HOUSTON, Feb. 17, 2021 /PRNewswire/ -- The Howard
Hughes Corporation® (NYSE: HHC) (the "Company") today announced the
expiration of its previously announced tender offer and consent
solicitation (the "Tender Offer") for any and all of its existing
5.375% senior notes due 2025 (the "Notes"), which commenced on
January 19, 2021 and is described in
the Offer to Purchase and Consent Solicitation Statement, dated
January 19, 2021 (the "Offer to
Purchase"), and a related Consent and Letter of Transmittal
(together with the Offer to Purchase, the "Offer Documents").
As previously announced, the Company has received tenders from
holders of approximately $512.5
million in aggregate principal amount of Notes representing
approximately 51.2 % of the $1
billion aggregate principal amount of Notes issued, all of
which were tendered on or prior to 5:00
p.m., New York City time,
on February 1, 2021 and accepted for
purchase on February 2, 2021. No
additional Notes were tendered after February 1, 2021. As previously announced, the
Company also received consents sufficient to approve the proposed
amendments to the indenture governing the Notes (as supplemented,
the "Indenture"), with the Company and Wells Fargo Bank, National
Association, as trustee, executing the fourth supplemental
indenture to the Indenture (the "Fourth Supplemental Indenture") on
February 2, 2021. The Fourth
Supplemental Indenture eliminated substantially all of the
restrictive covenants, certain events of default and related
provisions contained in the Indenture and reduced the notice
periods required for redemption of the Notes.
The Company expects to redeem the remaining principal amount
outstanding of the Notes, which were not tendered in the Tender
Offer, on March 15, 2021, at a
redemption price equal to 102.688% of the aggregate principal
amount of the Notes to be redeemed, plus accrued and unpaid
interest on such Notes to, but excluding, the redemption date. This
press release does not constitute a notice of redemption. The
redemption shall be made solely pursuant to the notice of
redemption delivered pursuant to the Indenture (as supplemented to
date), and the information in this press release is qualified in
its entirety by such notice.
The Company engaged BofA Securities, Inc. as Dealer Manager and
Solicitation Agent for the Tender Offer. Persons with questions
regarding the Tender Offer should contact BofA Securities, Inc. at
(980) 388-4370 (Collect) or debt_advisory@bofa.com. Requests for
copies of the Offer Documents or documents relating to the Tender
Offer may be directed to D.F. King & Company, Inc., the Tender
Agent and Information Agent, at (888) 887-1266.
This press release does not constitute an offer to sell, or a
solicitation of an offer to buy, the Notes. The Tender Offer was
made solely pursuant to the Offer Documents. The Tender Offer was
not being made to holders of Notes in any jurisdiction in which the
making or acceptance thereof would not be in compliance with the
securities, blue sky or other laws of such jurisdiction. Holders
were urged to read the Offer Documents and related documents
carefully before making any decision with respect to the Tender
Offer. None of the Company, the Dealer Manager and Solicitation
Agent, or the Tender Agent and Information Agent made any
recommendations as to whether holders should tender their Notes
pursuant to the Tender Offer, and no one had been authorized to
make such a recommendation.
About The Howard Hughes Corporation®
The Howard Hughes Corporation owns, manages and develops
commercial, residential and mixed-use real estate throughout the
U.S. The Company's assets include master planned cities and
communities, as well as operating properties and development
opportunities including: the Seaport District in New York; Columbia,
Maryland; The
Woodlands®, The Woodlands Hills®, and
Bridgeland® in the Greater Houston, Texas area;
Summerlin®, Las Vegas;
and Ward Village® in
Honolulu, Hawaiʻi.
Contacts:
For Media
The Howard Hughes Corporation
Cristina Carlson, 646-822-6910
Vice President, Corporate Communications & Public Relations
cristina.carlson@howardhughes.com
For HHC Investor Relations
David M. Striph, 972-232-2672
Executive Vice President, Head of Operations & Investor
Relations
david.striph@howardhughes.com
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SOURCE The Howard Hughes Corporation