Howard Hughes Holdings Inc Aktie

Good day, and thank you for standing by. Welcome to the Howard Hughes Second Quarter 2026 Earnings Call. [Operator Instructions] Please be advised that today's conference is being recorded. I would now like to hand the conference over to your first speaker today, Mr. Joe Valane, General Counsel and Secretary. Please go ahead.

Thank you. Good morning, and welcome to the Howard Hughes Holdings Second Quarter 2026 Earnings Call. With me today are Bill Ackman, Executive Chairman; Ryan Israel, Chief Investment Officer; David O'Reilly, Chief Executive Officer; Carlos Olea, Chief Financial Officer; and Marc Grandisson, Vantage Executive Chair and Howard Hughes Holdings Director.

Before we begin, I would like to direct you to our website, www.howardhughes.com, where you can download both our second quarter earnings press release and our supplemental package. The earnings release and supplemental package include reconciliations of non-GAAP financial measures that will be discussed today in relation to their most directly comparable GAAP financial measures.

Certain statements made today that are not in the present tense or that discuss the company's expectations are forward-looking statements within the meaning of the federal securities laws. Although the company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that these expectations will be achieved.

Please see the forward-looking statement disclaimer in our second quarter earnings press release and the risk factors in our SEC filings for factors that could cause material differences between forward-looking statements and actual results. We are not under any duty to update forward-looking statements unless required by law.

I will now turn the call over to our Executive Chairman, Bill Ackman.

Thank you, Joe. Before we talk about the quarter, I thought in light of the significance of events over the last few months for the company, I just want to give a little background on how we got here. In May of last year, Pershing Square acquired $900 million of stock at Howard Hughes at $100 a share, increasing our ownership to 47% of the company. I became Executive Chair. Ryan became Chief Investment Officer of the company.

And we said, look, our goal is to turn Howard Hughes, a kind of pure-play real estate company into a diversified holding company. And our business plan was to acquire an insurance operation to find a platform that we believed that we could build into a highly profitable and very successful company and one where Pershing Square's investment capability could add material value.

Within about 6 months or so, we identified and most recently closed the transaction to acquire Vantage Holdings. We purchased the company at a fair price. It was not a bargain purchase. It was a platform that had been built over the previous 5 years, led by 2 very successful private equity firms. We had an opportunity to acquire it, and it fits very well with our kind of long-term ambitions. Our initial thoughts on going into the insurance business were really driven by what Warren Buffett and what Berkshire Hathaway has achieved over a very long period of time.

And as part of that thinking, we reached out to a guy named Marc Grandisson, who we've met maybe 2.5 or almost 3 years ago and someone we had greatly admired in the insurance business. And we thought when we were trying to make a decision whether to acquire a company or to build one from scratch, we look to Marc for advice. Marc was sort of on the beach. He wasn't sure what he was prepared to go back into the business. He gave us excellent advice, but we went up sort of our own way in acquiring Vantage. Since the acquisition, Marc was firmly in his retirement, and we got him to join the Board of Howard Hughes.

And it was very clear from the first day he joined the Board meeting, his passion for the industry. So it's been a cultivation is how I would -- or a seduction, a better word, to try to get Marc a little bit more involved. And then we had a stroke of luck, which is that David Gansberg, who was kind of co-President of Arch, someone who was in line with the potential CEO role of the company was actually let go by Arch.

He did not win the battle for CEO, but he was a favored choice of Marc, and that created really an opportunity for us where Marc was not prepared to come in and be CEO of an insurance company with effectively his right-hand guy stepping in as CEO, he was prepared to take a more significant role in the company. And with that, we announced Marc became Executive Chair of the company. David has a noncompete until June or I guess, early June of about 10 months from today.

And we now had really our dream team in the insurance industry. And that's not to diminish in any way Greg Hendrick or anyone in the Vantage operation. But if you look at the 25-year history of Arch, where from 2001, Marc, an important younger member of the team and to all the value and learnings over that period of time to his becoming CEO and building one of the best records in the insurance industry, this was -- if you look at Pershing Square over time, our most successful investments have been finding a great business and then finding the best person in the world to run that company.

And when we've combined those two things, whether it was at Chipotle or at Canadian Pacific or other businesses, that's really when the magic happens. And we couldn't resist the opportunity to recruit David and to get Marc in place at the company. So it's a very, very material announcement. The other thing that I have experienced over time, when you get someone who's run a large enterprise or, for example, someone who's managed a large investment portfolio and then you give them a much smaller operation, the magic they can achieve from that kind of base level is really remarkable. And I think the same thing really applies here.

We have a team -- a senior leadership team with enormous horsepower stepping into a very small, very young operation, and we're very, very excited about what can be achieved. So the market does not yet understand the significance of this announcement. Now the other important fact is now that we have, if you will, the dream team in place, we need to do everything we can to raise -- to inject more and more capital into Vantage so we can exploit the opportunity created by the team that we've built. And Vantage benefits by beginning with a highly diversified kind of portfolio of lines of business. And you'll see that expand.

Marc will find other areas of opportunity expansion for the company that will allow us to deploy capital in a market which is patchy in terms of opportunity, but that's really Marc's expertise. So I have to say that we're incredibly excited about Marc and David. We're excited about the synergies created in combining with the Vantage team and what's been built over the last 5 years, but still at a very early stage. And that's what kind of gives me an opportunity to segue to real estate as kind of proven by this quarter.

This is a time where rates have risen very significantly. You read all kinds of stuff about the housing market here and there. And quarter after quarter, there continues to be enormous demand for real estate in our communities. And the reason for this is in part political. I'm unfortunately living in a city where the city is not run in a particularly pro-business fashion.

It's very -- taxes are high and going higher, whereas in Texas, in Las Vegas, kind of our core MPC markets, these are state, cities and communities where safe, people like to live and very conducive to business and kind of quality of life. And I think that is a great competitive advantage for us. And so we believe that our real estate assets are phenomenal assets.

Now in light of the fact we're no longer a pure-play real estate company, we can take a much harder look at the portfolio and say, which are assets that are kind of strategic and critical for the long term, think landholdings kind of sort of core MPC assets and which are assets where there's a better owner who can pay -- prepared to buy the asset at a very full price.

And the team has begun to prune the portfolio and generate cash, freeing up liquidity that can be reinvested in real estate. Now the nature of our real estate business is that it's effectively in large part, self-liquidating. You've seen significant condominium closings during the quarter, significant lot sales. Over time, we will sell all of our residential lots. We will sell all of our condominium assets. W

e will sell all of our noncore real estate assets. And then beyond that, we're going to look at -- historically, we sort of owned and financed 100% of everything ourselves. We're going to look at joint venture structures. We're going to look at ways to bring in capital. The Howard Hughes platform, number one, we have a phenomenal team, an incredible job building out these communities, a lot of skills honed over time in real estate development.

And we have -- unlike a typical developer who's got to find a piece of land, we have decades of value. That being said, we have very high-cost capital, certainly, as the market assigns it to us. We're not a REIT. We're kind of an unusual company. So bringing in third-party capital where we're a really attractive platform and much lower cost capital will enable us to earn much higher returns on real estate assets and also free up additional significant capital.

So what you should expect to see over the next several years is the inherent self-liquidating nature of condos and lot sales, but also an acceleration in the monetization of what you think of as more stabilized type assets and maybe more partnership type opportunities for the company and maybe even we'll raise a pool of capital that management can deploy in these assets on behalf of pension funds or other investors who would love to own the kind of assets that Howard Hughes owns.

So let's call that the backdrop of what we're trying to achieve. And the result of that will be as the insurance operation compounds its capital at ideally a high rate over time as we invest more capital in that business as the real estate business in effect, self-liquidates and/or we bring in third-party capital to reduce our capital commitment to that business, we're going to become disproportionately an insurance holding company as opposed to a real estate company with an insurance operation. And that's what you're going to see, and we're going to work to achieve that as rapidly as possible.

With that, I'm going to introduce Marc Grandisson. Marc, why don't you take it away? And I think it would be very interesting to the people on the call, give us some of your first impressions arriving at Vantage, meeting the team and then maybe give us a little color on the quarter, et cetera.

Thank you, Bill. It's great to be here today. In my role as Executive Chairman of Vantage Risk, while it's still early days since the deal closed, I spent a fair amount of time, Bill with the Vantage Risk team, and I want to thank them all for helping me get up to speed on the business. I'm very confident that Vantage has a solid foundation to build and build out the vision that we've highlighted already. I especially want to thank Greg Hendrick, who continues to lead the team.

I want to remind that, and through this transition period until David Gansberg, our CEO designate, joins the company. As you may know, Vantage was founded in late 2020 with about $1 billion of capital. Over the next 5 years, the team has built a diversified specialty platform and a culture that is conducive for profitable growth and expansion. This acquisition that we just made, the incremental $300 million capital contribution and the fee-free investment management by Pershing Square open the next chapter for Vantage.

Permanent capital allows us to underwrite for multiyear risk-adjusted returns that should generate top-tier growth and book value. Given our current size, we have ample room to grow selectively. The Howard Hughes consolidated financial results for the second quarter include only the stub period from June 4, the date of the closing of the acquisition, through June 30. However, everything I discussed today and the Vantage supplemental information that has been disclosed covers full second quarter and first half of the year results for Vantage on a historical GAAP basis, excluding acquisition accounting, which provides a clearer picture of the business.

Turning to our second quarter results. The group's combined ratio was 101.6% versus 94% a year ago. Gross and net written premium in the second quarter each rose 29% to $473 million and $325 million, respectively. Net earned premium of $295 million was up 22% year-over-year -- and we had $18 million of cat losses tied to the conflict in Iran and $19 million of adverse prior development largely in the discontinued transaction liabilities line, totaling a 10.2% impact on the combined ratio.

The combined ratio for the first half of the year was 96.1% and on a trailing 12-month basis, the combined ratio was 94.7%, both considerable improvements from the previous periods. Year-to-date, net income increased to $86 million, up 94%. Year-to-date underwriting income grew to $23 million, roughly double from the prior year. In the second quarter, significant levels of fee income added to these improvements and in total, more than offset the short-term volatility in the new equity portfolio.

The first half and trailing 12-month results showed the trend toward the longer-term result that was laid out in the Howard Hughes valuation supplement that was discussed on last quarter's earnings call. While we expect reduced volatility in results over the long term as we build scale, quarter-on-quarter movements will always have some degree of variability commensurate with our book of business.

Importantly, the best metric to assess the underlying health of our underwriting is the current accident year combined ratio, excluding catastrophes, which improved to 91.4% in the second quarter from 96.2% in the second quarter of last year. On a year-to-date basis, the same ratio improved to 90.9% from 94.6%, again, showing a positive trend.

Let me now highlight some of what shareholders should expect from Vantage as we look ahead. Vantage's core operating principles are right out of best-in-class performers in the property casualty insurance space. One, we're going to prioritize underwriting profit over volume with proper alignment of incentives between shareholders and management. Two, we maintain a conservative reserving approach. Three, we take a long-term data-driven perspective on loss expectancy and profit margin; and four, we are disciplined in our decision-making.

Strategically, we will execute our vision by retaining and attracting top talent, expanding and diversifying our platform so that our ability to capture hardening pockets is nimble and fast. We'll be investing in data to improve the quality of our decisions and better serve our customers. We'll be seeking a margin of safety in pricing. We'll be managing aggregation risk conservatively, and we will be leveraging our underwriting expertise whenever possible. We know that excellent execution of this strategy by the best people will generate return on equity at or above mid-teens over the cycle.

Turning to current P&C market conditions. In the past, I have described the insurance cycle as having broadly 4 stages. As a reminder, Stage 1 is where the hard market starts, rates rise sharply, capacity withdrawals. Stage 2 is a restoration phase where further rate increases and reserve are replenished. Then Stage 3 where rates moderate or decline, while hard market profits continue to flow, allowing disciplined underwriters to still grow profitably. And finally, Stage 4, the industry abandons discipline and chases volume as rates fall further. T

Today, we are primarily in Stage 3 with casualty seemingly stalled in Stage 2 and a few property and short-tail lines already entering Stage 4. Broadly, rates are down from peak and competition has increased, but pockets of attractive returns remain as many lines still show rate level adequacy during -- despite the initial market softening. Our capital position is strong and remains well in excess of rating and regulatory requirements. As an example of the relative strength of our capital, book value ended the second quarter at $1.8 billion versus roughly $1.2 billion of trailing 12-month net written premium, a conservative low premium to surplus ratio of 0.7.

Accordingly, AM Best affirmed our A- rating with an upgrade to positive outlook. On the other hand, S&P's rating action reflected its group methodology, which included Howard Hughes as opposed to the stand-alone quality of Vantage for which the anchor rating remained A-. We plan to work with S&P and other rating agencies as we progress with our strategy and its benefits as they can see -- can be seen more clearly as they develop.

In summary, over the next 12 months, we will deepen our underwriting expertise and data focus, expand the diversification of our product offerings and establish Vantage as a preferred home for best-in-class underwriting talent. We are in the early innings of a multiyear story. The permanent capital structure is in place. Underwriting discipline is at the center of everything we do, and the platform is being built out to solidify our principles. We're focused on taking the company to the next level. I look forward to updating you on the progress in the future.

With that, I will turn it over to Ryan.

Thanks, Marc. As Bill talked about earlier in the call and really the thesis we've laid out since we announced our transaction with Howard Hughes a little over a year ago is that we think the insurance business is a very great and unique business that can offer the opportunity to generate incredibly high and sustained returns on equity over the long term if you do 2 things.

First, you optimize the liability side of your balance sheet by bringing in world-class talent to have profitable underwriting growth, which with the addition of Marc and then the incoming CEO in the future, David, we think we've accomplished.

The second is by optimizing the asset side of the balance sheet by bringing in a much higher rate of return strategy than what would typically be a fixed income-only portfolio at relatively low rates of return that's subject to a lot of interest rate risk. And that's really what we've been seeking to do on the Pershing Square side in managing this investment portfolio for Vantage.

If you look at what's happened since we closed Vantage in early June, we have about a $3.4 billion portfolio that was entirely allocated to fixed income securities at a relatively low rate with a duration profile of 3 to 4 years, which meant there was a fair amount of longer-term interest rate risk there. We moved very quickly to rebalance that portfolio to a barbell approach where we have as of the end of the quarter, which was really just a few weeks after we closed, more than 60% of the overall portfolio allocated to short-term U.S. treasuries, where we take no duration risk, no credit risk.

And the goal of that portfolio is really to balance all of the reserves that we have, so there is no risk in funding those reserves into the future. And then we also had about a $1.1 billion equity portfolio that we established, which is about 1/3 of the overall portfolio in just a few weeks. We think moving quickly to establish that was a very good strategy because interest rates -- longer-term interest rates had risen very rapidly over the ensuing months since we closed Vantage, and we've avoided what could have otherwise been some losses on that portfolio.

Subsequent to the quarter, though, we've continued over the last month to increase the allocation of equities. And it's now about 40% of the overall investment portfolio. And over time, we'll continue to increase that percentage as we think we have the opportunity to invest in some of the world's best businesses led by great management teams that productively use their free cash flow to create shareholder value. And that barbell approach of taking no risk on the insurance liabilities, having a short-term treasury portfolio combined with buying businesses where we can achieve high rates of return can allow for a very attractive and low-risk result.

Now to give you a little bit of a flavor, I'll describe sort of the businesses that we buy, which are effectively we like to say, royalty-like businesses with strong secular growth opportunities. So they're what we call simple, predictable free cash flow generative businesses run by great management teams, minimal financial leverage, no capital markets dependency. It's been the approach that we've taken at Pershing Square for over 2 decades and has led to really good results, and we believe it will also lead to similarly positive results with Vantage in the future by continuing to do that approach.

We're going to have our Pershing Square, our publicly traded asset manager earnings call next Thursday, which we'd encourage you to listen to. And at that point, we will be describing some of the new investments that we've made, which are applicable to the Vantage portfolio as well as providing an update on the existing investments that we've had in the portfolio. But at a high level, the way to think about it before we get into those details next week is we will have a dozen to 15 different investments that we believe are ones that we could hold for long rates, long periods of time that will generate high rates of return based on their structural competitive positions, management teams and strong levels of earnings growth.

Before I close on the portfolio, I just acknowledge one thing, which is as we were establishing the portfolio through June to the end of the quarter, that's over a period of time due to some broader market weakness, the portfolio on the stocks is down about 3%. It's already in the last month, recovered and is up between 4% and 5%. And while we're not focused on the short-term results of the equity portfolio, I do think it's just interesting to point out that the amount that we've made in the equity portfolio in just a couple of months has already exceeded what we would have expected a fixed income-only portfolio to burn for the entire year. So I think we're off to a very good start, and we'll continue reshaping that portfolio over time.

And with that, I'll turn it over to David to talk about the real estate business.

Thank you so much, Ryan. After listening to Bill and Marc and Ryan, I think it's clear one of the reasons Vantage is such a great fit for Howard Hughes is that both businesses reward patience, discipline and thoughtful capital allocation, completely different industries, but we share many of the same economic characteristics. And that mindset has guided our real estate business for over a decade and continues to be reflected in the results we delivered this quarter.

As I walk through the results this morning, now that the supplemental has been out for over a quarter, I'm going to spend less time going through the numbers of the supplemental and more time discussing what they tell us about the business and why they matter to shareholders. The headline from the quarter is simple. Our real estate platform is doing exactly what we designed it to do. Our master planned communities continue to monetize scarce land at attractive values.

Our operating assets continue to grow recurring cash flow. Our condominium platform converted years of development work into substantial cash proceeds. And together, those businesses generated the capital and financial flexibility that helped fund the most important strategic transaction in our company's history. Those aren't isolated accomplishments are all connected parts of the capital allocation system. Starting with our masterplanned communities.

MPC earnings before taxes increased 32% year-over-year to $134.7 million, driven primarily by strong residential and commercial land sales. More importantly, demand remained healthy across the portfolio. New home sales increased 12%, including 34% at the Woodlands Hills, 17% at Bridgeland and continued growth in Summerlin. The number I think investors should focus on isn't simply quarterly earnings. It's a combination of pricing power and demand. We continue to convert entitled developer-ready land into cash at increasingly attractive values while maintaining strong demand from homebuilders.

We've often said that we're not selling land, we are harvesting scarcity, and this quarter is another example of that principle. Every acre we develop leaves fewer remaining. Every new neighborhood enhances the value of the next one. Over time, price becomes a much more important driver of value than volume. That's why we encourage investors not to judge this business by any single quarter. Land sales are going to be lumpy. Instead, look at the long-term trajectory of pricing, demand and earnings. Those indicators continue to move in the right direction.

Our remaining wholly owned land bank represents approximately $5.6 billion of projected margin effective residual value, excluding the substantial future opportunity embedded in Teravalis and Floreo. That land represents decades of future capital generation. Turning to operating assets. NOI continued to grow during the quarter as leasing momentum remained healthy across the portfolio.

While adjusted maintenance free cash flow declined modestly during the quarter because we invested in leasing activity and incurred higher interest expense, I actually view those investments as encouraging. We're deploying capital today to increase occupancy and strengthen future recurring cash flow. I think the more important point is what this business has become inside of Howard Hughes.

Operating assets are no longer simply stabilized real estate. They're generating recurring cash flow while creating additional opportunities to unlock and redeploy capital. They provide predictable cash generation, gives us flexibility during market cycles, supports new investment opportunities and reduces our dependence on capital markets. We also demonstrated our commitment to disciplined capital recycling. We sold Creekside Park and Creekside Park The Grove, generating approximately $30 million of net proceeds after debt repayment, while achieving approximately a 30% project level IRR over the life of those investments.

Those transactions also illustrate how we think about our real estate portfolio going forward. And as Bill mentioned, while we maintain and want to remain committed to the long-term oversight of our master planned communities, we've significantly expanded our toolkit for creating shareholder value. As assets mature, we'll continually evaluate whether our shareholders are best served by continuing to own them outright or pursuing alternative structures, including selective asset sales, joint ventures, recapitalizations or other strategic transactions, all of which that could unlock embedded value while preserving the long-term advantages of our platform.

The objective isn't monetization for its own sake, it's disciplined capital allocation. If we can realize the value we've created in a low-return asset and redeploy that capital into opportunities with higher expected returns, whether that's expanding Vantage or advancing transformational developments like the Toro District, we believe that's a better outcome for our shareholders. Our holding company structure gives us greater flexibility to make those decisions than ever before while remaining committed to the principles that have made Howard Hughes successful for decades.

When we believe capital can earn a higher return elsewhere, we'll recycle it. And that discipline is just as important as developing great assets. Turning to condos. They delivered exactly what we expected. The completion of the Park Ward Village generated meaningful cash flow of about $227 million of net proceeds after repayment of the construction loan. Those proceeds are the result of work that began years ago because our projects are substantially presold before construction is complete, the accounting appears lumpy while the economics are remarkably predictable.

I often describe our condominium platform as self-financing. We contribute irreplaceable land. Buyer deposits and nonrecourse construction financing fund the majority of the development. We largely lock in our margins years before delivery. And today, we have more than $4 billion of future expected condominium revenue with roughly 78% already under contract. That pipeline provides excellent visibility into future cash generation while maintaining a conservative risk profile.

Finally, on our balance sheet, following the close of the Vantage acquisition, we continue to maintain significant liquidity, modest corporate leverage and substantial capacity to fund future growth. That financial flexibility matters because it allows us to continue investing through market cycles while maintaining discipline around capital allocation.

Look, taking a step back to wrap it up, I think the broader takeaways from the quarter are these. The communities are demonstrating pricing power. The operating assets are growing recurring cash flow. Our condominium platform continues to recycle capital. And together, those businesses generated the strength that enabled Howard Hughes to successfully begin its next chapter as a diversified holding company. Our real estate platform continues to create intrinsic value, generate capital and provide the foundation for which we're going to build Howard Hughes for decades to come.

With that, I'll turn it back over to Bill for any remarks before Q&A.

I think we should just go to Q&A. So operator, why don't you go ahead and give us some questions?

[Operator Instructions] And our first question will come from the line of Anthony Paolone of JPMorgan.

It's [indiscernible] on Anthony Palone's line here. Maybe for Bill, Pershing Square stepped up with $1 billion of preferred equity on Vantage. So how should we think about the financial capacity of Howard Hughes right now beyond what the balance sheet allows? And is there more support from Pershing Square that can be garnered to make other acquisitions?

Yes. Well, Pershing Square is obviously very much committed to Howard Hughes. We think the $1 billion of incremental capital is, I would say, what is needed for the company to execute on its plan. We think within the existing kind of resources, asset base of the real estate operation, as I mentioned in my commentary, and as David alluded to as well, we have a lot of -- one of the great things about real estate is they're all different kinds of investors with different risk and return kind of thresholds.

Howard Hughes is a very experienced team and an incredible platform, and we've not historically looked to monetize joint venture, partner, raise funds, things like this. I expect any incremental capital that comes to Howard Hughes will come from just the existing assets, but most likely in bringing in outside partners, raising third-party capital, that kind of thing.

And I would just add, that is on top of the $2.5 billion to $3 billion that we've talked about that the company should naturally be generating is excess free cash flow over the next 5 years. So to Bill's point, we have, over time, more than sufficient capital to be able to meet all of our objectives, both for the real estate business and for a very quickly growing Vantage portfolio. But we also have opportunities in the shorter term to be able to supplement that in a very quick way based upon opportunistically monetizing real estate as well.

Yes. Don't be misled by our $4 billion market cap and thinking about the actual underlying resources of the company. The market cap only reflects an underappreciation of the intrinsic value of the company. It doesn't reflect the capital resources of the business.

That's helpful. And then I have my second question. I know it's a smaller piece, but it looked like Park Ward Village outperformed the original guidance you guys gave back in 4Q. What drove that? It was pretty much presold. And is there anything we should be expecting from the condo business in the second half?

Happy to take that question. This is David. I think it performed exactly as we expected. I think with the amount of presales that we had, the amount of net proceeds that came was very consistent with our expectations. There's typically a handful of things that come in at closing that could round the number up a little bit like the sale of storage or upgrade to units, but those are typically minor. I would tell you that this is pretty consistent with our expectations. And if anything, we're thrilled to see it all closed within one quarter in one fell swoop.

Our next question will be coming from Alexander Goldfarb of Piper Sandler.

Congrats to everyone on getting the Vantage and everything closed. A few questions here. First, I'm going to go to David. The beauty of Howard Hughes, and I know we've had this discussion before, but the beauty of Howard Hughes versus when it was owned by prior companies is the holistic approach, the value that's created by not allowing competitors to come on to your MPCs and be bidding against you, whether it's on a shopping center, office, et cetera. So as you guys refine the monetization approach, are you thinking about having competitors come on? Or how do you figure out -- I know you sold some peripheral apartments, but how do you figure out which parts of Howard Hughes now you want to monetize versus previous?

It's a great question, Alex. I appreciate you asking. Look, I don't think the strategy has changed. And for the assets that we believe we have a competitive advantage by having a disproportionate amount of ownership or market share within our communities, we're going to continue to own those. And when I say own, I don't necessarily mean we have to own 100%.

I think there are ways, as Bill talked about and I talked about through joint ventures and different monetization strategies where we can still own, manage and control the destiny that creates that competitive advantage without having 100% ownership of every asset. And then there are those assets that are on the periphery, on the edge that are assets that don't give us a competitive advantage. And for those, we're always looking to monetize at the right time when prices are appropriate.

Okay. And then, Ryan, I appreciate the update on the book, and congrats to you guys for moving quickly before rates move too much. But can you just recap -- you mentioned a lot of moving pieces. It sounds now like the investment portfolio is 40% treasuries. It sounded like 60% equities, but then you also mentioned businesses, which I didn't know if that meant stock positions that are royalty companies or if you're investing privately in royalty companies.

Sure. Yes. And let me clarify. It's a good question. So what I was saying is at the end of the quarter, we had about 1/3 of the overall portfolio in marketable securities or common stocks. We have increased that subsequently over effectively the last 5 weeks to about 40% -- we are not investing and have not invested in private companies. This is just common stock.

What I was trying to describe were some of the characteristics of the businesses that we're looking for, which are some of the world's best businesses where they have great management teams, royalty like in their nature, strong secular growth opportunities. Effectively, businesses where we believe over the coming many years or decades can compound their earnings at very high rates of return.

And over time, by doing so, we believe the investment returns will be very similar to these high-growth earnings per share businesses that we own. Best part about it is we don't need to negotiate private transactions because the public markets, particularly at this moment, it's our view, are giving us an opportunity to buy some wonderful businesses at discounted prices.

And Ryan, why don't you just speak to at "almost like stabilization", what should the portfolio look like in terms of percentage? By the way, we have no plans to invest in private assets in Vantage. So again -- and these are the most liquid large cap companies in the world. And again, next week, we'll go into some detail.

You can look at the existing Pershing Square portfolio, the names that have, I would say, most of the names that you've read about publicly, we own the portfolio. We've got an additional group of names that we'll talk about next week. What should be the ultimate plus or minus mix treasuries versus.

Yes. And so the way to think about it at a very high level is we want to make sure that our float, or sort of the insurance reserves, the net insurance reserves are backed by short-dated U.S. treasuries. So there's no duration, no credit risk on that, plus a cushion. The balance of that is going to be common stocks over time. Our view is that we can ultimately get to somewhere north of 50%. We're still evaluating 90% of the overall investment -- invested portfolio in common stocks.

And it could be a little bit higher than that based exactly on what how much float is generated. So the way to think about it is it looks like we're already getting pretty close to those targets after having moved relatively quickly, but we'll continue to evaluate to see what the right amount is over time. But the way to think about it is at least 50% of the overall invested assets should be going to common stocks over time, and it could be a little bit higher than that based upon the particulars of how much float is being generated.

And so to be clear, I think, Bill, you said previously like Vantage was like thousands of positions. So you've effectively gone through the entire Vantage portfolio and converted all those thousands of CUSIPs to treasuries.

Sure. It was externally managed portfolio by, I think, BlackRock and Goldman Sachs. We liquidated the portfolio very quickly. I think there was a small residual maybe 7% of the assets that we had not sold by the end of the quarter with an expectation, you should expect that those will likely be gone over time. So it's effective -- it's a very, very simple portfolio, 100% treasuries, short-term treasuries for the float plus a cushion and the balance in large cap, very high-quality common stocks.

Okay. And then I appreciate -- just one final question. Ryan, I think one of the things and obviously coming from a real estate guy talking about insurance, a little dangerous. But I think what you've said -- what you guys have said before is, in general, insurance companies do not need to liquidate their investment books to pay out on claims. But the point is that you guys want to maintain sort of that 50% treasury cushion to allow for any excessive claims. Is that correct? Or do you envision that you would actually have to dip into...

Think of the treasury portfolio as cash that we have available to pay claims as they come due. We do expect claims, okay? The treasury book is effectively -- is cash available to pay claims as they come due. What many insurance companies do is they kind of ladder out their fixed income maturities to kind of duration match with how they expect claims to come in.

And that's -- so they go -- they take more risk, if you will, on the fixed income term structure to get more yield, and they're able to do that because of the nature of insurance company flow business. We're really not taking advantage of duration of float at all. We're taking the most conservative approach, which is to put aside a 100% U.S. Treasury portfolio to meet any claims as they come in, plus a cushion. And then on top of that, we own large cap common stocks. We would not expect to be forced to liquidate a common stock portfolio to meet a claim because we have a margin of safety in the U.S. Treasury portfolio we hold.

And our next question will come from the line of Meyer Shields of Keefe, Bruyette, & Woods.

I guess a couple of questions for Marc, if I can. First, very basically, are the -- is the expected return from the equity component of the investment portfolio, does that factor into the underwriting margin targets in your long-term ROE goal?

No, it doesn't.

Okay. Second, I guess on the cycle, you talked about how we're in Phase II. I completely get that. But it does seem like it's much more abrupt than it has been in the past, maybe because of MGAs or access to third-party capital or whatever. Does that impact near-term planning?

Near term, what, Meyer? Please repeat. Near-term, what?

Near-term planning in terms of just building the business.

I mean not really. I think the -- I go back to what I said in my remarks, I think that we're undersized for what we can in terms of capability. So we can definitely pick our spots a bit better than otherwise. And not overly concerned by that. There's always competition, Meyer, as you know, you've heard me talk about this in the past. But I think we're a bit more nimble and a bit more on the edges and find our way around that.

So no concern at this point in time. If we were multiple the size, we would have probably different conversations, although there are ways to address that, as you know. But right now, where we are, I feel very, very good about our opportunities despite some of the lines of business transitioning into Stage 3 and eventually Stage 4, which is only a few of them. And then the quickness by which things move, you're quite right, is a lot of it is short tail in nature, right? Certainly, property is one prime example. But we're not a huge property cat writer as you'll discover over the next several years. So that's not as much of an impact for us.

Okay. And then one final question. I don't know if it's numeric or otherwise, but how are you thinking about scale specifically on reinsurance at this point?

Right now, there's a couple of lines of business that I won't disclose here, but there are more lines of business that we could be doing and growing the portfolio. And since we're also building -- we're still in the next chapter, which is also including building the portfolio, I would expect -- I would not be surprised that reinsurance will go a bit quicker because we're going to be adding new products, new lines of business.

So we may have a little bit more reinsurance for the short term to take advantage of some of the opportunities that are there as well on the insurance. But as you know, it takes a bit longer to seize on these opportunities on the insurance side. So I'll be front running, if you will, some of the market opportunities on the reinsurance side. But over time, it will be really be reflective of the opportunities, Meyer.

So this is the same as before the opportunities if the capital is there on the reinsurance, and we'll be providing more reinsurance capacity in the market and vice versa with the insurance changes. And I think the reinsurance is probably a slow build, more slowly steady as it goes as we've seen in the past. But I'll let the market dictate, if you will, the relative contribution of reinsurance versus insurance.

Our next question will come from the line of [indiscernible], an individual investor.

You described Howard Hughes as built on disciplined capital allocation. Now that Vantage has closed and you have more competing uses for capital than ever, what does that discipline look like in practice? And when opportunities compete for the same dollar, what does an opportunity have to clear to win that capital?

So we believe that we've built -- we've acquired a great insurance platform. We've recruited a very talented, very experienced senior leadership team to kind of oversee that platform. And we believe that capital in the insurance business can be put to work intelligently and earn high rates of return, both in terms of -- from an underwriting perspective and also from an investment perspective. So the priority for every incremental dollar of free cash flow is to put it into Vantage, and that's how we're thinking about it.

And then within the asset side of Vantage, as Ryan spoke about, once we've covered kind of our insurance liabilities, the balance, we think it's a very opportune time to invest in the public markets. Volatility has increased enormously, as I'm sure you have noticed. And also, the market's attention is drawn to, I would say, a smaller and smaller subset of -- there's a lot of FOMO going on where people pile into the same sort of sectors. And that's caused a meaningful number of businesses that we have followed for years become available occasionally at very, very attractive prices.

You wake up one day and stocks are down 25%. And based on a short-term factor that once -- assuming we've done our due diligence correctly, we believe it does not have a long-term impact on the business. It's allowed us to construct a very attractive portfolio. So I encourage you to join the Pershing Square call next week. It's 13th, I guess, a week from today, and we're going to go through that portfolio in detail, maybe be able to be more granular in your question.

Okay. And Bill, as a quick follow-up, you're a devoted disciple of Berkshire and Warren Buffett. As Howard Hughes grows into a larger holding company, what lessons from Berkshire's experience matter most here? And where, if anywhere, should Howard Hughes do it differently?

Look, I think business quality is -- we've learned over time is the most important metric in our view in selecting securities for investment. Look at Berkshire over time. Warren Buffett one of the greatest investors ever. But if you go back and read the Berkshire letters to shareholders, Buffett talked about how great a business the world book in Cyclopedia was or the newspaper business, a whole host of various businesses that were disrupted by technology.

And I think the world has gotten even, I would say, more disruptive. AI is an incredibly disruptive and powerful force. So I think the biggest takeaway from following 60 years of Berkshire on the allocation side is to err toward business durability and quality. I think there are a lot of lessons that we're just following very closely. If you look at how Buffett operated -- first of all, the vast majority of value of Berkshire has been built in the insurance operations.

The combination of selective underwriting and intelligent investment of the capital, the assets of the insurer has driven the bulk of the value of that company over time. That's why we acquired Vantage. That's why we recruited Marc and David, and that's why that's really going to be a big focus of the business going forward. I think the other thing that Berkshire did very well over time is all that value was created on largely a fixed share count. And so we could issue a ton of equity and raise capital.

We don't think that's an intelligent approach, certainly at anything close to current share prices. And we think there's plenty of capital within this operation. It just needs to be redirected from kind of lower returning assets into what we believe will be a high-returning asset over time. And I think if we follow those principles, we're going to build a very valuable company over time.

Our next question will come from the line of Josh [indiscernible].

I know Ryan and Bill said that next week, you guys will be touching more on the investment strategy, but I was wondering since the goal of Vantage is to kind of mirror Pershing's holdings, would it make sense to buy PSUS or one of those other Pershing holdings in order to take advantage of the discount to net asset value right now?

Yes. It's not the Pershing Square USA call, but Pershing Square USA is trading at about a 23% discount to its -- the market value of its underlying holdings, and I view that as a very favorable. We like the holdings at net asset value to be able to buy them at a 23% discount, we think, is extremely attractive. But let's save that for next week's call.

And if I could, I would say, I think, just real quickly, Josh, to your question, the Howard Hughes stock and the Pershing Square U.S. stock, they also reflect different things. So for example, PSUS is a pure play on publicly traded securities. What Howard Hughes offers is effectively 2 businesses right now, an increasingly and rapidly growing insurance business run by what we think is really the best insurance management team in the planet.

It will also have access to what we believe will be very attractive long-term returns from Pershing Square helping optimize the asset side of the insurance balance sheet, which would be very powerful. And we have a very good real estate business led by a great team where we will have the opportunity to grow that business, but also increasingly redirect some of the excess cash flows and potential asset monetizations to help grow Vantage more quickly.

So I also look at them as two businesses, much like you can observe the discount to PSUS, you can calculate according to the supplement that we put out last quarter, what we think the net asset value is of the business and how that will grow over time, which we highlighted, and you can compare that to the share price.

And clearly, Howard Hughes is also trading at a very significant discount to what we conservatively calculate its net asset or its intrinsic value at. So I would really view it as both are things that clearly we like. We are owners, both individually and through our firm. But we also think they reflect different investment considerations based on the type of ultimate investment exposure that you're seeking.

Yes. Just to add to what Ryan is saying, we paid $100 a share to buy a 15% stake in Howard Hughes 15 months ago. We've made a huge amount of progress since that time, and the stock price is about the same as it was then, which was in the middle 60s, I haven't checked real time.

This is a business that has, we think, not only increased intrinsic value over the last 15 months by generating cash and growing. But more significantly, we've acquired -- we're clearly on our way to building an interesting company with a great platform, the addition of Marc and David to that platform, the redeployment of the capital of that business into higher returning assets. So we're excited about where we are.

