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Gaming And Leisure Properties Reports Record Third Quarter 2023 Results And Updates 2023 Full Year Guidance

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WYOMISSING, Pa., Oct. 26, 2023 (GLOBE NEWSWIRE) — Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI” or the “Company”) today announced financial results for the quarter ended September 30, 2023.

Financial Highlights

    Three Months Ended September 30,
(in millions, except per share data)     2023     2022
Total Revenue   $ 359.6   $ 333.8
Income from Operations   $ 268.3   $ 317.6
Net Income   $ 189.3   $ 226.2
FFO(1) (4)   $ 254.4   $ 232.8
AFFO(2) (4)   $ 251.2   $ 235.0
Adjusted EBITDA(3) (4)   $ 327.1   $ 308.8
Net income, per diluted common share and OP units(4)   $ 0.70   $ 0.85
FFO, per diluted common share and OP units(4)   $ 0.94   $ 0.88
AFFO, per diluted common share and OP units(4)   $ 0.92   $ 0.89

 

(1) Funds from Operations (“FFO”) is net income, excluding (gains) or losses from dispositions of property, net of tax and real estate depreciation as defined by NAREIT.

(2) Adjusted Funds From Operations (“AFFO”) is FFO, excluding, as applicable to the particular period, stock based compensation expense; the amortization of debt issuance costs, bond premiums and original issuance discounts; other depreciation; amortization of land rights; accretion on investment in leases, financing receivables; non-cash adjustments to financing lease liabilities; property transfer tax recoveries; impairment charges; straight-line rent adjustments; losses on debt extinguishment; and provision (benefit) for credit losses, net, reduced by capital maintenance expenditures.

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(3) Adjusted EBITDA is net income, excluding, as applicable to the particular period, interest, net; income tax expense; real estate depreciation; other depreciation; (gains) or losses from dispositions of property, net of tax; stock based compensation expense, straight-line rent adjustments, amortization of land rights, accretion on investment in leases, financing receivables; non-cash adjustments to financing lease liabilities; property transfer tax recoveries; impairment charges; losses on debt extinguishment and provision (benefit) for credit losses, net.

(4) Metrics are presented assuming full conversion of limited partnership units to common shares and therefore before the income statement impact of non-controlling interests.

Peter Carlino, Chairman and Chief Executive Officer of GLPI, commented, “The merits of our strategy to work with the industry’s leading operators and support their current and future initiatives, while expanding and diversifying our tenant roster in an accretive manner, was evident again in our record third quarter results. On an operating basis, third quarter total revenue rose 7.7% year over year to $359.6 million and AFFO grew 6.9% on a comparable basis. Our third quarter and year-to-date financial growth reflects GLPI’s stable base of gaming operator tenants and benefited from ten properties added in 2022 and in the nine-month period ended September 30, 2023, which we expect will continue to benefit comparisons in the balance of 2023 and beyond.   With our opportunistic approach to portfolio expansion, the proven long-term resiliency of our tenants’ revenue streams, and comfortable rent coverage ratios across our portfolio, we expect to continue to deliver strong capital returns and yields for our shareholders which is highlighted by our third quarter 2023 dividend of $0.73 per share, up from $0.705 per share in the year-ago period.

“Our pipeline of growth opportunities remains robust and in the third quarter we expanded our footprint with the acquisition of the land associated with the Hard Rock Casino development project in Rockford, IL for $100 million and entered into a 99-year ground lease with 815 Entertainment with initial annual rent of $8 million. The strong initial results at 815 Entertainment’s temporary facility demonstrate the attractiveness of the property’s location and the depth of the market. Hard Rock is the property manager of and an equity investor in 815 Entertainment, bringing its world-class management team to the project and we expect that the world-renowned Hard Rock brand would support and solidify the new casino’s position as a tourist destination and entertainment venue. The overall transaction structure reflects our creativity in crafting a comprehensive construction financing solution.

“We further expanded our footprint through the acquisition of the land and certain improvements at Casino Queen Marquette for $32.72 million resulting in an annual rent increase on the Casino Queen Master Lease of $2.7 million.   We continue to believe there are near- and longer-term cases for GLPI to further support tenants with innovative financing, capital and development structures in an accretive, prudent manner.   This operating strategy has driven stable, visible growth of our rental cash flows and AFFO for ten years, enabling GLPI to consistently increase capital returns to shareholders.

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“After undergoing an $85 million transformation, The Queen Baton Rouge, formerly known as Hollywood Casino Baton Rouge, opened to the public on August 24, marking Louisiana’s freshest casino gaming, sports wagering, entertainment, and dining location. The rebranded and completely new property, now situated on dry land near downtown along the Mississippi River, is poised to become a premier dining and entertainment destination, boasting an expanded footprint of over 100,000 square feet. Rent under the Casino Queen Master Lease was adjusted to reflect a yield of 8.25% on GLPI’s project costs of $77 million.  

“We remain excited about the agreement we entered into earlier this year with our tenant Bally’s and Major League Baseball’s Oakland Athletics, to develop an integrated casino within a new 30,000-seat Las Vegas stadium for the team at our 35-acre Tropicana site. GLPI intends to commit to up to $175 million of funding for construction costs and may have the opportunity to provide additional construction financing under certain circumstances.   In June, the Nevada legislature approved public funding for the A’s Las Vegas stadium paving the way for the stadium project at the site and the ultimate re-development of the Tropicana Las Vegas.   The letter of intent provides that the transaction will be subject to customary approvals and other conditions, including the approval of the MLB owners to relocate the team on or before December 1, 2023, and certain approvals by the Nevada Gaming Control Board and Nevada Gaming Commission.

“With recent portfolio additions and completed transactions combined with contractual rent escalators, we see continued financial growth in the balance of 2023 and beyond. Our disciplined capital investment approach, combined with our focus on stable and resilient regional gaming markets, supports our confidence that the Company is well positioned to further grow our cash dividend and drive long-term shareholder value.”

