Gaming and Leisure Properties, Inc. Reports Record Fourth Quarter Results, Establishes 2024 Guidance and Announces 2024 First Quarter Dividend of $0.76 Per Share

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Gaming and Leisure Properties, Inc.

WYOMISSING, Pa., Feb. 27, 2024 (GLOBE NEWSWIRE) -- Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI” or the “Company”) today announced record results for the fourth quarter and year-ended December 31, 2023.

Financial Highlights

 

 

Three Months Ended December 31,

Year Ended December 31,

 

(in millions, except per share data)

 

2023 Actual

 

2022 Actual

2023 Actual

 

2022 Actual

 

Total Revenue

 

$

369.0

 

$

336.4

$

1,440.4

 

$

1,311.7

 

Income From Operations

 

$

295.3

 

$

275.5

$

1,068.7

 

$

1,029.9

 

Net income

 

$

217.3

 

$

199.6

$

755.4

 

$

703.3

 

FFO (1) (4)

 

$

282.2

 

$

258.8

$

1,015.8

 

$

887.3

 

AFFO (2) (4)

 

$

256.6

 

$

239.1

$

1,006.8

 

$

924.4

 

Adjusted EBITDA (3) (4)

 

$

331.4

 

$

312.0

$

1,307.1

 

$

1,221.7

 

Net income, per diluted common share and OP units (4)

 

$

0.78

 

$

0.75

$

2.77

 

$

2.70

 

FFO, per diluted common share and OP units (4)

 

$

1.02

 

$

0.97

$

3.73

 

$

3.40

 

AFFO, per diluted common share and OP units (4)

 

$

0.93

 

$

0.89

$

3.69

 

$

3.55

 

________________________
(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 and impairment charges; straight-line rent adjustments; losses on debt extinguishment; and provision (benefit) for credit losses, net, reduced by capital maintenance expenditures.

(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 and 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, “We generated record fourth quarter and full year 2023 results while again increasing our cash dividend as we delivered growth across all key financial metrics for both the quarter and full year. On an operating basis, fourth quarter total revenue rose 9.7% year over year to $369.0 million while AFFO grew 7.3% to $256.6 million. Our record fourth quarter and full year financial results reflect GLPI’s stable base of leading regional gaming operator tenants and recent acquisitions, which we expect will continue to benefit comparisons in 2024 and beyond.

“Despite macro headwinds, our deep, long-term knowledge of the gaming sector enabled the ongoing expansion and diversification of GLPI’s tenant base, geographic footprint and rental streams in 2023. In 2023 we completed over $1.1 billion of transactions, including over $760.0 million of traditional real estate acquisitions and $337.5 million of loan funding commitments.   In addition, the benefit of transactions completed in 2022 and our early 2023 acquisition of two Bally’s casinos in Rhode Island and Mississippi for $635 million contributed to our record 2023 operating results.   Our third quarter 2023 $100 million ground lease investment with Hard Rock in Illinois includes a $150 million development funding commitment and reflects our ability to partner with tenants to serve as a growth financing source, similar to what we did with PENN Entertainment when we established a new master lease for seven properties, which was effective in early 2023, and established a funding option to allow PENN to pursue four attractive growth opportunities in Illinois, Ohio and Nevada.

“Our active support of our tenants through innovative transaction structures has proven to be mutually beneficial and ongoing conversations with operators over the past year suggest our 2024 pipeline of deals will remain healthy. With our focused operating strategy, GLPI has expanded its tenant roster from just one tenant ten years ago to seven premier tenants across 61 properties in 18 states as of December 31, 2023, up from 57 properties in 17 states at the end of 2022. We kicked off 2024 with the addition of Tioga Downs to our portfolio which brought a new relationship with American Racing to our tenant roster. GLPI entered the year with historically low leverage and significant capital availability to further execute on our strategy of aligning with and supporting leading regional gaming operator tenants by developing innovative transaction structures.   This approach has further elevated GLPI’s role as a leading financing partner for growth funding for casino operators and we are optimistic about a range of growth opportunities that we will pursue in 2024.

“Looking forward, we believe GLPI is well positioned to deliver long-term growth based on our gaming operator relationships, our rights and options to participate in select tenants’ future growth and expansion initiatives, an environment conducive to supporting a healthy pipeline of new deals, and our ability to structure and fund innovative transactions at competitive rates. Ultimately GLPI's strong relationships and experience are significant differentiators that drive our access to and ability to complete transactions. Our tenants' strength, combined with GLPI’s balance sheet and liquidity, position the Company to consistently grow its cash flows, raise dividends and build value for shareholders in 2024 and beyond.”

