Mashantucket Pequot Tribal Nation Bondholder Presentation September - - PowerPoint PPT Presentation

GLC Advisors & Co. GLC Advisors & Co.

Mashantucket Pequot Tribal Nation

Bondholder Presentation

September 2012

1

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Disclaimer – Important Legal Information

This presentation has been prepared by GLC Advisors & Co., LLC (“GLC”), which has been serving as financial advisor to certain holders of the existing uninsured SRO, SSRO and Notes tranches in connection with restructuring negotiations with the Mashantucket Pequot Tribal Nation (“MPTN”

• r the “Tribe”). GLC is not an advisor to the Tribe. The Tribe and its advisors have prepared a separate presentation

regarding the Tribe’s restructuring proposal and the Tribe is solely responsible for the contents of such presentation and for determining what disclosure is being provided to noteholders in connection with the noteholders’ decisions on whether to participate in the proposed restructuring. This presentation has been prepared by GLC solely for the purpose of assisting certain noteholders that are being contacted by the Tribe in evaluating the Tribe’s proposal. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe, and does not constitute an offer of, a solicitation of an offer with respect to, or a recommendation of participation by any noteholder in the restructuring proposal developed and being offered by the Tribe. Noteholders must rely solely on materials prepared and presented by the Tribe in making any investment decision or participation decision regarding the Tribe’s restructuring proposal. The models, estimates and projected performance of the Enterprise included herein are derived from information supplied by the Mashantucket Pequot Tribal Nation. Projections of New Business ECF, Contingent Interest and Run-Off Scenarios have been supplied by GLC for illustrative purposes only and are not projections or estimates of future performance. Without limiting the above, GLC has not independently verified the information contained herein, nor does GLC make any representation or warranty, either express or implied, as to the accuracy, completeness or reliability of the information contained in this presentation. There is no guarantee that any of these estimates or projections will be achieved. Actual results will vary from the projections and such variations may be material. Nothing contained herein is, or shall be relied upon as, a promise

• r representation as to the past or future. GLC expressly disclaims any and all liability relating or resulting from the use of this presentation.

The Tribe did not design GLC's work product, it is not responsible for GLC analyses or calculations. The Tribe has not been provided with or checked GLC's calculations. This presentation contains materials that are subject to a confidentiality agreement between the recipient and the Tribe, as well as materials that are subject to a confidentiality agreement between GLC and the Tribe. No further distribution of this presentation to anyone other than the direct recipients of this presentation is authorized by GLC, and the recipient is bound (to the extent and for the period set forth therein) by the terms of its confidentiality agreement with the Tribe with respect to the confidential contents of this presentation.

2

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

GLC Foxwoods Team

Soren Reynertson Managing General Partner (212) 542-4550 soren.reynertson@glca.com Jordan Stevens Senior Associate (212) 542-4544 jordan.stevens@glca.com Thomas Benninger Chairman (415) 962-8515 tmb@glcllc.com Michael Sellinger Principal (212) 542-4545 michael.sellinger@glca.com Aron Hooks Analyst (212) 542-4558 aron.hooks@glca.com

3

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Table of contents

1. Transaction Highlights 4 2. Overview of Key Terms 9 3. Implications of Failed Transaction 25 Appendix A: Model Outputs 28 Appendix B: Run-Off Scenario Outputs 33

GLC Advisors & Co.

Section 1 Transaction Highlights

5

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Transaction Highlights

• Consensual deal is the preferred outcome relative to other potential approaches

– Based on absolute priority, a “run-off” scenario implies no cash flow to bondholders for a meaningful period of time – Significant management, operational and other uncertainties – After due diligence, initial bondholder RSA signatories (1)

determined that a litigation strategy was also unlikely to

result in a superior recovery relative to the proposed transaction – Potential Tribal bankruptcy would likely focus on cram-downs; no ability to provide bondholders with equity recoveries given prohibitions under IGRA

• Improves capital structure by reducing leverage and, most importantly, cash interest costs

– Macroeconomic conditions and recent gaming expansion in the Northeast have put significant pressure on the Connecticut market and made the Tribe’s current capital structure unsustainable – MGM at Foxwoods expansion occurred at the peak of the market

• Higher post-restructuring claims with lower interest rates preferred to more significant haircuts and higher interest rates

– Long-term debt capacity and corresponding fixed charges were a point of significant debate – Necessitates longer maturity profile

• Provides flexibility in anticipation of incremental competition from Massachusetts

– Cash/PIK combinations and toggles may help the Tribe to avoid a future default unless there is a prolonged downturn in the Enterprise’s operations – Gives the Enterprise time to react to competitive developments

Proposed transaction was the result of nearly three years of negotiations

Note: (1) Initial bondholder RSA signatories have not acted as representatives of the interest of any holders other than themselves.

6

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Transaction Highlights (continued)

• Cash flows to all bondholders post-restructuring

– Current interest bearing coupons, with PIK components during certain periods or upon certain conditions – Excess Cash Flow (“ECF”) – Contingent Interest (“CI”) and New Business ECF for SSROs and Notes

• Contingent Interest provides additional potential recoveries to impaired bondholders based on the performance of the

Enterprise – Cash-flow dependent opportunity to recover haircut on restructured fixed claim

• New Business ECF could provide additional potential cash flow stream to SSROs and Notes based on performance of

certain new Tribal investments

• Dramatic reduction in and restructuring of distributions to the Tribe

– Tribal distributions significantly reduced from pre-default levels – Fixed/variable dynamic further aligns Tribal and creditor incentives

• Improved collateral package

– Includes new mortgage lien on Two Trees and Lake of Isles until Bank Debt and SROs paid in full and certain other Enterprise assets previously only pledged to Banks – Payment rights and collateral subject to an intercreditor agreement (none previously in existence)

• Enhanced disclosure and governance of related party transactions between the Tribe and the Enterprise
• Enhanced financial reporting requirements

Proposed transaction was the result of nearly three years of negotiations

7

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Transaction Highlights (continued)

Proposed transaction better positions Foxwoods to compete

Total Leverage Comparison (1) Interest Coverage Comparison (1) (2)

Notes: (1) Based on 2012P EBITDA of $219mm and LTM 6/30/12 EBITDA of $269mm for Foxwoods and Mohegan, respectively. Mohegan EBITDA is reduced from $323mm due to $54mm in relinquishment payments. (2) Calculated as EBITDA / cash interest expense unless otherwise noted. (3) Leverage statistics include accrued interest. (4) Includes closing fees and expenses. (5) Adjusted to include fixed Bank amortization.

