#1MOHEGAN TRIBAL GAMING AUTHORITY JP Morgan Investor Presentation May 16, 2016 Mohegan Sun a legendary meeting destination#2Mohegan Tribal Gaming Authority (MTGA) Overview • Premier Integrated Resort Operator • Stable Governance, Transparent and Commercial • • . High Quality "Built to Last" Gaming Assets Rapidly Diversifying Asset Base • Leading Market/Fair Share & Operating Margins One of the Strongest Balance Sheets in Regional Gaming . Cost Saving Initiatives & Margin Improvement Focus on Deleveraging • Diversification Through Capital-Light Growth Pipeline • • • Connecticut Hotel & Non-Gaming Opportunities Cowlitz Casino Development in Portland, Oregon Resorts Atlantic City & Paragon Management • South Korea Development Mohegan Sun 2#3Premier 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 SEC filer Flagship Mohegan Sun Connecticut: • the highest grossing casino facility in the Western Hemisphere, the highest grossing arena in the world of its size, . the largest casino in terms of slots/tables in the U.S., and • 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 Mohegan Sun 3#4Premier Integrated Resort Assets RECORDE RESORTS RESORTS COWLITZ Paramount#58088 Rapidly Diversifying Asset Base India Project Inspire Slots: 1,500 Tables: 250 Hotel: 1,350 rooms China (1) New 400-room Earth Hotel is scheduled to open in October 2016 Cowlitz Casino Slots: 2,500 Tables: 75 Hotel: N/A MOHEGAN SUN POCONO Mohegan Sun Pocono Slots: 2,330 Tables: 93 Hotel: 238 rooms Mohegan Sun Mohegan Sun Slots: 5,140 Tables: 317 Hotel: 1,177 rooms (1) RESORTS Casino Hotel The Fun is Here TUNICA-BILOXI TRIBE OF LOUISIANA Paragon Casino Slots: 1,600 Tables: 54 Hotel: 534 rooms Resorts Casino Slots: 1,552 Tables: 74 Hotel: 942 rooms Mohegan Sun 5#6Superior 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 wholly owned properties outperform the competition by ~8% by measure of slot win efficiency Mohegan Sun Connecticut Win Efficiency: 106% (Fair Share: 53%) Win Efficiency: 94% (Fair Share: 47%) Results for LTM period ended March 31, 2016 Primary Competitor Northeastern Pennsylvania Mohegan Sun Pocono Win Efficiency: 109% (Fair Share: 55%) Win Efficiency: 88% (Fair Share: 45%) Primary Competitor Mohegan Sun#7Margin Expansion Due to Proactive Cost Saving Initiatives Consistent cost discipline, while maintaining superior service and customer experience ~$100 million in reduced expenses through programs in Connecticut from 2010-2015; YTD 2016 Adjusted EBITDA +~14% y/y Guest service scores are highest they have been in over a decade Another $100 million of cost reduction potential remains CT EBITDA before slot contribution margin of 43% in FY15 compared to top regional peers at 50%-60% YTD FY16 Adjusted EBITDA Margin +240bps, Initiatives expected to continue over the next few years Adjusted EBITDA Margin Mohegan Sun Pocono Downs Impact of cost saving initiatives 29.8% Property ramp-up and 30.0% 28.6% introduction of table games 27.0% 25.6% 24.9% 25.2% 25.0% 22.3% 20.0% 15.0% Consolidated 23.4% 22.7% 22.4% 18.6% 19.0% 19.6% 19.5% 19.9% 20.6% 17.0% 17.1% 15.4% 26.0% 24.7% 10.0% 2010 2011 2012 2013 2014 2015 LTM 3/31/16 2010 2011 2012 2013 2014 2015 LTM 3/31/16 2010 2011 2012 2013 2014 2015 Note: Fiscal year 2014 results reflect unusually low table hold Mohegan Sun LTM 3/31/16 7#8• Fiscal Second Quarter 2016 Financial Performance Mohegan Sun: • • • • EBITDA +13%, revenues +6.6% y/y Highest F2Q revenues since 2012 Highest F2Q EBITDA since 2009 180bp increase in margin; highest F2Q margin since 2001 Pocono: . EBITDA +4%, revenues +5% Corporate EBITDA +54%: . . Resorts EBITDA +$830K