An Iconic Offering A 38.5 Acre Development Site on the Las Vegas Strip Exclusive Agents 2 Marc D. Renard 213-955-6413 Vice Chairman marc.renard@cushwake.com Manfred W. Schaub 213-955-5128 Senior Director manfred.schaub@cushwake.com John C. Cushman III 213-629-6575 Chairman john.cushman@cushwake.com John Stinson (65) 6232 0878 Executive Managing Director (65) 6232 0878 john.stinson@ap.cushwake.com Lic. #616335 Cushman & Wakefield of California, Inc. 601 South Figueroa Street, Suite 4700 Los Angeles, California 90017 Lic: #955076 Geoffrey West 702-688-6936 Senior Director gwest@comre.com Commerce Real Estate Solutions 3773 Howard Hughes Parkway, Suite 100S Las Vegas, NV 89169 Confidentiality & Conditions This is a confidential Offering Memorandum intended solely for your limited use and benefit in determining whether you desire to express any further interest in the purchase of the 38.5-acre site (“the Property”). This Offering Memorandum was prepared by Cushman & Wakefield and Commerce Real Estate Solutions (“Cushman & Wakefield”) and has been reviewed by representatives of the owners of The Property (“the Ownership”). It contains selected information pertaining to the Property and does not purport to be all-inclusive or to contain all of the information that prospective purchasers may desire. It should be noted that all information provided is for general reference purposes only in that such information is based on assumptions relating to the general economy, competition, and other factors beyond the control of Ownership and, therefore, is subject to material variation. Additional information and an opportunity to inspect the Property will be made available to interested and qualified prospective purchasers. Neither Ownership nor Cushman & Wakefield nor any of their respective officers have made any representation or warranty, express or implied, as to the accuracy or completeness of this Offering Memorandum, any of its contents, or any other materials provided as a courtesy to facilitate prospective purchaser’s own investigations of the Property, and no legal commitments or obligations shall arise by reason of this Offering Memorandum, its contents or any further information provided by Cushman & Wakefield regarding the Property. It is essential that all parties to real estate transactions be aware of the health, liability and economic impact of environmental factors on real estate. Cushman & Wakefield does not conduct investigations or analyses of environmental matters and, accordingly, urges its clients to retain qualified environmental professionals to determine whether hazardous or toxic wastes or substances (such as asbestos, PCB’s and other contaminants or petro-chemical products stored in underground tanks) or other undesirable materials or conditions are present at the Property and, if so, whether any health danger or other liability exists. Such substances may have been used in the construction or operation of buildings or may be present as a result of previous activities at the Property. Various laws and regulations have been enacted at the federal, state and local levels dealing with the use, storage, handling, removal, transport and disposal of toxic or hazardous wastes and substances. Depending upon past, current and proposed uses of the Property, it may be prudent to retain an environmental expert to conduct a site investigation and/or building inspection. If such substances exist or are contemplated to be used at the Property, special governmental approvals or permits may be required. In addition, the cost of removal and disposal of such materials may be substantial. Consequently, legal counsel and technical experts should be consulted where these substances are or may be present. Ownership and Cushman & Wakefield expressly reserve the right, at their sole discretion, to reject any or all expressions of interest or offers to purchase the Property and/or terminate discussions with any entity at any time with or without notice. Ownership shall have no legal commitment or obligation to any entity reviewing this Offering Memorandum or making an offer to purchase the Property unless and until a written commitment to purchase the Property has been fully executed, delivered and approved by Ownership and any conditions to Ownership’s obligations thereunder have been satisfied or waived. Except for representations and warranties expressly set forth in such definitive, executed purchase and sale agreement, Ownership makes and will make no representations and warranties regarding the Property and any prospective purchaser must rely entirely on its own investigations and those of its agents and consultants. By receipt of this Offering Memorandum, you agree that this Offering Memorandum and its contents are of a confidential nature, that you will hold and treat it in the strictest confidence, and that you will not disclose this Offering Memorandum or any of its contents to any other entity without the prior written authorization of Ownership nor will you use this Offering Memorandum or any of its contents in any fashion or manner detrimental to the interest of Ownership or Cushman & Wakefield. The terms and conditions stated in this section will relate to all of the sections of the Offering Memorandum as if stated independently therein. If, after reviewing this Offering Memorandum, you have no further interest in purchasing the Property at this time, kindly return this Offering Memorandum to Cushman & Wakefield at your earliest possible convenience. Photocopying or other duplication is not authorized. Table of Contents Executive Summary The Offering.......................................................................................... 5 3 2nd Largest Hotel 4,752 Rooms 3rd Largest Hotel 4,408 Rooms 4th Largest Hotel 4,008 Rooms The Largest Hotel 6,852 Rooms MGM GRAND THE LOT 750’ of Direct Frontage 505’ FAA Approval Located adjacent to 4 of the 5 largest hotels in North America 4 Executive Summary The Offering Cushman & Wakefield, Inc., as exclusive advisor, is pleased to offer for sale a remarkable 38.5- acre development site on the world famous Las Vegas Strip. Situated directly across from the Mandalay Bay Resort, an investor could obtain permits within approximately nine months to develop a visionary themed large-scale resort and gaming destination with up to 10,000 hotel rooms. An approved height allowance of up to 505 feet will make any future development on the Site the most highly visible on the Strip to the more than 42 million annual visitors travelling through McCarron International Airport. In addition private aircraft “high roller” terminals adjacent to the Site create a very unique opportunity to provide exclusive direct jet access points. Las Vegas gaming revenues, levels of new development, visitor volumes and visitor spending are all approaching record levels making the timing associated with the development of the Site extremely compelling. Las Vegas possesses a unique international appeal that draws an incredible 3.5 million visitors each and every month. The growth in tourism is only expected to accelerate with McCarran International Airport anticipated to be the fifth fastest growing airport in the country over the next 10 years with passenger volume projected to reach 55 million. Las Vegas’ growth is expected to be bolstered by a mix of additional seats by domestic and international carriers through more flights and larger aircraft and new service from international carriers including nonstop flights from China within three years. Over 4 million square feet of new convention space and more than $6 billion of new resort, retail and entertainment developments continue to elevate the overall “Las Vegas experience”. 5 AEG/MGM Sports Are The Site ■■ Remarkable 38.5-acre site will support a themed, large-scale casino resort development ■■ Six to nine month approval process to break ground ■■ 750 feet of direct Strip frontage ■■ In-place income generated by existing buildings ■■ 505’ of FAA approved height allowance fronting the Strip The Largest Hotel 6,852 Rooms ■■ H-1 zoning flexibility allows for resort casino/gaming, luxury retail, multifamily, retail, timeshare ■■ Direct visibility to 42 million visitors traveling through McCarran International Airport ■■ Views to south will be unobstructed forever due to lower buildable height restrictions on the south ■■ Existing streets bounding all sides of the Site provide excellent access CONCEPTUAL PLANS FOR CASINO RESORT OF 9,360 ROOMS 6 Private Aircraft “High Roller” Terminals at LAS Tropicana Ave Reno Ave MGM Grand The Lot Triple 5 Development Project Las Vegas Blvd na 4th Largest Hotel 4,008 Rooms 3rd Largest Hotel 4,408 Rooms 2nd Largest Hotel 4,752 Rooms Convention Space 2.1 Million SF 7 Strong Las Vegas Economy Justifies New Development ■ ■ $6 billion of under construction and planned Strip development is the greatest since 1950’s ■ ■ $45.1 billion in annual visitor revenue during 2014, a new record ■■ 41.1 million visitors in 2014; 2015 is on track to hit 42 million, a new record ■■ 4 million square feet of new convention space under development, a new record ■ ■ $9.6 billion in gaming revenues in 2014 near peak 2007 levels ■■ Visitor volume projected to increase by 500,000 every year for the foreseeable future ■■ Average hotel occupancy is 92% on the Strip ■■ Tier One hotel ADR was $232 in 2014 ■■ Nearly 650,000 new residents since 2000, representing 47% growth during the past decade ■■ 1.3 million more room nights were sold in 2014 over 2013 ($ Billions) 50 45 40 35 30 25 24.6 LAS VEGAS VISITOR ECONOMIC