JANUARY 2017 Canyons Resort Park City, Utah ASSESSMENT BOND FINANCING TCFC Finance Co LLC Table of Contents Page Company Introduction and Overview 2 Investment Value Add Proposition 7 Master Plan Overview 10 Assessment Financing Summary 12 Next Steps 20 1 TCFC Finance Co LLC Company Introduction and Overview Company Introduction and Overview Overview of Tax Assessment Financing Overview of Tax Assessment Financing Tax Assessment Financing (Special Assessment Bonds) are municipal bonds that are repaid with taxes assessed on the property that benefits from the improvements financed by the bonds. An Assessment District is created by Summit County. The proposed district will include all properties that will directly benefit from the improvements to be constructed. Property taxes paying for the bond are levied only on those directly benefiting from the project. For example, if a special assessment bond is issued to pay for road repairs on a certain street, only the houses and other buildings on that street will pay higher property taxes. Bonds would be issued by Summit County with the security for the bonds being the real property of TCFC and/or subsequent owners. Only lands owned by TCFC or were owned by TCFC where the buyers have already agreed to be included are to be included in the assessment area. 3 Company Introduction and Overview Company History In 2010, Värde invested in TCFC providing the capital to reposition the resort and develop the golf course In 2013, TCFC determined that Canyons should be run by a best in class operator and executed a lease with Vail for the ski and mountain operations Vail leases and controls the skiing and select lodging operations of Canyons Village and Park City Mountain Resort (“PCMR”) for an initial term of 50 years with five renewal terms of 50 years each (300 hundred years) In 2014, Vail purchased the base and operations of PCMR and announced a $50 million capital plan to connect Canyons and PCMR. Park City Resort is now the largest ski-resort in the U.S. spanning more than 7,300-acres 2008 2009 2010 2011 2012 2013 2014 2015 2016 Värde makes additional investment for Värde makes initial TCFC retains Alvarez & capital improvements, including the investment in TCFC Marsal (“A&M”) to manage Orange Bubble lift, golf course and the Company Vail announces the Apex – First others Vail acquires newly combined new project in 9 PCMR from Park City Resort years breaks Powdr Corp. ground. Vail announces Canyons Golf $50 million Course opens Vail enters a 50 capital plan to for operations. year lease & create the acquires resort largest ski operations of TCFC retains resort in the Canyons Replay as U.S. development consultant 4 Company Introduction and Overview Experienced Management Team Introduction to TCFC Management Team TCFC Finance Co LLC (“TCFC”) is led by a senior management team with offices in the Canyons Larry White, CEO, has over 30 years of real development and finance experience, has overseen this asset for the last several years, and has intimate knowledge and history of the Canyons Marshall Minor, VP of Finance, has over 15 years of senior financial management experience in resort and hotel operations, and real estate development. Marshall was part of the senior financial management team at MGM Resorts that helped the company finance and develop CityCenter in Las Vegas and MGM Macau in China Sarah-Jayne Hall, the Chief Administrative Officer, spent over 12 years as an attorney focused on complex international and domestic corporate and finance transactions Introduction to Replay Resorts TCFC has engaged Replay Resorts (“Replay”) to redevelop a master plan to maximize the density while also fulfilling TCFC’s obligations under the Lease (defined later) Replay, one of the most experienced mountain resort developers in the industry with extensive knowledge of the Park City area, has recently completed a year long process of redeveloping the master plan (the “Proposed Master Plan”) for the Entitled Density which will include luxury hotels, condominiums, time shares, townhomes and single family residences along with newly anticipated amenities Introduction to Värde Partners Värde Partners is a global alternative investment adviser focused on investing capital and resources across multiple segments and markets. Working with uncommon opportunities in a broad array of investments including corporate assets and sovereign debt, residential mortgages, real estate, specialty finance, transportation, infrastructure, and logistics. 