Recent Developments

  • On February 6, 2024, the Company announced it acquired the real estate assets of Tioga Downs Casino Resort ("Tioga Downs") in Nichols, NY from American Racing & Entertainment, LLC ("American Racing") for $175.0 million. Simultaneous with the acquisition, GLPI and American Racing entered into a triple-net master lease agreement for an initial 30-year term. The initial annual rent is $14.5 million and is subject to annual fixed escalations of 1.75% beginning with the first anniversary which increases to 2% beginning in year fifteen of the lease through the remainder of its term. The initial annualized rent coverage ratio for the lease is expected to be over 2.3x.

    Tioga Downs features a 32,600 square foot gaming floor with 895 slots and 29 table games, a 2,500 square foot FanDuel sports book, a 160 room hotel, 5/8-mile harness horse track, 7 food and beverage locations, and a separate 18-hole championship golf course. The property underwent a $130 million expansion beginning in 2016 after it was awarded a Class III casino license by the State of New York.

  • On November 22, 2023, the Company issued $400 million of 6.750% Senior Notes due 2033 (the "Notes") that were priced at 98.196% of par value and that will mature on December 1, 2033. The Notes are senior unsecured obligations of the Issuers, guaranteed by GLPI. The net proceeds from the offering are intended to be utilized for working capital and general corporate purposes, which may include the acquisition, development and improvement of properties, the repayment of indebtedness, capital expenditures and other general business purposes.

  • In the fourth quarter of 2023, the Company sold 3.88 million shares through its ATM (At-The-Market) program which raised net proceeds of $179.7 million. Subsequent to year-end, the Company sold an additional 0.18 million shares through its ATM program which raised additional net proceeds of $9.0 million.

  • On September 6, 2023, the Company acquired the land and certain improvements at Casino Queen Marquette for $32.72 million. The Casino Queen Master Lease was amended and restated and annual rent 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.

  • 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 ("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 also committed to provide up to $150 million of development funding (of which $40 million was funded as of December 31, 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 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 The 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. 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, approval of a master plan for the site 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 November 22, 2023, the Company's Board of Directors declared a fourth quarter dividend of $0.73 per share on the Company's common stock. The dividend was paid on December 22, 2023 to shareholders of record on December 8, 2023.

On February 26, 2024, the Company's Board of Directors declared a first quarter dividend of $0.76 per share on the Company's common stock that will be payable on March 29, 2024 to shareholders of record on March 15, 2024.

2024 Guidance

Reflecting the current operating and competitive environment, the Company is providing AFFO guidance for the full year 2024 based on the following assumptions and other factors:

  • The guidance does not include the impact on operating results from any 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 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.

The Company estimates AFFO for the year ending December 31, 2024 will be between $1,041 million and $1,050 million, or between $3.70 and $3.74 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, 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 December 31, 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 6 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 ("Cordish"), the real property associated with 4 gaming and related facilities operated by Casino Queen and 1 gaming facility under construction that upon opening is intended to be managed by Hard Rock International ("Hard Rock"). These facilities are geographically diversified across 18 states and contain approximately 28.7 million square feet of improvements.

Conference Call Details

The Company will hold a conference call on February 28, 2024 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: 13743663
The playback can be accessed through Wednesday, March 6, 2024.

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.     

 

GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except per share data) (unaudited)

 

 

Three Months Ended December 31,

 

Year Ended December 31,

 

 

2023

 

 

 

2022

 

 

 

2023

 

 

 

2022

 

Revenues

 

 

 

 

 

 

 

Rental income

$

327,948

 

 

$

299,246

 

 

$

1,286,358

 

 

$

1,173,376

 

Income from investment in leases, financing receivables

 

40,059

 

 

 

37,142

 

 

 

152,990

 

 

 

138,309

 

Interest income from real estate loans

 

1,022

 

 

 

 

 

 

1,044

 

 

 

 

Total income from real estate

 

369,029

 

 

 

336,388

 

 

 

1,440,392

 

 

 

1,311,685

 

 

 

 

 

 

 

 

 

Operating expenses

 

 

 

 

 

 

 

Land rights and ground lease expense

 

11,804

 

 

 

11,870

 

 

 

