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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): 7/26/2024
Gaming and Leisure Properties, Inc.
(Exact name of registrant as specified in its charter)
Pennsylvania001-3612446-2116489
(State or Other Jurisdiction of
Incorporation or Organization)		(Commission File Number)(IRS Employer Identification No.)
845 Berkshire Blvd., Suite 200
Wyomissing, PA 19610
(Address of principal executive offices)

610-401-2900
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):
     
☐   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $.01 per shareGLPINasdaq
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐  


Item 2.02.  Results of Operations and Financial Condition.
 
On July 25, 2024, Gaming and Leisure Properties, Inc. issued a press release announcing its financial results for the three months and six months ended June 30, 2024.  A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.
 
(d) Exhibits
 
Exhibit
Number		 Description
  
99.1 
104The cover page from the Company's Current Report on Form 8-K, dated July 26, 2024, formatted in Inline XBRL.
 
* * *
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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
Dated: July 26, 2024GAMING AND LEISURE PROPERTIES, INC.
  
  
 By:/s/ Desiree A. Burke
 Name:Desiree A. Burke
 Title:Chief Financial Officer and Treasurer

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image1a01a20.jpg
 
GAMING AND LEISURE PROPERTIES REPORTS RECORD SECOND QUARTER 2024 RESULTS AND INCREASES 2024 FULL YEAR GUIDANCE

WYOMISSING, PA — July 25, 2024 — Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI” or the “Company”) today announced financial results for the quarter ended June 30, 2024.

Financial Highlights
 
 Three Months Ended June 30,
(in millions, except per share data)20242023
Total Revenue$380.6 $356.6 
Income from Operations$293.4 $238.3 
Net Income$214.4 $160.1 
FFO (1) (4)
$279.2 $225.4 
AFFO (2) (4)
$264.4 $250.4 
Adjusted EBITDA (3) (4)
$340.4 $325.5 
Net income, per diluted common share and OP units(4)
$0.77 $0.59 
FFO, per diluted common share and OP units (4)
$1.00 $0.83 
AFFO, per diluted common share and OP units (4)
$0.94 $0.92 
 
(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, "GLPI again delivered record financial results in the 2024 second quarter as we continued to leverage our consistent cash flow generation and benefit from our unmatched roster of the gaming industry’s leading operators. Second quarter total revenue rose 6.7% year over year to $380.6 million and AFFO grew 5.6% as we benefited from the growth of our property portfolio and rent escalations along with our discipline around liquidity and our capital structure. Furthermore, our consistent successes in building our tenant base clearly demonstrate our opportunistic approach to portfolio expansion as well as our ability to work with existing tenants to find exciting new ways to expand our close relationships. As we look to the balance of 2024, we expect to continue to deliver on our promise to shareholders to be a strong steward of their investment capital.

“During the quarter and more recently, we again demonstrated our ability to pursue innovative avenues to create value for shareholders. First, we agreed to fund and oversee a landside development project and hotel renovation of the Belle of Baton
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Rouge for our tenant Casino Queen which follows on the success of our earlier agreement to fund their landside move of The Queen Baton Rouge.

“Earlier this month, we announced a $1.585 billion transaction with Bally’s that we believe is a clear win-win for both the Company and for Bally’s. Despite the volatile interest rate environment and challenging transaction environment which have combined to limit larger deals, our team structured an innovative, multi-faceted series of transactions that is expected to deliver an 8.3% blended initial cash yield to GLPI with conservative rent coverage. We would add two very attractive assets to our existing portfolio of 65 assets across 20 jurisdictions with the addition of Bally’s Kansas City and Bally’s Shreveport while participating in the very exciting greenfield development of Bally’s Chicago located in the heart of one of the country’s three largest cities. Furthermore, we’ve favorably amended the terms of our option to acquire Bally’s Lincoln by the end of 2026. We value our ongoing partnership with the team at Bally’s and are delighted to continue working with them to support the development and construction of a flagship asset on a very attractive site on the North Branch of the Chicago River in downtown Chicago.