IMPACT 2000 - 2014 Las Vegas Visitor Economic Impact $28.7 33.7 31.5 31.9 31.6 32.8 $36.7 $39.4 41.6 $41.6 $36.8 $35.2 $40.2 $44.9 $45.0 $45.1 Attendance (millions) 7 6.5 6 5.5 5 4.5 4 3.9 LAS VEGAS CONVENTION STATISTICS Attendance Conventions 6.3 6.2 6.2 5.9 5.7 5.7 5.0 5.1 5.0 4.9 4.5 4.5 5.1 5.2 30,000 25,000 20,000 15,000 10,000 # of Conventions 20 3.5 5,000 15 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 $45.1 Billion Visitor Revenues hit New Record 3 0 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 4,000,000 Square Feet Convention Space under Construction to Accommodate Demand 8 Surrounded By World Class Retail RETAILERS TO THE SOUTH RETAILERS TO THE NORTH 10 18 OF THE 30 LARGEST RESORTS IN THE WORLD ARE ON THE STRIP 11 THE TRANSFORMATION OF THE SOUTH SIDE OF THE STRIP $100 Million Shops at Tropicana Planned $375 Million AEG-MGM 20,000 Seat Arena Under Construction Luxury 300,000 Retail Frontage at Excalibur Planned Monte Carlo Frontage and Theatre Under Construction 12 Mandalay Bay Convention Expands to 2.1 Million SF MGM Opened The Lot and City of Rock May 2015 drawing 300,000 people in four days $6 Billion In New Development ■■ Group’s multi-billion dollar Asian-themed resort on the Strip (expected to open in 2018) and Alon Crown 1,100 room Alon breaking ground in 2016. ■■ MGM & AEG’s 20,000-seat arena under construction between New York-New York and Monte Carlo will draw hundreds of thousands of new visitors per year. $4.5 Billion 3,000 Room Resorts World Under Construction ■■ Major renovations are underway or complete at The Venetian, Mandalay Bay, MGM Grand, The Mirage, Bellagio, the New Tropicana Las Vegas, SLS Hotel and Four Seasons Hotel. $2 billion Alon Crown Resorts Planned Silverton Timeshares Under Construction 13 Wyndam Blue Timeshares Opened July 2015 $2.5 billion Convention Center Expansion Planned 14 Offering Procedures Cushman & Wakefield, Inc. (“C&W”) is contacting prospective purchasers in order to solicit their interest in the acquisition of The Site on Las Vegas Strip. The Property is being offered on a strict “as-is” basis with the selection of the buyer being influenced by the level of physical and economic due diligence initially undertaken by prospective purchasers. In this regard, detailed financial information, title reports, service contracts and other relevant documentation are available for review. Property Tours Prospective purchasers are asked to contact C&W to arrange specific times for property tours. Offer Submission Prospective purchasers are kindly requested to submit offers to Cushman & Wakefield at their earliest convenience but no later than XX, XX, XXXX at the address specified below: Marc D. Renard Vice Chairman 213-955-6413 marc.renard@cushwake.com Private Aircraft “High Roller” Terminals at LAS Cushman & Wakefield of California, Inc. 601 South Figueroa Street, Suite 4700 Los Angeles, California 90017 Facsimile: (213) 627-5995 15 750’ OF DIRECT FRONTAGE 16 The Site The Site is comprised of 12 parcels totaling approximately 38.475 net acres located at the southeast corner of Las Vegas Boulevard South and East Mandalay Bay Road on the world famous Las Vegas Strip. Current improvements on the Site include the Desert Oasis Motel, The Oasis Apartments, a two-story office building at 3951 Las Vegas Boulevard South and a one-story commercial building at 3953 Las Vegas Boulevard South. The former Skyvue development planned for the northwest portion of the Property received FAA height approvals and was planned for the world’s tallest ferris wheel approximately 467-feet tall and a two-story retail / convention complex. Two concrete support columns for the wheel, approximately 240-feet tall, and four concrete foundations were built before construction was halted in August 2012. The adjacent properties to the east fronting Haven Street are the signature private jet terminals of McCarran International Airport and the private jet terminal of the Las Vegas Sands Corp; to the west of the Site are Mandalay Bay Resort Casino and Convention Center, the Four Seasons Resort and Luxor Resort Casino; to the north of the Site are MGM’s music festival property “The Lot” and the Tropicana Resort Casino; and to the south is undeveloped land primarily owned by the multinational conglomerate Triple 5 Group that is restricted by lower height limitations of approximately 284 feet. Site highlights include: ■■ Income in-place of approximately $500,000 from existing tenants provides revenue while planning concept and designs are approved ■■ Unique opportunity to create branding synergies with private ingress/egress points to the adjacent high roller jet terminals ■■ Preferred south Strip location adjacent to four of the largest resorts in North America (MGM Grand, Mandalay Bay, Excalibur and Luxor). ■■ Established and high traffic location on the Las Vegas Strip ■■ Numerous world-class resorts, convention centers, luxury shopping, dining and entertainment attractions within walking distance. ■ ■ Proximate to the I-15 and I-215 Freeways Parcels, Land Area and Summary of Existing Improvements 17 NO. ASSESSOR PARCEL ADDRESS PROPERTY USE 2014 NOI YEAR BUILT ACREAGE 1 162-28-202-013 95 East Ali Baba Lane Former Casey Arms Apartments site/Undeveloped - - 8.965 2 162-28-301-001 47 East Mandalay Bay Road Former Happi Inn site/ Skyvue construction - - 0.769 3 162-28-301-002 47 East Mandalay Bay Road Former Happi Inn site/ Skyvue construction - - 0.45 4 162-28-301-010 3953 Las Vegas Boulevard South (1-story commercial): Psychic Sessions $18,000 1960 0.233 5 162-28-301-029 N/A Graded/Undeveloped - - 5.822 6 162-28-301-032 3951 Las Vegas Boulevard South (2-story): offices - Skyvue construction - 1998 3.348 7 162-28-301-033 N/A Graded/Concrete channel - - 3.767 8 162-28-301-034 3965 Las Vegas Boulevard South (2-story): Desert Oasis Motel & Apts- 48 rooms ($13,624) 1963 3.026 9 162-28-301-036 3941 Las Vegas Boulevard South Former Olympus Inn site/ Skyvue construction - - 1.76 10 162-28-301-037 N/A Skyvue construction - - 1.82 11 162-28-302-001 N/A Graded/Undeveloped - - 2.229 12 162-28-310-001 5316 Danville Lane, 5333 Bethel Lane The Oasis Apartments - 128 units $268,675 1984 6.286 TOTAL $273,051 38.475 UTILITIES The Site has full utility services provided by the following: ■■ Electricity: NV Energy ■■ Natural Gas: Southwest Gas Company ■■ Water: Las Vegas Valley Water District EXISTING INCOME The existing improvements on the Site, inclusive of the Desert Oasis Motel, Oasis Apartments and the strip retail building at 3953 Las Vegas Boulevard generate approximately $275,000 in annual net income. ■■ Sewer: Clark County Water Reclamation District ■■ Waste: Republic Services 18 Catholic Church ALI BABA LN Quali Air Center “The Lot” GILES STREET (Former Casey Arms Apartment) Graded/ Undeveloped Vacant Kinder-Morgan Facility HACIENDA AVE Skyvue Construction Site Concrete Columns Motel 8 Desert Oasis Motel/Apartment Work Gate Two-Stiory Office Building Chain Link Fence Building A Cconcrete Channel Crushed Asphalt Gravel DANVILLE LN. The Oasis Apartments BETHEL LN Block Walls HAVEN STREET Improvements MANDALAY BAY ROAD and Access Existing streets bound all sides of the Site provide excellent access. Las Vegas Boulevard South is a fully improved six lane arterial with two main traffic lanes in each direction where it fronts the Site. East Mandalay Bay Road is a fully improved two lane collector McCarranstreets with one traffic lane in each Airport direction. Haven Property Street is a fully improved two lane street with one traffic lane in each direction. Four Seasons Hotel Laughing Jackalope (Closed) Commercial Building B Mobile Mini Container MESA VISTA AVE Crushed Asphalt Gravel Fence DIABLO AVENUE Smart Mart / Shell Gas Station Undeveloped Undeveloped Private Aircraft “High Roller” Terminals at LAS 19 Zoning The Site is zoned H-1. This zoning provides for full service casino resorts and is the Strips primary gaming enterprise designation. Permitted uses include casino hotels, resort hotels, inns and motels, apartment rentals and condominiums, timeshares, public and institutional buildings, bars, restaurants, retail shops, and similar uses. The Site is located within a Mixed-Use Overlay District. The Clark County Board of Commissioners approved an ordinance to the Clark County Code, Title 30 as Chapter 30.48 that established four different designations for Mixed-Use. The Board also established a number of Mixed Use Overlay Districts, with the majority being along or in close proximity to The Las Vegas Strip. The Site is within the designation of MUD-1, the most intense density zoning primarily located along the Las Vegas Strip resort corridor. The establishment of the Mixed Overlay District and the granting of the land use of MUD-1 make it easier for properties to receive approvals for mixeduse, high rise projects. 20 FAA Approved Height Allowance Up To 505 Feet On The Site The Federal Aviation Administration (FAA) has provided determination letters for the Site approving a height allowance of 505 feet fronting Las Vegas Boulevard and decreasing to 354 feet on the eastern portion of the Site. It should be noted that in March 2011 the Clark County has a Board of County Commissioners unanimously approved the development of the 500 foot observation wheel and retail/convention space on 10.0 net acres of the Site. 505’ 354’ 284’ 91’ 600 ft 500 ft 400 ft 300 ft 200 ft 100 ft THE STRIP PROPERTY 21 Renderings and Plans Current ownership has drafted conceptual plans that include the development of 9,360 hotel rooms with approximately 350,000 square feet of retail, conference and casino gaming space. 