48,116

 

 

 

49,048

 

General and administrative

 

13,761

 

 

 

11,315

 

 

 

56,450

 

 

 

51,319

 

Gains from dispositions of property

 

 

 

 

 

 

 

(22

)

 

 

(67,481

)

Property transfer tax recovery and impairment charge

 

 

 

 

 

 

 

(2,187

)

 

 

3,298

 

Depreciation

 

65,739

 

 

 

59,708

 

 

 

262,870

 

 

 

238,688

 

(Benefit) provision for credit losses, net

 

(17,551

)

 

 

(21,961

)

 

 

6,461

 

 

 

6,898

 

Total operating expenses

 

73,753

 

 

 

60,932

 

 

 

371,688

 

 

 

281,770

 

Income from operations

 

295,276

 

 

 

275,456

 

 

 

1,068,704

 

 

 

1,029,915

 

 

 

 

 

 

 

 

 

Other income (expenses)

 

 

 

 

 

 

 

Interest expense

 

(82,869

)

 

 

(76,538

)

 

 

(323,388

)

 

 

(309,291

)

Interest income

 

5,806

 

 

 

1,293

 

 

 

12,607

 

 

 

1,905

 

Losses on debt extinguishment

 

 

 

 

 

 

 

(556

)

 

 

(2,189

)

Total other expenses

 

(77,063

)

 

 

(75,245

)

 

 

(311,337

)

 

 

(309,575

)

 

 

 

 

 

 

 

 

Income before income taxes

 

218,213

 

 

 

200,211

 

 

 

757,367

 

 

 

720,340

 

Income tax expense

 

957

 

 

 

624

 

 

 

1,997

 

 

 

17,055

 

Net income

$

217,256

 

 

$

199,587

 

 

$

755,370

 

 

$

703,285

 

Net income attributable to non-controlling interest in the Operating Partnership

 

(5,964

)

 

 

(5,470

)

 

 

(21,087

)

 

 

(18,632

)

Net income attributable to common shareholders

$

211,292

 

 

$

194,117

 

 

$

734,283

 

 

$

684,653

 

 

 

 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

 

 

Basic earnings attributable to common shareholders

$

0.79

 

 

$

0.75

 

 

$

2.78

 

 

$

2.71

 

Diluted earnings attributable to common shareholders

$

0.78

 

 

$

0.75

 

 

$

2.77

 

 

$

2.70

 

  

 

GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIES
Current Year Revenue Detail
(in thousands) (unaudited)

 

Three Months Ended December 31, 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

$

52,743

$

10,759

$

6,936

 

$

$

70,438

$

2,210

 

$

569

$

$

73,217

PENN 2023 Master Lease

 

58,623

 

 

(114

)

 

 

58,509

 

5,912

 

 

 

 

64,421

Amended Pinnacle Master Lease

 

60,277

 

17,814

 

7,163

 

 

 

85,254

 

1,858

 

 

2,169

 

 

89,281

PENN Morgantown

 

 

774

 

 

 

 

774

 

 

 

 

 

774

Caesars Master Lease

 

16,021

 

5,933

 

 

 

 

21,954

 

2,196

 

 

331

 

 

24,481

Horseshoe St Louis Lease

 

5,918

 

 

 

 

 

5,918

 

398

 

 

 

 

6,316

Boyd Master Lease

 

20,068

 

2,947

 

2,566

 

 

 

25,581

 

574

 

 

432

 

 

26,587

Boyd Belterra Lease

 

709

 

474

 

472

 

 

 

1,655

 

151

 

 

 

 

1,806

Bally's Master Lease

 

25,892

 

 

 

 

 

25,892

 

 

 

2,627

 

 

28,519

Maryland Live! Lease

 

18,750

 

 

 

 

 

18,750

 

 

 

2,143

 

3,467

 

24,360

Pennsylvania Live! Master Lease

 

12,500

 

 

 

 

 

12,500

 

 

 

306

 

2,297

 

15,103

Casino Queen Master Lease

 

7,842

 

 

 

 

 

7,842

 

137

 

 

 

 

7,979

Tropicana Las Vegas Lease

 

 

2,677

 

 

 

 

2,677

 

 

 

 

 

2,677

Rockford Lease

 

 

2,000

 

 

 

 

2,000

 

 

 

 

486

 

2,486

Rockford Loan

 

 

 

 

 

1,022

 

1,022

 

 

 