2.6x 2.7x 6.1x 5.6x 5.4x 6.9x 7.3x 10.2x 7.8x 0.0x 3.0x 6.0x 9.0x 12.0x Foxwoods Current (3) Mohegan Foxwoods PF (4) Bank SRO SSRO Total 1.35x 1.86x 2.30x 1.75x 0.0x 0.5x 1.0x 1.5x 2.0x 2.5x Foxwoods Current Mohegan Foxwoods PF

• Adj. Foxwoods

PF (5)

8

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Transaction Highlights (continued)

Benefits of a Consensual Deal Concessions Tribe

 Improves capital structure in the face of looming competition  Avoids litigation or bankruptcy  Long-term fixed Tribal distributions set below current levels of

government spending

 Restricts Tribe’s ability to take certain actions until

restructured securities are repaid Kien Huat

 Retain face value of current claim  Obtain releases from Tribe and other creditors  Forgo contingent interest payments (~10% of EBIT)  Lose call protection on existing loans

Banks

 Preserves path to refinancing  Enables syndication of new Term Loan B, reducing existing

lenders’ exposure upon close

 Lose right to sweep all funds in the collection account for

repayment

• Potential for significant delays in repayment

 Amount of cash “leakage” to junior creditors

SROs

 Full reinstatement of claim  Increased interest rate (~6.34% vs. 7.35%)  Payment rights and collateral, subject to intercreditor

agreement

 Potential for significant delays in repayment  Delayed amortization vs. status quo  Amount of cash “leakage” to junior creditors

SSROs

 Current cash flows immediately post-restructuring  Increased interest rate (~5.80% vs. ~7.15% in first three years

and 6.05% thereafter)

 Payment rights and collateral, subject to intercreditor

agreement

 Contingent Interest provides ability to further increase recovery  Additional potential source of cash flow in the form of New

Business ECF

 Permanent impairment of claim  Initial reduction in cash interest rate (~5.80% vs. ~5.10% in

first three years and 4.00% in subsequent four years)

 Subject to up to 100% PIK toggle under certain circumstances

(except for ~1.10% cash interest in first three years which is not subject to PIK toggle)

 Qualified tax-exemption opinion

Notes

 Current cash flows immediately post-restructuring  Payment rights and collateral, subject to intercreditor

agreement

 Contingent Interest provides ability to further increase recovery  Additional potential source of cash flow in the form of New

Business ECF

 Permanent impairment of claim  Reduced interest rate (8.50% vs. 6.50%)  Subject to 100% PIK toggle under certain circumstances

GLC Advisors & Co.

Section 2 Overview of Key Terms

10

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Overview of Unwrapped SRO Recovery

• $302mm of new Notes (compared to $250mm of current outstanding principal)
• 13 years (compared to current maturity of 2021)
• 7.35% coupon (6.35% cash / 1.00% PIK)

– Toggles to all-cash at the sooner of 6 years after close or until Bank debt threshold is achieved

• Share of ECF pursuant to the chart below applied pro rata to repay principal

Unwrapped SRO recovery comprised of replacement securities identical to those received by the wrapped SROs

Principal Balance Maturity Base Interest Rate Cash Flow Sweep

Years After Close Banks SROs 8.5% Notes 1st 2nd ‐ 4th 5th ‐ Beyond Repaid Repaid (1) Repaid Bank 45.30% 41.55% 35.70% 0.00% 0.00% 0.00% SRO 41.00% 37.30% 35.15% 64.10% 0.00% 0.00% SSRO 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 8.5% Notes 2.70% 2.65% 2.65% 5.10% 30.00% 0.00% Tribe 8.50% 16.00% 24.00% 27.05% 55.00% 66.75% CI 2.50% 2.50% 2.50% 3.75% 15.00% 33.25% Total 100.0% 100.00% 100.00% 100.00% 100.00% 100.00%

Note: (1) Tribe is required to use ECF amounts in excess of 30% to retire debt. Assumes applied as optional redemption of 8.5% Notes herein.

11

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Fixed Debt Service

Fixed Bank amortization, cash interest expense for all debt

Unwrapped SRO Recovery Overview

Multiple cash flow streams provide the basis for unwrapped SRO recovery

Fixed Charges

Capex, working capital, fixed Tribal distributions, etc.

Excess Cash Flow Creditors

MPGE Cash Flow

CI

Sources of SRO Recovery

(1) Cash Interest

6.35% initially, increasing to 7.35% upon toggle

Tribe (2) Amortization

Pro rata share of SRO ECF

12

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Overview of Unwrapped SRO Recovery – NPV Analysis

Given maturity profile of the new SROs, the NPV of the unwrapped SRO recovery is heavily dependent upon discount rate assumptions

Key Assumptions (see pg. 29 for detail)

• Assumes 9/30/2012 transaction date

– Restructuring may take substantially longer to implement

• Projections are annual, but all triggers are maintenance tests expected to be tested quarterly or semi-annually, as

applicable – Likely leads to a delayed illustration herein of when certain cash flows would be triggered

• Analysis uses MPGE projections with GLC illustrative analysis of EBITDA growth post-2020

New SROs Discount Rate Amount 10.0% 12.5% 15.0% 17.5% 20.0% Net Present Value Analysis (1) Net Present Value of New SROs (2) $213 $246 $206 $175 $151 $132 % of Principal Amount at Default $250 98% 82% 70% 60% 53%

Note: (1) Assumes refinancing in year of maturity. (2) Represents unwrapped SROs pro rata share.