22 6 to 9 Month Permitting Process to Break Ground The following is an outline of the estimated 6 to 9 month permitting process an investor will follow to enter into a development agreement within Clark County. Prior to starting the development agreement process with the County, the developer would acquire permit approvals from the Paradise Town Advisory Board. Traffic study submitted RISE reports distributed upon receipt Pre-submittal conference Redistribute RISE reports response from agencies RISE acceptance letter Development agreement hearing Day 1 Day 15 Day 30 Day 45 Day 60* Day 105* Day 150 Pre-submittal filing: initial regional infrastructure services evaluation (“RISE”) reports submitted. evidence of traffic study submittal. Agencies encouraged to submit draft comments Agencies encouraged to submit draft comments Revised RISE reports submitted by applicant Special use permit filed Commence and continue to negotiate Development agreement** *Acceptance letter may be issued within 30 days of presubmittal conference depending upon applicant’s response. **Development Agreement may be submitted in conjunction with Special Use Permit if negotiations are complete. Fixed timeline may be flexible dependent upon applicant’s response time. 23 Available Third Party Reports and Documentation The following summarizes available third party reports that are posted within the online due diligence site: ■■ ALTA Survey Wallace Morris Surveying, dated May 2013 ■■ Title Report by First American, dated July 2015 ■■ Tax bills 2014 – 2015 ■■ Phase I by Western Technologies Inc., dated April 2014 ■■ Phase II by Western Technologies Inc., dated August 2003 ■■ Limited Phase II by Western Technologies Inc., dated August 2004 ■■ Geotechnical Evaluation by Western Technologies Inc., dated October 2003 ■■ Geotechnical Evaluation by Western Technologies Inc., dated August 2004 ■■ Geotechnical Evaluation by Western Technologies Inc., dated July 2011 ■■ Geotechnical Recommendation Letters of by Western Technologies Inc., dated February 2012, April 2014 ■■ Zoning Declaration Letter by Clark County Planning Department, dated October 2008 ■ ■ Federal Aviation Administration (FAA) Height Determination Letters, dated May 2011, June 2012, February 2015 24 Area Overview The Las Vegas Experience Developed as an entertainment destination, Las Vegas is driven by a consumer services economy where “the experience” is its primary commodity. Las Vegas is one of the most visited tourist destinations in the United States and it possesses a unique international appeal that draws a remarkable 3.4 million visitors each month. Identified as the global capital of entertainment and gaming, it is the iconic three-mile stretch of Las Vegas Boulevard known as “the Strip” that draws visitors to Las Vegas. With 115,000 hotel rooms located on the Strip, the concentration of tourists is more than any other metropolitan statistical area in the world. The Las Vegas Convention and Visitors Association reported 41.1 million visitors in 2014 and project the total number of visitors to reach a new market high of 42 million in 2015. 25 Unparalleled Hotel and Resort Inventory Las Vegas has a larger supply of hotel rooms than any other metropolitan statistical area in the world and in return drives extraordinary spending demographics. The vast majority of Las Vegas’ lodging supply is located on the Strip, and approximately 76% of all visitors (31 million) to Las Vegas stay in hotels on the Strip each year. Luxurious mega-resorts as well as more moderately priced accommodations are concentrated on the Strip and in the immediate surrounding area to meet the needs of all segments of the visitor market. A comparable resort district cannot be found anywhere else. As summarized in the exhibit below, 17 of the 30 largest resorts in the world are located on the Las Vegas Strip: THE WORLD’S 30 LARGEST HOTELS AND RESORTS RANK RESORT LOCATION ROOMS RANK RESORT LOCATION ROOMS 1 MGM Grand Las Vegas 6,852 16 Flamingo Las Vegas 3,565 2 First World Hotel Genting Highlands 6,118 17 Atlantis Paradise Island 3,414 3 Disney’s All-Star Hotel Orlando 5,524 18 Hilton Hawaiian Village Honolulu 3,386 4 Izmailovo Moscow 5,000 19 Disney’s Port Orleans French Quarter Lake Buena Vista 3,056 5 Mandalay Bay Las Vegas 4,752 20 Mirage Las Vegas 3,044 6 Luxor Las Vegas 4,408 21 Monte Carlo Las Vegas 3,002 7 Ambassador City Jotiem Pattaya 4,219 22 Venetian Macau Macau 3,000 8 The Venetian Las Vegas 4,049 23 Cosmopolitan Las Vegas 2,998 9 Excalibur Las Vegas 4,008 24 Westgate Las Vegas Resort and Casino Las Vegas 2,956 10 Aria Resort & Casino Las Vegas 4,004 25 Paris Las Vegas 2,916 11 Caesars Palace Las Vegas 3,960 26 Treasure Island Las Vegas 2,884 12 Bellagio Las Vegas 3,950 27 Gaylord Opryland Resort Nashville 2,881 13 Sheraton Macau 3,896 28 Disney’s Pop Resort Lake Buena Vista 2,880 14 Circus Circus Las Vegas 3,774 29 Bally’s Las Vegas 2,814 15 Shinagawa Prince Hotel Tokyo 3,680 30 Borgata Atlantic City 2,802 Located in Las Vegas 26 Convention Centers and Trade Shows Las Vegas is the world’s most preferred convention and trade show city, offering more convention and meeting space than any other city in the world, with more than 11 million square feet of existing inventory, including more than 2.0 million square feet that have been completed during the past three years and an additional 4 million square feet of convention space is currently in development. The total annual nongaming economic impact of conventions hosted by all Las Vegas facilities totals approximately $8.0 billion. Notable conventions scheduled in Las Vegas during 2015 and 2016 include the following: CONVENTIONS & TRADE SHOWS (2015-2016) DATE EVENT ATTENDEES January-16 International CES 2016 163,000 November-15 Automotive Aftermarket Industry Week (AAIW) 2015 140,000 January-16 Las Vegas Market - Winter 2016 50,000 August-16 Las Vegas Market - Summer 2016 50,000 February-16 World of Concrete 2016 48,000 September-15 2015 Pack Expo Las Vegas 45,000 September-15 Super Mobility Week 40,000 March-16 Nightclub and Bar Show 2016 39,000 May-16 RECon 2016 36,000 June-16 International Communications Industries Association/ Infocomm 2016 35,000 May-16 National Hardware Show 2016 30,000 April-16 National Automobile Dealers Association 2016 30,000 March-16 Healthcare Information & Management Systems Society (HIMSS16) 30,000 October-15 National Association of Convenience Stores, Inc. (NACS) Exposition 2015 30,000 September-15 2015 Mr. Olympia 30,000 June-16 International Esthetics Cosmetics & Spa Conference (IECSC) 2016 25,000 November-15 American Academy of Opthalmology Annual Meeting 2015 25,000 November-15 National Business Aviation Association, Inc. (NBAA) - 2015 25,000 September-15 Interbike Expo 2015 25,000 January-16 Kitchen and Bath Industry Show 2016 24,000 July-16 Deafnation World Expo 2016 23,000 February-16 Safari Club International 44th Annual Hunters Convention 21,000 December-15 Power-Gen International Conference 2015 20,000 October-15 G2E: Global Gaming Expo 2015 17,000 October-15 ISSA / INTERCLEAN North America 2015 16,000 March-16 Western Veterinary Conference 2016 14,500 October-15 ABC Kids Expo 2015 14,000 October-15 Live Design International 2015 14,000 September-15 International Vision Expo West 2015 14,000 June-16 Waste Expo 2016 12,000 March-16 National Association of Pizzeria Operators Expo - 2016 12,000 March-16 International Wireless Communications Expo 2016 12,000 27 Strong Increase in Visitor Economics The following chart presents a history of visitor volumes and total visitor revenue for Las Vegas: LAS VEGAS TOURISM IMPACT YEAR TOTAL VISITORS % CHANGE TOTAL VISITOR REVENUE % CHANGE REVENUE PER VISITOR % CHANGE 1988 17,199,808 --- 10,039,448,000 --- 584 --- 1989 18,129,684 5.4 11,912,941,000 18.7 657 12.6 1990 20,954,420 15.6 14,320,746,000 20.2 683 4.0 1991 21,315,116 1.7 14,326,554,000 0.0 672 (1.7) 1992 21,886,865 2.7 14,686,644,000 2.5 671 (0.2) 1993 23,522,593 7.5 15,127,167,000 3.0 643 (4.2) 1994 28,214,362 19.9 19,163,212,000 26.7 679 5.6 1995 29,002,122 2.8 20,686,800,000 8.0 713 5.0 1996 29,636,361 2.2 22,533,258,000 8.9 760 6.6 1997 30,464,635 2.8 24,952,189,000 10.7 819 7.7 1998 30,605,128 0.5 24,577,469,000 (1.5) 803 (2.0) 1999 33,809,134 10.5 28,695,178,000 16.8 849 5.7 2000 35,849,691 6.0 31,462,337,000 9.6 878 3.4 2001 35,017,317 (2.3) 31,907,492,000 1.4 911 3.8 2002 35,071,504 0.2 31,613,938,000 (0.9) 901 (1.1) 2003 35,540,126 1.3 32,777,906,000 3.7 922 2.3 2004 37,388,781 5.2 33,724,467,000 2.9 902 (2.2) 2005 38,566,717 3.2 36,733,453,000 8.9 952 5.6 2006 38,914,889 0.9 39,406,265,000 7.3 1,013 6.3 2007 39,196,761 0.7 41,578,079,000 5.5 1,061 4.8 2008 37,481,552 (4.4) 42,900,000,000 3.2 1,145 7.9 2009 36,351,469 (3.0) 35,200,000,000 (17.9) 968 (15.4) 2010 37,335,436 2.7 36,800,000,000 4.5 986 1.8 2011 38,928,708 4.3 40,200,000,000 9.2 1,033 4.8 2012 39,727,022 2.1 44,900,000,000 11.7 1,130 9.4 2013 39,668,221 (0.1) 45,200,000,000 0.7 1,139 0.8 2014 41,126,512 3.7 45,200,000,000 0.0 1,099 (3.5) AVERAGE ANNUAL % CHANGE 3.4 6.0 2.5 Source: LVCVA 28 Strong Increase in Convention Attendance With 11 million square feet of existing and planned convention space, Las Vegas is one of the world’s most convention destinations. The Las Vegas Convention Center is the primary Las Vegas convention venue, a state-of-the-art facility, which features 3.2 million square-feet of exhibit and meeting space, and will soon expand to 5.8 million square feet. The following demonstrates the strong increase of convention attendance during the previous five years: CONVENTION VISITATION