 

 

1,022

Total

$

279,343

$

43,378

$

17,023

 

$

1,022

$

340,766

$

13,436

 

$

8,577

$

6,250

$

369,029

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended December 31, 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

$

208,889

$

43,035

$

29,977

 

 

$

281,901

$

(7,610

)

$

2,304

$

$

276,595

PENN 2023 Master Lease

 

232,750

 

 

(312

)

 

 

232,438

 

25,388

 

 

 

 

257,826

Amended Pinnacle Master Lease

 

239,532

 

71,256

 

28,655

 

 

 

339,443

 

7,432

 

 

8,255

 

 

355,130

PENN Morgantown

 

 

3,092

 

 

 

 

3,092

 

 

 

 

 

3,092

Caesars Master Lease

 

63,493

 

23,729

 

 

 

 

87,222

 

9,378

 

 

1,449

 

 

98,049

Horseshoe St Louis Lease

 

23,451

 

 

 

 

 

23,451

 

1,813

 

 

 

 

25,264

Boyd Master Lease

 

79,748

 

11,786

 

10,263

 

 

 

101,797

 

2,296

 

 

1,729

 

 

105,822

Boyd Belterra Lease

 

2,819

 

1,894

 

1,889

 

 

 

6,602

 

605

 

 

 

 

7,207

Bally's Master Lease

 

102,438

 

 

 

 

 

102,438

 

 

 

10,964

 

 

113,402

Maryland Live! Lease

 

75,000

 

 

 

 

 

75,000

 

 

 

8,450

 

13,503

 

96,953

Pennsylvania Live! Master Lease

 

50,000

 

 

 

 

 

50,000

 

 

 

1,237

 

8,908

 

60,145

Casino Queen Master Lease

 

25,373

 

 

 

 

 

25,373

 

579

 

 

 

 

25,952

Tropicana Las Vegas Lease

 

 

10,555

 

 

 

 

10,555

 

 

 

 

 

10,555

Rockford Lease

 

 

2,711

 

 

 

 

2,711

 

 

 

 

645

 

3,356

Rockford Loan

 

 

 

 

 

1,044

 

1,044

 

 

 

 

 

1,044

Total

$

1,103,493

$

168,058

$

70,472

 

$

1,044

$

1,343,067

$

39,881

 

$

34,388

$

23,056

$

1,440,392

      

 

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 December 31,

 

Year Ended December 31,

 

 

2023

 

 

 

2022

 

 

 

2023

 

 

 

2022

 

Net income

$

217,256

 

 

$

199,587

 

 

$

755,370

 

 

$

703,285

 

Gains from dispositions of property, net of tax

 

 

 

 

 

 

 

(22

)

 

 

(52,844

)

Real estate depreciation

 

64,946

 

 

 

59,240

 

 

 

260,440

 

 

 

236,809

 

Funds from operations

$

282,202

 

 

$

258,827

 

 

$

1,015,788

 

 

$

887,250

 

Straight-line rent adjustments

 

(13,436

)

 

 

(2,772

)

 

 

(39,881

)

 

 

(4,294

)

Other depreciation

 

793

 

 

 

468

 

 

 

2,430

 

 

 

1,879

 

Amortization of land rights

 

3,276

 

 

 

3,289

 

 

 

13,554

 

 

 

15,859

 

Amortization of debt issuance costs, bond premiums and original issuance discounts

 

2,545

 

 

 

2,377

 

 

 

9,857

 

 

 

9,975

 

Accretion on investment in leases, financing receivables

 

(6,250

)

 

 

(5,339

)

 

 

(23,056

)

 

 

(19,442

)

Non-cash adjustment to financing lease liabilities

 

122

 

 

 

123

 

 

 

469

 

 

 

483

 

Stock based compensation

 

4,914

 

 

 

4,183

 

 

 

22,873

 

 

 

20,427

 

Losses on debt extinguishment

 

 

 

 

 

 

 

556

 

 

 

2,189

 

Property transfer tax recovery and impairment charge

 

 

 

 

 

 

 

(2,187

)

 

 

3,298

 

(Benefit)/provision for credit losses, net

 

(17,551

)

 

 

(21,961

)

 

 

6,461

 

 

 

6,898

 

Capital maintenance expenditures (1)

 

(42

)

 

 

(57

)

 

 

(67

)

 

 

(159

)

Adjusted funds from operations

$

256,573

 

 