And our next question will be coming from the line of Tucker Andersen of Above All Advisors.

I want to thank Marc as a long-term holder of Arch Capital. And my question to Marc is, there's been a lot of discussion about how AI is going to affect the insurance business, particularly the PC business and the underwriting side. And I'm wondering how you view AI might change how you want to operate Vantage in the future and what you're doing to take advantage of it.

Great question. I think First things first is AI is being used across Vantage and testing it out and working with it, helping with the coding. It's already helping us being a bit more efficient in many areas, but it's still early stages, right? The way we look at AI right now is going to be a great tool for us to be better execution on decision-making and gathering data and getting access to data. So that's currently underway.

That's really going to be so first and foremost, the companies really utilizing to leverage it for themselves to improve the flow and the processes and the decision-making, which we're already doing it. Over time, it's very difficult to see, right? I think that there will be more and more automation across the supply chain, how we go from the insurer to the broker, to the insurance company, to the reinsurance company.

There's going to be a lot more work over time, I could perceive possibly integration across the whole value proposition, we'll be positioned to take advantage of it. And it's going to be an industry-wide phenomenon, and we'll be participating like everyone else. Is there an opportunity for someone such as ourselves to be a disruptor? Remains to be seen. There's a lot to happen. It's really hard to the future. But clearly, it's going to enable making better decisions, and we're already using this as a tool to help our decision-making.

And a follow-on question would be, do you care to speculate at all on if it might change the nature and duration of the underwriting cycles as you describe them?

The one thing -- well, it could. The only thing I have historically, Tucker, that I can look back on is the when we had all the property cat modeling that came to the marketplace, the big argument was supposed to be standardizing the way we look at risk and it would make soft market go away forever. And I've heard this for a hard market for that matter. And that was used like in the mid-'90s when AIR, the RMS, all the cat modeling came up. And guess what, it didn't solve the cycle, what's happening in each cycle.

And I think it's because it's a human nature like everything else, it's between the human system, right? It's one thing that the model is giving you a number, but it's another thing to actually act upon it and execute on that basis. Many reasons for that, one of which might be or has always been the way underwriting teams are compensated. So there's always these things really mucking around what ultimately the decision will be made.

So I'm not saying it's going to be the same thing, but I -- the only one thing that I remember in my lifetime in my career that it did not change the cyclical nature of the businesses because there's human intervention in there. So when are you going to ask me when do you think we'll have no human interventions? I don't think I'm going to see this in my lifetime. And so it gives us plenty of opportunity to take advantage of the market.

Thank you. I appreciate your insights as a former actuary. I remember the description of what happened well. That was my previous life. And I am just counting on you to reproduce what happened at the Arch now that you're at Howard Hughes.

And I would now like to turn the call back to Bill for closing remarks.

Thank you. So thank you all for joining. We're excited about the current state of play at Howard Hughes, and we look forward to being in touch next quarter. If you care to join next week, we will be discussing the Vantage underlying portfolio in some detail. We welcome you to that -- to the Pershing Square call next week. Thanks very much.

And this concludes today's conference call. Thank you for participating. You may now disconnect.

Thank you for standing by, and welcome to Howard Hughes First Quarter 2026 Earnings Conference Call. [Operator Instructions] I would now like to hand the call over to Joe Valane, General Counsel. Please go ahead.

Good morning, and welcome to the Howard Hughes Holdings First Quarter 2026 Earnings Call. With me today are Bill Ackman, Executive Chairman; Ryan Israel, Chief Investment Officer; David O'Reilly, Chief Executive Officer; Carlos Olea, Chief Financial Officer; Jill Chapman, who leads Investor Relations at Pershing Square; and Mark Granderson, who joined the Howard Hughes Board just yesterday.

Before we begin, I would like to direct you to our website, www.howardhughes.com, where you can download both our first quarter earnings press release and our supplemental package. The earnings release and supplemental package include reconciliations of non-GAAP financial measures that will be discussed today in relation to their most directly comparable GAAP financial measures. Certain statements made today that are not in the present us or that discuss the company's expectations are forward-looking statements within the meaning of the federal securities laws. Although the company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that these expectations will be achieved. Please see the forward-looking statement disclaimer in our first quarter earnings press release and the risk factors in our SEC filings for factors that could cause material differences between forward-looking statements and actual results. We are not under any duty to update forward-looking statements unless required by law.

I will now turn the call over to our Executive Chairman, Bill Ackman.

Thank you, Joe. So those of you on the call probably have seen a presentation we put out providing some perspectives on how we think about Howard Hughes from a valuation perspective. The company is going through a transition in terms of its business model, and we think there's been a pretty meaningful transition or at least the beginning of the transition of our shareholder base. We thought this was a good time for us to kind of share how we think about the company and to provide some, I would say, better metrics to think about valuation going forward. So our plan for the call is we're going to start with David O'Reilly, giving kind of a comprehensive brief update on the quarter. I'll just talk a bit about kind of KPIs. Ryan will speak briefly about valuation. We'll introduce Mark to the group, and then we'll leave the substantial majority of the time for Q&A.

So why don't we start with David. Go ahead, David.

Thank you, Bill. Good morning, everyone. I'm going to start with the first half of the presentation. And as you probably saw, it's organized into 2 parts. The first part, it really focuses on the first quarter results of Howard Hughes communities real estate business. Using the slides from the supplemental, I'm going to be covering the 4 key performance areas of our communities, master planned communities, operating assets, condominium and then other expenses along with our debt and liquidity position. As you saw, we're introducing several new KPIs this quarter, and we believe these better reflect how we manage the business and how long-term value accrues within each segment. I'll reference those as I cover the results.

Then we'll turn to the second half of the presentation, where, as Bill mentioned, he and Ryan will do a deeper dive on what those new metrics reveal about our current valuation and the long-term growth of this platform. The goal is always to give investors a more complete picture of where Howard Hughes is headed and why we believe the stock represents a compelling opportunity. I'm also sure you notice that our earnings release no longer includes annual guidance. Given the pending acquisition advantage, we've elected to remove annual guidance expectations and will instead shift our focus to longer-term objectives by platform, consistent with how we allocate capital and measure success internally.

With that said, the first quarter results I'm about to review and specifically our land sales and MPC EBT, we're ahead of our expectations. And if not for the transaction, we would have increased MPC EBT guidance for the year. With that, let's talk about the first quarter performance, starting on Slide 4 with the company highlights.

It was a strong start to 2026. The real estate engine did exactly what we needed to do -- it grew cash, it provided pricing power and it converted more land into long-duration income. We saw a strong MPC earnings growth, continued leasing momentum across the operating assets and the company ended the quarter with substantial liquidity. On 5, as part of this new supplemental, we're providing a simple road map to show how performance of our communities connects to the overall valuation of this platform. We'll be focusing on the following 4 key areas that will step through in turn. Master planned communities EBT and margin affected residual land value, operating asset adjusted maintenance free cash flow, condo gross profit and other expenses, which includes G&A and net interest expense.

So let's start on Slide 6 with the MPCs. Earnings before taxes was $84 million in the first quarter, up 33% year-over-year, driven by higher residential land sales. In Bridgeland, we closed 62 acres at an average price of $688,000 per acre. That compares to 37 acres and $605,000 per acre last year. with net new home sales in Bridgeland up 12%. In Summerlin, custom lots averaged $7.2 million per acre, and super pads averaged $1.8 million per acre, and new home sales in Summerlin were up 6%. The point -- it's not just that volumes were higher. The point is that we're converting scarce entitled Developer Ready Land into cash at an increasingly attractive price in markets where we effectively control supply. We're not selling land. We're harvesting scarcity.

As our communities mature, price becomes a primary driver of MVC value, which means we can generate more cash from fewer acres while protecting the long-term economics of the land bank. Shifting to operating assets on Slide 7. Our operating asset NOI grew 2% year-over-year and 7% on a trailing 12-month same-store basis. Within the portfolio, multifamily and office were the primary drivers of same-store growth, supported by continuing leasing activity and the burn-off of rent abatements. More important than the quarterly print is what this segment represents for the holding company we're building.

Operating assets are the steady cash flow engine. As we move land into vertical development and lease-up -- we convert onetime MPC proceeds into a growing recurring base of NOI diversified by asset type, tenant and market. This quarter, we're also introducing adjusted maintenance free cash flow because we believe this metric gives a cleaner read on the recurring property level cash flow that is actually available to redeploy.

Turning to condos on Slide 8. At Ward Village, we completed Galana and broke ground on Linux, which is already 70% presold. Across the platform, we have approximately $5 billion of estimated future GAAP revenue at Cello. Condo gross profit was roughly breakeven in the first quarter as expected and will increase meaningfully in the second quarter with Park Ward Village closings. Condo profit -- it's always going to be recognized in large blocks when towers deliver. So the quarterly pattern is going to remain lumpy even though the underlying economics are largely locked in through presales. These projects are largely derisked well in advance of GAAP recognition. We typically presell the majority of the units fund construction with buyer deposits and nonrecourse construction loans, and lock in our margins years before delivery. Estimated future condo gross profit, the total projected gross profit from condo towers under construction or an active predevelopment the vast majority of which are already presold, highlights the embedded condo cash flow well ahead of when it appears on the income statement.

I want to spend a minute because I think the capital mechanics here are worth walking through. They make these economics of condo development unusually compelling. Our primary contribution to these projects is land, along with a modest amount of cash. We contribute that land and that modest cash is our equity. From there, buyer deposits are collected at signing, often years before towers deliver, and they fund a meaningful portion of construction costs. Nonrecourse construction financing covers the majority of the remaining required capital. The result is that we're delivering towers worth hundreds of millions of dollars with very little of our own cash actually at risk. When units close, buyers pay the full purchase price we've repaid the construction loan and the profit flows to us. It's a model where our buyers and lenders are essentially financing the construction, and we collect the upside at the end.

That's what we mean when we say condos are self-financing capital recycling tool. And it's why this business generates returns that are difficult to replicate. Beyond condos, projects like One River Row, on Bridgeland Green and others in our pipeline followed that same land to income pattern, convert entitled land into durable NOI grow the recurring cash engine and raise the long-term earnings power of the platform.

On Slide 9, we'll turn to other expenses. G&A expense was $25.8 million in the quarter, including $3.8 million of Pershing fees and $3.4 million of Vantage related transaction costs. And net interest expense declined year-over-year due primarily to the amount of interest income we've received from our invested cash balances during the quarter and on a trailing 12-month basis.

On Slide 10, I'll turn to the balance sheet and wrap up. We completed a $1 billion refinancing at the tightest credit spreads in the company's history during the first quarter. Importantly, this execution occurred after announcing the Vantage acquisition, which we view as a strong external validation of both our balance sheet and our strategy. The transaction extended our maturities and added $230 million of incremental liquidity -- we also closed on a $300 million mortgage at Downtown Summerlin. At the end of the quarter, we finished with $1.8 billion of cash, comprised of $907 million at the HHH level and $929 million at HHC level and significant additional liquidity.

That position combined with the Pershing preferred commitment, fully funds Advantage acquisition and supports our current development pipeline, while continuing to preserve our flexibility for future capital allocation decisions. So the overall takeaway for the quarter I think it's the real estate foundation of Howard Hughes is doing its job. It's generating strong cash flow, demonstrating pricing power in our emphasis and expanding our base of recurring NOI. We and recycling capital in a way that supports our evolution into a multi-engine holding company. The first quarter performance primarily reflects the resilient demand in our communities that lead to bottom line results. MPC earnings will continue to be lumpy quarter-to-quarter depending on when large parcels close. But what matters for us and what I encourage you to focus on is the multiyear growth in recurring cash flow and the value embedded in the land and condo pipeline rather than the precise results of any given quarter. The new metrics Bill and Ryan are going to walk through in a minute are designed with exactly that in mind to make it easier to connect reported results to intrinsic value.

And with that, I'll turn it over to Bill.

Thanks, David. So what we've what we're doing here, maybe just to back up for a second, I think historically, the company has tried to create kind of a quarterly number that shareholders could annualize and maybe put a multiple on. The vast majority of companies are valued that way. Analysts estimate earnings, the market assigns a multiple based on the inherent growth and predictability of that earnings stream, and that helps people come to a value. The problem with that metric is it doesn't really work for Howard Hughes. We really have 3 different segments perhaps 1 of them, the operating asset segment, you could certainly value at a multiple of a metric. But the other 2 are a bit unusual.

So our MPC business is really a business of owning land and that the goal of these communities is to make them really attractive places to live, and we've developed assets to meet that demand in our operating asset segment. And over time, what that's done is brought more residents into the communities, increases the demand for land. That's led to continuous at well in excess of inflation increases in the value of our land portfolio. But putting a multiple on the profit, the GAAP profit from a portion of land sell for a quarter, not particularly helpful metric. What really matters is, well, how much cash do we generate from our land sales during the quarter and what's the value of our remaining land.

And so our new metric is going to focus on those 2 levels. What's interesting about these communities is every acre of land, we know for a certainty we're going to sell. We don't know precisely which quarter we're going to sell it and so what matters to you is what do we generate during the quarter? What price did we achieve? And what's the value of the remaining land that we own. So that will play into the metrics we're talking about.

With respect to operating asset NOI is a metric while net operating income is a metric that's used by really every real estate company. At the end of the day, what we focus on is the cash that's generated from this portfolio. So what is -- you start with NOI, but you got to take off their costs associated with maintaining those assets, we're putting tenants in those assets, and we want to reflect those costs, we get to a cash flow metric our condominium business. So we don't have an infinite supply of land in Honolulu. We've got a finite supply of land. We have an amazing team, and that team is actually a valuable asset of the company that we're not today assigning value to. We do think over time, we'll have more opportunities to access more land and continue that business.

But today, for the purpose of -- we want these metrics to be simple to understand and also conservative. And so what we're saying is, look, we've got a finite talent today and the basis of that finite amount of land, we tend to build a certain number of condominiums. We estimate a gross profit -- and that's how we get -- and we present value that today to kind of keep track of the remaining value of that portfolio.

So if we go to Page 13 on the new metrics. So what we're going to give you is kind of the residual value of our remaining acreage undiscounted and uninflated. What we meant to say is we sell lots for $1,800,000 or acres for $1,800,000 in Summerlin, we're going to use that to value the remaining residential land portfolio at the end of the quarter. Now that, I believe, is a conservative metric because land values have compounded at rates well in excess of the cost of capital that you should discount them at Hard Hughes. And let me just make my case for that for a second. We've compounded land values in the teens in Summerlin, correct? Okay. So let's pick a number. It's been water over the last 5 years. 15%?

5 years, it's been just under 15% in Summerlin and 68% Wolman Hills in Bridgeland.

Okay. So in Summerlin, which is a further built out community, you've got land that's appreciated 15% per annum. Again, because it's the certainty we will sell this land because these are fully developed communities, the discount ratio used there would be a relatively modest spread over treasury. So using today's value for the land is 1 that I think is a very conservative measure of remaining land. If land continues to appreciate at these kind of levels and you discount them back at levels, the land values are even greater than what we're showing. And operating asset adjusted maintenance free cash flow, what are we doing here, we're starting with NOI, and we're getting to an actual free money we can spend metric after all the costs associated with owning these assets.

And then we project the profits from Romanian condominium deliveries. It's pretty straightforward to do this because, for example, for the units that we have under contract, we know exactly what price we're selling for -- we generally have GMP contracts we lock in to the most part, the cost to build them and then we -- it's a present value calculation.

With that, let me just -- we're not going to take you through every page of the deck because we want to leave a lot of time for answering questions. Ryan is just kind of just focus on some summary valuation pages. We'll start with today's value and how we get to what's possible over the next 5 years.

Sure. Thank you. So what we wanted to do, as Bill mentioned, in the pages that we've provided that we won't walk through all the details on this call is we wanted to show you how using the metrics that we believe are the right way to think about long-term value when we make our own internal valuation as well as tracking our progress over time. I'll just highlight on Page 27, kind of the takeaway, we believe today using those metrics, and as Bill mentioned, conservatively trying to come up with a value for HHH.

We think that the intrinsic value of the business based on those metrics is about $104 a share, which is more than 60% higher than the roughly $65 share price today. And when you look at that in detail, nearly 80% of that is coming from the Howard Hughes Communities real estate business, and about 20% of that is coming from the economic ownership percentage that Howard Hughes will have a Vantage, which we are on track to close very shortly. So we believe that the shares are very undervalued relative to our estimate today. But if you go to Page 42, a what you'll see is really our benchmark for how we believe we can grow the intrinsic value of Howard Hughes over the next 5 years.

And we actually think that we have the ability, and it's 1 of the reasons we're so excited to have Mark come join us as he'll be very helpful as we achieve these metrics to grow the intrinsic value of the business to roughly or more than $200 a share. We have about 21 in that we've derived conservatively for our valuation in 2030, which is about 3.3x the current share price of 65% or 23% increase. And what's interesting about that metric is today nearly 80% of the value of Howard is coming from the real estate business. But we actually think over the next 5 years, we're going to have much more of the value coming from Vantage, other insurance and some of the high durable growth companies we seek to acquire.

So that ratio will shift to about 2/3 coming from things that are not related to real estate. And the way that we get there at a very high level is that we will be looking at the Howard Hughes Communities real estate business, and we will be using a lot of the excess cash that we do not think is needed for reinvestment in the communities that could be allocated a higher returns in other parts of the business, particularly the insurance, we have about $2.5 billion to $3 billion of cash that we're expecting we'll be able to generate over the next 5 years, which could be somewhere in the order of 65% to 80% of the current market cap of the company. And we believe the insurance business, particularly having Mark's help will be a very valuable place to put that. with Vantage, which we're very excited about, given the business and given the team that's there, we believe we can improve the returns on equity from something in the kind of low to mid-teens to something that could be in the high teens or even better.

If we can do that, we can allocate a significant portion of that $2.5 billion to $3 billion of free cash flow over the next 5 years to build up the capital base. And as the returns on equity advantage improve the multiple that the market and we would assign Vantage for being a higher return on equity business should also increase. As a reminder, we're buying this business a headline purchase price book value, but we believe by the time we close, given the accretion of the book value, it will be about 1.4. But we think we can increase the intrinsic value of this business is something that's worth north of 2x over the next years. And so that's going to be a significant reason why the value of Vantage will be growing so quickly over the next 5 years and will really help become the driving force of the increase in intrinsic value of Power uses equity over time and make Vantage really the leading asset that we'll have an insurance a key focus of that business.

Thank you, Ryan. So I thought to introduce Marc Grandisson and he'll be available, obviously, to answer questions. So we actually began a conversation with Mark well more than actually a couple of years ago in connection with an investment that Arch made in the Pershing Square management companies. We got to know market bit there. Then we learned of his departure when we read about it in the press, when Mark stepped down from being CEO of large Capital Group. And in light of our plans for Howard Hughes. A year ago, we started at least a conversation with Mark.

He was still otherwise encumbered at the time, and he was trying to decide what he wants to do with his life and thinking about all kinds of different things. We kind of kept the conversation going. We took a very significant step in signing an agreement to acquire Vantage, and we kept talking to Mark. And our thoughts here are -- well, Brian and I, other members of the Pershing Square team have analyzed insurance companies from a perspective of an investor, either 1 of us is an operating -- has any operating experience in the insurance industry and an industry where you can make a lot of money, and it's an industry where you can lose a lot of money if you don't know what you're doing. And while we're buying company with a very capable team. I think it's as important that at a Board level, we have 1 or more directors who really understand the industry. And Mark was by far our #1 choice. There really wasn't a close second in terms of without embarrassing him, really the iconic executive of the last, I would say, a couple of decades, I spent almost 25 years at Arch building 1 of the most profitable, most successful insurance platforms. And we just thought that experience was incredibly relevant, and we are delighted to bring remarked to Howard Hughes.

So maybe, Mark, if you could just give a little background because not everyone knows who you are, and then we'll open it up to questions for the group.

Well, thanks, Bill, for all the wonderful comments. It's -- I feel very honored and privileged to be part of that group. I'm very happy that we got to this lending and really looking forward to help the whole team really develop your vision, your collective vision of I think a diversified platform with insurance being an anchor. I think like you, I firmly believe if you do it well, you can really lead to wonderful reasons in our results. and also like the fact that you are collectively going to wait for it. There's a timing issue going along, and it's not a quick hit, and it's really -- if we deliberately build it the right way, this could be a formidable and it will be a formidable business. I've been 35 years in the business.

I was most recently ACGL CEO. I was 1 of the founding members back in 2001 after the terrible events of 9/11. With a very similar vision that you would hear me talk about all the time, which is about underwriting excellence, being focusing on the cycle, focusing on allocating capital to the right places where it gives good returns and really surrounding yourself with a good team. good talented individuals and focusing on underwriting expertise. The difference between a top quartile in insurance and the bottom quartile is 20%, 30% difference, meaning the ones at the bottom are actually losing and actually going by the wayside, and we've seen many of them build just alluded to that.

I'm excited to join because I like the vision, like I said, I'm here to help the board understand the business, demystify some of the things. I know it's not as easy to understand from the outside world. It could be opaque. Most a lot of the investors and the shareholders of how we use or have built to know perhaps expertise or exposure to insurance and going to make sure we're trying to make sure collectively that you were bringing along to that journey altogether.

What else I'm going to bring to the table. I'm looking forward to work with everyone here, obviously, and also with Greg and his team, known Greg for 25 years. We were neighbors in Bermuda. So he's a great executive in the platform we built at the right time, right after the market turn in 2019, Beautiful timing, hard in legacy, it was highlighted in the package before. And it's really hard to create that kind of platform, and it did very, very good job. It's both insurance and reinsurance. So it allows us to the company to really participate across the board in as many opportunities as possible. And again, being selective on the underwriting.

So I'm very looking forward to demystify, help teach the Board and the investors and it's going to be a long-term play for everyone here. and I've seen it before. And I think the playbook is there. It's worked. I've seen it work. And I think we have all the elements to make it 1 of the best emerging and surging insurance platform alongside with the real estate platform and whatever else, Bill and Ryan will find along the way to create something very unique and once in a lifetime. So I'm very excited to be here. So thanks for having me here, Bill.

Thank you, Mark. So with that, operator, why don't we open it for questions.

[Operator Instructions] Our first question comes from the line of Anthony Paolone of JPMorgan.

My first question, maybe for Bill, just help me understand. I'm not that close to all the different things happening at Pershing Square and the specifics around that. So can you maybe just talk to whether anything on the capital raising side there has any direct implications back to HHH, whether mechanically, you got to buy shares or whether there's a greater commitment or just anything we should think about there related to HHH activities at Pershing Square.

Sure. So last week, we did 2 listing transactions, an IPO of an entity called Pershing Square USA. -- which is a U.S. listed closed-end investment company listed on New York Stock Exchange. And we also did a direct listing in effect of the management company, some people might call it the GP of Pershing Square, the entity that receives fees from various funds that we manage. As part of the IPO pitch for Pershing Square Inc., we pointed out that it's a bit of an unusual alternative asset management company. I think analogies would be Blackstone or KKR or others in that 1 we're small relative to others in terms of scale, but the capital base is very unusual and that 98% of our assets are in, so to speak, permanent capital vehicles. And the 3 examples we gave our London-listed anti-anticalled Pershing Square Holdings, Person care USA, which is this new entity we launched and then Howard Hughes, we put in the same camp. It's not an investment company per se.

It's an operating company, a C-Corp -- but it's a very important, I would say, leg to a 3-legged stool. So I would say the significance of that transaction is not -- we're not -- we actually can't buy more stock in Howard Hughes. We're contractually -- our agreement with the board is to stop at 47%. But I would say the importance of Howard Hughes to the Pershing Square platform was very -- something we emphasized to a great degree as part of the IPO transaction. And this is -- we describe Bertin Square. This is a permanent holding. We intend to be a forever owner of Howard Hughes, and our goal is to build a valuable diversified holding company led by this insurance platform. over the next many decades. That's the idea.

Okay. And then my second question is you show just the demonstration of value and how much insurance plays a role in that. So my question is, with it being such a big driver, why continue to hold things like multifamily or some of the other assets in real estate? And should we see that kind of move over to potentially add or to the insurance side over time?

Sure. So the answer is like if you look at Howard us over the last 15 years, we were a dedicated real estate company. And basically, every dollar of cash we generated, we reinvested in real estate. For example, we bought another MPC as a result of having excess cash that we actually couldn't employ in our existing sort of MPCs. What the transaction accomplished a year ago kind of widen the aperture of things that we could do. I think what we've learned over time is a dedicated pure-play real estate development MPC business is not 1 that the market assigns a high value to -- or another way to think about it, the market side is a very high discount rate to those kinds of cash flows. All that being said, as demonstrated by the -- our expectations of $2.5 billion, $3 billion of cash that we're going to generate from that business over the next yes, it's a meaningful cash flow generator.

So I think the pivot we're making is we're going to reinvest every dollar of excess cash into things other than real estate. But our definition of excess cash is not just free cash flow. And what I mean to say is we intend to continue to build out -- the golden goose here for the real estate company is that we want the Woodlands, we want Summerlin, we want these communities to continue to be amazing ranked in the top a handful of places to live in America. And in order to do that, we're going to be building apartments when we need more apartment buildings. We're going to build in office buildings.

We need more office buildings. But there are some number of assets that may be noncore that are not critical for us to own that we're going to look at and examine and say, does it make sense for us to own this asset forever because it's critically important to our market share in the Woodlands and office space. Or is it a tertiary asset that there's a buyer who will pay a much higher price for than our cost of capital would allow. And so that's an examination that we're going to do over time. But the nature of the Howard Hughes real estate business is it sort of self-liquidating in a manner of speaking.

And that, obviously, we have a finite amount of land that over the next whatever number of decades, we're going to sell. We have a finite amount of condominium development land, and we're going to build out those units, and we're going to generate a bunch of cash. We have cash flows that come from our operating asset portfolio that we expect those to grow on a same-store basis. We expect them to grow because we're going to continue to develop whatever the communities need to make them really attractive places. But I would say on the margin, if it doesn't -- if it's not critical and core it becomes something that is some stabilized asset or better owned by someone else, we'll sell it.

Our next question comes from the line of Alexander Goldfarb of Piper Sandler.

Bill and David, and welcome Board, Mark. Not sure if we're limited to just 2 questions or not, if we are fine. But just first, I want to say I love the new disclosure much more streamlined, much more to the point and I think much easier having covered this company for a long time, much easier to comprehensive Bill, on the Vantage deal, is there anything that could delay the second quarter closing? I didn't know if any regulations, paperwork, anything like that? Or we're on track that this will close in the second quarter. SP1 This will close in the second quarter. We have a scheduled date -- a hearing date, which is the 19th of May with the Delaware regulator transactions typically can close within actually a couple of weeks of that hearing date. So I think we'll beat our quarter end estimate absent something unexpected happening, but I don't expect the unexpected here.

Okay. Second question is I think you said the value of the company currently, as you do your math, is $104 a share. Bill, you bought your stock into the company at $100 a share. Is that the delta versus what you guys previously disclosed of $118 a share for the company's value, I would have -- I was a little surprised by the 104, but maybe it's just the math on the dilution and also I would assume you guys have better insight into the value of the company versus what we estimate from the outside.

Yes, I think we're -- number one, we're being conservative because the way we're looking at the I mean the true value of the company, you'd build a DCF on the MPC community and you compound the land values over time and discount them back at a discount rate that I believe would be lower than the -- where you would appreciate them. What we're saying is let's come up with a simple metric that's hard to argue against. We're also -- with the value of the commercial land, we're assuming a sale to a third party. Obviously, when you sell land to a third party, you're giving up the -- they build in an opportunity for a development profit and everything else. If we develop that land ourselves, we get the benefit of that development property. So there -- this is quite a conservative way to think about the value of the company. There are obviously some dilution associated with our $100 a share primary investment. Ryan, do you want to add anything else?

Yes. The 1 thing I would say, Alex, we try to give a very conservative snapshot for the 104 figure. Another way to look at this, which is outside of the Howard these context, when we value businesses at Pershing Square. We often think about what the business will produce over the next 5 years, and then we think about that as a value and we might discount that future value back to today. So 1 thing you would note on Page 42, we conservatively estimate $104, but we also then roll forward that we believe by 2030, the value will be around to $211 which is a 16% growth rate in intrinsic value over a period of time. Another way to think about that is focus on the 211 discount that back I think we would argue that you should discount that back at a substantially lower rate than 16%, given the high-quality nature and the increasing predictability and high growth of the business. That's another way to think about value. If you were to do something like that, using a more modest discount rate, you can get to numbers that are easily 25%, 30% higher than that $104 figure.

So to Bill's point, there's a lot of different ways to look at this, but I think that 104 would be by far the most conservative way to look, but we just wanted to lay out a very simple explanation for people as to how they can start to think about kind of the most conservative value for building Howard Hughes relative to the current share price. Another way to say it is, I think of 104 is basically like a liquidation value of the company. it's after tax, after all the various expenses associated as opposed to a -- almost like a going concern type value where the expectation would be we'd be building out all the commercial land.

We'd be embedding a certain profit margin. We'd be assuming that the -- we'll be selling land at higher prices in the future and discounting it back at a much lower discount rate. And those would all accrue to a higher value. But I think this is a very fair way to think about the company and provides kind of an easy -- a relatively straightforward metric for us to judge the company every quarter. It makes everyone's life easier -- and I think simplifying the way people think about the company, and particularly the real estate assets of the company, I think, will go a long way to making this a more ownable stock by a broader array of investors.

That's helpful. And then just a final question for you. Obviously, data centers are a huge topic these days. You guys have a lot of land. I realize the value of Summerlin or the Houston portfolios may not make sense to add a data center to that. But when I think about West Phoenix, -- you have a huge amount of acreage, and it would seem like that would be potential to have sort of co-located power generation data center, et cetera. So Bill, as you look or David, as you guys look at your land holdings and what is sellable for residential versus potentially if there's a bid from to do data center or power plant combo. Is that at all an option or the view is residential is still the highest and best use -- and as far as maximizing the MPC, that's -- you want to stick with the formula that you have to date versus trying something new.

Yes, I would say we have an extremely open mind with respect to West Phoenix. It's an amazing asset. It has all the attributes that you've talked about, access to power, access to water in a very, I would say, pro business kind of favorable environment and we have enormous scale. And we bring a lot of value to any 1 of those players. There are AI companies raising money at $1 trillion valuations. In the context of that, you look at the this very, very valuable land we own. It might be an interesting transaction to have someone not only where they want to build data centers or power, but there are some pretty aspirational people in the technology world that want to build cities and they want to build a community around the company that they're building.

So -- and we would be 1 great outcome for us is we bring in a partner who write a big check, and then we become an asset light, if you will, developer of whatever that community is. and we make it an ideal place to live in the way that the company has historically built communities with like, for example, the Woodlands or Summerlin -- we do the same in Phoenix, but we have -- the anchor is someone for whom having access to everything from nuclear power to the small nuclear actives and all the interesting technology, and they do it with a blank sheet of paper. I think it's a pretty good opportunity. So that's something we're totally open to and something that would -- could be transformational in terms of value creation for the company. Our -- we're valuing that asset at cost in this. Another -- we bought that asset, what 6 years ago or so?

Just over 3 years ago.

3 years ago. Okay, time 3 years ago. But the world has changed, I would say. The world's moved at least 6 years in the last 3 years in terms of what that property can be used for.

Our next question comes from the line of John Kim of BMO Capital Markets.

I've had some technical issues, so apologies if you've already addressed this. But on the KPIs that you introduced as far as MPC residual value and the condo remaining profits, -- does that essentially incentivize you to maximize price going forward and not sell and in essence, not generate as much current cash flow.

Goal -- I mean maybe David can speak to our approach. We've generally take an approach to optimize the combination of, I would say, volume and price and make sure that we're not stuffing -- we don't want a bunch of homebuilders with excess land inventory, and we don't want to -- we want to manage the supply in a manner where we can continue to grow the per acre value of the asset. It's actually -- again, it's not critical to us whether we sell x dollars of land in any particular quarter. What matters to us is we're building these amazing communities, and we're managing our scarce asset in a thoughtful way. But David, maybe you want to speak to that?

I think Bill, you summarized it perfectly, which is we're not selling assets to maximize any metric. We're selling assets to maximize the value of the company. and we do that by selling just enough land to homebuilders to keep up with underlying home sales. Sell them too much land and they're oversupplied and in a downturn, they'll make a terrible decision that will negatively impact the rest of our dirt. -- sell them too few and we're going to strangle affordability in our communities. So we are tracking underlying home sales in each of our communities daily. -- making sure that we're preparing the right amount of lots to keep up with those home sales to maintain equilibrium as best we can across our communities.

Said another way, simply because we're changing the KPI, that's really just to help the market better understand the company, understand our progress in creating intrinsic value, but really no impact on how we think about how we auction land each quarter.

Okay. That makes sense. I mean the KPIs, I mean, that information was already there before, but you just want us to focus more on the remaining values of your land and kind of profits?

Look, 1 of the concerns I had is that people were looking at the company and saying, "I want to put a multiple on like a next 12-month estimate of MPC EBIT. And it's really just not the right way to think about an asset like land, which you're going to sell over time and where the land values are going to appreciate over time. The right way to think about an asset like that is either on a present value basis or -- and maybe the simplest way to think about it is okay, how much do we sell during the quarter, how much cash did we take in and what's the remaining land worth -- it's a bit like -- we're a bit like -- we got oil on the ground -- and unlike we're on the ground, which is incredibly volatile, our oil gets more valuable over time as people move into the communities.

But there's a finite amount of it, and we want to be smart about we're kind of like OPEC. We don't want to dump it on the market at any 1 time. We want to be thoughtful about how we extract it and how we convert it into cash over time. But we don't want you to put a multiple on the amount of drilling that happens in any 1 quarter because that's really just a function of kind of -- sometimes it can be a function of rates, sometimes rates back up a bit and there may be a pause in sales.

So one thing is a certainty people want to live in the Woodlands. People want to live in Summerlin. They want to live in our communities, which means this -- and the land just gets more desirable over time. We're at the place in the Woodlands now where there's really no more residential lots. It's only commercial acreage. We'll get there at some point in some as well, which means we're going to sell every acre of residential land over time in summer. I can't tell you exactly what date, but I'm confident that the land we sell in future years is going to be worth a lot more than land we sell today.

And that's why we're never in a rush to meet. And we certainly don't want management thinking about, "Oh, I put out a guidance number and I want to make the number by well, let's just discount to land a bit to -- we want people to be focused on the things that matter for growing the value of the company. So these metrics are much for internal use as they are for external observation.

And when you talk about allocating more capital to advantage rather than reinvesting back into besides selling stabilized assets that you mentioned before, what are some of those investments that you would have made that are now either being deferred or removed going forward in the MPC business.

I don't know that we had already arrived at a place where we had excess cash flow expected to be generated from condo sales from other parts of our business. But if we were a pure-play real estate company, we would have tried to figure out other places to put that money in real estate-related assets. What we're doing now is we're saying, look, now we have a really good place to put that money. We think the driver of value in the slide that Ryan showed you is, one, we think the nature of the insurance business, a profitable insurance operation with assets managed by us for no cost, we think, is approaching 20-plus percent ROE business. Those are returns very hard to achieve in a relatively low leverage kind of real estate company.

So one, the returns are higher. Two, the business that we're buying here for effectively 1.4x book value becomes worth something comfortably north 2x book value, if we can achieve our objectives. And so every dollar we can put in kind of Vantage appreciates both because the ROE is higher; and two, the value that the market will assign to that capital that's invested in Vantage is much higher than the -- so that Therefore, our incentive is to invest every marginal dollar advantage as opposed to buy another MPC -- if we have had this business plan 3 years ago, instead of buying West Phoenix, we would have put an extra $600 million into advantage.

Thank you. I would now like to turn the call back over to Bill Ackman for closing remarks. Sir?

Okay. Ending early. I guess my closing remarks are the company is going through an important transition that we think it's going to create a lot more value for shareholders over time. We're incredibly excited about it. We have the -- we think we have all of the things needed to achieve that objective. One, we've got a great core very profitable business. And I think the team has -- is thinking about it the right way, and the numbers are great. And I would say we have mayors around the country that are great including in New York City for sending people to business communities that are pro business and pro capitalism and we happen to own assets in states that are aligned with that objective.

So I think Howard Hughes owns real estate assets in the right places, and we're going to generate a lot of cash from that business. And now we have a very good place to put that capital Vantage transaction, I expect will close earlier than the end of the quarter. We're excited about that. We're excited about the Vantage team. I think they're excited to be part of a permanent -- it's a lot more fun and insurance business to know kind of have a long-term business, you want to have a long-term owner, and we've achieved that. I think with Mark's addition to the Board. I think the Board is now very well positioned to help oversee this important transformation.

And I think the only thing that's missing in the share price is some new shareholders who -- because I think we scared away some of the real estate shareholders -- and hopefully, we'll start to attract people who are excited about the business plan going forward. And with that, absent any further questions, we'll end the call. There are no further questions. Thank you so much, and have a great day.

