Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI” or
the “Company”) today announced financial results for
the quarter ended March 31, 2023.
Financial Highlights
|
|
Three Months Ended March 31, |
(in millions, except per share data) |
|
2023 |
|
2022 |
Total Revenue |
|
$ |
355.2 |
|
|
$ |
315.0 |
|
Income from
Operations |
|
$ |
266.8 |
|
|
$ |
199.8 |
|
Net
Income |
|
$ |
188.7 |
|
|
$ |
121.7 |
|
FFO(1) (4) |
|
$ |
253.8 |
|
|
$ |
180.3 |
|
AFFO(2) (4) |
|
$ |
248.6 |
|
|
$ |
218.6 |
|
Adjusted
EBITDA(3) (4) |
|
$ |
323.1 |
|
|
$ |
293.3 |
|
Net income, per
diluted common share and OP units(4) |
|
$ |
0.70 |
|
|
$ |
0.48 |
|
FFO, per diluted
common share and OP units(4) |
|
$ |
0.94 |
|
|
$ |
0.71 |
|
AFFO, per diluted
common share and OP units(4) |
|
$ |
0.92 |
|
|
$ |
0.86 |
|
_______________________________________(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; impairment charges; straight-line rent adjustments;
losses on debt extinguishment; and (benefit) provision 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;
impairment charges; losses on debt extinguishment and (benefit)
provision 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, "Our record first quarter financial
results further highlight and reinforce the value of our long-term
strategy to expand and diversify our portfolio of regional gaming
assets, align with the industry’s top regional gaming operators,
and support our tenants with innovative structures in an accretive,
prudent manner. This approach has driven predictable
growth of our rental cash flows and AFFO, enabling GLPI to increase
its capital returns to shareholders through increased cash
dividends.
“On an operating basis, first quarter total
revenue rose 12.8% to $355.2 million, which drove a 13.7%
year-over-year increase in AFFO. Our first quarter financial growth
reflects GLPI’s long-term expansion and diversification into a
landlord with six tenants with 59 properties across 18 states,
including 8 new properties added in 2022 and in early 2023 with The
Cordish Companies and Bally's Corporation, all of which we expect
to continue to benefit results over the balance of this year and
beyond. Our approach to portfolio expansion and
concurrent focus on strong capital returns and yields for our
shareholders is highlighted by our first quarter 2023 dividend of
$0.72 per share, up from $0.69 per share in the year ago period,
with shareholders also receiving a special earnings and profit
dividend of $0.25 per share related to our sale of the Tropicana
Las Vegas building.
“Looking forward to the balance of 2023, GLPI is
on track to generate record results based on the ongoing expansion
and diversification of our portfolio as well as the upside from
recently completed transactions and contractual rent escalators.
Our disciplined capital investment approach, combined with our
focus on stable regional gaming markets, supports our confidence
that the Company is well positioned to further grow our cash
dividend and drive long-term shareholder value.”
Recent Developments
- On 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
Corporation (NYSE: BALY) ("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, 2024, 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 February 22, 2023, the Company's Board of
Directors declared the first quarter dividend of $0.72 per share on
the Company's common stock as well as a special earnings and profit
dividend of $0.25 per share related to the sale of the Tropicana
Las Vegas building. The dividend was paid on March 24, 2023 to
shareholders of record on March 10, 2023.
2023 Guidance
Reflecting the current operating and competitive
environment, the Company is updating its AFFO guidance for the full
year 2023 based on the following assumptions and other factors:
- The guidance does not include the
impact on operating results from any pending or possible future
acquisitions or dispositions, future capital markets activity, or
other future non-recurring transactions.
- The guidance assumes there will be
no material changes in applicable legislation, regulatory
environment, world events, including a more severe COVID-19 or new
pandemic outbreak, weather, recent consumer trends, economic
conditions, oil prices, competitive landscape or other
circumstances beyond our control that may adversely affect the
Company's results of operations.
The Company estimates AFFO for the year ending
December 31, 2023 will be between $984 million and $997 million, or
between $3.63 and $3.67 per diluted share and OP units. GLPI's
prior guidance contemplated AFFO for the year ending December 31,
2023 of between $980 million and $997 million, or between $3.61 and
$3.67 per diluted share and OP units.