YEAR TOTAL VISITORS % CHANGE 1983 943,611 --- 1984 1,050,916 11.4 1985 1,072,629 2.1 1986 1,519,421 41.7 1987 1,677,716 10.4 1988 1,702,158 1.5 1989 1,508,842 (11.4) 1990 1,742,194 15.5 1991 1,794,444 3.0 1992 1,969,435 9.8 1993 2,439,734 23.9 1994 2,684,171 10.0 1995 2,924,879 9.0 1996 3,305,507 13.0 1997 3,519,424 6.5 1998 3,301,705 (6.2) 1999 3,772,726 14.3 2000 3,853,363 2.1 2001 5,014,240 30.1 2002 5,105,450 1.8 2003 5,657,796 10.8 2004 5,724,864 1.2 2005 6,166,194 7.7 2006 6,307,961 2.3 2007 6,209,253 (1.6) 2008 5,899,725 (5.0) 2009 4,492,275 (23.9) 2010 4,473,134 (0.4) 2011 4,865,272 8.8 2012 4,944,014 1.6 2013 5,107,416 3.3 2014 5,169,054 1.2 Annual Compound % Change 5.6 Source: LVCVA 29 4 Million Square Feet of Convention Space in Development The $2.5 billion convention center expansion will generate an increase in demand of 500,000 visitors per year Indicative of the strong growth in convention demand, in February 2015 the Las Vegas Convention and Visitors Authority (LVCVA) acquired the former Riviera hotel located on 23-acres for $182.5 million. A planned $40 million demolition during 2015-2016 of the former hotel will lay the foundation for a $2.5 billion expansion of the Las Vegas Convention Center, increasing convention capacity to 5.8 million square feet. The expansion will transform the current convention center, rebranded as the Las Vegas Global Business District, and support the demand growth projected to be an additional 500,000 visitors per year. Phase One is currently underway and includes developing 750,000 square-feet of new exhibit space and 187,500 squarefeet of supporting meeting space, renovating and upgrading the existing facility, incorporating touch screens, faster Internet speeds, new restaurants and an updated façade. Phase II includes the expansion onto the former Riviera site from a current total footprint of 3.2 million square-feet to 5.7 million square-feet of space, with new street infrastructure and new centralized transportation hub for the entire city. Additionally, the expansion project will include development of a new office park in the neighborhood surrounding the center. In addition to the LVCVA space, 350,000 square feet of convention space at Mandalay Bay and 1,000,000 square feet of convention space at Genting Group’s Resorts World are under construction. Attendance (millions) 7 6.5 6 5.5 5 4.5 4 3.5 3 3.9 5.0 5.1 LAS VEGAS CONVENTION STATISTICS 5.7 5.7 Attendance 6.2 6.3 6.2 5.9 Conventions 4.5 4.5 0 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 4.9 5.0 5.2 million convention attendees in 2014 isthe highest in 6 years and represents significant potential for growth 5.1 5.2 30,000 25,000 20,000 15,000 10,000 5,000 # of Conventions 30 Development on the Strip With approximately $21 billion in high-profile developments completed since 2008, the Strip has attracted significant investment capital from both ownership entities that already possess a significant stake in the future success of the Strip and new capital sources seeking to benefit from Las Vegas’ exceptional long-term fundamentals. Resort and casino ownership is largely consolidated among operators that are devoted to continuing to increase visitation levels by upgrading the Las Vegas experience. RECENT LAS VEGAS STRIP DEVELOPMENTS – 2013 TO 2018 PROPERTY COST ($ MILLIONS) CONVENTION SPACE (SF) ROOMS TIMESHARE HOTEL COMPLETED 2013 Caesars Palace - Nobu Hotel (former Centurion) $30 180 February 2013 The LINQ (Phase 1) $550 Fall 2013 TOTAL 2013 $580 0 180 2014 The Grandview at Las Vegas $55 400 February 2014 The LINQ (Phase 2) $230 849 February 2014 The Cromwell (Rebrand / Remodel) $185 May 2014 New York New York / Monte Carlo (Open Air Plaza) $50 June 2014 SLS Las Vegas (Rebrand / Remodel) $415 80,000 1,613 August 2014 Delano (Reband / Remodel) $80 September 2014 Red Rock Casino (Renovation) $35 Fall 2014 Golden Nugget (Remodel) $15 December 2014 TOTAL 2014 $1,065 80,000 2,862 2015 Wyndham Desert Blue $172 281 March 2015 Bellagio (Renovation) $55 April 2015 The Grand Bazaar Shops $50 February 2015 Caesars Palace (Omnia Nightclub) $38 March 2015 Treasure Island $15 April 2015 Galleria at Sunset $26 Spring 2015 Rock in Rio (MGM Resorts Festival Grounds) $20 May 2015 TOTAL 2015 $376 0 281 31 FUTURE DEVELOPMENT PROPERTY COST ($ MILLIONS) CONVENTION SPACE (SF) ROOMS TIMESHARE HOTEL COMPLETED 2016 MGM Resorts International Areana (Indoor Arena) $375 April 2016 Mandalay Bay Resort & Casino (Renovation) $66 January 2016 Topgolf Las Vegas (Renovation) $50 Spring 2016 Toshiba Plaza $66 January 2016 Henderson Space and Science Center $63 Spring 2016 Thomas & Mack Center (Renovation) $47 Spring 2016 Tropicana Las Vegas (Renovation) $20 Spring 2016 Boulevard Mall (Redevelopment) $23 Fall 2016 TOTAL 2016 $710 0 0 2018 All Net Resort and Arena $1,400 CY 2018 Resorts World Las Vegas (Phase 1) $4,000 Spring 2018 TOTAL 2018 $5,400 0 0 TOTAL FUTURE DEVELOPMENT $6,110 0 0 32 Significant Projects Resorts World Las Vegas – In 2013, the Genting Group purchased the 87-acre, former Echelon site on the northern end of the Strip for $350 million. Branded Resorts World, the planned Chinese Village-themed, four-phased mega-resort broke ground June 2015 with opening planned in 2018. Construction of Phase I on the multi-phased project is planned for 3,000-rooms, 22-villas, 3,500-gaming machines, a 100,000-square-foot casino/gaming floor, 500,000-square-foot convention center, dozens of dining options, more than 15-retail stores, a center bar with live entertainment, a 50,000-square-foot, 58-foot tall exotic aquarium, and the highest observation deck and sky park in the city. Subsequent phases will add additional hotel rooms, gaming space, convention center space, a Great Wall of China replica, a live panda exhibit, an indoor water park, a bowling alley, a movie theater, and a 4,200-seat rotating theater. Wyndham Desert Blue Time Share – The 19-story, 281-unit timeshare on Twain Avenue just west of Interstate 15 opened in July 2015. The Park by MGM – The Park is currently under construction between and around New York-New York and Monte Carlo. The eight-acre site will feature natural desert landscaping, cobblestone walkways, and several unique water features. Man-made structures will proved shade during the day and will light up at night. The outdoor space will feature live entertainment, patio style seating throughout, ample shopping and indoor/outdoor dining options. This new venue between New York-New York and Monte Carlo will connect The Park with the new Arena, and both will open concurrently in the spring of 2016. 33 The Arena (MGM Resorts) – Construction broke ground in May 2014 on a 16-acre, $375-million entertainment district located between Monte Carlo and New York- New York. The MGM Resorts/AEG collaboration will consist of an indoor arena that will feature 20,000-seats, 50-luxury suites, more than two-dozen private loge boxes, club seating, and other specially designed exclusive hospitality offerings and dining pavilions. Expected to hold more than 100-events annually, The Arena will be hosting concerts, red-carpet award shows, professional sports events such as basketball or hockey, boxing, mixed martial arts, and other major functions. Construction is slated for completion in Spring 2016 and will open concurrently with The Park. The Grand Bazaar Shops (Bally’s) – The $50-million outdoor retail complex is located on the southeast corner of Las Vegas Boulevard and Flamingo Road, in the front portion of the property. Inspired by great markets from around the world, the shops contains 110-stores, including Swatch, Superdry, Havaianas, and Campo Marzio. More than a third of the property will feature restaurants, bars and food outlets. The main feature of the bazaar shops is an eye-catching tower called the Swarovski Crystal Starburst. The tower is positioned over the brand’s store and displays a midnight show of lights and music. The retail complex opened in January 2015. City of Rock (MGM Resorts) – Opened in May 2015, City of Rock is located on the southwest corner of East Sahara Avenue and South Las Vegas Boulevard. The $30-million open air venue is home to one of the largest music festival venues in the world, Rock in Rio (RiR). The venue has a capacity of 85,000, and during RiR, it will feature six stages, a Ferris wheel, a zipline, shopping and themed food courts. The Rock in Rio festival will held biennially, and MGM plans to use the site for other mega festivals, athletic events and concerts when not in use for RiR. 34 All Net Resort Arena – is being built at a cost of approximately $1.4 billion and is set to open in early 2018 on the north end of the Las Vegas Strip. In addition to a spectacular 860,000-square-foot arena that is able to host big ticket events, the complex includes the Victory Plaza shopping and dining district and a 44-story hotel with 500 specialty suites. The arena at the All Net Resort features a unique retractable roof. The Victory Plaza area covers 300,000 square feet and is a pedestrian-only plaza that offers something akin to the Times Square experience in New York. Mandalay Bay Convention Center (Phase 1 & 2) – A $66-million expansion on the Mandalay Bay Convention Center completed is scheduled to complete January 2016. Construction on Phase 1 completed July 2015 adding more than 350,000-square-feet of exhibit space, as well as underground parking. Phase 2 of the expansion will include 70,000-square-feet of additional ballroom space that will be divisible by five breakout areas for corporate groups. When completed, the convention center will total 2,050,000 square feet. Shops at Tropicana – A new, $100-million, 275,000-square-foot, two-story, enclosed shopping mall will feature luxe retail, a food court on the ground floor with five new boutique restaurants and two Strip-facing restaurants. The project is expected to begin in fall 2015 with an anticipated completion date in the 2017. 