13

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Overview of SSRO Recovery

• $293mm of new SSROs (compared to $362mm of current outstanding principal)

– SSROs are not prepayable and can therefore only be refinanced prior to maturity through tender offer or defeasance to maturity

• 18 years (compared to current maturities ranging from 2009 – 2034)

– Bullet payment, no principal amortization

• 6.05% coupon (4.00% cash / 2.05% PIK) (1)

– Toggles to all-cash after 7 years – All or a portion PIK under limited circumstances

• $3.1mm of cash interest per annum for first three years (~1.10% based on restructured

principal balance assuming 9/30/2012 closing date) funded by ~$9.3mm of remaining construction funds (“Additional Interest”) – Incremental to base interest rate described above – Not subject to PIK toggle or senior default deferral – Tribe relinquishes $4.0mm claim against these construction funds – If initial principal balance of new SSROs increases due to a closing date later than 9/30/2012, Additional Interest percentage may be lower than ~1.10%

• $6.6mm of remaining debt service reserve funds, at par plus accrued interest to the 1997

Series B SSROs

SSRO recovery comprised of replacement securities, payout of trustee-held reserves and Contingent Interest

Principal Balance Maturity Base Interest Rate Additional Interest Pay-down at Close

Note: (1) Existing SSRO Capital Appreciation Bonds will be replaced with new SSROs with current cash/PIK interest consistent with all replacement SSROs.

14

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Overview of SSRO Recovery (continued)

• Held by SSRO Trustee
• Funded by pro rata portion of Contingent Interest ECF and New Business ECF
• Can be used to pay defaulted interest (default not cured until amount so used is

replenished to Sinking Fund)

• Can be used by the Tribe to fund an offer to purchase SSRO Notes
• Pro rata portion of Contingent Interest ECF

– Prior to maturity, CI ECF applied to the sinking fund – At maturity/refinancing, sum certain established and on-balance sheet obligation created (“Fixed CI Amount”) – Fixed CI Amount accrues interest at 15.0% annual rate subject to potential reductions (“Deferred Interest”) – Fixed CI Amount and Deferred Interest paid, in part, by CI ECF previously apportioned to sinking fund

• Cash-flow dependent opportunity to recover haircut on restructured fixed claim
• New Business ECF provides additional potential cash flow stream based on performance
• f certain new Tribal investments

– Prior to maturity, pro rata portion of New Business ECF applied to the sinking fund – After maturity/refinancing used to pay Fixed CI Amount and Deferred Interest

• Qualified opinion that fixed interest paid on schedule will be tax-exempt

SSRO recovery comprised of replacement securities, payout of trustee-held reserves and Contingent Interest

Contingent Interest New Business ECF Tax-Exemption Sinking Fund

15

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Pro Forma SSRO Terms

Existing SSROs all receive the same restructured security

Pre‐Restructuring ($mm) Principal (1) Coupon Maturity 1997 B SSROs 574757AK6 $20.7 5.70% Sep‐12 574757AL4 $53.0 5.75% Sep‐18 574757AM2 $121.7 5.75% Sep‐27 1999 A SSROs 574757BD1 $24.9 5.50% Sep‐28 1999 B SSROs 574757BF6 (2) $1.9 5.15% Sep‐10 Post‐Restructuring 574757BG4 (2) $1.8 5.25% Sep‐11 ($mm) Principal (4) Coupon (5) Term (Years) 574757BH2 (2) $1.7 5.35% Sep‐12 574757BJ8 (2) $1.6 5.45% Sep‐13 New SSROs 293 ~7.15% / 6.05% 18 574757BK5 (2) $1.5 5.55% Sep‐14 574757BL3 (2) $1.4 5.65% Sep‐15 574757BM1 (2) $1.3 5.70% Sep‐16 574757BN9 (2) $1.3 5.75% Sep‐17 574757BP4 (3) $1.3 5.80% Sep‐18 2006 A SSROs 574754AD9 $57.3 5.50% Sep‐36 2007 A SSROs 574757BQ2 $35.2 6.50% Sep‐31 574757BR0 $35.2 5.75% Sep‐34

Notes: (1) Represents principal balance at default. (2) Capital appreciation bonds with maturity value of $2.0mm. Amount shown represents estimated accreted balance at default. (3) Capital appreciation bonds with maturity value of $2.1mm. Amount shown represents estimated accreted balance at default. (4) Assumes 9/30/2012 close. (5) Coupon of ~7.15% in the first three years and 6.05% thereafter. Subject to PIK provisions.

16

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Fixed Debt Service

Fixed Bank amortization, cash interest expense for all debt

SSRO Recovery Overview

Multiple cash flow streams provide the basis for SSRO recovery

Fixed Charges

Capex, working capital, fixed Tribal distributions, etc.

Excess Cash Flow Creditors

MPGE Cash Flow

CI

Sources of SSRO Recovery

(1) Cash Interest

~5.10% in first three years and 4.00% in subsequent four years, increasing to 6.05% upon toggle

Tribe (2) Sinking Fund / Contingent Interest

Prior to new SSRO maturity or refinancing, pro rata share

• f CI ECF and New Business ECF flows to Sinking Fund;

upon new SSRO maturity or refinancing, cash flow formerly apportioned to sinking fund used to pay Fixed CI Amount and Deferred Interest thereon (1)

New Business ECF

Note: (1) Upon maturity or refinancing, Fixed CI Amount will be calculated based on projected future cash flows at such point in time through the 35th year.

17

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Overview of SSRO Recovery – NPV Analysis

Given maturity profile of the new SSROs, the NPV of the SSRO recovery is heavily dependent upon discount rate assumptions

Key Assumptions (see pg. 29 for detail)

• Assumes 9/30/2012 transaction date

– Restructuring may take substantially longer to implement

• Projections are annual, but all triggers are maintenance tests expected to be tested quarterly or semi-annually, as

applicable – Likely leads to a delayed illustration herein of when certain cash flows would be triggered

• Analysis uses MPGE projections with GLC illustrative analysis of EBITDA growth post-2020

New SSROs Discount Rate Amount 10.0% 12.5% 15.0% 17.5% 20.0% Net Present Value Analysis (1) (2) Net Present Value of New SSROs $162 $204 $162 $133 $111 $95 Net Present Value of CI Fixed Amount (3) 1 1 1 1 1 Total Net Present Value $205 $164 $134 $113 $97 % of Principal Amount at Default $362 57% 45% 37% 31% 27%

Notes: (1) Assumes refinancing in year of maturity. (2) Assumes $7 million in reserve funds paid at close to 1997 Series B SSROs. (3) Assumes 20.0% discount rate on CI Fixed Amount.