“Our 2024 announced transactions bring GLPI's total year-to-date investment activity up to $1.98 billion at an attractive blended yield of 8.4%. GLPI's 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. We remain confident on the long-term health of the casino gaming industry and believe our unmatched gaming industry and real estate expertise and strong balance sheet position GLPI as a development funding and real estate partner of choice for operators of all sizes.”

Recent Developments

•Subsequent to June 30, 2024, the Company sold 2.9 million shares of its common stock under the Company's 2022 at the market program which raised net proceeds of $139.4 million.

•On July 12, 2024, the Company announced that it entered into a binding term sheet with Bally’s Corporation (NYSE: BALY) (“Bally’s”) pursuant to which the Company intends to acquire the real property assets of Bally’s Kansas City Casino and Bally’s Shreveport Casino & Hotel as well as the land under Bally’s planned permanent Chicago casino site, and fund the construction of certain real property improvements of the Bally's Chicago Casino Resort, for aggregate consideration of approximately $1.585 billion. In addition to the development funding of hard costs, the Company also intends to acquire the Chicago land for approximately $250 million before development begins. The transaction would represent a blended 8.3% initial cash yield. Further, GLPI secured adjustments to the purchase price and related cap rate related to the existing, previously announced, contingent purchase option for Bally’s Lincoln gaming facility, as well as the addition of a right for GLPI to call the asset beginning in October 2026. The updated purchase price for Bally’s Lincoln is $735 million at an 8.0% cap rate.

•On June 3, 2024, the Company announced an agreement to fund and oversee a landside move and hotel renovation of the Belle of Baton Rouge ("The Belle") in Baton Rouge, LA for its tenant The Queen Casino and Entertainment Inc. ("Casino Queen"). GLPI has committed to provide up to approximately $111 million of funding for the project, which is expected to be completed by September 2025. The casino will continue to operate for the construction period except while gaming equipment is being moved to the new facility. GLPI will own the new facility and Casino Queen will pay an incremental rental yield of 9.0% on the development funding beginning a year from the initial disbursement of funds, which occurred on May 30, 2024.

•On May 16, 2024, the Company acquired the real estate assets of the Silverado Franklin Hotel & Gaming Complex, the Deadwood Mountain Grand casino, and Baldini's Casino, for $105.0 million. Simultaneous with the acquisition, GLPI and affiliates of Strategic Gaming Management, LLC ("Strategic") entered into two cross-defaulted triple-net lease agreements, each for an initial 25-year term with two ten-year renewal periods. GLPI also provided $5 million in capital improvement proceeds at the closing of the transactions for capital improvements for a total investment of $110 million. The initial aggregate annual cash rent for the new leases is $9.2 million, inclusive of capital improvement funding, and rent is subject to a fixed 2.0% annual escalation beginning in year three of the lease and a CPI based annual escalation beginning in year 11 of the lease, of the greater of 2.0% or CPI capped at 2.5%.

•During the first half of 2024, the Company funded an additional $53 million on the $150 million commitment for a development project in Rockford, Illinois that is expected to be completed in late August 2024. As of June 30, 2024, $93 million of the $150 million commitment has been funded which accrues interest at 10%.

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•On February 6, 2024, the Company 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, an affiliate of GLPI and American Racing entered into a triple-net lease agreement for an initial 30-year term. The initial 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 the initial term.


Dividends
On May 20, 2024, the Company announced that its Board of Directors declared a second quarter dividend of $0.76 per share on the Company's common stock that was paid on June 21, 2024, to shareholders of record on June 7, 2024.


