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12/02/22
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Blackstone Real Estate Income Trust Inc (BREIT) and VICI Properties Inc (VICI) have entered into a definitive agreement in which VICI, currently owner of a 50.1% interest in the joint venture that owns MGM Grand Las Vegas and Mandalay Bay Resort, will acquire BREIT’s 49.9% interest in the joint venture for cash consideration of approximately $1.27 bil and VICI’s assumption of BREIT’s pro-rata share of the existing property-level debt. The property-level debt has a principal balance of $3.0 bil, matures in 2032, and bears interest at a fixed rate of 3.558% per annum through March 2030.
The properties, situated at the south end of the Las Vegas Strip in Las Vegas, Nevada, are subject to an existing triple-net lease agreement between the joint venture and MGM Resorts International. The lease will generate annual rent of approximately $310 mil upon the commencement of the next rental escalation on March 1, 2023.
Edward Pitoniak, Chief Executive Officer of VICI Properties, commented, “We’re excited to further our investment in MGM Grand Las Vegas and Mandalay Bay, two of the largest and highest-quality resorts in what we believe is the leisure and convention destination with the most compelling future demand outlook. This transaction also provides us with the opportunity to further grow our partnership with MGM Resorts International as they look to capitalize on the growing vitality of the South Strip.”
The MGM Grand Las Vegas / Mandalay Bay triple-net lease has a remaining initial lease term of approximately 27 years (expiring in 2050) with two ten-year tenant renewal options. Rent under the lease agreement escalates annually at 2.0% through 2035 (year 15 of the initial lease term) and thereafter at the greater of 2.0% or CPI (subject to a 3.0% ceiling).
VICI Properties intends to fund the transaction through a combination of cash on hand, proceeds from the settlement of existing outstanding forward equity sale agreements and assumption of the remaining 49.9% of the existing property-level debt. VICI expects the transaction to be immediately accretive to AFFO per share upon closing.
The AAA Four Diamond Resorts, MGM Grand Las Vegas and Mandalay Bay, feature:
• Over 18 msf of space
• Approximately 11,000 guestrooms and suites (including Four Seasons and Delano hotels) across the two iconic properties
• Approximately 321k sf of gaming space and 191 table games and 2,235 slot machines and electronic table games
• Approximately 3 msf of state-of-the-art exhibition and meeting facilities
• A variety of amenities for its guests, including multiple Michelin Star winning restaurants, The Mansion at MGM Grand, numerous entertainment venues, the MGM Grand Garden Arena (with approximately 17,000 seat capacity), Hakkasan Night Club, Topgolf, and destination pools and spas
• Situated on 226 well-located acres on the Las Vegas Strip
The transaction is subject to customary closing conditions and is expected to be completed early in the first quarter of 2023. PJT Partners and Barclays are serving as BREIT’s financial advisors, and Simpson Thacher & Bartlett LLP is acting as BREIT’s legal counsel. Morgan Stanley & Co. LLC is acting as exclusive financial advisor to VICI Properties, and Hogan Lovells is serving as legal advisor to VICI Properties.
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