y/y, +245% Cowlitz development fees $1.3m Overall MTGA: Mohegan Sun Net Revenues Adjusted EBITDA Qtr Ended 3/31/2016 Qtr Ended 3/31/2015 y/y chg $ 256,186 $ 240,285 6.6% 77,837 68,686 13.3% 30.4% 28.6% 1.8% EBITDA Margin Pocono Downs Net Revenues 73,686 70,128 5.1% Adjusted EBITDA 13,696 13,166 4.0% EBITDA Margin 18.6% 18.8% -0.2% Corporate Net Revenues Adjusted EBITDA EBITDA Margin $ 1,917 $ 10 19070.0% (3,274) NM (7,158) 54.3% NM NM • • . EBITDA ~18% y/y • Revenues 7% y/y . EBITDA Margins +250bp y/y Total MTGA Net Revenues Adjusted EBITDA EBITDA Margin $ 331,789 88,259 26.6% $ 310,423 74,694 6.9% 18.2% 24.1% 2.5% Mohegan Sun 8#9MTGA Balance Sheet: Capital Structure & Liquidity Ample liquidity with $85.6 million at 3/31/16, not including approximately $100 million of excess cash earmarked for South Korea · Significant potential for additional interest expense savings embedded in Senior and Subordinated Notes ($ in millions) As of 3/31/2016 $185.9 Cumulative Leverage (3) Cash and Cash Equivalents Revolving Credit Facility due 2018 (2) Senior Sec. Credit Facility (TLA) due 2018 Senior Sec. Credit Facility (TLB) due 2019 Total Secured Debt (1) (2) 42.0 103.1 (2) 780.2 $925.3 2.6x 2015 Floating Rate Senior Notes due 2017 100.0 2013 9.750% Senior Unsecured Notes due 2021 585.0 Total Senior Debt $1,610.3 4.5x 2012 11.000% Senior Subordinated Notes due 2018 100.2 Capital Leases 7.7 Other 2.2 Total Recourse Debt $1,720.4 4.8x Non-Recourse Debt 19.1 Due to Mohegan Tribe 29.9 Total Debt $1,769.4 4.9x (1) 123 Revolver borrowing capacity was $55.5mm as of 3/31/16 (2) Due dates assume 2012 Senior Sub Notes have been extended, repaid, redeemed, defeased or refinanced (3) Based on Covenant EBITDA of $358.5mm for the LTM 3/31/16 period Mohegan Sun 9#104.50x MTGA Total Leverage Ratio MTGA's Total Leverage Ratio was 4.80x at 3/31/16 • Total Leverage Ratio is much lower than the US industry average of ~5.8x 6.50x 5.00x 5.50x 6/30/2014 6.00x 6.00x 9/30/2014 5.82x 12/31/2014 5.54x 3/31/2015 5.37x 6/30/2015 5.11x 5.06x 4.93x 22 (1) (2) Restricted Group leverage, based on 2013 Credit Facility definition of Total Recourse Debt/ Covenant Adjusted EBITDA Includes Caesars Entertainment, Las Vegas Sands, Wynn Resorts, Penn National Gaming, Boyd Gaming, Golden Nugget, MGM Resorts, Pinnacle Entertainment, Affinity Gaming, Eldorado Resorts, MTGA, Station Casinos, Isle of Capri, Golden Entertainment, American Casino, Churchill Downs, and Tropicana Entertainment; with ratios as of their most recent public filing with adjustments made where applicable Source: Company financials and public filings. 9/30/2015 12/31/2015 3/31/2016 4.80x Mohegan Sun 10#11MTGA Financial Summary Overview • Growing Adjusted EBITDA and margins have helped drive strong free cash flow generation • Cash Flow for Financial Debt Service at $241 million is at the highest level ever FYE September 30, 2011A 2012A 2013A 2014A 2015A ($ in millions) As Adjusted LTM 3/31/16 2 (2) Net Revenues: Mohegan Sun $1,115 Pocono Downs 303 $1,084 315 $1,042 $995 297 297 $994 295 $1,019 301 Corporate and Other 1 1 3 9 Net Revenues $1,418 $1,399 $1,340 $1,293 $1,292 $1,329 Adjusted EBITDA: Mohegan Sun Pocono Downs Corporate and Other Adjusted EBITDA Adjusted EBITDA % Margin $285 $270 $281 $251 $284 $303 52 59 57 51 58 59 (15) (15) (24) (36) (22) (16) $322 $314 $313 $266 $320 $346 22.7% 22.4% 23.4% 20.6% 24.8% 26.0% 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) (1) Cash Flow for Financial Debt Service $173 $163 $146 $134 $215 $241 (1) Cash flow for Financial Debt Service defined as Adj. EBITDA minus relinquishment payments, maintenance