This concludes today's conference call. Thank you for participating. You may now disconnect.

Good day, and thank you for standing by. Welcome to the Howard Hughes Holdings Fourth Quarter 2025 Earnings Call. [Operator Instructions] Please be advised that today's conference is being recorded.

I would now like to hand the conference over to your speaker today, John Saxon, VP, Corporate Strategy. Please go ahead.

Good morning, and welcome to the Howard Hughes Fourth Quarter 2025 Earnings Call. With me today are Bill Ackman, Executive Chairman; David O’Reilly, Chief Executive Officer; Ryan Israel, Chief Investment Officer; and Carlos Olea, Chief Financial Officer.

Before we begin, I would like to direct you to our website, www.howardhughes.com, where you can download both our fourth quarter earnings press release and our supplemental package. The earnings release and supplemental package include reconciliations of non-GAAP financial measures that will be discussed today in relation to their most directly comparable GAAP financial measures.

Certain statements made today that are not in the present tense or that discuss the company's expectations are forward-looking statements within the meaning of the federal securities laws. Although the company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that these expectations will be achieved.

Please see the forward-looking statement disclaimer in our fourth quarter earnings press release and the risk factors in our SEC filings for factors that could cause material differences between forward-looking statements and actual results. We are not under any duty to update forward-looking statements unless required by law.

I will now turn the call over to our Executive Chairman, Bill Ackman.

Thank you very much, Sean. And let me just add one addition to the room, Jill Chapman. Jill was formerly Head of IR for Hilton, and we're very pleased to announce that we brought her on in an IR capacity at Pershing Square, and she's also going to help, of course, with our investment in Howard Hughes.

While we're on the topic of IR, I just thought it would be useful as this business kind of transforms from a pure-play real estate and real estate development company into a diversified holding company led by our recent announcement to acquire Vantage Holdings, good question and some questions I've received from shareholders is how should we think about this business? What are the metrics that we should follow?

And I think Howard Hughes over time, also suffered a bit from shareholders trying to figure out how do I think about this business. And the conventional public company, there's usually a certain amount of GAAP earnings or an adjusted number or a free cash flow number and people want a simple rubric for thinking about it. What multiple do I put on this number? How do I track this number over time and the multiples determined based on the persistency and the growth of those kind of earnings over time.

And when you think about the Howard Hughes business, it's very challenging in our view and actually, it's hard to get to proper indication of value using a conventional approach. And I think you have to think about the business according to its sort of different components. So the easiest place to begin, of course, is with stabilized income-producing real estate assets, apartments, office, retail, et cetera. Obviously, these are easy -- relatively easy to manage. There are plenty of comparables you can look at.

And I think the only complexity at Howard Hughes is thinking about as we lease up assets, right, assets that are 95% rented, fully stabilized, it's easy, but we always have some amount of development, some amount of lease up in the portfolio. But still, I think that's a pretty easy place to begin.

Then there's our condominium business. And we have kind of a pipeline of product under contract. You get pretty good estimates of what the margins are on those sales as those properties get delivered. I think a DCF is a pretty straightforward way to think about what those assets are worth. And because we really don't start building until we have sold a substantial majority of the units in these projects, and we've got a very good track record of delivering them on time and on budget. It's a very low-risk business compared to what people normally think about an economy business where you're highly speculative, you have to build as soon as you can because you've levered up to buy a piece of property.

Here, of course, we own the real estate outright. We can pick our moment and we don't start construction until we know this is going to be a successful product with a lot of demand. And today, we've got how -- many million square feet left of product without -- why don't we start there, Hawaii?

Well, just in Hawaii alone, we unlocked another $3 million to $4 million of entitlements this past year.

Okay. So the $3 million to $4 million plus...

Plus the existing pipeline that's in the portfolio today that's largely presale, as you noted though.

Okay. So you can think about that, it's a bit like drilling oil. There's a finite amount of it. However, we have an incredibly talented team in Hawaii. We've built a real franchise and brand in Hawaii. And if you're a major land owner in Hawaii, and you want a partner to deliver -- turn that land into a valuable condominium product. There's no better place to turn than Howard Hughes. So I expect that what is today a $3 million to $4 million square foot pipeline of new product is going to grow over time as we either buy other land or we joint venture or other property in Hawaii because of the franchise we've built. So there's an existing pipeline, you can sort of value on a DCF basis, and there's an option on the franchise, if you will, and our ability to develop other assets.

And of course, there's the MPC business. And I think, again, people are looking to put -- how do I come up with a metric, what -- profits from PCs and it's kind of grown over time. And so can I -- what's the right multiple and how do I think about it? And that's where I would say, I don't think a multiple is the right way to look at it. We are stewards, if you will, for 21,000 acres of potential residential land. And we set that land up to be sold by generally building out infrastructure. Some of these lots can be sold ultimately to homebuilders who in turn will build homes and sell them to customers.

But we're very judicious in the way that we bring that property to market in that we have a finite supply, we want to sort of optimize between kind of price and volume. We want to make sure that our homebuilders never end up with too much inventory. And we -- as a result, and the way we've managed it, we've been able to -- if you look at the compound annual kind of growth rate in our residential land values on a per acre basis in our various MPCs, it's been, I would say, quite extraordinary.

And we care, obviously, about the cash we generate from any one year's lot sales, but we care more about making sure we do this in a manner where our remaining 21,000 acres continues to increase in value over time. And we help that value grow by being a good developer, by being a good manager of these small cities or these large -- very large scale MPCs, making sure that we're delivering the right product and we're doing it in a way the market is never saturated with excess supply.

And it's a really great business. But it's not one where -- sometimes you're going to be opportunistic, a buyer comes along and wants to buy a large pad in Summerlin, and we make the economic decision that this is a smart thing for us to do today. And a year later, we could say, you know what, we're not going to do any such large sales. In that kind of world, I think, trying to value the MPC business on a multiple of kind of any one year's profit is really not the right way to think about it.

So how should one think about the real estate business? And I think the way we think about it is we come up with kind of an intrinsic NAV or other assessment of the value of the existing assets. And we look to grow that over time. Some amount of it we convert into cash every year. NOI from the stabilized assets, profit from our existing MPCs. And as we sell off residential land, if you will, gone forever.

But one of the things that we've been able to accomplish as a company is while we have a finite supply of land, we've been able to drive price per acre on a very significant basis, which makes that finite supply on a present value basis actually continue to grow in value. So I think the metrics you should think about when you're trying to assess the value of your real estate company is some capitalized value for our stabilized income-producing assets, maybe a present value calculation for our condominium development. And then I think a similar kind of present value metric for valuing the MPC business, bearing in mind that if we choose not to sell land today, it's going to be worth more in the future. And we're just making a decision, is it better to monetize a piece of land -- residential land today? Or are we going to do better holding it for the next year or 2 years and allowing it to kind of appreciate in value?

So maybe not the -- again, this is not a company that's going to be a simple -- you get one number every quarter, and you can put a multiple on it or you can annualize it and get to a value. It's a business where we're going to do our best, and we'll work with Jill. We'll work with the team and coming up with some kind of good sort of KPIs you can track on a quarterly basis to see how much progress we're making.

But the places where I would focus is the growth in NOI, the per acre value of the finished lots that we deliver on each of their communities, how quickly is that growing? That gives you some sense of the value of our remaining land assets and then the progress we're making in terms of delivering economies and the margins that we're generating and then our ability to continue to extend that franchise. So that's real estate.

We expect to close our Vantage Holdings transaction. We remain confident we can get it done by the upcoming quarter, let's say, by June, that process requires certain regulatory approvals. We've had the various meetings and sort of some more has come in the relative short term, but I see no reason why we won't meet kind of our expectations. Now with the addition of a $2.1 billion insurance asset, again, coming up with some kind of consolidated earnings number is really not the right way to think about this business going forward.

And we're going to want to point you to growth in the book value of the insurer and the returns that we're earning on that book value as kind of key indicators of our progress in building a valuable insurance company. I would say both insurance companies today are valued based on precisely that if they can earn high returns on capital, they're deserving of a higher multiple of book value, they are in the low returns, they're deserving of lower multiple.

As we kind of ramp up the investment portfolio from a pure play fixed income portfolio that's externally managed by BlackRock and Goldman Sachs to one managed by Pershing Square with greater emphasis on kind of higher return kind of common stock investments. And as we kind of grow the insurer with a focus on profitability, we expect to be able to build a very profitable, high ROE insurer kind of over time. And we'll do our best to give you metrics to kind of track or come up with your own assessment of intrinsic value of the overall company, keeping you informed on the real estate side, keeping you obviously closely informed on the insurance side.

But this is a business that you should think of based on kind of compound annual growth in intrinsic value as opposed to any straightforward earnings metric? I'm sorry, it's not as easy as a widget company when you look at how many widgets you made and what the incremental margin that you generate from each widget sale. But we do think the ultimate long-term outcome will be one that you're happy about.

The -- I guess the last point I would make is we will spend some time on this topic at the upcoming next quarter meeting, I don't think maybe before the closing of Vantage, but just -- and provide enough time for us to kind of help the market come up with some KPIs to think about kind of big business products.

With that, I'll turn it over to Ryan Israel. Go ahead, Ryan.

Thanks, Bill. And as Bill touched on, I just wanted to really explain to people again why we're so excited to have the upcoming closing of Vantage is the first transaction to really help transform Howard Hughes into a diversified holding company. And as we talked about in December, we think that the insurance business itself is a very good business, and we really think the platform that Vantage has created is incredibly valuable and will [indiscernible] Howard Hughes shareholders benefits.

Vantage itself is actually a very diversified insurance platform across it's more than 2 dozen lines of business, both in the specialty insurance and the reinsurance segments. It's got a great and highly experienced management team. The CEO, Greg Hendrick, has been in the business for more than 30 years and has a very strong reputation.

We also think one of the things that's unique about Vantage is that it has very limited risk to its existing reserves. The company was founded in 2020. And so one of the nice benefits is that a lot of the problems in the insurance industry today in terms of reserving exists because companies wrote business in 2015 to 2019 time frame for which they're effectively underreserved. So Vantage is really sidestepped any of these problems because of how recent it is. And that made it increased our confidence in doing diligence, the company's book value is very strong and it's reserves were appropriate.

Naturally, the company has the appropriate licenses and credit ratings that we think are great. And ultimately, we think what we're doing, the capital that we're putting in and the umbrella from Howard Hughes will be able to enhance those credit ratings over time.

And then importantly, for an insurer, one of the key components for insurers is writing profitably, as Bill mentioned. But the other side, and you could argue perhaps even the more important side for the highest returning insurers over time, is actually the investment returns that they can earn on our portfolio. Every insurance company has flow that they generate for claims that they're receiving cash in today for premiums and then claims will be paid out later to generate [indiscernible]. At the same time, they have a large capital base. And so the combination of those 2 factors really leads to their overall invested asset portfolio.

As Bill mentioned, Vantage has been invested in fixed income, which has a lower return, although we've outlined in December where we think fixed income products actually can have a fair amount of risk as well in a variety of ways.

What we plan to do is leverage the investment expertise of Pershing Square in order to really help improve the investment asset returns over time and naturally then also the returns on equity by allocating a meaningful portion of that investment portfolio towards the common stocks. And based upon Pershing Square's more than 2-decade track record, we think that could be very additive to Vantage's returns on equity and ultimately, shareholder returns.

So the way that we think about Vantage overall is that this business can be a higher return and faster-growing business that we can ultimately use to meaningfully enhance Howard Hughes' overall growth profile, while at the same time, providing a very valuable diversification of its earnings streams as it provides a different type of profile other than the real estate business.

As sort of Bill mentioned earlier and David and Carlos will also touch on, we believe that Howard Hughes real estate business is going to generate a meaningful amount of excess cash beyond what needs for reinvestment, particularly over the coming next few years, and that provides a valuable source of opportunity to be reinvesting in Vantage first in order to pay down ultimately the financing primarily the Pershing Square Holdings preferred stock, but also over time, we think the ability to put in more capital into Vantage, which is earning a very high return according to the strategy, we think we'll be able to implement could be a good use of capital, along with looking for other control-oriented businesses in different business lines over time.

And with that, I'll turn it over to David.

Thank you, Ryan. Look, against that backdrop of the Pershing investment and our announced acquisition of Vantage, 2025 was both transformative strategically, but it was also one of the strongest operating years in our history. And in 2025, I just want to highlight that 100% of what I'm going to talk about in our earnings and cash flow were generated by the real estate platform. Our evolution into a diversified holding company is being funded by a real estate engine that continues to perform at a very high level. And I want to talk about each one of those segments now, starting with Master Planned Communities.

Our MPC EBT hit a record this year of $476 million, driven by selling 621 residential acres at an average price per acre of $890,000. Demand was strong in both Summerlin and Bridgeland, where pricing and margin expectations really exceeded the levels that we have predicted at the beginning of the year. Excluding the bulk sale of undeveloped land in Summerlin, finished residential land sold at a record price of $1.7 million per acre, really demonstrating the strength of our entitled and developed product and the embedded value within our communities.

Strategically, within our MPC segment, I'd like to think that we're not just selling land, but we're really harvesting scarcity. Our communities mature and remaining acreage declines, pricing power, not acreage volume becomes a primary driver of long-term profitability. We make deliberate decisions each year regarding how much land to monetize versus hold based on supply-demand dynamics and long-term value creation.

We also reached a major milestone this year with the grand opening of Teravalis in Phoenix West Valley. Spanning 37,000 acres and entitled for up to 100,000 homes over time, Teravalis represents one of the most significant long-duration growth engines in our portfolio and remains in the early stages of monetization.

Shifting now to our operating assets. within the operating asset portfolio, we also had a record year, delivering full year NOI of $276 million, up 8% year-over-year. I think this increase was highlighted by same-store office NOI increasing 11% and multifamily increasing 6%. This really reflects the strong leasing momentum and the disciplined asset management executed throughout the year. Occupancy across our stabilized portfolio remains healthy.

Importantly, and as Bill highlighted earlier, this segment is our cash flow engine. Unlike MPCs, which generate episodic quarterly earnings tied to land sales, operating assets produce durable recurring cash flow that provides stability to the enterprise supporting both development and capital allocation flexibility.

In the fourth quarter, we completed [indiscernible] along the Woodlands waterway. Leasing has begun ahead of expectations, and we anticipate this asset will contribute meaningfully to NOI growth as it stabilized. Over time, we expect the operating asset portfolio and the NOI associated with it to represent an increasing share of the recurring cash flow of the company.

Now on to strategic development and specifically our condominium platform. Our condominium platform continues to serve as a powerful internally generated capital engine. During 2025, we contracted $1.6 billion of future condo revenue, the strongest year in the company's history. Multiple projects remain substantially presold, including the Park Ward Village at 97%, [indiscernible] at 93%. While condominium earnings are tied to completion timing and can be lumpy, particularly within Hawaii, where Ward Village is home to our highest value developments. Our approach has evolved to significantly derisk execution.

We require substantial presales prior to vertical construction, utilize approximately 60% nonrecourse loan-to-cost financing. Buyer deposits in this financing make these projects largely self-financed, and our presales materially reduced refinancing risk. These developments are expected to generate significant cash flow upon closing, providing capital that can be redeployed across our communities and increasingly across platforms. We view this condo platform as not speculative development but disciplined capital recycling.

Finally, last week, we announced [indiscernible], an 83-acre sports and entertainment development in Bridgeland, anchored by the Houston Texans new global headquarters and training facility. [indiscernible] District exemplifies the value embedded in our land positions and our ability to activate them through thoughtful public private partnerships. This project enhances long-term recurring revenue potential increases the value of the surrounding land and reinforces the power of our Master Planned Communities model. Importantly, projects of this scale are strengthened, not constrained by our broader capital base as a holding company. Overall, 2025 demonstrated both the durability of our real estate engine and the strategically planned evolution of our company.

With that, I'm going to hand it off to Carlos to talk about 2026 guidance and our financial results.

Thank you, David, and good morning, everyone. 2025 results exceed our guidance, and as we look ahead to 2026, we think it's important to provide a framework that reflects normalization and transition. As we transition into a diversified holding company, our reporting framework will evolve accordingly, as you heard Bill say. However, because the Vantage acquisition has not yet closed and because 2025, including an outsized bulk landfill in Summerlin, we believe it is appropriate to provide 2026 guidance to help normalize expectations.

We expect adjusted operating cash flow in the range of $415 million to $465 million. We believe this metric remains the most appropriate consolidated metric as it captures the performance of our operating engines and alliance with how we evaluate capital generation. For MPC, we expect EBIT to be in the range of $343 million to $391 million. Importantly, the expected year-over-year decline is almost entirely attributable to the absence of the Summerlin bulk sale. Excluding that transaction, our 2026 guidance is essentially flat relative to 2025 on a comparable basis.

MPC earnings will remain inherently lumpy due to acreage timing and monetization decisions. Longer term, we view profitability as driven by pricing power and capital discipline rather than linear acreage volume. While remaining acreage declines over time, we expect price per acre to increase as communities mature, supply tightens and underlying land value appreciates.

We believe 2026 guidance reflects a sustainable run rate level of MPC earnings absent large onetime transactions. Our objective in the MPC business is not to maximize any single year's MPC EBT, but to optimize long-term fair acre value and reinvest internally generated capital at attractive risk-adjusted returns.

Moving on to operating assets. NOI is expected to range between $279 million and $290 million, including our share of NOI from our JV assets. This is an implied increase of 1% to 5% compared to our '25 results. Longer term, we target annual NOI growth in the 3% to 5% range driven by same-store rent growth and development stabilization. While individual years may fluctuate depending on timing of lease-up and development deliveries, we believe the underlying trajectory remains durable and predictable.

Moving on to condominium. Condominiums under construction and in predevelopment, which are substantially presold, represent approximately $5 billion of remaining expected gross revenue over their life, resulting in an estimated $1.3 billion in profits on a 25% margin. We expect to recognize approximately 40% of these revenues between 2026 and 2027 with the remaining 60% recognized between 2028 and 2030.

Our newest towers, Melia and ‘Ilima, are expected to close in 2030 and represent 41% of this future revenues with margins exceeding 25%. For 2026 specifically, we expect condominium gross revenue of approximately 700 to -- $720 million to $750 million, with estimated profit of $108 million to $128 million at margins of 15% to 17%. This is driven primarily by closing of the Ward Village.

These margins were impacted by infrastructure work primarily related to electrical work needed to support future development. However, this cost will benefit our future towers, and we expect to see cash margins in the mid-20s except, as I mentioned from Melia and ‘Ilima, which we expect to be in the high 20s when they close in 2030. This backlog provides meaningful visibility into near-term cash generation, which we expect to redeploy across our portfolio and increasingly across platforms.

Turning to G&A. For 2026, we expect cash G&A to range between $82 million and $92 million with a midpoint of approximately $87 million. This includes assumed inflation growth compared to last year as well as a shift in the mix of compensation from noncash to cash. Please note that this range includes the $15 million in annual base fees paid to Pershing Square, but excludes the variable fees, which are based on quarter end stock prices that could be volatile and difficult to predict. Looking forward, we view approximately $87 million as an appropriate operating baseline for the current scale of the organization. We would expect that baseline to grow modestly over time, generally in line with inflation and incremental scale, excluding stock-based compensation.

Now let me spend a moment on refinancing and capital structure. We recently refinanced and upsized our 2028 $750 million senior notes with $1 billion of new notes due in 2032 and 2034. This refinancing occurred following the announcement of the Vantage acquisition and provides an important external validation of our capital structure and strategy.

Both branches achieved the tightest credit spreads in the company's history. 191 basis points for the 6.25-year tranche and 198 basis points for the 8-year tranche, significantly tighter than the prior best spread of 295 basis points achieved in 2017. Both tranches traded at or slightly above par following issuance and continue to trade at or on par with active secondary participation, reflecting balanced execution and constructive market reception.

We also received a modest upgrade from S&P, reinforcing third-party recognition of our balance sheet strength even as we expand the company's platform. With respect to the Vantage acquisition specifically, we approached the financing conservatively. We modeled cash flows under a range of downside scenarios to ensure that the transaction would not impair our ability to finance or the flexibility of our real estate operations.

The additional Pershing preferred investment of up to $1 billion carries a 0% coupon and represents permanent capital with no fixed cash cost and provides HHH the optionality to redeem when liquidity and capital allocation priorities make it appropriate. It adds meaningful equity support to the balance sheet without increasing fixed cash obligations. We believe this structure enhances flexibility and positions the company to grow while maintaining prudent leverage parameters.

And speaking of leverage, let's spend a moment on our leverage philosophy. We do not manage the business to a fixed net debt-to-EBITDA target, given the lumpiness of real estate earnings, that metric cab be misleading. Instead, we financed each segment based on asset characteristics while maintaining meaningful liquidity to complete projects and withstand severe downturn scenarios.

Operating assets typically carry 60% to 65% loan-to-value property-level debt balance with a meaningful pool of unencumbered assets. MPC land remains unencumbered, except for short-term reimbursable infrastructure facilities. Condominium projects utilized approximately 60% nonrecourse loan to cost financing and have substantially result significantly reducing maturity of risk. We believe that our pro forma leverage following Vantage will be supported by incremental earnings capacity, enhanced diversification and asset backing.

As operating assets grow and recurring NOI increases, leverage may rise modestly in parallel with asset value and cash flow, not through incremental development risk. Across all segments, our objective remains a conservative flexible balance sheet, supporting long-term value creation.

We are now ready to take questions. Operator, please open the line.

[Operator Instructions]

And to be clear, we will take questions both from analysts and individual investors. So it's an open Q&A.

Our first question comes from John Kim with BMO Capital Markets.

I wanted to ask on the kind of margin for [indiscernible] related to infrastructure work, was that unexpected those costs? And maybe if you could talk about cost pressures overall development. I think you mentioned mid-20s margins on the remaining towers versus I think it's a little bit lower than what you achieved at Victoria Place.

Thanks, John. I appreciate the question. And it's one that we're focused on closely, obviously. The infrastructure costs that are going into Ward Village, including the upgrade of water sewer and electric that Carlos mentioned in his prepared remarks, we're all anticipated. Given the location of Park Ward Village and the size of Park Ward Village, it has a slightly disproportionate share allocated to it, but that will benefit future towers as they'll have a smaller amount allocated to it. And this is one of those rare towers where the GAAP margin that Carlos provide guidance on and the cash margin are slightly disconnected as a result.

A couple of other things are impacting the margin at Park Ward Village. One, it's the second row tower. So it clearly shouldn't have the same margins as Victoria Place, which was a front row tower. And two, it has a slightly greater amount of retail than most of the towers that we've built in the past. That retail square footage, obviously, we don't sell. So the cost to build it is still there and the revenue associated with it is future NOI, not sale price per square foot.

If you compare another comparable tower, a second row tower like [indiscernible], which we sold about $1,100 a foot at a 25% margin versus the Park Ward Village at $1,500 a foot and a 17% to 19% margin, that price per foot profitability is almost on top of each other and does not take into account the incremental NOI will generate from 10,000 additional feet of retail space.

Okay. And my second question, maybe for Bill, you talked about how to value Howard Hughes going forward. It sounds like from your commentary, you plan to maintain ownership of the commercial real estate portfolio. But given this is a high margin, but probably a lower return on invested capital business would you consider changing your strategy and monetizing the commercial portfolio? And maybe if you can comment on the 30 acres sold in your commercial portfolio -- on commercial land in the [indiscernible]?

So we take a very long-term view with respect to commercial real estate holdings in our kind of core MPCs. We think that one of the things that's made the kept occupancy high and rental growth growing during very challenging periods like COVID and other sort of economic downturns is the fact that we don't have the same kind of competitive dynamics that you would if you had multiple kind of owners of your assets.

Over time, we've considered, do we bring in a partner, sell a 49% interest in certain assets. That is, of course, something we could always consider in the future, but we do think there's a lot of value taking the long-term view in controlling our destiny and really limiting the competition that would be afforded by having someone be a major owner of commercial assets within our communities.

And then with respect to the 30 acres, I mean David could speak to it, but we generally don't like selling commercial land ever. But there are times when there's, for example, a user or an anchor that we think is going to bring a lot of value to the surrounding property and their sort of mandate is they have to be an owner because they're planning to be there forever, and we -- we struggle with that, but we ultimately have made some sales. Those were not driven by return on capital decisions, they were driven by the fact that the user insisted, if they're going to move the Chevron headquarters, for example, to our part of town, they want to own the asset outright as opposed to have a lease.

David, anything further there?

Yes. The only thing I would add is that 30 acres that were sold this year, this quarter were really on the edges of the Woodlands. It wasn't the commercial land that we own in the city center. We consider that land incredibly valuable. Some of this out on the periphery that was sold to educational and health care users are adding to the community, but it was not what we would consider some of our highest-value commercial land for future development that will create outsized risk-adjusted returns and recurring NOI.

Our next question comes from Alexander Goldfarb with Piper Sandler.

Bill, just following up on Vantage, had a chance to touch base with our insurance analyst and just going over the combined ratios, real estate [indiscernible] learns about property and casualty. And the combined ratio at Vantage seems a bit higher than where the peer average would be. And I believe last time on the call, you spoke about the profitability improvement. So as we look to that platform in Vantage's overall profitability, what's the sort of time line that you would think we would see that? Is that a year? Is that 5 years? Is that 2 years? Like how should we think about profitability improvement at Vantage once you guys consummate the deal?

Sure. So I would start with by saying that Vantage is a brand-new insurer, and they're really in the process of getting to scale. They built the infrastructure for a much larger company. And as they grow their insurance business, they can sort of amortize those costs over a bigger base of revenues. 2026 is really the first starting to be more meaningfully profitable year for the company. And I think you should continue to see the benefits of just the scale economies, if you will, or the operating leverage inherent to growth.

I think on top of that, beginning later this year, we're going to be making changes to the way the portfolio is being managed. And if we do a good job, as I expect we will, I expect we will be able to earn higher returns on assets, which will lead to an overall kind of more profitable insurer. But it's not Vantage is sort of going according to their original business plan, I would say. And the owners took a long-term view. They made the necessary investments in infrastructure people and otherwise for this to be a very successful multi-line specialty insurer. And as they get to scale, they'll naturally become more profitable.

Yes. And I would just 2 quick things to that. First of all, when you -- we put out some materials on this over sort of the fall and winter last year. But I would say well-run insurance companies [indiscernible] some of the lines Vantage participates and often have combined ratios that are in the low 90s. And the way we like to look at it is you can disaggregate the combined ratio into 2 key components. One would be your loss ratio, which is just literally what is the profitability or the losses that you have on the insurance itself and then one is your SG&A ratio.

And typically, and ensure that would be operating at sort of this lower 90s combined ratio would have a loss ratio on the insurance, it's something in the low 60s. And then they would typically have an SG&A ratio around 30%, maybe plus or minus a few points. And the way we think about it is Vantage is very well on the path historically already to having a loss ratio that's consistent with what you would want to see for a well-run insurer. It's really that the SG&A has been high because they had made a lot of investments to get the platform up to scale before the business had actually achieved the scale. So they were billing ahead for the future.

They have really grown the business now to a level at which we believe that they are going to be benefiting from all of the investments that they have made previously. And therefore, going forward, we think they're really going to be able to get that SG&A ratio down to something that we think would be more fitting for a company of its size and scale going forward. And that's one of the things we're excited about.

So we like the fact that they have a good history of having what we think is a very strong loss ratio given their lines of business and that where we think the SG&A ratio will have some embedded operating leverage, if you will, because they've really built this business going forward. So I would say we feel very good about the path from here to getting Vantage in line with where we think a lot of well-run insurers will be just naturally based upon the business plan that the company has implemented and already achieved.

The second thing I would point out, though, is Vantage actually is currently profitable, both in terms of the combined ratio that they're achieving today and what we think they will going forward. And then as Bill mentioned, we think we'll further benefit sort of the growth in net income or book value based upon shifting the portfolio to what we think will be a higher return strategy going forward as well.

Okay. And then second question is housing affordability is clearly a big topic today. There's the whole SFR -- well, I don't want to say debate, but executive order out there. But there's also a build to rent seems to be something that is looked favorably on -- you guys have created a lot of value in terms of what people see in terms of living at your MPCs. But is there more opportunity that you guys can do on the affordability front with build to rent or other initiatives to sort of broaden out the number of people who can buy homes or your view is, hey, when you look at the mix that your MPCs provide, you sort of are hitting all the different price points and all the different income levels that would be appropriate for residential within your submarkets?

Great question, Alex. Thanks. I would tell you that we focus intently across all of our MPCs. Because as you know, when we sell land to homebuilders, we're dictating the size of the homes, the setback of the homes, the design of the homes and the implication is really the price of the homes. So as we're selling dirt to homebuilders, we're trying to hit the broadest range of home prices out there so that we can attract the widest swath of buyers with the most diverse backgrounds and incomes. Single-family for rent has been a modest part of our portfolio. We've done one small community in Bridgeland, and it was really to fit a need that we saw within that community.

And I think that our traditional kind of more dense multifamily product, it's part of that need as well. And as you know, we're always developing to meet the deepest pockets of demand within our communities. So I would tell you that we work hard to try to address the affordability to try to hit price points at all places within the spectrum to attract buyers. And I think SFR is a strategy. I think it's a very small one for us as there's a lot of existing inventory in communities like Summerlin, like Bridgeland, like the Woodlands, where there is kind of that non-institutionally owned but shadow market of homes for rent.

The next question comes from Eli [indiscernible], who's Individual Investor.

As the company moves towards a diversified holding company model, how are you thinking about priorities for extra cash acquisitions, paying down debt or buying back shares?

Sure. So we think our first priority for excess cash that's generated. I define excess cash as cash not needed to be reinvested in our communities at Howard Hughes. We expect over the next several years to generate a fair amount of excess cash in that number to grow materially over time. But the first priority is when we close the Vantage transaction, Howard Hughes will own a majority economically of the company will own 100% of it legally. But as Pershing Square is providing a substantial portion of basically bridge equity to enable the transaction, I think the first priority should be for Howard Hughes to own 100% of the insurer. So depending upon that, how much of the preferred is outstanding as much as $1 billion, that will be the first use of excess cash.

Once the insurer is 100% owned by Howard Hughes, then incremental excess cash would be used principally to make other operating investments in other operating companies. potentially, we could put more capital into the insurer, but we could also invest in other businesses.

And I am not showing any further questions at this time. I'd like to turn the call back over to Bill Ackman for any further remarks.

Sure. So look, our original thesis on helping transform Howard Hughes into a diversified holding company, it was based on the fact that while management has done an excellent job with the company, we've really built a focused, very successful MPC condominium business in the company. It's not gotten the recognition. We argue it's deserved as a public company. And a big part of that in our view was that the market assigns sort of too high a cost of capital to kind of the core real estate development and land ownership business.

So I'm pleased in some sense that in a relatively short period of time, about 7 or 8 months, I think there's pretty good evidence that our cost of capital is coming down. A 120 basis point tighter execution on a bond issue is a very good. That's a massive -- it's about 40% reduction in our cost of debt capital on a spread basis. And our stock price is up about 20% or so from the time that the transaction was announced. I still think the stock is super cheap. We'll have to -- we've got more progress to make. I think we need to do a better job helping investors understand the business.

There continues to be some turnover in the shareholder base from, I would say, more traditional pure-play real estate investors to investors that are open to investing in a diversified holding company. And yes, while we've entered into a transaction to core Vantage, we haven't closed, that's kind of upcoming. But I'm very pleased with the progress we've made over the past 7, 8 months and the company itself, the real estate operation is really running on all cylinders.

And we're in a world where I would say, unfortunately, some of the more blue states and particularly one that city I'm living in today is operating in a way to actually encourage people to move to places like Texas and Arizona and Las Vegas and Hawaii. And I guess I'm hedged because I live in New York, but we benefit as people leave the city and move to -- move to communities like the ones that are managed by Howard Hughes.

But I appreciate your participation on the call and look forward to being back to you in a few months. Thanks so much.

Thank you. Ladies and gentlemen, this does conclude today's presentation. We thank you for your participation. You may now disconnect, and have a wonderful day.

Good day, and thank you for standing by. Welcome to the Howard Hughes Holdings to acquire Vantage Group Holdings Ltd. Conference Call. [Operator Instructions] Please be advised today's conference is being recorded.

I would now like to hand the conference over to your speaker today, Joe Valane, General Counsel. Please go ahead.

Good morning, and welcome to a special conference call for Howard Hughes Holdings. With me today are Bill Ackman, Executive Chairman; Ryan Israel, Chief Investment Officer; David O'Reilly, Chief Executive Officer; and Carlos Olea, Chief Financial Officer.

Before we begin, I would like to remind everyone that certain statements made today that are not in the present tense or that discuss the company's expectations are forward-looking statements within the meaning of the federal securities laws. While we believe that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that these expectations will be achieved. Please see the forward-looking statement disclaimer in this presentation and the risk factors in our SEC filings for factors that could cause material differences between forward-looking statements and actual results. We are not under any duty to update forward-looking statements unless required by law.

With that, I will turn the call over to Bill.

Thank you, Joe. Why don't we really begin with very high level where we started, which is in May, earlier this year, Pershing Square entered into a transaction to acquire a 15% stake in Howard Hughes, as part of the plan to transform Howard Hughes into a diversified holding company. What we've shared since May is the initial part of our business plan was planned to build or acquire an insurance company that would become a base to build a diversified holding company.

And we're taking a page from Mr. Buffet & Bircher Hathway, the early days of Berkshire. Buffett acquired a small insurance company and manage that insurance company in a very interesting manner differently from other companies, took very relatively low insurance risk with the goal of underwriting profitability as paramount, used much less leverage than a typical insurance company, but invested a substantial portion of the investment portfolio in common stocks and created an insurance operation that generated 20% plus returns on equity over a 60-year period of time, building a substantial majority of the value of that company.

Learning from Mr. Buffett, we've taken a similar approach and we began a search for either a management team to hire and build a business behind or a company that we could acquire at a price that made sense for Howard Hughes that we could build into a core of this business. And we're delighted to report today that we've done the latter, which is certainly our preferred choice because building from scratch takes time. The company we're acquiring, Vantage has been built from scratch. It's been a joint venture of 2 highly respected private equity firms, Hellman & Friedman and Carlyle, effectively a 50-50 joint venture. They recruited a very talented management team and built the company, the systems really every element of the business with a plan eventually for a public offering.

We were introduced to the Vantage team, actually by the team at Jefferies and the private equity owners. And that began a conversation that led to this transaction. The path -- the private equity strategy is one where ultimately they're seeking liquidity in -- I think, their business plan was to take the business public. What we offered is an all-cash execution at a full and fair price that enabled all parties to be excited about a potential transaction.

The purchase price is $2.1 billion in cash. That price represents 1.5x this year, 2025 estimated book value. It's a lockbox transaction, so to speak. So the earnings accretion that takes place between the signing of the contract and closing enures to the benefit of Howard Hughes as the 100% owner of the business, that anticipated growth in book value over the -- between now and when we close the transaction, should bring down the purchase price to effectively 1.4x book value, which we think is a very attractive price for the platform that we're -- and team that we're acquiring as part of this transaction.

We intend to close the transaction as promptly as practicable. Insurance companies have a significant regulatory review. This is a -- both a Delaware and a Bermuda-based insurer. We require approvals from both jurisdictions. The sources for the transaction come from $1.2 billion of Howard Hughes' balance sheet. That's some of the $900 million of capital we invested plus excess cash at Howard Hughes, still leaving a nice cash cushion in the real estate subsidiary to run that business. We provided an up to $1 billion backstop on extraordinarily favorable terms for Howard Hughes. And by the way, this is a -- there's no commitment fee. Howard Hughes were to find a superior form of financing, you could choose to pursue that financing.

One of the things we committed to do when we did this transaction in May, is to bring the full resources of Pershing Square behind Howard Hughes, including myself and Ryan Israel, who became officers of the company and the full Pershing Square team, which works alongside the Howard Hughes team in executing upon this transaction, due diligence, and we'll continue -- and we've really had a fabulous working relationship ever since.

The terms of this preferred stock are basically mimicked. It's effectively what we're doing is Pershing Square Holdings is going to own preferred stock that really behaves like common stock in all respects in this insurance subsidiary. And we've given Howard Hughes, the ability to buy it back from us as quickly as they can or it can, I'm speaking now from Pershing Square's perspective and the preferred holding perspective, at the same effective purchase price, the 1.5x book value.

So since it's historically been a real estate company and real estate parlance, the way I would describe this is we're buying insurer at kind of an earlier stage of existence. It's a building in the process of leasing -- being leased up and getting to a sort of full profitability.

And we're going to improve that profitability by Pershing Square managing this asset. So we're sort of buying it at an 8% cap and it's going to turn into a 5% cap asset, but we're giving Howard Hughes the ability to buy out our interest at that same going in multiple. And if we are successful as we expect to be here in Vantage continuing to be actually improving its profitability on the kind of liability side of the balance sheet on the insurance operation, if we can prove the investment of the assets, this business will be worth considerably more than 1.5x book value over the next several years when Howard Hughes will likely exercise its option to buy out its interest from the company.