18

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Overview of Notes Recovery

• $208mm of new Notes (compared to $500mm of current outstanding principal)
• 23 years (compared to current maturity of 2015)
• 6.50% coupon (1.00% cash / 5.50% PIK)

– Toggles to all-cash at the later of 8 years after close or until leverage threshold is achieved – All or a portion PIK under limited circumstances

• Varying amounts of ECF and pro rata portion of Contingent Interest ECF and New

Business ECF applied to repay principal

• Pro rata portion of Contingent Interest ECF

– Prior to maturity, CI ECF applied to repay principal – At maturity/refinancing, sum certain established and on-balance sheet obligation created (“Fixed CI Amount”) – Fixed CI Amount accrues interest at 15.0% annual rate subject to potential reductions (“Deferred Interest”) – Fixed CI Amount and Deferred Interest paid, in part, by CI ECF previously apportioned to repay principal

• Cash-flow dependent opportunity to recover haircut on restructured fixed claim
• New Business ECF provides additional potential cash flow stream based on performance
• f certain new Tribal investments

– Prior to maturity, pro rata portion of New Business ECF applied to repay principal – After maturity/refinancing used to pay Fixed CI Amount and Deferred Interest

Notes recovery comprised of replacement securities and Contingent Interest

Principal Balance Maturity Base Interest Rate Cash Flow Sweep Contingent Interest New Business ECF

19

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Fixed Debt Service

Fixed Bank amortization, cash interest expense for all debt

Notes Recovery Overview

Multiple cash flow streams provide the basis for Notes recovery

Fixed Charges

Capex, working capital, fixed Tribal distributions, etc.

Excess Cash Flow Creditors

MPGE Cash Flow

CI

Sources of Notes Recovery

(1) Cash Interest

1.00% initially, increasing to 6.50% upon toggle

Tribe (2) Amortization / Contingent Interest

Prior to new Notes maturity or refinancing, pro rata share

• f CI ECF and New Business ECF flows to amortization;

upon new Notes maturity or refinancing, cash flow formerly apportioned to amortization used to pay Fixed CI Amount and Deferred Interest thereon (1)

Note: (1) Upon maturity or refinancing, Fixed CI Amount will be calculated based on projected future cash flows at such point in time through the 35th year.

New Business ECF

20

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Overview of Notes Recovery – NPV Analysis

Given maturity profile of the new Notes, the NPV of the Notes recovery is heavily dependent upon discount rate assumptions

Key Assumptions (see pg. 29 for detail)

• Assumes 9/30/2012 transaction date

– Restructuring may take substantially longer to implement

• Projections are annual, but all triggers are maintenance tests expected to be tested quarterly or semi-annually, as

applicable – Likely leads to a delayed illustration herein of when certain cash flows would be triggered

• Analysis uses MPGE projections with GLC illustrative analysis of EBITDA growth post-2020

New Notes Discount Rate Amount 10.0% 12.5% 15.0% 17.5% 20.0% Net Present Value Analysis (1) Net Present Value of New Notes $62 $122 $86 $62 $47 $36 Net Present Value of CI Fixed Amount (2) 4 4 4 4 4 Total Net Present Value $125 $89 $66 $50 $40 % of Principal Amount at Default $500 25% 18% 13% 10% 8%

Notes: (1) Assumes refinancing in year of maturity. (2) Assumes 20.0% discount rate on CI Fixed Amount.

21

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Intercreditor Provisions

• Payment subordination

– Certain junior payments (including interest and ECF) permitted so long as no “Specified Senior Default” – Payment turnover provisions under Specified Senior Default and other certain circumstances – Does not apply to New Business ECF, SSRO Sinking Fund or payment of Additional Interest

• Lien subordination

– Collateral proceeds turnover provisions – Does not apply to New Business ECF, SSRO sinking fund or payment of Additional Interest

• Enforcement actions

– Senior-most creditor has exclusive right to take enforcement actions with notable exceptions for certain junior creditor actions, including – Junior creditors may bring certain specific performance or injunctive actions related to non-payment

• bligations/covenants

– After a 360-day standstill, the second-ranking creditor may sue for monetary damages so long as the senior-most creditor has been paid down below a specified threshold – Junior creditors may provide notice of default or acceleration – Notes / SSROs may sue for payment of New Business ECF – SSROs may sue if payment by SSRO Trustee from SSRO Sinking Fund or Additional Interest is blocked

All creditors will share in payment rights and collateral subject to a comprehensive tiered intercreditor agreement

22

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Intercreditor Provisions (continued)

• Purchase right

– Under certain circumstances including after acceleration or commencement of collateral enforcement in connection with the senior-most credit documents, junior creditors have a cumulative par purchase right (i.e., may buy out all

• bligations senior to the purchasing creditor’s obligations)
• Amendment prohibitions

– Provides protections that a senior creditor cannot amend its documents to allow for increased tribal distributions or decreased creditor protections (e.g., no changes to “Transaction with Affiliates” covenant) – Limits on additional senior debt / refinancing restrictions – Restrictions on junior credit amendments create hurdles for refinancings in instances other than a global refinancing – Cannot refinance junior debt before first refinancing more senior debt – Cannot increase interest rate of junior debt or shorten maturity of junior debt

All creditors will share in collateral and payment rights subject to a comprehensive tiered intercreditor agreement

23

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Additional Considerations

• Transactions With Affiliates

– Goods and services directly provided by the Tribe to the Enterprise billed at cost under GAAP (including overhead) or fair market value – CEO and CFO “good faith” representations regarding transaction terms – At various transaction levels and for various transaction types, required levels of supporting documentation range from an officer’s certificate to a fairness opinion

• Enhanced Disclosures

– Annual and quarterly “SEC-like” reports for the Enterprise – Posted on a publicly-available website administered by the Tribe and EMMA – Quarterly financial statements for the Tribe – Posted on a confidential, password-protected site for the Admin Agent and Bank Lenders – Conference calls within 10 business days of reporting – Annual in-person meeting or presentation at a high-yield conference – Tribe calculation of New Business ECF – Until Total Leverage < 7.0x (2) – Third party semi-annual reviews of the Enterprise by a financial advisor – Annual report on “Transactions with Affiliates” by an accounting firm – Monthly Enterprise financials and Tribal government income statement summary – Monthly Enterprise financials will also be posted on EMMA

Initial bondholder RSA signatories (1) also focused on key non-economic terms in an effort to improve controls and transparency

Notes: (1) Initial bondholder RSA signatories have not acted as representatives of the interest of any holders other than themselves. (2) Total Leverage defined as (total debt (excluding contingent interest) – Collection Account balances in excess of $10 million) / (EBITDA + Sales Tax). Protections also required so long as Credit Facilities are

• utstanding.

