timing
Deal is expected to close in 2Ǫ 2026, subject to regulatory approvals
Funding Sources
$1.2 billion in HHH balance sheet cash(1)
Up to $1 billion backstop investment from Pershing Square Holdings ("PSH")
Investment from PSH will take the form of non-interest-bearing preferred stock issued by HHH (2)
PSH's preferred stock will be convertible into the common stock of Vantage if not redeemed by HHH by the end of the seventh fiscal year, post-transaction
Over time, we expect HHH to repurchase PSH's preferred stock and increase its economic ownership of Vantage to 100%
Note: The transaction and investment management services described herein are subject to customary insurance regulatory approvals.
Of which, approximately $900 million of cash sits at HHH with the remainder at HHC.
The preferred stock will pay a dividend in the event of a default on HHH's obligation to repurchase the stock in certain circumstances.
Income Statement
(Trailing 12 Months as of September 30, 2025)
Balance Sheet
(As of September 30, 2025)
(: in millions) Amount
(: in millions) Amount
Book Value $1,306
Gross Written Premium $1,601
Net Written Premium $1,170
% of Gross Written Premium
73%
Fixed Income Portfolio
$2,479
Net Earned Premium
$G74
Cash C Cash Equivalents
277
Invested Assets $2,756
Loss Ratio
61.4%
Expense Ratio
35.7%
Combined Ratio
G7.1%
Underwriting Profit
$29
Investment Income
107
Fee C Other Income
14
Pre-Tax Income
$150
Pre-Tax Return on Equity (1)
13%
% Fixed Income S0%
% Cash & Cash Equivalents 10%
Investment Leverage(2)
Premium Leverage(3)
2.1x
87%
Pre-tax return on equity calculated as pre-tax income, on a trailing twelve-month basis as of September 30, 2025, divided by beginning of period book value as of September 30, 2024. Vantage currently does not incur any significant tax burden, however, we expect the company's effective tax rate to increase under HHH's corporate structure, post-transaction.
Investment leverage calculated as invested assets divided by book value as of September 30, 2025.
Premium leverage calculated as net earned premium, on a trailing twelve-month basis as of September 30, 2025, divided by beginning of period book value as of September 30, 2024.
Howard Hughes Holdings Inc. (NYSE: HHH)
Howard Hughes Communities ("HHC")
Premier collection of large-scale master planned communities in Texas, Nevada, Hawaii, Maryland, and Arizona
Vantage Group Holdings Ltd. ("Vantage")
Leading specialty insurance, reinsurance and partnership capital platform
Future Operating Business Subsidiaries
HHC is the Country's Premier Developer of Large-Scale Master Planned Communities
Proven track record of developing the most sought-after places to live in the nation
Self-funding business cycle, using proceeds from land sales, condo sales and NOI to fund new opportunities
Equipped with a superior balance sheet, allowing for quick execution to meet underlying demand
Exceptional reputation staffed with industry experts across HHC's various regions
Amassed a diversified real estate portfolio that generates significant recurring income
Note: Company filings and data as of Mar. 31, 2026.
(1) As of Dec. 31, 2025. (2) Results produced since Howard Hughes' inception.
(3) Includes sales on closed and pre-sold condo units.
7
$276M (1)
Operating Asset NOI
Communities
101k
$4.7B (2)
Cumulative Land Sales
Total Acres
2G0k
Residents
17M SF
$8.3B(2,3)
Cumulative Condo Sales
CRE Portfolio
$1.8B
$11.3B (2)
Cumulative Dev. Spend
Cash on Hand
18%
Historical ROE
SUMMERLIN
Las Vegas, NV
MERRIWEATHER DISTRICT
Columbia, MD
TERAVALIS
Phoenix, AZ
WARD VILLAGE
O'ahu, HI
BRIDGELAND THE WOODLANDS
THE WOODLANDS HILLS
Houston, TX
Concentrated in Low-Tax G Business-Friendly Regions
Expansive Communities Spread Across Five States
Portfolio of Award-Winning
Master Planned Communities
Situated in Affluent G
Growing Markets
Master Planned
Communities
Sale of residential and commercial land within HHC's master planned communities
MPC Earnings Before Taxes
$500M
$400M
$300M
$200M
$100M
$0M
+11.5%
CAGR
'16 '17 '18 '1G '20 '21 '22 '23 '24 '25
Operating
Assets
Recurring income generated from HHC's portfolio of office, retail and multifamily assets
Operating Asset NOI
$300M
$250M
$200M
$150M
$100M
$50M
$0M
+7.G%
CAGR
'16 '17 '18 '1G '20 '21 '22 '23 '24 '25
Condominium
Sales
Development and sale of condo towers, primarily in HHC's Ward Village community
Cumulative Condo Sales Activity (1)
$4.0B
$3.0B
Closed on :3.CB in sales at ~:1,500 / SF and a 28% margin
$2.0B
Condo Sales
$1.0B
$0.0B
Condo Profit
'16 '17 '18 '1G '20 '21 '22 '23 '24 '25
Note: Company filings and data as of Dec. 31, 2025.
