2015 Leveraged Finance Conferencemohegangaming.com/data/presentations/BAML... · 12/2/2015  ·...

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Bank of America Merrill Lynch 2015 Leveraged Finance Conference December 2, 2015

Transcript of 2015 Leveraged Finance Conferencemohegangaming.com/data/presentations/BAML... · 12/2/2015  ·...

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Bank of America Merrill Lynch 2015 Leveraged Finance Conference December 2, 2015

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Mohegan Tribal Gaming Authority Overview • MTGA: Premier Integrated Resort Operator

• Stable Governance, Transparent and Commercial

• High Quality “Built to Last” Gaming Assets

• Leading Market Share/Fair Share/Operating Margins in its markets

• Strong Corporate Assets compared to other Tribal operators

• Focused Deleveraging Strategy and Cost Saving Initiatives

• Focus on Deleveraging

• ~$50 million annual Relinquishment Payments expired in January 2015

• Strategic Cost Saving Initiatives

• Diversification Through Capital-Light Growth Pipeline

• Connecticut Hotel Expansion & non-gaming master planning

• Cowlitz Casino Development outside Portland, Oregon

• New Opportunities: South Korea, Northern Connecticut and others

• Interactive Gaming – Real Money (NJ) including PokerStars partnership, Social Gaming

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Premier Integrated Resort Operator The Mohegan Tribe of Indians of Connecticut • Widely considered one of the strongest and most stable tribal

governments in the United States • Federally recognized Tribe with experienced leadership

• Elected 9-member Tribal Council governs the Tribe and acts as the Management Board of MTGA

• Staggered 4 year terms, next elections in August 2017 Mohegan Tribal Gaming Authority • Strong management team operating three high-performing resorts

• Mohegan Sun – on reservation land in Uncasville, CT • Mohegan Sun Pocono – on commercial land in Wilkes-Barre, PA • Resorts Casino in Atlantic City – on commercial land in Atlantic

City, NJ • SEC filer, values its lender relationships and has always complied with

bank and bond covenants • Mohegan Sun: 1) is the highest grossing casino facility in the Western

Hemisphere, 2) operates the highest grossing arena in the world of its size, 3) is the largest casino in terms of slots/tables in the U.S., and 4) is home to the Connecticut Sun WNBA and New England Black Wolves NLL franchises

• Well-known “Mohegan Sun” brand with 6 million+ high-value customers in Player Database

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Premier Integrated Resort Assets

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Superior Win Efficiency

• Based on the fair share (number of slot machines offered), Mohegan Sun and Mohegan Sun Pocono are in line with the competition

• However, both properties outperform the competition by ~8% by measure of slot win efficiency

Results for LTM period ended October 31, 2015

Mohegan Sun

Primary Competitor

Win Efficiency: 107%

(Fair Share: 52%)

Win Efficiency: 93%

(Fair Share: 48%)

Mohegan Sun Pocono

Primary Competitor

Win Efficiency: 109%

(Fair Share: 55%)

Win Efficiency: 88%

(Fair Share: 45%)

Connecticut Northeastern Pennsylvania

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Proactive Cost Saving Initiatives Disciplined approach to cost containment, while maintaining superior service and customer experience

• $34 million, $25 million, $13 million, and $25 million cost savings programs in Connecticut in 2010, 2012, 2014, and 2015, respectively

• Fiscal Year 2015 Consolidated Adjusted EBITDA increased ~20% year-over-year

• Guest service scores are highest they have been in over a decade

Cost saving initiatives reflect continued focus on increasing Adjusted EBITDA and margins

• EBITDA before slot contribution margin in Connecticut of 43% in FY15 compared to top regional peers at 50%-60%

• Suggests ~$70 million to ~$170 million of additional cost saving potential

• Initiatives are ongoing and expected to continue over the next few years

43%

50%-60%

30%

35%

40%

45%

50%

55%

60%

Mohegan Sun Top Regional Peers

$70mm to $170mm of Cost Savings Potential

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MTGA Fiscal 2015 Financial Performance

• Both units driving more operating profit on similar revenues

• Mohegan Sun cash flow increased ~13% despite flat y/y revenues

• ~340bp EBITDA margin increase • Highest annual profit margin

since ‘01 • Pocono cash flow increased ~15% on

despite flat y/y revenues • ~250bp EBITDA margin increase • Strong table volumes and table

hold, driven in part by new hotel • 37% decline in corporate costs,

primarily due to termination of Mass pursuit; higher Resorts fee income

• ~20% overall y/y cash flow increase; ~410bp margin increase; ~$53M increase in cash flow

Year Ended Year Ended9/30/2015 9/30/2014 y/y chg

Mohegan SunNet Revenues 994,010$ 995,100$ -0.1%Adjusted EBITDA 284,091$ 251,077$ 13.1%

Pocono DownsNet Revenues 295,135$ 296,578$ -0.5%Adjusted EBITDA 57,946$ 50,596$ 14.5%

CorporateNet Revenues 2,475$ 1,040$ 138.0%Adjusted EBITDA (22,380)$ (35,505)$ 37.0%