Recent Developments

  • On September 6, 2023, the Company acquired the land and certain improvements at Casino Queen Marquette for $32.72 million. The annual rent on the Casino Queen Master Lease was increased by $2.7 million for this acquisition. Additionally, the Company anticipates funding up to $12.5 million of certain construction costs of a landside development project at Casino Queen Marquette that is expected to be completed by December 31, 2024.
  • In September 2023, the Company sold 4.4 million shares through a sales agent in at the market offerings which raised net proceeds of $210.8 million.
  • On August 29, 2023, the Company acquired the land associated with the Hard Rock Casino development project in Rockford, IL from an affiliate of 815 Entertainment, LLC (together, “815 Entertainment”) for $100 million. Simultaneously with the land acquisition, GLPI entered into a ground lease with 815 Entertainment for a 99- year term. The initial annual rent for the ground lease is $8 million, subject to fixed 2% annual escalation beginning with the lease’s first anniversary and for the entirety of its term. (the “Rockford Lease”)
  • In addition to the Rockford Lease, GLPI has also committed to providing up to $150 million of development funding (of which $40 million was funded as of September 30, 2023) via a senior secured delayed draw term loan (the “Rockford Loan”). Any borrowings under the Rockford Loan will be subject to an interest rate of 10%. The Rockford Loan has a draw period of up to one year and a maximum outstanding period of up to six years (five-year initial term with a one-year extension). The Rockford Loan is prepayable without penalty following the opening of the Hard Rock Casino in Rockford, IL, which is expected in September 2024. The Rockford Loan advances are subject to typical construction lending terms and conditions. The Company also received a right of first refusal on the building improvements of the Hard Rock Casino in Rockford, IL if there is a future decision to sell them once completed.
  • On August 24, 2023, the Company’s landside development project at Casino Queen Baton Rouge opened to the public. Rent under the Casino Queen Master Lease was adjusted to reflect a yield of 8.25% on GLPI’s project costs of $77 million.
  • On May 13, 2023, the Company, Tropicana Las Vegas, Inc., a Nevada corporation and wholly owned subsidiary of Bally’s Corporation (NYSE: BALY) (“Bally’s”), and Athletics Holdings LLC (“Athletics”), which owns the Major League Baseball (“MLB”) team currently known as the Oakland Athletics (the “Team”), entered into a binding letter of intent (the “LOI”) setting forth the terms for developing a stadium that would serve as the home venue for the Team (the “Stadium”). The Stadium is expected to complement the potential resort redevelopment envisioned at our 35-acre property in Clark County, Nevada (the “Tropicana Site”), owned indirectly by GLPI through its indirect subsidiary Tropicana Land LLC, a Nevada limited liability company, and leased by GLPI to Bally’s pursuant to that certain Ground Lease dated as of September 26, 2022 (the “Original Ground Lease”). The LOI allows for Athletics to be granted fee ownership by GLPI of approximately 9 acres of the Tropicana Site for construction of the Stadium. The LOI provides that following the Stadium site transfer, there will be no reduction in the rent obligations of Bally’s on the remaining portion of the Tropicana Site or other modifications to the Original Ground Lease, and that to the extent GLPI has any consent or approval rights under the Original Ground Lease, such rights shall remain enforceable unless expressly modified in writing in the definitive documents. Bally’s and GLPI are agreeing to provide the Stadium site transfer in exchange for the benefits that the Stadium is expected to bring to the Tropicana Site. The LOI provides that the Athletics shall pay all the costs associated with the design, development, and construction of the Stadium and Bally’s shall pay all costs for the redevelopment of the casino and hotel resort amenities. GLPI is expected to commit to up to $175 million of funding for hard construction costs, such as demolition and site preparation and build out of minimum public spaces needed for utilization of the Stadium (including, without limitation, a food, beverage and retail entrance plaza and structured parking). The LOI provides that during the development period, rent will be due at 8.5% of what has been funded, provided that the first $15.0 million advanced for the costs of construction of the food, beverage and retail entrance plaza shall not be subject to increased rent. GLPI may have the opportunity to fund additional amounts of the construction under certain circumstances. In addition, the LOI provides that the transaction will be subject to customary approvals and other conditions, including, without limitation, the approval of the MLB owners to relocate the Team on or before December 1, 2023, and certain approvals by the Nevada Gaming Control Board and Nevada Gaming Commission.
  • On January 13, 2023, the Company called for redemption of all of its $500 million, 5.375% Senior Notes (the “Notes”) due in 2023. GLPI redeemed all of the Notes on February 12, 2023 (the “Redemption Date”) for $507.5 million which represented 100% of the principal amount of the Notes plus accrued interest through the Redemption Date. GLPI funded the redemption of the Notes primarily from cash on hand as well as through the settlement of the Company’s forward sale agreement which resulted in net proceeds of $64.6 million through the issuance of 1,284,556 shares.
  • On January 3, 2023, the Company completed its previously announced acquisition from Bally’s of the real property assets of Bally’s Tiverton and Hard Rock Hotel & Casino Biloxi for total consideration of $635 million, inclusive of approximately $15 million in the form of OP units. These properties were added to the Company’s existing Master Lease with Bally’s. The initial rent for the lease was increased by $48.5 million on an annualized basis, subject to contractual escalations based on the Consumer Price Index (“CPI”), with a 1% floor and a 2% ceiling, subject to CPI meeting a 0.5% threshold.

    In connection with the closing, a $200 million deposit funded by GLPI in September 2022 was returned to the Company along with a $9.0 million transaction fee that was accounted for as a reduction of the purchase price of the assets acquired with no earnings impact. Concurrent with the closing, GLPI borrowed $600 million under its previously structured delayed draw term loan.

    GLPI continues to have the option, subject to receipt by Bally’s of required consents to acquire the real property assets of Bally’s Twin River Lincoln Casino Resort in Lincoln, RI prior to December 31, 2026, for a purchase price of $771 million which, if consummated, would result in additional initial rent of $58.8 million.

  • Effective January 1, 2023, the Company completed the creation of a new master lease (the “PENN 2023 Master Lease”) with PENN Entertainment, Inc. (NASDAQ: PENN) (“PENN”) for seven of PENN’s current properties. The Company and PENN also agreed to a funding mechanism to support PENN’s relocation and development opportunities at several properties included in the PENN 2023 Master Lease.

    The original PENN Master Lease was amended (the “Amended PENN Master Lease”) to remove PENN’s properties in Aurora and Joliet, Illinois, Columbus and Toledo, Ohio, and Henderson, Nevada. Those properties were added to the PENN 2023 Master Lease. In addition, the existing leases for the Hollywood Casino at The Meadows in Pennsylvania and Hollywood Casino Perryville in Maryland were terminated and these properties were transferred to the PENN 2023 Master Lease. GLPI agreed to fund up to $225 million for the relocation of PENN’s riverboat casino in Aurora at a 7.75% cap rate. GLPI also agreed to fund, at PENN’s election, up to an additional $350 million for the relocation of Hollywood Casino Joliet as well as the construction of a hotel at Hollywood Casino Columbus and a second hotel tower at the M Resort Spa Casino in Henderson, Nevada, at the then current market rates.

    The terms of the PENN 2023 Master Lease and the Amended PENN Master Lease are substantially similar to the original PENN Master Lease with the following key differences;

  • The PENN 2023 Master Lease is cross-defaulted and co-terminus with the Amended PENN Master Lease;
  • The annual rent for the PENN 2023 Master Lease is $232.2 million in base rent which is fixed with annual escalation of 1.50%, with the first escalation occurring for the lease year beginning on November 1, 2023; and,
  • The annual rent for the Amended PENN Master Lease is $284.1 million, consisting of $208.2 million of building base rent, $43.0 million of land base rent, and $32.9 million of percentage rent.

Dividends

On August 30, 2023, the Company’s Board of Directors declared the third quarter dividend of $0.73 per share on the Company’s common stock. The dividend was paid on September 29, 2023 to shareholders of record on September 15, 2023. The third quarter 2022 dividend was $0.705 per share on the Company’s common stock.

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2023 Guidance

Reflecting the current operating and competitive environment, the Company is updating its AFFO guidance for the full year 2023 based on the following assumptions and other factors:

  • The guidance does not include the impact on operating results from any pending or possible future acquisitions or dispositions, future capital markets activity, or other future non-recurring transactions.
  • The guidance assumes there will be no material changes in applicable legislation, regulatory environment, world events, including a new pandemic outbreak, weather, recent consumer trends, economic conditions, oil prices, competitive landscape or other circumstances beyond our control that may adversely affect the Company’s results of operations.
  • We anticipate that annual percentage rent will decline by approximately $5.0 million to $6.0 million and annual building base rent will increase by $4.2 million on the Amended Penn Master Lease effective November 1, 2023, resulting in an overall reduction to the Company’s 2023 rental income of between $0.1 million and $0.3 million.

The Company estimates AFFO for the year ending December 31, 2023 will be between $1,003 million and $1,006 million, or between $3.68 and $3.69 per diluted share and OP units. GLPI’s prior guidance contemplated AFFO for the year ending December 31, 2023 of between $994 million and $999 million, or between $3.66 and $3.68 per diluted share and OP units.

The Company does not provide a reconciliation for non-GAAP estimates on a forward-looking basis, including the information above, where it is unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort.   This is due to the inherent difficulty of forecasting the timing and/or amounts of various items that would impact net income, which is the most directly comparable forward-looking GAAP financial measure. This includes, for example, provision for credit losses, net, acquisition costs and other non-core items that have not yet occurred, are out of the Company’s control and/or cannot be reasonably predicted.   For the same reasons, the Company is unable to address the probable significance of the unavailable information.   In particular, the Company is unable to predict with reasonable certainty the amount of the change in the provision for credit losses, net, under ASU No. 2016-13 – Financial Instruments – Credit Losses (“ASC 326”) in future periods. The non-cash change in the provision for credit losses under ASC 326 with respect to future periods is dependent upon future events that are entirely outside of the Company’s control and may not be reliably predicted, including the performance and future outlook of our tenant’s operations for our leases that are accounted for as investment in leases, financing receivables, as well as broader macroeconomic factors and future predictions of such factors. As a result, forward-looking non-GAAP financial measures provided without the most directly comparable GAAP financial measures may vary materially from the corresponding GAAP financial measures.

Portfolio Update

GLPI’s primary business consists of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements. As of September 30, 2023, GLPI’s portfolio consisted of interests in 61 gaming and related facilities, including, the real property associated with 34 gaming and related facilities operated by PENN, the real property associated with 7 gaming and related facilities operated by Caesars Entertainment, Inc. (NASDAQ: CZR) (“Caesars”), the real property associated with 4 gaming and related facilities operated by Boyd Gaming Corporation (NYSE: BYD) (“Boyd”), the real property associated with 9 gaming and related facilities operated by Bally’s, the real property associated with 3 gaming and related facilities operated by The Cordish Companies, the real property associated with 3 gaming and related facilities operated by Casino Queen and 1 facility under development that is intended to be managed by Hard Rock. These facilities are geographically diversified across 18 states and contain approximately 28.7 million square feet of improvements.