What attracted us to Vantage, among other things, was a highly diversified portfolio of businesses -- of business lines in which they write business that makes it reduces its exposure to any one sort of sector of the market. What this means is the company can be very opportunistic in writing the business that only makes sense. And that is what we mean by buying a platform. The insurance market is notable where different segments of the sort of the sort of different lines of business are -- in sometimes the market is attractive. Other times, it's not. And the key to a successful and profitable operation is playing when the price is right and stepping aside when it's less attractive, much easier to do so with a diversified portfolio of business.

Management team is extremely experienced, decades of experience prior to forming this company. One of the benefits of buying a business that's only 5 years old is we don't have to worry about asbestos liabilities hidden that were entered into 30 years ago. It's a very clean portfolio, relatively easy for us to underwrite the liabilities, all the necessary licenses in place, an A- S&P and Best, credit ratings.

The balance sheet is very well capitalized. The company really has made it focused really entirely on the insurance business and not on the management of the assets. All of the assets have been outsourced to I think, a combination of BlackRock and Goldman Sachs, think a highly rated fixed income portfolio with thousands of CUSIPs. It's not a -- the goal there was to -- there was no surprises, not to achieve anything particularly interesting in terms of investment returns. And it's -- we start out with a great balance sheet and a portfolio that ultimately under our management, we expect we can earn much more attractive returns.

Lastly, we'd like the size of Vantage. A smaller company would have taken us a lot longer to build into an interesting enterprise. Vantage is at a scale which is -- it enables it to write lots of different businesses and be attractive to its customers and is a very highly material transaction in the transformation of Howard Hughes.

With that, Ryan, why don't you take us through some of the details on the company.

Sure. So as Bill mentioned, Vantage is a leading specialty insurance, reinsurance and third-party partnership capital platform. It was formed in 2020. As Bill mentioned, it's a combination of 2 private equity firms and the founding management team, including the CEO, Greg Hendrick. In terms of some details over the last 12 months ending September, the company has written about $1.2 billion premiums that's roughly evenly balanced between the specialty insurance business, which is about 60% of that and 40% in the reinsurance.

And one point here the reinsurance that the company does is much more specialty in nature and has almost no exposure to catastrophe insurance, which is what is typically thought of in the industry to be the primary focus of reinsurance. And so it really is differentiated both in its primary specialty insurance and the reinsurance portfolio, which we think is highly advantageous. Another thing that we like about the business is AdVantage, which is their third-party asset-light capital vehicle that does some reinsurance in the property and natural catastrophe space. What we like about that is for the business, it's actually a high-margin asset-light fee stream, and that deployed about $1.5 billion of capital this year. Overall, the book value is about $1.3 billion as of September. As Bill mentioned, we would be expecting that to increase going forward until we close the acquisition at some point next year in the first half. Very strong credit rating and just under 370 employees.

The business is highly diversified both across its business lines and the duration of its reserves as Bill mentioned, one of the things we really like about the business is a highly diversified insurer, which with Vantage has about 2 dozen different lines. We've shown about a dozen on the page just to give you a general flavor of the areas in which it participates.

The advantage of that is you can play in the markets where the pricing is the best. At the same time, to the extent that in the insurance business, you inevitably get certain things wrong, no one mistake is going to have a huge impact on the company, which we think provides a better opportunity for growth, while at the same time being less risky. Similar story with the duration of reserves, very strongly balanced portfolio across short-tail lines, medium tail lines, and longer, pretty evenly balanced between the shorter medium and longer tail lines of business. And what's nice about that is, ultimately, the longer tail lines provide more float for investment income, but the shorter tail lines give you more certainty into making sure that the policies that you've written, if you made any mistakes, you can quickly fix them.

As I mentioned on the prior page, overall, a very important point for us is there is very limited catastrophe reinsurance exposure, less than 1% of overall gross written premiums this year. So the management team, as Bill mentioned, is also very strong. Greg Hendrick, who is a co-founder and has been with the company and helped create the company since it started 5 years ago, a very good executive, had nearly a 35-year career in the space overall working for several different companies. The last role that he had was the CEO of AXA XL before it was sold and very strong tenure and track record there and has a very strong team underneath him as well. And I think one of the things that's important to point out on this page is actually a lot of the executives have been on this since Vantage started but actually have worked with Greg at some prior companies before.

So this is a team that, while the business has been around for 5 years and is very strong, also has a lot of prior experience in working together, which we think is an added benefit.

Just to give you a few kind of key financials on the business. All of these numbers are kind of as of the end of September on the prior 12 months. So we would expect given the business is growing that they will be increasing over the coming months and years. In terms of the overall business that has been written, the gross written premiums, the company is doing about $1.6 billion but they don't maintain all of that business. And therefore, the net retention of those premiums is about $1.2 billion, just over 70% of what they write, they ultimately retain. And then what's earned on the income statement that you would see is just under $1 billion overall for the 12 months ending September 30.

The company's loss ratio is about 61.4% as of this period as expense ratio is just under 36% for a combined ratio of 97%. And one thing I would point out here is that when we look at a lot of different P&C companies over time that have achieved scale that expense ratio is a fair amount lower than 36%, which Vantage has. A lot of times, it gets close to that 30% or even sub 30% ratio.

Vantage because it was started just 5 years ago is now getting to the point where we believe they have sort of the minimum efficient scale. They've made a lot of investments appropriately to get to this point, but we think going forward as the company writes initial business, we'll see some real leverage in that expense ratio going forward because they've already made the necessary investments on which they can grow in a highly incremental way in the future.

Overall, the company is showing about a return on equity this year of about 13%. We've put it a pretax number because as of right now, the company is not paying taxes. We expect over time, they are likely to pay still working on sort of the exact tax structure, which will have a better idea and finality on as we get closer to the close. In terms of the balance sheet on the right-hand side of the page, the company, as I mentioned, is about $1.3 billion of book value to date. Its invested assets are a little over 2x that level of just under $2.8 billion, as Bill mentioned, a very safe in terms of its fixed income portfolio, very little credit risk, a lot of government securities and about 10% cash.

One thing I would point out is, in general, companies tend to pay 1% to 2% and 10% to 20% of the profits to have a manager like Pershing Square manage their assets for them. But under our services agreement, Howard Hughes, Pershing Square will be managing this $2.8 billion portfolio for free. So no incremental fees. Just on the management fees alone before any profits, that could result in a kind of $30 million to $60 million annual savings which we think is a very valuable thing for Vantage and ultimately, Howard Hughes shareholders and really highlights what we think is a very attractive services agreement for the Howard Hughes shareholders overall, and in particular, with this transaction.

So now I'll turn it over to Bill, who can kind of walk through some of the key value drivers for Vantage under Howard Hughes ownership.

So we think Vantage is a very attractive insurance company on a stand-alone basis but one that becomes an even better business when it becomes part of Howard Hughes and part of a diversified holding company.

Among other things, Howard Hughes provides incremental credit support and just overall kind of a reduction in risk by virtue of being part of a holding company type system. Howard Hughes has other sources of cash that the real estate business over time, we expect to be a major driver of cash flow that we will not be able to invest in the communities, sort of excess cash that will go to the holding company. That's -- those are resources that could be deployed in the insurance business.

Of course, as Ryan mentioned, the fact that we're going to manage the assets for free, that's the best deal ever in the insurance industry and the business itself, we think just the natural operating leverage of getting to scale, we think will make Vantage a much more profitable insurer. And there are meaningful differences between an owner like Howard Hughes, which views Vantage as a permanent lifelong holding, if you will, than a firm -- private equity firms, and again, 2 of the most talented firms in the industry, the buyers here, but their business model requires returning capital to investors within a finite period of time. When you're building a business with a goal of returning capital in 7 years, your -- the way you think about that business is different than if you were to own that business with a forever timeframe.

One of the first things we're going to really make clear to the Vantage management team and something we've spoken to them about over time. So our focus here is going to be on profitability, not rapid growth. We're not looking for an exit. This is an important core holding of Howard Hughes, and we want to build one of the best insurance operations in the world.

One of the other benefits of being part of a consolidated enterprise, even if we're -- Vantage were an independent public company, would have the normal pressures associated with meeting analyst expectations. And typically, that comes with expectations of premium growth and the nature of the insurance business, as we've learned over time, followed many successful and some unsuccessful companies is you never want to be under pressure to write business.

You want to pursue the business that makes sense and you want to step aside when there's nothing to do. It's much harder to do that if insurance is your only source of profitability. Howard Hughes does not have any -- the team is not -- it's historically been a real estate company. It was really important to us that we bought a business with a highly experienced team.

And we spent a fair amount of time with the Vantage team over the last several months, and we're very excited about the opportunity to work from them, to learn from them and to work on building business with them. And I think the -- we -- our sense is obviously, the full Vantage management team didn't hear about this transaction until late yesterday. But this is a very, very comfortable home for Vantage and for its team, and we're very excited to have the opportunity to meet all of them and work with them over time.

And then Pershing Square's ownership of Howard Hughes, we think, is another important leg to the stool. So Pershing Square today in affiliates, we own 47% of Howard Hughes that also gives the company the flexibility to not be focused on kind of short-term objectives, but to build value for the very long-term. Insurance companies fundamentally make promises some of which extend many years into the future, the creditworthiness of an insurer is critically important.

Vantage starts with an A- rated balance sheet. We think that credit profile improves materially by becoming part of the Howard Hughes family. And then the fact that Howard Hughes is backed by Pershing Square well, it's not technically a subsidiary because a technical subsidiary would be a 50-plus percent ownership. We think of Howard Hughes really much the same way as a majority owner would think of a business, hence, our willingness to provide $1 billion of effectively bridge equity here without a commitment fee.

And over the last 15 years, we've been very supportive of Howard Hughes' business and stepping in periodically when capital was required. We don't think that capital will be required here other than with respect to this transaction, but having a very strong, well-capitalized owner. Pershing Square owns Howard Hughes in 2 pieces. About 2/3 of our ownership is through a company called Pershing Square Holdings, which is a London Stock Exchange listed entity with $20 billion or so of assets, also in S&P A- rated company.

And then we also have -- the other piece is held by the Pershing Square management company, what some people call the GP, the entity receives the fees from the funds that we manage. That is also a very valuable net debt-free enterprise. We have not yet sought a credit rating, but I think it would be likely in excess -- or certainly in the A category as an unlevered, highly profitable business with recurring cash flow. So Howard Hughes has the benefit of a very creditworthy 47% owner, and that enures to the benefit ultimately of Vantage and its policyholders. We've sort of graphically reflected this on this page, sort of 2 layers of support, supporting Vantage, which itself on a stand-alone basis is an A- rated company.

So following the transaction close, we expect to invest additional primary capital advantage. This will delever the company's balance sheet. One of the things we've talked about that was sort of unusual that Buffett did, but we certainly today understand the logic. Most insurance companies operate, let's say, they have $1 billion of capital. They'll typically write $1 billion of premium a year. Buffet with $1 billion of capital would write $300 million, $400 million, maybe $500 million of premium a year. So much lower leverage insurance operation.

And typical insurance company might invest as much as 3x their capital. So in that example, the $1 billion capital example might invest $3 billion, but would have a portfolio very much like the Vantage portfolio almost entirely fixed income. What Buffet did was took 100% of the float invested in short-term treasuries where he took no risk, and then he invested about approaching 100% of the equity in common stocks. And he managed the insurance company in a very low leverage fashion.

We think that approach a low-leverage insurance operation, coupled with a low leverage investment operation with a portion of the portfolio in common stocks yields a higher return, lower risk overall operation. We have not yet begun the conversation with regulators. Of course, the Vantage team reached out where we'll be shortly reaching out to the various regulators and rating agencies, but we'll begin a dialogue about our business plan and the plan is to gradually increase Vantage's allocation to common stocks. And this is where Pershing Square can bring significant additional value to the company.

It's, I guess, anticipating my words on the previous page, here sort of the bullet points. But the beauty of a low-leverage insurance operation is that when the business is really good, you can put the pedal down and pursue those opportunities. But you can also comfortably step away. It's a win for the policyholders because the company has much more underwriting capacity and creditworthiness and managing the assets in a less leveraged fashion and a minimal higher-return fashion, we think, will ultimately lead to kind of a better long-term outcome. But these are sort of the key prongs to kind of the asset liability strategy for the company.

Last but not least, on the investment of the assets as many of the people on this call understand, we entered into arrangement that was somewhat unusual in May with Howard Hughes, where I became Executive Chair. Ryan became CIO. We take no cash or equity compensation or options or otherwise the full Pershing Square team from finance, accounting, legal, transaction execution, make your list capital markets, et cetera, as we make available to the company, and we receive a management fee -- base management fee and a management fee -- variable fee from Howard Hughes. In exchange for that, we bring all of those services.

One of the important services we're bringing here is the management advantages assets for no fee, and that will enable the company to earn a much more attractive return. We highlight on this page kind of the long-term record of Pershing Square, if we didn't charge fees to our investors. So it's been a 21.5% compounded return for the last 22 years. That's 1,080 basis points per annum above the S&P. Many people think beating the S&P by 100 basis points over a 20-year period of time would be a major accomplishment. There are very few investors in the world who have beaten the S&P by 1,100 basis points per annum over that period and a largely unlevered or very modestly levered strategy in recent years.

Our business model began as a traditional hedge fund with open-ended funds where money could come and money could go as we've described in our insurance presentation at our annual meeting, over the course of that history in the 2016 timeframe, we made a very unfortunate investment in a company that where we lost money, which itself is a bad thing. But what compounded the mark-to-market losses for the firm is that investors -- we had a perception that investors would redeem and people started betting against the firm by shorting our portfolio and then investors did redeem which required us to liquidate assets. Having been through that experience, we made a decision to become really a effectively entirely permanent capital firm. So today, 95% of the assets of Pershing Square are in public vehicles in which we're the controlling shareholder.

And the beauty of that is we're not subject to the risk of capital flows coming in, which in the earlier years of Pershing Square were highly dilutive, capital kind of a run at the bank, so to speak, which was the experience we had in the kind of beginning in 2016, '17 timeframe. So by the end of 2017, we exited the open-end effectively exited. We didn't force anyone to leave, but we -- every investor who wanted their capital, we give them their money back. And we've managed for the last 8 years with a permanent capital base. And our results have improved significantly. On a gross basis, again, gross, a fee basis, which we think is a relevant metric here because we'll be charging no fees to Vantage.

We've earned a 28% compounded return for the last 8 years, that's 1,360 basis points above the S&P at a time when the S&P has been a very strong performer, a mid-teens return for the S&P is pretty extraordinary. Our returns have been approximately double that on an annual basis with vastly larger margin. I attribute some of that, obviously, to the permanent capital, but also a lot of it to the fact that we have a team that's worked very closely together over more than a decade, Ryan and I, Ryan joined Pershing Square 17 years ago, and the investment team has an average tenure of comfortably more than a decade working together, which is also very unusual in our industry. And we also showed the last 5 years, which is the period that people often focus on.

We show net returns here. One, because regulators require you to show both gross and net, even if the relevant metric here is gross. But to point out that the fee savings is highly material. The fee we charge effectively 510 basis points of fees with the management fee and incentive fee over the 22-year history of the firm, and we will not be charging. The power of compounding that 5% is a very material difference. The difference, I think it's been a 70-fold return had you invested in Pershing Square at the beginning of time and paid note fees. Net of fees, that number is more like 27 fold. So it's a very material benefit that we were bringing to the Vantage transaction, and ultimately, to Howard Hughes.

I want to turn it over to Ryan to talk a little bit about plans to how the company is going to improve its operating profitability.

Yes. So as I mentioned before, the company right now is expecting a combined ratio for this year of 96% versus on the prior page, as I said, something closer to 97% for the 12 months ended September 30. And really, we believe that there's an opportunity to bring down that combined ratio into the future. And it really relates to the company scaling up more. We think, as I mentioned, the company's achievement in efficient scale, which is allowing it to write at a 96% ratio, which is pretty good overall relative to the peer set.

That said, given the company's focus on specialty lines, on its diversified business and really just the strength of the team. We actually think that the company grows, there can be some real improvement in that combined ratio going forward. We also think, at the same time, one of the benefits to Vantage of the Howard Hughes acquisition is being inside of the holding company as a subsidiary gives company the ability to write business at the right time in the right way, removing some of the pressures that it has when it's not right to write that business.

We think that the combination of sort of improved scale over time as well as being part of a holding company, which allows it to candidly just operate we think, in a better way than it could as a stand-alone public company or under ownership in the private equity market is something that will help the business improve its underwriting profitability, both of which will ultimately lead to an improved return on equity in the future under Howard Hughes ownership.

So the way that ultimately, we think we see the future for Vantage under Howard Hughes ownership is a business which can earn even higher returns on equity what's currently doing. As I mentioned, right now, the business is about a 13% return on equity, we believe, over time due to the combination of improved underwriting results and then everything coming from the holding company structure and Pershing Square's fee-free investment performance with a greater allocation of common stocks can allow the business to ultimately a achieve high teens or even greater return on equity over time while doing so with much lower risk, which we think is a very attractive and valuable proposition in the public markets.

To sort of highlight that, we've shown on this page sort of how insurers are valued in the public markets based upon the return on equity and where they sit within certain categories. So if you look, the first handful of companies are kind of pure-play specialty providers, which earn attractive high teens to low 20s ROEs. And those companies actually trade anywhere between 2x and 3x book value.

At the bottom of the page, there are a couple of insurers, Arch and AXA, which traded a lower than 2x book value multiple, but have a lot more exposure to the natural catastrophe reinsurance markets, of which Vantage has very limited exposure, as we talked about before, stepping away through the complexion of different types of business models and all the comps that we've shown here, we think it's reasonable to think that companies that earn a high teens to 20% type return on equity in the public markets despite some differences in business mix, tend to trade north of 2x book value.

Which, of course, makes the effective acquisition price of 1.4x -- obviously, we think a very appealing in light of our business plan for the company.

And so as we mentioned here, the effective purchase multiple at the time of the close is about 1.4%. As Bill mentioned earlier, we believe that we will likely invest additional primary capital. And what's nice about that is you're providing that capital book value, which means that pro forma for kind of incremental capital, we would expect that the overall multiple going in would be something lower than 1.4x. And if ultimately, we're successful in achieving the improved return on equity over time, we believe that, that could be something that's worth more than 2x book value in the future.

Right. So a way to think about this investment is we're creating the company at something like less than 1.4x book value. The plan is to grow book value at a higher compound rate have achieved a return on equity of high teens or in excess of 20%. And then the business becomes worth a higher multiple. So you get the benefit of growth in book value plus a higher multiple, the combination leads to a very attractive return for Howard Hughes. Again, no plans to sell the business, but we expect the market to recognize these elements reflected in the valuation of overall Howard Hughes.

So let me just comment on the preferred stock arrangement that we entered into with Howard Hughes. The preferred is noninterest-bearing preferred. It's treated as parry pursue with Howard Hughes' common stock. It doesn't have a fixed term where it's required to be redeemed at some point in the future. It's broken up into 14 tranches, enabling the company to kind of buy it back and sort of pieces over time. Howard Hughes has given effectively 14 call options to buy back the preferred. It's really meant as a bridge equity commitment, where we're paying the same price as Howard Hughes is for a security that ultimately is convertible into Vantage. And then we're giving Howard Hughes the ability to buy back.

We expect Howard Hughes to buy back this investment. I think the half life of the security, we expected something less than -- probably less than 2 years. And we've given Howard Hughes 7 years, however, to buy back, after which point Pershing Square has the rights or Pershing Holdings, which is -- the Pershing Square fund that owns this instrument, the right to convert the preferred into Vantage ownership and then ultimately require Vantage to be listed on an exchange.

The purchase price for each -- the call options are struck at the time going in 1.5x multiple of book value. If we achieve our objectives for the company, book value is going to grow at a very nice rate. The business is going to become much more profitable. It will be worth substantially more than 1.5x book, but Howard Hughes gets the right to buy back the interest at that same -- the negotiated price that we are acquiring the business for. The security itself is subject to a mandatory repurchase in the event of a change of control of either Howard Hughes or Vantage.

So just very high level. We think this is a truly transformational transaction for Howard Hughes. It begins our journey now as a diversified holding company. It's obviously a business that is largely uncorrelated with Howard Hughes' core real estate operation. It's a business that will -- the nature of insurance is insurance generates a lot of cash for investment. We're enhancing Vantage in a couple of ways.

One, just the combination with Howard Hughes, the nature of a permanent owner and the flexibility it gives the company to pursue the business, only the business that makes sense. I think, is on its own, a very powerful contributor to Vantage's future profitability. The enhancement to Vantage's credit profile, our plans to add additional primary capital to the business. We'll make this a much stronger company, which, of course, insurance is a very credit-sensitive enterprise. We think that's a very meaningful contribution to the business.

As Howard Hughes' real estate operation generates more and more cash, we have a natural place to deploy that excess cash first in redeeming the preferred stock. And if all we did at Howard Hughes was reinvest all of our free cash flow and building a very, very profitable insurance operation that would on its own, transform Howard Hughes into, we believe, an enormously valuable company over time. Higher return, faster-growing business is going to meaningfully accelerate the company's overall growth profile and Howard Hughes gets material benefits in Pershing Square taking over the investment operation. of the company.

With that, operator, I'd like to turn it over to shareholders to ask some questions or analysts as well. Thank you.

[Operator Instructions] Our first question comes from Alexander Goldfarb with Piper Sandler.

Great. And I guess, congrats, Bill, on this. I know you've been working hard. Two questions. The first is clearly a lot of macro uncertainty right now in the market's concerned about AI valuations, S&P, et cetera. How do we get comfortable you guys transitioning the Vantage portfolio and putting money to work right now and certainly all the talking heads have diverging opinions on the state of the markets today?

Sure. So one I would say, we've kind of been in this business a long time. Pershing Square has got a 22-year track record. And we've had lots of interesting and challenging. We've had a financial crisis. We had a COVID crisis. We had a 9% interest rate Federal Reserve. And we've done very well over a very long period of time. And that's because we're we are not investing in index funds here.

So we're not betting on where the stock market is going to be in the next 6 months or 12 months. We invest in -- generally, the strategy of Pershing Square on the equity side is to invest in the highest quality durable growth companies in the world, businesses that we believe over many, many years and decades, will be valuable companies, really regardless of the -- what people are saying on CNBC this morning.

So I would say I think the long-term record speaks for itself. But it's -- our strategy is a pretty concentrated one. So we -- if you look at our record over time, and there are various ways to see our public record, I think -- it's really been pretty uncorrelated to the markets generally, and we've done a good job over time buying these very resilient businesses. The kind of companies we like to own are sort of large, even mega cap durable growth companies with very strong balance sheets, and they tend to be the dominant company in their respective sector or industry.

We are also a very influential investor. As you know, we buy minority stakes in companies. And then even with those minority stakes, we were able to get a very large amount of influence on companies, which helps us help steer them the right way or if necessary, recruit the right management teams to run them.

We've done -- we've stepped into situations where the company was challenged, and we've helped kind of fix the benefit. It's a strategy that's not particularly correlated with for example, what people are thinking about with respect to AI. All of that being said, I'm actually pretty bullish about markets generally. There are some enormously powerful forces that are coming into play.

Among them, just even from the Biden administration, people have almost forgotten about $1 trillion whatever $500 billion of infrastructure investments that are shovels just going into the ground. The CHIPS bill. We have this massive, to your point, AI investment data centers and otherwise, power, we have the productivity enhancements of AI, which are clearly real, I'm sure in your business, you're seeing it, and we certainly are seeing it here, just talking to a lawyer last night about how AI is major -- massively more productive.

All of those benefits will enure to companies and operating margins. So I'm quite bullish on markets. We have a Fed with an easing posture. We have a President who wants the midterms to go well. And we've got the most pro-business President in America. So I do think there are a lot of very powerful forces that are supportive of equity markets. But we don't -- to my point, what people pay for when they invest with Pershing Square is our differentiated performance.

And we're giving that to Vantage and Howard Hughes for free. And I think that's going to enure -- do you want to add something? Go ahead.

And I think I agree with everything Bill said. I would add, Alex, just when you think about the investment portfolio specifically, first of all, this is a transaction we think is going to close by the second quarter of 2026. There will be no change in the investment portfolio until that period of time. So I'm sure there will be macro narratives that may even change by that time. But there won't be any short-term change in the portfolio until the close.

And then secondly, as we mentioned, we plan to gradually move the investment portfolio towards common stocks, but we will always be keeping a very short-term treasury, I think, kind of 30-day treasuries with 0 credit risk, 0 investment risk relative to the amount of reserves or float that is in the business. So when you look at the portfolio overall, the way I would think about it is there's going to be up to half of that portfolio long-term that is still going to be in basically cash without any risk.

And then I think over time, we're going to be gradually building up the rest of that portfolio towards common stock. So one of the things I think is interesting aside from just Pershing Square's ability to kind of navigate these macro and micro narrative successfully over time is there is a nice staging and sequencing of this. So the way I think about it is we have the ability over time to deploy into specific situations very attractive capital.

But we also have -- if you want to think about it almost as dollar cost averaging effective, we will be gradually deploying the portfolio towards common stocks. So whether markets are up or down from the Vantage perspective over the next several years, we believe that we have balancing and checks and balances in there to help us be making attractive investments.

Okay. And then the second question is, David and his team have done a phenomenal job on the MPCs, defying the high interest rates, et cetera. But that said, can the real estate compete with the investment returns, meaning like from a capital perspective, will the real estate still be able to get Howard Hughes capital or the way that you guys look at it, the insurance business is so much more productive from an ROI perspective that will see less capital to real estate more to insurance?

Yes. Look, the good news about Howard Hughes today, 15 years in, if we've done this transaction, I don't know, 7 years ago, there would be a battle between where capital should go because the real estate business itself didn't generate excess cash. And is that your background noise. Maybe you can mute because we're hearing a lot of background noise on the call, sorry.

Today, we have a real estate business where the communities have reached a degree of maturity where we believe over the next number of years, we're going to generate cash well in excess of what is needed to keep these as the best places to live in the country. We've got a massive investment in land. One of the key objectives of Howard Hughes' communities business is to grow the value of that property.

While the way you grow the value of that property is you make these more and more desirable communities. So when we think about building the marginal apartment complex, it's not just the return we earn the unlevered return on -- or the ROE on that development, which can be very attractive and it can be competitive certainly in the middle teens with the insurance operation but we also think about the benefit to all the land we own in the community, which is very material.

So for example, in Summerlin, where we own billions of dollars of unencumbered land when we built the downtown a number of years ago, it led to something like a 15%, 16% compound annual increase in land value. So the return on the mall we built was modest, I would say, typical for a -- not a mall for the downtown retail district, it was probably in the 5% range. But the real return to the Howard Hughes Community business with many multiples of that because of the impact it had on making Summerlin a more desirable place to live. So all of those things still apply.

We've got a massive -- we have $10 billion, $10 billion, $11 billion of real estate that are moving the needle on that portfolio is incredibly important to us. Now the other thing you should know as a guy who follows the company, we also have $4 billion of condominiums with $800 million of hard deposits that are going to close over the next several years. So we have -- going through a period of time where we have a massive amount of cash kind of coming into the company from that business.

And in light of the maturity of the communities, the amount of cash generated from condos, we're going to have cash we can't find a use for in our small cities. So that's kind of the problem. And if we were just a stand-alone real estate company, we'd have to "buy another MPC" to deploy that capital or we could have used it, I guess, to just buy in shares.

Here now, we have a place to put that capital where we can have a very high return. And I think that is really going to enure to the benefit of the company. But maybe, David, do you want to add anything to what I've said on that?

No, Bill, I think you summarized it incredibly well. And Alex, I read your note this morning, and I think it was pretty much spot on. The only thing I would clarify is that the Vantage team, one of the things we love about this acquisition is the quality of management and I think for that management team to be most successful, it needs to report to those that know the business best which are without a doubt, Bill and Ryan. But I think that Bill summarize the capital allocation strategy of the company perfectly.

Our next question comes from Anthony Paolone with JPMorgan.

Congrats on getting this announced. I guess first question is just when I step back, a lot of what you talked about was buying a business that over the next few years as you execute your plan will be worth a lot more than what you paid for it. I think you can probably say the same thing about a lot of the real estate investments you made, but the stock still -- it never really seem to reflect credit for that.

I mean, what -- in your mind, do you think will change it with this and stands out to you as something the market will latch on to and give you more credit in the future than what you've gotten in the past on the real estate side?

Sure. Look, I think the nature of Howard Hughes' business is it's not your conventional real estate company. It's not a real estate investment trust. It's not invested in one real estate asset class, like the vast majority of other kind of comparable companies. It's a company that does a lot of real estate development. It owns a lot of land. Land is probably half the value of the enterprise.

And it's a C corp and it doesn't pay a dividend. And we think because of all of those aspects, the discount rate, if you will, that the market is assigned to Howard Hughes has been well above what it would be for a traditional sort of REIT or even a public company. And ultimately, stocks trade on the basis of does the company earn return above its cost of capital?

And I think we think the market is assigned too high a cost of capital to Howard Hughes, which is why we felt the business was not making stock market progress despite good underlying business progress. With the transaction that we announced in May, our business plan was we're going to become a diversified holding company, and we're going to invest in a business that can earn even higher sustained returns on equity versus Howard Hughes.

And that business itself is going to diversify the overall platform. So what we've done here is we've begun that journey with a fairly large scale acquisition relative to even the market -- the market value of market cap of Howard Hughes today. So a $2.1 billion acquisition in a -- what we expect to be a high-return specialty insurance company will one, I think, meaningfully improve our return on capital, but also have the effect of bringing down the discount rate that people assign to the business.

One, we become more diversified. Two, insurance companies generally have a much lower cost of capital than a real estate development company. And then I would say, lastly, stocks trade on the basis of supply and demand. We think the universe of people who can own a small-ish cap real estate MPC company, is very small relative to the universe of people who can own a diversified holding company or an insurance operation.

Berkshire today has a $1 trillion or so market cap, a very small percentage of those shareholders just think that investing in Howard Hughes at the beginning of its diversified holding company journey, the base of demand here for a stock that is a relatively small public float. This is 53% of the shares actually trade. There's only a $2.5 billion float for the company, that alone, we think, could cause a meaningful re-rating of the stock.

Yes. And I would just add, there is a very successful company, Berkshire Hathaway, arguably one of the most successful companies ever created that has followed this playbook. So certainly, it's our job in duty to try to redeploy the capital at the highest rates of return. But I think in the public markets, there is very much an analog for if you get this correct, but the market will, over time, appreciate the deployment of capital at high rates of return and how valuable a diversified holding company that has the ability to shift capital between different verticals can be.

Yes. Remember that Berkshire started out -- Berkshire Hathway was a textile business and it was a textile business that was manufactured everything in the Northeast or south of the country. And in America, when people were shifting manufacturing to Asia and other places in the world, it was really a dying business that couldn't compete because the cost of operating in the United States were not competitive and was also a business that was unrecognized by Wall Street and that enabled Buffett to buy ultimately control of that company in the public market.

And then he bought a smallish insurance company, actually, we can kind of check the math, but actually maybe similar in size as a percentage of its book value to what Vantage is to Howard Hughes. And then he began a journey of building a valuable company over time. So you had -- now I would say the big difference is Howard Hughes is not a dying textile company. It's an incredibly profitable business that for all the attributes we've talked about for years, we own property where people are moving in America and the small cities that we effectively manage are among the highest, most desirable places to live in the country.

We really dominate the condominium business and one of those beautiful places to live in America on Waikiki Beach. And there -- we've got many decades, and of course, our new community in Phoenix. There are decades of profitable growth and cash flows from this business. So I think we're starting from a much, much better place than a crappy textile company. And we have the benefit of Mr. Buffett's playbook.

And we have a very strong Buffet actually in the early years, did not do so well in his insurance business. And over time, you kind of learn that business. We have the benefit of those learnings, and we have the benefit of a very capable team that have been building Vantage over the last 5 years.

So you combine Pershing Square's investment track record with Vantage's management's team track record with the credit support from Howard Hughes, the cash flows, the excess cash flows that will come over time from the real estate operation. I think you have the makings for a pretty interesting story.

Got it. And then just one, maybe a follow-up more technically perhaps for Carlos. Just what should we expect to see when you give guidance? And how do we think about what you'll be guiding to with this transaction in motion?

I'm going to jump in on that one. And Carlos, of course, feel free to fill in. One of the things that we've been talking about is exactly that question. So why don't we punt that one to the new year. But look, I think that if you follow the Berkshire playbook, Mr. Buffett doesn't kind of give guidance. He gives you all the information you need to kind of build projections of what the future might look like.

So we have to -- now that we're becoming -- effectively, we're becoming a diversified holding company, we want to think about the kind of key performance indicators that we want that we think that shareholders should be thinking about as they think about this business. So we're going to do kind of a complete rethink on KPIs and trying to be helpful to shareholders and so they can think about the progress of the business over time. So why don't we just wait on that one?

Our next question comes from Meyer Shields with KBW.

I was hoping you could share how you're thinking about maybe using additional M&A activity to either scale up Vantage or to just build a broader array of portfolio assets sort of similar to the way Berkshire Hathaway has done?

So I think our focus in the short to intermediate term at Howard Hughes is today, Howard Hughes, once the transaction closes, we'll own 100% of Vantage from a legal point of view. But economically, Howard Hughes will own less than 100%. So the first priority for excess capital is to buy out -- buy back this preferred or bridge equity that we provided to the company.

Once that's achieved and there's incremental excess cash flow, we'll look at, well, should that money be invested in the insurance operation? Or is there some other really attractive thing for us to do. But I think the point I made earlier is go back to the Berkshire model, we think the substantial majority of Berkshire's value has been created by these massive insurance operation that's been built over time and the investment of those assets, the intelligent investment of those assets.

And when Buffett announces acquisitions, of common stocks, they're almost always really in the insurance operation. Over time, he bought some businesses outside -- in the holding company outside of the insurance operation, even actually bought the Burlington Northern inside the insurance company. But the focus here for the next several years certainly is building out Vantage and investing that portfolio.

Our next question comes from Devon Noble of BofA.

This is Ryan Shelley from BofA. I just wanted to ask about the funding strategy going forward here. Obviously, you guys have a few tranches of unsecured outstanding at the HHH holdco level. Do you guys plan on continuing to issue there to fund both Vantage and Howard Hughes communities going forward? Just any thoughts about how we should be thinking about that from the credit side?

Well, one, I would say, we think this transaction is very credit positive for Howard Hughes overall. One, we have the nature of insurance, the balance sheet of insurance, we're adding several billion dollars of cash and marketable securities to the consolidated balance sheet of the company. And we're buying a unlevered business and one that's well managed, A- credit rating and with the prospect of that credit rating improving over time.

The combination of the diversified -- improvement to diversification of the overall company, the indications of Pershing Square's incremental support for the company, for example, our purchase of this 0% preferred, I think all are suggestive of incremental credit support to the company. We like each of the subsidiaries, if you will, to stand on their own 2 feet.

So we do expect Howard Hughes communities to continue to be a -- to finance itself independently of the holding company. And so I think we have no plans to change our unsecured bond program at the Howard Hughes community subsidiary. Carlos, do you want to add anything there?

No, Bill, I think you said it very well. There's really nothing more to add to your response.

[Operator Instructions] Our next question comes from Jon Petersen with Jefferies.

Congratulations, guys. Maybe just actually to continue on that last line of question just to make sure I understand it. So because I'm not terribly familiar with the holding company strategy and how this works. The retained cash flow inside of each of these subsidiaries, will there be some kind of dividend that's paid to the holding company? Or will any of that cash flow move up to the holding company to fund future growth? Or do we think about it all staying inside the subsidiary?

So our plan for Vantage is to reinvest all of the profits of Vantage into growing Vantage. We think there's a lot of -- I think that money can be put to good use over a long period of time. The insurance -- the demand for insurance is effectively infinite or nearly in the world. The real estate communities business is one, we don't have any plans to buy any other MPCs, if you will.

Our plate is full with what we call Teravalis in Phoenix. It's the very beginning stages of many multi-decade build out of a community starting with lot sales quite recently. And then -- but we do have cities like small communities like -- or small cities like the Woodlands, Summerlin, Bridgeland, et cetera, that are at a stage in their development where they're beginning to generate more cash.

The business model of Howard Hughes is to sell lots to homebuilders, take that cash and use it as equity in vertical real estate development to build out the kind of the assets that make each of these communities are a very attractive place to live and to make sure we have all the other municipal educational, religious and other resources that make these communities a really attractive place to live.

I would say the majority of our communities today are at a stage where they're starting to generate more cash and they will, over time, then we can reinvest as equity and developments that make sense in these communities. To the extent we get to a place, which we -- the other point I would make is our condominium business itself is a very large generator of cash and requires a relatively small amount of cash equity.

