LAS VEGAS, March 7, 2019 /PRNewswire/ -- MGM Growth
Properties LLC ("MGP") (NYSE: MGP) and MGM Resorts International
("MGM Resorts") (NYSE: MGM) announced today that they have
completed the previously announced transaction relating to the
investments made to reposition Park MGM and NoMad Las Vegas for
total consideration of $637.5
million. MGP and MGM Resorts agreed that 5% of the
consideration, approximately $31.9
million, would be paid through the issuance of operating
partnership units to MGM Resorts and the remaining $605.6 million would be paid in cash.
As part of the transaction, the annual rent under the existing
Master Lease between MGP and MGM Resorts was increased by
$50 million. Consistent with
the Master Lease terms, 90 percent of the increased rent will be
contractually fixed to grow at two percent per year until 2022, and
thereafter will continue to grow provided a tenant revenue-to-rent
ratio is met. The remaining 10 percent is payable in
percentage rent.
In addition, MGP and MGM Resorts announced today that they have
agreed to amend the consideration for MGM Resorts' acquisition of
all of the operating assets of the Hard Rock Rocksino Northfield
Park ("Northfield Park") from MGP. The consideration will be
amended to provide for the redemption of approximately $275 million of MGP operating partnership units
(subject to customary working capital and other adjustments),
instead of $275 million of cash as
originally contemplated by the parties. This amendment was
approved by the Conflicts Committee of MGP's Board of Directors.
The transaction is expected to close in April 2019 and is subject to customary closing
conditions and regulatory approvals.
"We are excited to continue our partnership with MGM Resorts and
welcome the significant investments made to reposition Park MGM and
NoMad Las Vegas to the MGP portfolio," said James Stewart, CEO of MGM Growth Properties. "We
are also pleased by the overwhelming support we have recently
received in the capital markets that allowed us to upsize our
financings and enhance our liquidity and public float.
Further, we will enhance our AFFO accretion in the Northfield Park
transaction with the net redemption of units without a meaningful
impact to our leverage and liquidity."
"Today's announcements demonstrate the deliberate steps we
continue to take to further create long term value
for shareholders of both MGM Resorts and MGP," said
Jim Murren, Chairman and CEO of MGM
Resorts. "These accretive modifications to our previously announced
transactions not only provide multiple benefits to MGP,
but also enhance MGM Resorts' financial position to
continue allocating our free cash flow in the most optimal way,
while reducing our economic ownership in MGP."
About Park MGM and NoMad Las Vegas
Park MGM and NoMad
Las Vegas are the newest luxury destinations on the Las Vegas
Strip, offering an intimate resort experience on a grand scale. A
partnership between MGM Resorts International and New York-based Sydell Group, Park MGM features
approximately 2,600 guest rooms and suites; and the Las Vegas extension of Sydell's NoMad features
293 well-appointed guest rooms and suites. The resort's remarkable
culinary program features NoMad Restaurant and NoMad Bar from
Will Guidara and Daniel Humm; L.A. legend Roy Choi's Korean BBQ concept, Best Friend;
Hogsalt Hospitality's renowned Bavette's Steakhouse; and the
40,000-square-foot vibrant Italian marketplace, Eataly, among other
dining and cocktail experiences. Park Theater, the resort's
entertainment destination, is a 5,200-seat venue home to special
engagements by Lady Gaga, Bruno
Mars, Aerosmith and other top entertainers. Park MGM is also
home to the unique nightlife concept from LA-based Houston
Hospitality, On The Record. Park MGM and NoMad Las Vegas are
located in the heart of The Strip, next to the entertainment and
dining neighborhood created by The Park and the 20,000-seat
T-Mobile Arena. Park MGM is operated by MGM Resorts International
(NYSE: MGM). For more information and reservations, visit
ParkMGM.com, call toll-free at 888-529-4828 or follow on Facebook
or Twitter.