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Conference Call Details

The Company will hold a conference call on October 27, 2023, at 10:00 a.m. (Eastern Time) to discuss its financial results, current business trends and market conditions.

To Participate in the Telephone Conference Call:
Dial in at least five minutes prior to start time.
Domestic: 1-877/407-0784
International: 1-201/689-8560

Conference Call Playback:
Domestic: 1-844/512-2921
International: 1-412/317-6671
Passcode: 13742175
The playback can be accessed through Friday, November 3, 2023.

Webcast
The conference call will be available in the Investor Relations section of the Company’s website at www.glpropinc.com. To listen to a live broadcast, go to the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary software. A replay of the call will also be available for 90 days thereafter on the Company’s website.

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GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except per share data) (unaudited)
       
  Three Months Ended September 30,   Nine Months Ended September 30,
    2023       2022       2023       2022  
Revenues              
Rental income $ 321,206     $ 296,779     $ 958,410     $ 874,130  
Interest income from investment in leases, financing receivables   38,332       37,039       112,931       101,167  
Interest income from real estate loans   22             22        
Total income from real estate   359,560       333,818       1,071,363       975,297  
               
Operating expenses              
Land rights and ground lease expense   12,406       11,754       36,312       37,178  
General and administrative   13,600       12,060       42,689       40,004  
Gains from dispositions of property   (22 )     (67,430 )     (22 )     (67,481 )
Property transfer tax recovery and impairment charge   (2,187 )           (2,187 )     3,298  
Depreciation   65,846       59,887       197,131       178,980  
Provision (benefit) for credit losses, net   1,613       (19 )     24,012       28,859  
Total operating expenses   91,256       16,252       297,935       220,838  
Income from operations   268,304       317,566       773,428       754,459  
               
Other income (expenses)              
Interest expense   (79,788 )     (76,574 )     (240,519 )     (232,753 )
Interest income   1,273       488       6,801       612  
Losses on debt extinguishment               (556 )     (2,189 )
Total other expenses   (78,515 )     (76,086 )     (234,274 )     (234,330 )
               
Income before income taxes   189,789       241,480       539,154       520,129  
Income tax expense   482       15,261       1,040       16,431  
Net income $ 189,307     $ 226,219     $ 538,114     $ 503,698  
Net income attributable to non-controlling interest in the Operating Partnership   (5,297 )     (6,265 )   $ (15,123 )     (13,162 )
Net income attributable to common shareholders $ 184,010     $ 219,954     $ 522,991     $ 490,536  
               
Earnings per common share:              
Basic earnings attributable to common shareholders $ 0.70     $ 0.86     $ 1.99     $ 1.96  
Diluted earnings attributable to common shareholders $ 0.70     $ 0.85     $ 1.99     $ 1.95  

GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIES
Current Year Revenue Detail
(in thousands) (unaudited)
 
Three Months Ended September 30, 2023 Building
base rent
Land base
rent
Percentage
rent and
other
rental
revenue
Interest
income on
real estate
loans
Total cash
income
Straight-line
rent
adjustments
Ground
rent in
revenue
Accretion
on
financing
leases
Total
income
from real
estate
Amended PENN Master Lease $ 52,049 $ 10,758 $ 7,705   $ $ 70,512 $ (3,273 ) $ 557 $ $ 67,796
PENN 2023 Master Lease   58,042     (118 )     57,924   6,492         64,416
Amended Pinnacle Master Lease   60,277   17,814   7,164       85,255   1,858     2,061     89,174
PENN Morgantown Lease     773         773           773
Caesars Master Lease   15,824   5,932         21,756   2,394     362     24,512
Horseshoe St. Louis Lease   5,844           5,844   472         6,316
Boyd Master Lease   20,068   2,946   2,566       25,580   574     516     26,670
Boyd Belterra Lease   710   473   473       1,656   151         1,807
Bally’s Master Lease   25,893           25,893       2,723     28,616
Maryland Live! Lease   18,750           18,750       2,067   3,404   24,221
Pennsylvania Live! Master Lease   12,500           12,500       298   2,250   15,048
Casino Queen Master Lease   6,417           6,417   274         6,691
Tropicana Las Vegas Lease     2,628         2,628           2,628
Rockford Lease     711         711         159   870
Rockford Loan           22   22           22
Total $ 276,374 $ 42,035 $ 17,790   $ 22 $ 336,221 $ 8,942   $ 8,584 $ 5,813 $ 359,560

Nine Months Ended September 30, 2023 Building
base rent
Land base
rent
Percentage
rent and
other
rental
revenue
Interest
income on
real estate
loans
Total cash
income
Straight-line
rent
adjustments
Ground
rent in
revenue
Accretion
on
financing
leases
Total
income
from real
estate
Amended PENN Master Lease $ 156,146 $ 32,276 $ 23,041   $ $ 211,463 $ (9,820 ) $ 1,735 $ $ 203,378
PENN 2023 Master Lease   174,127     (198 )     173,929   19,476         193,405
Amended Pinnacle Master Lease   179,255   53,442   21,492       254,189   5,574     6,086     265,849
PENN Morgantown Lease     2,318         2,318           2,318
Caesars Master Lease   47,472   17,796         65,268   7,182     1,118     73,568
Horseshoe St. Louis Lease   17,533           17,533   1,415         18,948
Boyd Master Lease   59,680   8,839   7,697       76,216   1,722     1,297     79,235
Boyd Belterra Lease   2,110   1,420   1,417       4,947   454         5,401
Bally’s Master Lease   76,546           76,546       8,337     84,883
Maryland Live! Lease   56,250           56,250       6,307   10,036   72,593
Pennsylvania Live! Master Lease   37,500           37,500       931   6,611   45,042
Casino Queen Master Lease   17,531           17,531   442         17,973
Tropicana Las Vegas Lease     7,878         7,878           7,878
Rockford Lease     711         711         159   870
Rockford Loan           22   22           22
Total $ 824,150 $ 124,680 $ 53,449   $ 22 $ 1,002,301 $ 26,445   $ 25,811 $ 16,806 $ 1,071,363

                  

Reconciliation of Net income (GAAP) to FFO, FFO to AFFO, and AFFO to Adjusted EBITDA
Gaming and Leisure Properties, Inc. and Subsidiaries
CONSOLIDATED
(in thousands, except per share and share data) (unaudited)
 
  Three Months Ended September 30,   Nine Months Ended September 30,
    2023       2022       2023       2022  
Net income $ 189,307     $ 226,219     $ 538,114     $ 503,698  
Gains from dispositions of property, net of tax   (22 )     (52,793 )     (22 )     (52,844 )
Real estate depreciation   65,155       59,416       195,494       177,569  
Funds from operations $ 254,440     $ 232,842     $ 733,586     $ 628,423  
Straight-line rent adjustments   (8,942 )     (3,045 )     (26,445 )     (1,522 )
Other depreciation   691       471       1,637       1,411  
Provision (benefit) for credit losses, net   1,613       (19 )     24,012       28,859  
Amortization of land rights   3,699       3,290       10,278       12,570  
Amortization of debt issuance costs, bond premiums and original issuance discounts   2,406       2,348       7,312       7,598  
Stock based compensation   5,139       4,336       17,959       16,244  
Property transfer tax recovery and impairment charge   (2,187 )           (2,187 )     3,298  
Losses on debt extinguishment               556       2,189  
Accretion on investment in leases, financing receivables   (5,813 )     (5,238 )     (16,806 )     (14,103 )
Non-cash adjustment to financing lease liabilities   122       121       347       360  
Capital maintenance expenditures(1)   (17 )     (66 )     (25 )     (102 )
Adjusted funds from operations $ 251,151     $ 235,040     $ 750,224     $ 685,225  
Interest, net(2)   77,835       75,413       231,707       230,133  
Income tax expense   482       624       1,040       1,794  
Capital maintenance expenditures(1)   17       66       25       102  
Amortization of debt issuance costs, bond premiums and original issuance discounts   (2,406 )     (2,348 )     (7,312 )     (7,598 )
Adjusted EBITDA $ 327,079     $ 308,795     $ 975,684     $ 909,656  
               
Net income, per diluted common share and OP units $ 0.70     $ 0.85     $ 1.99     $ 1.95  
FFO, per diluted common share and OP units $ 0.94     $ 0.88     $ 2.71     $ 2.43  
AFFO, per diluted common share and OP units $ 0.92     $ 0.89     $ 2.77     $ 2.65  
               
Weighted average number of common shares and OP units outstanding              
Diluted common shares   264,207,465       257,529,993       263,425,023       251,453,105  
OP units   7,653,326       7,366,683       7,651,226       6,714,461  
Diluted common shares and OP units   271,860,791       264,896,676       271,076,249       258,167,566  

 

(1) Capital maintenance expenditures are expenditures to replace existing fixed assets with a useful life greater than one year that are obsolete, worn out or no longer cost effective to repair.