We've got about $4 billion of condominiums that will be delivered and closed as these projects get built over the next several years. That's a lot of cash coming into the real estate subsidiary. So to the extent there is excess cash beyond what is needed in that business, that cash will go to the holding company. It will be invested to kind of provide incremental capital for Vantage or we may use it to go buy another business.

But the first priority is to -- for Howard Hughes to have 100% economic ownership of Vantage to the first dollars of excess cash that we generate would go to repurchase the Pershing Square preferred stock. So it's a holding company today that has really not much going on upstairs. We'll have -- when this transaction closes, 2 principal subsidiaries. The Vantage subsidiary, we expect will continue to reinvest all of its cash in the growth of the business and the real estate sub, we expect over time to generate excess cash that will be repatriated to the holding company.

I guess if we think about this business long-term and you have multiple subsidiaries in here, is the right way to think about it, you have a balance of companies that generate a lot of excess cash flow to grow the holding company and then a balance of other companies that have a lot of reinvestment themselves like Vantage. Is that kind of the right way to think about the balance if we're thinking 10 years in the future?

Absolutely. Absolutely.

And I'm not showing any further questions at this time. I'd like to turn the call back over to Bill for any further remarks.

Yes. Thank you. We're going to have spaces on X that you can find under my @billackman, we'll launch that within the next 5 or so minutes and will allow any -- we'll take the questions in the order in which they appear and we look forward to questions from Howard Hughes shareholders and people interested in this transaction. Thank you very much, and look forward to connecting soon.

Thank you. Ladies and gentlemen, this does conclude today's presentation. We thank you for your participation. You may now disconnect, and have a wonderful day.

Good day, and thank you for standing by. Welcome to the Howard Hughes Third Quarter 2025 Earnings Conference Call. [Operator Instructions] Please be advised that today's conference is being recorded.

I would now like to hand the conference over to your speaker today, Joe Valane, General Counsel. Please go ahead.

Good morning, and welcome to the Howard Hughes Holdings third quarter 2025 earnings call.

With me today are Bill Ackman, Executive Chairman; David O'Reilly, Chief Executive Officer; Ryan Israel, Chief Investment Officer; and Carlos Olea, Chief Financial Officer.

Before we begin, I would like to direct you to our website, www.howardhughes.com, where you can download both our third quarter earnings press release and our supplemental package. The earnings release and supplemental package include reconciliations of non-GAAP financial measures that will be discussed today, in relation to their most directly comparable GAAP financial measures.

Certain statements made today that are not in the present tense or that discuss the company's expectations are forward-looking statements within the meaning of the federal securities laws. Although the company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that these expectations will be achieved.

Please see the forward-looking statement disclaimer in our third quarter earnings press release and the risk factors in our SEC filings for factors that could cause material differences between forward-looking statements and actual results. We are not under any duty to update forward-looking statements unless required by law.

I will now turn the call over to our CEO, David O'Reilly.

Thanks, Joe, and good morning, everyone. I'm going to start with a quick overview of the quarter and some highlights for Howard Hughes Communities. Carlos will walk through guidance and our cash flow outlook, before handing it over to Bill and Ryan to share updates on our holding company strategy.

We delivered another strong quarter across every business segment, underscoring the strength of our real estate platform and the value of our transformation into a diversified holding company. Starting with our MPC segment. We had a record quarter, generating $205 million EBT, driven by strong land sales in Summerlin. We sold 319 acres at roughly $795,000 an acre. That included a single 231-acre bulk sale of raw undeveloped land sold at a 75% margin, but below our average price per acre since it required no upfront infrastructure. Excluding that one transaction, the rest of our land averaged about $1.7 million per acre.

We earned more than $14.5 million in builder price participation, reflecting continued home price growth in Summerlin. In Bridgeland, land sales remain steady, and we're gearing up for the grand opening of Teravalis in Phoenix later this month. Model homes are open, builders are active and momentum is strong at Floreo.

While broader national headlines point to slower home sales, we are once again seeing the opposite in our communities, delivering strong results to counter current headlines. Our perpetual cycle of value creation and self-funding model, combined with limited competition continues to give us a major edge. As a result, we expect to finish the year with record high residential land sales, record pricing and a record full year MPC EBT. Given this performance, we're once again raising our full year MPC guidance.

Moving to operating assets. NOI grew 5% year-over-year to $68 million, driven by leasing momentum across the portfolio. Office NOI was up 7%, thanks to strong activity in Colombia and the expiration of some large abatements. We signed 55,000 square feet of new or expanded office leases and the stabilized office portfolio ended the quarter 89% leased. Multifamily NOI grew 2% as new projects in Summerlin and Bridgeland continued leasing ahead of plan. Our stabilized multifamily portfolio is now 96% leased. Retail NOI was up 9% year-over-year, led by great performance at Ward Village and Merriweather District. Our stabilized retail portfolio remains above 90% leased.

Turning to strategic developments. We reached a new record with $1.4 billion in condo presales, led by Melia and Ilima, our 12th and 13th towers at Ward Village. Both are off to an incredible start and already collectively 57% presold. The Launiu in Ward Village and the Ritz-Carlton Residences in The Woodlands are now 68% and 74% presold, respectively.

Beyond condo sales, we broke ground on the Memorial Hermann Medical Office Building in Bridgeland, the first step in what we expect will become a 1 million square foot medical district. And right after quarter end, we completed 1 Riva Row, a 268-unit luxury multifamily property along The Woodlands Waterway. That project sets a new bar for multifamily living in the area and will meaningfully contribute to NOI once stabilized.

What's most exciting is how the cash flow generated across our communities is reinvested right back into value-creating developments. Projects like Ilima and Melia at Ward Village, or 1 Riva Row in The Woodlands, each one is a perfect example of how we recycle capital to grow both future cash flows and long-term net asset value across our portfolio. It's been a busy and rewarding quarter across Howard Hughes Communities, and I couldn't be prouder of how our teams continue to execute.

With that, I'll hand it over to Carlos.

Thanks, David, and good morning, everyone. I'll start with the recent financings, followed by guidance updates and our view on cash flow generation.

We refinanced about $114 million of near-term maturities during the quarter, pushing them out into 2026 and beyond, including loans at 3831 Technology Forest, Wingspan and 6100 Merriweather. As a result, our 2025 maturities are down to just $76 million, which we expect to refinance before the end of the year.

Turning to guidance. Strong land sales across our MPCs led us to raise full year EBT guidance to $450 million at the midpoint, up $20 million from prior guidance. 2025 will be another record-breaking year. Now not every year will look like this, but it shows the power of our model when all cylinders are firing. Land sales bring residents, residents drive demand for retail and office, and that demand pushes land values even higher.

Operating assets also performed well this quarter, so we're reaffirming full year NOI guidance of $267 million, which is another company record. Our ability to control supply within our MPCs with little to no outside competition continues to be a key advantage.

On condos, we're adjusting our full year revenue target slightly down $15 million to $360 million, reflecting a small timing shift for Ulana closings into early 2026. Ulana remains fully sold and is expected to deliver at breakeven. More importantly, our future pipeline is stronger than ever with $1.4 billion of presales this quarter across Melia, Ilima and the Ritz-Carlton Residence at Woodlands. These projects will generate meaningful cash flows over the next 5 years.

On G&A, we're maintaining guidance between $76 million and $86 million with a midpoint of $81 million. That excludes approximately $13 million of anticipated noncash stock compensation, $10 million of severance expenses and $4 million related to Pershing Square variable advisory fee incurred year-to-date. However, it does include $10 million for Pershing Square's base advisory fee, which we've largely offset through earlier workforce reductions and other cost efficiencies.

Finally, given our outperformance, we are raising adjusted operating cash flow guidance to $440 million or $7.86 per diluted share, up $30 million from our prior outlook. What's important is what we do with that cash flow, is reinvested into our communities to generate even greater value. The projects David mentioned from new condominium towers like Melia and Ilima to value creation developments like 1 Riva Row are exactly where that cash goes, driving higher net asset value and future cash flow generation.

With that, I'll hand it over to Bill and Ryan.

Thank you, Carlos. So my update is really an update about our progress in acquiring an insurance company that will become a base really for the transformation of Howard Hughes into a diversified holding company. Good news is that we've made substantial progress. We identified a target. We've done a significant amount of due diligence. We've done a significant amount of due diligence. We've come to an agreement on price. The seller has begun drafting definitive agreements.

We are still deep in the due diligence process. It is possible that something would emerge that would cause us not to go forward. But based on the work we've done to date; I'm actually growing confidence that the transaction will be completed. And I would say we may be in a position to announce something as early as end of year or possibly in the first quarter. So we're pleased with that progress. I look forward to sharing more details, but a significant development for the company for sure, assuming we can execute on this transaction. That's really my only announcement.

The only other point I would make with respect to what Carlos said, our priority with respect to the cash flows that are generated from our real estate subsidiary are to invest whatever required to continue to build kind of the best places for people to live in the country. The good news is even after that reinvestment of cash into equity to build a downtown office buildings, apartments, the next condominium project, we project that Howard Hughes will generate substantially -- the real estate subsidiary with substantially more cash than we can even spend in that division of the business. Over time, that will generate cash that we can flow up to the holding company that will give us more flexibility in building out our diversified holding company strategy.

With that, why don't we open it for questions.

[Operator Instructions] Our first question comes from the line of Anthony Paolone from JPMorgan.

First question relates to just superpad sales. Those seem to be pretty successful in the quarter. And I'm just wondering, like what -- how do you think of the trade-off of doing more of those and the NPV of just taking the discount and not having to do all the infrastructure and just letting those go versus holding them and taking them a little bit further down and selling more groups of lots as opposed to the superpad?

Tony, thanks for the question. It's David. Look, I think that this was a rare situation where we had a piece of land. And if you remember from the time when you were in Summerlin, it's what we used to call the back bowl. It was due south of the Summit development. It was a particular piece of land that had an unusually high expense of bringing infrastructure to.

And in this unique situation, by selling that superpad at a lower net price per acre or lower gross price per acre, but higher net price per acre, we were able to generate great cash flow for the company. In general, going forward, we don't have another parcel like that. So you should expect us to transact on superpads going forward, consistent with the way we have the past several quarters at a much higher gross and net price per acre.

Okay. Got it. And then just my other question just shifts more over to Bill and thinking about this, the insurance company that you've got teed up. Should we anticipate that like after doing a deal like the one you're contemplating, that uses up the bulk of your sort of capital today? Or do you think you'll have more capacity thereafter to do more deals? And just wondering kind of where this leaves you.

Sure. So we think -- so one, it will consume the available cash that we've injected into the company. And our -- the reason why we're focused on insurance as sort of our first initiative is it's a business that we can contribute very significant value to. If you look at -- again, if we take our Berkshire Hathaway model and look at Buffett achieved over time, my estimate -- our estimate is something like 70% to 80% of the value of the company was created with the launch of insurance strategy and an approach to writing business that created a lot of flexibility for the insurer to, I would say, have more flexible investment approach.

So Buffett historically wrote very little risk relative to capital and invested relatively small amount of assets relative to capital, but invested those assets, about 2/3 of those assets in common stocks and did so effectively. And the beauty of the insurance business is insurance generates a lot of cash. You don't need to issue stock every time you do a deal in the insurance business, you write premium, you collect cash. And over time, you invest that capital and earn a return on the assets and hopefully make money on the insurance side of the business.

If we can achieve both of those objectives, combining kind of Pershing Square's investment expertise with a talented management team running a diversified insurance company platform, we think that asset alone can compound and grow and become a material -- very significant contributor to the growth of the company, the growth of our intrinsic value over time. And then as the real estate subsidiary generates cash that's not needed in the real estate business, that's what's going to give us flexibility to make investments in other assets over time. But insurance is clearly our first priority.

Our next question comes from the line of Alexander Goldfarb from Piper Sandler.

So 2 questions. First, David, only 57% presold on the new condos in Hawaii, I'd expect better out of you guys, just kidding. As far as Ward Village goes, where do you stand on the existing entitlements? And meaning how many more can you build? And what is the status on Phase 2? Is that something that you could see approvals for and launch in the next few years or Phase 2 of Ward Village is something that's maybe 5 or 10 years out?

Alex, great question. Look, I would say that we're thrilled with our 57% presale of over $1.4 billion this quarter and see continued momentum as those projects are super unique and on the best remaining development side in the South Shore of Oahu.

In terms of the initial entitlements, we had through the master development agreement at Ward Village. Beyond these 2 towers, Melia and Ilima, there is one more site that will use the remaining square feet. Beyond that, we do have approval for an incremental square feet, and that incremental square feet could be between $2 million and $4 million depending on the zoning upsizes we get by reinvesting into the community.

So we're already well underway in predevelopment of incremental towers in addition to what we had by right under our original master development agreement.

Okay. That's helpful. And then, Bill, following up on Anthony's question. I realize, obviously, there's a lot of confidentiality, but just big picture, can you just give us some color? Is this pure B2B, as you described before? And is everything in this entity clean? Or are there businesses that you'd want to exit or any legacy -- policies or legacy lines that need to be settled or anything like that?

Look, it's -- I would say it's a very clean transaction for us. It's a platform, kind of a diversified insurance company platform that really fits our -- the criteria that we've outlined. So no business lines that we need to exit. It's not a consumer-facing insurer. Yes.

And can you indicate whether it's domestic or Bermuda or somewhere offshore?

I would say it's -- as many insurers are as a domestic practice and an offshore practice.

[Operator Instructions] Our next question comes from the line of Jon Petersen from Jefferies.

Curious if you could maybe just give us a little more commentary on the Ritz-Carlton Residences at The Woodlands and how that is trending relative to your initial underwriting and then opportunities for other condo projects across the portfolio? Clearly, Ward Village has been a big success and your kind of translating that over to The Woodlands. But where else might we see future condo projects across your...

I'll take the first part of your question. So this has been a bit of a tussle between me and David O'Reilly in the sense that the team designed an absolutely spectacular project, first of its kind in The Woodlands. And I took a look at this project, and I said, we're giving it away at these prices.

And I said, you know what, the community just needs to see this thing built before. So you know what, don't sell any more than half the units. That was our deal, and then I stepped off as Chair of the Board. And unbeknown to me, David has been sneaking out a few units because he achieved prices that he just felt he obligated to sell. That's really the answer.

But we're hitting record prices.

Yes. And so David has continued to -- look, I think it's tremendous value. So for the buyers in the market, I mean, I compare this the quality is of a what you might call billionaire row quality like 220 Century Park South, if you know the building, also a Robert Stern design in New York City that achieved just massive, massive premium over everything else in the market. This is that kind of building, but it's really the first condominium built in the Woodlands. And we just felt that we should be very judicious about the way we sell units. We could have sold the entire project on a presale basis.

And when you compare to Hawaii, Hawaii, we're extremely well established. Everyone knows the quality of the product that we build. And while the team continues to kind of raise price weekly as we sell units, the general goal in Hawaii is to sell 100% of the project or nearly 100% before we even put a shovel on the ground, right?

Whereas in -- we just felt in that light of the fact we're delivering a first of its kind in The Woodlands that we would achieve a better outcome if we were kind of slow walked units until the project is open. So I'm hoping David is going to keep some units, so I can prove my point about what we're going to achieve when people can actually see the finished product.

No doubt. We're about 75% sold now. We have a little over a year before we're ready to welcome our first units, first residents into those units. And we're optimistic that the remaining units that we're holding back right now, we'll be able to sell upon completion when people can see, touch and feel the incredible quality that we're going to deliver.

To the second half of your question, John, there are a couple of sites in addition to the Ritz-Carlton site for future condo projects in The Woodlands, and we're evaluating those real-time, determining where we think deep demand will be, what price per foot that is, what size of units are, et cetera. And we're also evaluating a couple of sites in and around Summerlin, where we could leverage the expertise and skill of our team in Ward Village across the rest of our portfolio to deliver great cash flow results for the company.

Okay. All right. That's very helpful. And then maybe I think...

I got a question for David. What's the spread in price per square foot we've achieved on the later sold units versus the first sold units in the Woodlands? How much of the price per square foot has gone up on a kind of comparable unit?

And well -- one of the challenging parts is that with the Bob Stern design is there are very few comparable units. In general, we've seen from kind of our initial sales to where we are today about $350 to $400 a foot.

Increase?

Increase.

And the average sale price now is what per square foot?

Really high.

That's just a precise number. You understand the point. This is the kind of asset that I think to generate the maximize the profit. We don't have -- we're not like a typical developer that has to sell all the units before you can get a construction loan. So for us, we can be thoughtful about the pace of sale to maximize the NPV of the project.

Okay. All right. That makes sense. And then at Teravalis, I was in the Phoenix Airport recently, saw you guys have some advertisements up there to [indiscernible] people out to that community. Just curious, I mean, just remind me, like what should we be expecting in terms of MPC land sales maybe in 2026 or maybe if you want to give me a multiyear outlook? Like just remind me on where you guys are at on rolling that out.

Yes, absolutely. So we're in a great spot right now. We've sold about 1,000 lots year-to-date in Teravalis, and that will be enough to keep us busy for the near-term future. I think you may be able to see us sell some incremental lots in 2026, but 2027 will probably be a year where we re-up after those lots that we sold this year end up in the hands of residents and homebuyers.

We're excited this Friday. We have our official grand opening at Teravalis. We've already sold our first few lots to different residents that will be constructing their homes right now. And we're incredibly excited with the progress that we've seen and how fast those communities come together.

Our next question comes from the line of Alexander Goldfarb from Piper Sandler.

David, I realize that it's not the fourth quarter and we have to hold off on guidance, but still, the pace of your increases, especially in the land business has been pretty incredible this year. And is there something sort of a ballpark? I think you're tracking $440 million at the midpoint for '25. Is there something that we should be thinking of for '26? So either, one, we don't get too far ahead of ourselves or maybe the pace that you've delivered this year is sort of a new run rate is something sustainable?

Alex, I think it is pretty early right now to feel comfortable providing any sort of guidance on 2026 land sales. I think that 2025 has been remarkable. We've raised guidance twice. Clearly, we didn't expect to see this strength when we gave guidance a little bit less than a year ago.

I think that at this point, I would not advise anyone to extrapolate this year's results into growing future -- further into the future. I think we're going to take it quarter-by-quarter. We're going to see how many homes we sell in our communities, and we're going to sell just enough land to keep up with that at the highest price per acre we possibly can.

But it's not going to hurt if rates come down, obviously, continue to come down.

No, I think that we've achieved these results given the quality of our community as people chase higher quality of life, shorter commutes, more connectivity in nature into these master planned communities [indiscernible] higher rates.

The more like New York and California move socialist, more people want to go to capitalist states like Texas and Las Vegas. [indiscernible] units has been strong. Yes.

Bill, I'm impressed it only took 26 minutes for that. But David, as you look at your inventory, you feel right now there's a good balance between what the builders have bought versus their ability to deliver. Or you think they're a little long on land or a little short on land? I'm just trying to get a sense of the appetite from the homebuilders to buy more right now.

I would tell you that we are selling land to the homebuilders only to keep up with underlying home sales in our communities, and that strategy won't change. We try to keep them at an appropriate supply, which I would argue is between 12 and 18 months of finished lots or vacant developed lots. They're a little bit undersupplied right now. But we like to be a little bit undersupplied than a little bit oversupplied when we have the opportunity.

Thank you. At this time, I would now like to turn the conference back over to David O'Reilly for closing remarks.

I want to thank everyone again for joining us today. As always, if there's any follow-up or any questions, we weren't able to get to, we are always available and look forward to seeing you all soon. Thank you.

Thanks so much. Bye-bye.

This concludes today's conference call. Thank you for participating. You may now disconnect.

So I'm Bill Ackman, Executive Chair of Howard Hughes. To my right, we've got Ryan Israel, CIO of Howard Hughes; David O'Reilly, CEO of Howard Hughes; and Joe Valane, our General Counsel and Secretary of the meeting.

We're going to have a fun morning. We're going to start with kind of the official annual meeting. I'm going to read a script. And then we're going to have a presentation on kind of our plans for the company. David O'Reilly will give a presentation about sort of an update on the real estate operations of the business. Then we're going to go to a Q&A open forum anything you want to ask. Okay.

So good morning. Thank you for attending the 2025 Annual Shareholder Meeting. It's our 15th Annual Meeting. Thank you so much for joining us today. I met someone who came from Hong Kong, very grateful for people flying in, particularly 15 hours to come to the meeting. We'll have to make it worth your while.

First item on the agenda is the election of directors, followed by 3 other proposals, an advisory vote on executive compensation, so-called say-on-pay, a vote to approve the 2025 equity incentive plan, a vote to ratify the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ending December 31, 2025.

First, I want to recognize our Board and want to call them by name, if you don't mind standing up and facing the audience, David Eun, if you could, it's David. Among other responsibilities, he Chairs our Technology Committee of the Board. Ben Hakim. Ben is President of Pershing Square. Ryan, who I introduced already. Scot Sellers, who is attending virtually today, Marianne Tye. Mary Ann Tighe, Mary Ann has been on the Board for 15 years. Jean-Baptiste Wautier, Jean-Baptiste joined actually recently in the last few months and Tony Williams.

Beth Kaplan and Steve Shepsman are not standing for reelection, and we're very grateful to them for their contributions to the company over many years. Thom Lachman and Susan Panuccio have been nominated to fill the vacancies. This is Thom and Susan and both are here, say hello. And of course, I've already introduced David, our CFO, Carlos Oleo. Carlos, where are you? This is Carlos, good person to ask CFO-related questions. Joe Valane, I've introduced. Tracy Oates from Broadridge. She's here, Tracy. She's Inspector of Election.

Okay. Everyone has provided an agenda and rules of conduct on the registration site. Obviously, if you want to ask a question, raise your hand.

And I'm going to turn it over to Joe for the proof of notice of meeting and quorum.

Thank you, Mr. Chairman. This meeting is held pursuant to the notice of meeting, proxy statement and proxy mailed on or about August 15, 2025. Broadridge has delivered an affidavit of mailing, establishing that notice of the meeting has been duly given. All shareholders of record at the close of business on August 4, 2025, are entitled to vote at this meeting.

As of the record date, there are [59,398,914] shares of company common stock outstanding and entitled to vote at this meeting. We've been formed by Broadridge that they are represented in person or by proxy, approximately 86% of all shares entitled to vote at this meeting. Therefore, a quorum is present. Mr. Chairman?

Thank you. Because holders of majority of the shares entitled to vote at this meeting are present in person or by proxy, I declare this meeting to be duly convened for purposes of transacting such businesses may properly come before it. Proposal #1, election of directors, first proposal is election of 11 directors to serve until the 2021 Annual Shareholder Meeting until their successors are duly elected and qualified.

The Board has nominated the flowing persons for election as directors of the company, an alphabetic order, myself, Bill Ackman, David Eun, Ben Hakim, Ryan Israel, Thom Lachma, David O'Reilly, Susan Panuccio, Scot Sellers, Mary Ann Tighe, Jean-Baptiste Wautier and Tony Williams. The company's bylaws require advance notice of proposed nominations. Since no notice of other nominations have been submitted in accordance with the bylaws, the nominations are closed.

Proposal #2 say-on-pay The second proposal is the advisory nonbinding vote on executive compensation. The vote gives shareholders the opportunity to endorse or not endorse the company's executive compensation program by or against this proposal. The Board recommends the shareholders vote for the proposal.

Proposal #3, approval of the 2025 equity incentive plan. The third proposal is to approve the material terms of the company's 2020 equity incentive plan. The purpose of the 2025 equity incentive plan has provided a means for the company to attract, retain and motivate officers, employees, non-employee directors and other individuals providing services to the company. The Board recommends that shareholders vote for this proposal.

Proposal #4, ratification of the appointment of KPMG. The fourth proposal is the advisory vote to ratify the appointment of KPMG as the company's independent registered public accounting firm for the fiscal year ended December 31, 2025. The Board recommends that shareholders vote for this proposal.

Voting. Okay, the polls are now open. If you desire a ballot, please raise your hand. So indicate it will be provided. Most people vote in advance. But if you have not yet voted, you'd like to vote. The Inspector of Election will provide ballots. To those who desire them. If you previously voted by proxy, you do not need to vote today unless you wish to change your vote. Anyone like a ballot?

[Voting]

Okay. Does not look like that. It appears that no ballots have been requested. Okay. The polls are now closed. Mr. Secretary, have you received the votes of the balloting? My guess is yes.

I have Mr. Chairman.

Thank you.

According to the preliminary report of the Inspector of Election, the 11 persons nominated by the board have been elected. Over 95% of the votes cast have been voted for the election of each of them. On the advisory vote to approve executive compensation, over 98% of the shares cast were voted to approve the proposal.

On the vote to approve the 2025 equity incentive plan or 98% of the shares cast were voted to approve the proposal. On the advisory vote to ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2025. Over 99% of shares cast were voted to approve the proposal. That concludes my report. The final voting results will be filed with the SEC within 4 business days.

Before I turn the meeting back over to Bill Ryan and David for the part you actually came to see, I want to remind everyone that certain statements made today that are not in the present tense or that discuss the company's expectations are forward-looking statements within the meaning of the federal securities laws. Although the company believes that the expectations reflected in such forward-looking statements are based upon reasonable assumptions, we can give no assurance that these expectations will be achieved.

Please see our forward-looking statement disclaimer in this presentation and the risk factors filed with the SEC for factors that could cause material differences between forward-looking statements and actual results. We are not under any duty to update forward statements. Thank you, Mr. Chairman.

Thank you. So this concludes the sort of first portion, the official part of the meeting. Now we're going to go to a presentation and I will begin. So just the context for kind of the change in Howard Hughes. We've been shareholders from the beginning of the company, major shareholders of the business through the Pershing Square funds. And while we felt great about the business progress the company has made, we've been, I would say, disappointed in the shareholder progress of the company over the last 15 years. And we attribute a lot of that to a business that we think, I would say, Wall Street doesn't love. Why? Because most real estate companies are REITs, they pay dividends. They're focused on 1 property type.

Ours is a C corp. We don't pay dividends. We do a lot of development. We own a lot of land. And we have really every property type and multiple jurisdictions. And the complexity, a relatively small company has made this a challenging stock for people to own and very few kind of companies.

And at the same time, it's a business that we are, I would say, enamored with certainly on a very long-term basis, the idea of owning a business which owns small cities in places where people want to live and when they're controlled by a private beneficent operator, who makes these very desirable places to live is a very good strategy.

If you look at the kind of long-term trajectory of land values in great cities and real estate values, a lot of wealth has been created. And we think a lot of wealth will be created in these small cities, but the public markets kind of what I described as a very high discount rate to the company because of sort of key words like land, development, lack of a dividend and some of the complexity. So what we're doing in some sense is embracing the complexity by increasing our investment in the company. The $900 million we invested to buy stock at $100 a share came from not the Pershing Square funds but the Pershing Square management company. It's a business that's 90% owned by myself, Ryan, Ben and other members of our team. So it's a very meaningful. It's by far my largest personal investment in any company other than Pershing Square Holdings, which is our principal public security investment vehicle.

We paid a 48% premium. I give credit to the special committee and the Board for negotiating the premium. This was sort of the one time where our interests were not perfectly aligned with Howard Hughes. We would want to pay a lower price. The Board, of course, wanted a higher price, and they ultimately won and they paid a higher price.

But we were willing to do so because of our view of, one, the intrinsic value of the and two, the value of this as a potential platform to build what we describe as a diversified holding company. The incremental investment increased our overall stake in the company to just shy of 47%. We agreed to cap our [vote at] 40%. This was not intended to be a change of control transaction.

The Board remains an independent Board with Ryan and I joining or returning, Ryan joining. So 3 of the 11 directors are from Pershing Square, David O'Reilly and then, of course, the other 7 independent directors, including 3 new terrific directors who were just getting to know even better last night at dinner.

I joined as Executive Chair, Ron joins as CIO. These are, in some sense, new positions at the company. I was not in an executive role in my prior relationship of the business. And as part of the transaction, bring to bear not just Ryan, myself and Ben as directors and as in executive roles, but the full resource is Pershing Squares. And Pershing Squares today manage towards of assets in the public securities market.

We've got a terrific track record, which I'll have the opportunity to share with you -- and we think we're trying to -- it's a bit like fitting a sort of a new engine into a car. -- quite didn't quite fit into the hood. So we had to keep the engine industry well external to the company. And we came up with an arrangement where I would not take a salary, we would not get any form option or equity compensation or would any of the other Pershing Square 40-odd other person care team members, but we would make the full resources of the firm available to the company for whatever the company needs with respect to investment decision-making advice of all kinds, everything, including business development, transaction execution, capital markets, et cetera.

And we think the combination of these 2 teams creates the potential for a very interesting business over time. We didn't do it for free. We are in the investment management business. We did so on, I would say, the best terms we've ever offered an independent porfolio we charge our other funds, a 1.5% management fee cap or the net asset value, we charge an annual incentive fee anywhere between 16% and 20%. In the case of Howard Hughes, we charged a $15 million annual base management fee and then a 0 management fee on the increase in the value of the company in excess of inflation above the market cap at the time we made our investment based on a fixed share count, which means that the incentive management fee we call that only gets paid if the market cap increases in excess of inflation due to an increase in the share price over time. And that enables us to recover some of the costs associated with working for the company, but it does so on the basis is, we think, very attractive for shareholders. If you were to try to hire the management team directly, it could not be justified in the context of the business' size today.

I mentioned 3 new directors. You met them caught side of them sort of a moment ago, but just a little bit of background, Jamus, I was Chairman of the Investment Committee and CIO of BC Partners, which is a $30 billion or so plus, maybe number of low private equity firm. And our expectation over time is for Howard Hughes to buy businesses outside of the real estate universe private transactions where jumped background is very, very relevant.

Susan was CFO of News Corp, up until very recently, big complex organization brings obviously very valuable financial skills. Tom Lockman, significant career at P&G. And then when Berkshire acquired Duracell, he was brought on to lead that business now as a Berkshire subsidiary. He ran the Canadian business of Procter & Gamble beforehand. Tom was a -- Tom actually reached out to us, he sort of heard that we were, if you will, building a modern day Berkshire Hathaway. And he had mentioned to a colleague, actually a business school professor colleague of his, that he was looking for some incremental responsibilities is stepping down as of Duracell at the beginning of next year.

And in business school professor I know said you should talk to Bill Ackman and that's how we end up paying a fee still to the search firm for the director. But we're very happy that Tom joins.

The Howard Hughes leadership team led by David O'Reilly and Carlos CFO, remain unchanged. And we're quite -- we're excited about the Howard Hughes business. I feel like the business is performing at the best by every metric, and David will share some of those highlights with you. And we also think at a very interesting sort of point for the company.

It took us -- it really took us 15 years to get Howard Hughes right. The genesis of this transaction began with an investment in November of 2008, we got a 25% stake and soon to be bankroll general growth. And 1 of the catalysts for the bankruptcy of the company is too much leverage and it was a bit complex. Some of the complexity came from assets unrelated to the Class A shopping mall business, and we try to make it look as close to signing proper is possible. And we did that by taking all the assets that were unrelated to malls out of the business, and that was the genesis of Howard Hughes.

We had this sort of new company that came with a jumble of assets over the last 15 years, 2 management teams and very successfully executed over the last 5 years by this team, refine the assets to kind of a core of what we call the master plan communities business or they're really like small cities as opposed to communities. It does with hundreds, in some cases, 8,000 residents and over time, hopefully, millions.

And that is really a terrific business, very profitable business, where some of the key metrics, what you want to do over time make these more and more desirable places to live by bringing in new residents and driving more demand for income-producing assets that you develop to meet the needs of the community.

And then all of that development, the inflows of the enhancements to the community lead to appreciation in the land that you continue to own. So the metrics you should look at and valuing Howard Hughes include what's the value of the land sold. The only land we really sell is residential lots, so we can -- to homebuilders, so we can bring people into the community. We retain the commercial land and we develop it to meet the needs. So if you look at the progress of our net operating income, which is probably the best metric to think about our income-producing assets. If you look at the value of our land that we have not sold and you look at how much cash we generated from the lots we sold in any 1 year plus our condominium business, which David will talk about, you get a sense of the sort of progress of the enterprise.

And by every measure, we're at the all-time highs in terms of land values in terms of cash flows from our -- from lot sales as well as and net operating income from our business.

So we set up a holding company a couple of years ago on top of what was Howard Hughes Corporation. We did so to provide more flexible for the company. We had a little twinkle in our eye someday, we might do something along these lines. The way it exists today, the holding company, there's $900 million of cash there. Usually no operations today at the holding company. All the activity of the company takes place at the Howard Hughes communities or we call it Howard Hughes [indiscernible] officially now -- we do Okay. So that's the name of that subsidiary. That's the core business of the company.

Our plan is to take sort of $900 million from the holding company, maybe some excess cash from the real estate sub potentially some resources from the issuance of debt to acquire insurance operation. We'll talk about that in more detail.

Over time, you can envision a series of subsidiaries in different lines of businesses. likely these are companies where we own a controlling interest, likely businesses we own 80-plus percent of that will comprise the future of this diversified holding company. Let's talk about insurance. So our focus on insurance.

Again, we talked about building a modern day Berkshire Hathway. -- a useful exercise is to go back and read the history of Berkshire beginning in the 1960s and a very efficient way to is there's a book called the financial history of Berkshire Hathaway. I think the author is Adam West. And he did a really remarkable job. It's a bit of a tone. I don't know that people read anymore. But if you're geeky enough to show up at this meeting, you might want this book. And it kind of walks through every transaction that Berkshire did over 60 years.

And what's sort of notable as you read the book is you realize how important insurance has been to the progress and the profitability of Berkshire Hathway. Difficult to calculate the quantifiable impact, but it's definitely more than half the value created here, probably my guess is something like 70%, 75% of the value created has been through the operation, but not so much from the profitability of the insurance company, but from the flexibility that the way the insurance company was managed and enabling Buffet to invest in common stocks.

And when you read an article at as Warren Buffett bought a $50 billion stake in Apple. It was really Berkshire's insurance subsidiary bought a $50 billion stake in Apple. And because Buffett has been a good investor in the stock market, because he's created sort of low-cost liabilities and insurance company, the combinations led to an insurance operation that's compounded its equity at north of 20% over a very long period of time and the power of compounding is such that driven a large amount of the value of the business.

What Pershing Square brings to Howard Hughes, our track record today is principally in the public markets. We've got almost a 22-year track record, which I'll walk you through. but it's one we could bring to bear for an insurance operation if it's run in a similar manner to Burger Hathway. What we like about insurance as a kind of initial business is the business itself is inherently cash flow right? You write premium, i.e., you make a promise, you receive cash and then you have the opportunity to invest that cash. And it's a business that does not require us to constantly issue equity in order for that business to grow.

So it's a self-financing kind of operation. It's -- the investment side of the insurance operations is something where we can bring real value. And as part of our arrangement with Howard Hughes, we're not charging anything to manage that insurance anything incremental to manage that insurance company's capital. So our record is held back by the fact that we charge fees to our clients.

But the beauty of what we bring to Howard Hughes is a future insurance subsidiaries, we're not going to charge this insurance operation will have no cost associated with its investment operation, which is a significant competitive advantage.

The third point is, as a holding company, that as we're structured as a holding company, that's for any insurance operation that we were to acquire. Insurance is a business where it makes sense to be opportunistic. You don't want to have any pressure, to grow your earnings every quarter, to grow your volues, grow your premiums that you write every quarter because it's a business that is episodically attractive in different segments of different lines of insurance are profitable at different times, depending upon what's going on in the world, whether there's been a natural disaster or not, whether they're new entrants of capital.

And the best run insurers have been able to kind of navigate the sort of pricing environment over time. It's much harder to do that if you're a stand-alone public company and you have the pressure analysts and shareholders to generate earnings.

One of the benefits that Berkshire's insurance operations have had is that Buffett owning half the company. It's a controlling shareholder, taking a long-term view, put no pressure on its insurance operations to write that enabled them to be kind of more profitable.

As a 47% owner of Howard Hughes, we put whatever insurance operation we acquire in the same position. We can run the business intelligently without regard to outside pressures.

The other thing we bring here is that we've been a very supportive shareholder of Howard Hughes beginning when the business was spun off from general growth. We back stop a rights offering at that time. We stepped in during COVID to invest in March of 2020, $500 million in the company and then equity offering the business did. And then most recently, when we spun off the Seaport, a company now called Seaport Entertainment Group, backstop rights offering there. So we've got kind of a long-term history of providing capital support to the company, which is helpful. Insurance is a business where the clients really care about worthy of the counterparty. And the fact that this is owned by a diversified holding company that in turn is owned by a well-capitalized owner we think gives it a significant competitive advantage.

The components to the benefit company structure, our business plan of stealing a bit from Berkshire's model. So the holding company structure, Berkshire has run its insurance operations in a very sort of low leverage fashion but it's been more aggressive at least as the world thinks about it and how it's invested its assets and our plan is to do the same thing here. So kind of a quick little kind of summary on how to think about the profitability short 2 sides of the insurance business. There's the profits or losses made on the insurance operation that is writing -- making a promise in the future to in the event there is one.

