Charting a Bold Future: VENU CEO J.W. Roth Discusses Key Initiatives, Partnerships, and Expansion Achievements in Letter to Shareholders

Venu Holding Corporation ("VENU" or the “Company”) (NYSE American: VENU), a developer, owner, and operator of upscale live music venues and premium hospitality destinations, today announced a letter to shareholders from Chairman and Chief Executive Officer J.W. Roth.

Dear Fellow Shareholders:

We have experienced a significantly productive six weeks since our first quarter 2025 earnings call back in May, marked by meaningful momentum, bold initiatives, and strategic moves that are rapidly shaping the future of VENU. Through the successful launch of our fan-forward Reg A+ Preferred Stock Offering, significant new partnerships including Aramark Sports + Entertainment (Aramark) and Billboard, groundbreaking progress at our Sunset Amphitheaters, and impactful community contributions made possible by your continued support, we're not just redefining live entertainment—we’re elevating it.

Validating the Model: Strategic Partners Align with VENU’s Vision

This quarter, two nationally recognized brands—Aramark and Billboard—took meaningful steps to align themselves with VENU’s long-term vision. Their support reinforces the credibility of our business model and highlights the strategic value of our growing national footprint.

On June 10, we announced long-term multi-venue management agreement, which included an equity investment, with Aramark Sports + Entertainment, one of the most trusted names in venue operations. Aramark will lead food, beverage, merchandise, and facilities management at several of our flagship venues, including at our McKinney, and Broken Arrow amphitheaters, and our Ford Amphitheater in Colorado Springs. Their partnership reinforces our venues’ scalability and our premium positioning, and it will meaningfully enhance both fan experience and operating efficiency.

The following day, we unveiled a multi-faceted partnership with Billboard, the definitive voice of the music industry. Through this collaboration, VENU will activate across key Billboard events and platforms, amplifying our differentiated “fan-founded, fan-owned” model while also debuting the Disruptor Award. This partnership elevates VENU’s national brand presence, connects us to the heart of artist and industry culture, and further strengthens our visibility among future fans and future shareholders. Don’t just take it from me, hear it from Editor and Chief of Billboard, Hannah Karp.

Scaling Our Footprint: Building High-Value Assets in Strategic Growth Markets

VENU continues to execute on its real estate-first growth strategy, advancing a high-impact development pipeline across strategically selected markets. Each new venue represents a scalable, revenue-generating asset designed to drive long-term shareholder value through diversified income streams and increased brand equity.

In McKinney, Texas, we officially broke ground on what will become the largest venue in our portfolio: the 20,000-seat Sunset Amphitheater powered by EIGHT Elite Light Beer. The groundbreaking event featured performances by Evan Felker of Turnpike Troubadours and Robert Earl Keen, showcasing the cultural weight this project already carries. With a projected opening in Q3 2026, McKinney will serve as a cornerstone for our Texas expansion and a flagship property for national touring acts.

Development of our venue in Broken Arrow, Oklahoma continues to advance rapidly and is already gaining attention from top national promoters and agencies. Discussions are well underway to secure a marquee line up for the inaugural season, targeted to begin Q2 2026.

In El Paso, Texas, VENU is filling a major geographic gap in national tour routing with a new multi-seasonal amphitheater scheduled to open in Q4 2026. Demand from artists and fans is accelerating, and we’ve launched bilingual marketing efforts to further engage the growing Latin music audience. Early response to Luxe FireSuite and Aikman Club offerings has been overwhelming, demonstrating strong local interest and investor appetite.

Since the beginning of the year, we’ve continued to expand our pathways to Luxe FireSuite fractional ownership, introducing structured financing options and, most recently, launching a strategic partnership with Sands Investment Group to offer nationwide triple net (NNN) real estate opportunities.

This quarter also marked the addition of two emerging markets to our development roadmap. In Centennial, Colorado, we are moving forward with plans for a high-end, indoor music venue in one of the state’s most trafficked commercial intersections. And, for the very first time, Centennial will feature an innovative indoor version of VENU’s signature Luxe FireSuites, available for fractional ownership opportunities.

Meanwhile in Houston, TX, our team has narrowed down potential sites with updates expected in the coming months.

As we scale, each new venue increases our asset base, diversifies our revenue, and builds a platform for multi-market brand leverage.

Community Investment with Strategic Return

While our core mission is creating unforgettable live entertainment experiences, we believe the strongest brands are built on purpose. Through the VENU Arts and Culture Foundation, our 501(c)(3) nonprofit, we invest in the communities that support our venues—building goodwill, increasing local engagement, and laying the groundwork for long-term loyalty and market resonance.

This quarter, with the support of our investor community, the Foundation awarded its first grants:

• Rock Academy at ACL – new instruments for aspiring student musicians
• El Pomar Youth Sports Park – funding for two large-scale murals
• Palmer Lake Arts Council – installation of public sculptures

These efforts enhance our standing with local stakeholders and differentiate VENU as a values-driven operator, benefits that are both socially meaningful and strategically sound.

Growing Recognition from Top Media Outlets

As VENU’s momentum accelerates, our story continues to attract attention from leading national outlets, further validating our business model, leadership team, and long-term market opportunity.

