SEAPORT ENTERTAINMENT GROUP INC. INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • July 18th, 2024 • Pershing Square Capital Management, L.P. • Real estate investment trusts • Delaware
THIS INVESTOR RIGHTS AGREEMENT, dated as of [●], 2024 (this “Agreement”), by and among Pershing Square Holdings, Ltd., Pershing Square, L.P. and Pershing Square International, Ltd. (the “Standby Purchasers”) and any other parties that may from time to time become parties hereto (collectively, the “Pershing Square Holders”), and Seaport Entertainment Group Inc., a Delaware corporation (the “Company”).
STANDBY PURCHASE AGREEMENTStandby Purchase Agreement • July 18th, 2024 • Pershing Square Capital Management, L.P. • Real estate investment trusts • New York
THIS AGREEMENT (the “Agreement”) has been entered into as of July 18, 2024, by and among SEAPORT ENTERTAINMENT GROUP INC., a corporation existing under the laws of Delaware; (“SEG”)
JOINT FILING AGREEMENTJoint Filing Agreement • July 18th, 2024 • Pershing Square Capital Management, L.P. • Real estate investment trusts
In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, each of the undersigned hereby agrees to the joint filing, along with all other such undersigned, on behalf of the Reporting Persons (as defined in the joint filing), of a statement on Schedule 13D (including amendments thereto) with respect to the common stock, par value $0.01 per share, of Howard Hughes Holdings Inc., and that this agreement be included as an Exhibit 99.1 to such joint filing. This agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument. The undersigned acknowledge that each shall be responsible for the timely filing of any amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others.