and development capital expenditures and distributions to the Tribe (2) Adjusted for anticipated FY16 increases in maintenance and development capital expenditures and distributions to the Tribe Mohegan Sun 11#12Illustrative FY2018 Credit Profile & Sensitivity MTGA (1) Analysis Assumes Financial performance flat to LTM period No improvement to operations or capital structure Earth Hotel & Cowlitz open as scheduled Paragon consulting / MGMT fees based on current projections All FCF repays debt Revenues Core EBITDA Paragon Consulting/Mgmt Fees Earth Hotel Income Cowlitz Mgmt Fees EBITDA Capex Tribal Distributions Interest Expense Free Cash Flow Total Debt (3) LTM 3/31/2016 FYE2016 FYE2017 FYE2018 1,326.4 1,326.4 1,326.4 1,326.4 358.5 358.5 358.5 358.5 (2) 1.1 2.4 2.0 10.0 10.0 4.1 16.2 358.5 359.6 375.0 386.7 (41.0) (52.0) (35.0) (35.0) (51.2) (53.0) (53.0) (53.0) (133.6) (128.4) (123.6) (116.8) 132.7 126.2 163.4 181.9 1,720.5 1,657.4 4.80x 4.61x 1,494.0 3.98x 1,312.1 3.39x No impact from Korea management or development fees in FCF (however sensitivity analysis below details this) Key Takeaways CT EBITDA would have to decline 60% for MTGA to achieve 1x Interest Coverage (including Capex and Tribal Distributions) With Korea MGMT Fees, EBITDA would have to decline by 70% MTGA is on track to achieve goal of Total Leverage 'in the 3's" by 2018 (1) Restricted Group projections Total Leverage EBITDA-Capex-Tribal Dists 266.3 254.6 287.0 298.7 EBITDA-Capex-Tribal Dists / Interest Expense 1.99x 1.98x 2.32x 2.56x 2018E EBITDA Sensitivity 1.00x 1.20x 1.30x 1.40x 1.50x Pro Forma EBITDA-Capex-Tribal Dists ($) 116.8 140.2 151.8 163.5 175.2 CT EBITDA Decline ($) 181.9 158.5 146.9 135.2 123.5 CT EBITDA Decline (%) 60% 52% 48% 45% 41% Sensitivity w/ S. Korea Mgmt Fees 1.00x 1.20x 1.30x 1.40x 1.50x Pro Forma EBITDA-Capex-Tribal Dists ($) 116.8 140.2 151.8 163.5 175.2 (4) CT EBITDA Decline ($) 211.9 188.5 176.9 165.2 153.5 CT EBITDA Decline (%) 70% 62% 58% 54% 51% (2) Assumes $2.7mm consulting fee followed by $2mm annual management fee (3) Assumes 1/4 year of estimated average annual fee income in 2017 (4) Assumes South Korea fees equate to 3% of net revenues, fees commence in 2020 Mohegan Sun 12#13Location Atlantic City, NJ Capital-Light Growth Strategy Project / Expansion Resorts Casino Management Primary Market Population (1) Capital Ownership Structure Estimated Status Benefit to MTGA Opening 1.4 $5M 10% Equity Completed Open •Through MGA (2) • Profits after lease Pocono Hotel Wilkes-Barre, PA 0.9 $5M 100% Equity, Non- recourse Debt Completed Open payment • 100% of Equity Internet Gaming Atlantic City, NJ 8.8 $500k 10% Equity Completed Open • Through MGA (2) Paragon Casino Resort Consulting/ Marksville, LA 0.5 Completed Open Management Contract Consulting Fee Management Fee Mohegan Sun Earth Uncasville, CT 5.3 $12M Hotel Net Lease from Instrumentality of the Tribe Under Construction Fall 2016 • Profits after lease payment Mohegan Sun Non- • Rental Income Uncasville, CT 5.3 TBD TBD Planning Stage 2017 Gaming Expansion • Ancillary Income • Cowlitz Casino La Center, WA 2.3 $50M Development Management/ Development Contract Under Construction 2Q17 • Northern Connecticut TBD, CT TBD TBD 50/50 JV Development South Korea Incheon, S. Korea 700 $100M JV with KCC Corp Development Pending Legislative Approval License Awarded Fall 2018 . Development Fee Management Fee Receivable Equity Distributions • Fee Income 2019/2020 . Equity Distributions Illustrative 5-year Timeline (Estimated) 2015 2016 Expiration of Relinquishment Payments . Mohegan Sun Earth Hotel • Internet Gaming • Cowlitz Development Fees Paragon Consulting Fees • Cowlitz Casino Receivable 2017 • Mohegan Sun Non-Gaming Expansion • Cowlitz Management Fees • Paragon Management Fees (1) In millions. Represents population within 60 minute drive time or MSAs and state population from US Census. Mohegan Sun and Paragon 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. 