Recent coverage includes:

• Billboard – “JW Roth on Building the Future of Premium Concerts”
• Pollstar Magazine – “Reinventing the Amphitheater Model with $1.3B (and Counting)”
• Schwab Network – “The Live Music Space is on Fire”
• Additional features in D Magazine, 5280, Celebrity Access, and others

These spotlights reflect growing industry recognition and increased awareness across investor, artist, and fan communities.

Expanding Investor Access with Reg A+ Offering

Earlier in June, we launched our Regulation A+ 8.0% Convertible Preferred Stock Offering, designed to expand investor access and broaden participation in VENU’s long-term growth. This offering enables both accredited and non-accredited investors to become equity holders while receiving exclusive loyalty perks based on investment level, ranging from complimentary concert tickets to VIP experiences and autographed memorabilia.

Recently announced, shares can now be purchased using eligible retirement accounts, offering a tax-advantaged pathway to invest in VENU’s future.

This offering reflects our continued commitment to inclusive ownership and shareholder alignment.

With our venue pipeline expanding, nationally recognized partners joining our mission, and a differentiated model that combines real estate, hospitality, and entertainment, VENU is entering its next phase with momentum—and with you, our shareholders, at the center of it.

We’ll continue to keep you informed as our story unfolds. Until then, thank you for your belief in what we’re building.

Onward,

J.W. Roth
Founder, Chairman & CEO
Venu Holding Corporation

About Venu Holding Corporation

Venu Holding Corporation ("VENU") (NYSE American: VENU), founded by Colorado Springs entrepreneur J.W. Roth, is a premier hospitality and live music venue developer dedicated to building luxury, experience-driven entertainment destinations. VENU’s campuses in Colorado Springs, Colorado, and Gainesville, Georgia, each feature Bourbon Brothers Smokehouse and Tavern, The Hall at Bourbon Brothers, and unique to Colorado Springs, Notes Eatery and the 9,750-seat Ford Amphitheater. Expanding with new Sunset Amphitheaters in Oklahoma and Texas, VENU’s upcoming large-scale venues will host between 12,500 and 20,000 guests, continuing VENU’s vision of redefining the live entertainment experience. Click here for company overview.

VENU has been recognized nationally by The Wall Street Journal, The New York Times, Denver Post, Billboard, VenuesNow, and Variety for its innovative and disruptive approach to live entertainment. Through strategic partnerships with industry leaders such as AEG Presents and NFL Hall of Famer and Founder of EIGHT Elite Light Beer, Troy Aikman, VENU continues to shape the future of the entertainment landscape. For more information, visit VENU’s website, Instagram, LinkedIn, or X.

Forward Looking Statements

Certain statements in this press release constitute "forward-looking statements" within the meaning of the federal securities laws. Words such as "may," "might," "will," "should," "believe," "expect," "anticipate," "estimate," "continue," "predict," "forecast," "project," "plan," "intend" or similar expressions, or statements regarding intent, belief, or current expectations, are forward-looking statements. While the Company believes these forward-looking statements are reasonable, undue reliance should not be placed on any such forward-looking statements, which are based on information available to us on the date of this release. These forward-looking statements are based upon current estimates and assumptions and are subject to various risks and uncertainties, including without limitation those set forth in the Company's filings with the SEC, not limited to Risk Factors relating to its business contained therein. Thus, actual results could be materially different. The Company expressly disclaims any obligation to update or alter statements whether as a result of new information, future events or otherwise, except as required by law.

Disclaimer: VENU is offering securities through the use of an Offering Statement that has been qualified by the Securities and Exchange Commission under Tier II of Regulation A. Before making any investment, you are urged to read the Final Offering Circular carefully for a more complete understanding of the issuer and the offering. There is no guarantee of return, and you should only invest money that you can afford to lose. Use proper risk management when considering this investment. The offering documents may include “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provisions for forward-looking statements. This information is supplied from sources we believe to be reliable, but we cannot guarantee accuracy. Although we believe our expectations expressed in such forward-looking statements are reasonable, we cannot assure you that they will be realized. Investors are cautioned that such forward-looking statements involve risks and uncertainties, including, but not limited to the risks and uncertainties set forth in the attached materials, which could cause actual results to differ materially from the anticipated results set forth in such forward-looking statements. Any forward-looking statement made by us speaks only as of the date on which it is made, and we undertake no obligation to publicly update any forward-looking statement except as may be required by law.

The securities offered by VENU are highly speculative. Investing in these securities involves significant risks. The investment is suitable only for persons who can afford to lose their entire investment. Investors must understand that such investment could be illiquid for an indefinite period of time. VENU intends to apply to have our Series A Preferred Stock listed on the NYSE American under the symbol “VENUP” following the NYSE American’s certification of the Form 8-A of the Company to be filed after the final closing of this offering. The listing of the Company’s Series A Preferred Stock on the NYSE American is not a condition of the Company’s proceeding with this offering, and no assurance can be given that our application to list on the NYSE American will be approved or that an active trading market for our Series A Preferred Stock will develop. Our Series A Preferred Stock is not currently listed or quoted on any exchange. For additional information on VENU, the offering and any other related topics, please review the Form 1-A offering circular that can be found by searching for VENU under Filings/Company filings search on www.sec.gov. Additional information concerning Risk Factors related to the offering, including those related to the business, government regulations, intellectual property and the offering in general, can be found in the risk factor section of the Form 1-A offering circular.

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