35 The Site is Visible to Over 42 Million Visitors Per Year MCCARRAN INTERNATIONAL AIRPORT EXPANSION McCarran International Airport is one of the busiest airports in the country. McCarran serves both short and long haul markets, along with international markets. In 2014, Airports Council International ranked McCarran ninth in North America and 25th in the world for passenger traffic, with approximately 43 million arriving and departing passengers each year. 2014 observed an increase of over 1 million more passengers over 2013, or a 2.4% increase in traffic. With over 30 air carriers, McCarran provides nonstop service to domestic and international destinations including Canada, Germany, Mexico, the United Kingdom and South Korea. 2014 was the highest year on record for international tourism, with over 3.3 million visitors to the Strip. Major expansion and improvements totaling $3.5 billion include Terminal 3 that opened in 2012 and the new $100 million control tower was completed in early 2015. The 1.9 million-square-foot expansion of Terminal 3 increased the airport’s annual capacity to approximately 55 million passengers. TOTAL PASSENGERS (MILLIONS) 50.0 45.0 40.0 35.0 30.0 International Passengers Domestic Passengers 36.9 1.22 35.2 35.0 36.3 1.09 1.08 1.01 41.4 1.42 MCCARRAN AIRPORT PASSENGER TRAFFIC 44.3 1.82 46.3 2.15 47.7 2.24 42.9 MILLION TOTAL PASSENGERS IN 2014 3.3 MILLION INTERNATIONAL PASSENGERS 44.1 2.24 40.5 2.21 39.8 2.20 41.5 41.7 42.0 2.61 2.88 2.97 42.9 3.34 25.0 35.6 34.1 34.0 35.2 40.0 42.4 44.2 45.5 41.8 38.3 37.6 38.9 38.8 39.0 39.5 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 36 Las Vegas Monorail Plans for the expansion of the Monorail place the line and potential stops adjacent to the Site. The Las Vegas Monorail is a six-stop, elevated train system that travels along a 3.9-mile route connecting major hotels and attractions along the Strip. It enables passengers to travel the length of the resort corridor beginning at the MGM Grand with stops at Bally’s/Paris, Flamingo/Caesars Palace, Harrah’s/Imperial Palace, Las Vegas Convention Center, the hotel called LVH and ending at the intersection of Sahara Avenue and Las Vegas Boulevard. The train is capable of transporting 3,200 passengers per hour in each direction and has carried over 50 million passengers. Sahara Ave Station LVH Station Las Vegas Convention Center Station Harrah’s/The Quad Station Flamingo Station Future Monorail Bally’s/Paris Station LAS VEGAS BLVD - THE STRIP MGM Station The Site 37 38 Market Analysis Overview The Site is located within the Las Vegas Strip Gaming Enterprise Zoning District (the “GED”). The GED supports the expansion of gaming and entertainment activities and associated resort hotels. This zoning designation offers an extremely flexible development approval process offering a number of potential uses that can include, but are not limited to any combination of: ■■ Themed Resort and Hotel ■■ Casino and Gaming ■■ Condominiums ■■ Luxury/Upscale Retail ■■ Timeshares ■■ Dining and Entertainment 2014 LAS VEGAS STATISTICS Visitor Volume 41,126,512 Hotel Room Inventory 150,544 Strip ADR $248.89 Strip Occupancy 90.2% Strip RevPar $224.49 Convention Attendance 5,169,054 Convention Meetings 22,103 Clark County Gaming Revenue $9,554,002,000 Las Vegas Strip Gaming Revenue $6,372,526,000 39 Las Vegas Resort Hotel Market The Las Vegas lodging market has historically attained occupancy levels well above the national average. The following table presents an analysis of the Las Vegas lodging market since 1985: LAS VEGAS LODGING STATISTICS YEAR INVENTORY % CHANGE HOTEL OCCUPANCY % CHANGE MOTEL OCCUPANCY % CHANGE TOTAL OCCUPANCY % CHANGE TOTAL ROOMS OCCUPIED % CHANGE 1985 53,067 --- 84.7 --- 70.1 --- 79.8 --- 15,456,825 --- 1986 56,494 6.5 86.3 1.9 70.9 1.1 81.4 2.0 16,784,932 8.6 1987 58,474 3.5 87.0 0.8 74.0 4.4 83.4 2.5 17,800,070 6.0 1988 61,394 5.0 89.3 2.6 73.7 (0.4) 85.1 2.0 19,069,897 7.1 1989 67,391 9.8 89.9 0.7 72.5 (1.6) 85.2 0.1 20,957,253 9.9 1990 73,730 9.4 89.1 (0.9) 69.8 (3.7) 84.7 (0.6) 22,793,998 8.8 1991 76,879 4.3 85.2 (4.4) 62.6 (10.3) 80.3 (5.2) 22,532,851 (1.1) 1992 76,523 (0.5) 88.8 4.2 66.1 5.6 83.9 4.5 23,434,021 4.0 1993 86,053 12.5 92.6 4.3 69.7 5.4 87.6 4.4 27,514,586 17.4 1994 88,560 2.9 92.6 0.0 73.2 5.0 89.0 1.6 28,768,716 4.6 1995 90,046 1.7 91.4 (1.3) 72.4 (1.1) 88.0 (1.1) 28,922,775 0.5 1996 99,072 10.0 93.4 2.2 75.7 4.6 90.4 2.7 32,689,797 13.0 1997 105,347 6.3 90.3 (3.3) 68.8 (9.1) 86.4 (4.4) 33,222,230 1.6 1998 109,365 3.8 90.3 0.0 67.3 (2.2) 85.8 (0.7) 34,249,837 3.1 1999 120,294 10.0 92.1 2.0 68.6 1.9 88.0 2.6 38,638,433 12.8 2000 124,270 3.3 92.5 0.4 71.9 4.8 89.1 1.3 40,414,468 4.6 2001 126,610 1.9 88.9 (3.9) 63.8 (11.3) 84.7 (4.9) 39,142,115 (3.1) 2002 126,787 0.1 88.8 (0.1) 60.2 (5.6) 84.0 (0.8) 38,859,613 (0.7) 2003 130,482 2.9 89.6 0.9 60.5 0.5 85.0 1.2 39,760,735 2.3 2004 131,503 0.8 92.0 2.7 68.7 13.6 88.6 4.2 41,953,010 5.5 2005 133,186 1.3 91.8 (0.2) 72.0 4.8 89.2 0.7 43,362,698 3.4 2006 132,605 (0.4) 93.2 1.5 65.2 (9.4) 94.6 6.1 45,787,180 5.6 2007 132,947 0.3 94.0 0.9 64.5 (1.1) 90.4 (4.4) 43,867,192 (4.2) 2008 140,529 5.7 89.8 (4.5) 57.8 (10.4) 86.0 (4.9) 42,967,252 (2.1) 2009 148,941 6.0 85.3 (5.0) 50.1 (13.3) 81.5 (5.2) 41,986,134 (2.3) 2010 148,935 (0.0) 83.5 (2.1) 52.0 3.8 80.4 (1.3) 43,365,743 3.3 2011 150,161 0.8 86.9 4.1 56.0 7.7 83.8 4.2 45,654,165 5.3 2012 150,481 0.2 87.4 0.6 58.0 3.6 84.4 0.7 46,479,707 1.8 2013 150,593 0.1 87.1 (0.3) 59.8 3.1 84.3 (0.1) 46,191,449 (0.6) 2014 150,544 (0.0) 89.1 2.3 65.0 8.7 86.8 3.0 47,497,234 2.8 AVERAGE ANNUAL % CHANGE 3.7 0.2 (0.3) 0.3 3.9 YTD 5/14 149,347 --- 90.2 --- 66.8 --- 87.9 --- 19,909,507 --- YTD 5/15 149,352 0.0 89.1 (1.2) 67.0 0.3 87.0 (1.0) 19,758,379 (0.8) 40 Luxury Resort Hotel Comparables The following provides an overview of the anticipated competitive set for a future hotel resort development at the Site. The more recently opened properties are the Aria (as part of CityCenter) in 2009 and the Cosmopolitan in 2010 Venetian/Palazzo and Wynn/Encore opened in January and December of 2008, respectively. New ‘boutique’ entrants to the Strip opening in 2014 include The Cromwell Las Vegas, an upscale boutique property backed by Caesars Entertainment and SLS Las Vegas. It should be noted that all of the newer properties are geared toward the upper end of the market. In May 2015, Genting Gaming announced the ground breaking of Resorts World Las Vegas. Following this in June 2015, Crown Resorts announced the purchase of the former Frontier site for the development of Alon. These two projects will add approximately 4,000 high-end rooms to the Strip market. 41 SELECT LUXURY RESORTS AND CASINOS ARIA RESORT & CASINO BELLAGIO THE COSMOPOLITAN VENETIAN / PALLAZZO WYNN / ENCORE Hotel Summary Owner MGM Resorts Intl. MGM Resorts Intl. Blackstone Las Vegas Sands Corp. Wynn Resorts Ltd. Height 600 508 604 642 631 Acres n/a 76.00 8.45 67.00 215.00 Total Guest Rooms 4,004 3,933 2,959 7,095 4,750 2014 Average Daily Rate $217 $254 $307 $223 $274 2014 Occupancy 93% 93% 94% 88% 87% 2014 RevPar $202 $236 $287 $196 $238 Casino/Gaming Summary Total Square Feet 150,000 156,000 99,719 225,000 186,000 # of Slot Machines 1,969 1,895 1,373 2,350 1,864 # of Tables 122 132 129 240 235 2014 Casino Revenue $422,979,000 n/a $203,247,000 $509,205,000 $687,436,000 Retail Summary Retail The Shops at Crystals Via Bellagio n/a Grand Canal Shoppes Wynn Esplanade Total Square Feet 500,000 44,000 35,744 875,000 99,000 # of Shops 57 12 16 160 25 Key Tenants Louis Vuitton, Dolce & Gabbana, Tiffany & Co., Roberto Vavalli, Bulgari, Cartier, Van Cleef & Arpels, Mikimoto Bottega Veneta, Breguet, Chanel, Dior, Fendi, Giorgio Armani, Gucci, Harry Winston, Hermes, Louis Vuitton, Prada,Tiffany & Co. Allsaints, Spitalfields, Sneaker Boutique, Dna2050, Jason of Beverly Hills, Molly Brown’s Swimwear, Rent the Runway, Stitched Barney’s, Christian Louboutin, Tory Burch, Jimmy choo, Burberry, Fendi, Diane von Furstenberg, Michael Kors, Sephora, Swarovski Alexander McQueen, Cartier, Chanel, Dior, Givenchy, Hermès, Louis Vuitton, Manolo Blahnik, Oscar de la Renta, Rolex Entertainment Summary # of Restaurants 16 20 13 38 13 # of Bars & Nightclubs 10 7 8 11 11 Convention/Meeting SF 300,000 200,000 151,500 2,300,000 284,000 Spa Square SF 80,000 55,000 50,000 134,000 n/a 42 Gaming Supply and Demand Analysis Las Vegas is recognized worldwide as a premier gaming destination. From traditional card and dice games, to slot machines and race and sports book betting, the casino industry has flourished and evolved into an international phenomenon. A significant portion of the visitor revenue generated in the city is attributed to the gaming industry, which posted $9.6 billion in revenue in 2014. The initial step in analyzing supply and demand trends within a given gaming market is to quantify the existing level of gaming inventory. To quantify gaming supply levels, a review of all competitive gaming facilities is performed. Once the market’s supply level is known, an analysis of the demand for gaming facilities is performed. Unlike traditional economic models of supply and demand, the price variable associated with gaming is largely determined by the consumer. Gaming is an intangible product: the consumer is purchasing the “experience” and “excitement” casino gaming offers. The price that the consumer is willing to pay for this experience is known as the “win,” and is quantified on a per-unit basis known as the “win per unit per day” (WPUPD). Research indicates that the WPUPD, or the price a market can bear for gaming activity, is highly correlated to the level of available gaming inventory. The actual WPUPD attained by a market, say $100 per gaming position, and provides an indication of the marketwide demand for gaming. As will be further discussed, these demand levels within a market can be estimated through an analysis of the actual WPUPD attained by the market. Historical fluctuations in the marketwide WPUPD at various levels of supply can provide insight into the future demand for gaming. Further impacting the demand for gaming facilities in the market are current and projected trends in economic and demographic factors such as population base, employment, disposable income levels, and visitation statistics. In addition, seasonal fluctuations must be taken into consideration when analyzing demand trends. Once the various demand trends have been identified, a variety of analytical methodologies may be employed to forecast gaming revenue for an overall market or an individual property. 