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(2) Excludes a non-cash interest expense gross up related to the ground lease for the Live! Maryland property.

Reconciliation of Cash Net Operating Income
Gaming and Leisure Properties, Inc. and Subsidiaries
CONSOLIDATED
(in thousands, except per share and share data) (unaudited)
 
  Three Months Ended
September 30, 2023
  Nine Months Ended
September 30, 2023
Adjusted EBITDA $ 327,079     $ 975,684  
General and administrative expenses   13,600       42,689  
Stock based compensation   (5,139 )     (17,959 )
Cash net operating income(1) $ 335,540     $ 1,000,414  

 

(1) Cash net operating income is rental and other property income less cash property level expenses.

Gaming and Leisure Properties, Inc. and Subsidiaries
Consolidated Balance Sheets
(in thousands, except share and per share data)
  September 30, 2023   December 31, 2022
Assets      
Real estate investments, net $ 8,226,303     $ 7,707,935  
Investment in leases, financing receivables, net   1,998,551       1,903,195  
Real estate loans, net   39,291        
Right-of-use assets and land rights, net   839,295       834,067  
Cash and cash equivalents   81,149       239,083  
Other assets   51,032       246,106  
Total assets $ 11,235,621     $ 10,930,386  
       
Liabilities      
Accounts payable and accrued expenses $ 14,433     $ 6,561  
Accrued interest   78,203       82,297  
Accrued salaries and wages   5,525       6,742  
Operating lease liabilities   197,373       181,965  
Financing lease liabilities   54,139       53,792  
Long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts   6,246,206       6,128,468  
Deferred rental revenue   298,329       324,774  
Other liabilities   31,203       27,691  
Total liabilities   6,925,411       6,812,290  
       
Equity      
Preferred stock ($.01 par value, 50,000,000 shares authorized, no shares issued or outstanding at September 30, 2023 and December 31, 2022)          
Common stock ($.01 par value, 500,000,000 shares authorized, 267,015,730 and 260,727,030 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively)   2,670       2,607  
Additional paid-in capital   5,867,491       5,573,567  
Accumulated deficit   (1,911,623 )     (1,798,216 )
Total equity attributable to Gaming and Leisure Properties   3,958,538       3,777,958  
Noncontrolling interests in GLPI’s Operating Partnership (7,653,326 units and 7,366,683 units outstanding at September 30, 2023 and December 31, 2022, respectively)   351,672       340,138  
Total equity   4,310,210       4,118,096  
Total liabilities and equity $ 11,235,621     $ 10,930,386  

Debt Capitalization

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The Company’s debt structure as of September 30, 2023 was as follows:

       
    Years to
Maturity
Interest Rate   Balance
          (in thousands)
Unsecured $1,750 Million Revolver Due May 2026   2.6 6.73 %   10,000  
Term Loan Credit Facility due September 2027   3.9 6.73 %   600,000  
Senior Unsecured Notes Due September 2024   0.9 3.35 %   400,000  
Senior Unsecured Notes Due June 2025   1.7 5.25 %   850,000  
Senior Unsecured Notes Due April 2026   2.5 5.38 %   975,000  
Senior Unsecured Notes Due June 2028   4.7 5.75 %   500,000  
Senior Unsecured Notes Due January 2029   5.3 5.30 %   750,000  
Senior Unsecured Notes Due January 2030   6.3 4.00 %   700,000  
Senior Unsecured Notes Due January 2031   7.3 4.00 %   700,000  
Senior Unsecured Notes Due January 2032   8.3 3.25 %   800,000  
Other   2.9 4.78 %   472  
Total long-term debt         6,285,472  
Less: unamortized debt issuance costs, bond premiums and original issuance discounts         (39,266 )
Total long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts         6,246,206  
Weighted average   4.6 4.80 %    
           

 

Rating Agency – Issue Rating

  Rating Agency   Rating  
  Standard & Poor’s   BBB-  
  Fitch   BBB-  
  Moody’s   Ba1  

Properties

Description Location Date Acquired Tenant/Operator
Amended PENN Master Lease (14 Properties)      
Hollywood Casino Lawrenceburg Lawrenceburg, IN 11/1/2013 PENN
Argosy Casino Alton Alton, IL 11/1/2013 PENN
Hollywood Casino at Charles Town Races Charles Town, WV 11/1/2013 PENN
Hollywood Casino at Penn National Race Course Grantville, PA 11/1/2013 PENN
Hollywood Casino Bangor Bangor, ME 11/1/2013 PENN
Zia Park Casino Hobbs, NM 11/1/2013 PENN
Hollywood Casino Gulf Coast Bay St. Louis, MS 11/1/2013 PENN
Argosy Casino Riverside Riverside, MO 11/1/2013 PENN
Hollywood Casino Tunica Tunica, MS 11/1/2013 PENN
Boomtown Biloxi Biloxi, MS 11/1/2013 PENN
Hollywood Casino St. Louis Maryland Heights, MO 11/1/2013 PENN
Hollywood Gaming Casino at Dayton Raceway Dayton, OH 11/1/2013 PENN
Hollywood Gaming Casino at Mahoning Valley Race Track Youngstown, OH 11/1/2013 PENN
1st Jackpot Casino Tunica, MS 5/1/2017 PENN
PENN 2023 Master Lease (7 Properties)      
Hollywood Casino Aurora Aurora, IL 11/1/2013 PENN
Hollywood Casino Joliet Joliet, IL 11/1/2013 PENN
Hollywood Casino Toledo Toledo, OH 11/1/2013 PENN
Hollywood Casino Columbus Columbus, OH 11/1/2013 PENN
M Resort Henderson, NV 11/1/2013 PENN
Hollywood Casino at the Meadows Washington, PA 9/9/2016 PENN
Hollywood Casino Perryville Perryville, MD 7/1/2021 PENN
Amended Pinnacle Master Lease (12 Properties)      
Ameristar Black Hawk Black Hawk, CO 4/28/2016 PENN
Ameristar East Chicago East Chicago, IN 4/28/2016 PENN
Ameristar Council Bluffs Council Bluffs, IA 4/28/2016 PENN
L’Auberge Baton Rouge Baton Rouge, LA 4/28/2016 PENN
Boomtown Bossier City Bossier City, LA 4/28/2016 PENN
L’Auberge Lake Charles Lake Charles, LA 4/28/2016 PENN
Boomtown New Orleans New Orleans, LA 4/28/2016 PENN
Ameristar Vicksburg Vicksburg, MS 4/28/2016 PENN
River City Casino & Hotel St. Louis, MO 4/28/2016 PENN
Jackpot Properties (Cactus Petes and Horseshu) Jackpot, NV 4/28/2016 PENN
Plainridge Park Casino Plainridge, MA 10/15/2018 PENN
Caesars Master Lease (6 Properties)      
Tropicana Atlantic City Atlantic City, NJ 10/1/2018 CZR
Tropicana Laughlin Laughlin, NV 10/1/2018 CZR
Trop Casino Greenville Greenville, MS 10/1/2018 CZR
Belle of Baton Rouge Baton Rouge, LA 10/1/2018 CZR
Isle Casino Hotel Bettendorf Bettendorf, IA 12/18/2020 CZR
Isle Casino Hotel Waterloo Waterloo, IA 12/18/2020 CZR
Boyd Master Lease (3 Properties)      
Belterra Casino Resort Florence, IN 4/28/2016 BYD
Ameristar Kansas City Kansas City, MO 4/28/2016 BYD
Ameristar St. Charles St. Charles, MO 4/28/2016 BYD
Bally’s Master Lease (8 Properties)      
Tropicana Evansville Evansville, IN 06/03/2021 BALY
Dover Downs Dover, DE 06/03/2021 BALY
Black Hawk (Black Hawk North, West and East casinos) Black Hawk, CO 04/01/2022 BALY
Quad Cities Casino & Hotel Rock Island, IL 04/01/2022 BALY
Bally’s Tiverton Hotel & Casino Tiverton, RI 01/03/2023 BALY
Hard Rock Casino and Hotel Biloxi Biloxi, MS 01/03/2023 BALY
Casino Queen Master Lease (3 Properties)      
Casino Queen East St. Louis, IL 1/23/2014 Casino Queen
The Queen Baton Rouge Baton Rouge, LA 12/17/2021 Casino Queen
Casino Queen Marquette Marquette, IA 09/06/2023 Casino Queen
Pennsylvania Live! Master Lease (2 Properties)      
Live! Casino & Hotel Philadelphia Philadelphia, PA 3/1/2022 Cordish
Live! Casino Pittsburgh Greensburg, PA 3/1/2022 Cordish
       
