Item 2. Properties
Item 2.
Properties
Corporate
Office
Our
principal executive office is located at 1755 Telstar Drive, Suite 501, Colorado Springs, Colorado 80920.
65
Venue-Related
Properties
Venu
indirectly owns properties through certain of its subsidiaries or controlled entities. The table below summarizes Venu’s portfolio
of real estate as of the date of this Annual Report, indicating which of subsidiaries or entities owns each property. Venu is also party
to certain agreements by which it (directly or through a subsidiary) closed upon and acquired real estate in Broken Arrow, Oklahoma (related
to the Sunset at Broken Arrow), McKinney, Texas (related to the Sunset at McKinney), and El Paso, Texas (related to the Sunset at El
Paso).
Subsidiary
Owner
Size
and Location
Status
and Operations
SHC
4.98 acres in Colorado Springs, CO
Site where Roth’s, Brohan’s, and NHC operate;
leased from SHC to each of Roth’s and NHC
Trust
9.41 acres in Colorado Springs, CO
Site where Ford Amphitheater is located; leased to
Sunset pursuant to a ground lease
NLRE
1.05 acres in Colorado Springs, CO
Vacant land open for development next to Ford Amphitheater
HIA
1.5 acres in Colorado Springs, CO
Site where BBST restaurant operates; leased from HIA
to BBST
HIA
3.2 acres in Colorado Springs, CO
Site where BBP indoor music hall operates; leased from
HIA to BBP
GAHIA
1.7 acres in Gainesville, GA
Site where BBP GA indoor music hall and BBST GA restaurant
operate
MK
46 acres in McKinney, TX
Site where The Sunset Amphitheater in McKinney is being
constructed
BA
13 acres in Broken Arrow, OK
Site where The Sunset Amphitheater in Broken Arrow
is being constructed
EP
20 acres in El Paso, TX
Site where The Sunset Amphitheater in El Paso is to
be constructed
Centennial
6.4 acres in Centennial, CO
Site where BBST restaurant and BBP concert and event
venue in Centennial are to be constructed
Lease
Obligations
Venu
or its subsidiaries currently lease facilities as follows:
●
BBST CS LLC leases the
property where BBST CO operates from HIA, a majority-owned subsidiary of Venu. The lease is structured as an NNN lease with annual
rents of $441,190. Base rent increases by 10% every five years through rent escalators in the lease. The initial term of the lease
is ten years with one, ten-year renewal option, which will give Venu the ability to extend the lease on identical terms and control
the property for up to 20 years.
●
BBP LLC leases the property
where BBP CO operates from HIA. The lease is structured as an NNN lease with annual rents of $90,000, subject to specified rent adjustments
every five years. The initial term of the lease is ten years with two, five-year renewal options, which will give Venu the ability
to extend the lease on identical terms and control the property for up to 20 years.
●
Roth’s Sea &
Steak LLC and NHC LLC each lease the property where Roth’s, Brohan’s, and NHC operate from SHC, a majority-owned subsidiary
of which Venu has full voting control. Each lease is structured as an NNN lease with aggregate annual rents under both leases equal
to $2.0 million. Under each lease, base rent will increase by 10% every five years throughout the initial 20-year lease term. The
tenant will have four, five-year renewal options to extend the lease on identical terms.
66
●
Venu leases its principal
executive office in Colorado Springs, Colorado from a third party pursuant to a lease that was assumed from the prior tenant and
expires on November 29, 2029. Annual rent payments are $230,698, increasing by 1.3% annually.
●
BBST GA LLC and BBP GA
LLC each lease the property where BBST GA and BBP GA operate from GA HIA, a controlled subsidiary. In each case, the initial term
of the lease is ten years with four, five-year renewal options, which will give Venu the ability to extend the lease under identical
terms and control the property for up to 30 years. For the first five years of the initial term of the lease, BBST GA LLC and BBP
GA LLC must pay GA HIA an annual base rent of $641,410 and $191,590, respectively.
●
Pursuant to a ground lease,
The Sunset Amphitheater LLC leases the property on which Ford Amphitheater is operated from Notes CS I MT, LLC a wholly owned subsidiary
of Venu (and the “master tenant” for that property). The ground lease is for a 25-year term and provides for annual base
rent of $3,222,000 (subject to escalation) which is paid monthly. The ground lease is a triple net lease. The Sunset Amphitheater
LLC is also a party to an operations lease with respect to this same property. That operations lease and a corresponding operations
sublease is generally described above under the subheading “Venu’s Subsidiaries and Properties.”
●
Pursuant to a ground lease,
Notes Live Real Estate, LLC leases the parking lot on which the Ford Amphitheater is operated from a third-party. The ground lease
is structured as an NNN lease with an option to re-purchase the parking lot within the first three years at a fixed price and annual
base rent equal to $1,050,00. Base rent will increase by 2.5% every year throughout the 20-year lease term.
Public-Private
Partnerships
For
a description of the public-private partnerships that we have entered into in connection with the development of venues on our properties,
see “Business – Venu’s Subsidiaries and Properties – Public-Private Partnership Obligations” in Item 1
above.