43 Gaming Supply Analysis The following table presents an overview of the competitive themed Casino Resort properties as of year-end 2014 operating within the Las Vegas Strip submarket. These properties contained 33,505 gaming devices and 1,979 table games. COMPETITIVE SUMMARY CASINO OWNER ROOMS CASINO SQUARE FOOTAGE CASINO SF PER ROOM GAMING DEVICES TABLE GAMES SLS Las Vegas Stockbridge 1,613 54,000 33.5 806 77 The Cosmopolitan of Las Vegas Blackstone Group 2,960 110,000 37.2 1,360 124 Bally’s Casino Resort Caesars Entertainment 2,814 66,187 23.5 999 58 Bellagio MGM Resorts International 3,933 159,734 40.6 1,977 110 Caesars Palace Caesars Entertainment 3,340 136,573 40.9 1,265 98 Aria MGM Resorts International 4,004 200,544 50.1 1,726 101 Excalibur MGM Resorts International 3,991 89,074 22.3 1,202 72 Flamingo Hilton Caesars Entertainment 3,565 61,000 17.1 1,100 100 Harrah’s Las Vegas Caesars Entertainment 2,526 90,041 35.6 1,206 85 Luxor MGM Resort International 4,408 100,000 22.7 1,250 75 Mandalay Bay MGM Resort International 4,332 160,344 37.0 1,500 90 MGM Grand MGM Resort International 5,001 161,675 32.3 1,850 98 Mirage MGM Resort International 3,044 95,900 31.5 1,760 80 Monte Carlo MGM Resort International 3,213 102,207 31.8 1,400 55 New York-New York MGM Resort International 2,024 64,269 31.8 1,350 51 Palace Station Station Casinos 1,028 84,000 81.7 1,713 37 Palms George Maloof 703 55,689 79.2 1,317 45 Paris Caesars Entertainment 2,916 95,195 32.6 1,014 77 Planet Hollywood Caesars Entertainment 2,496 116,000 46.5 1,095 71 Riviera Riviera Holding Corp. 2,072 103,800 50.1 1,000 30 Treasure Island Phil Ruffin 2,885 55,680 19.3 1,335 61 Tropicana Resort and Casino Onex Corp. 1,878 62,011 33.0 892 40 Venetian/Palazzo Las Vegas Sands, Inc. 7,095 138,684 19.5 2,287 185 Wynn/Encore Wynn Resorts 4,750 109,900 23.1 2,101 159 TOTAL 76,591 2,362,607 30.8 33,505 1,979 44 Gaming Demand Analysis The win per unit per day (WPUPD) statistic provides the basis for the analysis and projection of table game and gaming device revenues. WPUPD is calculated by dividing total gaming revenues generated by a particular type of gaming unit by the number of gaming units available. Overall, the market for gaming devices exhibited high levels of demand and absorption as evidenced by increasing WPUPD and overall win levels during periods of increasing inventory. The following exhibit summarizes the strong performance of the Strip gaming market within the industry standard “Casinos earning $72M and Over”. LAS VEGAS STRIP $72 MILLION AND OVER GAMING DEVICES YEAR WIN (000S) % CHANGE UNITS % CHANGE WPUPD % CHANGE 1 1996 $1,442,375 --- 37,197 --- $106 --- 2 1997 1,486,193 3.0 39,033 4.9 $104 (1.5) 3 1998 1,719,351 15.7 45,078 15.5 $104 0.2 4 1999 1,928,428 12.2 47,962 6.4 $110 5.4 5 2000 2,107,673 9.3 50,203 4.7 $115 4.1 6 2001 2,055,412 (2.5) 47,175 (6.0) $119 4.1 7 2002 2,111,912 2.7 47,181 0.0 $123 2.7 8 2003 2,160,261 2.3 43,787 (7.2) $135 10.2 9 2004 2,535,568 17.4 44,989 2.7 $154 13.9 10 2005 2,789,933 10.0 43,377 (3.6) $176 14.4 11 2006 3,059,179 9.7 41,753 (3.7) $201 13.9 12 2007 3,142,884 2.7 40,049 (4.1) $215 7.1 13 2008 2,850,965 (9.3) 40,153 0.3 $194 (9.8) 14 2009 2,495,093 (12.5) 39,288 (2.2) $174 (10.3) 15 2010 2,437,193 (2.3) 38,032 (3.2) $176 0.9 16 2011 2,483,244 1.9 36,685 (3.5) $185 5.6 17 2012 2,553,266 2.8 35,452 (3.4) $197 6.1 18 2013 2,593,138 1.6 34,589 (2.4) $205 4.4 19 2014 2,546,721 (1.8) 33,504 (3.1) $208 1.4 AVG. ANNUAL % CHANGE 3.2 (0.6) 3.8 Source: Las Vegas Gaming Control Board 45 Gaming Demand Analysis Demand for gaming can be classified into four primary sources: the leisure segment, local residents, tour and travel groups and convention demand. LEISURE DEMAND Leisure visitation to Las Vegas is enormous with visitors taking advantage of the year-round favorable climate and multitude of attractions. The leisure segment utilizes both table games and gaming devices and has a higher propensity to play table games than other segments. According to the Las Vegas Convention Authority Visitors Profile Study, in 2014 approximately 47% of all visitors mentioned vacation or pleasure, up significantly from 41% in 2013. Of those polled, 71% of all visitors said they gambled while in Las Vegas with an average gambling budget of $530. LOCAL DEMAND Local demand plays a part in gaming revenue contribution to the Las Vegas market. However, the local segment’s impact on the Las Vegas Strip is moderate. According to the Las Vegas Convention and Visitors Authority, 13% of locals gamble on the Strip with 45% gambling at least once per week and 75% gambling at least once per month. TOUR AND TRAVEL DEMAND Las Vegas welcomed a record 41.1 million visitors in 2014, an all time record. Las Vegas tourism generates more than $45 billion in economic impact for the local economy and supports 376,000 local jobs. Las Vegas is recognized worldwide as a premier gaming destination. From traditional card and dice games, to slot machines and race and sports book betting, the casino industry has flourished and evolved into an international phenomenon. A significant portion of the visitor revenue generated in the city is attributed to the gaming industry, which posted $9.6 billion in revenue in 2014. CONVENTION DEMAND Convention demand within the Las Vegas market is significant. Las Vegas was the most popular trade destination (with a 25% market share of the Trade Show Week 200 Shows in terms of net square footage) and third most popular convention destination in the nation. In 1990, approximately 1.7 million persons attended trade shows and conventions in Las Vegas; In 2014, convention attendance was up to 5.2 million, an increase of 8% annually over the last 25 years. Future convention expansion in demand is anticipated to see these rates of growth continue for the foreseeable future. 46 Multifamily Housing and Condominium Overview With an increase in demand for luxury living accommodations in Las Vegas and a 100% sell out of the existing supply of recently delivered residential units, condominium prices have increased dramatically. The depth of demand far exceeds the amount of new supply forecasted over the next five years. In addition, the economies of scale associated with new residential, retail, hotel and office development on the Las Vegas Strip will only elevate the overall appeal of Strip living - and in turn push condominium values higher. THE RESIDENCES AT MANDARIN ORIENTAL 3740 S. Las Vegas Blvd DEVELOPER: MGM Resorts SUBMARKET: The Strip YEAR BUILT/SELLOUT: 2009 NUMBER OF HOMES: 225 STATUS TYPE SIZE SF LIST PRICE LIST PSF SALE DATE SOLD PRICE SOLD PSF HOA FEES ACTIVE 3-BED/3-BATHS 3,922 $5,950,000 $1,517 - - - $3,173 ACTIVE 2-BED/2-BATHS 2,998 $3,300,000 $1,101 - - - $2,765 ACTIVE 2-BED/2-BATHS 2,998 $2,799,888 $934 - - $2,535 SOLD 3-BED/3-BATHS 5,628 $5,400,000 $959 3/23/15 $5,400,000 $959 $5,628 SOLD 3-BED/3-BATHS 3,922 $4,750,000 $1,211 5/20/15 $3,875,000 $988 $3,344 SOLD 3-BED/3-BATHS 3,980 $3,975,000 $999 3/31/15 $3,800,000 $955 $3,386 SOLD 2-BED/2-BATHS 2,755 $3,400,000 $1,234 5/20/15 $3,400,000 $1,234 $2,512 SOLD 2-BED/2-BATHS 2,755 $2,900,000 $1,053 12/31/14 $2,900,000 $1,053 $2,575 47 Multifamily Housing and Condominium Overview VEER TOWERS 3722 S. Vegas Blvd DEVELOPER: MGM Resprts Internationa SUBMARKET: The Strip YEAR BUILT/SELLOUT: 2010 NUMBER OF HOMES: 674 STATUS TYPE SIZE SF LIST PRICE LIST PSF SALE DATE SOLD PRICE SOLD PSF HOA FEES ACTIVE 3-BED/3-BATHS 3328 $2,995,000 $900 - - - $2,053 PANORAMA TOWERS 4525 Dean Martin Dr DEVELOPER: Laurence Hallier SUBMARKET: Off Strip YEAR BUILT/SELLOUT: 2006 NUMBER OF HOMES: 2006 STATUS TYPE SIZE SF LIST PRICE LIST PSF SALE DATE SOLD PRICE SOLD PSF HOA FEES ACTIVE 3-BED/3-BATHS 4,820 $2,950,000 $612 - - - $3,120 ACTIVE 2-BED/2-BATHS 3,414 $2,199,000 $644 - - - $2,116 48 Multifamily Housing and Condominium Overview TRUMP TOWERS 2000 Fashion Show Drive DEVELOPER: Donald Trump SUBMARKET: The Strip YEAR BUILT/SELLOUT: 2008 NUMBER OF HOMES: 430 STATUS TYPE SIZE SF LIST PRICE LIST PSF SALE DATE SOLD PRICE SOLD PSF HOA FEES ACTIVE 3-BED/3-BATHS 3340 $3,350,000 $1,003 - - - $2,877 ACTIVE 3-BED/3-BATHS 3329 $2,099,000 $631 - - - $3,038 49 50 Las Vegas Retail Market Overview The Las Vegas Strip has historically outperformed competitive U.S. retail markets and continues to experience very strong