Exhibition Place Hotel X - Phase 1 - Consent to Change of Control of Tenant

The first phase of the hotel, located at 111 Princes' Boulevard and known as "Hotel X", opened for operations on March 20, 2018. By letter dated January 15, 2025, the Phase 1 Tenant formally advised the Board and the City, as Landlord, of a pending sale of the interest of Henry Kallan, his affiliates and related parties in the Hotel X property to the party set out in in Confidential Attachment 1 (the "Proposed Transaction"), and to request consent in respect thereof from the Landlord as required pursuant to Section 14 of the Phase 1 Lease. The letter also requested consent for a future transfer of hotel management and certain amendments to the Phase 1 Lease, both in connection with the Proposed Transaction. It is expected that the Proposed Transaction will close on or about June 2025. Staff from the City Real Estate Management and Exhibition Place have been working with the Phase 1 Tenant with respect to the requested consent. In order to facilitate the Landlord's due diligence review process, we requested and obtained from the Tenant more detailed information about the Proposed Transaction, the future transfer of hotel management and amendments to the Phase 1 Lease. Confidential Attachment 1 to this report outline the Proposed Transaction, the proposed management transfer, and Phase 1 Lease amendments. This report recommends that the Board approve the change in effective control of the Phase 1 Tenant resulting from the Proposed Transaction, and the related amendments to the Phase 1 Lease, subject to the necessary City of Toronto authorization.

2. Subject to obtaining the necessary authorization from City, the Board of Governors of Exhibition Place consent to the Phase 1 Lease amendments on the terms and conditions contained in Confidential Attachment 1, and such other and amended terms and conditions as may be satisfactory to the Chief Executive Officer and the City's approving authority, and in a form satisfactory to the City Solicitor. 3. The Board of Governors of Exhibition Place direct the Chief Executive Officer to work with City Real Estate Management Services to seek the necessary City of Toronto approval for the Proposed Transaction and Phase 1 Lease amendments set out in Recommendations 1 and 2. 4. The Board of Governors of Exhibition Place direct that the information contained in Confidential Attachment 1 remain confidential in its entirety, as it contains financial information that belongs to the Board and has monetary value or potential monetary value.