MGM RESORTS INTERNATIONAL ANNOUNCES AGREEMENT TO SELL OPERATIONS OF THE MIRAGE FOR $1.075 BILLION

LAS VEGAS, Dec. 13, 2021 /PRNewswire/ -- MGM Resorts International ("MGM Resorts" or the "Company") (NYSE: MGM) today announced it has reached an agreement to sell the operations of The Mirage Hotel & Casino ("The Mirage") to Hard Rock International ("Hard Rock") for $1.075 billion in cash, subject to customary working capital adjustments.

"This transaction is a significant milestone for MGM Resorts, and for Las Vegas," said Bill Hornbuckle, CEO & President, MGM Resorts International. "As part of the team that opened The Mirage in 1989, I know firsthand how special it is, and what a great opportunity it presents to the Hard Rock team. I want to thank all of our Mirage employees who have consistently delivered world-class gaming and entertainment experiences to our guests for more than three decades."

"This announcement marks the culmination of a series of transformational transactions for MGM Resorts during the last several years," said Paul Salem, Chairman of the Board of Directors, MGM Resorts International. "The monetization of our entire real property portfolio, together with the addition of CityCenter and our agreement to acquire The Cosmopolitan of Las Vegas, will position the Company with a fortress balance sheet, premier portfolio, and significant financial resources to pursue our strategic objectives."

For the twelve months ended December 31, 2019, The Mirage reported Adjusted Property EBITDAR of $154 million. At the closing of the transaction, MGM Resorts' master lease that currently includes The Mirage property will be amended to reduce the annual rent by $90 million. The Company expects net cash proceeds after taxes and estimated fees to be approximately $815 million.

"This is a fantastic outcome for the Company, as we are able to re-prioritize future capital expenditures toward opportunities that will enhance the customer experience at our other locations in Las Vegas," said Jonathan Halkyard, CFO & Treasurer, MGM Resorts International. "We appreciate VICI, as the real estate owner of The Mirage once its acquisition of MGM Growth Properties closes, working constructively with Hard Rock to facilitate a new lease agreement."

Halkyard concluded, "As it relates to use of proceeds, we will remain disciplined allocators of our capital to maximize shareholder value. This consists of maintaining a strong balance sheet, returning cash to shareholders, and pursuing targeted growth opportunities that advance our vision to be the world's premier gaming entertainment company."

The Mirage opened in 1989 and was acquired by MGM Resorts in 2000. The iconic property, located at the heart of the Las Vegas Strip, is known worldwide for its 90-foot Strip-side volcano, as well as for its dynamic entertainment options.

Under the terms of the agreement, MGM Resorts will retain The Mirage name and brand, licensing it to Hard Rock royalty-free for a maximum period of three years while it finalizes its plans to rebrand the property.

The transaction is expected to close in the second half of 2022, subject to regulatory approvals and other customary closing conditions.

BofA Securities and PJT Partners served as financial advisors and Weil, Gotshal & Manges LLP served as legal counsel to MGM Resorts.

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 32 unique hotel and gaming destinations globally, including some of the most recognizable resort brands in the industry. The Company's 50/50 venture, BetMGM, LLC, offers U.S. sports betting and online gaming through market-leading brands, including BetMGM and partypoker. The Company is currently pursuing targeted expansion in Asia through the integrated resort opportunity in Japan. Through its "Focused on What Matters: Embracing Humanity and Protecting the Planet" philosophy, MGM Resorts commits to creating a more sustainable future, while striving to make a bigger difference in the lives of its employees, guests, and in the communities where it operates. The 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, please visit us at www.mgmresorts.com. Please also connect with us @MGMResortsIntl on Twitter as well as Facebook and Instagram.

Forward-Looking Statements
Statements in this release that are not historical facts are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and involve risks and/or uncertainties, including those described in the Company's public filings with the Securities and Exchange Commission. Forward-looking statements can be identified by the use of forward-looking terminology such as "believes," "expects," "could," "may," "will," "should," "seeks," "likely," "intends," "plans," "pro forma," "projects," "estimates" or "anticipates" or the negative of these words and phrases or similar words or phrases that are predictions of or indicate future events or trends and that do not relate solely to historical matters. The Company has 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, the Company's expectations regarding the closing of the sale and any benefits expected to be received from the sale, including the Company's expected net cash proceeds. Forward-looking statements depend on assumptions, data or methods that may be incorrect or imprecise, and the Company may not be able to realize them. The Company does not guarantee that the transaction or other events described herein will happen as described (or that they will happen at all). These forward-looking statements involve a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those indicated in such forward-looking statements include risks related to the Company's ability to complete the transaction on the terms described herein or all, the satisfaction of the closing conditions, including the receipt of regulatory approvals, to which the completion of the transaction is subject, which could delay or prevent the completion of the transaction, the continued impact of the COVID-19 pandemic on the Company's business, the effects of economic conditions and market conditions in the markets in which the Company operates and 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 the Company's Form 10-K, Form 10-Q and Form 8-K reports (including all amendments to those reports). In providing forward-looking statements, the Company 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 the Company 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.

Non-GAAP Financial Measures
This presentation includes Adjusted Property EBITDAR for The Mirage, which is a "non-GAAP financial measure" as defined in Regulation G under the Securities Exchange Act of 1934, as amended. Schedules that reconcile the non-GAAP financial measure to the most directly comparable financial measure calculated and presented in accordance with Generally Accepted Accounting Principles in the United States are available in the Company's earnings release, dated February 12, 2020, that was furnished with the SEC and is available on our website at www.mgmresorts.com.

CONTACTS:

News Media
BRIAN AHERN
Executive Director of Corporate Media Relations     
media@mgmresorts.com

Investment Community
CATHERINE PARK
Executive Director of Investor Relations
cpark@mgmresorts.com 

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SOURCE MGM Resorts International