Single Asset Leases      
Belterra Park Gaming & Entertainment Center Cincinnati, OH 10/15/2018 BYD
Horseshoe St Louis St. Louis, MO 10/1/2018 CZR
Hollywood Casino Morgantown Morgantown, PA 10/1/2020 PENN
Live! Casino & Hotel Maryland Hanover, MD 12/29/2021 Cordish
Tropicana Las Vegas Las Vegas, NV 4/16/2020 BALY
Rockford Rockford, IL 8/29/2023 815 ENT Lessee(1)
(1) Managed by Hard Rock      

Lease Information

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    Master Leases      
  PENN 2023
Master Lease
Amended
PENN Master
Lease
PENN
Amended
Pinnacle
Master Lease
Caesars
Amended and
Restated
Master Lease
BYD Master
Lease
Bally’s Master
Lease
Casino Queen
Master Lease
Pennsylvania
Live! Master
Lease operated
by Cordish
Property Count 7 14 12 6 3 8 3 2
Number of States Represented 5 9 8 5 2 6 3 1
Commencement Date 1/1/2023 11/1/2013 4/28/2016 10/1/2018 10/15/2018 6/3/2021 12/17/2021 3/1/2022
Lease Expiration Date 10/31/2033 10/31/2033 4/30/2031 9/30/2038 04/30/2026 06/02/2036 12/31/2036 2/28/2061
Remaining Renewal Terms 15 (3×5 years) 15 (3×5 years) 20 (4×5 years) 20 (4×5 years) 25 (5×5 years) 20 (4×5 years) 20 (4X5 years) 21 (1 x 11
years, 1 x 10
years)
Corporate Guarantee Yes Yes Yes Yes No Yes Yes No
Master Lease with Cross Collateralization Yes Yes Yes Yes Yes Yes Yes Yes
Technical Default Landlord Protection Yes Yes Yes Yes Yes Yes Yes Yes
Default Adjusted Revenue to Rent Coverage 1.1 1.1 1.2 1.2 1.4 1.2 1.4 1.4
Competitive Radius Landlord Protection Yes Yes Yes Yes Yes Yes Yes Yes
Escalator Details                
Yearly Base Rent Escalator Maximum 1.5%(1) 2% 2% (2) 2% (3) (4) 1.75%(5)
Coverage ratio at June 30, 2023(6) 1.96 2.31 2.03 2.25 2.78 2.35 2.37 2.20
Minimum Escalator Coverage Governor N/A 1.8 1.8 N/A 1.8 N/A N/A N/A
Yearly Anniversary for Realization November November May October May June December March 2024
Percentage Rent Reset Details                
Reset Frequency N/A 5 years 2 years N/A 2 years N/A N/A N/A
Next Reset N/A November 2023 May 2024 N/A May 2024 N/A N/A N/A

(1) In addition to the annual escalation, a one-time annualized increase of $1.4 million occurs on November 1, 2027.

(2) Building base rent will be increased by 1.25% annually in the 5th and 6th lease year, 1.75% in the 7th and 8th lease year, and 2% in the 9th lease year and each year thereafter.

(3) If the CPI increase is at least 0.5% for any lease year, then the rent shall increase by the greater of 1% of the rent as of the immediately preceding lease year and the CPI increase capped at 2%. If the CPI is less than 0.5% for such lease year, then the rent shall not increase for such lease year.

(4) Rent increases by 0.5% for the first six years. Beginning in the seventh lease year through the remainder of the lease term, if the CPI increases by at least 0.25% for any lease year then annual rent shall be increased by 1.25%, and if the CPI is less than 0.25% then rent will remain unchanged for such lease year.

(5) Effective on the second anniversary of the commencement date of the lease.

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(6) Information with respect to our tenants’ rent coverage over the trailing twelve months was provided by our tenants as of June 30, 2023. The PENN 2023 Master Lease and Amended Penn Master Lease were calculated on a proforma basis. GLPI has not independently verified the accuracy of the tenants’ information and therefore makes no representation as to its accuracy.

Lease Information

  Single Property Leases  
  Belterra Park
Lease operated
by BYD
Horseshoe St.
Louis Lease
operated by
CZR
Morgantown
Ground Lease
operated by
PENN
Live! Casino &
Hotel
Maryland
operated by
Cordish
Tropicana Las
Vegas Ground
Lease operated
by BALY
Hard Rock
Rockford
Ground Lease
managed by
Hard Rock
Commencement Date 10/15/2018 9/29/2020 10/1/2020 12/29/2021 9/26/2022 8/29/2023
Lease Expiration Date 04/30/2026 10/31/2033 10/31/2040 12/31/2060 9/25/2072 8/31/2122
Remaining Renewal Terms 25 (5×5 years) 20 (4×5 years) 30 (6×5 years) 21 (1 x 11
years, 1 x 10
years)
49 (1 x 24
years, 1 x 25
years)
None
Corporate Guarantee No Yes Yes No Yes No
Technical Default Landlord Protection Yes Yes Yes Yes Yes Yes
Default Adjusted Revenue to Rent Coverage 1.4 1.2 N/A 1.4 1.4 1.4
Competitive Radius Landlord Protection Yes Yes N/A Yes Yes Yes
Escalator Details            
Yearly Base Rent Escalator Maximum 2% 1.25%(1) 1.5%(2) 1.75%(3) (4) 2%
Coverage ratio at June 30, 2023(5) 3.71 2.27 N/A 3.63 N/A N/A
Minimum Escalator Coverage Governor 1.8 N/A N/A N/A N/A N/A
Yearly Anniversary for Realization May October December January 2024 October September
Percentage Rent Reset Details            
Reset Frequency 2 years N/A N/A N/A N/A N/A
Next Reset May 2024 N/A N/A N/A N/A N/A

(1) For the second through fifth lease years, after which time the annual escalation becomes 1.75% for the 6th and 7th lease years and then 2% for the remaining term of the lease.

(2) Increases by 1.5% on the opening date (which occurred on December 22, 2021) and for the first three lease years. Commencing on the fourth anniversary of the opening date and for each anniversary thereafter, if the CPI increase is at least 0.5% for any lease year, the rent for such lease year shall increase by 1.25% of rent as of the immediately preceding lease year, and if the CPI increase is less than 0.5% for such lease year, then the rent shall not increase for such lease year.

(3) Effective on the second anniversary of the commencement date of the lease.

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(4) If the CPI increase is at least 0.5% for any lease year, then the rent shall increase by the greater of 1% of the rent as of the immediately preceding lease year and the CPI increase capped at 2%. If the CPI is less than 0.5% for such lease year, then the rent shall not increase for such lease year.

(5) Information with respect to our tenants’ rent coverage over the trailing twelve months was provided by our tenants as of June 30, 2023. GLPI has not independently verified the accuracy of the tenants’ information and therefore makes no representation as to its accuracy.

Disclosure Regarding Non-GAAP Financial Measures

FFO, FFO per diluted common share and OP units, AFFO, AFFO per diluted common share and OP units, Adjusted EBITDA and Cash Net Operating Income (“Cash NOI”), which are detailed in the reconciliation tables that accompany this release, are used by the Company as performance measures for benchmarking against the Company’s peers and as internal measures of business operating performance, which is used for a bonus metric. These metrics are presented assuming full conversion of limited partnership units to common shares and therefore before the income statement impact of non-controlling interests. The Company believes FFO, FFO per diluted common share and OP units, AFFO, AFFO per diluted common share and OP units, Adjusted EBITDA and Cash NOI provide a meaningful perspective of the underlying operating performance of the Company’s current business.  This is especially true since these measures exclude real estate depreciation and we believe that real estate values fluctuate based on market conditions rather than depreciating in value ratably on a straight-line basis over time. Cash NOI is rental and other property income, less cash property level expenses. Cash NOI excludes depreciation, the amortization of land rights, real estate general and administrative expenses, other non-routine costs and the impact of certain generally accepted accounting principles (“GAAP”) adjustments to rental revenue, such as straight-line rent adjustments and non-cash ground lease income and expense. It is management’s view that Cash NOI is a performance measure used to evaluate the operating performance of the Company’s real estate operations and provides investors relevant and useful information because it reflects only income and operating expense items that are incurred at the property level and presents them on an unleveraged basis.