And then there's an investment side of the operation where you invest the equity capital and the float of the insurer. The profitability of an insurer and the returns that it earns on its are basically adding the profitability from the insurance operation to the extent there are profits, the profitability of the investment side of the operation. Why don't you jump in? I forgot -- I was going to let Ryan do this. Okay, you know what, -- you're a slide, you do it. This is Ryan Israel.

Thank you. Good morning. Thank you. As Bill was mentioning, when we look at insurance, the way that we think about it is ultimately the success of a business like insurance should be judged by its returns on equity through an insurance writing cycle. And as Bill was explaining, it's really 2 components, your underwriting return, which is the core insurance operations return on the equity capital. But at the same time, there's a second component, which is your investment return.

And so if you break that down into the as Bill mentioned, your underwriting margin or how profitable the business that you're writing is per unit of risk is the first key component in the amount of premium leverage you have or the amount of business that you're writing relative to your base of equity capital is the second component combined that makes up the underwriting returns on equity.

And then the second component is really your investment returns. And that's just a function of what is the percentage of returns that you're earning on all the assets that you gathered, As Bill mentioned previously, business is very cash generative, where when you write business, people pay you upfront over time when losses occur and you make good on the policies you've written, you pay out cash. That lag provides investment funds that are available to invest that you add to the equity capital that you have in the business and the combination of those factors is your investment assets, what return you get on that is very important.

But it also creates financial leverage. So when we look at an insurance company, -- we look at the amount of invested assets relative to the amount of equity capital. So the combination of the investment performance, investment leverage, so it gives you a return on equity. And when you add those 2 together, you can assess what the total returns on equity are business.

And I'll give you a little bit of a primer as to how we think about how the typical insurance company in the P&C space is run. So using kind of those 4 key metrics to get your overall return on equity, what we see is that, in general, most P&C companies write net premiums that are roughly equal to the amount of capital that they have. So no real investment leverage, kind of a one-to-one framework.

Most businesses target a very modest underwriting profit margin. an industry parlance, that means that the combined ratio is less than 100%. The combined ratio is really just the total expenses that you have relative to the amount of premiums that you write. So the key point here is they target a modest underwriting margin, and they write about equal to the business equal to the capital they have.

On the investment side, most insurers actually invest in fixed income instruments, a lot of government bonds, a lot of high-grade corporate credit. And then they lever that up 2 to 3x on average in order to get a little bit higher of an equity return than what they would otherwise receive for investing in this relatively low fixed to instrument investments.

So what we've done here is really try to show you more graphically what the broad industries look through a cycle on each of those 4 components. So when you look at premium leverage, what you'll see here is the average company, which is the red bar, it's about 110% of the premiums that it writes each year on relative to the equity capital it has. And you can see there's some variations. So for example, when you take what's called a shorter tail line of business, which something like auto insurance represented by Progressive, where effectively, you're writing policies and repricing them every 6 months because you get losses very, very quickly. You're allowed to have a little bit more investment leverage typically than because you can reprice in case you got a mistake.

But on the far end, you can see companies, for example, like RenaissanceRe and others who might write what they call longer business where you write business today, but you may not know for many years, exactly what you'll have to pay out, those companies typically write a little bit less than 100%. But on average, it's pretty close. The amount of premiums you're right, is equal to roughly equity capital base you have.

The second component of the insurance underwriting and return on equity is really just your profitability. So what we look to hear at is over, again, roughly the last 10 years, the combined ratios, which is sort of the total expense ratio and the average is about 94%, which implies about a 6% underwriting profit margin. Some of the best companies like Chubb are doing about a 10% profit margin or just under a 90% combined ratio and some others are getting a little bit more modest for example, a 3% or 4% underwriting margin or a 97% or 96% combined ratio.

What's interesting about the P&C space and our study of them is ensure nearly exclusively focused on the insurance side of the business. But as I mentioned before, a very important component of the overall return on equity for an insurer actually comes from the investment side of the business. But our study of the typical insurer landscape is they actually suboptimize their investment returns. What I mean by that is they are not pursuing the high return on equity strategies that we believe are available to a P&C insurer and if it has the right caliber of investors, and it has the institutional capacity in order to pursue this strategy. So it raises a question of why doesn't the typical P&C insurer do this if that's actually approach, which maximizes the return on equity of time.

And our perspective is there's a couple of reasons. First, we don't think that the typical P&C insurance company is well suited to be able to attract the type of investment talent that will be able to pursue this high return on equity strategy because they're competing often with institutional investors and asset management firms which have the capability to compensate the best-in-class investment talent.

And secondly, going to the holding company point that Bill made, the typical P&C company is a stand-alone public insurer that results every 90 days. And as a result, they don't have the support structure of being a subsidiary of a holding company that has a more diversified stream of earnings nor do they have typically the very well-capitalized owners such as a 47% Square being able to back and justify the longer-term nature of the business, which might create a little bit more volatility in the accounting results that are reported each quarter. And so as a result, they tend to look towards having fixed income securities, which an accounting basis, do not show much volatility.

And that is an approach that helps them be able to smooth out their earnings over time and it's something that when combined with the lack of investment support leads to a shorter fixed income portfolio. So as a result, they tend to have much lower returns by investing in fixed income assets.

Now while there's a lot of perceived stability and certainly, there's a lot less volatility in that strategy, quarterly basis, it doesn't mean that that's actually lower risk. For example, when you invest in fixed income instruments, you are taking on 2 types of risk. First is duration, which is really how the changes in interest rates in the future may affect the value of the you purchased and second is credit risk. The risk simply if people pay you back or not.

And typically, because the P&C insurer would be investing in these lower return on assets they actually lever up the portfolio 2 to 3x. And so in order to get a more reasonable return on equity in the industry, they actually take on more financial leverage, which means to the extent you do have a problem with duration or credit risk that gets actually amplified in terms of they take as well.

I think it's important to acknowledge that while typically most investment -- most P&C insurers don't really put a lot of focus on investments -- there have been a couple of examples over the last decade or 2 where there are some asset managers that have actually gone into the insurance space.

And most of the time, the reason that those people are doing that is they are trying to come up with a way to increase their assets under on which they can charge fees. And the results of those companies on the whole have not been particularly attractive because we think that they're not putting enough focus on the insurance business, and they have some incentives that are not aligned to deliver the best returns on equity overall shareholders.

Our structure and what we're managing with the Howard Hughes Insurance Company is that we would not suffer from those because our interest would be very well aligned with investors. We would be owning this business outright, which means we are sharing in the success of the business time and making sure that we limit the risk because we bear the ultimate returns.

And secondly, as Bill mentioned, we would not be charging any incremental fees for managing the assets. So this will be truly and ensure that focuses on insurance, while also bringing to bear the investment resources of the Pershing Square organization.

So in focusing a little bit more on the asset allocation and how the P&C insurers suboptimize the return, the chart here, if you look at the box that's circled really shows how much of the assets are invested in fixed in securities. So on average, if you take the dark blue line at 78% add-in the 7% blue line, that gets you your fixed income. So about 85% of assets across the industry are invested in fixed income, which leaves about 15% that could be split to equities or private equity.

And I think what's important on this page to realize is those numbers are actually overstating what the typical company does because on the far left, Cincinnati Financial, has about 40% of its assets invested in common stocks because they're pursuing a little bit more of an equity-based strategy.

The rest of the companies really have about 1% to 6% of their overall investment assets in common stocks even though over the longer term, typically results in common stock that have a much higher return on an asset basis than fixed income instruments would.

So the second component is financial leverage. So as I mentioned, a lot of companies because they have a lower return on asset strategy, tend to have more financial leverage in their portfolios. The industry average over the last decade is about 3:1, meaning for every dollar of equity capital, you have about $3 invested in assets. Some are a little bit above and some are a little bit below based upon the duration of their float or the time lag between when they get investment funds and they have to pay them out. And based upon the overall strategies and the investment basis and the allocation that they have, but typically a roughly 2.5 to 3x expense leverage.

So on this page, we really wanted to tie together qualitative points we made about how the returns on equity play out and explain, if you dissect them, how you can analyze a typical P&C. So to start with, typically, across the cycle, you see about a 12% return for most of these P&C companies average that have taken this insurance-led approach. And interestingly, only about 4% of that return of the 12% comes from the core insurance operations. So what we see here is, on average, the companies are writing a 95 combined ratio, which means about a 5% underwriting margin. They have to pay taxes, which gives you about 4%.

And because they have premiums that are equal to their equity capital, that's about a 4% underwriting return just on the insurance. What's interesting is actually an extra 8% of their return comes from the investment side of it.

And if you look at the typical balance sheet of an insurer, you see that about 5% is coming higher-yielding common stocks, but 95% is actually coming from very low-yielding fixed income investments. So they're getting about a 4% pretax return due to that mix assets after taxes, it's 3%, which is similar to what they earn from the insurance business, but they're able to lever it up about 2.5 or 31 to get something a little bit higher, about 8%.

So on average, you get about a 12% return P&C industry with most of that coming from investments. Now Bill will come back up, and he'll be able to walk you through how Berkshire Hathaway has really created a differentiated approach that sort of turned the typical P&C insurer on its head with much more success and it's really aspirational model for how we'd like to build a Howard Hughes insurance company.

Thanks, Ryan. And sorry to steal your slides. But actually, let me just go back one. What I think is interesting if you think about it, if you talk about an insurance company, only 1/3 of the return on capital is coming from insurance, 2/3 is coming from investments. On the investment side, they're getting to return financial leverage and investing in pretty low, I would say, generally lower risk. People think of as lower-risk securities in the form of fixed income investments, but it's really an investment business, the insurance operation.

So if you could optimize the investment side of the business, and I think an insight that Buffett must have had 60 years ago, you could build a much more profitable insurance company. So what's different about Berkshire is he takes a very low -- Buffett takes a very low-leverage approach to the way he runs this insurance operation instead of writing 100% premium relative to -- or an equal amount of premium relative to equity capital he writes somewhere between 20% and 40% each year relative to equity capital. So it's like an insurance company running at very low RPMs.

If you think about it as a car, just coasting along. He also uses lower leverage on the investment portfolio. Ryan showed you kind of average for the industry is something approaching 3 times assets to equity as the financial leverage for insurers at 1.5 to 2x. So much less leverage on the investment side and a fraction of the leverage, if you will, on the insurance side.

The other approach he takes is like a barbell approach. So with respect to the float, the sort of money received from premium to be paid potentially in future claims, invest that money in short-term treasuries and it takes no risk. However, he takes approaching 100% of the equity capital of his insurance operation and invest in common stocks. So it's super low risk with respect to the float, really taking no risk and a common stock approach to the investment to the bulk of the investments of the insurer.

These insurance subsidiaries of today, a highly diversified, very creditworthy holding company. And again, as effectively controlled company and a long history with shareholders of not focusing on -- it's not important to the Berkshire shareholders to focus on quarterly results, something that Buffett has done very well in cultivating a shareholder base that he always talks about you get the shareholders you deserve the story he always told was to think kind of longer term, He was never under any pressure to run his insurance operation to achieve short-term growth, for example, in premiums.

And the result is that the range of 20% to 40% premium to capital is really a function of the market. And so what Buffett has done over time, he's sort of constructed his insurance team to put pedal to the metal, so to speak, when business is pricing is good, but even pedals in the metal is a fraction of the writing relative to capital for a typical insurer and to kind of step away when the pricing is unattractive.

And I think his recognition here is that the insurance business is not a particularly important part of the profitability of the company. So instead of 100% premium relative to equity, it's 20% to 40%, kind of a similar degree of profitability and again, at the scale that Berkshire operates, having a combined ratio of 95% in quite impressive and then a much lower leverage on the investment side of the house, which works out to a balance sheet, which instead of -- it's more liquid with respect float very small exposure to kind of longer-term fixed income instruments and about 14x the exposure to common stocks versus a typical insurance company.

And this sort of overcapitalization of the insurer has some marketing benefits. Berkshire can always talk about being, by far, the best capital capitalized insurance company in the world and that over capitalization enables them to be much more nimble with respect to there's a major event that causes catastrophic losses for the industry. He is in a position to immediately write lots of additional business, but he's under no pressure, and therefore, can run the business profitably, taking no risk on the flow, it just seems like a sensible approach because if you expect to run a slightly profitable insurer if you take 100% of your flow to invest in treasuries that should cover your potential claims and that gives you the flexibility.

And he invest in generally liquid common stocks, although he put his railroad 100% ownership of Burlington Northern, actually inside of the insurance company. And this sort of overcapitalization is a sleep at night approach. You never find yourself in a world where something catastrophic happens and it has a particularly material effect on your capital. And of course, the rating agencies have come to really appreciate the strategy that's given Berkshire.

It was at 1 point of -- are today it's in the AA category, but clearly, one of the best capitalized places to go in a world where there are very few carriers that can write enormous risks. It gives a real competitive advantage in terms price the business they do.

If you look at the investment side of the house over the last decade, Berkshire is actually slightly underperformed the S&P 500 on the common stock portfolio. What we've done using the financials of Berkshire kind of extracted his returns on -- from his equity portfolio? How do you put the funds in an index fund, he actually would have done better than how do you pick stocks.

The last 5 years, he's fairly meaningfully underperformed the S&P. Obviously, the 60-year record is extraordinary. But what you're seeing here is what he complains about is some of the problems of scale as you get larger, Virtu has, whatever, several hundred billion dollar cash position today investment it's a trillion company. There are some limitations on his ability to earn excess returns as we had in the past.

So Ryan took you through the typical P&C insurer, again, third of ability comes from insurance, 2/3 comes from the kind of levered fixed income portfolio, getting to about a 12.2% return on capital. Berkshire is able to run a somewhat more profitable insurance operation because he can pick his moment. He doesn't -- it's not as aggressive in terms of writing the business.

But even so of the 15%, let's say, return on equity that Berkshire has earned in recent years, only about 15% or 14% of that has come from actually the insurance business and 85%, 86% of that has come from the investment side of the operation. So again, it's nominally an insurance company. but it's really an investment operation that happens to be in the insurance business.

So when we get back to Howard Hughes, and we take a page from what Buffett has done, we have the benefit of his experience is that we think we have kind of a similar opportunity to build a profitable insurance company inside of Howard Hughes with a kind of diversified lines of business. The benefit of a diversified insurance operation is insurance is not all the same. They're different -- whether it's marine or there's some major event where there's a catastrophic loss that can affect the pricing in a particular insurance line and make it more favorable whereas other lines are less profitable. If you have exposure to different lines, you can be more aggressive in different segments in the market, taking advantage of sort of the nature of the market.

And so what we like is one, if we can find a business that we think meets our criteria for being a well-run insurance operation with a good management team and kind of a diversified portfolio. You combine that with our investment track record -- and then within the context of Howard Hughes, this diversified holding company, starting at a much -- at a tiny scale relative to Berkshire, we think we can accomplish something very good for the company. touching on our track record.

So these are our net returns. As I mentioned, we charge our clients anywhere between 1.5 and 16 and 15 and 20. If you look at Pershing over the last almost 22 years, we've compounded at 16.4% net 10.4% for the S&P index over that similar period, about a 600 basis point per annum outperformance over that period of time and the power of compounding, the difference between 16.4% return and a 10.4% return we'll show you that on chart. It's obviously it's quite meaningful.

There have been several, I would say, stages in Pershing Square's development. We started out as a hedge fund type structure for the first really up until 2018 when we became what I would describe as a permanent capital firm, we're today 95% and soon to be effectively 100% of our assets are in permanent capital. One of the reasons why Buffett went from managing a hedge fund 15 years later to be taking control of a company and where we had permanent capital is it's a huge competitive advantage to not have to worry about capital coming in or capital coming out. Capital coming in dilutes your returns, capital leaving, can put pressure on you as a manager.

Our results have improved dramatically. We've had about almost 1,000 basis points per annum outperformance versus a very strong S&P over the last now almost 8 years. And then just to do a 5-year comparison again, here, almost about a 770 basis point per annum outperform. Again, these are all sort of net returns.

But again, for Howard Hughes, we're not going to be charging 1.5% in '20 or in '16 on the investment portfolio, we're going to charge nothing on the insurance operation. If you look at our results without fees, they look more attractive. So about 1,100 basis points per annum, excess return over the last 22 years.

And then in the -- what we've described since we've had permanent capital, it's been almost 1,500 basis points per annum. These are pretty much off the chart. -- versus any other equity investor or kind of similar periods, a 28% return compounded for the last 8 years and a similar 28% return for the last 5. If you look at it in short form, you start to really realize the power of compounding.

Let me just kind of walk you through the history of the firm because I'd like to say success, it's not a straight line up, but you learn from experiences about making mistakes them. The first, I would say, 1.5 years, we made very few mistakes. We had an extraordinary record. It was about a 21% plus compounded return net of fees over that period.

In October 2014, we launched our first permanent capital vehicle, an entity called Pershing Square Holdings, which today trades in London. Unfortunately, a year or so, we're about 1.5 years later after launching that entity, actually a little more than a year.

We made an investment in a company called Value Pharmaceuticals, which was a large past investment up to this point in time, we have made only, I would say, activist-type investments where we had a lot of over a company, turn into a disaster. We lost approaching 90% of our capital on what is pretty substantial investment, 1,200 to 1,300 basis points of a loss, which itself wasn't catastrophic.

But the very negative press associated and the perception in the market that this big negative loss would lead to redemptions from our clients made it a bit of a fat comply. And we started -- these people started shorting relatively few positions we had. We owned about companies at the time, and they went long on stock, we were short, a company called Herbalife. There's a movie you want to learn more.

And we found ourselves down fairly quickly to whatever another year or so, we were down 30-plus percent. And that wasn't -- you can see that little moment on the chart. I said to the team at the time, there's a how do I put this? Where is the point or part? -- green -- that's how you advance the slides. Okay. Anyway, you see that little thing. Well, that's down 35%. It's no fun. And the decision we made in 2017 was basically to get out of the business of managing assets that can leave. We had launched this vehicle called Pershing Square Holdings. We went public and had $6 billion of assets, $6 billion of capital at the bottom and had $3.9 billion of equity.

And -- what we did -- what I did at the time, I was 50 years old, not a fun moment in my career, I looked at how much capital was Warren Buffett managing when he was 50. And Berkshire had when he was 50 years old, only $400 million of equity capital. So look at Buffett had $400 million, we have $3.9 billion. If the rest of our assets go away that we have managed for clients, then we're 10x ahead of Warren and I've got only 44 more years to catch him.

So the other thing we did at the time is something I don't like generally doing, but it was sort of essential at the time. It borrowed $300 million. And I had redeemed some capital from the Pershing Square head funds, and I bought effective control of our European vehicle by buying along with other team members more than 25% of the shares of the company, which were trading at a double discount. Our stocks were cheap and it was trading at a discount to its net asset value. And that made this closed-end fund effectively permanent, and we can now invest for the long term wouldn't have to worry about investors redeeming capital.

And so that's the history is 11.5 years of great -- everything worked well. This one big mistake that led to this kind of challenge to our business, a strategic decision to exit the open-end hedge fund business and then kind of a business plan. We're just going to manage permanent capital from this point going forward.

And if you look at that outcome, if you put a $10,000 in Pershing Square at the beginning of time, it turned into a $660,000, if you didn't pay fees. If you paid fees, still was pretty good. You made about 26x your money, over the last nearly -- over that sort of period of time. But Howard Hughes now gets the benefit of 22 years of experience. And of course, an insurance company is effectively a permanent capital type vehicle, and it also has a benefit or not charging fees.

So we think it's a very good setup for us to be a meaningful contributor to Howard Hughes. Like I touched on this before. What are our incentives here of the view that incent drive all human behavior. I more recently, I said, love drives all human behavior, but I was giving a toast to my wife. But in a financial context, I would say, what are our incentives. So today, the team owns stock directly in Howard Hughes through our stake through our ownership of the Berkshire management company. We also are major investors in the Pershing Square funds. So about 28% of the capital persons net is employee capital.

So on a look-through basis, of the 47% of the company we own, about 25 percentage points of that is directly and directly owned by the team. So we've got a lot of skin in the game. We're charging a well below for us, management fee to the company to recover some of the incremental costs to manage this operation, and we're managing the assets of this, hopefully, future insurance subsidy at no cost, which we think gives this insurance operation a significant competitive advantage.

And we're ambitious, motivated people. And we've, yes, saying we want to build a modern day Berkshire Hathaway always -- we're kind of putting a stake in the ground about what we're trying to accomplish. But we're very excited about what we want to do here.

And it's evidenced by our confidence in our ability to do so, we paid about a 50% premium the market price for the stock of the company really for the opportunity to pursue this business plan. We're going to follow the Berkshire plan in terms of the way we've managed the insurance expect to write about 50% premium relative to our equity capital, and we'll put the pedal down or we'll step away, breaks on depending upon different -- the profitability of different segments the operation, and we're going to instruct the team that manages this company that they're under no pressure to do business. We just want to write profitable business.

We expect to be levered similarly to Berkshire in terms of the way we manage the investment assets to 2x versus 3x for a typical insurer. We're going to take all of the float. We're going to invest the float in short-term U.S. treasuries, and then we're going to invest the equity capital that's ensure directly in common stocks that will be the insurance subsidiary.

So we're not -- you see hedge funds. Greenlight did some created an entity. I think Dan low at 1 point created 1 where they basically took control of the insurance company and the insurance coming in capital invested in the hedge fund. -- insurance companies paying full fees to invest in hedge fund. It's a way for a hedge fund manager to get permanent capital. We are not doing that. What we're doing is the insurance company is going to run as a stand-alone operation. It's going to invest its assets directly in common stocks and U.S. treasuries. We're going to manage assets as an external manager for no cost.

If you take -- we've got the typical insurance insurer, which we talked about, we talked about Berkshire, let's talk about Howard Hughes. So typical insurers generated a 95% combined ratio, Berkshire has been at 93%. We're going to pick 94%, which is a bit of picking a number out of the air, but we have, I would say, significant advantages versus the typical insurer we have no pressure to write business.

And we have significant advantages versus Berkshire because of our size. We're tiny. We'll be tiny in the context of the insurance business. It should enable us to choose risk. So I think it's a reasonably conservative estimate if we can over time, achieve a combined ratio, not any 1 particular year, but over time, certainly at the kind of scale that we begin our operation. That means the insurance company has sort of a 6% profit margin. We assume a 21% and that in light of the amount of premiums we're writing relative to equity, that gets to about 2.4% of our return will come from -- return on equity will come from the insurer.

We assume that all the float expected to about 40% of assets over time invested in short-term treasuries. Today, that's maybe a little higher than today's return, but we're assuming a 3% return, de minimis investment income, about, let's say, 60% of our assets invest in common stocks. And we're seeing, over time, can we generate a 20% return, assuming we pay no fees on a no fee on a gross basis, and we think not an unreasonable assumption.

Historically, over the last 22 years, it's been 21.5%. Since we've had permanent capital, it's been 28%. And we think that is a reasonable estimate of what we can achieve with our investment strategy. take you adjust for the proportion of the capital that's invested in common stocks. You reduce taxes, it gets you to a after-tax about 10%. We're assuming the midpoint of the range, the amount of leverage we use and of assets relative to equity, that gets you to a 20% plus return on equity.

Now if our returns on investment are higher, insurance companies more profitable. Obviously, these numbers kind of get better over time. And we've got a little matrix here. Pick your return on common stocks, choose your combined ratio, and you have an insurance operation that almost every cell on the page gets you to higher high teens to kind of mid-20s ROE.

You do that over a period of time, the power of compounding, and this becomes a very profitable insurance operation of the scale. Again, part of a holding company structure, no pressure to generate to write business. We think that will enable this insurance company. And by the way, we are update you where we are in a moment, but we've had some conversations, obviously, with people in the industry over time and the opportunity to work for an insurance company that is run in this fashion is a very appealing opportunity.

The choice is today, if you're an insurance executive is generally for a stand-alone public company, which has the pressures that I've talked about. You can partner with private equity, which arguably may have even more pressure because your -- you have capital that is being invested with an expectation of an IPO or an exit within a 5- or 7-year period of time. Here, we're taking a multi-decade approach, and it's a very -- much more interesting place to come work or if you like insurance and then you get the benefit of the asset side, the investment side is generally an afterthought for almost every insurance executive and having someone else with competency who can handle that, I think, is very appealing.

And this would be a permanent holding of Howard Hughes. You don't have to worry about the business being sold to someone else in 7 years. which I think is very appealing in terms of our ability to recruit and retain talent.

So just briefly on the holding company structure again, diversification because the real estate business really is unrelated to what we'll be doing in insurance. Over time, that holding the company becomes more diversified, but it's a nice base of today, the sort of market cap of the company. It's about $5 billion of capital of incremental support to the insurance company.

If you take our closer to our estimate of intrinsic value for Howard Hughes. It's more like I would say, $5 billion plus of incremental credit support, that entity is owned by Pershing Square Holdings owns about 30% of Howard Hughes. It's an S&P A- rated company with $19 billion of assets, $6.5 billion of equity and owned 15% by Pershing Square the persons were a management company, which was valued a year ago about $10.5 billion in today's worth considerably more.

So you've got 2 very strong owners that own diversified holding that in turn on the insurer, which is a very good backstop and something that we think the rating agencies will find appealing. That's effectively this slide here. So there's really $30 billion of equity backstop for this insurer beyond the capital that the insurer itself will hold. And we've been, as I mentioned before, a supportive long-term investor in Howard Hughes.

In a world of short-term investors, we years in, we're just getting started. So we're planning to be around for a long time. This is just graphically what I just described.

Okay. With that, I'm going to turn it over -- last comment. So where are we? The answer is we've executed an NDA. We've done, I would describe as detailed, but preliminary due diligence. -- on an insurance operation that is privately owned today. We've made an offer now in writing for that business.

And we've gotten some -- we think we are in the zone with respect to the price looking for, and we're expecting to be afforded the opportunity to do a more deep dive on this particular business. It's probably a 90-day due diligence process if we -- so theoretically possible, we're in a position to announce a deal if the fact check out and we can come to an agreement on terms, I would say, by end of year or maybe early January, it's got a reasonable expectation.

What we bring table to a private owner today is one, this is a very attractive opportunity for the management team. And two, we can afford to pay, I would say, more than what could be achieved if they were to take the business public tomorrow in terms of where P&C companies are curating generally. And because we bring value to the insurer by virtue of managing the assets effectively, we can justify paying a premium price to them.

So it's a win for the seller, and I think it's a good setup for us and we're taking a very long-term view, so we can justify a premium. So I would say cautiously optimistic we will get a transaction done.

With that, I'm going to turn it over to O'Reilly to talk about Howard Hughes, and then we'll be happy to answer your questions.

Thank you, Bill I'd share Bill Ryan's enthusiasm on building this diversified holding company and focusing on the insurance business. And one of the reasons why I do is we have the benefit, unlike Berkshire of building this business on the foundation of an incredibly successful and profitable real estate business.

One of the hardest things I have to do in talking to our existing and new investors and talking about our real estate business is to convey the size, breadth, scope, scale, quality of the communities that we develop. And there's no picture in an annual report that can do it any justice. So please bear with me. We put together a very brief, but I think illustrative video that conveys just the quality of what we do at Howard Hughes communities.

[Presentation]

All right. Hopefully, that video conveyed a lot of what we do at Howard Hughes Community. So I'm going to be brief in my remarks. I did want to highlight just a couple things around why we're different and why we have these unique competitive advantages?

The first of which is this perpetual cycle value creation. We sell land to homebuilders residents move in. We take that capital to build great amenities in our community and therefore, more residents want to move in and our remaining land value goes up. And that goes on for decades and decades.

The second around is the lack of competition we have. And most will characterize development is a relatively risky business, but why is it risky? You have entitlement risk, you have approval risk and you have competition. Sometimes 4 corners of an intersection with 4 office buildings going up at the same time.

In Howard Hughes communities, we are fully entitled have our use approvals. And there is no competition because we're the dominant owner of both the existing properties and the undeveloped land. And then the final competitive advantage is our ability to self-fund this business our recurring NOI from rent collection almost covers entirely our interest in cash G&A, leaving the profitability from land sales to homebuilders, represented MPC EBT and profitability of selling condos to fund any future growth into -- and as Bill mentioned in his opening remarks, we're in a unique inflection point in the company today. I'm going to talk about that in a second. But first, the competitive advantage around the self-fulfilling cycle value creation that for a second.

In 2017, we did an Investor Day, and I told our audience that we had about $3.7 billion of unsold land an appropriate discount rate and an average growth rate per year in terms of price appreciation of that land. Since then, we've been very successful in selling that land to homebuilders. We've sold $2.7 billion at an average margin of between 6 and -- so under the melting ice cube approach, we think, "Oh, today, you probably have $1 billion of land left.

But what's happened to that remaining land is the price per acre has appreciated as we've improved these communities. As we provided great places to live, shop, dine, great places for businesses to thrive and families to grow at an incredible rate, 164% in Summerlin, 60% in Bridgeland and almost 50% in the Woodland Hills such that, that remaining land that mathematically may appear to be $1 billion is actually $4.8 billion today.

That's the virtual cycle of value creation that goes on and on in these unique communities where we have built around tens of thousands of acres. And that is going to go on and on for the next several decades.

The other area I want to highlight before I wrap up for Q&A is to talk about our free cash flow. This year, we've guided to $410 million of adjusted operating cash flow. Based on recurring NOI, land sales to homebuilders and 0 condo margin because we don't have a tower that closes this year at a profit. I'll explain that in a second. -- against our G&A and interest expense. But we're at a unique point.

Within our rent collection business of our operating asset NOI were stabilizing recently completed developments that will add $73 million of incremental NOI. And finishing under construction projects that will add another $15 million of NOI. So over the next several years, that 267 can stabilize it up to million, increasing the free cash flow of the company.

Within our land sales to homebuilders, we're selling at an all-time high this year, but not at an all-time high in terms of number of acres. -- that increased profitability is really driven by price per acre. And assuming we sell a similar number of acres and a similar number of -- similar price per acre over the next several years, that's a number that should remain in the $425 million to $450 million.

Now I am cautiously optimistic that we'll see increased price appreciation, the way we've seen in these communities over the past 5 years, but we're not going to count those eggs until they hatch. Finally, in our condo business, right now, we're closing Ulana, which is a workforce tower in Hawaii. And that is part of the requirements of our entitlements there is to deliver 20% of our units as workforce. We deliver those at a 0% profit margin, which is why we have profit from condo this year.

But going forward, we have 6 towers that are largely presold, some of which are in at 97%, 93% and 70%. And those that are still in the presales. We haven't even started construction at 67% and 50%. Those at their current sale levels today represent $4 billion of revenue. that historically speaking, have delivered at a 25% to 30% margin.

That increased cash flow, if I add all 3 of those segments together with similar level of interest and overhead we'll take our adjusted operating free cash flow from $410 million to $690 million.

Now as much as I love to reinvest into our communities, it's hard for me to imagine a situation where I need all $690 million to go back into the Woodlands into Summerlin. And that incremental free cash flow is what can get into Howard Hughes Holdings, the parent company that can be invested in insurance and other durable free cash flow business.

And to me, that is what's incredibly exciting about this opportunity.

So I'm going to stop there, and I'm going to turn it over to Bill if he has any closing remarks before we have Q&A?

Yes. Actually, if they can bring the house lights down a bit, so we can see the audience because we've got pretty good glare here. But I think what we'd like to do is just open it up for questions. I'd be happy to answer questions about anything that you find relevant and interesting and questions for the Board, including people not on the stage are also welcome.

So maybe can I turn the house slides down a little bit? I'm sure you can still see us and that we can see the audience little better. Someone has been working on that. So with that, please feel free. Why don't you raise your hand...

Thanks, Bill and team for hosting this in person much appreciated, Ian Anderson from Calgary in Canada. If we look at sort of the publicly traded insurance companies that you presented on, what would be the closest analog to the type of company you're looking for? And some of the characteristics of an insurance company that you find attractive?

I think, one, it's got to be at a size that it's acquirable by us. So it's got to be a relatively modest size, a couple of billion dollar kind of scale -- it ideally is diversified in its operations and the business that it's written over time. So it's got experience experienced team, and it participates in a kind of a broader lines of business. But beyond that, we don't really need much more because we obviously wanted to come with a team, a very strong team that's got a good brand and record in credibility because we want them to be shown the best business. But those are kind of the key. I mean, unless Ryan, leave anything else?

No, I think that covers really well. I would just add in the public markets, I think a lot of the businesses in terms of insurance that we admire are at a vastly larger scale, as Bill pointed out. And so while we admire those businesses, those are probably not going to be the ones that be able to acquire just given the relative size differentials, but they've really given us some great learnings about what has inspired us in terms of trying to find a smaller insurer that kind of meets the size criteria that Bill pointed out.

I think a lot of that is just fundamentally stand-alone public insurers for the most part, are understandably trying to appeal to their investor bases who generally want a steady level of growing premiums and do not want any volatility in the investment results. And we believe that, that ultimately leads to and ensure that through the cycle, we'll underperform its potential.

On the insurance side, if you're constantly trying to grow your premiums, that may not be the right way to achieve long-term insurance success because insurance, as Bill mentioned, it's not a business where every day, it's the right decision to continue growing your book of business. Some lines of business are going to have very bad pricing, you should actually be reducing your premium other times, there may be a great way in which you want to accelerate the growth.

So when we looked at some businesses who have gone a different way, I think we admired that. One company, again, a much larger $30-plus billion market cap that we studied in really admired capital -- they have done a great job, we believe, of really not trying to adhere to a constant strategy, but really looking at when is the market presenting opportunities.

And then the second approach, as Bill mentioned, are companies where ultimately, they have a focus on achieving the best investment results. And I think you've seen Berkshire Hathaway is clearly the best example of that. And there's some smaller version of that, that over time, I think we believe we have a structure, although they haven't really matched the investment performance at Berkshire.

It's hard for us to see -- Yes, there's a hand here. If you can give the gentlemen in the microphone.

Jim Cohen from St. Petersburg, Florida. So I was wondering -- so let's say you closed on an insurance company tomorrow, would stock portfolio that you're buying, would it exactly mirror Pershing Square. Maybe I'm wrong, but it seems like maybe regulators would want you to be more diversified, have more or stocks? And if so, how much of a drag on your performance do you think that would be?

Sure. So today, we own 15 stocks in our portfolio. And I think that's an appropriate level of diversification. One of the things we have yet to do, but that's an important step. -- as we get closer to a potential transaction meeting with the kind of A.M. Best of the world and the rating agencies just to talk to them about what our plans are. But I think the nature of how we invest capital and generally kind of large cap, very liquid, very dominant durable growth companies that themselves are sort of investment-grade businesses.

We think a portfolio of businesses like that is a very good fit the common stock portfolio but insurance operation. Will we be somewhat more diversified Possibly, but I don't think so in a manner that will meaningfully affect to generate attractive returns over time. We can also -- if you look at our record over 22 years, I would say 75% or so of the profits come from buying great companies at attractive prices.

But about 25% of have been -- have realized gains have come from hedges that we've implemented over time. When we had concerns about, I would say, black swan type risks in the market.

So going into the financial by the way, much better, we can actually see whoever made that change and should get a price. The -- and that hedging strategy we intend to bring to bear to the insurance operations. So we'll have all of the benefits in terms of how we select common stocks for Pershing Square. All the same resources. The portfolio will look likely very similar. -- perhaps we won't own Howard Hughes, obviously, in the insurance operations, we'll have to replace that commitment with something else. But the same hedging strategy.

So can I tell you in advance which portfolio will do better than the other? I probably couldn't. But I will say one net of fees one gross of fees. I think the gross of fees, 1 will have a huge advantage.

If I could just add -- looking at some of the other insurers who do have a more investment-led approach. Just on analog is Berkshire Hathaway. And they have often throughout their history, had positions, which are approaching 25% to 30% of their total equity investments in there. So there is a model for concentration.

And oftentimes, Berkshire has had the top 5 positions, anywhere between 60% and 2/3 percent of the total portfolio. So that would be a similar level of concentration in terms of how we might run for the average -- but certainly, his larger stocks have been much larger in terms of concentration. And while there could be some differences, but we do think that there are some public situations where concentration is not necessarily viewed as something that you would not be able to do.

And one request for the people doing audio. If you could leave my microphone on and not turn it down, turn it out and turn it down. I'll just keep it at the same level. I would appreciate it.

Okay. Next question. How about whoever has got -- why don't we pass the -- whoever gets the mic gets to ask the question. So raise your hand if you want to ask a question. We have more than 1 microphone. I hope we do. So there's another microphone here. So why don't you get the microphone to this guy in the front and whoever runs the microphone first and ask their question.

Is it on -- thank you. Great. Go ahead...

Sure. I'm Josh Rushing with a show called Thought Lines. And I'm curious how much...

You say where you're from? We got an award for a person who came to the farthest, but where are you from?