The Company does not provide a reconciliation
for non-GAAP estimates on a forward-looking basis, including the
information above, where it is unable to provide a meaningful or
accurate calculation or estimation of reconciling items and the
information is not available without unreasonable
effort. This is due to the inherent difficulty of
forecasting the timing and/or amounts of various items that would
impact net income, which is the most directly comparable
forward-looking GAAP financial measure. This includes, for example,
provision for credit losses, net, acquisition costs and other
non-core items that have not yet occurred, are out of the Company’s
control and/or cannot be reasonably predicted. For the
same reasons, the Company is unable to address the probable
significance of the unavailable information. In
particular, the Company is unable to predict with reasonable
certainty the amount of the change in the provision for credit
losses, net, under ASU No. 2016-13 - Financial Instruments - Credit
Losses ("ASC 326") in future periods. The non-cash change in the
provision for credit losses under ASC 326 with respect to future
periods is dependent upon future events that are entirely outside
of the Company's control and may not be reliably predicted,
including the performance and future outlook of our tenant's
operations for our leases that are accounted for as investment in
leases, financing receivables, as well as broader macroeconomic
factors and future predictions of such factors. As a result,
forward-looking non-GAAP financial measures provided without the
most directly comparable GAAP financial measures may vary
materially from the corresponding GAAP financial measures.
Portfolio Update
GLPI's primary business consists of acquiring,
financing, and owning real estate property to be leased to gaming
operators in triple-net lease arrangements. As of March 31,
2023, GLPI's portfolio consisted of interests in 59 gaming and
related facilities, including, the real property associated with 34
gaming and related facilities operated by PENN, the real property
associated with 7 gaming and related facilities operated by Caesars
Entertainment, Inc. (NASDAQ: CZR) ("Caesars"), the real property
associated with 4 gaming and related facilities operated by Boyd
Gaming Corporation (NYSE: BYD) ("Boyd"), the real property
associated with 9 gaming and related facilities operated by
Bally's, the real property associated with 3 gaming and related
facilities operated by The Cordish Companies and the real property
associated with 2 gaming and related facilities operated by Casino
Queen. These facilities are geographically diversified across 18
states and contain approximately 30.2 million square feet of
improvements.
Conference Call Details
The Company will hold a conference call on
April 28, 2023, at 10:00 a.m. (Eastern Time) to discuss
its financial results, current business trends and market
conditions.
To Participate in the Telephone Conference
Call:Dial in at least five minutes prior to start time.Domestic:
1-877/407-0784International: 1-201/689-8560
Conference Call Playback:Domestic:
1-844/512-2921International: 1-412/317-6671Passcode: 13737873The
playback can be accessed through Friday, May 5, 2023.
WebcastThe 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