FFO, FFO per diluted common share and OP units, AFFO, AFFO per diluted common share and OP units, Adjusted EBITDA and Cash NOI are non-GAAP financial measures that are considered supplemental measures for the real estate industry and a supplement to GAAP measures. NAREIT defines FFO as net income (computed in accordance with GAAP), excluding (gains) or losses from dispositions of property, net of tax and real estate depreciation.  We have defined AFFO as FFO excluding, as applicable to the particular period, stock based compensation expense, the amortization of debt issuance costs, bond premiums and original issuance discounts, other depreciation, the amortization of land rights, accretion on investment in leases, financing receivables, non-cash adjustments to financing lease liabilities, property transfer tax recoveries, impairment charges, straight-line rent adjustments, losses on debt extinguishment, and provision (benefit) for credit losses, net, reduced by capital maintenance expenditures. We have defined Adjusted EBITDA as net income excluding, as applicable to the particular period, interest, net, income tax expense, real estate depreciation, other depreciation, (gains) or losses from dispositions of property, net of tax, stock based compensation expense, straight-line rent adjustments, the amortization of land rights, accretion on investment in leases, financing receivables, non-cash adjustments to financing lease liabilities, property transfer tax recoveries, impairment charges, losses on debt extinguishment, and provision (benefit) for credit losses, net. Finally, we have defined Cash NOI as Adjusted EBITDA excluding general and administrative expenses and including, as applicable to the particular period, stock based compensation expense and (gains) or losses from dispositions of property.

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FFO, FFO per diluted common share and OP units, AFFO, AFFO per diluted common share and OP units, Adjusted EBITDA and Cash NOI are not recognized terms under GAAP. These non-GAAP financial measures: (i) do not represent cash flow from operations as defined by GAAP; (ii) should not be considered as an alternative to net income as a measure of operating performance or to cash flows from operating, investing and financing activities; and (iii) are not alternatives to cash flow as a measure of liquidity. In addition, these measures should not be viewed as an indication of our ability to fund all of our cash needs, including to make cash distributions to our shareholders, to fund capital improvements, or to make interest payments on our indebtedness. Investors are also cautioned that FFO, FFO per diluted common share and OP units, AFFO, AFFO per diluted common share and OP units, Adjusted EBITDA and Cash NOI, as presented, may not be comparable to similarly titled measures reported by other real estate companies, including REITs, due to the fact that not all real estate companies use the same definitions. Our presentation of these measures does not replace the presentation of our financial results in accordance with GAAP.

About Gaming and Leisure Properties

GLPI is engaged in the business of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements, pursuant to which the tenant is responsible for all facility maintenance, insurance required in connection with the leased properties and the business conducted on the leased properties, taxes levied on or with respect to the leased properties and all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including our expectations regarding our 2023 AFFO guidance and the Company benefiting from recently completed transactions. Forward-looking statements can be identified by the use of forward-looking terminology such as “expects,” “believes,” “estimates,” “intends,” “may,” “will,” “should” or “anticipates” or the negative or other variation of these or similar words, or by discussions of future events, strategies or risks and uncertainties. Such forward-looking statements are inherently subject to risks, uncertainties and assumptions about GLPI and its subsidiaries, including risks related to the following: GLPI’s belief that there are near- and longer-term cases for GLPI to further support tenants with innovative financing, capital and development structures in an accretive, prudent manner; our expectation to see continued financial growth over the balance of 2023 and beyond, reflecting our recent portfolio expansions, recently completed transactions and contractual rent escalators; our expectation that our disciplined capital investment approach, combined with our focus on stable and resilient regional gaming markets, supports our confidence that the Company is well positioned to further grow our cash dividend and drive long-term shareholder value; GLPI’s ability to successfully consummate the transactions contemplated by the May 2023 LOI with Bally’s and Athletics, including the ability of the parties to satisfy the various conditions and approvals, including receipt of approvals from the MLB owners, Nevada Gaming Control Board and Nevada Gaming Commission; the effect of pandemics, such as COVID-19, on GLPI as a result of the impact such pandemics may have on the business operations of GLPI’s tenants and their continued ability to pay rent in a timely manner or at all; the potential negative impact of ongoing high levels of inflation (which have been exacerbated by the armed conflict between Russia and Ukraine and may be further impacted by recent events in the Middle East) on our tenants’ operations, the availability of and the ability to identify suitable and attractive acquisition and development opportunities and the ability to acquire and lease those properties on favorable terms; the ability to receive, or delays in obtaining, the regulatory approvals required to own and/or operate its properties, or other delays or impediments to completing acquisitions or projects; GLPI’s ability to maintain its status as a REIT; our ability to access capital through debt and equity markets in amounts and at rates and costs acceptable to GLPI; the impact of our substantial indebtedness on our future operations; changes in the U.S. tax law and other state, federal or local laws, whether or not specific to REITs or to the gaming or lodging industries; and other factors described in GLPI’s Annual Report on Form 10-K for the year ended December 31, 2022, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements attributable to GLPI or persons acting on GLPI’s behalf are expressly qualified in their entirety by the cautionary statements included in this press release. GLPI undertakes no obligation to publicly update or revise any forward-looking statements contained or incorporated by reference herein, whether as a result of new information, future events or otherwise, except as required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release may not occur as presented or at all.

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Contact
Gaming and Leisure Properties, Inc. Investor Relations
Matthew Demchyk, Chief Investment Officer Joseph Jaffoni, Richard Land, James Leahy at JCIR
610/401-2900 212/835-8500
[email protected]  [email protected]

 

Nasdaq:GLPI

Gaming & Leisure Properties Furthers Tribal Partnership With Accretive Long-Term Financing for Caesars Republic Sonoma County

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on

gaming-&-leisure-properties-furthers-tribal-partnership-with-accretive-long-term-financing-for-caesars-republic-sonoma-county
  • $225 MM FINANCING COMMITMENT AT A BLENDED RATE OF 12.79%
  • A 45-YEAR TERM LEASE OF AT LEAST $112.5 MM AT A 9.75% CAP RATE

WYOMISSING, Pa., Sept. 02, 2025 (GLOBE NEWSWIRE) — Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI”) today announced its $225 million commitment to serve as the lead real estate financing partner for a new, integrated resort, Caesars Republic Sonoma County, that will be developed on the site of the current River Rock Casino.

Pursuant to its agreements with Caesars Entertainment (NASDAQ: CZR) (“Caesars”) and the Dry Creek Rancheria Band of Pomo Indians (“Dry Creek”), GLPI will initially act as a lender to the project, with a delayed draw term loan of $180 million, priced at a fixed rate of 12.50%, and a term loan B of $45 million, with a current yield to maturity of 13.95%. The blended interest rate of GLPI’s financing is expected to approximate 12.79%. Upon, or prior to, maturity of the 6-year term loans, Dry Creek will lease the property to an affiliate of GLPI for a 45-year term, for an amount no less than $112.5 million, and GLPI will sublease the property back to an affiliate of Dry Creek. Annual rent on the sublease will be based on a cap rate of 9.75%.

Caesars and Dry Creek Rancheria broke ground on a new 4+ star resort in August. When completed, the resort, located just outside of Healdsburg, California, and in the heart of Sonoma wine country, will feature a premier gaming experience, overlooking the Alexander Valley and Russian River, with 1,000 slot machines and 28 table games, a 100-room hotel, four restaurants, three bars, a luxury spa, pool, and fitness center. The existing casino will remain open during construction, with the completion of Caesars Republic Sonoma County expected in the summer of 2027. Renderings of the new resort can be found here.

Peter Carlino, GLPI’s Chairman and CEO, commented, “We are proud to be supporting Dry Creek Rancheria and initiating a relationship with the tribe in our role as the lead real estate financing partner for Caesars Republic Sonoma County. Through this project, we are also extending our long-term partnership with Caesars Entertainment, which reflects our corporate focus on working collaboratively with the industry’s best gaming operators, to enable them to achieve their growth and development goals.”