2024 Guidance

Reflecting recent acquisition activity, the Company is increasing its 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, public health, 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 $1.054 billion and $1.059 billion, or between $3.74 and $3.76 per diluted share and OP units. GLPI's prior guidance contemplated AFFO for the year ending December 31, 2024 of between $1.042 billion and $1.051 billion, or between $3.71 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 June 30, 2024, GLPI's portfolio consisted of interests in 65 gaming and related facilities, including, the real property associated with 34 gaming and related facilities operated by PENN Entertainment, Inc. (NASDAQ: PENN) ("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 Corporation (NYSE: BALY) ("Bally's"), the real property associated with 3 gaming and related facilities operated by The Cordish Companies, the real property associated with 4 gaming and related facilities operated by Casino Queen, 1 gaming and related facility operated by American Racing, 3 gaming and related facilities operated by Strategic and 1 facility under development that is intended to be managed by a subsidiary of Hard Rock International ("Hard Rock"). These facilities are geographically diversified across 20 states and contain approximately 29.3 million square feet of improvements.

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Conference Call Details
 
The Company will hold a conference call on July 26, 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: 13747503
The playback can be accessed through Friday, August 2, 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.
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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 June 30,Six Months Ended June 30,
 2024202320242023
Revenues
Rental income$332,815 $319,236 $663,397 $637,204 
Income from investment in leases, financing receivables45,974 37,353 90,279 74,599 
Interest income from real estate loans1,837 — 2,914 — 
Total income from real estate380,626 356,589 756,590 711,803 
Operating expenses
Land rights and ground lease expense11,870 11,892 23,688 23,906 
General and administrative13,851 12,639 31,737 29,089 
Depreciation65,262 65,731 130,622 131,285 
   Provision (benefit) for credit losses, net(3,786)28,052 19,508 22,399 
Total operating expenses87,197 118,314 205,555 206,679 
Income from operations293,429 238,275 551,035 505,124 
Other income (expenses)
Interest expense(86,670)(79,371)(173,345)(160,731)
Interest income8,065 1,273 17,297 5,528 
   Losses on debt extinguishment— — — (556)
Total other expenses(78,605)(78,098)(156,048)(155,759)
Income before income taxes214,824 160,177 394,987 349,365 
Income tax expense412 40 1,049 558 
Net income$214,412 $160,137 $393,938 $348,807 
Net income attributable to non-controlling interest in the Operating Partnership(6,162)(4,507)$(11,224)(9,826)
Net income attributable to common shareholders$208,250 $155,630 $382,714 $338,981 
Earnings per common share:
Basic earnings attributable to common shareholders$0.77 $0.59 $1.41 $1.29 
Diluted earnings attributable to common shareholders$0.77 $0.59 $1.41 $1.29 
 


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GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIES
Current Year Revenue Detail
(in thousands) (unaudited)
Three Months Ended June 30, 2024Building base rentLand base rentPercentage rent and other rental revenueInterest income on real estate loansTotal cash incomeStraight-line rent adjustments (1)Ground rent in revenueAccretion on financing leasesTotal income from real estate
Amended PENN Master Lease $53,090 $10,759 $6,500 $— $70,349 $4,952 $612 $— $75,913 
PENN 2023 Master Lease 58,913 — (115)— 58,798 5,621 — — 64,419 
Amended Pinnacle Master Lease61,081 17,814 7,802 — 86,697 1,858 2,055 — 90,610 
PENN Morgantown Lease— 784 — — 784 — — — 784 
Caesars Master Lease16,021 5,932 — — 21,953 2,196 330 — 24,479 
Horseshoe St. Louis Lease5,917 — — — 5,917 398 — — 6,315 
Boyd Master Lease20,336 2,947 2,886 — 26,169 574 433 — 27,176 
Boyd Belterra Lease719 474 491 — 1,684 152 — — 1,836 
Bally's Master Lease26,054 — — — 26,054 — 2,642 — 28,696 
Maryland Live! Lease19,078 — — — 19,078 — 2,206 3,422 24,706 
Pennsylvania Live! Master Lease12,719 — — — 12,719 — 320 2,174 15,213 
Casino Queen Master Lease7,904 — — — 7,904 39 — — 7,943 
Tropicana Las Vegas Lease— 2,677 — — 2,677 — — — 2,677 
Rockford Lease— 2,000 — — 2,000 — — 511 2,511 
Rockford Loan— — — 1,837 1,837 — — — 1,837 
Tioga Lease3,631 — — — 3,631 — 1 573 4,205 
Strategic Gaming Leases1,175 — — — 1,175 — 35 96 1,306 
Total$286,638 $43,387 $17,564 $1,837 $349,426 $15,790 $8,634 $6,776 $380,626 