5 Company Introduction and Overview Summary of TCFC Assets TCFC owns the following three main operating entities for the Company’s three distinct assets: TCFC LeaseCo LLC (“LeaseCo”) Owns the Canyons Ski Resort in Park City, UT (now known as Park City at Canyons Village), as well as the PCMR Lands, all of which are currently leased to Vail TCFC PropCo LLC (PropCo) Owns the Entitled Density surrounding the Canyons Village, consisting of approximately four million square feet in several areas around the resort Talisker Canyons WA Dakota LLC (“WA Dakota”) Owns the Waldorf Astoria Park City (“Waldorf”), consisting of 24 Company-owned condo units (including two presidential suites), commercial areas, such as the restaurant, spa and parking garage, and approximately 100,000 square feet of entitled land available for the construction of additional condo / hotel units and commercial space LeaseCo PropCo WA Dakota Canyons Canyons Colony Lots & Waldorf Resort PCMR Lands Development White Pine Astoria Assets Assets Canyon Ranch Park City 6 TCFC Finance Co LLC Investment Value Add Proposition Investment Value Add Proposition Opportune Timing Opportune Timing to Accelerate Development and Tax Generation Park City is poised for strong growth in the coming years as a result of the “Vail Effect” bringing more skiers to the area Projections for overnight visitor growth quickly surpass the current bed base Accelerated development in the Canyons expedites generation of tax revenue for Summit County This will require a public-private partnership with Summit County to build key infrastructure to facilitate development Image: Crossarm for the Quicksilver Gondola being lowered into position Image: Installation of new Quicksilver Gondola 8 Investment Value Add Proposition Canyons Village Visitor Growth The Canyons Village is poised for continued growth in the coming years primarily driven by an expected increase in skier visits due to Vail’s capital investment in Park City, i.e. the “Vail Effect” The area’s bed base is not currently sized to handle such growth, leading to a unique opportunity for a developer to provide much needed and sought after new product Analysts(1) currently estimate Vail skier growth at 8.5% - 13.2% in 2016 and 3.6% - 5.2% in 2017. The analysis detailed below assumes that Canyons skier visits growth will equal Vail skier growth and is conservatively set at 5% Total Canyons Lodging Units include the Grand Summit Hotel, Sunrise Lodge, Hyatt Escala Lodge, Miners Club, Silverado Lodge, Sundial Lodge, Waldorf Astoria Park City, Westgate Resort and the newly constructed Wyndham The various infrastructure projects are necessary to support the projected growth of the Canyons Village Canyons Destination Skier Growth 2015P 2016P 2017P 2018P 2019P 2020P Canyons Skier Visits 500,000 525,000 551,250 578,813 607,753 638,141 x Destination Skier % (2) 65.0% 65.0% 65.0% 65.0% 65.0% 65.0% Total Estimated Destination Skiers 325,000 341,250 358,313 376,228 395,040 414,792 (1) Barclays Vail Resorts Equity Research Report dated 10/2/2015 and Credit Suisse Vail Resorts Equity Research Report dated 9/16/2015 (2) Average Rocky Mountain Destination Skier Percentage per KOTTKE National End of Season Survey 2014/2015 9 TCFC Finance Co LLC Master Plan Overview Master Plan Overview Proposed Master Plan Overall Site Plan Replay has worked diligently with TCFC and various constituents in the Canyons area developing a flexible master plan for the Canyons Village area that satisfies the obligations set forth under the Vail Lease and requirements designated by the County and other key constituents The plan, most importantly, provides much anticipated and sought after product that meets the real estate demands of Park City while revamping and revitalizing the way visitors will experience the resort throughout the year In addition to ~140,000 SF of commercial density, the Proposed Master Plan calls for approximately 1,300 total residential units with an average unit size of 1,400 sq. ft. 11 TCFC Finance Co LLC Assessment Bond Financing Summary Assessment Financing Summary Overview The Company recently engaged Lewis Young Robertson & Burningham, Inc., (“LYRB”) of Salt Lake City to review the various public finance options available to assist in the development of the Canyons Village at Park City As part of the scope of services LYRB has prepared detailed Assessment Bond financial models to show how financing will impact constituents. The financial models provided preliminary detail for the funding resource for a variety of infrastructure projects: Assessment Area Bonds: $21 mm gross value to fund $15 mm of infrastructure projects and $6 mm of debt service/capitalized interest/issuance costs. A funding scenario has been developed which details the assessment TCFC’s parcels for issuance of a bond or series of bonds anticipated to be paid back over a 20 year period. The financing mechanism provides sufficient funding for the required infrastructure TCFC continues