24

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

SSRO Tax-Exempt Status

• NOTE: The following highlights certain points relating to the tax-exemption opinion described at greater length in the SSRO term
• sheet. This presentation constitutes neither tax disclosure nor tax advice by GLC. Any holder that desires to obtain a description of

the tax opinion to be delivered by bond counsel on the Closing Date beyond the description set forth in the SSRO term sheet should contact the Tribe's representatives

• Federal tax law requires treatment of restructured/exchanged SSROs as new securities as of the closing date
• Bond counsel will deliver an opinion that the SSROs will be tax-exempt obligations
• Opinion will be not be a “standard” bond counsel opinion in that it will contain certain assumptions and exclusions, including

– Opinion will assume that the SSROs are debt – Opinion will assume that the Tribe is the issuer of the SSROs (i.e., that the issuer isn’t a deemed partnership between the Tribe and securityholders) – Opinion will cover exclusion from gross income of scheduled cash payments of interest only, treating scheduled PIK interest as a scheduled cash payment at initial maturity – Opinion will cover all fixed interest payments paid on time through the initial maturity – Opinion will cover the “additional interest” paid from trustee-held funds of approximately $3.1 million (~1.1%) in each of the first three years – Opinion will cover the scheduled PIK interest when paid at maturity – Opinion will not cover any interest deferred to a later date (other than scheduled PIK interest) or defaulted interest – Opinion will not cover the Contingent Interest

• New bond documents will include certain protections in the event of a taxability determination

– Tribe covenants to use commercially reasonable efforts to (i) defend IRS attempt to tax fixed interest payments and (ii) enter into closing agreement with the IRS if necessary to avoid taxation – If there is an IRS challenge and Tribe does not obtain closing agreement for past taxes, there is an indemnity to cover taxes on past fixed interest payments (excluding the “additional interest”). This indemnity is payable from Enterprise cash flows available after fixed payments to the Tribe, Banks and SROs – If the Tribe does not obtain a closing agreement for future taxes, the interest on the SSROs is grossed up for future fixed interest payments to a taxable rate designed to provide an equivalent post-tax return

GLC Advisors & Co.

Section 3 Implications of Failed Transaction

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Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Implications of Failed Transaction

• Banks continue to lock the box and the capital

structure amortizes down in accordance with absolute priority

• Funding for professionals is cut off and negotiations

effectively cease

• Litigation for non-payment may be futile because,

absent recourse trigger, judgment would be limited to setoff of trust funds

• Notwithstanding potential impact of any legal

actions, each class of creditors would wait for the class senior to them in the waterfall to be repaid

• Implies no cash flows to the SROs, SSROs and Notes

for at least 9, 17 and 22 years, respectively (see pg. 34-36)

• The Enterprise’s ability to attract and retain a strong

management team would be limited given the leverage overhang on the business – Poor Enterprise performance could further jeopardize potential recoveries

Failed process will result in further delays and costs before bondholders begin to see cash flows

• In the event of a failed transaction, a renegotiation of the current deal is unlikely given the length and cost of the process

to date

• There are arguably two likely scenarios if the proposed transaction is not implemented

– The two scenarios are not necessarily mutually exclusive

• Tribe files for bankruptcy protection
• Creditors will vigorously contest eligibility of Tribe to

file bankruptcy, but result is not certain

• If allowed to remain in bankruptcy, plan of

reorganization likely to focus on greater reductions of leverage effected through cram-downs of junior bondholders

• Without an equity currency to provide recoveries, case

would focus on the debate regarding debt capacity

• Likely an expensive and lengthy process given

significant number of uncertainties

“Run-Off” Scenario “Bankruptcy” Scenario

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GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Run-Off Scenario

Failed process will result in further delays and costs before bondholders begin to see cash flows

Key Assumptions (see pg. 34 for detail)

• Operating case assumes 10% EBITDA reduction as a result of underperformance during long-term default
• Tribal distribution assumed to be $46.8mm until two years after the Banks are repaid, with assumption of $35mm

thereafter until SSROs are repaid – Effectively captures Banks’ “control” of cash flow until they are repaid and subsequent litigation “cost” for Tribe in the form of increased distributions in the initial years after their repayment

• Upon repayment of SSROs, distributions to Tribe limited to ~$108mm, growing at 2% per year

New SROs / SSROs / Notes Discount Rate Amount 10.0% 12.5% 15.0% 17.5% 20.0% SROs Net Present Value Restructuring Scenario (1) (2) $246 $206 $175 $151 $132 % of Principal Amount at Default $250 98% 82% 70% 60% 53% Run‐Off Scenario $158 $119 $91 $70 $54 % of Principal Amount at Default $250 63% 48% 36% 28% 22% SSROs Net Present Value Restructuring Scenario (1) (3) (4) $205 $164 $134 $113 $97 % of Principal Amount at Default $362 57% 45% 37% 31% 27% Run‐Off Scenario $140 $91 $60 $40 $27 % of Principal Amount at Default $362 39% 25% 17% 11% 7% Notes Net Present Value Restructuring Scenario (1) (4) $125 $89 $66 $50 $40 % of Principal Amount at Default $500 25% 18% 13% 10% 8% Run‐Off Scenario nm nm nm nm nm % of Principal Amount at Default $500 nm nm nm nm nm

Notes: (1) Assumes refinancing in year of maturity. (2) Represents unwrapped SROs pro rata share. (3) Assumes $7 million in reserve funds paid at close to 1997 Series B SSROs. (4) Assumes 20.0% discount rate on CI Fixed Amount.

GLC Advisors & Co.

