Item 2. Properties
Item 2.
Properties
Corporate
Office
Our
principal executive office is located at 1755 Telstar Drive, Suite 501, Colorado Springs, Colorado 80920.
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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) expects to close upon and acquire 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
Sunset
Hospitality Collection LLC
4.98
acres in Colorado Springs, CO
Site
where Roth’s Seafood & Chophouse, Brohan’s bar, and Notes Hospitality Collection are being constructed; leased from
Sunset Hospitality Collection LLC to Roth Seafood & Chophouse LLC and Notes Hospitality Collection LLC
Notes
CS I DST
9.41
acres in Colorado Springs, CO
Site
where Ford Amphitheater is located; leased to The Sunset Amphitheater LLC pursuant to a ground lease
NLRE
1.05
acres in Colorado Springs, CO
Vacant
land open for development next to Ford Amphitheater
NLRE
≈
5.54 acres in Colorado Springs, CO
Developed
as a parking lot in connection with the Ford Amphitheater
Hospitality
Income & Asset, LLC
1.5
acres in Colorado Springs, CO
Site
where BBST CO restaurant operates; leased from Hospitality Income & Asset, LLC to Bourbon Brothers Smokehouse and Tavern CS,
LLC
Hospitality
Income & Asset, LLC
3.2
acres in Colorado Springs, CO
Site
where BBP CO indoor music hall operates; leased from Hospitality Income & Asset, LLC to Bourbon Brothers Presents, LLC
13141
BP, LLC
0.73
acres in Colorado Springs, CO
Site
where Venu-music bar operates; leased from 13141 BP, LLC to 13141 Notes LLC
GA
HIA, LLC
1.7
acres in Gainesville, GA
Site
where BBP GA indoor music hall and BBST GA restaurant operate
Sunset
at McKinney, LLC
46
acres in McKinney, TX
Site
where The Sunset Amphitheater in McKinney, LLC is to be constructed
Lease
Obligations
Venu
or its subsidiaries currently lease facilities as follows:
●
BBST
CO leases its property from HIA, a majority-owned subsidiary. The lease is structured as a triple-net lease (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
CO leases its property from HIA, a majority-owned subsidiary. The lease is structured as an NNN lease. 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.
●
13141
Notes LLC in Colorado Springs leases its property from 13141 BP, LLC, a wholly owned subsidiary of Venu. The lease is structured
as an NNN lease with annual rents of $218,750. Base rent increases by 10% every five years through rent escalators in the lease.
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
and NHC will be leased from Sunset Hospitality Collection LLC, a majority-owned subsidiary of which Venu has full voting control.
The lease will be structured as an NNN lease with annual rents equal to $2.0 million. 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.
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●
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 and BBP GA each leases property from GA HIA, a controlled subsidiary. 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 on 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 and BBP GA 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 the 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 to which The Sunset
Amphitheater LLC is a party 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.”
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.