SUBSIDIARIESConsolidated Statements of
Operations(in thousands, except per share data)
(unaudited) |
|
|
|
Three Months Ended March 31, |
|
2023 |
|
2022 |
Revenues |
|
|
|
Rental income |
$ |
317,968 |
|
|
$ |
287,777 |
|
Interest income from investment in leases, financing
receivables |
|
37,246 |
|
|
|
27,189 |
|
Total income from real
estate |
|
355,214 |
|
|
|
314,966 |
|
|
|
|
|
Operating
expenses |
|
|
|
Land rights and ground lease expense |
|
12,014 |
|
|
|
13,704 |
|
General and administrative |
|
16,450 |
|
|
|
15,732 |
|
Gains from dispositions |
|
— |
|
|
|
(51 |
) |
Depreciation |
|
65,554 |
|
|
|
59,129 |
|
(Benefit) provision for credit losses, net |
|
(5,653 |
) |
|
|
26,656 |
|
Total operating expenses |
|
88,365 |
|
|
|
115,170 |
|
Income from operations |
|
266,849 |
|
|
|
199,796 |
|
|
|
|
|
Other income
(expenses) |
|
|
|
Interest expense |
|
(81,360 |
) |
|
|
(77,922 |
) |
Interest income |
|
4,255 |
|
|
|
22 |
|
Losses on debt extinguishment |
|
(556 |
) |
|
|
— |
|
Total other expenses |
|
(77,661 |
) |
|
|
(77,900 |
) |
|
|
|
|
Income before income
taxes |
|
189,188 |
|
|
|
121,896 |
|
Income tax expense |
|
518 |
|
|
|
204 |
|
Net
income |
$ |
188,670 |
|
|
$ |
121,692 |
|
Net income attributable to
non-controlling interest in the Operating Partnership |
|
(5,319 |
) |
|
|
(2,424 |
) |
Net income
attributable to common shareholders |
$ |
183,351 |
|
|
$ |
119,268 |
|
|
|
|
|
Earnings per common
share: |
|
|
|
Basic earnings attributable to
common shareholders |
$ |
0.70 |
|
|
$ |
0.48 |
|
Diluted earnings attributable
to common shareholders |
$ |
0.70 |
|
|
$ |
0.48 |
|
|
|
|
|
|
|
|
|
|
GAMING AND LEISURE PROPERTIES, INC. AND
SUBSIDIARIESCurrent Year Revenue
Detail(in thousands) (unaudited) |
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2023 |
Building base rent |
Land base rent |
Percentage rent |
Total cash income |
Straight-line rent adjustments |
Ground rent in revenue |
Accretion on financing leases |
Other rental revenue |
Total income from real estate |
Amended PENN Master Lease |
$ |
52,049 |
|
$ |
10,759 |
|
$ |
7,685 |
|
$ |
70,493 |
|
$ |
(3,274 |
) |
$ |
595 |
|
$ |
— |
|
$ |
— |
|
$ |
67,814 |
|
PENN 2023 Master Lease |
|
58,043 |
|
|
— |
|
|
— |
|
|
58,043 |
|
|
6,492 |
|
|
— |
|
|
— |
|
|
(16 |
) |
|
64,519 |
|
Amended Pinnacle Master
Lease |
|
59,095 |
|
|
17,814 |
|
|
7,164 |
|
|
84,073 |
|
|
1,858 |
|
|
2,005 |
|
|
— |
|
|
— |
|
|
87,936 |
|
PENN Morgantown Lease |
|
— |
|
|
773 |
|
|
— |
|
|
773 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
773 |
|
Caesars Master Lease |
|
15,824 |
|
|
5,932 |
|
|
— |
|
|
21,756 |
|
|
2,394 |
|
|
378 |
|
|
— |
|
|
— |
|
|
24,528 |
|
Horseshoe St. Louis Lease |
|
5,844 |
|
|
— |
|
|
— |
|
|
5,844 |
|
|
472 |
|
|
— |
|
|
— |
|
|
— |
|
|
6,316 |
|
Boyd Master Lease |
|
19,675 |
|
|
2,946 |
|
|
2,566 |
|
|
25,187 |
|
|
574 |
|
|
349 |
|
|
— |
|
|
— |
|
|
26,110 |
|
Boyd Belterra Lease |
|
695 |
|
|
473 |
|
|
472 |
|
|
1,640 |
|
|
152 |
|
|
— |
|
|
— |
|
|
— |
|
|
1,792 |
|
Bally's Master Lease |
|
25,115 |
|
|
— |
|
|
— |
|
|
25,115 |
|
|
— |
|
|
2,916 |
|
|
— |
|
|
— |
|
|
28,031 |
|
Maryland Live! Lease |
|
18,750 |
|
|
— |
|
|
— |
|
|
18,750 |
|
|
— |
|
|
2,113 |
|
|
3,287 |
|
|
— |
|
|
24,150 |
|
Pennsylvania Live! Master
Lease |
|
12,500 |
|
|
— |
|
|