From -- It's a television show. And I'm curious how much money have you put towards the New York City mayor election -- and should your wealth give you more power in a democracy?

Okay. That's a good question. So I invested $500,000 with Andrew Cuomo and it was not a very successful investment, certainly in the primary. Look, I think the answer is, I'm not a huge fan of change in the laws that allow individuals and corporations to invest massive amounts of money and elections.

So if that law were to be changed, I think it will be a good thing. -- where there were limits on -- it's crazy to me that there was a Senate election in Pennsylvania and people spent $550 million on that election. It seems like a huge kind of waste of money.

But operating in a world where it's legal and the other side will do the same. I think it's very important to the future mayor of New York City is, I think it's less important for me personally. It's much more for the 10 million plus other people who live in the city. And I'm very concerned about a socialist Mayer, who believes in defunding the police and shutting down Rykers legalizing prostitution and a series of other initiatives, I think is going to be really bad for New York.

And I think if New York becomes less safe place, and a less attractive place to do business, people -- it's a competitive country. People will move their businesses. The finance industry, for example, is a very portable industry. Ryan has a house in Miami. He would love for me to move Pershing Square to Florida. It's much more favorable from a tax perspective. It's much more the Mayor Miami would do backflips to have us and other people in our industry go there.

And I think you want a mayor that is supportive of business, supportive of the financial industry because that is very important for the tax base of the city. It's very important for job growth here, and you want a mayor who believes in being prime because if people feel unsafe or something happens to their wife for their children or whatever, that take about a very short period of time before they decide to exit the city.

I mean one of the reasons why Howard Hughes has been so successful and where it's real estate is located. Texas, Las Vegas, or Nevada, Texas or 0 or very Phoenix, very low tax states, very pro business. And that's why the country and people in our country are moving there. And that demand enables us to sell loss on build these are sort of successful businesses.

But all of that growth is at the expense of places like California and New York and Chicago and other cities and states sort of anti-business. And I think if a socialist, a pronounced socialist, a proud socialist, someone would say communes based on some of his plans from a real estate perspective, we of New York, it would have very native signaling value for the city. Marianne, who's on our board is probably the most important corporate relocator in the country in terms of people looking to move businesses and would play a major role in moving businesses in and potentially moving businesses out of New York City.

I mean I can ask her views on what the risk is to New York if you a Madame type me. Why don't I do that, I'm going to call you out, Mary Ann. If we can get Mary Ann a microphone.

You're going to be sorry, Bill press this button with me -- so let's start with the fact that just this morning that JPMorgan Chase now has more employees in Texas than it does in Manhattan. I have always been, at least in my career, the #1 private sector employer.

So it just validates the point that Bill was making. But when we touch upon affordability, I think that, that is something that we need to peel back and understand why the city is unaffordable. And I would tell you that for you who are paying market rate rent, 1/3 of every dime you're paying is New York City real estate taxes. I can tell you that real estate provides 50% basically of all the tax money that we generate in the city, and we've leaned on it so heavily that we've made so much unaffordable as a result.

I can also tell you that the desire for more affordable housing is a universal sentiment about who cares about this city. We thrive because we're going to attract people to live here at all different levels of economic success. And also that we want to be able to underpin the people who are challenged here -- but if we expect every affordable opportunity in this city to solve every social ill, we're not going to get the amount of affordable housing we need.

And what do I mean by that? If you're designating a certain percentage has to be affordable, then you can't also expect that you're paying the highest level of union wage, you can't also that there's contributions being made to the community, et cetera, et cetera. Picker, make hard decisions, pick what you want to solve and go for that. And last but not least, I think we all believe that the city has some exceptional things that we need to preserve. And in order to preserve those things, the sanitation, we need the safety we need to develop processes so that people don't take forever to implement. Have you been following the casino projects now?

I told you you'd be sorry. If you've been following the casino -- you can see that every Manhattan Casino, and I'm not, by the way, I'm not an enthusiast. Every Manhattan Casino was set up to fail. All you had to know is the politics, and you knew it was a joke. And we make the hurdle so high for everything that the execution, the intentions may be good, but the execution takes forever and costs way out of proportion. So perhaps this can be solved with a whole new perspective. But I do have to say this is a tough 1 to learn on the job. That's what I have -- I want to say.

Excellent. Let me just give a very specific example what Marianne is talking about. So Howard Hughes used to own the Seaport and a site in the Seaport where we could build, I don't know, 400, 500 unit apartment complex. And I don't know, 25% of that, 20% of that had to be affordable housing and the construction of this project contribute meaningfully. The building -- there were protests trying to hold up the development site, claiming that toxic stuff in the soil from a former factory would be released from the construction.

And obviously, before we were build anything there, we were going to clean it up. In fact, we did and we dug out this oil. -- people protesting weren't protesting because they were concerned about a school that was located nearby and fume going into the world. They're protesting because they lived in the building just behind it that would be blocked and their view of the water with Block.

The building behind it was, I think, a Michela low-income development that started out as an affordable housing development where people were able to buy apartments at for $20,000, very little money. And then after like a 20-odd year period of time, -- the building sort of went sort of market rate. And the people will pay $20,000 for their apartment ended up owning units that are now worth $1 million with views of the water and more than that. And they didn't like the idea of what it would do to the value of their units, if a new building was built in front of them.

So there's a lot of fake protests in New York. Many of the same people supporting Madame are people who are protesting against development in New York. What keeps housing expensive in New York City is a lack of supply and how difficult it is to create supply in New York at a cost that's competitive. You want to bring rents down, open up the floodgates in terms of development. and make this an easier city to do business.

That was a good question why -- it's exactly why we're affordable in our communities. Because we're building the housing supply to keep up with demand. And when I meet the CEOs in New York or California or otherwise, I can give their employees twice the house for half the price, quality, low-cost college educations in Texas and Nevada.

And our communities, since they're not incorporated cities -- we don't have many of the problems, unfortunately, at the politics of a typical city. And so we go to the Woodlands, it's spotless, it's clean. It's safe. You can walk around at night. You don't have to worry about getting having an event like that. And that has become, obviously, very, very appealing for people. Next please? Go ahead.

This is for Mr. Reilly. -- our downtown property in Summerlin, the downtown core in the next 24 months because NOI is really the story for us going forward. Why can't we put for Tanager Echos stagger them 24 months and really kick up the development of NOI properties?

It's a great question, but it speaks to kind of how we'd like to pace our demand, how we like to pace our development really to meet demand, putting 4 Tanager Echos at the same time would be too much supply relative to the demand that's in the market. We like to build 1 multifamily property. The property of Virtu for the better of the audience is a multifamily apartment building that's done very well for us. It's almost entirely leased at some of the highest rates in Southern Navada.

Now that, that's filled, we're in design and getting ready to start that next multifamily apartment building in downtown Summerlin. When that's filled, we'll start with the next one. always just building enough to meet demand, never building too much again over our skis in creating an event where we have excess vacancy and therefore, putting pressure on rates.

And just another one, if I could. Bill, you've said over 20 years, there's been many opportunities in private businesses that you've been approached to potentially buy. Can you -- even if you don't name them, give us some examples of things you've had to pass on that would have been a great fit for how other than insurance?

So I -- the way I've managed my personal investment, the way it works at Pershing Square is like if I want to invest in public securities, I do that through the Pershing Square funds -- the only other things I can do are private investments. So over time, I've made investments in a kind of broad array of different businesses generally as a minority investor in a deal. And I don't know that -- but I would -- well, the better way to answer your question is, first, we're going to focus on buying an insurance company. That's going to consume, I would say, the majority of our free capital, and we're going to invest the assets of that insurance company as we described.

Over time, as the real estate operation generates excess cash, it gets paid the holding company, we're going to look for businesses that meet our standards for business quality. One of the benefits Pershing Square has is we're a very well-known investor in the public markets. personality in the investment world.

And the result of that is just we get a lot of interesting deal flow. But the word has been private stuff. We're really not looking. We're going to let the world know precisely what we're looking for and people are going to be and that's going to lead to interesting transactions. So the question is, the incremental question would be, what's our competitive advantage in buying a $400 million enterprise value company versus a small private equity firm, which is really the other alternative.

Today, if you built a business, your family built a business over 50 years and you're looking at this point to exit the kids may be less and running whatever the business is, and you want to sell it at that kind of scale, even $1 billion, $2 billion enterprise business is generally too small today to go public and going public is not an exit strategy. really the beginning of a journey where you get some potential liquidity maybe at the time of the IPO and over time.

But so if you're 75 years old and it's time for you to kind of organize your fares for the next generation, to sort of sell to private equity where you have to sell to a strategic. If there isn't a strategic, your only choice today, I would say, is a private equity owner. And the private equity journey is not that appealing for many private business owners. Why? Because they buy your company, they can decide to create whatever synergies they want and then 5, 7 years from now, they're under pressure to sell it to someone else.

And for someone who's built something over lifetime, maybe the business is in a community that's obviously important to you. It's not a very comfortable thing to sell your business to someone and not know who the ultimate owner is. We have the ability as a public enterprise with a large owner to commit to someone to be effectively a permanent owner of their company and not put a lot of leverage in the business and operate the way more typical private equity owner would operate a business that they intend to sell in 5 or 7 years. And I think that will make us an appealing potential owner for sellers.

Next, The women here, if someone can give her a microphone.

Bill, we've received a number of questions from our online audience as well if you want to take.

Why don't we take one of those and then we'll take your question next.

Great. So there's a lot of private equity money flooding into insurance. And how will you ensure that underwriting discipline maintained. And are you willing to walk away from businesses if the premiums are wrong and do not access the risk -- excuse me, assess the risk properly -- and relatedly, how do you see AI impacting underwriting in the near to midterm?

Sure. Actually, Ryan, why don't you take that?

Sure. So that's a great question. And I would kind of take the first part of it in terms of the flood of private equity money coming in. I think what's really important to think about is most of the capital that's coming into insurance is not coming into P&C or property casual insurance. It's really coming into the life business, in more particular, it's coming into the annuities or the retirement product. .

Those are vastly different value propositions for vastly different people. So what we're talking about in property casualty is really sort of the risks that a corporation or business might face when it's going to conduct any manner of things, whether, as Bill mentioned, give an example of Marine of protecting ships, it could actually be protecting the business infrastructure. It could be for directors and officers protecting. There's a whole range of dozens of categories in which businesses protection for anything core to their operations.

What a lot of the private equity folks are doing is trying to build businesses where, ultimately, an annuity is nothing more than a guarantee to pay a retiree, a certain rate of interest over time for the rest of the life. And as a result, they get in a flow of funds that they can use to invest ultimately at a higher rate of credit than what they are giving the retirees in that annuity product. So that's really a financing type of transaction. And the reason so much money is floating in is you have a lot of private equity firms that are publicly traded that have market values in between $50 billion and $100 plus billion.

And so they need an area in which they can put a huge amount of capital to work such that if they're successful, it moves the needle, for the publicly traded business is market values. What we're talking about is a different type of business that operates at a scale that is many, many multiples below that. So a lot of private equity money wouldn't even be interested in what we to do because it would not move the needle for them.

So we think it's actually a very strong competitive advantage for us, participating in a different market than where they go at in a much, much lower scale. In terms of the pricing, I think the question is absolutely right. What you've heard from Bill and myself is we have no intention of getting into a business where we need to be constantly increasing the level of premiums that are written every year even if the pricing doesn't -- we think that's a core competitive advantage that Berkshire and other well-run insurers have done for many decades, and that's something that we think is really important.

One of the reasons I think that we can say that is because of the holding company which removes some of those incentives where people have to have the only line of business that's public righting all the time. We have other lines of business that insulate it. But the second reason is because we're taking an investment-led approach.

Bill talked about how in the typical P&C company, 1/3 of the overall return on equity is coming from the insurance, 2/3 is coming from the investments, even though the investment return is pretty we have the ability through our common stock selection approach to really lean into the investments.

And that environment is based upon something that is entirely different than where the pricing for insurance policies are. So we have the luxury where by overcapitalizing focused on common stock investments, we can be earning a very strong return even if we never wrote a policy for an entire year, although the intention would be across a lot of different lines of business to try to fight insurance premiums that we could write.

The second part of the question is on AI.

Yes. And then for AI, we think AI is more likely going to be a benefit for the insurance companies, but it's going to take time. So if I kind of step back very broadly, what you see primarily in the insurance industry is companies that have been around for many decades, which tend to actually be the largest ones in the history of it, they're a little bit more analog where they are -- they've had processes that have been placed for decades. They're very reliant on human judgment.

And they are just very much scratching the surface to see what's possible for even using technology to start -- there's another set of companies that have really been created, I would say, within the last 5 to 10 years that are starting to use not necessarily AI, but just much more technology infrastructure in order to really improve underwriting and to be able to help the underwriters actually have more data available to make a decision.

From what we have seen, some of those companies, some of which are publicly traded, some of which are private, they are achieving pretty attractive results. And I think that could be a competitive advantage for some of those businesses because it's very hard to take an organization that has a decades-long history and as many, many multiples larger and completely infuse technology into that when it's very different in a historically.

I think it's going to be a very long time, though, before AI is writing enough policies on its own without any human intervention or judgment such that the price of insurance comes down and that returns are -- so I think there's a window for particularly the types of companies that we're looking to acquire where technology and AI can be a real benefit in allowing them to underwrite more profitably by lowering the cost and better achieving risk -- but at the same time, it won't be broad enough for the industry where it's going to have a negative impact on pricing and returns.

I'm Stephanie from Dallas. I just wanted to ask, have you talked to Mr. Buffett directly on your plans with Howard Hughes? And if so, what did you say? And do you have any advice for you that you can share? And also, we love to have you all move down to Texas. So come on down.

Thanks for the invitation. And I do get the spend some time in Texas, and we have board meetings there as well. I have not spoken to Mr. Buffett. I had my last communication with Warren was actually I wrote a thank you note actually last week, and it was a thank you note because this is a person that's had a very significant influence on me over the course of my life.

I got interested in this business, reading the Berkshire Hathaway reports, he came to speak at my business school my first sort of interaction with him. And I built a modest relationship with him over time, got to know them a little bit better through giving pledge and other meetings. And a very important influence my note to him was basically, other than my parents, no one has had a greater positive impact on me than you and so I wrote him a thank you note. But no, I haven't asked for his -- him about Howard Hughes. I hope as well.

Whoever has got the mic, over here?

Scott from Atlanta. I'm just wondering why the focus only on P&C? And would you consider other types insurance in the future. And also when you get an acquisition opportunity you think could fit Howard Hughes, how would you figure out whether to do that or to go with the Spark option for an acquisition that...

Why don't you take the first and then I will take the second.

So it's a great question. We've really evaluated all different types of lines of business. Going back to a prior question, what we like about the P&C business first of we think that it best sets up for the investment approach that we've outlined. There's some a little more complicated regulations, but I think a very high-level way to think about it is we've talked about for P&C companies that they tend to be levered on average -- we obviously plan to be a little bit less. If you start getting outside of property casualty going into life or other retirement products, you could see leverage levels between 7 and 11x.

And when you get leverage that high, it actually makes it virtually -- it's very difficult to be able to implement the type of common stock approach in a very safe manner that we want. So I would say those types of things outside of P&C are more complicated for our investment approach.

But I also think there's a lot of competition because there are other people who will not be investing in stocks, we're investing in credit that really want to start playing in the life space because they think they can scale it up from a very small business to a very large business rapidly. So we think there's some competitive advantages in terms fewer dollars trying to do the strategies that we're implementing if we stay on the P&C. So that's why it's really been our potential focus for both of those reasons.

And your second question is for context for people who didn't appreciate the question. So -- and maybe a more general question about allocation -- so today at Pershing Square with Howard Hughes, you think of it as we have sort of 2 strategies. The biggest strategy we have today is we manage 3 funds, the largest of which is Pershing Squares Holdings.

Now we have 2, I'd say, remnants of our hedge and invest in publicly traded securities that own -- we own minority stakes, generally in large cap and mega-cap companies. We're buying businesses at times where we feel like they're underappreciated by shareholders buying them at discounts. There are companies that we -- in many cases, can have a lot of influence on the company to the extent that it's a business that needs optimization or assistance think Chipotle, after a food safety crisis, think Canadian Pacific, a railroad that was really under managed.

But it's a minority stake in a liquid large cap public company strategy. The -- with respect to Howard Hughes' investments, the investment portfolio of a future insurance operation will be managed very similarly to our public strategy, minority stakes and likely very similar companies to be owned that are owned by the manage.

To the extent Howard Hughes invests in a private business, it's a controlling interest in the private business, and Howard Hughes would be our vehicle for acquiring controlling interest in private businesses of a scale that's appropriate in light of Howard Hughes. We created an entity a couple of years ago called Pershing Square [Spark] Holdings. It's an acquisition company. I think a better version -- there's a special purpose acquisition company, a SPAC. And then we created something called the SPARC, a special-purpose acquisition rights company. And what it is, is it's a much better version of a SPAC. The way it works is we gave rights to our previous net in our previous SPAC, an entity called Pershing Square Tontine. Those rights don't trade today. And we're looking for a company to take public that's of scale.

The minimum investment we can make a Spark transaction is $1.5 billion and effectively scales to theoretically unlimited size. But where we be using that capital generally to buy a minority stake in a company that's private with a purpose public.

So let's think a $10 billion business owned by private equity when they want to take it public. That would be a transaction that we could execute using Spark. We've got a couple of different structures and each of which is targeted to kind of a specific kind of transaction. And there really isn't a lot of overlap, which is why it makes sense. Okay. Go ahead.

Vincent from New Jersey. First, we would like to thank you and the team for having this in-person meeting. But I have 2 questions. Why and when did you choose Berkshire Hathaway as like your model to decide how the insurance company should run and also looking years and years ahead, what other company that Howard Hughes be open to acquiring.

Sure. So young men aren't you supposed to be in school. Yes. -- it is school. -- is in school. I agree. Good decision -- come -- come to the meeting. So the reason why Berkshire's model for insurance is the model we want to use here is because, we don't just want to buy a profitable like if you wanted to -- there are some really well-run profitable insurance companies.

We had the resources to buy them, we probably wouldn't buy them. Why? Because we'd have to pay probably 2, 3x book value a very well-run profitable insurance company. And it would be hard for us to add meaningful value to that business because it's an insurer that's really making a lot of profits on its insurance operation and probably run in a traditional fashion with a fair amount of leverage in its insurance operation, not giving us the flexibility to take advantage of our competitive advantage with our ability to make investments in the stock market.

So if you look at Berkshire has done, they really, in some sense, I think this is not well understood, but Buffett's really underemphasize the insurance operation of his insurance company, but really used a P&C business reinsurance operation as a platform to make common stock investments in a public company context.

One of the things that I think is not well known. But today, if you want to have a public company investing in common stocks, it's called a mutual fund or a closed-end fund. And they're pretty tight regulations on how that entity is operated and think of all the various examples that you can give.

And there's something called the 1940 Act, the investment company active 1940, which limits the amount of capital a public company could invest in minority stakes in public companies. But if you buy an insurance operation whose investment portfolios in common stock. So you can get exposure to common stocks without getting in trouble from an investment company perspective.

So I think what Buffett did is he recognized by virtue of this at the time, 15-year track record investing in the stock market that buying minority stakes in public companies, you could earn very attractive returns. You want to continue that in a public company context, but do so within the confines of the rules led him to acquire an insurance business and manage that insurance business in such a fashion, but he didn't have to worry about sleeping at night based on the insurance operation, and it would give him the flexibility to invest in common stocks.

And the same competitive advantage that Butten I think, recognized in himself in the 1960s is a competitive that we have at Pershing Square in terms of investing in common stocks. And we wanted to be able to continue that by investing in Howard Hughes.

What kind of business are we looking to buy ?

Kind of business are we looking to buy? We're looking -- it's less so a certain type of particular industry. It's a business that has certain economic characteristics. So we are looking -- our favorite kind of business is sort of a royalty collecting company.

If you look at the Pershing Squares portfolio today. We own a company called Universal Music, Universal Music is the dominant company recorded music and a near #1 company in the music publishing business, and these are businesses that look like royalty collective mean if you stream [you to, you probably don't listen to you to, I might be here to listen to Taylor Swift. I'm not sure what you listen to], but [indiscernible] if you stream whatever it is, every time you listen a fraction of a penny is being paid to the artist and also being paid to Universal Music.

We like businesses where other people put up the bulk of the capital build the distribution channel think Spotify, and we get every time where the company gets every time people listen a fraction of a penny. We own Hilton. Hilton is a company a bunch of entrepreneurs built and owned hotels and the Hilton brand brings a lot of customers and helps the profitability of the hotel.

They also manage some assets. It's a business that doesn't a lot of capital, and they get a royalty on every dollar that's spent on rooms and food and amenities in a hotel. We own a company called Restaurant Brands, with Jones Burger King, which is Tim Hortons and Popeyes and other brands. And every time someone has a hamburger fries and a coke, we get 5% of the revenues off the top.

So those are our sort of favorite kind of business, sort of a very dominant company in particular. -- industry and a sort of capital-light model, and we can envision kind of decades of growth at above -- nicely above the rate of inflation. Those are kind of our favorite businesses and businesses where their costs don't grow nearly as quickly as the revenues can grow.

That's kind of our favorite. But generally, businesses that are in high returns and where we can predict with a pretty high degree of confidence that technological or other disruption is not going to interfere with the business. And that's the hardest thing to do today, particularly in a world with AI, which is going to lead to major changes in models and be very disruptive in the industry.

So if you're going to invest in a company, most businesses pay out a relatively small amount of their earnings and dividends and some payout none. So to earn a very attractive return and do well over time, you have to be confident they're going to reinvest the cash they generate over time and they're an attractive returns.

At the end of the day, the business is not going to be disrupted. If you buy a stock in the business and they invest capital and earn high returns over time over the next 20 years and then they get disrupted and it goes to 0, ultimately, you made nothing. So the key is predicting the risk of disruption and understanding the factors that protect the business.

And those are the same approach we use for very large companies. We're investing in companies today that have, in some cases, multitrillion market caps. In some cases, multibillion market caps will be investing in businesses at Howard Hughes that are smaller than that, but we're going to want them to have similar kinds of characteristics.

If I could just add. I started reading Warren Buffett when I was 18-year years old, and I thought I started pretty early, but you're exactly how far ahead, but you're definitely ahead of where we all were. So I'm excited to see where you'll be in 20 years.

Yes, big advantage in investing is starting early. I'm 59. So that gives me some hopefully, multi-decade, hopefully, opportunity to compound from here. Getting back to my Warren Buffett example. His net worth was in the several hundred range when he was 50. He's created 99.6% or so of his net worth after 50. So there's still hope for the old people.

Next question, who's got the mic. So you should just give the mic to someone who's hand is raised. And then here -- go ahead -- and by the way, the other mic should go to someone else who had their hand right in that way we keep it going faster. Okay.

[indiscernible] from New Brunswick, New Jersey. So my question is regards to investing in general. So the MAX has an concentration in the S&P I think about 35%. And the S&P is up 13% for the year. part, if you look at the equal weighted index, it's up about 8%. So where I'm going with this is companies have an incredibly high multiple even for the forward earnings. So how do you manage that? You don't want to overpay for the companies because the trading at Semearbig are big multiples, but you also don't want to underperform the market. So how do you start where, yes, you want to outperform the market, but also not want to overpay for the companies?

Sure. So the way we assemble a portfolio is unrelated to the market. We don't really care what the stock market is going to do over time. The benefit of being an investor with a permanent capital structure is we don't have to worry about being judged every quarter, every year against the competition.

The vast majority of investors have people in asset management industry have money that can leave that day, I think a mutual fund or on a quarterly basis or annual basis, I think a hedge fund. And therefore, there are always at risk of people kind of pulling -- and when people underperform for a period, that's an opportunity for someone to make a decision to take their money way.

When you have permanent capital, you can take kind of a longer-term view. So we're investing in we're buying the stock without any real view of where it's going to trade in 90 days or at the end of the year, but we're buying it at a price where we think our kind of discounted view of the future profitability of the company is such that it's a very attractive return. We don't make investments generally unless we expect to earn a 20% rate of return kind of over time. So we don't kind of construct a portfolio on the basis of how the stock market is constructed portfolio, so to speak, bottom up.

We're buying businesses that we think offer very attractive returns relative to the risk. The other point I would make in terms of kind of the context of your question, simply because the stock trades at a high multiple does not mean it's expensive, right? The value of a business is the present value of the cash it generates over its life. There are many examples of companies on the basis of next year's earnings look expensive.

But on the basis of the 10-, 20-, 30-year trajectory of the business look really cheap. And that's the job of the analyst to kind of figure out what the future trajectory. There are businesses that -- if you think about venture capital, there are many companies that are losing money, therefore, trading at an infinite multiple but could be very cheap based on their progress. One of the things that Jeff Bezos did exceptionally well as a CEO is one of the first kind of really significant examples I've seen of this. We kind of made a very significant decision at the time the business went public, it was going to spend effectively 100% of his profits on just enhancing the customer experience improving the technology, increasing the kind of creating more though on the business. So meaning like an infinite multiple.

But if you had bought Amazon anytime in the last 25 years, you would have been cheap, right? So your job as an analyst is to say, yes, a P multiple is kind of a quick back of the envelope way to think about whether a stock is cheap or expensive. But it's just that it may be entirely misleading.

And by the way, stock's trading at low multiples of earnings may be expensive, because their earnings are going to go away. The stock is trading at high multiples earnings could be cheap because the earnings are going to grow much faster than people expect.

I can just give one. We thought a lot about your question. I think it's a great one. A couple of interesting statistics. -- kind of dig into that. So generally, people think the MAG 7 is probably trading at 32 to 35x earnings. The S&P is probably trading about 23x kind of 12 months out earnings. Interestingly, 2 of those MAG7 companies Meta and Alphabet. So Google and Facebook basically. Facebook trades at 26x earnings and is going to grow its earnings probably 20-plus percent next year Alphabet or Google is trading at 24x earnings and it's going to grow its earnings probably 18%, 19% next year.

What's interesting about that is those 2 companies are basically trading just a little bit more than the average stock. But the average stock next year is going to probably 1% to 2%. So even inside of the MAG 7, while overall, it's very expensive because of Tesla, NVIDIA, you can find if you -- to Bill's point, if you're going through very carefully, you can even find stocks that on a very back of the envelope calculation are trading at just slightly higher than the overall S&P multiples, but may be growing kind of double that level even inside of the MAG 7 itself.

So I think to Bill's point, what we try to do is look very detailed at every single company that we think is of a size and subsequent that we could invest in and really try to think about it individually and then we also kind of look at where the general market statistics are as well. just for context more than anything else.

And Ryan and everyone on stage, David and Joe from Omaha, Nebraska. So made the trip make the trip down to Omaha, said, "Hey, we're going to make the trip, come down and see what's going on with House yes. So my -- I want to say thank you, first of all, for everything because.

I'm going to make you ask a question, but you...

I would ask the question, just the story of Heistad following your carrier and Ryan's carrier, grew up in Africa and had the opportunity to go to Asian Goncalo, I solve videos about cash flows and everything to follow what's going on and clears later, we're sitting down year-to-date. So I was going to ask a question in line with what the gentleman, the grown up key the ags in terms of if you never -- if insurance wasn't the route you want to go with these were the other alternatives. I mean look at Ciscanda, for instance, with other alternative you would have taken or produce the same results that you were looking we looking at producing in terms of insurance? .

Sure. So if you -- and by the way, thank you for attending me. Let's assume we have $1.4 billion of cash available for an acquisition, and let's assume we spent it on 1 business. After we spent that capital on 1 business, depending on the nature of the business, business that we expect to grow at a nice rate over time.

Both businesses like that aren't able to spin off a lot of cash out of the business. So now we've made 1 acquisition. We own 1 business. Hopefully, we did a good job selecting that business -- but our ability to make an additional acquisition is going to require us to raise capital. We probably have some debt capacity, but not a tremendous -- but beyond that, we're going to have to issue shares.

One of the secrets to Berkshire's success over time is that Buffett was able to grow the enterprise in a very dramatic way for a long period of time princially because he -- the kind of free cash flow generative nature of the insurance operation, grow the investment portfolio enormously over time without issuing stock. And when we took control of the company, I think there were 1 million shares outstanding at only at 1 point in like in the 2000s, did he issue a meaningful amount of stock when he bought genre. And then today, there's something like 1.5 million shares outstanding. -- of the company.

And so the -- all of that asset value he created gets divided over a relatively small share count, and that's a big part of the reason. If instead what Buffett had done is bought it made a series of acquisitions by issuing common stock over time, one, it would be very sensitive to the price at which the shares traded because if you're -- if your stock is trading at a discount to intrinsic value and you're issuing equity to buy businesses, it's very hard to create value.

The only examples of companies that have issued a lot of stock over time and bought businesses and that have been successful are ones that have been able to continually trade at very substantial premiums. And that's a hard game. And I think there's a lot of risk associated with it. So that's what's led us to adopt copy or intend to copy what Berkshire has done over time.

Bill, I think it's fair to say that outside of insurance for other things we might do in the future, what we could have done had we not gone down routes we're somewhat industry agnostic, but we're looking for specific economic characteristics of a business that we like. And Bill kind of described, we like royalties. We like businesses that have a very strong competitive position where it's hard to disrupt their moat, to use that have secular growth.

Generally speaking, we would either like a management team that we think can execute well a business plan or where we think that we might be able to find a management team that can come in and execute well. And then it needs to meet certain criteria.

But other than, I would say, ruling out certain industries where there is some first order impact on the business value that might come from a commodity or something where we would not be able to predict and would not be within the control of the business we buy, we're really looking for a set of economic criteria that meets our needs rather than looking at any type of specific industry. insurance was a little bit unique.

It does have those characteristics, but a lot of it was the value we could add would be in the investment portfolio, which is something that we do on a daily basis already.

It's always helpful in making an acquisition to have a business where it's more valuable in your than it is to the person who's selling it to you because that gives you a benefit in terms of being able to buy it at a price that's interesting to the seller. Maybe a question from someone else?

Who's next? Raise your hand, we can't see you.

My name is Paul. I'm from Chicago. Thanks for hosting us at this event. So Mr. Buffett has been intentional about cultivating a shareholder base long-term, low turnover, not overly concerned with quarterly results. I was curious for Urals perspective on what's the shareholder base that you're looking for Howard Hughes and what's the approach for cultivating it.

We'll consider this your cultivation, beginning of your cultivation. I think -- look, I think you get the shareholders you deserve. I think that's accurate. If you present yourself to the world as -- we give people guidance about next quarter's results or the next year's results. And the focus is on a very short-term basis, you're going to get shareholders and analysts that focus on attributes and how they measure the company.

If you -- if you take the time to explain your business strategy at an annual meeting and do what you say you're going to do over time, you'll build a constituency of people that like the kind of policies that you adopt -- our goal here is to compound shares at a very nice rate over a long period of time.

We really like the starting base of assets and the management team that we've had the opportunity to work with for David I know now a decade, I think, since he's joined the company and Carlos for not quite a decade but how long? 8 years.

And then the team at the property level have an exceptional team that has been refined, polished and has learned a lot kind of over time. So we really like the starting base of assets. We think we've got a good shot of implementing the strategy that we've outlined here with insurance. And I think we create sort of a unique interesting company. This is a permanent holding for Pershing Square.

And we want this -- we kind of like to do a good job for you. hopefully, we'll attract shareholders that understand that message, and it's important for us to be consistent about delivering that message.

Okay. The returns you showed would have been lower if the companies saddled with goodwill and intangibles, and I think you've alluded to that. How much goodwill are you guys willing to take on? Could you give us some idea of the private company you with what the price to tangible book of that company is?

And then thirdly, did you at all look at Radian's acquisition of Inigo, which is trying to create another type of Arch, -- did you have the opportunity to Lloyd's company.

So no to the last question. With respect -- I would say we don't generally think about when we're buying insurance for a moment. We're generally not focused on the book value, intangible or otherwise a business we're investing in. What we're doing is we're trying to -- we're thinking about the price we're willing to pay for a business.

We're predicting the future cashflows of business is going to generate over time. One of the factors we consider in sort of measuring the attractiveness of the businesses, what kind of returns it earns on its capital base. And that capital base can be affected by sort of its acquisition history and accounting for goodwill and some other factors.

But we sort of ignore -- we, I would say, translate the GAAP earnings of a business and the GAAP measures of the company's balance sheet into sort of economic measures, and we use those economic measures to think about business. I'd rather not comment on price discussions with respect to insurance company that we intend to acquire. But our -- it would be hard for us -- we can't overpay.

Otherwise, we're not going to -- it's not going to be an attractive proposition for us. And we're going to be very thoughtful about it. All that being said, as I mentioned, we can afford to pay a premium to where this particular company or other such examples were to trade if they were to take it public tomorrow. The trading price of relatively small P&C companies in today's market is they trade relatively modest premiums to book value. There was a recent privatization transaction something like 1.3x book value.

We can be competitive with the public market trading prices, but we're not going to overpay because it would -- if you start at too high a price, it's not going to be a good outcome, for sure.

That's for you to go this way as opposed to go de novo, just hire a really top executive. And it's just going to take too long if you started on your own.

So we're open to starting from scratch and -- but if we can find an existing platform where the time and energy has been invested to actually begin -- even if it's at the relatively earlier stages, that's going to save us a fair bit of time. And we're willing to.

Obviously, you start an insurance company, you pay book value for it, right? You buy an insurance company like we're talking about, we're going to pay a premium. And that premium reflects the benefits of getting a head start versus starting from scratch.

One additional point I'd add to that is what's interesting if you think about what we may buy over a...

I got one request for whoever is doing audio. Please leave my microphone on, please leave Ryan's microphone on. I don't like it when it's off and then it goes on.

So -- so what's interesting about insurance relative to most businesses is because a lot of the -- or substantially all the capital being retained by insurance company, even if you paid a premium to book value today for the insurance company. Over time, it will be retaining its earnings and all of those earnings would be deployed at book value. And so what's interesting is unlike most businesses where you may say company merges with company B and the vast majority of the capital that will ever go in is acquired at a premium to book value, and therefore, your returns would be lower than if you bought a book value.

In insurance, you actually putting in more capital book value over time. So the starting base is important in getting ahead. And if you have to pay a little bit of a premium to do that, if you think about the capital you'll put in over the subsequent years at book value, you actually can very much bring down any you pay over time such that your returns over time become very similar to what they would be as if you started this with only a book value investment, which is going to be attributed to the insurance business, unlike other more cash flow-based business.

It's a very good point. And the fact that we're taking a long-term approach is what enables us to pay a premium. Here, go ahead.

I'm Steve from Queens. I was just curious if you were considering investing in TikTok -- and also, if you have any thoughts on the impact of tariffs on investing landscape.

Not thinking about investing in TikTok. -- not because -- I mean, it might be an interesting business, but this is a very large transaction would be for Howard Hughes will be a very small participation. I don't know what it would really do for us as a potential investment. I also think it's somewhat difficult to predict the future of TikTok. So I'm not sure it's something that we can know. The second question was?

Impact of tariffs in general for investing?

Ryan will you tak that?

So what's interesting about tariffs...

Maybe Daivd can comment on the impact.

Sure. Clearly, tariffs are having an impact on the construction cost of to the earlier question of why we're not building portultifamily, all at once. The returns of development have been squeezed as a result of construction cost increases in multifamily rents that haven't grown as fast those construction cost increases have been primarily driven by some of the impact of tariffs.

We've had the benefit in most of our current projects that are underway, largely the condominiums in Hawaii, where we pre-bought out materials, signed GMP contracts. So we know where our profitability is and locked in place. It's slowed up developments over the past 12 months, but it's maintained the profitability of all those in-process developments that we started earlier.

In terms of tariffs more generally, what I would say looking kind of at the typical Pershing Square types of investments that making Howard Hughes or we have in our existing funds. We really try to select for businesses that have a degree of economic insularity from things like tariffs. So if you look at a lot of our positions, we think about something like Alphabet, really no impact at -- it's really tariffs are implying first order companies that are dealing with goods and a lot of our businesses don't deal with that. So we try to construct the portfolio in where it's less impactful specific businesses we own.

More broadly for the markets and the economy in general, I would say, tariffs by and large, have had a much less impact than what just about anybody thought that they would, if you look at the estimates in April when we announced this for a liberation Day versus now.

I think some of the reason for that is of the goods that get traded actually come from different parts around the world and actually are sold in lots of different places. There are some products where it's only being sold to U.S. consumer, but most goods actually are sold pretty much equally to people around the world we've seen and I don't think people expected is pricing has actually gone up for everybody who buys those goods.

So instead of saying we need to meet a 15% or 20% tariff just for U.S. consumers on a good that sold globally that happens to come in the U.S. a lot of producers have said we're going to take a pricing 3% and make everybody who's not in the U.S. share as part of that burden. So to some extent, I'm not sure this was in tender not at the time, but we've actually done is increased pricing for the rest of the world -- at the same time, we've increased pricing for the U.S.