absorption of new construction, low vacancy rates, and an abundance of retail tenants seeking to access high-traffic pedestrian locations. These factors together with controlled levels of new development will cause significant long-term rent increases across the submarket. Increasing Levels of Visitor Spending – More than half of the 41 million visitors to Las Vegas each year spend time shopping along the Las Vegas Strip. Average per capita visitor spending on shopping, dining and entertainment during 2014 was $815. As demonstrated in the exhibit below, consumers are allocating a larger percentage of their total spending on shopping and entertainment. ECONOMIC VISITOR PROFILE 2008 – 2014 2008 2009 2010 2011 2012 2013 2014 Average number of adults in immediate Party 2.4 2.4 2.4 2.3 2.4 2.4 2.4 Proportion of visitors with persons under 21 in their immediate party 6.0% 8.0% 7.0% 10.0% 11.0% 10.0% 10.0% Proportion of visitors who stayed overnight 99.6% 99.8% 99.3% 99.8% 99.7% 99.8% 99.6% Days stayed (average) 4.5 4.6 4.6 4.7 4.3 4.3 4.2 Nights stayed (average) 3.5 3.6 3.6 3.7 3.3 3.3 3.2 Proportion of visitors who stayed in a hotel or motel room 94.0% 96.0% 95.0% 95.0% 96.0% 96.0% 96.0% Number of room occupants 2.1 2.1 2 2.1 2.1 2.2 2.1 Lodging expenditures (average per night) $101.68 $75.78 $79.64 $84.04 $93.13 $83.62 $86.55 Proportion of visitors who bought a package or travel group trip 15.0% 15.0% 16.0% 18.0% 14.0% 13.0% 18.0% Average cost of package per person $746.69 $640.29 $651.02 $757.83 $743.65 $868.24 $815.14 Average trip expenditures of food and drink $273.39 $250.32 $256.82 $274.69 $256.11 $278.95 $281.88 Average trip expenditures for local transportation $59.26 $53.31 $62.87 $64.25 $57.77 $59.68 $68.83 Average trip expenditures for shopping $121.90 $101.97 $122.80 $129.34 $149.29 $140.90 $149.77 Average trip expenditures for shows $51.64 $39.87 $49.28 $47.52 $42.89 $38.45 $47.56 Average trip expenditures for sightseeing $7.12 $5.77 $7.21 $10.24 $9.63 $9.29 $14.49 Average trip gambling budget $531.98 $481.57 $466.20 $447.63 $484.70 $529.57 $530.11 51 The Strip contains some of the highest visitor counts and retail sales per square foot in the world. High profile retail properties that would compete with a future luxury or lifestyle retail development at the Site are summarized below. Located just south of the Site, Town Square Las Vegas contains a world-class 902,000 square-foot regional lifestyle center anchored by Apple, AMC Cinemas, Whole Foods, H&M, Old Navy, Staples, Guitar Center and a recently opened Saks Off Fifth Avenue. Fashion Show Mall, a ±1.9 million square-foot regional mall, is located at the northwest corner of Las Vegas Boulevard and Sands Avenue. It underwent a $1 billion expansion and renovation in 2003. Anchors at this high-end fashion mall include Neiman-Marcus, Nordstrom, Saks, Robinson-May, Dillard’s, Macy’s and Bloomingdales Home. Built in 1992, Forum Shops contains ±510,000 square feet. Major tenants include Niketown and high-end fashion houses such as Hugo Boss, Armani, Burberry, Christian Dior, Ferragamo, and Valentino. The Grand Canal Shoppes at The Venetian is located on the second floor of the Venetian Hotel. Built in 1999, this mall contains ±500,000 square feet. It also features specialty shops such as St. John, Cannaletto, Sephora, Ann Taylor, and Bebe. The Palazzo resort opened in early 2008 and The Shoppes contain over 50 international boutiques and is anchored by Barneys New York. Other boutiques include Coach, Ralph Lauren, Burberry, and Christian Louboutin. The newest addition to the retail sector is the Crystals Shopping Center which is located in the City Center Development. 52 Opened in 2013, The Linq is owned by Caesars Entertainment and is Las Vegas’ newest dining, shopping, and entertainment district. The focal point is the High Roller, a 550-foot observation wheel -- the tallest in the world -- offering 360 degree views of the Las Vegas valley. This high-energy marketplace offers approximately 40 shops and restaurants in a 200,000-square-foot area. Restaurants and nightlife includes: O’Shea’s Casino, Chayo Cocina, Off the Strip Bistro, Purple Zebra, Sprinkles Cupcakes, Starbucks, Ghiradelli, Yard House, Tilted Kilt and Flour & Barley. Shops include The Polaroid Museum, Pier 30, Koto, Bella Scarpa, 12A.M. Run, Chilli Beans, Goorin Bros., Kitson and Ruby Blue. The LINQ Promenade also features Brooklyn Bowl, a music venue that holds a capacity of 2,000-plus concert goers. Brooklyn Bowl has a restaurant, 32 bowling lanes, a section to watch sports during the day, nightly live performances and a nightclub area. The Crystals Shopping Center includes high end stores such as Blvgari, Cartier, Christian Dior, Fendi, Gucci, Harry Winston, Hermes and Jimmy Choo. Crystals houses over 41 retailers and six restaurants. The Cosmopolitan opened in December 2010 and contains approximately 38,000 square feet of retail space. The Cosmopolitan retail offers more than 60 specialty shops and boutiques including AllSaints, Spitafields, Beckley, CRSVR Sneaker Boutique, DNA 2050, Droog, Molly Brown’s Swimwear, Monogram, Retrospecs & Co., Skins 612 Cosmetics, Stitched, and Vitals. Retail and entertainment attractions include a number of clubs. 53 Global Retail Location The Site’s location on Las Vegas Boulevard is one of the most highly trafficked shopping and entertainment districts in the world. Las Vegas’ unique shopping experience is an integral component of its international identity as a premier entertainment and resort destination. Significant increases in tourism and exciting new resort developments are attracting new retailers from around the globe. Strong Growth in Tourism and Conventions – Las Vegas tourism and local residents generate retail revenues exceeding $15 billion per year within a 5-mile radius of the Site. The Strip is as an increasingly popular destination for family-oriented and middlemarket vacations as well as the nation’s most preferred location for conventions and trade shows. During 2015, Las Vegas will attract over 42 million visitors and nearly 5 million convention attendees. Strong Retail Trade Potential – As demonstrated in the exhibit below, the Site provides significant retail trade potential within a 1-, 3- and 5-mile radius of the location. 54 RETAIL TRADE POTENTIAL 1.0 MILE 3.0 MILES 5.0 MILES Total Retail Potential $1,493,433,472 $7,414,447,521 $15,213,795,034 Motor Vehicle & Parts Dealers $23,288,030 $323,988,797 $1,796,642,859 Furniture & Home Furnishings Stores $14,207,613 $86,794,421 $205,922,033 Electronics & Appliances Stores $16,175,555 $185,460,629 $461,963,988 Building Material, Garden Equipment Stores $21,169,480 $304,309,823 $566,970,483 Food & Beverage Stores $36,293,886 $341,682,473 $946,812,080 Health & Personal Care Stores $44,228,545 $191,845,413 $476,522,802 Gasoline Stations $29,830,182 $288,545,852 $591,613,648 Clothing & Clothing Accessories Stores $434,856,181 $1,434,339,776 $2,325,409,263 Sporting Goods, Hobby, Book, Music Stores $11,921,901 $83,396,033 $226,418,173 General Merchandise Stores $169,718,694 $909,634,225 $1,903,876,680 Miscellaneous Store Retailers $65,322,811 $256,587,817 $519,998,572 Foodservice & Drinking Places $526,781,823 $1,595,920,727 $2,437,743,867 Under Construction Entertainment Destinations Drive Retail Demand – In addition to mega projects completed in the past few years such as City Center and Crystals, new projects under construction surrounding the Site will significantly increase pedestrian traffic in the immediate area. Situated within two block of the Site, MGM’s The Lot, AEG’s The Arena, and Mandalay Bay’s Convention Center expansion will draw hundreds of thousands of pedestrian foot traffic to the immediate area. Additionally, there are over 450,000 square feet of new lifestyle retail in planning at Tropicana and Las Vegas Boulevard with the Shops at Tropicana and Excalibur. Expanding Pedestrian Synergies Between New Retail – The Crystals at CityCenter to the north and the Town Square Las Vegas to the south have expanded the retail inventory within three blocks of the Site. Each of the retail projects is a Strip-accessible development, encouraging greater levels of pedestrian traffic along Las Vegas Boulevard. Retailers located within these two projects include: Apple, H&M, Prada, Gucci, Versace, Tom Ford, Mikimoto, Balenciaga, Wolfgang Puck (2 locations), Katana, Louis Vuitton, Zegna, Rolex and Tiffany & Co. Strong Residential Demand on the Strip Resort Corridor – The Resort Corridor contains the largest concentration of recent vertical high-rise developments in the nation with approximately 10,000 new residences within one mile of the Site. The amenity base on Las Vegas Boulevard has established the Strip as a preferred location for residents. 