Total MTGANet Revenues 1,291,620$ 1,292,718$ -0.1%Adjusted EBITDA 319,657$ 266,168$ 20.1%

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MTGA Financial Summary Overview

(1) Cash flow for Financial Debt Service defined as Adj. EBITDA minus relinquishment payments, maintenance and development capital expenditures and distributions to the Tribe

(2) Adjusted for anticipated FY16 increases in maintenance and development capital expenditures and distributions to the Tribe

• Stable Adjusted EBITDA and margins have helped drive strong free cash flow generation

• Relinquishment payment expiration, termination of Massachusetts pursuit costs and cost savings initiatives result in ~ $81 million of additional free cash flow in fiscal year 2015

($ in mill ions)

Net Revenues:

Mohegan Sun $1,115 $1,084 $1,042 $995 $994 $994Pocono Downs 303 315 297 297 295 295Corporate and Other – – 1 1 3 3

Net Revenues $1,418 $1,399 $1,340 $1,293 $1,292 $1,292

Adjusted EBITDA:

Mohegan Sun $285 $270 $281 $251 $284 $284Pocono Downs 52 59 57 51 58 58Corporate and Other (15) (15) (24) (36) (22) (22)

Adjusted EBITDA $322 $314 $313 $266 $320 $320Adjusted EBITDA % Margin 22.7% 22.4% 23.4% 20.6% 24.8% 24.8%

Maintenance and Development Capex (46) (44) (66) (33) (30) (52)Distributions to the Tribe (47) (53) (50) (50) (50) (53)Relinquishment Payments (55) (54) (51) (49) (25) –

Cash Flow for Financial Debt Service (1) $173 $163 $146 $134 $215 $215

FYE September 30,

2011A 2012A 2013A 2014A 2015AAs Adjusted

2015 (2)

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MTGA Balance Sheet: Capital Structure & Liquidity

(1) Revolver borrowing capacity was $76.0mm as of 9/30/15 (2) Based on Covenant EBITDA of $331.8 mm for the FYE 9/30/15 period

• Completed refinancings in August/November 2013 and August 2015, all of which reduced interest expense by a combined $22 million annually

• Relinquishment payments expired in January 2015, resulting in an ~ $50 million cash flow benefit

As of Cum. ($ in millions) 9/30/2015 Leverage (2)

Cash and Cash Equivalents 65.8$

Revolving Credit Facility (1) 21.0 Senior Secured Credit Facility (TLA) 111.7 Senior Secured Credit Facility (TLB) 807.0 Total Secured Debt 939.7$ 2.8x

2013 9.750% Senior Unsecured Notes 585.0 Total Senior Debt 1,524.7$ 4.6x

2012 11.000% Senior Subordinated Notes 100.2 Capital Leases 8.2 Other 2.4 Total Recourse Debt 1,635.5$ 4.9x

Non-Recourse Debt 35.6 Due to Mohegan Tribe 23.4 Total Debt 1,694.5$ 5.1x

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MTGA Total Leverage Ratio

• MTGA’s ratio of debt to cash flow was 4.93x at 9/30/15, lowest since March ‘08 • MTGA has repaid ~$77M of debt over the last 12 months

(1) Restricted Group leverage, based on 2013 Credit Facility definition of Total Recourse Debt (including Relinquishment Liability) / Covenant Adjusted EBITDA (excludes Relinquishment Fees)

(2) Includes scheduled amortization payments on TLA and TLB; Excludes excess cash flow payments and other voluntary prepayments

6.00x

5.82x

5.54x

5.34x

5.06x

4.93x

4.50x

5.00x

5.50x

6.00x

6.50x

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Total Leverage Ratio vs. Industry Peers

• MTGA’s Total Leverage Ratio of 4.93x is much lower than the US industry average of 6.4x

(1) Restricted Group leverage, based on 2013 Credit Facility definition of Total Recourse Debt / Covenant Adjusted EBITDA (2) MTGA Leverage as of 9/30/2015, all other companies as of their most recent public filing with adjustments made where applicable Source: Public Filings

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Capital-Light Growth Strategy

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(1) In millions. Represents population within 60 minute drive time or MSAs and state population from US Census. Mohegan Sun estimates based on 90 minute drive time. Korea market based on 2.5 hour flight time.

(2) Mohegan Gaming Advisors, LLC (“MGA”) is an unrestricted subsidiary that is wholly-owned by MTGA.

