Clairvest Group to lease MGM Northfield Park from Vici

Executive Summary

• Vici Properties Inc. has entered into agreements to lease the real property of MGM Northfield Park in Northfield, Ohio, to an affiliate of Clairvest Group Inc., following MGM Resorts International's agreement to sell the operations of the facility to Clairvest.
• The transaction involves a new 25-year lease with Vici as the landlord and an amendment to the existing master lease between Vici and MGM Resorts to reflect the divestiture of operations.
• The transactions are expected to close in the first half of 2026, subject to customary closing conditions and regulatory approvals.

Key Details

• Transaction Structure: Vici Properties will enter into a new separate lease with an affiliate of Clairvest Group Inc. for the real property of Northfield Park and amend the master lease with MGM Resorts International.
• New Lease Terms:
  • Initial Annual Base Rent: $53.0 million.
  • Escalated Base Rent: $54.0 million if closing occurs after May 1, 2026.
  • Lease Term: 25 years with three 10-year renewal options.
  • Rent Escalation: 2.0% per annum; beginning in 2032, escalation is the greater of 2.0% or the change in CPI (capped at 3.0%).
  • Capital Expenditure: Minimum requirement equal to 1.0% of annual net revenue.
  • Guarantee: The lease is guaranteed by an affiliate of funds managed by Clairvest.
• Master Lease Amendment: The amendment to the MGM master lease results in a reduction of annual base rent by $53.0 million (or $54.0 million if closing is after May 1, 2026).
• Closing Timeline: Expected to be completed in the first half of 2026.
• Counterparties:
  • Seller/Operator: MGM Resorts International (selling operations to Clairvest).
  • Buyer/Operator: Affiliate of funds managed by Clairvest Group Inc. (TSX: CVG).
  • Landlord: Vici Properties Inc.

Notable Quotes

• John Payne, President and COO of Vici Properties: "This transaction is yet another example of Vici's ability to collaborate with new and existing partners for mutually beneficial outcomes. We are excited to add our 14th tenant, and based on Clairvest's track record in North American gaming, we believe in their ability to maintain Northfield Park's strong competitive standing in Ohio gaming."
• Michael Wagman, President and Managing Director at Clairvest: "Northfield Park is a high-quality asset in a compelling location, and we are looking forward to entering a new chapter of our firm's decades-long history of investing in the gaming industry with Vici as our partner."