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GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIES
Current Year Revenue Detail
(in thousands) (unaudited)
Six Months Ended June 30, 2024Building base rentLand base rentPercentage rent and other rental revenueInterest income on real estate loansTotal cash incomeStraight-line rent adjustments (1)Ground rent in revenueAccretion on financing leasesTotal income from real estate
Amended PENN Master Lease $106,180 $21,518 $13,019 $— $140,717 $9,904 $1,181 $— $151,802 
PENN 2023 Master Lease 117,826 — (222)— 117,604 11,243 — — 128,847 
Amended Pinnacle Master Lease121,358 35,628 14,966 — 171,952 3,716 4,118 — 179,786 
PENN Morgantown Lease— 1,568 — — 1,568 — — — 1,568 
Caesars Master Lease32,043 11,864 — — 43,907 4,392 660 — 48,959 
Horseshoe St. Louis Lease11,835 — — — 11,835 797 — — 12,632 
Boyd Master Lease40,404 5,893 5,452 — 51,749 1,148 865 — 53,762 
Boyd Belterra Lease1,428 947 963 — 3,338 303 — — 3,641 
Bally's Master Lease51,947 — — — 51,947 — 5,331 — 57,278 
Maryland Live! Lease38,156 — — — 38,156 — 4,366 7,951 50,473 
Pennsylvania Live! Master Lease25,292 — — — 25,292 — 631 4,447 30,370 
Casino Queen Master Lease15,809 — — — 15,809 77 — — 15,886 
Tropicana Las Vegas Lease— 5,355 — — 5,355 — — — 5,355 
Rockford Lease— 4,000 — — 4,000 — — 1,009 5,009 
Rockford Loan— — — 2,914 2,914 — — — 2,914 
Tioga Lease5,843 — — — 5,843 — 2 1,157 7,002 
Strategic Gaming Leases1,175 — — — 1,175 — 35 96 1,306 
Total$569,296 $86,773 $34,178 $2,914 $693,161 $31,580 $17,189 $14,660 $756,590 

(1) Includes $0.1 million of tenant improvement allowance amortization for the three and six months ended June 30, 2024.

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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 June 30,Six Months Ended June 30,
 2024202320242023
Net income$214,412 $160,137 $393,938 $348,807 
Gains from dispositions of property, net of tax— — — — 
Real estate depreciation 64,777 65,255 129,654 130,339 
Funds from operations$279,189 $225,392 $523,592 $479,146 
Straight-line rent adjustments (1)
(15,790)(8,751)(31,580)(17,503)
Other depreciation 485 476 968 946 
Provision (benefit) for credit losses, net(3,786)28,052 19,508 22,399 
Amortization of land rights3,276 3,289 6,552 6,579 
Amortization of debt issuance costs, bond premiums and original issuance discounts
2,685 2,405 5,369 4,906 
Stock based compensation5,425 5,013 13,547 12,820 
Losses on debt extinguishment— — — 556 
Accretion on investment in leases, financing receivables(6,776)(5,549)(14,660)(10,993)
Non-cash adjustment to financing lease liabilities129 116 246 225 
Capital maintenance expenditures (2)
(462)— (552)(8)
Adjusted funds from operations$264,375 $250,443 $522,990 $499,073 
Interest, net (3)
77,882 77,428 154,650 153,872 
Income tax expense412 40 1,049 558 
Capital maintenance expenditures (2)
462 — 552 8 
Amortization of debt issuance costs, bond premiums and original issuance discounts
(2,685)(2,405)(5,369)(4,906)
Adjusted EBITDA$340,446 $325,506 $673,872 $648,605 
Net income, per diluted common share and OP units$0.77 $0.59 $1.41 $1.29 
FFO, per diluted common share and OP units$1.00 $0.83 $1.87 $1.77 
AFFO, per diluted common share and OP units$0.94 $0.92 $1.87 $1.84 
Weighted average number of common shares and OP units outstanding
Diluted common shares272,065,460 263,400,006 272,042,042 263,029,150 
OP units8,087,630 7,653,326 8,001,724 7,650,159 
Diluted common shares and OP units280,153,090 271,053,332 280,043,766 270,679,309 
 
(1) The three and six months periods ended June 30, 2024 include $0.1 million of tenant improvement allowance amortization.