“This valuable partnership also validates other aspects of our growth strategy, importantly, our belief and commitment to pursuing long-term tribal casino financing and new market opportunities. The unique transaction structure, that GLPI was able to provide, delivers a lower-cost financing option to Dry Creek, while ensuring a long-term lease guarantee for GLPI. Second, it leverages our multi-property relationship with Caesars Entertainment, which shares a similar commitment to tribal casino relationships. This project further validates the tribal opportunity for GLPI, beyond just new greenfield developments, to include re-development and re-branding. Finally, it provides GLPI with a unique opportunity to expand our presence in the California market, in a prime location.”

GLPI worked closely with one of its core relationship lenders, Citizens Bank, N.A. to structure and arrange this bespoke tribal financing solution. TFA Capital Partners served as financial advisor to GLPI on the transaction.

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About Gaming and Leisure Properties
GLPI is engaged in the business of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements, pursuant to which the tenant is responsible for all facility maintenance, insurance required in connection with the leased properties and the business conducted on the leased properties, taxes levied on or with respect to the leased properties and all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

About Caesars Entertainment, Inc.
Caesars Entertainment, Inc. (NASDAQ: CZR) is the largest casino entertainment company in the U.S. and one of the world’s most diversified casino entertainment providers. Since its beginning in Reno, NV, in 1937, Caesars Entertainment, Inc. has grown through the development of new resorts, expansions and acquisitions. Caesars Entertainment, Inc.’s resorts operate primarily under the Caesars®, Harrah’s®, Horseshoe® and Eldorado® brand names. Caesars Entertainment, Inc. offers diversified gaming, entertainment and hospitality amenities, one-of-a-kind destinations, and a full suite of mobile and online gaming and sports betting experiences. All tied to its industry-leading Caesars Rewards® loyalty program, the company focuses on building value with its guests through a unique combination of impeccable service, operational excellence and technology leadership. Caesars is committed to its Team Members, suppliers, communities and the environment through its PEOPLE PLANET PLAY framework. Know When To Stop Before You Start.® Gambling Problem? Call 1-800-522-4700. For more information, please visit www.caesars.com/corporate. If you think you or someone you care about may have a gambling problem, call 1-877-770-STOP (1-877-770-7867).

About Dry Creek Rancheria Band of Pomo Indians
The Dry Creek Rancheria Band of Pomo Indians is a Northern California Tribe whose Pomo ancestors continuously and successfully occupied the Russian River and Dry Creek Valleys for more than five thousand years. Official recognition of the Tribe as a sovereign nation occurred in 1915, when the federal government created the Dry Creek Rancheria and named the Tribe the Dry Creek Rancheria Band of Pomo Indians. The rancheria occupies 75 acres in Geyserville off Highway 128 – a sliver of the Tribe’s historic land. In March 2000, the California voters passed Proposition 1A — also known as the Gambling on Tribal Lands Amendment — approving Indian gaming on reservation lands. Dry Creek Rancheria opened River Rock Casino in 2002 and has been in operation since then. Dry Creek Rancheria is made up of approximately 1,300 Tribal members and more than 60% live in Sonoma County.

Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including our expectations regarding the successful completion and opening of the project and future opportunities for investment on lands held in trust by the United States Government. Forward-looking statements can be identified by the use of forward-looking terminology such as “expects,” “believes,” “estimates,” “intends,” “may,” “will,” “should” or “anticipates” or the negative or other variation of these or similar words, or by discussions of future events, strategies or risks and uncertainties. Such forward looking statements are inherently subject to risks, uncertainties and assumptions about GLPI and its subsidiaries, including risks related to the following: the ability of Dry Creek to successfully complete construction of integrated casino resort project currently under development for which GLPI has agreed to provide construction development funding, including receipt of all necessary permits and approvals; the ability and willingness of Dry Creek and the other lenders to meet and/or perform their respective obligations under the applicable construction financing and/or development documents; the ability of Dry Creek to maintain the financial strength and liquidity necessary to satisfy their respective obligations and liabilities to third parties, including, without limitation, to satisfy obligations under their existing credit facilities and other indebtedness; the impact that higher inflation and interest rates and uncertainty with respect to the future state of the economy could have on discretionary consumer spending, including the casino operations; unforeseen consequences related to U.S. government economic, monetary, or trade policies and stimulus packages on inflation rates, interest rates and economic growth; the potential of a new pandemic, including its effect on the ability or desire of people to gather in large groups (including in casinos), which could impact GLPI’s financial results, operations, outlooks, plans, goals, growth, cash flows, liquidity, and stock price; GLPI’s ability to maintain its status as a REIT, given the highly technical and complex Internal Revenue Code provisions for which only limited judicial and administrative authorities exist, where even a technical or inadvertent violation could jeopardize REIT qualification and where requirements may depend in part on the actions of third parties over which GLPI has no control or only limited influence; the satisfaction of certain asset, income, organizational, distribution, shareholder ownership and other requirements on a continuing basis in order for GLPI to maintain its REIT status; GLPI’s ability to access capital through debt and equity markets in amounts necessary to meet its funding commitments and at rates and costs acceptable to GLPI; changes in the U.S. tax law and other state, federal or local laws, whether or not specific to real estate, REITs or to the gaming, lodging or hospitality industries; changes in accounting standards; other risks inherent in the real estate business, including potential liability relating to environmental matters; and other factors described in GLPI’s Annual Report on Form 10-K for the year ended December 31, 2024, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements attributable to GLPI or persons acting on GLPI’s behalf are expressly qualified in their entirety by the cautionary statements included in this press release. GLPI undertakes no obligation to publicly update or revise any forward-looking statements contained or incorporated by reference herein, whether as a result of new information, future events or otherwise, except as required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release may not occur as presented or at all.

Contact:
Gaming and Leisure Properties, Inc.
Carlo Santarelli, SVP – Corporate Strategy & Investor Relations
610-378-8232
[email protected]

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Investor Relations
Joseph Jaffoni at JCIR
212-835-8500
[email protected]

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Nasdaq:GLPI

Gaming and Leisure Properties, Inc. Declares Third Quarter 2025 Cash Dividend of $0.78 Per Share

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WYOMISSING, Pa., Aug. 29, 2025 (GLOBE NEWSWIRE) — Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (the “Company”), announced today that the Company’s Board of Directors has declared the third quarter 2025 cash dividend of $0.78 per share of its common stock. The dividend is payable on September 26, 2025 to shareholders of record on September 12, 2025. The third quarter 2024 cash dividend was $0.76 per share of the Company’s common stock.

While the Company intends to pay regular quarterly cash dividends for the foreseeable future, all subsequent dividends will be reviewed quarterly and declared by the Board of Directors at its discretion.

About Gaming and Leisure Properties

GLPI is engaged in the business of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements, pursuant to which the tenant is responsible for all facility maintenance, insurance required in connection with the leased properties and the business conducted on the leased properties, taxes levied on or with respect to the leased properties and all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

Forward-Looking Statements

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This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including our expectations regarding the payment of future cash dividends. Forward-looking statements can be identified by the use of forward-looking terminology such as “expects,” “believes,” “estimates,” “intends,” “may,” “will,” “should” or “anticipates” or the negative or other variation of these or similar words, or by discussions of future events, strategies or risks and uncertainties. Such forward-looking statements are inherently subject to risks, uncertainties and assumptions about GLPI and its subsidiaries, including risks related to the following: the potential negative impact of inflation on our tenants’ operations; the availability of and the ability to identify suitable and attractive acquisition and development opportunities and the ability to acquire and lease those properties on favorable terms; the ability to receive, or delays in obtaining, the regulatory approvals required to own and/or operate its properties, or other delays or impediments to completing acquisitions or projects; the effect of pandemics, such as COVID-19, on GLPI as a result of the impact such pandemics may have on the business operations of GLPI’s tenants and their continued ability to pay rent in a timely manner or at all; GLPI’s ability to maintain its status as a REIT; our ability to access capital through debt and equity markets in amounts and at rates and costs acceptable to GLPI; the impact of our substantial indebtedness on our future operations; changes in the U.S. tax law and other state, federal or local laws, whether or not specific to REITs or to the gaming or lodging industries; and other factors described in GLPI’s Annual Report on Form 10-K for the year ended December 31, 2024, Quarterly Reports on Form 10-Q and current Reports on Form 8-K, each as filed with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements attributable to GLPI or persons acting on GLPI’s behalf are expressly qualified in their entirety by the cautionary statements included in this press release. GLPI undertakes no obligation to publicly update or revise any forward-looking statements contained or incorporated by reference herein, whether as a result of new information, future events or otherwise, except as required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release may not occur as presented or at all.

