MVP REIT Business Plan Draft V20 Review

Investing in America’s Parking Infrastructure

MVP REIT FOR DUE DILIGENCE PURPOSES ONLY

Safe Harbor Statement

This presentation includes forward-looking statements that can be identified by the use of words such as “will,”
“may,” “should,” or other comparable terminology. Statements concerning future performance, cash flows and
any other guidance on present or future periods constitute forward-looking statements. Forward-looking
statements involve significant risks and uncertainties and you should not unduly rely on these statements. You
should be aware that a number of important factors could cause our actual results to differ materially from
those in these forward-looking statements including the risks summarized below and the risks described in our
filing with the Securities and Exchange Commission. The statements made herein are as of the date hereof and
we undertake no obligation to update these statements except as may be required by applicable securities
laws.

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Disclosures

We are an “emerging growth company” under the federal securities laws and will be subject to reduced public
company reporting requirements. Investing in our common stock is speculative and involves a high degree of risk.
You should purchase these securities only if you can afford a complete loss of your investment. See “Risk Factors”
beginning on page 35 to read about the more significant risks you should consider before buying shares of our
common stock. These risks include the following:

• We have a limited operating history, having commenced operations in December 2012.

• Although we have acquired several properties and identified the types of properties we intend to acquire, we
are effectively a “blind pool” because we have not identified, and you will not be able to evaluate, any additional
investments we will make with proceeds from this offering.

• This is a “best efforts” offering, and if we are unable to raise substantial funds then we may not be able to
accomplish our business objectives and the poor performance of a single investment may materially adversely
affect our overall investment performance.

• Because a predominant focus for our investments will be parking facilities, our revenues will be significantly
influenced by demand for such properties generally, and a decrease in such demand would likely have a
greater adverse effect on our revenues than if we owned a more diversified real estate portfolio.

• We depend upon our advisor and its affiliates to conduct our operations.

• There is no public trading market for the common shares and we are not required to list or liquidate by a
certain date or at all. Accordingly, the common shares lack liquidity and you may have to hold the investment
indefinitely.

• There are restrictions on your ability to have your common shares repurchased under our share repurchase
program.

• There are substantial conflicts of interest between us and our advisor and its affiliates.

• As of the date hereof, we have paid distributions from offering proceeds only. We may not be able to make
distributions on a monthly basis and may pay distributions from sources other than cash flow from operations,
including the sale of assets, borrowings or offering proceeds. We have no limits on the amounts we may pay
from such sources. If we pay distributions from sources other than our cash flow from operations, the funds
available to us for investments would be reduced and your share value may be diluted.

• We may incur substantial debt, which will increase our risk and may reduce our distributions.

• Failure to remain qualified as a REIT would adversely affect our ability to make distributions to our
stockholders.

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Contents

CEO Letter ………………………………………………………………………………………………………………………………………………………...... 3
Executive Team …………………………………………………………………………………………………………………………………………………… 4
Portfolio at a Glance …………………………………………………………………………………………………………………………………………… 6
Parking as an Asset Class …………………………………………………………………………………………………………………………………… 11
Opportunities in Growth and Development …………………………………………………………………………………………………….. 18
Opportunities in Consolidation …………………………………………………………………………………………………………………………. 25
Adding Value Through Automation …………………………………………………………………………………………………………………… 30
Operators ……………………………………………………………………………………………………………………………………………………………. 37
Financials …………………………………………………………………………………………………………………………………………………………….. 41
Portfolio Appraisals …………………………………………………………………………………………………………………………………………….. 51
Deal Pipeline ……………………………………………………………………………………………………………………………………………………….. 54
Portfolio Locations ……………………………………………………………………………………………………………………………………………… 56

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Picture depicted is not a parking facility owned by MVP REIT

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Dear Sir or Madam:

Most people have experience paying for parking, yet few people have considered parking as an
investment.
MVP provides investors an opportunity to invest in parking by being the only publicly held REIT in the
United States that invests in parking facilities. Parking is a highly fragmented asset class, with over
40,000 paid parking lots in the United States. There is a tremendous opportunity for consolidation.
This business plan explains the potential opportunities in parking ownership, the advances in parking
technology, and how MVP will use our experience and knowledge to potentially drive revenues
while working to decrease expenses. It also highlights the value of “air rights” and the potential value
enhancements they may bring to our shareholders.
MVP’s diversified management team consists of professionals from the parking, real estate, finance,
legal and technology sectors. We believe having expertise in these fields gives MVP a distinct
advantage. Our senior management team has over 40 years in the parking management
business and have worked for and with the largest parking operators in the country. Our team has
managed thousands of parking facilities throughout the United States and Canada, with a focus on
growing top line revenues, while consistently reducing expenses.
It is MVP’s vision to become the largest owner of parking spaces in the country as we continue to
consolidate this highly fragmented industry.