2018 - 2020 • South Korea Development • Cowlitz Management Fees • North. Connecticut Development Mohegan Sun 13#14Stylish New Hotel Complements Existing Property March 23, 2016 at 1:38:38 PM Existing Winter Garage New Mohegan Hotel Existing Earth Casino Existing Sky Hotel Mohegan Sun 14#15Cowlitz Project Update Recent Project Updates MTGA is developer/manager of the Cowlitz Casino outside of Portland, Oregon - Construction began September 2015; Financing early December 2015 2,500 Class III slot machines 75 table games, including blackjack, craps, roulette and baccarat 9 F&B outlets - 2,500 seat entertainment venue Lewis River NW Allen Canyon Road NW Pekin Ferry Road NW 41st Ave. NW 319th St. 2.3 mm population within 75 miles, ~2% all-in state revenue share Economic Summary ~$45M invested since 2004 ~$215M projected returns over the next 4-7 years • Reimbursement of advances: ~$19.4mm received at close, ~$100M+ additional reimbursements over 4 years Site of Cowlitz Indian Reservation • Development Fee: ~$15M over 4 yrs • Management Fee: $100M+ over 7 years WASHINGTON Paradise Point State Park Seattle Tacoma Auburn 324th St. Longview Yakima Cowlitz Casino Resort Portland 84 5 Salem OREGON Mohegan Sun 15 90#16Cowlitz Project Renderings CASINO GOWER Feature Bar Entry View at Main Porte Cochere Casino View from Valet Entry High Limit Interior Mohegan Sun 16#17Cowlitz Project Progress Mohegan Sun 17#18. South Korea Development On February 27, 2016, MTGA and its Korean partner KCC were awarded the sole Integrated Resort license in South Korea • The project has the potential to be transformational for MTGA: . Up to $5B invested over 20 years on 800+ acres next to one of the world's busiest airports $1.6B investment for Phase 1 Integrated Resort, which will include: casino, 1,350 rooms over 3 towers, a 15,000 seat arena, over 200,000 sq ft of retail & F&B, convention, theme park, and many other amenities, including a first-of-its-kind private air terminal Expected to open in 2019/2020 SITE 1BC Block YEONGJONG ISLAND SONGDO CITY IBC-II Block Existing Casino SEOUL • Joint venture w/ KCC Corp: MTGA will invest $100M (already raised) for 50%+ of the project's equity, earn a development fee during construction (~$45M) and a 24-year management fee (3% of all revenues, ~$30M per year) = fee income alone ~$750M Note: Definitive Management and Development Agreement have not yet been signed, but expectation is to sign directly with MTGA or another Restricted Subsidiary... Mohegan Sun 18#19South Korea Development Demographics South Korea, one of the world's top 10 economies, is an untapped leisure destination for North Asia • • • • • 25 mill people within 2 hour drive (significant locals/non-gaming biz) 700 mill people within 2.5 hour flight; demographics similar to Macau, with less competition 3 of the 4 largest MSAs in the world <2 hours away Seoul is the most popular destination for Chinese, ~3x more visitation than Singapore IIAC: 45.5 mill pax and growing (9th busiest in the world); ranked world's best airport 10 years IIAC: 2nd highest grossing duty free shops in the world Anticipated Revenue Mix Korea is the closest gaming hub for North Asia ANMAR MONGOLIA Chengdu *Harbin Shenyang Beijing NORTH KOREA Incheon Seoul KOREA Busan SOU