(2) 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.

(3) Excludes a non-cash interest expense gross up related to certain ground leases.
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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 June 30, 2024Six Months Ended June 30, 2024
Adjusted EBITDA$340,446 $673,872 
General and administrative expenses13,851 31,737 
Stock based compensation(5,425)(13,547)
Cash net operating income (1)
$348,872 $692,062 
 

(1) Cash net operating income is cash rental income and interest on real estate loans less cash property level expenses.
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Gaming and Leisure Properties, Inc. and Subsidiaries
Consolidated Balance Sheets
(in thousands, except share and per share data)
June 30, 2024December 31, 2023
Assets
Real estate investments, net$8,045,884 $8,168,792 
Investment in leases, financing receivables, net2,312,021 2,023,606 
Real estate loans, net90,372 39,036 
Right-of-use assets and land rights, net828,098 835,524 
Cash and cash equivalents94,494 683,983 
Held to maturity investment securities (1)347,782 — 
Other assets58,517 55,717 
Total assets$11,777,168 $11,806,658 
Liabilities
Accounts payable and accrued expenses$4,455 $7,011 
Accrued interest82,091 83,112 
Accrued salaries and wages3,621 7,452 
Operating lease liabilities195,918 196,853 
Financing lease liabilities60,561 54,261 
Long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts6,632,842 6,627,550 
Deferred rental revenue253,171 284,893 
Other liabilities39,584 36,572 
Total liabilities7,272,243 7,297,704 
Equity
Preferred stock ($.01 par value, 50,000,000 shares authorized, no shares issued or outstanding at June 30, 2024 and December 31, 2023)— — 
Common stock ($.01 par value, 500,000,000 shares authorized, 271,500,584 and 270,922,719 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively)2,715 2,709 
Additional paid-in capital6,059,956 6,052,109 
Accumulated deficit(1,928,360)(1,897,913)
Total equity attributable to Gaming and Leisure Properties4,134,311 4,156,905 
Noncontrolling interests in GLPI's Operating Partnership 8,087,630 units and 7,653,326 units outstanding at June 30, 2024 and December 31, 2023, respectively)370,614 352,049 
Total equity 4,504,925 4,508,954 
Total liabilities and equity$11,777,168 $11,806,658 

(1) Represents zero coupon treasury bill that at maturity in August 2024 will total $350 million.
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Debt Capitalization
 
The Company’s debt structure as of June 30, 2024 was as follows:
 




Years to MaturityInterest RateBalance
  (in thousands)
Unsecured $1,750 Million Revolver Due May 20261.9 —%— 
Term Loan Credit Facility due September 20273.2 6.731%600,000 
Senior Unsecured Notes Due September 20240.2 3.350%400,000 
Senior Unsecured Notes Due June 20250.9 5.250%850,000 
Senior Unsecured Notes Due April 20261.8 5.375%975,000 
Senior Unsecured Notes Due June 20283.9 5.750%500,000 
Senior Unsecured Notes Due January 20294.5 5.300%750,000 
Senior Unsecured Notes Due January 20305.5 4.000%700,000 
Senior Unsecured Notes Due January 20316.5 4.000%700,000 
Senior Unsecured Notes Due January 20327.5 3.250%800,000 
Senior Unsecured Notes Due December 20339.4 6.750%400,000 
Other2.2 4.780%357 
Total long-term debt 6,675,357 
Less: unamortized debt issuance costs, bond premiums and original issuance discounts
(42,515)
Total long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts 6,632,842 
Weighted average
4.24.919%