About Hard Rock Rocksino Northfield Park
Hard Rock
Rocksino Northfield Park is Ohio's
award-winning gaming, dining, and entertainment destination,
located on the Northfield Park harness racing grounds, which offers
more than 200 live harness races each year. Additionally, the
Rocksino offers more than 2,300 gaming devices, varied dining
options, unparalleled live music and comedy events, and hosts
guests for a variety of functions and banquets. The property also
boasts a retail shop and state-of-the-art gas service station and
car wash.
About MGM Growth Properties
MGM Growth Properties LLC
(NYSE: MGP) is one of the leading publicly traded real estate
investment trusts engaged in the acquisition, ownership and leasing
of large-scale destination entertainment and leisure resorts, whose
diverse amenities include casino gaming, hotel, convention, dining,
entertainment and retail offerings. MGP currently owns a portfolio
of properties, consisting of 11 premier destination resorts
in Las Vegas and elsewhere across the United States, the Hard Rock Rocksino
Northfield Park in Northfield, OH,
Empire Resort Casino in Yonkers,
NY, as well as a retail and entertainment district, The Park
in Las Vegas. As of December 31, 2018, our destination
resorts, the Park, and Northfield Park collectively comprise
approximately 27,400 hotel rooms, 2.7 million convention square
footage, 150 retail outlets, 300 food and beverage outlets and 20
entertainment venues. As a growth-oriented public real estate
entity, MGP expects its relationship with MGM Resorts and other
entertainment providers to attractively position MGP for the
acquisition of additional properties across the entertainment,
hospitality and leisure industries. For more information about MGP,
visit the Company's website
at http://www.mgmgrowthproperties.com.
About MGM Resorts International
MGM Resorts
International (NYSE: MGM) is an S&P 500® global entertainment
company with national and international locations featuring
best-in-class hotels and casinos, state-of-the-art meetings and
conference spaces, incredible live and theatrical entertainment
experiences, and an extensive array of restaurant, nightlife and
retail offerings. MGM Resorts creates immersive, iconic experiences
through its suite of Las
Vegas-inspired brands. The MGM Resorts portfolio encompasses
29 unique hotel and destination gaming offerings including some of
the most recognizable resort brands in the industry. Expanding
throughout the U.S. and around the world, the company acquired the
operations of Empire City Casino in New
York in 2019, and in 2018, opened MGM Springfield in
Massachusetts, MGM COTAI in
Macau, and the first
Bellagio-branded hotel in Shanghai. The over 82,000 global employees of
MGM Resorts are proud of their company for being recognized as one
of FORTUNE® Magazine's World's Most Admired Companies®. For more
information visit us at www.mgmresorts.com.
Forward-Looking Statements
Statements in this release
that are not historical facts are "forward-looking" statements and
"safe harbor statements" within the meaning of the Private
Securities Litigation Reform Act of 1995 that involve risks and/or
uncertainties, including those described in MGM Resorts' and MGP
public filings with the SEC. MGM Resorts and MGP have based
forward-looking statements on management's current expectations and
assumptions and not on historical facts. Examples of these
statements include, but are not limited to, statements regarding
any expected tax savings or other benefits to be achieved as a
result of the transactions and the timing of the closing of the
Northfield Park transaction. Among the important factors that could
cause actual results to differ materially from those indicated in
such forward-looking statements include effects of economic
conditions and market conditions in the markets in which MGM
Resorts and MGP operate, competition with other destination travel
locations throughout the United States and the world, the
design, timing and costs of expansion projects, risks relating to
international operations, permits, licenses, financings, approvals
and other contingencies in connection with growth in new or
existing jurisdictions and additional risks and uncertainties
described in MGM Resorts' and MGP Form 10-K, Form 10-Q
and Form 8-K reports (including all amendments to those reports).
In providing forward-looking statements, neither MGM Resorts or MGP
is not undertaking any duty or obligation to update these
statements publicly as a result of new information, future events
or otherwise, except as required by law. If MGM Resorts updates one
or more forward-looking statements, no inference should be drawn
that it will make additional updates with respect to those other
forward-looking statements.
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SOURCE MGM Growth Properties LLC; MGM Resorts International