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MGM Resorts announces pricing of IPO by MGM Growth Properties

Apr 19, 2016

LAS VEGAS, NV - MGM Resorts International today announced the pricing of the initial public offering of 50,000,000 Class A common shares representing limited liability company interests by its subsidiary MGM Growth Properties LLC ("MGP") at a public offering price of $21.00 per share for gross proceeds of $1.05 billion. The Class A shares are expected to begin trading on the New York Stock Exchange on April 20, 2016 under the ticker symbol "MGP." In addition, MGP has granted an option to the underwriters, exercisable for the next 30 days, to purchase up to 7,500,000 additional Class A shares at the public offering price, less the underwriting discount. The closing of the offering is expected to occur on April 25, 2016, subject to the satisfaction of customary closing conditions.

The proceeds of the offering will be used by MGP to purchase operating partnership units in a newly formed operating partnership (the "Operating Partnership") that will acquire the real estate associated with Mandalay Bay, The Mirage, New York-New York, Luxor, Monte Carlo, Excalibur, The Park, MGM Grand Detroit, Beau Rivage and Gold Strike Tunica from the Company (the "Formation Transactions"). The Company will hold a 76% economic interest in the Operating Partnership (73% if the underwriters' option is exercised in full) and will hold the single Class B share of MGP, which represents a majority of the total voting power of MGP's shares.

In connection with the Formation Transactions, the Operating Partnership will assume approximately $4.0 billion of bridge facility indebtedness from the Company, which the Operating Partnership will repay with the proceeds of the IPO and certain debt financings to be entered into by the Operating Partnership on the closing date. The Company will use the proceeds of the bridge facilities to refinance its senior secured credit facility and repay its senior notes due in 2016.

BofA Merrill Lynch, J.P. Morgan, Morgan Stanley and Evercore ISI are acting as joint lead book-running managers in the proposed offering by MGP. Barclays, Citigroup and Deutsche Bank Securities are also acting as book-running managers in the proposed offering. BNP Paribas, Fifth Third Securities, SMBC Nikko, SunTrust Robinson Humphrey, Credit Agricole CIB, Union Gaming, Scotiabank and Oppenheimer & Co. Inc. are acting as co-managers in the proposed offering.

A registration statement relating to the securities was declared effective by the Securities and Exchange Commission. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

The offering will be made only by means of a prospectus. A copy of the final prospectus related to the offering may be obtained, when available, from: BofA Merrill Lynch, 222 Broadway, New York, NY 10038, Attn: Prospectus Department

MGM Resorts announces pricing of IPO by MGM Growth Properties

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