Rating Agency - Issue Rating
Rating AgencyRating
Standard & Poor'sBBB-
FitchBBB-
Moody'sBa1
11

Properties
DescriptionLocationDate AcquiredTenant/Operator
Amended PENN Master Lease (14 Properties)
Hollywood Casino LawrenceburgLawrenceburg, IN11/1/2013PENN
Argosy Casino AltonAlton, IL11/1/2013PENN
Hollywood Casino at Charles Town RacesCharles Town, WV11/1/2013PENN
Hollywood Casino at Penn National Race CourseGrantville, PA11/1/2013PENN
Hollywood Casino BangorBangor, ME11/1/2013PENN
Zia Park CasinoHobbs, NM11/1/2013PENN
Hollywood Casino Gulf CoastBay St. Louis, MS11/1/2013PENN
Argosy Casino RiversideRiverside, MO11/1/2013PENN
Hollywood Casino TunicaTunica, MS11/1/2013PENN
Boomtown BiloxiBiloxi, MS11/1/2013PENN
Hollywood Casino St. LouisMaryland Heights, MO11/1/2013PENN
Hollywood Gaming Casino at Dayton RacewayDayton, OH11/1/2013PENN
Hollywood Gaming Casino at Mahoning Valley Race TrackYoungstown, OH11/1/2013PENN
1st Jackpot CasinoTunica, MS5/1/2017PENN
PENN 2023 Master Lease (7 Properties)
Hollywood Casino AuroraAurora, IL11/1/2013PENN
Hollywood Casino JolietJoliet, IL11/1/2013PENN
Hollywood Casino ToledoToledo, OH11/1/2013PENN
Hollywood Casino ColumbusColumbus, OH11/1/2013PENN
M ResortHenderson, NV11/1/2013PENN
Hollywood Casino at the MeadowsWashington, PA9/9/2016PENN
Hollywood Casino PerryvillePerryville, MD7/1/2021PENN
Amended Pinnacle Master Lease (12 Properties)
Ameristar Black HawkBlack Hawk, CO4/28/2016PENN
Ameristar East ChicagoEast Chicago, IN4/28/2016PENN
Ameristar Council BluffsCouncil Bluffs, IA4/28/2016PENN
L'Auberge Baton RougeBaton Rouge, LA4/28/2016PENN
Boomtown Bossier CityBossier City, LA4/28/2016PENN
L'Auberge Lake CharlesLake Charles, LA4/28/2016PENN
Boomtown New OrleansNew Orleans, LA4/28/2016PENN
Ameristar VicksburgVicksburg, MS4/28/2016PENN
River City Casino & HotelSt. Louis, MO4/28/2016PENN
Jackpot Properties (Cactus Petes and Horseshu)Jackpot, NV4/28/2016PENN
Plainridge Park CasinoPlainridge, MA10/15/2018PENN
Caesars Master Lease (5 Properties)
Tropicana Atlantic CityAtlantic City, NJ10/1/2018CZR
Tropicana LaughlinLaughlin, NV10/1/2018CZR
Trop Casino GreenvilleGreenville, MS10/1/2018CZR
Isle Casino Hotel BettendorfBettendorf, IA12/18/2020CZR
Isle Casino Hotel WaterlooWaterloo, IA12/18/2020CZR
Boyd Master Lease (3 Properties)
Belterra Casino ResortFlorence, IN4/28/2016BYD
Ameristar Kansas CityKansas City, MO4/28/2016BYD
Ameristar St. CharlesSt. Charles, MO4/28/2016BYD
Bally's Master Lease (8 Properties)
Tropicana EvansvilleEvansville, IN6/3/2021BALY
Bally's Dover Casino ResortDover, DE6/3/2021BALY
Black Hawk (Black Hawk North, West and East casinos)Black Hawk, CO4/1/2022BALY
Quad Cities Casino & HotelRock Island, IL4/1/2022BALY
Bally's Tiverton Hotel & CasinoTiverton, RI1/3/2023BALY
Hard Rock Casino and Hotel BiloxiBiloxi, MS1/3/2023BALY
Casino Queen Master Lease (4 Properties)
DraftKings at Casino Queen East St. Louis, IL1/23/2014Casino Queen
The Queen Baton RougeBaton Rouge, LA12/17/2021Casino Queen
Casino Queen MarquetteMarquette, IA9/6/2023Casino Queen
12