Contact
Gaming and Leisure Properties, Inc.
Desiree A. Burke, Chief Financial Officer and Treasurer
610/401-2900
[email protected]
Investor Relations
Joseph Jaffoni at JCIR
212/835-8500
[email protected]

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Nasdaq:GLPI

Gaming and Leisure Properties Announces Pricing of $600,000,000 of 5.250% Senior Notes Due 2033 and $700,000,000 of 5.750% Senior Notes Due 2037

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WYOMISSING, Pa., Aug. 14, 2025 (GLOBE NEWSWIRE) — Gaming and Leisure Properties, Inc. (“GLPI”) (NASDAQ: GLPI) announced the pricing of a public offering of $1,300,000,000 aggregate principal amount of Notes (as defined below), to be issued by its operating partnership, GLP Capital, L.P. (the “Operating Partnership”), and GLP Financing II, Inc., a wholly-owned subsidiary of the Operating Partnership (together with the Operating Partnership, the “Issuers”). The Notes will be issued in two tranches, the first of which will be senior notes due 2033 (the “2033 Notes”) and the second of which will be senior notes due 2037 (the “2037 Notes” and, together with the 2033 Notes, the “Notes”). The 2033 Notes priced at 99.642% of par value, with a coupon of 5.250%, and will mature on February 15, 2033. The 2037 Notes priced at 99.187% of par value, with a coupon of 5.750%, and will mature on November 1, 2037. The Notes will be senior unsecured obligations of the Issuers, guaranteed by GLPI.

The Issuers intend to use the net proceeds from the offering to fund the redemption in full of their $975.0 million 5.375% senior unsecured notes due April 2026 at a redemption price equal to par, plus accrued and unpaid interest to, but not including, the date of redemption, plus a make-whole premium, and any related fees and expenses. The Issuers intend to use the remaining proceeds for working capital and general corporate purposes, which may include funding development and expansion projects at existing and new properties, repayment of indebtedness, capital expenditures and other general business purposes.

The offering is expected to close on August 27, 2025, subject to the satisfaction of certain closing conditions.

The offering will be made under an effective shelf registration statement filed with the Securities and Exchange Commission (the “SEC”) and only by means of a prospectus and prospectus supplement. The preliminary prospectus supplement and accompanying prospectus relating to the offering have been filed with the SEC and are available by visiting the EDGAR database on the SEC’s website at www.sec.gov.

Wells Fargo Securities, LLC, Citizens JMP Securities, LLC, Fifth Third Securities, Inc., Truist Securities, Inc., M&T Securities, Inc., Mizuho Securities USA LLC, SMBC Nikko Securities America, Inc., U.S. Bancorp Investments, Inc., BofA Securities, Inc., J.P. Morgan Securities LLC, KeyBanc Capital Markets Inc., RBC Capital Markets, LLC, Barclays Capital Inc., Capital One Securities, Inc., Morgan Stanley & Co. LLC, Scotia Capital (USA) Inc., Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC are serving as joint book-running managers for the offering. A copy of the preliminary prospectus supplement, final prospectus supplement (when available) and the accompanying prospectus relating to the offering of the Notes may be obtained by contacting Wells Fargo Securities, LLC by calling 1-800-645-3751, Citizens JMP Securities, LLC by calling 1-617-725-5500, Fifth Third Securities, Inc. by calling 1-866-531-5353 or Truist Securities, Inc. by calling 1-800-685-4786.

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This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer or sale will be made only by means of the prospectus supplement and prospectus forming part of the effective registration statement relating to these securities.

About Gaming and Leisure Properties

GLPI is engaged in the business of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements, pursuant to which the tenant is responsible for all facility maintenance, insurance required in connection with the leased properties and the business conducted on the leased properties, taxes levied on or with respect to the leased properties and all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including our expectations regarding our ability to complete the offering and apply the net proceeds as indicated. Forward-looking statements can be identified by the use of forward-looking terminology such as “believes,” “expects,” “anticipates,” “intends,” “projects,” “estimates,” “plans,” “may increase,” “may fluctuate,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” or the negative or other variation of these or similar words, or by discussions of future events, strategies or risks and uncertainties. Such forward looking statements are inherently subject to risks, uncertainties and assumptions about GLPI and its subsidiaries, including risks related to the following: GLPI’s ability to successfully consummate the offering and apply the net proceeds as indicated; the ability of GLPI or its partners to successfully complete construction of various casino projects currently under development for which GLPI has agreed to provide construction development funding, and the ability and willingness of GLPI’s partners to meet and/or perform their respective obligations under the applicable construction financing and/or development documents; the impact that higher inflation and interest rates and uncertainty with respect to the future state of the economy could have on discretionary consumer spending, including the casino operations of our tenants; unforeseen consequences related to U.S. government economic, monetary or trade policies and stimulus packages on inflation rates, interest rates and economic growth; the ability of GLPI’s tenants to maintain the financial strength and liquidity necessary to satisfy their respective obligations and liabilities to third parties, including, without limitation, to satisfy obligations under their existing credit facilities and other indebtedness; the availability of and the ability to identify suitable and attractive acquisition and development opportunities and the ability to acquire and lease the respective properties on favorable terms; the degree and nature of GLPI’s competition; the ability to receive, or delays in obtaining, the regulatory approvals required to own and/or operate its properties, or other delays or impediments to completing GLPI’s planned acquisitions or projects; the potential of a new pandemic, or other health crises, including the effect on the ability or desire of people to gather in large groups (including in casinos), which could impact GLPI’s financial results, operations, outlooks, plans, goals, growth, cash flows, liquidity, and stock price; GLPI’s ability to maintain its status as a real estate investment trust (“REIT”), given the highly technical and complex Internal Revenue Code provisions for which only limited judicial and administrative authorities exist, where even a technical or inadvertent violation could jeopardize REIT qualification and where requirements may depend in part on the actions of third parties over which GLPI has no control or only limited influence; the satisfaction of certain asset, income, organizational, distribution, shareholder ownership and other requirements on a continuing basis in order for GLPI to maintain its REIT status; the ability and willingness of GLPI’s tenants and other third parties to meet and/or perform their obligations under their respective contractual arrangements with GLPI, including lease and note requirements and in some cases, their obligations to indemnify, defend and hold GLPI harmless from and against various claims, litigation and liabilities; the ability of GLPI’s tenants to comply with laws, rules and regulations in the operation of GLPI’s properties, to deliver high quality services, to attract and retain qualified personnel and to attract customers; the ability to generate sufficient cash flows to service and comply with financial covenants under GLPI’s outstanding indebtedness; GLPI’s ability to access capital through debt and equity markets in amounts and at rates and costs acceptable to GLPI, including for the satisfaction of our funding commitments to the extent drawn by our partners, acquisitions or refinancings due to maturities; the ability of our tenants to decline our funding commitments by seeking alternative financing solutions and/or if our tenants do elect to utilize our funding commitments, the amounts drawn and the timing of these draws may be different than what the Company assumed; adverse changes in GLPI’s credit rating; the availability of qualified personnel and GLPI’s ability to retain its key management personnel; changes in the U.S. tax law and other state, federal or local laws, whether or not specific to real estate, REITs or to the gaming, lodging or hospitality industries; changes in accounting standards; the impact of weather or climate events or conditions, natural disasters, acts of terrorism and other international hostilities, war (including the current conflict between Russia and Ukraine and conflicts in the Middle East) or political instability; the risk that the historical financial statements do not reflect what the business, financial position or results of operations of GLPI may be in the future; other risks inherent in the real estate business, including potential liability relating to environmental matters and illiquidity of real estate investments; and other factors described in GLPI’s Annual Report on Form 10-K for the year ended December 31, 2024, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the SEC. GLPI undertakes no obligation to publicly update or revise any forward-looking statements contained herein, whether as a result of new information, future events or otherwise, except as required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release may not occur as presented or at all.

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Contact
Gaming and Leisure Properties, Inc.
Desiree A. Burke
Chief Financial Officer and Treasurer
610/401-2900
[email protected]

Investor Relations
Joseph Jaffoni at JCIR
212/835-8500
[email protected]

Continue Reading

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