Xi'an Jeju Island • Shanghai Hangzhou CHINA,000 km Shenzhen- Guangzhou Macao Hong Kong Hangi LAOS THAILAND Siem Reap MBODIA Phnom Penh a * Họ Chi Minh City Phú Quốc MALAYSIA • Kuala Lumpur •Singapore 1,000 km Fuzhou Taipei Vladivostok Sapporo • Tokyo Osaka 1,000 km Largest gaming markets in Asia (2013)(1) ($in billions) $45.1 Macau $2.4 $2.0 $1.7 $0.1 $6.1 TUTTIT Comparison of flight times to Asian gaming hubs Seoul Macau Singapore Manila Osaka 1h 40m 3h 45m 6h 35m 3h 50m 1,000 km Luzen Manila Shanghai 1h 55m 2h 30m 5h 10m 3h 25m Beijing 2h 10m 3h 25m 6h 10m 4h 35m Existing casinos Tokyo 2h 15m 4h 15m 7h Om 4h 15m Pending license No casinos Taipei 2h 30m 1h 45m 4h 45m 2h 00m 10 1,000 kilometers Hong Kong 3h 45m NM 3h 55m 2h 10m Korea is the closest gaming market to 4 of the largest metropolitan cities in North Asia [1] Wall Street research. (2) Hong Kong used as a proxy for travel time to Macau. Confidential • More balanced mix of gaming and non-gaming than currently seen in other Asian resorts • Gaming primarily from premium mass segment, helped by airport proximity, only ~20% anticipated from VIP VIP potential significant: ~1.5mm millionaires w/in 3-hour flight, 2x+ the amount of NYC/Boston combined Mohegan Sun 19#20New Opportunity - Paragon Casino Resort Tunica-Biloxi Tribe Background . . • • Tunica and Biloxi tribes have lived on their reservation near Marksville, Louisiana for over two centuries With assistance of Grand Casinos, opened first land-based casino in the state in June 1994 Resort includes: 1,600 slots, 45 tables, 9 poker casino floor; 534 rooms over two towers; 36,000 of meeting space which seats 2,500 for entertainment; 18-hole U.S. Open golf course, spa, 3 movie theatres, retail, multiple F&B options; employs ~1,800 employees Due to new competition in Baton Rouge/Alexandria in 2012/2013, the resort failed to pay debt service in 2015 & is seeking new management Opportunity . In April 2016, MTGA entered into an agreement with the T-B Tribe to a consulting and management contract: TUNICA-BILOXI TRIBE OF LOUISIANA 1-year fixed fee consulting agreement for $2.7M, a portion of which can be deferred, followed by a 5-year management contract for 30% of NIGC defined Net Revenues Consulting agreement signed in April 2016; management agreement after 1 year subject to licensing, completion of RSA Marksville Hotel Mohegan Sun 20#21Strong Collateral Relative to Other Native American Casino Operators . MTGA's corporate assets are arguably the strongest in Indian Country and approach that of smaller commercial operators Pro Forma for the Transaction, funded First Lien Debt is covered by MTGA's collateral package, which has an estimated value of approximately $1.9Bn Pro Forma Collateral Coverage ($ in millions) $2,000 $1,800 $1,600 $720 $1,400 $1,200 $42 $1,000 $116 $18 $76 $800 $193 $600 $224 $400 $983 million (fully-drawn Revolver) $925 $200 $482 Pocono Mohegan Sun CT Sky Hotel (1) CT Mall (2) Golf Course (1) Calculated assuming a 9.0x EBITDA multiple Cowlitz Receivable & Dev Fee (3) (4) Cowlitz MGMT Fees Development Fee (5) Inspire Inspire MGMT Fees (6) First Lien Debt (2) Calculated assuming a 6% Cap Rate (3) Represents Cowlitz Receivable as of 3/31/2016 (4) (5) Development fees for Phase 1, conservatively does not include future development fees Assumes facility generates net revenues/adjusted EBITDA equal to Mohegan Sun Pocono in FY14; and average fee income of $16mm for 7 years (6) Assumes average management fee income of $30mm per year for 24 year life of management agreement Mohegan Sun 21#22Thank You and Q&A Mohegan Sun a legendary meeting destination