— |
|
|
12,500 |
|
|
— |
|
|
322 |
|
|
2,157 |
|
|
— |
|
|
14,979 |
|
Casino Queen Master Lease |
|
5,557 |
|
|
— |
|
|
— |
|
|
5,557 |
|
|
84 |
|
|
— |
|
|
— |
|
|
— |
|
|
5,641 |
|
Tropicana Las Vegas Lease |
|
— |
|
|
2,625 |
|
|
— |
|
|
2,625 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
2,625 |
|
Total |
$ |
273,147 |
|
$ |
41,322 |
|
$ |
17,887 |
|
$ |
332,356 |
|
$ |
8,752 |
|
$ |
8,678 |
|
$ |
5,444 |
|
$ |
(16 |
) |
$ |
355,214 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation of Net income (GAAP) to FFO, FFO to AFFO, and AFFO
to Adjusted EBITDAGaming and Leisure Properties, Inc. and
SubsidiariesCONSOLIDATED(in thousands, except per
share and share data) (unaudited) |
|
|
|
Three Months Ended March 31, |
|
2023 |
|
2022 |
Net income |
$ |
188,670 |
|
|
$ |
121,692 |
|
Gains from dispositions of
property, net of tax |
|
— |
|
|
|
(51 |
) |
Real estate depreciation |
|
65,084 |
|
|
|
58,659 |
|
Funds from
operations |
$ |
253,754 |
|
|
$ |
180,300 |
|
Straight-line rent
adjustments |
|
(8,752 |
) |
|
|
(1,543 |
) |
Other depreciation |
|
470 |
|
|
|
470 |
|
(Benefit) provision for credit
losses, net |
|
(5,653 |
) |
|
|
26,656 |
|
Amortization of land
rights |
|
3,290 |
|
|
|
5,990 |
|
Amortization of debt issuance
costs, bond premiums and original issuance discounts |
|
2,501 |
|
|
|
2,771 |
|
Stock based compensation |
|
7,807 |
|
|
|
7,600 |
|
Losses on debt
extinguishment |
|
556 |
|
|
|
— |
|
Accretion on investment in
leases, financing receivables |
|
(5,444 |
) |
|
|
(3,725 |
) |
Non-cash adjustment to
financing lease liabilities |
|
109 |
|
|
|
124 |
|
Capital maintenance
expenditures(1) |
|
(8 |
) |
|
|
(15 |
) |
Adjusted funds from
operations |
$ |
248,630 |
|
|
$ |
218,628 |
|
Interest, net(2) |
|
76,444 |
|
|
$ |
77,230 |
|
Income tax expense |
|
518 |
|
|
$ |
204 |
|
Capital maintenance
expenditures(1) |
|
8 |
|
|
$ |
15 |
|
Amortization of debt issuance
costs, bond premiums and original issuance discounts |
|
(2,501 |
) |
|
$ |
(2,771 |
) |
Adjusted
EBITDA |
$ |
323,099 |
|
|
$ |
293,306 |
|
|
|
|
|
Net income, per
diluted common share and OP units |
$ |
0.70 |
|
|
$ |
0.48 |
|
FFO, per diluted
common share and OP units |
$ |
0.94 |
|
|
$ |
0.71 |
|
AFFO, per diluted
common share and OP units |
$ |
0.92 |
|
|
$ |
0.86 |
|
|
|
|
|
Weighted average
number of common shares and OP units outstanding |
|
|
|
Diluted common shares |
|
262,671,762 |
|
|
|
248,041,490 |
|
OP units |
|
7,646,956 |
|
|
|
5,388,276 |
|
Diluted common shares and OP units |
|
270,318,718 |
|
|
|
253,429,766 |
|
_______________________________________(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) Current year amount excludes non-cash
interest expense gross up related to the ground lease for the Live!
Maryland property.
|
Reconciliation of Cash Net Operating IncomeGaming and Leisure
Properties, Inc. and SubsidiariesCONSOLIDATED(in
thousands, except per share and share data) (unaudited) |
|
|
|
Three Months Ended March 31, 2023 |
Adjusted EBITDA |
$ |
323,099 |
|
General and administrative
expenses |
|
16,450 |
|
Stock based compensation |
|
(7,807 |
) |
Cash net operating
income(1) |
$ |
331,742 |
|
________________________________________(1) Cash net operating
income is rental and other property income less cash property level
expenses.