Think of us next time you pay for parking.

Michael V. Shustek
CEO, MVP REIT

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Executive Team

DAN HUBERTY MIKE SHUSTEK JOHN ROY

President Chief Executive Officer Chief Investment Officer

JAMES TOWNSEND TRACEE GRESS of MVP Realty Advisors, LLC.

Managing Director Chief Financial Officer LANCE MILLER

of MVP Realty Advisors, LLC. IRA LEVINE Chief Technology Officer

Outside General Counsel of MVP Realty Advisors, LLC.

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MVP REIT operates as a real estate
investment trust (“REIT”) with the
primary investment objective of
generating current income from
parking facilities.

Our investment strategy is focused on acquiring parking facilities
(including parking lots and parking garages) throughout the United
States and leasing the properties back to experienced third party
operators.

The leases are usually long term with a parking operator. In addition, we
structure most leases to include revenue participation and/or annual
CPI increases.

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Portfolio at a Glance

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MVP REIT Locations

TOTAL INVESTMENT

$119,481,500

LOCATIONS

26

SPACES

5,551

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MVP REIT Locations

15 16 20
17 19
23
18

10 12 13 14 21 22
9 11
12 56

78

24 25

COLORADO 3 26
1. * 1935 Sherman Denver Lot
4 WISCONSIN
Investment: $2,437,500 18. 412 E Clybourn St, Milwaukee, WI
Spaces: 72 INDIANA
10. 110 E Washington St, Indianapolis, IN Investment: $205,000
2. 1963 Sherman Denver Lot Spaces: 17
Investment: $585,000 Investment: $10,500,000
Spaces: 28 Spaces: 354 19. 822 N Old World 3rd St, Milwaukee, WI
Investment: $1,000,000
TEXAS 11. 301 E Washington St, Indianapolis, IN Spaces: 54
3. 813 Taylor St, Fort Worth, TX Investment: $4,995,000
Spaces: 149 20. 1124 N Old World 3rd St, Milwaukee, WI
Investment: $23,336,000 Investment: $3,900,000
Spaces: 1,013 12. 239 S Meridian St, Indianapolis, IN Spaces: 75
Investment: $1,665,000
4. 611 Fannin St, Houston, TX Spaces: 39 NEW JERSEY
Investment: $8,375,000 21. 400 E Magnolia Ave, Wildwood, NJ
Spaces: 265 OHIO
13. 400 Race St, Cincinnati, OH Investment: $970,000
MISSOURI Spaces: 40
5. 1130 Holmes St, Kansas City, MO Investment: $14,580,000
Spaces: 775 22. 401 E Glenwood Ave, Wildwood, NJ
Investment: $1,550,000 Investment: $615,000
Spaces: 164 WEST VIRGINIA Spaces: 50
14. 327 Washington Ave, Clarksburg, WV
6. 1109 Cherry St, Kansas City, MO CONNECTICUT
Investment: $515,000 Investment: $620,000 23. * 314 Fairfield Ave, Bridgeport, CT
Spaces: 84 Spaces: 94
Investment: $7,800,000
7. 1300 Spruce St, St Louis, MO MINNEAPOLIS Spaces: 878
Investment: $4,125,000 15. * 41 N 10th St, Minneapolis, MN
Spaces: 179 TENNESSEE
Investment: $10,495,000 24. 212 Poplar Ave, Memphis, TN
8. 901 Lucas St, St Louis, MO Spaces: 270
Investment: $3,463,000 Investment: $2,685,000
Spaces: 217 16. * 1022 Hennepin Ave, Minneapolis, MN Spaces: 125
Investment: $5,000,000
9. 1010 Convention Plaza, St Louis, MO Spaces: 185 25. 216 Court St, Memphis, TN
Investment: $2,575,000 Investment: $190,000
Spaces: 221 WISCONSIN Spaces: 37
17. 746 N Old World 3rd St, 215 Wells St,
FLORIDA
749-735 N 2nd St, Milwaukee, WI 26. 208 SE 6th St, Fort Lauderdale, FL
Investment: 3,900,000
Spaces: 100 Investment: $3,400,000
Spaces: 66

* MVP REIT II owns the minority interest in this property

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110 E Washington Street
Indianapolis, IN

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COMPANY VISION

MVP REIT will continue to acquire top tier
parking assets in an effort to consolidate a
highly fragmented industry and to become
the nation’s largest single owner of parking
spaces.