But because we've spread it out, it's not been much of a price hike for anybody, and therefore, everybody is kind of shared in that burden, but it's been less impactful to U.S. businesses and the U.S. consumers over time, which I think was not a wide expected outcome. But I think that's 1 of the reasons why overall tariffs have been much less impactful to the economy and to most businesses that were affected by it.

Hello. I'm Scott from New Jersey. Thanks for I had a question in regards to the -- basically the split of income or revenue from Howard Hughes communities versus the insurance operation with the diversified portfolio, investing in mispriced assets, both publicly traded and potentially private. What do we see as like the split in revenue from the portfolio versus the real estate business versus some other type of work out deals as...

Yes. I don't think a revenue comparison would get you the answer for I think the way to think about it today is, let's say, the existing Howard Hughes business, something in order of $5 billion of equity invested in that business. We're talking about taking $1 billion of equity and putting it in an insurance operation.

So at least initially, on the basis of equity or the capital invested, the company will still be 80-plus percent real estate and the balance of 15%, 20% in insurance. We do think the insurance operation over time can earn a higher return on capital than the real estate operation.

So with the passage of time and with the real estate operation taking its excess capital the holding company, there will be a mix shift in where the company's equity is invested over time.

And hopefully, we'll be shifting that equity into higher-return businesses like the insurance operation plus other companies that we're going to acquire. We don't intend to invest in real estate with the excess cash.

We tend to invest in other businesses that will begin or increase the diversification of our portfolio and businesses that can grow faster and earn higher returns than real estate operation.

I'm Nick. I'm from Hong Kong as well. I was curious over the next couple of years, especially as you kind of get started with the acquisition move to this new structure. What do you think would be some of the bigger idiosyncratic challenges that you face? And what do you think the mitigants would be to those?

So I think that the real estate operation is in a really good place. if you look at the history of Howard Hughes as real estate operation other than the South Street Seaport, the company has really executed incredibly well in terms of -- from a development perspective, build things on time, on budget. They the way we expect to achieve the rents or the sale prices that we expect. And I think we've got a really strong team that has a lot of experience and a lot of tenure.

So I feel very comfortable with the real estate operation. I would say insurance, while -- we've done a lot of work analyzing insurance companies at Pershing Square and -- but we've not been major investors in the space. It's sort of a new space for us. And we don't intend to run the business directly buy a business that comes with a very strong team.

But insurance is an inherently volatile business, and you can be surprised or we're in a world of has a high degree of uncertainty geopolitically and otherwise, I don't know that people who wrote insurance in Ukraine thought that Russia was going to invade, for example. That obviously has not played out well if you were in the business insurance -- we had exposure to property in the Ukraine.

So I would say those -- Buffett talks about investing in Insurance, you spent a lot of time watching the weather channel in September. So I would say there's that inherent volatility. The way we mitigate that is by running an insurance operation at a very low leverage. So even a bad outcome can not have a particular draconian effect on the capital of that business. We just make sure we don't get over our skis.

When you are in the business of writing committing to things in the future and people take your signature, it can be dangerous. It's -- when you're -- I always think it's easier for a kid to pay with a credit card because it seems like -- or even worse now when you go doesn't seem like when you take actual cash out of your pocket, it seems much more tangible.

The problem with insurance is you're making a promise with you're uncertain about when you're going to pay the claim and people accept your signature, you can get into a lot of trouble. And so having the right controls and discipline and oversight, I think is the biggest factor, and that's about having the right controls oversight and really ultimately the people. and making sure they have the right incentives. I think in the incentives is really, really important. Thanks who's got a mic? Go ahead. start talking and then we will turn on your mic.

I'm Avery Brooks from Orlando, Florida. From your perspective, why aren't there more clones of the Berkshire Hathaway insurance operation. You explained that a lot of the existing insurance business don't necessarily have the investment expertise that would be required. But why aren't there more groups that, let's say, do have the investment experience and expertise that have followed the Berkshire model. I think a lot of the information that you shared today that sort of differentiates Berkshire's investment. Our Berkshire's insurance operations is publicly available. So why aren't there more finance that sort of follow that model?

Sure. So I think you need a few ingredients, okay? One, you need a company with a near controlling shareholder that owns 47% or in our case. -- it helped to, I would say, the bigger answer is that if you're a really talented investor, you can get paid 2 in '20 to manage a hedge fund.

And for you to give that up to go work I mean Buffett basically gave up ahead -- he was managing $100 million, $25 million of it was his. The hedge fund paid is expenses, which were very modest and you got 25% of the profits over return.

That promote structure was very valuable. But he believed that -- and he would be happier and ultimately more successful if he gave that up to become CEO of a crappy textile company think $100,000 salary in those stock options. That turned out to be a good trade frame, right?

Buffet would have been the wealth -- nearly the wealthiest person in the world, if you hadn't given away so much Berkshire stock over whatever period of time. So that was a pretty good -- if you believe you can compound it at 20% for -- and you're going to live a really long time, it really matters what kind of vehicle you're operating with. And he just didn't want the headache of dealing with investors, he didn't pulling money at the wrong time.

And so we walked away from all of that. If you're a really talented investor today, you're going to go work for Fidelity investments, are you going to go work for a hedge fund, you're going to go for a private equity fund because the pay scales there are much better. You're not going to go work insurance companies like on your -- if you're a super talented investor, you don't go work for an insurance company.

So I think they have a tough time kind of recruiting talent. They have a tough time paying the talent because it's the compensation you can earn managing a hedge fund is well above what you get paid as being an officer of an insurance company.

And so I think the combination of the compensation issue, the fact that -- you have to take a very long-term approach, the fact that you sort of need to have to happen in the context of a controlled or a near controlled company, a certain -- it took us 15 years to get to this point. There was actually -- there was a in Forbes 10 years ago, I was on the cover and it said, Baby Berkshire baby buffet or something.

And we thought about Howard Hughes as a platform for doing this, but the stars didn't align until more recently. So I think that's really the answer. And I think the good news about that is it means the competitive landscape for doing what we do is not going to be crowded.

My name is a [Amir Hani] I have a few questions related to the Howard Hughes communities, the real estate component. Maybe back in June or July, flew to Phoenix, I went to Terabalis. I want to see the model home we're starting to pop up, I think, around July.

And at that time, a few of them were up, and when I went inside, what struck me was that the broker was really pitching that the project was Howard Hughes and indexing so hard on Howard Hughes as the brand. And did it really bring up the homebuilder who built the spec home that we walked in and which may be realize how important was the brand Howard Hughes. You bring up Summerlin, Bridgeland and all these successful products that the company has done in the past.

And part of my thought going forward is we're going to have real estate operations within the Howard Hughes company. And real estate is a very capital-intensive operation, right? Every time it generates NOI, you'll find a hole to reinvest it. We're in the real estate development business ourselves, we know. And so if you could front-load the cash flow generation of these assets so that Ackman and Ryan and per invested, that will help with the value of Howard Hughes, right?

Has there been thought put into whether we can utilize the Howard Hughes brand maybe partner with other institutional groups to develop some assets within the communities, maybe instead of certain multifamily product, maybe sort of certain office product or whatever it Colin Hoby hotel model, like the Hilton model, they've created a brand and they get other partners to come in, bringing all the capital and help to the development generate fees, do we see hard Hughes going towards any kind of like path that way where we could bring other developers to tag on the Hard Hughes name and help it tolerate creation of these communities?

It's a fascinating question, and I think some Bill knows and some of our directors knows we've looked at some other opportunities in the past where we would have a smaller capital investment bringing other partners put the Howard use umbrella on a potential community and think that we could increase its patina, if you will, and earn fees. It is really difficult to find the properties that we think should be associated with the name and the brand Howard Hughes. Right?

Close major cities, close to major infrastructure, ability to build great schools, lower tax, warmer clients, business friendly, those type of properties that are of scale, and you were teras, 37,000 acres 3x the size of Manhattan, are very, very difficult to find. If we wanted to export our name to every 2,500 acre master plan community nice bedroom communities for another community where they may not build great parks and great schools. I think that's a dilution of what we've built to date, which is a 6-year track record in Columbia, 50-year track record in the Woodlands and 30 years in Summerlin, a building incredible loyalty and brand amongst our community, our residents and businesses that locate that.

Yes. I think I would add that this -- the reason why they're emphasizing the Howard Hughes brand is that if you're going to be the first buyers in a 36,000-acre community, we want to make sure that developer doesn't amount of money and that it actually gets built, otherwise you own a home in the nowhere, right, versus if it's Howard Hughes community and you're the first buyer and you're getting in really inexpensively because you're in that over time, as the community develops, your home is going to appreciate at a much more rapid than it will in a typical kind of development.

But we can't just -- it's not like Trump and you can just put his name on economy -- it's really about building a city and committing to own it and oversee it for decades. And I think very few people can -- it'd be hard for us to partner with someone else who could make that kind of commitment. I think that's the issue. Go ahead.

With respect to the condo division within Howard Hughes. So we have the products that we're finishing in Hawaii. And that has another -- that has a long span remain. Do we envision continuing to take on master planned communities where we do these large-scale condo developments going forward?

Or are you just planning on finishing up our current pipeline projects? And then maybe focusing more on strategic condos like the Ritz-Carlton projects that we've done, I believe, at Bridgeland.

I think that over the past 15 years has been public. One of the things that I'm most proud of is the incredible talent that's been built in our condo development and sales team. And I think they execute among the best that I've ever seen in my career and to leverage the skills that, that team possesses across our entire portfolio is what we're trying to do first and foremost.

And you've seen that expand from Hawaii into the Woodlands with the Ritz-Carlton, where we an amazing amount of success. And I think that we can take that and expand it, not just in the Woodlands, but also some of our other communities like Summerlin, where there is demand for luxury lock and leave with a that's aging and children moving out of the home that want that lifestyle.

And if we can build that at an incredibly profitable rate, the way we have historically, we should leverage the skills and expertise of our team to build those condominium towers our communities. If expanding that beyond our communities is harder because we don't have the competitive advantage of controlling the block across the street.

We're down around and having that competitive nature down the street can impact margins and profitability and squeeze us and potentially have a branded product that Howard Dominum in some remote location that doesn't live up to our standards. So I think primarily, we're going to execute in Hawaii. We're going to build those towers that we have presales and those next set of entitlements that we just received.

We're going to take the skills and expand the Woodlands and Summerlin and within the walls of the communities where we have a competitive advantage. And I think that's going to be an incredible pipeline that should keep our team busy for over a decade.

And the other thing I would say in Hawaii, there are some other major landowners come schools, et cetera. And I think Howard Hughes has really proven itself is an amazing developer there. So there, I think, is the potential for us to do perhaps joint ventures with other lenders in Hawaii as well. But actually, Bonnie who leads our sales efforts. I think she is here, Bonnie here. Right here. So you why don't you stand up -- why don't you give her a microphone, and have her explain the magic that she does. I think...

Just don't share too much magic.

I won't. I won't.

How do you do what you do? Explain what you do?

I think, first and foremost, condominiums, when you're selling condominiums, what makes them great is how they're embedded in, I guess, the orbit the plaza may or the walkability or the exciting area that you're in. You see that right here in New York.

That is what we're doing really -- our condominiums are embedded within a lockable community that is engaging in -- that's the first thing. So I think product also, the product that the developer seeks out. We're looking for the best designers in the world who are compiling, I guess, a recipe 2 years in advance before for 2 years, we're working on what do people want?

What are they looking for? And not just what are they looking for, but what can we anticipate, right? When the car came out, you asked people what you want to see horse, right, you can't do that. So you have to be sure you're anticipating that product. So those are the 2 really product things.

And then the process. Howard Hughes has invested capital in platform, but also we play long. You mentioned during COVID when you invested into the company. That move allowed us in Hawaii, for instance, to wipe out any competition -- when we came out after that infusion, we kept developing and we kept going when we came back up for air, let's say, 2021, we crushed it with another launch that is actually closing next year.

So a lot of the recipe is embedding ourselves in the master plan community exactly what David said and then supporting the process, which is long-term thinking.

And third, I think condominiums are I guess, a self validating business, you have to -- you design them you put a certain amount of capital out and they have to sell before you build them.

And that's good because then you know they're going to be -- so with everyone's support, I think it's been there. The last thing is we have an owner mentality. David mentioned our team, but our team is really entrepreneurial, and we all have -- the leadership team has facilitated an owner shipment. So when we're in it, we're playing the game to win.

Yes. Actually, Bonnie, thank you, Bonnie. There's like one consistent theme that I think applies to almost everything that we do. So the advantage of Pershing Square has investing in the stock market is we only deploy capital if we think we're going to have high rate of return over a long period of time. And our time frame is long term, much longer than the typical investor.

The way we're going to run an insurance business is the same way. We're only going to deploy capital. We're only going to take on risk. We're only going to write premium if the risk makes sense. And if there's nothing to do, we're happy to pause and do nothing. The same thing is true how we build condominiums. We don't -- we take the very long-term view. The world was going to recover from COVID. We're going to keep investing.

And the result is that we've really dominated that market now for approaching a decade. There really isn't material competition. And we take an approach. So one of the first towers we built, unfortunately, we had problems with the facade. It was a curved glass facade and based on the aerodynamics of the facade, it would squeak periodically. It cost, whatever, $40 million to replace the facade.

Now again, we had a contractor and we had a claim and we can sue them and do whatever. But in the meantime, we had people living in units with a little [ churken ] sound. And so what do we do? We replace the facade without knowing whether we're going to make an insurance recovery from our insurers without knowing whether we were going to recover from our -- from the [ curtainwall ] contractor. And we did that. If we were a stand-alone developer of tower in Hawaii, one, we couldn't have afforded to do that.

And two, we probably would have said, you know what, the next tower we' going to build, we're going to build somewhere far from Hawaii, we're doing it under a different name. But the brand actually really matters. And what gives condominium buyer confidence is, you know what, a lot of our buyers in our new towers actually bought in our old towers, and they made a lot of money because they were early. They got on Bonnie's whisper list and they got in early.

They were able to pick out their unit and it appreciated over time. And they knew that if there was ever one that we're probably not going to have a problem because we're a very experienced developer, but there was a problem, we're going to fix it. And I think that brand and kind of a willingness to take a long-term approach really matters in a world in which the vast majority of people are either constrained by the capital they manage or their desire to get rich quick. And I think that is an enormous competitive advantage in every business.

[ Phil Ro ] from Dallas. You mentioned earlier that Buffett rarely issued stock. If you come across a transaction for Howard Hughes and you like the economics of predictable cash flows, but they'd say, Bill, for tax reasons, I need to do an all-stock deal, what are your thoughts on that? And then also to maintain control, what are your thoughts? Berkshire has been mentioned. What are your thoughts on like a Class B but no voting rights?

Yes. So I think we're going to be very, very reluctant to issue stock as a material amount of stock in order to do a transaction, and we're going to be that much more reluctant if our stock price is not trading reflective of our underlying value of our business. Today, where we sit, the stock, we think -- again, we paid $100 a share. We did so 6 months ago. The business is more valuable today 5 months ago than it was then. And so we're certainly not going to issue stock at today's share price to do something.

So I would say, assume our goal is over time to have the same or fewer shares outstanding. All of that being said, if there's something important and strategic to do and we can issue stock at a price that is reflective of the value of the business, and we can use it to buy a business at a price that's very attractive, we could consider it. But it's not going to be our our -- business plan here is not to buy things, issue stock, buy something else, issue stock. But I would say it's more likely that the shares outstanding doesn't meaningfully grow from the current level.

To be clear also, I would add, if a seller needs stock in order to satisfy a tax consequence, as long as we have the cash on hand to be able to immediately buy back the same amount of stock that we would have issued to them such that it was from an economic perspective as if the shares were never issued or bought in cash, but it satisfied a tax need for a seller. That is an option that we have.

I think to Bill's point, we don't expect to be issuing stock as a way to fund acquisitions over time, but I distinguish that slightly from our ability to meet a seller's need, assuming that we could have bought the business in cash and have that available to repurchase those shares immediately afterwards.

My name is Jacob Garlick from Abraham Trust from -- visiting from Los Angeles. Thanks for hosting such an intimate Q&A session and presentation. I was hoping you might be willing to expand on one of the points you made earlier. You shared one of the core attributes or principles you're using in making an acquisition is an effort to find businesses that won't be disrupted by technology in the future, bringing your investment initially to 0. What might you be able to expand on the lesser understood ways in which technology will disrupt businesses that you need to watch out for?

Well, I think technology creates opportunities and also creates risks. And look, there was a transaction announced yesterday to buy this entertainment gaming company. And biggest LBO of all time, pretty decent premium for a stock that's continued. It has gone up a lot. And my guess is that the business plan is basically to massively reduce the cost of the business by using AI to develop games and that their financial model, it's not business as usual.

It's that the ability with AI in terms of ability to write software to do video, et cetera, has so dramatically changed the gaming business that this gaming franchise could be run at a fraction of the cost that it's currently being run. At the same time, there are businesses where AI is going to be enormously disruptive. The simplest example, of course, is kind of the traditional call center, right?

That model you want to stay away from. Now how do you assess technology risk? For us, it's sort of like a thought experiment. And I don't know that there's a systematic way to really do so. A lot of it has to do with how strong is the company's position where it sits today. There's been a lot of debate about Uber, a large investment in Uber, maybe probably our largest investment. And we were able to buy the stock at an attractive price because the world has said, Elon is going to introduce this very low-cost Uber Tesla taxi and Tesla is going to get effectively 100% market share in the mobility.

Our assessment was the customer wants a car -- a clean car at the lowest price with the least amount of wait time to get them safely from one place to another. And our view is that Tesla is going to be an important player over time, but it will be one of multiple players. And the customer won't want to go to the Tesla app. They'll prefer to be at the Uber app where they can access the full supply of autonomous vehicles as well as human-driven vehicles in addition to other things they might want to go to the app for, for example, getting food delivery or drugs from the pharmacy.

And it's sort of a thought experiment and you kind of play out over time what the likely outcome is, you think about consumer behavior and you think about how much time it's going to take Tesla to be in the position that we've talked about and where the Uber platform will be over time. I don't know how you -- what would you say on that?

Yes, I agree with you. I don't think there's a hard and fast rule. One thought experiment that I think we apply pretty consistently whenever we're looking at businesses and trying to understand even the risk of not just existing technology about -- now it's very easy. You can ask yourself for every business you look at, how is AI going to be helpful or hurtful.

But I would say, in general, one thing that we try to think about, which is actually much better than just for AI or technology, we always think about why is the customer, whether it's an individual or it's a business, why are they purchasing the product? What problem is it solving? Why is the reason why they're doing that? And is there any pressure point that would cause them to go a different direction?

And I think when you start really thinking about the consumer, and again, that doesn't have to be a person, it could also be business in these types of business to business models. That often starts answering a lot of these questions. If you think about the history of technology, I would argue most of the reason, if you go back to the early 1900s, why did we go to cars versus horses?

Well, people actually wanted a more efficient way to get around. The issue was that there wasn't something there until Henry Ford really created the engine automobile. And that allowed people to get something that they wanted. They didn't want to ride a horse. They just wanted to get from point A to point B the most quickly. Technology unlocks that.

You go back to the late 1990s, ultimately, when you start thinking about the rise of Amazon, people would go to retail because they sold in the products they wanted. They didn't really care to go to the retail store and spend the time in the car to go buy it. What they wanted was to get the product there relatively quickly and have a wide selection. Amazon unlocked that. I think if you kind of apply those types of analogies to the AI, a lot of it comes down to what is the customer ultimately looking for?

And is there some technological innovation that could solve that even if the company -- the technology doesn't exist and how would that change people's behaviors. That's sort of a little bit of a heuristic that we think about when we analyze businesses.

And one of the reasons why we like Howard Hughes as kind of a base to build our modern-day Berkshire Hathaway is if you think about what Buffett started with, he started with the textile business that he bought at basically a discount to working capital that he effectively liquidated over time and redeployed the capital into insurance, into banking into a diverse collection of businesses over time.

What I like about our core business at Howard Hughes is I'm not concerned about AI disruption. People can still rent apartments. They're going to buy homes, they're going to buy condominiums. Land is going to be valuable. And in fact, in a world -- in a more virtual world, it's easier for people to live in lower tax environments that have -- so I think a lot of the forces in the world that are kind of encouraging people to leave cities like Chicago and hopefully not New York, but perhaps New York, if we have the wrong [indiscernible] and wrong governance, I think these communities are going to be really attractive regardless of what's going on with AI.

So there are certain kinds of companies where you just can't figure it out and you just pass. And the beauty of the investment business is you don't have to have an answer. Not everyone has to be Jim Cramer and say, buy, sell or hold. I don't know how Jim actually does it. But with us, the -- I think there are many public companies that no one really knows what they're worth. It's kind of like a game. But there are certain businesses that you can predict with a pretty high degree of confidence what it looks like over time. So if you find yourself with something where you're concerned about technological disruption, but you're not sure, you just don't invest in it.

A couple of questions from the online audience. Would you consider investments outside of the U.S.? And what are your thoughts on digital assets? And would you acquire any kind of business related to them?

So I would say less likely we'd invest in something outside the U.S. because I think proximity to the company is certainly at the early stages of our business is going to be important. We're not going to be buying 100 businesses a year. And we want to almost co-locate with or have certainly near to us just for oversight reasons, an insurance operation and also any sort of initial business that we buy. In terms of digital assets, is this crypto we're talking about? Or is it something else?

Yes.

Yes. So I think the whole crypto space is sort of interesting, but not something that's relevant from an investment perspective for Howard Hughes. And no, we're not going to build a Bitcoin trust company. But interesting on Bitcoin trust companies. So I talked about the Investment Company Act of 1940. So in the 1920, Andrew Sorkin is coming out with a book called 1929, and I read one of the early drafts and it's a really good book. I encourage you to buy the book when it comes out, I think, in the next few weeks. But it's really interesting to read about the 1920s.

In the 1920s, they were trust companies created by the likes of Goldman Sachs that would basically buy publicly traded securities using -- and the companies themselves would use leverage. So if you bought the stock, it was a way to own a levered interest, for example, in a portfolio of public companies. And then people would get margin loans where they buy the Goldman Sachs Trust company, which itself is levered and you get these sort of massive multiples.

And when the market went straight up, you could make a fortune owning them. And then the crash happened and the Goldman Sachs one went from like $300 a share to $3 a share and people lost a lot of money. And then the Investment Company Act of 1940 came into existence, and it basically said that a public operating company has to have 60-plus percent of its assets in businesses in which it's the controlling shareholder, which is why Berkshire didn't buy common stocks in a public company.

He bought an insurance operation that had a portfolio of -- where you could invest sort of indirectly in common stocks.

This phenomenon of Bitcoin trust companies, which I'm not sure people are familiar with, the most famous of which is a company called Strategy, previously MicroStrategy. And the guy named Michael Saylor basically had this sort of not particularly a successful software company, and he used the excess cash of the business to start buying Bitcoin and it created a way for the average person on the street or even institutions to get indirect ownership of Bitcoin and use a little bit of leverage.

And the stock would always trade at a big premium to the Bitcoin per share. And so we could issue equity, buy Bitcoin and aggregate what today is, I don't know, 3% or so of the total supply of Bitcoin and continue to trade at a significant premium. And it's like this money machine, right? If you can issue stock at a premium to the Bitcoin NAV and then use it to buy Bitcoin and continues to trade at a premium, you literally have like a perpetual motion money-making machine.

Other people have noticed that. Now why can you do that with Bitcoin and you can't do that with common stocks like they did during the 1920s. Well, Bitcoin is deemed not to be a security. And so it doesn't fall afoul of this sort of 1940 Investment Company Act of 1940. At the same time, I believe it suffers from the same problems of some of these companies that you saw in the 1920s, where I don't think there's real economic value being created by these businesses, and they're highly dependent on them trading at premiums.

In a world in which Bitcoin went down, the premium went away or went to a discount and companies had liabilities that they had to repay, you could see a world in which this phenomenon goes in reverse. And there are a lot of copycat entities. And I would say the strategy example -- it's large cap, it's liquid. He's been pretty thoughtful about the kind of securities he's issued, so he doesn't have like a big debt maturity.

But some of the other ones, I think, are problematic and many of them are now starting to trade at discounts. And you could see a world in which they're forced to sell Bitcoin in order to meet their obligations. The good news is we don't have to worry about that at Howard Hughes. While we'll be happy to have a Bitcoin someone as our tenant, but we are not going to get into the business buying digital assets.

Yes. So this is Tassos Recachinas from Sophis Investments here in New York. Just a question, a relatively new shareholder to Howard Hughes and a couple of questions. One is what attracted us to this was some of the event-driven developments with spinning off Seaport being a pure play. It's still a very complex situation.

But the other thing, of course, is having Pershing Square's involvement as a large shareholder. They've done extremely well. They're a super investor over 20-plus years, exceptional investment track record. So when you see Pershing Square step in and buy stock at $100 a share, you can deduce that they believe there's a 20% plus IRR from $100 a share, and you're still trading at a substantial discount to that price.

So I guess the questions would be for Pershing as well as Howard Hughes, maybe if you could talk about your view, if possible, on what NAV is today and maybe what it looks like down the road as well as would you -- a slightly separate question is, would you entertain buying another REIT or buying a REIT? Or are REITs not in the picture for Howard Hughes because of potentially the lack of synergies or similarities. Howard Hughes is kind of an orphan company and there's not many REITs like you out there. So I know you're...

I understand the question. So what I would say is we're not going to buy a REIT simply because we want to -- our excess capital -- one, we want to build a diversified holding company. If we buy other real estate assets, we're not going to be diversified. We're going to be doubling down real estate. We also think that we can earn higher returns in other businesses, insurance, et cetera, than we can in real estate. And we already have our -- we've got a team we trust. We've got a much better business than your typical REIT because, again, David has talked about the competitive advantages of owning all of the commercial land, controlling the community, making sure that it doesn't get overbuilt.

So we're not going to buy another REIT. In terms of intrinsic value of the company today, I think the best measure you can get is we would not have paid $100 a share if we thought the stock was worth $80. We paid $100 a share. We were prepared to pay $100 a share. By the way, I have not seen many examples of someone buy 15% of a company and pay $100 a share when the stock is at $66. I think it's the only example I can kind of think of.

Now either we're stupid or we believed that the stock has been perennially sort of undervalued, which is the case. The last time management reported that net asset value calculation was like the $118 level, and that was how long ago?

Over a year, about 15, 16 months.

About 15 or 16 months ago, the company sort of -- if you look at their presentation, they did at Analyst Day, they have a reasonable way of thinking about value, $118. So $100, $118. But I think it's if the stock is $80, wherever it is today, I think it's a very comfortable starting base. And I think if we do a good job creating value from here, you'll be very happy, you own the stock over a long period of time.

I guess that's my best answer to your question. All right. I'm sure some people are hungry. Why don't we do the following? Why don't we take -- how many more questions are there? We got 1, 2, 3, 4, 5. Okay. We're going to try to crank through 5 questions, and we'll let people go have lunch. Next year, maybe we'll have lunch served. Okay. Go ahead.

[indiscernible] coming from Nashville, not Hong Kong. And if we get the wrong mayor, I really hope everyone goes to Dallas and the Howard Hughes Corporation owned properties.

Howard Hughes out there.

My questions will be longer, but I'll try to make it as quick as possible. So outside of [indiscernible]

Hold the mic near you, so we can hear you.

You been my greatest role model. And right now, I work in the corporate development for [ Fortune 95 ] IT integrator. And I certainly don't think I'd be here without inspiration I've drawn you from the years. And my question really has to do with the timing of the investment. So Mr. [indiscernible], a lot of times he talks about it's important to the right asset, but also at the right time. So would you help us understand why right now would be the right time for us to be acquiring insurance asset. Also, to me, it seems like President Trump wants dollar to weaken a little bit to balance the trades. So it wouldn't be a prime time for us to be acquiring assets overseas, maybe Canada is fairly close, English speaking, Australia or even South Korea.

Sure. So with respect to investing outside of the U.S. today for the reasons I've talked -- first of all, I'm very bullish on America. And I think there are good reasons to believe that our economy is actually in a pretty good place. One, inflation is really coming -- is disappearing or coming way down. That's set up for the Fed to start lowering rates. And I think you're going to see a continued opportunity for the Federal Reserve to lower interest rates.

That's obviously good for a real estate company. The value of anything is the present value of the future cash discounted at an appropriate discount rate. The discount rate goes down when rates go down. And I think inflation and somewhat weakening job growth, I think, creates the opportunity for the Federal Reserve to cut rates. You've got a very pro-business President. You've had a tax bill that was approved by the Congress, but that has very significant incentives including 100% depreciation.

You have this massive, massive AI investment, which is really a U.S. -- principally a U.S. phenomenon, and you're going to see literally trillions of dollars invested in CapEx, building data centers. I think that's before you get to the kind of the productivity enhancements that come from AI.

I think next on the agenda for the Treasury Secretary, the President from a business perspective is kind of a big deregulation kind of push, kind of more sensible kind of regulatory regime. If the war in Gaza is let's hope that's resolved by the President's recent initiative. I think this Russia-Ukraine war has not been very good to, obviously, Ukraine, but it's not been very helpful to Russia. I think that's getting closer to an end.

So I think you can envision a world with where geopolitical risk starts coming down, Feds lowering rates, huge secular tailwinds. And I think U.S. preeminence more so than I can think of in a very long time has been demonstrated with everything from what happened taking out Iran's or setting back Iran's nuclear capability. So I'm very constructive on the United States.

And then for the reason we talked about before, proximity is a reason why we want to be here. And if you invest in a very high-quality business, you don't really have to worry so much about the currency because the business can -- a great business can raise prices over time. And if the currency devalues, but there's a product people want, you can charge a global price and whatever the particular currency that you're selling your product or service.

Now I forgot your first question.

Timing. So look, I think the setup for investing in Howard Hughes is that I would say our real estate business is in the best place it's ever been. Our communities are as dominant as they've ever been. And the company itself is -- this was a cash flow negative business and we had to finance -- continually raise capital in order to build out our communities. And we started with $35 million of net operating income. Today, that number on a run rate basis is approaching $300 million of recurring cash flows from apartment rents and office and retail.

Our land values are -- have been -- continued to compound at very nice rates. You've got huge supply-demand imbalance in terms of demand for homes and kind of a limited supply. The supply is even more limited in places where people really want to live like Texas, Nevada, particularly in communities like the ones we have, which are -- have good schools and are safe and clean and have really good kind of governance.

So I think the core Howard Hughes business itself is in the best place it's ever been. And for the economic factors I talked about, I think we've got a very significant tailwind, including the benefit of reduced interest rates. And the business is at sort of this fulcrum point where it's going to become cash flow positive.

If you think that Pershing Square is going to do a good job with the excess cash the company has, both the $900 million we put in and the cash the business will generate and you like our strategy, and you can buy it at a 20% discount to the price we paid in May, that seems like a pretty good setup. Okay. Next question.

Ryan from New York. Embedded in the sort of insurance plan...?

Mike, yes, embedded in insurance plan.

It seems like there's a presumption that you'll get Berkshire like regulatory treatment to invest -- to have investment flexibility. So what's sort of the plan if you don't -- like is there sort of jurisdictional things you could do? And then also, is that reflected in the premium you're willing to pay for an operation where if you have less investment flexibility, maybe you don't want to pay a premium that you're currently contemplating?

Sure. It's an excellent question. So there's a little bit of, I would say, a misunderstanding about Berkshire's sort of investment flexibility. I would say the investment flexibility he has, he sort of deserves because of the approach that he's taken, right? If his plan was to write 100% premium to total to equity and operate with 3x leverage, he would not be able to have 70% of his -- or 60-plus percent of his assets in common stocks.

He's able to accomplish that objective because of how conservatively run the insurance operation is. If you think about it, if you take 100% of your float and you invest in short-term treasuries and the treasuries earn a 3% or 4% return, just that portfolio will cover your insurance losses at anything less than 103% kind of combined ratio. And then on top of that, you have liquid common stocks and a somewhat diversified portfolio that more than cover that kind of a loss.

We expect if we adopt that kind of approach, we'll get something approaching what Berkshire has. And maybe in the earlier years, we've got to have maybe a little more treasuries and a little less common stocks, if that's what's necessary to kind of prove ourselves kind of over time. But long term, we think that doesn't make a huge difference. Where Berkshire has gotten sort of special treatment is when he bought Burlington Northern and put a private asset under the insurer, I would say that was a bit unusual.

And Omaha, I think in Nebraska has pretty favorable because of the Buffett experience. So I think we have the -- we're going to bring a 22-year track record of investing in equities that's demonstrable.

And we're hopefully going to come with a management team that has a demonstrable long-term track record, whether -- even if it's a business we're buying that has a shorter-term track record. And then we're going to explain what we have in mind. And I think we'll get pretty close to what we want. And over time, we'll get there.

Okay. There were 3 more questions. Yes. This is a question dense area here on the left.

I think part of what you're saying here is that the current Howard Hughes real estate platform is a much better asset than a textile mill was in 1965 or whenever that was, and there's no real need to reallocate capital to other investments. If you were to acquire or start the insurance subsidiary and use the float to fund the development of the master planned communities, what do you think that would do for the return on equity of the company, all else equal?

Well, we would never use the float of an insurance company to invest in a real estate development business. The good news is the real estate subsidiary is well capitalized on a stand-alone basis. In fact, we expect we'll generate more capital than can be redeployed intelligently in -- the business model of Howard Hughes is we sell lots to homebuilders. We take that cash, and we've historically invested that cash as equity in, let's say, for example, a condominium development or an office building or an apartment, et cetera. But at a certain degree of maturity with the large amount of the several billion dollars of condominiums that we have under contract with 20% deposits.

Is it $3 billion or $4 billion?

$4 billion. $4 billion.

$4 billion of condominiums we have under contract with 20% deposits -- that on top of the cash flows from the business as the communities mature, we're going to -- that business is going to generate more cash than we can intelligently invest as equity in these communities.

And we're not going to buy any more master planned communities. We've got enough on our plate with Phoenix and just our existing assets. And the insurance sub will be operated separately, and it's likely to retain all of its capital because it should be able to reinvest that capital. Again, we're starting -- one of the big advantages we have versus Berkshire is this is a tiny company, relatively speaking, right? We've got 59 million shares.

It's whatever, $4.8 billion market cap company, maybe it's $10 billion of total assets, including all of our real estate assets. It's a good starting base to grow. It's much easier to grow something into something significant if you start small.

Okay. We have 2 last questions, one here and one there.

Gabriel Nardi Huffman with Tadpool Investments in Connecticut. I just had a quick one on timing, assuming there were no regulatory issues, if you could get a deal done in the next few months, how aggressive would you be of moving that portfolio over to equities? Would you be willing to sell fixed income securities even at losses? And just how quickly do you want the portfolios to align?

Yes. I think our plan, I would say, getting a transaction executed, I think the earliest would be 3 months, the more likely case, somewhere between 3 and 6 months to get just all the approvals, HSR, whatever is necessary. But getting something definitive signed, I think, could be accomplished theoretically by the end of the year. And I'm getting tired.

Investment portfolio. I think the good news when you look at most of these companies in general is they actually invest primarily in treasuries of some duration and then they invest in generally investment-grade bonds. They have very -- as I mentioned, very tiny allocations to private credit or funds where we take time. So the liquidity in those markets means you can almost -- I don't want to say overnight, but within a very short period of time, you can take back that capital and then you can redeploy it however you would see fit.

And we're also -- we need to operate on a less levered basis. So we would buy a company and likely put more capital into it to kind of deleverage the investment portfolio and the insurer. Okay. Last question.

5

All righty. So with 3 million square feet in the Ward Village, what does that look like for -- and what is the development potential for the West Village? Or what does it -- what development potential does it hold?

Right. So if you look at our most recent announcement where we sold $1.2 billion at Alima and Malia at north of $3,000 a foot for front row product, and I extrapolate that to West of Ward, which is primarily second row product. And if you thought about a sales price per foot times 3 million square feet of somewhere around $2,000 a foot, if we're still able to generate the 25% to 30% profit margin, that's a 5- to 8-year execution discounted back to today is a great amount of profit for us on a present value and on a future cash flow basis, even better in terms of what can be re-executed in terms of invested into other businesses in the future.

And also, I'd add to that, in Hawaii, the negative about a condominium business is that once you sold it, there's no recurring cash flows. But the base of all of those towers makes up 1 million square feet of retail with now a lot of density because of what's being built on top of it. One of the most valuable malls in the country you can walk to from our property, [indiscernible] and the rents are in the, what, $120, $150 a foot, I don't know what the number is.

The rents that we have on our older properties that we knocked down $25, $30 net we're replacing those with $80 rents.

You've got 1 million square feet at $80 -- right, that's $80 million of NOI -- and Ala Moana probably sold at one of the lowest cap rates, like 25x. So there's a very valuable recurring base of cash and a valuable asset underneath these towers once the development is fully completed. Anyway, everyone's been very gracious to spend a few hours with us and enjoyed our first shareholder meeting of the new Howard Hughes, and thank you so much for coming today.