Illustrative 5-year Timeline (Estimated) 2015 2016 2017 2018 - 2020

• Expiration of Relinquishment Payments

• Internet Gaming • Cowlitz Casino Receivable

• Mohegan Sun Earth Hotel • Cowlitz Development Fees

• Mohegan Sun Non-Gaming Expansion

• Cowlitz Management Fees • North. Connecticut Development

• South Korea Development • Cowlitz Management Fees

Project / Expansion

Resorts CasinoManagement

•Profits after lease payment•100% of equity

Internet Gaming Atlantic City, NJ 8.8 $500k 10% equity Completed Open •Through MGA(2)

Mohegan Sun Earth Hotel

Uncasville, CT 5.3 $12MNet Lease from Instrumentality

of the Tribe

Under Construction

Fall 2016•Profits after lease payment

•Rental Income•Ancillary Income•Development fee•Management fee•Receivable

Northern Connecticut Development

TBD, CT TBD TBD 50/50 JVPending

Legislative Approval

Fall 2017 •Equity Distributions

•Fee Income•Equity Distributions

100% equity, Non-recourse

debt$5M

$50M

TBD

TBD

$5M

South Korea Development

Incheon, S. Korea 700 JV with KCC CorpRFC Submitted, RFP Submitted

2019/2020

2017

Cowlitz Casino Development

La Center, WA 2.3Management / development

contractFinancing 2017

Pocono Hotel Wilkes-Barre, PA 0.9 Completed Open

Mohegan Sun Non-Gaming Expansion

Uncasville, CT 5.3 TBD Planning Stage

Atlantic City, NJ 1.4 10% equity Completed Open •Through MGA(2)

LocationPrimary Market

Population (1)Ownership

StructureStatus

Estimated Opening

Benefit to MTGACapital

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Connecticut Master Planning

• MTGA is in the midst of an intense master planning review of multiple non-gaming, capital-light projects intended to increase development on the reservation, drive new customers to the property, and diversify income

Additional $135mm 400-Room Earth Hotel: Construction underway, on budget/on schedule • Existing Mohegan Sun luxury 1,175-room AAA Four-Diamond Sky Hotel achieved 97.4% in FY

2014 and approximately 93% or above occupancy for each of the last 10 fiscal years • Turned away ~480,000 room nights in FY 2014 due to capacity constraints or rate resistance • Turned away over 1,600 rooms per night on weekends; over 1,200 rooms per night on weekdays

Timing Milestones • Groundbreaking – March 20, 2015 • 10th Floor Deck Poured – November 24, 2015 • Anticipated Opening – October 2016 (coincides with Mohegan Sun 20th anniversary) Strong Economics Expected • ~$10mm of combined annual hotel and casino income for MTGA, depending on incremental gaming

revenue; $12mm of invested capital by MTGA • Anticipated economics based on conservative forecasted 1) occupancy 79% vs. 98% at Sky Hotel, and

2) transient rate of $147 vs. $298 YTD FY15 at Sky Hotel

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Stylish New Hotel Complements Existing Property

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Cowlitz Project Overview

84

5

90

OREGON

WASHINGTON

Site of Cowlitz Indian Reservation

Economic Summary • MTGA 49.15% partner in Salishan-Mohegan, the

mgmt company for the Cowlitz casino • ~$19mm immediate reimbursement of

invested capital, remainder over time • Development Fee – 3% of Project Costs

(MTGA will receive 100%) • Management Fee – 24% of net revenues (as

defined by the NIGC) for 7 years to MTGA

Project Background • Land taken into trust March 2015 • Guaranteed Maximum Price contract (GMP) signed

in October 2015; closing of $433 million Senior Secured Credit Facilities due early next week

• Proposed casino would be closest large-scale gaming facility to Portland, Oregon; opening Spring/Summer 2017

• Underserved market with approximately 2.3 million people within a 60 minute drive

• Full gaming (slots, tables and poker), effective gaming tax rate of approximately 2%

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Cowlitz Project Proposed Site

Entertainment Area

Dining Area

Casino Area

Retail Area

3,000 Parking Spaces

The Casino

Great Accessibility

Cowlitz Casino Resort Master Plan

● High-quality gaming experience focused on creating upscale, fun and exciting environment

● Open 24 hours a day, seven days a week ● Gaming program includes:

─ 100,000+ square feet of gaming space ─ 2,500 Class III slot machines ─ 75 table games, including blackjack, craps,

roulette and baccarat ─ High-limit gaming area with a VIP lounge

● 3 full-service restaurants plus 6 quick serve outlets with well-known local and national brands

● 10,000 square feet of retail located in two separate retail outlets

● 3,000 surface parking spaces

Property Overview

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Cowlitz Project Renderings

View at Main Porte Cochere

Casino View from Valet Entry

Feature Bar Entry

High Limit Interior

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South Korea Development

Background • South Korea, one of the world’s most dynamic economies, is

an untapped leisure destination for Northern Asia • 25 million people within 2 hour drive; 700 million people

within 2.5 hour flight, demographics similar to Macau

• 3 of the 4 largest MSAs in the world <2 hours away

• IIA: 45.5 million pax and growing (9th busiest in the world); ranked world’s best airport 10 consecutive years

• Seoul is the most popular destination for Chinese, ~3x more visitation than Singapore

Timeline

• Apr: MTGA signs exclusive arrangement with the IIAC to develop 800 acres of land adjacent to the Incheon International Airport

• June 30: MTGA submits RFC application; 18 locations submitted

• Aug: Korean Government reduces locations to 9; MTGA’s site included

• Nov: MTGA signs binding agreement with KCC Corporation to invest in the project

• Nov 27: MTGA submits RFP application; 6 applicants in total.

• Feb 2016: Anticipated license award; at least 1 license expected for Incheon

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Thank You and Q&A