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MVP REIT

Our Process

STEP 01

Acquire parking facilities in
superior locations.

STEP 02

Secure long-term net lease with
well-known parking operators.

STEP 03

Structure guaranteed fixed leases
to include CPI increases, revenue

participation, or both.

STEP 04

Operator manages and runs the
facility on behalf of MVP REIT.

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Parking as an Asset Class

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Benefits of Parking Investments

Low Capital P Leases are
Expenditures generally
cancelable by
No Tenant MVP REIT
Improvement
Requirements Reduced Risk of
Tenant
Geographic
Diversification Termination

No Leasing
Commissions

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Why We Like Parking As An Asset Class

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Core Parking Strategy and Valuation

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Where We Look For Parking Assets

Government Sporting Venues Hotels Downtown Core Hospitals
and

Courthouses

People will These locations Hotels typically Downtown core People typically
typically use the typically offer offer stable locations are need access to

court system multiple sources revenue streams typically sought health care
during good of revenues and at above after by during any
times and bad price elasticity economic
average rates developers and condition
may contain
valuable air
rights.

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Pictures depicted are not parking facilities owned by MVP REIT

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Picture depicted is not a parking facility owned by MVP REIT

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Opportunities in Growth
and Development

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Continuing Growth of Vehicles in the US

* United States Department of Transportation Table 1-11: Number of U.S. Aircraft, Vehicles, Vessels, and Other Conveyances, 1960 – 2013
2014 Data: IHS Automotive, U.S. Light Vehicles in Operation, 2015

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INDUSTRY INSIGHT:

THE AVERAGE CAR IS PARKED
95 PERCENT OF THE TIME*

* The High Cost of Free Parking, Donald Shoup, 2005

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IN SOME CASES, THE
PARKING SPACE IS WORTH
MORE THAN THE VEHICLE

PARKED IN THE SPACE

(Price Per Space)

* Boston Parking Spaces: The Most Expensive Sales Since 2014, By Tom Acitelli, Boston.Curved.com

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IN SOME CASES, PARKING
INVESTMENTS ARE WORTH
MORE AS DEVELOPMENTS
THAN PARKING FACILITIES.

As the population and vehicle ownership continue to grow, parking
availability has become more difficult to find and, with this increased
demand, parking real estate values continue to rise.

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Houston 1978

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Houston Today

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Opportunities
In Consolidation

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THE PARKING INDUSTRY IS
LARGE AND FRAGMENTED

The vast majority of companies in the industry
are small, private and operate a single parking
facility.*

* Data calculated from U.S. Census Bureau; Parking Lots and Garages - By Employment Size of Enterprise, 2008.

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* The Size and Scope of Parking in America, 2014 Parking in Perspective, National Parking Association
** Data calculated from U.S. Census Bureau; Parking Lots and Garages - By Employment Size of Enterprise, 2008

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Parking Market Revenue Forecast

($ millions)

2014 2015 2016 2017 2018 2019

32,000

30,000 29,924
28,000
26,000 28,945
24,000
27,967

26,988

26,010

25,000

22,000

The International Parking Institute (IPI) estimates the US parking industry generates $25 to $30 billion a year in gross parking
revenues. According to the 2015 Premium Report on Parking Lots & Garages, the parking industry is also expected to grow
revenues by approximately 18 percent from 2014 to 2019 representing an estimated average growth of just over 3.5 percent
annually.

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301 E Washington St
Indianapolis, IN

110 E Washington St
Indianapolis, IN

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Adding Value
Through Automation

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Picture depicted is not a parking facility owned by MVP REIT

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“It is extremely important to monitor the
activities of the supervisor and the
manager. If stealing is going on, cashiers
frequently take about $100 per day;
however, supervisors and managers take
closer to $1,000 per day.”

- Larry Donoghue, Parking Revenue Control Specialist

* Parking Today: Stopping Employee Theft With Adequate Audits, By Larry Donoghue. January 2004 Parking Today Magazine

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“In fact, within the parking industry it is
estimated that up to 30 percent of
incoming cash payments will disappear
due to employee or customer theft.”