|
Gaming and Leisure Properties, Inc. and
SubsidiariesConsolidated Balance
Sheets(in thousands, except share and per share data) |
|
|
|
|
|
March 31, 2023 |
|
December 31, 2022 |
Assets |
|
|
|
Real estate investments, net |
$ |
8,281,960 |
|
|
$ |
7,707,935 |
|
Investment in leases, financing receivables, net |
|
1,914,292 |
|
|
|
1,903,195 |
|
Right-of-use assets and land rights, net |
|
867,228 |
|
|
|
834,067 |
|
Cash and cash equivalents |
|
6,822 |
|
|
|
239,083 |
|
Other assets |
|
45,793 |
|
|
|
246,106 |
|
Total
assets |
$ |
11,116,095 |
|
|
$ |
10,930,386 |
|
|
|
|
|
Liabilities |
|
|
|
Accounts payable and accrued expenses |
$ |
6,931 |
|
|
$ |
6,561 |
|
Accrued interest |
|
78,475 |
|
|
|
82,297 |
|
Accrued salaries and wages |
|
1,940 |
|
|
|
6,742 |
|
Operating lease liabilities |
|
218,392 |
|
|
|
181,965 |
|
Financing lease liabilities |
|
53,901 |
|
|
|
53,792 |
|
Long-term debt, net of unamortized debt issuance costs, bond
premiums and original issuance discounts |
|
6,291,470 |
|
|
|
6,128,468 |
|
Deferred rental revenue |
|
316,022 |
|
|
|
324,774 |
|
Other liabilities |
|
30,773 |
|
|
|
27,691 |
|
Total liabilities |
|
6,997,904 |
|
|
|
6,812,290 |
|
|
|
|
|
Equity |
|
|
|
Preferred stock ($.01 par value, 50,000,000 shares authorized, no
shares issued or outstanding at March 31, 2023 and December 31,
2022) |
|
— |
|
|
|
— |
|
Common stock ($.01 par value, 500,000,000 shares authorized,
262,355,725 and 260,727,030 shares issued and outstanding at March
31, 2023 and December 31, 2022, respectively) |
|
2,624 |
|
|
|
2,607 |
|
Additional paid-in capital |
|
5,632,246 |
|
|
|
5,573,567 |
|
Accumulated deficit |
|
(1,869,643 |
) |
|
|
(1,798,216 |
) |
Total equity attributable to Gaming and Leisure Properties |
|
3,765,227 |
|
|
|
3,777,958 |
|
Noncontrolling interests in
GLPI's Operating Partnership (7,653,326 units and 7,366,683 units
outstanding at March 31, 2023 and December 31, 2022,
respectively) |
|
352,964 |
|
|
|
340,138 |
|
Total equity |
|
4,118,191 |
|
|
|
4,118,096 |
|
Total liabilities and
equity |
$ |
11,116,095 |
|
|
$ |
10,930,386 |
|
|
|
|
|
|
|
|
|
Debt Capitalization
The Company’s debt structure as of March 31, 2023 was as
follows:
|
|
Years to Maturity |
|
Interest Rate |
|
Balance |
|
|
|
|
|
|
(in thousands) |
Unsecured $1,750 Million Revolver Due May 2026 |
|
3.1 |
|
6.16% |
|
60,000 |
|
Term Loan Credit Facility due
September 2027 |
|
4.4 |
|
6.06% |
|
600,000 |
|
Senior Unsecured Notes Due
September 2024 |
|
1.4 |
|
3.35% |
|
400,000 |
|
Senior Unsecured Notes Due
June 2025 |
|
2.2 |
|
5.25% |
|
850,000 |
|
Senior Unsecured Notes Due
April 2026 |
|
3.0 |
|
5.38% |
|
975,000 |
|
Senior Unsecured Notes Due
June 2028 |
|
5.2 |
|
5.75% |
|
500,000 |
|
Senior Unsecured Notes Due
January 2029 |
|
5.8 |
|
5.30% |
|
750,000 |
|
Senior Unsecured Notes Due
January 2030 |
|
6.8 |
|
4.00% |
|
700,000 |
|
Senior Unsecured Notes Due
January 2031 |
|
7.8 |
|
4.00% |
|
700,000 |
|
Senior Unsecured Notes Due
January 2032 |
|
8.8 |
|
3.25% |
|
800,000 |
|
Other |
|
3.4 |
|
4.78% |
