Howard Hughes Sells Las Vegas Assets for $1.1B

TL;DR

HHH selling Vegas ops to Apollo for $1.1B, closing Q4.

AI Summary

Howard Hughes Holdings Inc. announced on July 18, 2024, that it has entered into a definitive agreement to sell its portfolio of operating assets in Las Vegas, Nevada, to an affiliate of Apollo Global Management for approximately $1.1 billion. The transaction is expected to close in the fourth quarter of 2024.

Why It Matters

This significant divestiture of operating assets in a major market like Las Vegas could reshape Howard Hughes Holdings' strategic focus and financial position, potentially impacting its future growth and development plans.

Risk Assessment

Risk Level: medium — The sale of significant operating assets introduces execution risk, and the valuation and terms of the deal will be critical to assessing its long-term impact.

Key Numbers

• $1.1B — Sale Price (Total consideration for the sale of Las Vegas operating assets.)
• Q4 2024 — Closing Date (Anticipated timeframe for the completion of the transaction.)

Key Players & Entities

• Howard Hughes Holdings Inc. (company) — Seller
• Apollo Global Management (company) — Buyer
• Las Vegas, Nevada (location) — Location of assets sold
• $1.1 billion (dollar_amount) — Sale price
• fourth quarter of 2024 (date) — Expected closing period

FAQ

Key Financial Figures

• $0.01 — nge on which registered: Common stock $0.01 par value per share HHH New York St

Filing Documents

• tm2419747d1_8k.htm (8-K) — 29KB
• tm2419747d1_ex99-1.htm (EX-99.1) — 15KB
• tm2419747d1_8kimg001.jpg (GRAPHIC) — 22KB
• tm2419747d1_ex99-1img001.jpg (GRAPHIC) — 17KB
• 0001104659-24-080923.txt ( ) — 304KB
• hhh-20240718.xsd (EX-101.SCH) — 3KB
• hhh-20240718_lab.xml (EX-101.LAB) — 33KB
• hhh-20240718_pre.xml (EX-101.PRE) — 22KB
• tm2419747d1_8k_htm.xml (XML) — 4KB

01 Other Events

Item 8.01 Other Events. On July 18, 2024, Howard Hughes Holdings Inc. (the "Company") issued a press release announcing that the Board of the Directors of the Company (the "Board") has authorized and declared the pro rata distribution (the "Distribution") of 100% of the outstanding shares of common stock of Seaport Entertainment Group Inc. ("Seaport Entertainment") to holders of record of the Company's common stock as of the close of business on July 29, 2024 (the "Record Date"). The Distribution is expected to be payable after market close on July 31, 2024. As a result of the Distribution, each holder of record of the Company's common stock will receive one share of Seaport Entertainment common stock for every nine shares of the Company's common stock held at the close of business on the Record Date. The completion of the Distribution is subject to a number of customary conditions, including the Securities and Exchange Commission ("SEC") having declared Seaport Entertainment's Registration Statement on Form 10, as amended, effective. A copy of the press release announcing these matters is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (a)-(c) Notapplicable. (d) Exhibits: The following exhibits are included with this Current Report on Form 8-K: Exhibit No. Description 99.1 Press release dated July 18, 2024 announcing the Distribution 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements regarding the intended separation of Seaport Entertainment from the Company and the timing and method of the separation. These statements are based on management's current opinions, expectations, beliefs, plans, objectives, assumptions or projections regarding future events or future results. Forward-looking statements can be identified by terms such as "believe," "anticipate," "should," "would," "intend," "plan," "will," "expect," "estimate," "project," "positioned," "strategy," "targets," "aims," "seeks" and other similar expressions. Because they are based on beliefs, estimates and assumptions, forward-looking statements are inherently Any number of factors could affect actual results, including, without limitation, the uncertainty of obtaining regulatory approvals in connection with the separation, including rulings from the Internal Revenue Service; the ability to satisfy the necessary closing conditions to complete the separation on a timely basis, or at all; the Company's ability to successfully separate the two companies and realize the anticipated benefits of the separation; the effect of conditions in national and worldwide financial markets, including inflation and high interest rates; changes in discretionary consumer spending patterns; downturns in tenants' businesses that may reduce revenues and cash flows; and other risks described from time to time in the Company's filings with the SEC, including those described in "Part I, Item 1A. Risk Factors" of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and its subsequent filings with the SEC. Forward-looking statements are m

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HOWARD HUGHES HOLDINGS INC. By: /s/ Joseph Valane Name: Joseph Valane Title: General Counsel & Secretary Date: July 18, 2024

View Full Filing

View this 8-K filing on SEC EDGAR