$

239,138

 

 

$

1,006,797

 

 

$

924,363

 

Interest, net (2)

 

76,383

 

 

 

74,570

 

 

 

308,090

 

 

 

304,703

 

Income tax expense

 

957

 

 

 

624

 

 

 

1,997

 

 

 

2,418

 

Capital maintenance expenditures (1)

 

42

 

 

 

57

 

 

 

67

 

 

 

159

 

Amortization of debt issuance costs, bond premiums and original issuance discounts

 

(2,545

)

 

 

(2,377

)

 

 

(9,857

)

 

 

(9,975

)

Adjusted EBITDA

$

331,410

 

 

$

312,012

 

 

$

1,307,094

 

 

$

1,221,668

 

 

 

 

 

 

 

 

 

Net income, per diluted common shares and OP units

$

0.78

 

 

$

0.75

 

 

$

2.77

 

 

$

2.70

 

FFO, per diluted common share and OP units

$

1.02

 

 

$

0.97

 

 

$

3.73

 

 

$

3.40

 

AFFO, per diluted common share and OP units

$

0.93

 

 

$

0.89

 

 

$

3.69

 

 

$

3.55

 

 

 

 

 

 

 

 

 

Weighted average number of common shares and OP units outstanding

 

 

 

 

 

 

 

Diluted common shares

 

269,652,162

 

 

 

260,365,257

 

 

 

264,992,926

 

 

 

253,846,475

 

OP units

 

7,653,326

 

 

 

7,366,683

 

 

 

7,651,755

 

 

 

6,878,857

 

Diluted common shares and OP units

 

277,305,488

 

 

 

267,731,940

 

 

 

272,644,681

 

 

 

260,725,332

 

(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.

(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 December 31, 2023

 

Year Ended December 31, 2023

Adjusted EBITDA

$

331,410

 

 

$

1,307,094

 

General and administrative expenses

 

13,761

 

 

 

56,450

 

Stock based compensation

 

(4,914

)

 

 

(22,873

)

Cash net operating income (1)

 

340,257

 

 

 

1,340,671

 

________________________
(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)

 

 

December 31, 2023

 

December 31, 2022

 

 

 

 

Assets

 

 

 

Real estate investments, net

$

8,168,792

 

 

$

7,707,935

 

Investment in leases, financing receivables, net

 

2,023,606

 

 

 

1,903,195

 

Real estate loans, net

 

39,036

 

 

 

 

Right-of-use assets and land rights

 

835,524

 

 

 

834,067

 

Cash and cash equivalents

 

683,983

 

 

 

239,083

 

Other assets

 

55,717

 

 

 

246,106

 

Total assets

$

11,806,658

 

 

$

10,930,386

 

 

 

 

 

Liabilities

 

 

 

Accounts payable and accrued expenses

$

7,011

 

 

$

6,561

 

Accrued interest

 

83,112

 

 

 

82,297

 

Accrued salaries and wages

 

7,452

 

 

 

6,742

 

Operating lease liabilities

 

196,853

 

 

 

181,965

 

Financing lease liability

 

54,261

 

 

 

53,792

 

Long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts

 

6,627,550

 

 

 

6,128,468

 

Deferred rental revenue

 

284,893

 

 

 

324,774

 

Other liabilities

 

36,572

 

 

 

27,691

 

Total liabilities

 

7,297,704

 

 

 

6,812,290

 

 

 

 

 

Equity

 

 

 

 

 

00

 

 

 

Preferred stock ($.01 par value, 50,000,000 shares authorized, no shares issued or outstanding at December 31, 2023 and December 31, 2022)

 

 

 

 

 

Common stock ($.01 par value, 500,000,000 shares authorized, 270,922,719 shares and 260,727,030 shares issued and outstanding at December 31, 2023 and December 31, 2022, respectively)

 

2,709

 

 

 

2,607

 

Additional paid-in capital

 

6,052,109

 

 

 

5,573,567

 

Retained deficit

 

(1,897,913

)

 

 

(1,798,216

)

Total equity attributable to Gaming and Leisure Properties

 

4,156,905

 

 

 

3,777,958

 

Noncontrolling interests in GLPI's Operating Partnership (7,653,326 units and 7,366,683 units outstanding at December 31, 2023 and December 31, 2022, respectively)

 

352,049

 

 

 

340,138

 

Total equity

 

4,508,954

 

 

 

4,118,096

 