Appendix A Model Outputs

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GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Key Assumptions

• Assumes 9/30/2012 transaction date
• Projections are annual, but all triggers are maintenance tests expected to be tested quarterly or semi-annually, as

applicable – Likely leads to a delayed illustration herein of when certain cash flows would be triggered

• Model implicitly assumes a refinancing at identical terms in year of maturity to the extent not yet repaid
• Analysis uses MPGE projections with additional GLC assumptions for periods after 2020

– EBITDA increases by 1.5% annually beginning 2021 – CBO forecasts long-term GDP growth at 2.3% to 2.5% – Capital expenditures increase by 1.5% annually beginning 2021 – Assumes $1.5 million of total New Business ECF per annum associated with ground rent on outlet mall

• “Discretionary” ECF designated for open market purchases or repayment is used for optional redemption of Notes at par

followed by open market purchases of SSROs at par

Following analysis based on key assumptions presented below

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Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

1.4x 0.4x 0.7x 4.1x 2.3x 1.0x 1.9x 3.6x 5.5x 3.2x 5.1x 6.8x 0.0x 2.0x 4.0x 6.0x 8.0x 2019 TLB 2025 SRO 2030 SSRO 2035 Notes Banks SROs SSROs Notes $315 $102 $601 $460 $188 $337 $337 $329 $317 $294 $382 $346 $0 $400 $800 $1,200 $1,600 2019 TLB 2025 SRO 2030 SSRO 2035 Notes Banks SROs SSROs Notes $862 $1,282 $317 $1,547

Model Summary

Balance of each tranche is respectively at modest leverage levels in its maturity year

Summary of Key Model Outcomes Debt Balances at Maturity Dates (1)

Note: (1) Excludes balance of Fixed CI Amount, if applicable.

Leverage at Maturity Dates (1)

• New notes toggle to 100% cash interest in the

following years – SRO: beginning in 2017 – SSRO: beginning in 2020 – Notes: beginning in 2026

• Tranches repay based on cash flows in the following

years – Bank: 2028 – SRO: 2032 – SSRO: NA – Repayment likely dependent on refinancing at new maturity (18 years) given SSROs do not participate in ECF other than CI ECF and New Business ECF – Notes: 2035

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GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Cash Flow Output

Fiscal Year Ending September 30, ($mm) 2013P 2014P 2015P 2016P 2017P 2018P 2019P 2020P 2021P 2025P 2026P 2027P 2028P 2030P 2031P 2032P 2035P EBITDA $223 $230 $210 $205 $215 $220 $226 $232 $235 $250 $254 $257 $261 $269 $273 $277 $290 Change in Working Capital (5) (2) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Capital Expenditures (40) (40) (40) (40) (40) (40) (40) (40) (41) (43) (44) (44) (45) (46) (47) (48) (50) Sales Tax 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 Fixed Tribal Distributions (43) (40) (35) (35) (35) (35) (35) (35) (35) (35) (35) (35) (35) (35) (35) (35) (35) Revolver Paydown (12) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ TLC Paydown (15) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Free Cash Flow $115 $155 $142 $137 $147 $152 $158 $164 $167 $179 $182 $185 $188 $195 $198 $202 $212 Collection Account Balances 28 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Cogen Grant Award 1 1 1 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ SSRO Sinking Fund Amounts 3 3 3 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Term Loan Amortization (31) (31) (31) (30) (30) (30) (30) (30) (30) (3) (3) (3) (3) ‐‐ ‐‐ ‐‐ ‐‐ Bank Facility Interest (43) (46) (47) (46) (46) (42) (38) (37) (33) (19) (13) (9) (4) ‐‐ ‐‐ ‐‐ ‐‐ SRO Cash Interest (40) (39) (39) (39) (46) (45) (45) (44) (43) (36) (34) (32) (29) (20) (14) (7) ‐‐ SSRO Cash Interest (15) (15) (15) (13) (13) (13) (13) (20) (20) (20) (20) (20) (20) (20) (20) (20) (20) Notes Cash Interest (2) (2) (2) (2) (3) (3) (3) (3) (3) (4) (25) (25) (24) (23) (22) (22) (6) Excess Cash Flow $17 $25 $11 $7 $10 $19 $29 $29 $37 $97 $87 $97 $108 $131 $142 $153 $186 Allocation of Excess Cash Flow Banks 8 10 5 3 4 7 10 10 13 35 31 35 28 ‐‐ ‐‐ ‐‐ ‐‐ SROs 7 9 4 3 4 7 10 10 13 34 31 34 46 84 91 97 ‐‐ SSROs ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Notes 1 1 1 1 3 2 3 4 7 7 8 42 Variable Tribal Distributions 1 4 2 1 2 4 7 7 9 23 21 23 27 36 38 42 108 Contingent Interest 1 1 1 1 2 2 2 3 5 5 6 36 Total Allocation of Excess Cash Flow $17 $25 $11 $7 $10 $19 $29 $29 $37 $97 $87 $97 $108 $131 $142 $153 $186 Total Fixed Cash Debt Service (1) $127 $131 $131 $130 $137 $133 $129 $135 $130 $82 $95 $88 $80 $64 $56 $49 $26 Total Tribal Distributions $44 $44 $37 $36 $37 $39 $42 $42 $44 $58 $56 $58 $62 $71 $73 $77 $143 Discretionary Tribal Distributions (2) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ (1) (35) Net Total Tribal Distributions $44 $44 $37 $36 $37 $39 $42 $42 $44 $58 $56 $58 $62 $71 $73 $76 $108 New Business ECF $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 $2 Total ECF for SSROs (2) $0 $0 $0 $0 $0 $0 $0 $0 $0 $1 $1 $1 $1 $1 $1 $1 $21 Total ECF for Notes (2) 1 2 1 1 1 1 2 2 2 5 4 5 6 11 12 14 93 Total Cash for Tribe $45 $45 $38 $37 $39 $41 $43 $43 $45 $59 $57 $59 $63 $72 $74 $77 $109

Notes: (1) Represents cash interest expense and fixed amortization. (2) Includes pro rata share of CI and New Business ECF. Assumes "discretionary" ECF designated for open market purchases or repayment is used first for optional redemption of Notes at par followed by open market purchases of SSROs at par. (3) Includes revolver and TLC paydown and pro rata share of CI cash flows.