- John Couvrette

Due to recent advances in automation technology, the current trend in the
parking industry is to automate as many processes as possible.

Because automation further eliminates the possibility of human error and
reduces the handling of cash, it often results in increased revenues when it is
Implemented successfully. eliminates the possibility of human error and
reduces the handling of cash, it often results in increased revenues when it is
implemented successfully. In fact, within the parking industry it is estimated
that up to 30 percent of incoming cash payments will disappear due to
employee or customer theft.

* Mitigate Loss Through Real-Time Occupancy Data Solutions, John Couvrette, Parking - September 2014

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Picture depicted is a typical automated lot set up

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AUTOMATED
VERSUS
HUMAN CASHIERED SYSTEMS

The primary purpose of a Parking Access Revenue and Control (PARC)
system is to provide a record, or audit trail, verifying that the correct
amount of money is collected and accounted for in every parking
transaction.

While MVP REIT does not operate any parking facilities in the portfolio,
it is important to understand the technology and audit systems that
are used to operate and monitor the assets in the portfolio since it
has a direct effect on the amount of revenues that MVP will collect in
the form of revenue participation.

The PARC system helps the facility operator to prevent and detect
theft or fraud, create more credit card opportunities to limit cash
revenues, and enhance customer service offerings. The PARC system
also allows each operator to provide MVP REIT activity counts for
auditing and financial reporting purposes. Modern PARC systems
have been installed at the majority of MVP REIT locations.

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Parking Access Revenue and Control (PARC)

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Operators

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OPERATOR PARTNERSHIP

MVP is not in the parking
operations business. We do
not operate any of our parking
assets but rather focus on
relationships with our
operators by incentivizing them
in the form of profit
participation on most of our
leases.

If an operator increases
revenues beyond a pre-
established revenue threshold,
MVP generally will share a
percentage of revenues
beyond the established
threshold with the operator.*

* MVP will generally keep the majority of the revenue split. We believe
that operators with multiple locations in any given area will be incentivized to drive parking revenues to our locations.

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Leading Parking Operators

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110 E Washington Street
Indianapolis, IN

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Financials

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MVP REIT, Inc.

Consolidated Balance Sheets

December 31, 2015 December 31, 2014

ASSETS 13,812,000
388,000
Cash $ 10,511,000 $ --
Cash – restricted 1,133,000 246,000
Accounts receivable $ 42,000 27,000
Prepaid expenses 316,000
Deferred rental assets 159,000 15,264,000
11,259,000
Investments in real estate and fixed assets: 44,507,000
Land and improvements 43,010,000 88,000
Building and improvements 26,611,000
Fixed assets 88,000
87,605,000 (66,000)
Accumulated depreciation 26,545,000
Total investments in real estate and fixed assets, net (865,000)
Capitalized loan fees 86,740,000 437,000
Deposits 300,000
Other assets 534,000 127,000
Assets held for sale 16,010,000 8,313,000
Total assets 50,195,000
140,000
-- 61,000
--
115,585,000 $
16,000
LIABILITIES AND EQUITY 4,439,000

Liabilities $ 400,000 $ --
25,000 13,407,000
Accounts payable and accrued liabilities 7,000 17,923,000
Deferred revenue --
Due to related parties --
Liabilities related to assets held for sale 211,000
Security deposits 28,711,000 --
Notes payable 29,354,000
4,000
Total liabilities --
42,114,000
Commitments and contingencies -- (11,565,000)

Equity 30,553,000
1,719,000
Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued
and outstanding 32,272,000
50,195,000
Non-voting, non-participating convertible stock, $0.001 par value, 1,000
shares authorized, issued and outstanding as of December 31, 2015 and
December 31, 2014

Common stock, $0.001 par value, 98,999,000 shares authorized, 11,002,902 $ 11,000
and 4,188,956 shares issued and outstanding as of December 31, 2015 and
December 31, 2014, respectively 97,277,000
(12,863,000)
Additional paid-in capital
Accumulated deficit 84,425,000
1,806,000
Total MVP REIT, Inc. Shareholders’ Equity
86,231,000
Non-controlling interest- related party 115,585,000 $
Total equity
Total liabilities and equity

The accompanying notes are an integral part of these consolidated financial statements.

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MVP REIT, Inc.

