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Gaming and Leisure Properties, Inc. Reports Third Quarter 2021 Results

October 28, 2021 4:15 PM

WYOMISSING, Pa., Oct. 28, 2021 (GLOBE NEWSWIRE) -- Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI” or the “Company”) today announced financial results for the quarter ended September 30, 2021.

Financial Highlights

Three Months Ended September 30,
(in millions, except per share data) 2021 2020
Total Revenue $298.7 $307.6
Income from Operations $225.1 $200.7
Net Income $149.1 $127.1
FFO (1) $209.1 $182.2
AFFO (2) $207.2 $194.6
Adjusted EBITDA (3) $276.7 $265.2
Net income, per diluted common share (4) $0.63 $0.58
FFO, per diluted common share $0.89 $0.83
AFFO, per diluted common share $0.88 $0.89

(1) FFO is net income, excluding gains or losses from sales of property and real estate depreciation as defined by NAREIT.

(2) AFFO is FFO, excluding stock based compensation expense, the amortization of debt issuance costs, bond premiums and original issuance discounts, other depreciation, amortization of land rights, straight-line rent adjustments, gains on sales of operations, net of tax, and losses on debt extinguishment, reduced by capital maintenance expenditures.

(3) Adjusted EBITDA is net income, excluding interest, income tax expense, depreciation, gains or losses from sales of property and operations net of tax, stock based compensation expense, straight-line rent adjustments, amortization of land rights, and losses on debt extinguishment.

(4) Net income, per diluted common share for the three months ended September 30, 2021 benefited from the July 1, 2021 sale of the Hollywood Casino Perryville operations which resulted in an after-tax gain of $11.3 million and third quarter rental income on the property partially offset by the prior year earnings at the facility. The net impact of these items was a benefit of $0.04 per diluted share for the three months ended September 30, 2021.

Peter Carlino, Chairman and Chief Executive Officer of GLPI, commented, "The strong earnings growth GLPI achieved in the first half of 2021 continued with another period of consistent earnings in the third quarter. Our third quarter net income and AFFO exceeded the comparable period in 2020 by 17.3% and 6.4%, respectively, demonstrating our ability to consistently build value by working creatively and collaboratively with existing tenants through the pandemic, while establishing new relationships with leading regional gaming operators. During the quarter, we completed the sale of the operations of Hollywood Casino Perryville, resulting in proceeds of approximately $31 million. We are delighted to further expand our relationship with Penn National Gaming through this transaction while enhancing GLPI’s forward earnings visibility by divesting and converting a TRS operating asset into a property generating recurring rental income.

“GLPI’s high quality tenant roster continues to highlight the strength and resiliency of regional gaming markets as our operators continue to enjoy strong consumer demand and elevated margins. These factors, combined with several additions to our portfolio over the past year, contributed to the strength of our third quarter AFFO along with the trigger of certain rent escalations. Furthermore, our four publicly traded tenants, which in aggregate account for 99% of our annual rent contributions, have significantly bolstered their balance sheets and enhanced their liquidity since the onset of the pandemic.

“Our record of consistent value creation also reflects our ongoing commitment to balance sheet strength which has positioned GLPI as an investment grade issuer. Looking forward, we believe GLPI is well positioned to deliver further growth as we pursue additional portfolio expansion and diversification while benefiting from the ongoing strength in regional gaming markets, with many of the operations at GLPI’s properties continuing to generate record results. Taken together, these factors support our confidence that the Company is well positioned to extend its long-term record of shareholder value creation.”

Recent Developments

Dividend

On August 27, 2021, the Company's Board of Directors declared a third quarter cash dividend of 0.67 per share on the Company's common stock. The dividend was paid on September 24, 2021 to shareholders of record on September 10, 2021.

Portfolio Update

GLPI's primary business consists of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements. As of September 30, 2021, GLPI's portfolio consisted of interests in 50 gaming and related facilities, including approximately 35 acres of real estate at Tropicana Las Vegas and the Company's wholly-owned and operated Hollywood Casino Baton Rouge property, which is referred to as the "TRS Segment", the real property associated with 34 gaming and related facilities operated by Penn (excluding the Tropicana Las Vegas), the real property associated with 7 gaming and related facilities operated by Caesars, the real property associated with 4 gaming and related facilities operated by Boyd Gaming Corporation (NYSE: BYD), the real property associated with 2 gaming and related facilities operated by Bally's and the real property associated with the Casino Queen in East St. Louis, Illinois. These facilities are geographically diversified across 17 states and contain approximately 25.3 million square feet of improvements.

Conference Call Details

The Company will hold a conference call on October 29, 2021 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: 13724383The playback can be accessed through Friday, November 5, 2021.