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Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Debt Summary Output

Fiscal Year Ending September 30, ($mm, unless otherwise noted) At Close 2013P 2014P 2015P 2016P 2017P 2018P 2019P 2020P 2021P 2025P 2026P 2027P 2028P 2030P 2031P 2032P 2035P Balance Sheet Information Revolver $12 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Term Loan C 15 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Term Loan A 314 278 240 207 177 146 112 74 36 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Term Loan B 260 257 255 252 249 247 244 241 238 232 102 68 31 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Total Bank Debt $601 $535 $494 $459 $426 $392 $355 $315 $275 $232 $102 $68 $31 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ SRO Debt 619 619 615 617 621 617 611 601 590 577 460 430 396 350 188 97 ‐‐ ‐‐ SSRO Debt 293 299 305 311 317 324 331 337 337 337 337 337 337 337 329 329 329 317 Notes Debt 208 219 229 241 253 267 280 294 308 323 382 378 373 367 346 334 320 ‐‐ SSRO Fixed CI Amount ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 54 61 68 82 Notes Fixed CI Amount ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 293 Total Debt (1) $1,721 $1,671 $1,643 $1,628 $1,618 $1,600 $1,577 $1,547 $1,511 $1,470 $1,282 $1,214 $1,137 $1,054 $916 $820 $718 $691 SSRO "Sinking Fund" Amount ‐‐ $0 $0 $1 $1 $1 $1 $1 $2 $2 $4 $5 $5 $6 ‐‐ ‐‐ ‐‐ ‐‐ Net SSRO "Balance" $293 $299 $304 $311 $317 $323 $330 $336 $336 $336 $333 $333 $332 $331 $329 $329 $329 $317 Leverage Statistics (2) Bank Debt / EBITDA 2.7x 2.4x 2.1x 2.2x 2.1x 1.8x 1.6x 1.4x 1.2x 1.0x 0.4x 0.3x 0.1x ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Senior Debt / EBITDA 5.6x 5.2x 4.8x 5.1x 5.1x 4.7x 4.4x 4.1x 3.7x 3.4x 2.3x 2.0x 1.7x 1.3x 0.7x 0.4x ‐‐ ‐‐ Senior & SSRO Debt / EBITDA 6.9x 6.5x 6.1x 6.6x 6.7x 6.2x 5.9x 5.5x 5.2x 4.9x 3.6x 3.3x 3.0x 2.6x 1.9x 1.6x 1.2x 1.1x Total Debt / EBITDA 7.9x 7.5x 7.1x 7.8x 7.9x 7.4x 7.2x 6.8x 6.5x 6.2x 5.1x 4.8x 4.4x 4.0x 3.4x 3.0x 2.6x 2.4x Coverage Statistics Cash Interest Coverage 2.3x 2.3x 2.1x 2.1x 2.0x 2.1x 2.3x 2.2x 2.4x 3.2x 2.7x 3.0x 3.4x 4.2x 4.9x 5.7x 11.2x Debt Service Coverage (3) 1.4x 1.5x 1.3x 1.3x 1.3x 1.4x 1.4x 1.4x 1.5x 2.5x 2.2x 2.4x 2.7x 3.5x 4.0x 4.7x 9.2x Fixed Charge Coverage (4) 1.1x 1.1x 1.0x 1.0x 1.0x 1.1x 1.1x 1.1x 1.2x 1.8x 1.6x 1.7x 1.9x 2.3x 2.5x 2.7x 3.9x Total Cash to Creditors (5) $173 $155 $144 $136 $145 $148 $152 $158 $158 $156 $162 $162 $162 $160 $160 $161 $140 Banks 109 87 82 78 79 79 78 78 76 56 47 46 35 ‐‐ ‐‐ ‐‐ ‐‐ SRO 46 49 44 42 49 52 55 54 56 70 64 66 75 104 105 104 ‐‐ SSRO (6) 15 15 16 13 13 13 14 21 21 21 21 21 21 22 21 21 40 Notes (6) 3 4 3 3 3 4 5 5 5 9 29 29 31 34 34 36 99 % of Total Cash to Creditors Banks 62.6% 56.2% 56.8% 57.6% 54.7% 53.2% 51.7% 49.4% 48.1% 35.8% 29.1% 28.4% 21.6% ‐‐ ‐‐ ‐‐ ‐‐ SRO 26.8% 31.5% 30.1% 30.8% 34.0% 35.1% 36.3% 34.5% 35.5% 45.2% 39.8% 40.5% 46.5% 65.2% 65.4% 64.6% ‐‐ SSRO 8.7% 9.9% 10.8% 9.3% 9.0% 9.0% 9.0% 13.1% 13.1% 13.5% 13.0% 13.0% 13.1% 13.5% 13.2% 13.3% 29.0% Notes 1.9% 2.4% 2.2% 2.3% 2.4% 2.7% 3.0% 3.0% 3.3% 5.5% 18.1% 18.1% 18.9% 21.3% 21.4% 22.2% 71.0%

Notes: (1) Excludes CI although certain amounts may be included on balance sheet as determined by auditors. (2) At close leverage statistics based on projected LTM EBITDA of $219 million. (3) Represents EBITDA less capex divided by cash interest expense plus fixed amortization. (4) Represents EBITDA less capex divided by cash interest expense plus fixed amortization and fixed Tribal distributions. (5) Includes revolver and TLC paydown and pro rata share of CI cash flows. (6) Includes pro rata share of CI and New Business ECF. Assumes "discretionary" ECF designated for open market purchases or repayment is used first for optional redemption of Notes at par followed by open market purchases of SSROs at par.

GLC Advisors & Co.

Appendix B Run-Off Scenario Outputs

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GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Key Assumptions

• Operating case assumes 10% EBITDA reduction as a result of underperformance during long-term default
• Rates on debt instruments based on current contractual rates

– Banks: L+837.5bps (1.0% LIBOR floor) – Represents proposed TLB rate although Banks might negotiate higher rates as part of any forbearance – SROs: ~6.3% – Blended rate based on weighted average interest – SSROs: ~5.8% – Blended rate based on weighted average interest – Notes: 8.5%

• Tribal distribution assumed to be $46.8mm until two years after the Banks are repaid, with assumption of $35mm

thereafter until SSROs are repaid – Effectively captures Banks’ “control” of cash flow until they are repaid and subsequent litigation “cost” for Tribe in the form of increased distributions in the initial years after their repayment

• Upon repayment of SSROs, distributions to Tribe limited to ~$108mm, growing at 2% per year
• Interest is calculated based on original balances for the SROs and SSROs

– Per the terms of their indenture, the Notes calculate accrued interest based on their accreted balance

• Result of above term is that Notes balance grows at such a rate it is unrealistic they can ever be repaid in a run-off

scenario – As such, GLC believes it is likely the Tribe will attempt a bankruptcy or other method to extinguish a portion of existing debt, either immediately or as soon as Banks or senior bond tranches are repaid

Following describes the key assumptions in run-off constructs presented herein

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GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