|
546 |
|
Total long-term
debt |
|
|
|
|
|
6,335,546 |
|
Less: unamortized debt
issuance costs, bond premiums and original issuance discounts |
|
|
|
|
|
(44,076 |
) |
Total long-term debt,
net of unamortized debt issuance costs, bond premiums and original
issuance discounts |
|
|
|
|
|
6,291,470 |
|
Weighted
average |
|
5.1 |
|
4.75% |
|
|
|
|
|
|
|
|
|
___________________________________
Rating Agency - Issue Rating
Rating Agency |
|
Rating |
Standard & Poor's |
|
BBB- |
Fitch |
|
BBB- |
Moody's |
|
Ba1 |
|
|
|
Properties
Description |
Location |
Date Acquired |
Tenant/Operator |
Amended PENN Master Lease (14 Properties) |
|
|
|
Hollywood Casino
Lawrenceburg |
Lawrenceburg, IN |
11/1/2013 |
PENN |
Argosy Casino Alton |
Alton, IL |
11/1/2013 |
PENN |
Hollywood Casino at Charles
Town Races |
Charles Town, WV |
11/1/2013 |
PENN |
Hollywood Casino at Penn
National Race Course |
Grantville, PA |
11/1/2013 |
PENN |
Hollywood Casino Bangor |
Bangor, ME |
11/1/2013 |
PENN |
Zia Park Casino |
Hobbs, NM |
11/1/2013 |
PENN |
Hollywood Casino Gulf
Coast |
Bay St. Louis, MS |
11/1/2013 |
PENN |
Argosy Casino Riverside |
Riverside, MO |
11/1/2013 |
PENN |
Hollywood Casino Tunica |
Tunica, MS |
11/1/2013 |
PENN |
Boomtown Biloxi |
Biloxi, MS |
11/1/2013 |
PENN |
Hollywood Casino St.
Louis |
Maryland Heights, MO |
11/1/2013 |
PENN |
Hollywood Gaming Casino at
Dayton Raceway |
Dayton, OH |
11/1/2013 |
PENN |
Hollywood Gaming Casino at
Mahoning Valley Race Track |
Youngstown, OH |
11/1/2013 |
PENN |
1st Jackpot Casino |
Tunica, MS |
5/1/2017 |
PENN |
PENN 2023 Master Lease
(7 properties) |
|
|
|
Hollywood Casino Aurora |
Aurora, IL |
11/1/2013 |
PENN |
Hollywood Casino Joliet |
Joliet, IL |
11/1/2013 |
PENN |
Hollywood Casino Toledo |
Toledo, OH |
11/1/2013 |
PENN |
Hollywood Casino Columbus |
Columbus, OH |
11/1/2013 |
PENN |
M Resort |
Henderson, NV |
11/1/2013 |
PENN |
Hollywood Casino at the
Meadows |
Washington, PA |
9/9/2016 |
PENN |
Hollywood Casino
Perryville |
Perryville, MD |
7/1/2021 |
PENN |
Amended Pinnacle
Master Lease (12 Properties) |
|
|
|
Ameristar Black Hawk |
Black Hawk, CO |
4/28/2016 |
PENN |
Ameristar East Chicago |
East Chicago, IN |
4/28/2016 |
PENN |
Ameristar Council Bluffs |
Council Bluffs, IA |
4/28/2016 |
PENN |
L'Auberge Baton Rouge |
Baton Rouge, LA |
4/28/2016 |
PENN |
Boomtown Bossier City |
Bossier City, LA |
4/28/2016 |
PENN |
L'Auberge Lake Charles |
Lake Charles, LA |
4/28/2016 |
PENN |
Boomtown New Orleans |
New Orleans, LA |
4/28/2016 |
PENN |
Ameristar Vicksburg |
Vicksburg, MS |
4/28/2016 |
PENN |
River City Casino &
Hotel |
St. Louis, MO |
4/28/2016 |
PENN |
Jackpot Properties (Cactus
Petes and Horseshu) |
Jackpot, NV |
4/28/2016 |
PENN |
Plainridge Park Casino |
Plainridge, MA |
10/15/2018 |
PENN |
Caesars Master Lease
(6 Properties) |
|
|
|
Tropicana Atlantic City |
Atlantic City, NJ |
10/1/2018 |
CZR |
Tropicana Laughlin |
Laughlin, NV |
10/1/2018 |
CZR |
Trop Casino Greenville |
Greenville, MS |
10/1/2018 |
CZR |
Belle of Baton Rouge |
Baton Rouge, LA |
10/1/2018 |
CZR |