Total liabilities and equity

$

11,806,658

 

 

$

10,930,386

 


Debt Capitalization

The Company’s debt structure as of December 31, 2023 was as follows:

 

 

 

 

 

 

Years to Maturity

Interest Rate

 

Balance

 

 

 

 

 

(in thousands)

Unsecured $1,750 Million Revolver Due May 2026

 

%

 

 

 

Term Loan Credit Facility Due September 2027

 

3.7

6.757

%

 

 

600,000

 

Senior Unsecured Notes Due September 2024

 

0.7

3.350

%

 

 

400,000

 

Senior Unsecured Notes Due June 2025

 

1.4

5.250

%

 

 

850,000

 

Senior Unsecured Notes Due April 2026

 

2.3

5.375

%

 

 

975,000

 

Senior Unsecured Notes Due June 2028

 

4.4

5.750

%

 

 

500,000

 

Senior Unsecured Notes Due January 2029

 

5.0

5.300

%

 

 

750,000

 

Senior Unsecured Notes Due January 2030

 

6.0

4.000

%

 

 

700,000

 

Senior Unsecured Notes Due January 2031

 

7.0

4.000

%

 

 

700,000

 

Senior Unsecured Notes Due January 2032

 

8.0

3.250

%

 

 

800,000

 

Senior Unsecured Notes Due December 2033

 

9.9

6.750

%

 

 

400,000

 

Other

 

2.7

4.780

%

 

 

434

 

Total long-term debt

 

 

 

 

 

6,675,434

 

Less: unamortized debt issuance costs, bond premiums and original issuance discounts

 

 

 

 

 

(47,884

)

Total long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts

 

 

 

 

$

6,627,550

 

Weighted average

 

4.7

4.921

%

 

 

 

 

 

 

 

 

________________________



Rating Agency Update - 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 (5 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

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

6/3/2021

BALY

Bally's Dover Casino Resort

Dover, DE

6/3/2021

BALY

Black Hawk (Black Hawk North, West and East casinos)

Black Hawk, CO

4/1/2022

BALY

Quad Cities Casino & Hotel

Rock Island, IL

4/1/2022

BALY

Bally's Tiverton Hotel & Casino

Tiverton, RI

1/3/2023

BALY

Hard Rock Casino and Hotel Biloxi

Biloxi, MS

1/3/2023

BALY

Casino Queen Master Lease (4 Properties)

 

 

 

DraftKings at 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

9/6/2023

Casino Queen

Belle of Baton Rouge

Baton Rouge, LA

10/1/2018

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 Lease (1)

(1) Managed by Hard Rock

 

 

 


Lease Information

 

 

Master Leases

 

 

 

 

PENN 2023 Master Lease

Amended PENN Master Lease

PENN Amended Pinnacle Master Lease

Caesars Amended and Restated Master Lease

Boyd Master Lease

Bally's Master Lease

Casino Queen Master Lease

Pennsylvania Live! Master Lease operated by Cordish

Property Count

7

14

12

5

3

8

4

2

Number of States Represented

5

9

8

4

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 (3x5 years)

15 (3x5 years)

20 (4x5 years)

20 (4x5 years)

25 (5x5 years)

20 (4x5 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 September 30, 2023 (6)

1.95

2.28

2.01

2.18

2.75

2.23

2.21

2.28

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 2028

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.

(6)  Information with respect to our tenants' rent coverage over the trailing twelve months was provided by our tenants as of September 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 Boyd

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 (5x5 years)

20 (4x5 years)

30 (6x5 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 September 30, 2023 (5)

3.59

2.27

N/A

3.60

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.

(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 September 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 and 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 and 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.

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 2024 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 regarding its 2024 pipeline of deals; GLPI's belief that its tenants' strength, combined with GLPI's balance sheet and liquidity, position GLPI to consistently grow its cash flows, raise dividends and build value for shareholders in 2024 and beyond; GLPI's belief that it is well positioned to deliver long-term growth based on its gaming operator relationships, its rights and options to participate in select tenants' future growth and expansion initiatives, an environment conducive to supporting a healthy pipeline of new deals, and its ability to structure and fund innovative transactions at competitive rates; 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 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, 2023, 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.

Investor Relations 

Matthew Demchyk, Chief Investment Officer

Joseph Jaffoni, Richard Land, James Leahy at JCIR

610/401-2900

212/835-8500

 

glpi@jcir.com


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