4.0x 2.7x 6.9x 13.2x 13.5x 14.6x 0.0x 3.0x 6.0x 9.0x 12.0x 15.0x 2021 Bank 2029 SRO 2034 SSRO SROs SSROs Notes $850 $604 $650 $1,341 $2,575 $3,759 $0 $1,000 $2,000 $3,000 $4,000 2021 Bank 2029 SRO 2034 SSRO SROs SSROs Notes $3,225 $2,795 $3,759

Run-Off Summary

Run-off scenario considerably delays initial cash payments to bondholders and results in repayment after maturities of new notes under proposed restructuring

Summary of Key Run-Off Outcomes Debt Balances at Repayment Dates Leverage at Repayment Dates

• Tranches see their first cash payment in the following

years – SRO: 2021 – SSRO: 2029 – Notes: 2034

• Tranches repay based on cash flows in the following

years – Bank: 2021 – SRO: 2029 – SSRO: 2034 – Notes: NA – Repayment never occurs due to compounding of claim

36

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Model Output

Fiscal Year Ending September 30, ($mm, unless otherwise noted) At Close 2013P 2014P 2015P 2016P 2017P 2018P 2019P 2020P 2021P 2022P 2028P 2029P 2030P 2033P 2034P 2035P EBITDA $201 $207 $189 $185 $194 $198 $203 $209 $212 $215 $235 $239 $242 $253 $257 $261 Change in Working Capital (5) (2) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Capital Expenditures (40) (40) (40) (40) (40) (40) (40) (40) (41) (41) (45) (46) (46) (49) (49) (50) Sales Tax 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 7 Kien Huat Repayment ‐‐ ‐‐ ‐‐ ‐‐ (6) (15) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Kien Huat Operating Interest (3) (3) (3) (3) (3) (2) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Kien Huat Contingent Interest (8) (8) (8) (7) (8) (8) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Fixed Tribal Distributions (47) (47) (47) (47) (47) (47) (47) (47) (47) (47) (35) (35) (35) (35) (35) (171) Free Cash Flow $105 $114 $99 $95 $97 $93 $124 $129 $132 $134 $162 $165 $168 $177 $180 $47 Cogen Grant Award 1 1 1 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Bank Facility Interest (61) (61) (56) (53) (47) (40) (36) (24) (10) ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ SRO Cash Interest ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ (54) (12) (3) ‐‐ ‐‐ ‐‐ ‐‐ SSRO Cash Interest ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ (38) (13) (4) ‐‐ Notes Cash Interest ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ (47) Excess Cash Flow $45 $54 $44 $42 $50 $52 $88 $105 $122 $80 $150 $162 $130 $164 $176 ‐‐ Balance Sheet Information Kien Huat I Debt $6 $6 $6 $6 $6 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Kien Huat II Debt 15 15 15 15 15 15 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Bank Facility 552 508 453 410 368 318 266 178 73 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Total Bank Debt $574 $529 $475 $431 $389 $333 $266 $178 $73 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ SRO Debt 609 641 673 706 738 770 802 835 867 850 770 41 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ SSRO Debt 415 436 457 478 499 520 541 562 583 604 625 750 650 519 63 ‐‐ ‐‐ Notes Debt 643 698 758 822 892 968 1,050 1,139 1,236 1,341 1,455 2,374 2,575 2,794 3,569 3,759 4,031 Total Debt $2,241 $2,304 $2,363 $2,436 $2,518 $2,591 $2,659 $2,714 $2,758 $2,795 $2,850 $3,165 $3,225 $3,314 $3,632 $3,759 $4,031 Leverage Statistics (1) Bank Debt / EBITDA 2.6x 2.6x 2.3x 2.3x 2.1x 1.7x 1.3x 0.9x 0.3x ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Senior Debt / EBITDA 5.4x 5.8x 5.5x 6.0x 6.1x 5.7x 5.4x 5.0x 4.5x 4.0x 3.6x 0.2x ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ Senior & SSRO Debt / EBITDA 7.3x 8.0x 7.8x 8.5x 8.8x 8.4x 8.1x 7.7x 7.3x 6.9x 6.5x 3.4x 2.7x 2.1x 0.2x ‐‐ ‐‐ Total Debt / EBITDA 10.2x 11.5x 11.4x 12.9x 13.6x 13.4x 13.4x 13.3x 13.2x 13.2x 13.2x 13.5x 13.5x 13.7x 14.3x 14.6x 15.4x Coverage Statistics Cash Interest Coverage 3.3x 3.4x 3.4x 3.5x 4.1x 4.9x 5.6x 8.9x 21.8x 4.0x 19.4x 92.7x 6.4x 19.3x 70.7x 5.5x Debt Service Coverage (2) 2.6x 2.8x 2.7x 2.7x 3.2x 3.9x 4.5x 7.2x 17.6x 3.2x 15.7x 74.9x 5.2x 15.6x 57.1x 4.5x Fixed Charge Coverage (3) 1.5x 1.6x 1.5x 1.4x 1.6x 1.8x 2.0x 2.4x 3.0x 1.7x 4.0x 5.1x 2.7x 4.3x 5.4x 1.0x Total Cash to Creditors $106 $115 $100 $95 $97 $93 $124 $129 $132 $134 $162 $165 $168 $177 $180 $47 Banks 106 115 100 95 97 93 124 129 82 ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ SRO ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 49 134 162 43 ‐‐ ‐‐ ‐‐ ‐‐ SSRO ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 122 168 177 67 ‐‐ Notes ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 113 47 % of Total Cash to Creditors Banks 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 62.6% ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ SRO ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 37.4% 100.0% 100.0% 26.2% ‐‐ ‐‐ ‐‐ ‐‐ SSRO ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 73.8% 100.0% 100.0% 37.0% ‐‐ Notes ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ ‐‐ 63.0% 100.0%

Notes: (1) At close leverage statistics based on projected LTM EBITDA of $219 million. (2) Represents EBITDA less capex divided by cash interest expense plus fixed amortization. (3) Represents EBITDA less capex divided by cash interest expense plus fixed amortization and fixed Tribal distributions.

37

GLC Advisors & Co.

Does not represent comprehensive terms. Terms more fully described in appropriate term sheet. Term sheets reference accrued balances as of 6/30/2012. This presentation is not part of the Tribe’s presentation or of any offering materials prepared by the Tribe.

Contact information

www.glca.com New York: 805 Third Avenue 20th

Floor

New York, NY 10022 212-542-4540 San Francisco: 451 Jackson Street 2nd

Floor

San Francisco, CA 94111 415-400-2320