(1) Excludes results from HHC's two workforce housing towers-Ke Kilohana (2019) and Ulana (2025)-which were developed to achieve a breakeven profit margin.
Years to Maturity Breakdown
Liquidity G Debt Maturity Schedule (1)
6+ Yrs.
51% G7%
of Debt is Fixed,
10%
< 1 Yr.
10%
< 2 Yrs.
: in millions
$2,GG5
Swapped or Capped
5%
$2,351
Mortgages G Loans Ppayable
Condo Construction Loans Senior Unsecured Unrestricted Cash(2) Revolver Capacity
$1,07G
$573
$570
$140
$273
$34G
Liquidity
2026
2027
2028
202G
2030
Thereafter
$70
$27G
$GG
$174
$263
$42G
$430
$310
$650
$1,345
$1,836
$515
$1,650
< 3 Yrs.
6%
< 5 Yrs.
18%
< 4 Yrs.
Weighted Avg. Debt Maturity
Weighted Avg. Interest Rate
Note: Company filings and data as of Mar. 31, 2026. (1) Excludes deferred financing costs of $47M. (2) Represents consolidated unrestricted cash for Howard Hughes Holdings, Inc. ("HHH") and Howard Hughes Communities ("HHC"), of which approximately
$900M sits at HHH.
Notable Activity
Significant Deleveraging Through Latest Initiatives
Cash Infusion
$900M equity investment from Pershing Square
Net Debt-to-Book Value Leverage Ratio (Bar) and Net Debt-to-Gross Asset Value Leverage Ratio (Dot)
reduces our leverage and will be used to fund our acquisition of Vantage
Sale of MUDs
Completed the sale of $180M of MUD receivables, allowing us to accelerate cash receipt and pay down Bridgeland's credit facility
47% 47% 48%
47%
Bond Offering
Issued $1.0B of senior unsecured notes, redeemed our $750M 2028 notes, and generated $227M of incremental proceeds
45%
34%
33%
31%
31%
24%
24%
26%
25%
32%
33%
37%
37%
36%
1Ǫ '24 2Ǫ '24 3Ǫ '24 4Ǫ '24 1Ǫ '25 2Ǫ '25 3Ǫ '25 4Ǫ '25 1Ǫ '26
Note: Company filings and data as of Mar. 31, 2026.
HHH is Operating as a Leaner, More Efficient Organization
Cash GGA Trend Since 201G (1)
2025
Cash GGA
Cash GCA declined ~7% YoY, signaling Howards Hughes' continued disciplined approach to overhead cost management (1)
Cash G&A (Bar) and Cash G&A as % of Total Assets (Dot), : in millions
$137
$104
$72
$76
201G
2020
2021
2022
2025
2024
2023
$77
$83
$83
Stabilization of G&A
1.71%
0.86%
0.85%
0.75%
0.G0%
0.G5%
1.30%
Efficient Operations
Pershing Square base advisory fee to be substantially offset by strategic reduction in force actioned during 2Ǫ '25
Future Growth
These actions enable HHH to maintain stable overhead while preserving the flexibility to fund strategic growth priorities
Note: Company filings and data as of Dec. 31, 2025.
(1) Excludes non-cash stock compensation, severance expenses related to the 2Ǫ '25 reduction in force, and the Pershing Square variable advisory fee.