Isle Casino Hotel
Bettendorf |
Bettendorf, IA |
12/18/2020 |
CZR |
Isle Casino Hotel
Waterloo |
Waterloo, IA |
12/18/2020 |
CZR |
Boyd Master Lease (3
Properties) |
|
|
|
Belterra Casino Resort |
Florence, IN |
4/28/2016 |
BYD |
Ameristar Kansas City |
Kansas City, MO |
4/28/2016 |
BYD |
Ameristar St. Charles |
St. Charles, MO |
4/28/2016 |
BYD |
Bally's Master Lease
(8 Properties) |
|
|
|
Tropicana Evansville |
Evansville, IN |
06/03/2021 |
BALY |
Dover Downs |
Dover, DE |
06/03/2021 |
BALY |
Black Hawk (Black Hawk North,
West and East casinos) |
Black Hawk, CO |
04/01/2022 |
BALY |
Quad Cities Casino &
Hotel |
Rock Island, IL |
04/01/2022 |
BALY |
Bally's Tiverton Hotel &
Casino |
Tiverton, RI |
01/03/2023 |
BALY |
Hard Rock Casino and Hotel
Biloxi |
Biloxi, MS |
01/03/2023 |
BALY |
Casino Queen Master
Lease (2 Properties) |
|
|
|
Casino Queen |
East St. Louis |
1/23/2014 |
Casino Queen |
Hollywood Casino Baton
Rouge |
Baton Rouge, LA |
12/17/2021 |
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 |
|
|
|
|
Lease Information
|
|
Master Leases |
|
|
|
|
PENN 2023 Master Lease |
Amended PENN Master Lease |
PENN Amended Pinnacle Master Lease |
Caesars Amended and Restated Master Lease |
BYD Master Lease |
Bally's Master Lease |
Casino Queen Master Lease |
Pennsylvania Live! Master Lease operated by
Cordish |
Property Count |
7 |
14 |
12 |
6 |
3 |
8 |
2 |
2 |
Number of States
Represented |
5 |
10 |
8 |
5 |
2 |
4 |
2 |
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 |
12/17/2036 |
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 December 31,
2022(6) |
1.94 |
2.33 |
2.18 |
2.36 |
2.77 |
2.44 |
2.50 |
1.99 |
Minimum Escalator Coverage
Governor |
N/A |
1.8 |
1.8 |
N/A |
1.8 |
N/A |
N/A |
N/A |
Yearly Anniversary for
Realization |
November |
November |
May |
October |
May |
June |
December |
March 2024 |
Percentage Rent Reset
Details |
|
|
|
|
|
|
|
|
Reset Frequency |
N/A |
5 years |
2 years |
N/A |
2 years |
N/A |
N/A |
N/A |
Next Reset |
N/A |
November 2023 |
May 2024 |
N/A |
May 2024 |
N/A |
N/A |
N/A |
(1) In addition to the annual escalation, a
one-time annualized increase of $1.4 million occurs on November 1,
2027.
(2) Building base rent will be increased by
1.25% annually in the 5th and 6th lease year, 1.75% in the 7th and
8th lease year, and 2% in the 9th lease year and each year
thereafter.
(3) If the CPI increase is at least 0.5% for any
lease year, then the rent shall increase by the greater of 1% of
the rent as of the immediately preceding lease year and the CPI
increase capped at 2%. If the CPI is less than 0.5% for such lease
year, then the rent shall not increase for such lease year.
(4) Rent increases by 0.5% for the first six
years. Beginning in the seventh lease year through the remainder of
the lease term, if the CPI increases by at least 0.25% for any
lease year then annual rent shall be increased by 1.25%, and if the
CPI is less than 0.25% then rent will remain unchanged for such
lease year.
(5) Effective on the second anniversary of the
commencement date of the lease.