Belle of Baton RougeBaton Rouge, LA10/1/2018Casino Queen
Pennsylvania Live! Master Lease (2 Properties)
Live! Casino & Hotel PhiladelphiaPhiladelphia, PA3/1/2022Cordish
Live! Casino PittsburghGreensburg, PA3/1/2022Cordish
Strategic Gaming Leases (3 Properties) (1)
Silverado Franklin Hotel & Gaming ComplexDeadwood, SD5/16/2024Strategic
Deadwood Mountain Grand CasinoDeadwood, SD5/16/2024Strategic
Baldini's CasinoSparks, NV5/16/2024Strategic
Single Asset Leases
Belterra Park Gaming & Entertainment CenterCincinnati, OH10/15/2018BYD
Horseshoe St LouisSt. Louis, MO10/1/2018CZR
Hollywood Casino MorgantownMorgantown, PA10/1/2020PENN
Live! Casino & Hotel MarylandHanover, MD12/29/2021Cordish
Tropicana Las VegasLas Vegas, NV4/16/2020BALY
Tioga Downs Nichols, NY2/6/2024American Racing
Hard Rock Casino Rockford Rockford, IL8/29/2023
815 ENT Lessee (2)
(1) Represents two cross-defaulted, co-terminus leases
(2) Managed by a subsidiary of Hard Rock
13

Lease Information
Master Leases
PENN 2023 Master LeaseAmended PENN Master LeasePENN Amended Pinnacle Master LeaseCaesars Amended and Restated Master LeaseBYD Master Lease
Property Count7141253
Number of States Represented59842
Commencement Date1/1/202311/1/20134/28/201610/1/201810/15/2018
Lease Expiration Date10/31/203310/31/20334/30/20319/30/203804/30/2026
Remaining Renewal Terms15 (3x5 years)15 (3x5 years)20 (4x5 years)20 (4x5 years)25 (5x5 years)
Corporate GuaranteeYesYesYesYesNo
Master Lease with Cross CollateralizationYesYesYesYesYes
Technical Default Landlord ProtectionYesYesYesYesYes
Default Adjusted Revenue to Rent Coverage 1.11.11.21.21.4
Competitive Radius Landlord ProtectionYesYesYesYesYes
Escalator Details
Yearly Base Rent Escalator Maximum
1.5% (1)
2%2%
1.75% (2)
2%
Coverage ratio at March 31, 2024 (3)
1.962.211.942.032.66
Minimum Escalator Coverage GovernorN/A1.81.8N/A 1.8
Yearly Anniversary for RealizationNovemberNovember May OctoberMay
Percentage Rent Reset Details
Reset FrequencyN/A5 years2 yearsN/A2 years
Next ResetN/ANovember 2028May 2026N/AMay 2026

(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)    Information with respect to our tenants' rent coverage over the trailing twelve months was provided by our tenants as of March 31, 2024. GLPI has not independently verified the accuracy of the tenants' information and therefore makes no representation as to its accuracy.
14

Lease Information
Master Leases
Bally's Master LeaseCasino Queen Master Lease Pennsylvania Live! Master Lease operated by CordishStrategic Gaming Lease (1)
Property Count8423
Number of States Represented6312
Commencement Date6/3/202112/17/20213/1/20225/16/2024
Lease Expiration Date06/02/203612/31/20362/28/20615/31/2049
Remaining Renewal Terms20 (4x5 years)20 (4X5 years)21 (1 x 11 years, 1 x 10 years)20 (2X10 years)
Corporate GuaranteeYesYesNoYes
Master Lease with Cross CollateralizationYesYesYesYes
Technical Default Landlord ProtectionYesYesYesYes
Default Adjusted Revenue to Rent Coverage 1.21.41.41.4 (4)
Competitive Radius Landlord ProtectionYesYesYesYes
Escalator Details
Yearly Base Rent Escalator Maximum(2)(3)1.75%2% (4)
Coverage ratio at March 31, 2024 (5)
2.072.162.31N/A
Minimum Escalator Coverage GovernorN/AN/AN/AN/A
Yearly Anniversary for RealizationJuneDecemberMarch June 2026
Percentage Rent Reset Details
Reset FrequencyN/AN/AN/AN/A
Next ResetN/AN/AN/AN/A