55 2. Mandalay Bay Place 5. The Forum Shops at Caesars 8. Fashion Show Mall 3. Crystals at CityCenter 4. Miracle Mile Shops 6. Grand Canal Shoppes / 6. The Shoppes at the Palazzo 56 Competitive Retail Rent Survey 1. TOWN SQUARE LAS VEGAS Town Square Las Vegas contains a worldclass 902,335 square-foot regional lifestyle center anchored by AMC Cinemas, Whole Foods, H&M, Container Store, Gameworks, Old Navy, Staples, Guitar Center and a recently opened Saks Off Fifth Avenue. In addition, Town Center Las Vegas includes approximately 243,000 square feet of Class A office space. The property is approximately 90% occupied with retail rents ranging from $40 to $80 per square foot. Tenant sales are reported to range from $400 to $600 per square foot. 2. MANDALAY PLACE Mandalay Place was completed in 2003 and is comprised of a 90,000-square-foot unthemed retail center that spans between Mandalay Bay Resort and Casino and Luxor. The property is currently 95% occupied with rents ranging from $60 to $90 per square foot. The center has an array of shops including Nike Golf, Urban Outfitters and Fredrick’s of Hollywood. Tenant sales are reported to range from $500 to $600 per square foot. 3.CRYSTALS AT CITYCENTER Opened in 2009, Crystals at CityCenter is situated on a 67-acre site at the southwest corner of Las Vegas Boulevard South and Harmon Avenue. With over 425,000 square feet of luxury and boutique shopping space, Crystals is the retail anchor of CityCenter’s first phase. A select list of world-class retailers at Crystals includes Emilio Pucci, DKNY, Stella McCartney, Assouline, Bally, Bottega Cucinelli, Bulgari, Cartier, Christian Dior, Ermenegildo Zegna, Fendi, Gucci, Hermès, Ilori, Kiton, Louis Vuitton, Marni, Mikimoto, Prada, Tiffany & Co., Versace, and Yves Saint Laurent. Crystal’s mantra is “Shopping.Dining.Nightlife,” and it offers some of the Strip’s premier restaurants and nightclubs including Mastro’s Ocean Club, Wolfgang Puck, Beso Steakhouse, The Cup, The Pods, Social House, Todd English P.U.B., and Eve the nightclub. Crystals at CityCenter reported sales ranging from $900 to $1,500 per square foot with rental rates that range from $90 to $120 per square foot. 4. MIRACLE MILE SHOPS Miracle Mile Shops contains 489,671 square feet and are located at the northeast corner of Las Vegas Boulevard and Harmon Avenue. After Forum Shops and Grand Canal, this was the third major specialty retail project to open on the Strip and is contained within the Planet Hollywood Resort and Casino. Miracle Mile Shops boasts a 1.2-mile retail/ entertainment complex with modernized storefronts, people movers, a backlit-sidewalk water feature, LED video screens, crystal chandeliers and contemporary, color-coded kiosks. The center features 170 specialty stores including Urban Outfitters, Ben Sherman, Quiksilver, bebe, Sephora, French Connection, Betsy Johnson, Frederick’s of Hollywood, H&M and True Religion Brand Jeans. The property supports 15 restaurants, including Aromi D’Italia, Cabo Wabo Cantina, Pampas Churrascaria Brazilian Grille, La Salsa Cantina, Cheeseburger Las Vegas and Blondies Sports Bar & Grill. Miracle Mile Shops is currently 93% leased with tenant sales levels ranging from $800 to $900 per square foot with rents ranging from $65 to $85 per square foot. 57 5. FORUM SHOPS AT CAESARS PALACE Forum Shops at Caesars Palace, originally constructed in 1992 and expanded in phases during 1997 and 2004, was the first major specialty retail development on Las Vegas Boulevard. Forum Shops has a prominent position on the Strip, situated on the west side of Las Vegas Boulevard, north of Flamingo Road, between Caesars Palace and The Mirage, and is configured with a highly “themed” retail and entertainment environment. The property is 99% leased, attracting an estimated 22 million visitors per year and is generally considered the most dominant retail center on the Strip with 150 specialty tenants that include Anthropologie, Jimmy Choo, Coach, Louis Vuitton, Montblanc, John Varvatos, Victoria’s Secret, Versace, Bvlgari, Cartier, De Beers, Harry Winston, Tiffany & Co., Abercrombie & Fitch, Armani Exchange, Brooks Brothers, Zegna and Cheesecake Factory. Tenant sales at Forum Shops at Ceasars Palace are approximately $1,000 to $1,200 per square foot with average rents ranging from $100 to $125 per square foot. 6.THE GRAND CANAL SHOPPES Opened in 1999, the Grand Canal Shoppes at the Venetian was fully leased after three months. Fashioned after the Forum Shops, the property is heavily themed with a canal flowing through the middle of the concourse area. The property consists of 536,890 square feet including mezzanine spaces with current rents ranging from $85 to $110 per square foot. Average tenant sales range from $900 to $950 per square foot, and as a result of the project’s immediate success, a second phase connected via pedestrian bridge to the Palazzo Resort was recently developed and dubbed Shoppes at Palazzo. The project is currently 94% leased and includes key tenants; Ann Taylor, Banana Republic, bebe, Coffee Bean and Tea Leaf, Cache, Sephora and Valentino. 7.THE SHOPPES AT PALAZZO Delivered in 2007 with a Grand Opening in January 2008, the 363,714-square-foot Shoppes at Palazzo is situated within the Palazzo Resort and is an expansion of the highly successful Grand Canal Shoppes. The Shoppes at Palazzo is a three-story enclosed specialty center with heavily themed, decorative characteristics intended to capture the essence of Italy. The center is anchored by Las Vegas’ first Barneys New York and features many premier luxury brands including Jimmy Choo, Burberry, Van Cleef & Arpels and Piaget. Upscale restaurants include Emeril Lagasse’s Table 10, Wolfgang Puck’s Cut and Shimon Bokovza’s Sushi Samba. The center is currently 89% occupied with tenant sales ranging from $900 to $925 per square foot and rents ranging from $80 to $100 per square foot. 8. FASHION SHOW MALL Fashion Show Mall, originally developed in 1981, was expanded in two phases during 2002 and 2003 to its current size of 1.9 million square feet. The property has a significant presence along the Strip, with a 600-foot canopy structure shading the outdoor plaza area fronting Las Vegas Boulevard. The project includes seven department store anchors including Nordstrom, Bloomingdale’s, Macy’s and Neiman Marcus, as well as 250 specialty stores and restaurants. Fashion Show Mall reports tenant sales ranging from $802 to $983 per square foot and average rents ranging from $80 to $88 per square foot. 58 CompetitiveRetail Rent Survey NO. PROPERTY DESCRIPTION ANCHOR TENANTS 1 Town Square Las Vegas Blvd. & 215 Las Vegas, NV 2 Mandalay Bay Place Las Vegas Blvd. & Tropicana Las Vegas, NV 3 Crystals at CityCenter Las Vegas Blvd. S of Harmon Las Vegas, NV 4 Miracle Mile Shops Las Vegas Blvd. & Harmon Las Vegas, NV 5 Forum Shops at Caesars Las Vegas Blvd. N of Flamingo Las Vegas, NV 6 The Grand Canal Shoppes 3377 Las Vegas Blvd. S Las Vegas, NV 7 The Shoppes at the Palazzo 3327 Las Vegas Blvd. S Las Vegas, NV 8 Fashion Show Mall 3200 Las Vegas Boulevard S. Las Vegas, NV Sub-Type: Lifestyle Center Year Built: 2008 Total GLA: 900,000 Sub-Type: Specialty Center Year Built: 2003 Total GLA: 90,000 Sub-Type: Specialty Center Year Built: 2009 Total GLA: 360,000 Year Built: 2000 Expansion: 2007 Renovation: 2008 Total GLA: 490,000 Sub-Type: Specialty Center Year Built: 1992 Expansion: 1997 Rennovation: 2004 Total GLA: 650,000 Sub-Type: Specialty Center Year Built: 1999 Total GLA: 500,000 Sub-Type: Specialty Center Total GLA: 320,000 Anchor GLA: 85,000 Anchor Ratio: 27% Sub-Type: Super Regional Center Year Built: 1981 Expansion: 1993 and 2002 Renovation: 2002 Total GLA: 1,868,219 Anchor GLA: 1,259,154 Anchor Ratio: 67% RENT/SF IN-LINE SHOP SALES/SF VACANCY Saks, Whole Foods, Apple $40 - $80 $400 -$600 10.0% Retail bridge between Mandalay & Luxor with shops, restaurants Upscale specialty retail project on Las Vegas Blvd. in CityCenter $60 - $90 $500 -$600 5.0% $90 - $120 $900 -$1,500 12.0% Specialty retail center at Planet Hollywood $65 - $85 $800 -$900 7.0% Upscale/themed retail project at Caesars $100 - $125 $1,000 -$1,200 1.0% Upscale/themed retail project at The Venetian $85 - $110 $900 -$950 6.0% Barney’s New York $80 - $100 $900 -$925 11.0% Dillard’s, Nordstrom, Neiman Marcus, Saks Fifth Avenue, Macy’s-North, Forever 21 $80 - $100 $800 -$1,000 4.0% 59 Retail Construction on Las Vegas Boulevard The following table summarizes the retail construction on the Las Vegas Strip since 2000. PROPERTY ADDRESS / LOCATION RENTABLE STATUS 2000 Construction Miracle Mile Shops (Desert Passage - Rebranded) 3667 Las Vegas Boulevard 490,000 Complete Showcase Mall Phase II 3785 Las Vegas Boulevard 40,000 Complete TOTAL 530,000 2002 Construction Fashion Show Mall Expansion Phase I 3200 Las Vegas Boulevard 450,000 Complete TOTAL 450,000 2003 Construction Boulevard Collection Las Vegas Boulevard @ Sahara 50,000 Complete Mandalay Place 3950 Las Vegas Boulevard 90,000 Complete TOTAL 140,000 2004 Construction Fashion Show Mall Expansion Phase II 3200 Las Vegas Boulevard 609,500 Complete Hawaiian Marketplace 3742 Las Vegas Boulevard 80,000 Complete Forum Shops at Caesars Palace Phase III 3500 Las Vegas Boulevard 167,000 Complete TOTAL 856,500 2007 Construction The Shoppes at Palazzo 3325 Las Vegas Boulevard 364,000 Complete Town Square Las Vegas Las Vegas Blvd @ I-215 925,000 Complete TOTAL 1,289,000 2009 Construction Crystals at CityCenter E Harmon Ave @ Las Vegas Blvd 425,000 Complete Showcase Mall III Las Vegas Blvd @ Tropicana Ave 97,320 Complete TOTAL 522,320 60 PROPERTY ADDRESS / LOCATION RENTABLE STATUS 2010 Construction Cosmopolitan Las Vegas Blvd @ Flamingo Rd 38,000 Complete TOTAL 38,000 2012 Construction Harmon Corner 3717 S Las Vegas Boulevard 110,184 Complete TOTAL 110,184 2014 Construction The Linq Las Vegas Blvd @ Caesars Palace Dr. 300,000 Complete TOTAL 300,000 2015 Construction Shops at TI Las Vegas Blvd @ Spring Mountain Rd 48,000 Complete Grand Bazaar Shops Las Vegas Blvd @ Flamingo Rd 26,500 Complete TOTAL 74,500 Under Construction and Planned Alon Las Vegas Blvd @ Riviera Blvd 100,000 Under Construction ResortWorld Las Vegas Blvd @ Desert Inn Rd 200,000 Under Construction Shops at Excalibur Las Vegas Blvd @ Tropicana 300,000 Planned Shops at Tropicana Las Vegas Blvd @ Tropicana 350,000 Planned TOTAL 950,000 TOTAL COMPLETED (SF) 5,260,504 TOTAL UNDER CONSTRUCTION (SF) 300,000 61