Consolidated Statements of Operations

Revenues For the For the Year
Rental revenue Year Ended Ended
Total revenues December
December
Operating expenses 31, 2015 31, 2014
General and administrative
Acquisition expenses $ 4,650,000 658,000
Acquisition expenses – related party 4,650,000 658,000
Operation and maintenance
Depreciation 907,000 775,000
Total operating expenses 678,000 235,000
2,649,000 1,898,000
Loss from operations 928,000 422,000
799,000
Other income and expense 5,961,000 44,000
Interest expense 3,374,000
Income from investment in equity method investee (1,311,000)
Other income (2,716,000)
Total other expense
(1,313,000) (169,000)
Loss from continuing operations -- 6,000
--
Discontinued operations, net of income taxes 127,000
Gain on sale of investment in real estate held for sale (1,313,000) (36,000)
Income from assets held for sale (2,624,000) (2,752,000)

Income from discontinued operations 1,260,000 44,000
Provision for income taxes 214,000 876,000
Net loss 920,000
Net income attributable to non-controlling interest 1,474,000
Net loss attributable to MVP REIT, Inc. common shareholders’ -- --
Basic loss per weighted average common share (1,832,000)
(1,150,000)
Continued operations 148,000 5,000
Discontinued operations $ (1,837,000)
Total basic loss per weighted average common share $ (1,298,000)
Distributions declared per common share $ (0.76)
Weighted average common shares outstanding, basic $ (0.35) $ 0.25
$ 0.17 $ (0.51)
$ (0.18) $ 0.56
$
3,639,056
7,502,606

The accompanying notes are an integral part of these consolidated financial statements.

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MVP REIT, Inc.

Funds from Operations (FFO) and
Modified Funds from Operations
(MFFO)

Our calculation of FFO and MFFO is presented in the following table for the year ended December 31, 2015.

Net Loss $ (1,150,000)
Subtract:
(132,000)
Deferred rental assets
Add: 799,000
(483,000)
Depreciation and amortization of real estate assets
FFO 678,000
Add: 2,649,000
$ 2,844,000
Acquisition fees and expenses to non-affiliates
Acquisition fees and expenses to affiliates
MFFO

The accompanying notes are an integral part of these consolidated financial statements.

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MVP REIT, Inc.

Distributions

To date, all distributions have been paid from offering proceeds and represent a return of capital.

Distributions paid in Distributions paid Total Distributions Cash Flows
Paid Provided by (Used
Cash through DRIP
in) Operations
(GAAP basis)

1st Quarter, 2015 $ 535,000 $ 148,000 $ 683,000 $ (911,000)
2nd Quarter, 2015 887,000 $ (436,000)
3rd Quarter, 2015 622,000 265,000 1,140,000 (372,000)
4th Quarter 2015 1,605,000 1,976,000
Total 2015 752,000 388,000 4,315,000
257,000
1st Quarter, 2014 1,015,000 590,000
2nd Quarter, 2014
3rd Quarter, 2014 $ 2,924,000 $ 1,391,000 $
4th Quarter, 2014
Total 2014 Distributions paid in Distributions paid Total Distributions Cash Flows
Paid Provided by (Used
Cash through DRIP
in) Operations
(GAAP basis)

$ 400,000 $ 47,000 $ 447,000 $ (978,000)
422,000 60,000 $ 482,000 $ 498,000
443,000 78,000 521,000 (1,245,000)
473,000 94,000 567,000 (1,054,000)
279,000 2,017,000 (2,779,000)
$ 1,738,000 $

The accompanying notes are an integral part of these consolidated financial statements.

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MVP REIT FOR DUE DILIGENCE PURPOSES ONLY 46

MVP REIT, Inc.

Contractual Obligations

The following is a summary of our contractual obligations as of December 31, 2015.

Contractual Obligations Total Less than 1 year 1-3 years 3-5 years More than 5
years
Long-term debt obligations $ 28,711,000 $ 735,000 $ 1,319,000 $ 5,047,000
Capital Lease Obligations $ -- -- $ -- -- $ 21,610,000
Operating Lease Obligations -- -- -- --
Purchase Obligations -- -- -- -- --
Total
28,711,000 $ 735,000 1,319,000 $ 5,047,000 --

--

$ 21,610,000

The accompanying notes are an integral part of these consolidated financial statements.

FOR INVESTMENT BANKER USE ONLY | NOT TO BE USED FOR PURPOSES OF RETAIL SALES