(1)    Consists of two leases that are cross collateralized and co-terminus with each other.

(2)    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.

(3)    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.
(4)    The default adjusted revenue to rent coverage declines to 1.25 if the tenants adjusted revenues totals $75 million. Annual rent escalates at 2% beginning in year three of the lease and in year 11 escalates based on the greater of 2% or CPI, capped at 2.5%.    

(5)    Information with respect to our tenants' rent coverage over the trailing twelve months was provided by our tenants as of March 31, 2024. Due to the recent additions to the Casino Queen Master Lease the coverage ratio is 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.
15

Lease Information
Single Property Leases
Belterra Park Lease operated by BYD Horseshoe St. Louis Lease operated by CZRMorgantown Ground Lease operated by PENNLive! Casino & Hotel Maryland operated by CordishTropicana Las Vegas Ground Lease operated by BALYTioga Downs Lease operated by American RacingHard Rock Rockford Ground Lease managed by Hard Rock
Commencement Date10/15/20189/29/202010/1/202012/29/20219/26/20222/6/20248/29/2023
Lease Expiration Date04/30/202610/31/203310/31/204012/31/20609/25/20722/28/20548/31/2122
Remaining Renewal Terms25 (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)32 years and 10 months (2 x 10 years, 1 x 12 years and 10 months)None
Corporate GuaranteeNoYesYesNoYesYesNo
Technical Default Landlord ProtectionYesYesYesYesYesYesYes
Default Adjusted Revenue to Rent Coverage 1.41.2N/A1.41.41.41.4
Competitive Radius Landlord ProtectionYesYesN/AYesYesYesYes
Escalator Details
Yearly Base Rent Escalator Maximum2%
1.25% (1)
1.5% (2)
1.75%(3)
1.75% (4)
2%
Coverage ratio at March 31, 2024 (5)
3.732.23N/A3.49N/AN/AN/A
Minimum Escalator Coverage Governor1.8N/AN/AN/AN/AN/AN/A
Yearly Anniversary for RealizationMay OctoberDecemberJanuary October MarchSeptember
Percentage Rent Reset Details
Reset Frequency2 yearsN/AN/AN/AN/AN/AN/A
Next ResetMay 2026N/AN/AN/AN/AN/AN/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)    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)    Increases by 1.75% beginning with the first anniversary which increases to 2% beginning in year fifteen of the lease through the remainder of the initial term.

(5)    Information with respect to our tenants' rent coverage over the trailing twelve months was provided by our tenants as of March 31, 2024. GLPI has not independently verified the accuracy of the tenants' information and therefore makes no representation as to its accuracy.




16

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.


17

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 announced transactions, including the cash and rental yields. 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 expectations regarding continued growth and dividend increases, GLPI's expectation that it will continue to be a strong steward of its shareholders' investment capital, 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 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
investorinquiries@glpropinc.com                glpi@jcir.com



18
v3.24.2
Cover Cover
Apr. 26, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jul. 26, 2024
Entity Registrant Name Gaming and Leisure Properties, Inc.
Entity Incorporation, State or Country Code PA
Entity File Number 001-36124
Entity Tax Identification Number 46-2116489
Entity Address, Address Line One 845 Berkshire Blvd., Suite 200
Entity Address, City or Town Wyomissing
Entity Address, State or Province PA
Entity Address, Postal Zip Code 19610
City Area Code 610
Local Phone Number 401-2900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $.01 per share
Trading Symbol GLPI
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0001575965
Amendment Flag false
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