LEASE-UP G STABILIZATION
Upon completion, assets are leased up and stabilized
04
These assets create recurring cash flow that is reinvested back into the business
More commercial amenities captures the attention of prospective homebuyers, thereby increasing the value of raw land we sell to homebuilders
HORIZONTAL DEVELOPMENT
Howard Hughes prepares its raw land for sale by installing the necessary infrastructure
01
Howard Hughes deploys upwards of ~$400M per year in horizontal development across its master planned communities
Howard Hughes is reimbursed for
a meaningful portion of these costs through local municipalities
STRATEGIC DEVELOPMENT
03
Howard Hughes uses the proceeds from land sales as the equity contribution for commercial development
The pace of new development is dependent on the demand from the community's residents and underlying economic conditions
MPC LAND SALES
02
Residential land is sold to homebuilders who then construct homes and sell to prospective home buyers
As homes are sold within the community, the resident population rises, creating
demand for commercial amenities
Robust Land Sales Across All Our MPCs
MPC EBT Trend Since 2016
W.A. Price Per Acre
$1,161k (1)
$465k
150%
# of Acres Sold
621 ac. (2)
351 ac.
77%
# of Remaining Acres (3)
6,353 ac.(4)
11,532 ac.
(45%)
# of Residents
290k
230k
26%
MPC EBT $476M $17GM 166%
% Change
FY 2016
FY 2025
MPC EBT, : in millions
$476
$341
$34G
$317
$283
$264
$20G
$20G
$17G $1G0
Land within our MPCs has sustained double-digit pricing growth since 201C
'16 '17 '18 '1G '20 '21 '22 '23 '24 '25
Note: Company filings and data as of Dec. 31, 2025.
(1) Excludes 231-acre bulk sale of unfinished lots in Summerlin that closed 3Ǫ '25. (2) Includes the 231-acre bulk sale in Summerlin.
(3) Includes residential and commercial acres (4) Excludes remaining acres in Teravalis (acquired in 2021) for an apples-to-apples comparison to 2016.
Consistent NOI Growth Fueled by New Development
(1)
Operating Asset NOI Trend Since 2016
(: in millions)
FY 2025
FY 2016
% Change
Office
$138
$48
188%
Multifamily
70
8
775%
Retail
55
48
15%
Other (1)
13
35
(63%)
Total NOI
$276
$13G
GG%
Operating Asset NOI, : in millions
$276
$257
$23G
$244
$217
$227
$1G1
$173
$158
$13G
HHC has nearly doubled its stream of recurring NOI over the last decade
'16 '17 '18 '1G '20 '21 '22 '23 '24 '25
Note: Company filings and data as of Dec. 31, 2025.
Includes NOI from assets that have since been sold.
MPC Gross Asset Value
2017 GAV
Since 2017
2026 GAV (3)
: in millions
The Woodlands
$708
The Woodlands Hills
$328
Summerlin
4,615
Residential Price Per Acre(2)
Acres Sold
: in thousands
$684k
Weighted-Avg. Price Per Acre
$3.2B
Land Sales Revenue (1)
: in millions
The Woodlands
$55G
The Woodlands Hills
$228
Summerlin
$1,6G5
Summerlin Bridgeland TW Hills
+221%
$584
$1,850
+54%
$313
+82%
$377
Billion
$687
$483
$GG8
Billion
$2,728
$G22
Bridgeland
Bridgeland
Note: Company filings and data as of Dec. 31, 2025.
Land sales revenue excludes deferred revenue and SID bond revenue.
2017 1Ǫ '26
2017 1Ǫ '26
2017 1Ǫ '26
1Ǫ '26 TTM calculation as of Mar. 31, 2026. Excludes 231-acre bulk sale of unfinished lots in Summerlin that closed 3Ǫ '25.
Excludes value of Teravalis, which Howard Hughes acquired in 2021, for an apples-to-apples comparison to 2017 GAV.
Among the largest master planned
communities in the U.S.
Ownership of undeveloped commercial and residential acres
Land bank is largely deed-restricted, limiting outside competition
Only build to meet demand; sell land
at the pace of home closings
Leasing commercial space against our own portfolio
Operating Assets consistently outperform surrounding markets
Land value appreciation with
reduced volatility
Outsized, risk-adjusted returns on new developments
Long-term value creation through self-funding MPC model
Dominant position within our MPCs creates a competitive moat and drives outsized returns
Disclaimer
Howard Hughes Holdings Inc. published this content on May 11, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on May 11, 2026 at 13:35 UTC.