(6) Information with respect to our tenants'
rent coverage over the trailing twelve months was provided by our
tenants as of December 31, 2022. The PENN 2023 Master Lease and
Amended Penn Master Lease were calculated on a proforma basis. GLPI
has not independently verified the accuracy of the tenants'
information and therefore makes no representation as to its
accuracy.
Lease Information
|
Single Property Leases |
|
Belterra Park Lease operated by BYD |
Horseshoe St. Louis Lease operated by CZR |
Morgantown Ground Lease operated by PENN |
Live! Casino & Hotel Maryland operated by
Cordish |
Tropicana Las Vegas Ground Lease operated by
BALY |
Commencement Date |
10/15/2018 |
9/29/2020 |
10/1/2020 |
12/29/2021 |
9/26/2022 |
Lease Expiration Date |
04/30/2026 |
10/31/2033 |
10/31/2040 |
12/31/2060 |
9/25/2072 |
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) |
Corporate Guarantee |
No |
Yes |
Yes |
No |
Yes |
Technical Default Landlord
Protection |
Yes |
Yes |
Yes |
Yes |
Yes |
Default Adjusted Revenue to
Rent Coverage |
1.4 |
1.2 |
N/A |
1.4 |
1.4 |
Competitive Radius Landlord
Protection |
Yes |
Yes |
N/A |
Yes |
Yes |
Escalator
Details |
|
|
|
|
|
Yearly Base Rent Escalator
Maximum |
2% |
1.25%(1) |
1.5%(2) |
1.75%(3) |
(4) |
Coverage ratio at December 31,
2022(5) |
3.90 |
2.22 |
N/A |
3.74 |
N/A |
Minimum Escalator Coverage
Governor |
1.8 |
N/A |
N/A |
N/A |
N/A |
Yearly Anniversary for
Realization |
May |
October |
December |
January 2024 |
October |
Percentage Rent Reset
Details |
|
|
|
|
|
Reset Frequency |
2 years |
N/A |
N/A |
N/A |
N/A |
Next Reset |
May 2024 |
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 December 31, 2022. 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,
impairment charges, straight-line rent adjustments, losses on debt
extinguishment, and (benefit) provision 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, impairment
charges, losses on debt extinguishment, and (benefit) provision 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 2023
AFFO guidance, the Company being on track to deliver record results
based on further portfolio expansion and diversification and the
Company benefiting from recently completed transactions and rent
escalators. Forward-looking statements can be identified by the use
of forward-looking terminology such as “expects,” “believes,”
“estimates,” “intends,” “may,” “will,” “should” or “anticipates” or
the negative or other variation of these or similar words, or by
discussions of future events, strategies or risks and
uncertainties. Such forward-looking statements are inherently
subject to risks, uncertainties and assumptions about GLPI and its
subsidiaries, including risks related to the following: the 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 recent high levels of
inflation (which have been exacerbated by the armed conflict
between Russia and Ukraine) on our tenants' operations, the
availability of and the ability to identify suitable and attractive
acquisition and development opportunities and the ability to
acquire and lease those properties on favorable terms; the ability
to receive, or delays in obtaining, the regulatory approvals
required to own and/or operate its properties, or other delays or
impediments to completing acquisitions or projects; GLPI's ability
to maintain its status as a REIT; our ability to access capital
through debt and equity markets in amounts and at rates and costs
acceptable to GLPI; the impact of our substantial indebtedness on
our future operations; changes in the U.S. tax law and other state,
federal or local laws, whether or not specific to REITs or to the
gaming or lodging industries; and other factors described in GLPI’s
Annual Report on Form 10-K for the year ended December 31, 2022,
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K,
each as filed with the Securities and Exchange Commission. All
subsequent written and oral forward-looking statements attributable
to GLPI or persons acting on GLPI’s behalf are expressly qualified
in their entirety by the cautionary statements included in this
press release. GLPI undertakes no obligation to publicly update or
revise any forward-looking statements contained or incorporated by
reference herein, whether as a result of new information, future
events or otherwise, except as required by law. In light of these
risks, uncertainties and assumptions, the forward-looking events
discussed in this press release may not occur as presented or at
all.
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 |
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