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 September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Revenues
Rental income$283,253 $267,555 $821,197 $762,711
Interest income from real estate loans 5,574 19,130
Total income from real estate283,253 273,129 821,197 781,841
Gaming, food, beverage and other15,459 34,425 96,819 71,163
Total revenues298,712 307,554 918,016 853,004
Operating expenses
Gaming, food, beverage and other5,766 18,175 48,074 39,536
Land rights and ground lease expense9,414 8,084 24,338 21,943
General and administrative13,066 22,510 45,969 51,728
(Gains) losses from dispositions(14,815) 4 (14,722) (3)
Depreciation60,182 58,080 177,033 172,033
Total operating expenses73,613 106,853 280,692 285,237
Income from operations225,099 200,701 637,324 567,767
Other income (expenses)
Interest expense(70,432) (70,179) (211,258) (211,657)
Interest income6 22 184 491
Losses on debt extinguishment (779) (18,113)
Total other expenses(70,426) (70,936) (211,074) (229,279)
Income before income taxes154,673 129,765 426,250 338,488
Income tax provision5,614 2,639 11,791 2,118
Net income$149,059 $127,126 $414,459 $336,370
Earnings per common share:
Basic earnings per common share$0.63 $0.58 $1.77 $1.55
Diluted earnings per common share$0.63 $0.58 $1.77 $1.55

GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIESOperations(in thousands) (unaudited)

TOTAL REVENUES ADJUSTED EBITDA
Three Months Ended September 30, Three Months Ended September 30,
20212020 20212020
Real estate$281,251 $273,129 $268,141 $254,410
TRS Segment (1)17,461 34,425 8,545 10,821
Total$298,712 $307,554 $276,686 $265,231

TOTAL REVENUES ADJUSTED EBITDA
Nine Months Ended September 30, Nine Months Ended September 30,
20212020 20212020
Real estate819,195 781,841 $783,962 $754,278
TRS Segment (1)98,821 71,163 $35,486 $16,626
Total$918,016 $853,004 $819,448 $770,904

GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIESGeneral and Administrative Expense (2)(in thousands) (unaudited)

Three Months EndedSeptember 30, Nine Months Ended September 30,
2021 2020 2021 2020
Real estate general and administrative expenses$9,976 $17,081 30,768 36,727
TRS Segment general and administrative expenses3,090 5,429 15,201 15,001
Total reported general and administrative expenses $13,066 $22,510 $45,969 $51,728

(1) On July 1, 2021, the Company sold the operations of Hollywood Casino Perryville and entered into a triple net lease with Penn for the use of the real estate. As a result, the TRS segment had rental income of $2.0 million for the Perryville Lease for the three and nine month period ended September 30, 2021.

(2) General and administrative expenses include payroll related expenses, insurance, utilities, professional fees and other administrative costs.

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

Three Months Ended September 30, 2021Buildingbase rentLand base rentPercentagerentTotal cashrentalincomeStraight-linerentadjustmentsGroundrent inrevenueOtherrentalrevenueTotal rentalincome
Penn Master Lease$69,852 $23,493 $24,328 $117,673 $2,232 $736 $ $120,641
Amended Pinnacle Master Lease57,936 17,814 6,695 82,445 (4,837) 1,916 79,524
Penn Meadows Lease3,953 2,261 6,214 573 22 6,809
Penn Morgantown Lease 750 750 750
Penn Perryville Lease (1)1,457 486 1,943 60 2,003
Caesars Master Lease15,629 5,932 21,561 2,589 403 24,553
Lumiere Place Lease5,701 5,701 5,701
BYD Master Lease19,289 2,946 2,461 24,696 574 400 25,670
BYD Belterra Lease682 473 454 1,609 (303) 1,306
Bally's Master Lease10,000 10,000 1,809 11,809
Casino Queen Lease2,811 1,676 4,487 4,487
Total$187,310 $51,894 $37,875 $277,079 $888 $5,264 $22 $283,253

Nine Months Ended September 30, 2021Buildingbase rentLand baserentPercentagerentTotal cashrentalincomeStraight-linerentadjustmentsGroundrent inrevenueOtherrentalrevenueTotal rentalincome
Penn Master Lease$209,555 $70,477 $74,282 $354,314 $6,695 $2,329 $12 $363,350
Amended Pinnacle Master Lease172,294 53,442 20,084 245,820 (14,510) 5,353 236,663
Penn Meadows Lease11,858 6,784 18,642 1,717 135 20,494
Penn Morgantown Lease 2,250 2,250 2,250
Penn Perryville Lease (1)1,457 486 1,943 60 2,003
Caesars Master Lease46,886 17,796 64,682 7,768 1,208 73,658
Lumiere Place Lease17,103 17,103 17,103
BYD Master Lease57,362 8,839 7,384 73,585 1,722 1,175 76,482
BYD Belterra Lease2,028 1,420 1,363 4,811 (908) 3,903
Bally's Master Lease13,111 13,111 2,569 15,680
Casino Queen Lease6,022 3,589 9,611 9,611
Total$537,676 $154,710 $113,486 $805,872 $2,544 $12,634 $147 $821,197

(1) Rent for the Perryville Lease has been recorded in the TRS segment.

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 September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Net income$149,059 $127,126 $414,459 $336,370
Losses (gains) from dispositions of property824 4 917 (3)
Real estate depreciation59,205 55,098 172,377 163,928
Funds from operations$209,088 $182,228 $587,753 $500,295
Straight-line rent adjustments(888) (4,928) (2,544) 5,394
Other depreciation (1)977 2,982 4,656 8,105
Amortization of land rights3,322 3,021 9,171 9,061
Amortization of debt issuance costs, bond premiums and original issuance discounts2,470 2,669 7,410 8,032
Stock based compensation3,786 8,353 13,186 16,652
Gain on sale of operations, net of tax of $4.3 million(11,290) (11,290)
Losses on debt extinguishment 779 18,113
Capital maintenance expenditures (2)(303) (488) (1,655) (1,629)
Adjusted funds from operations$207,162 $194,616 $606,687 $564,023
Interest, net70,426 $70,157 211,074 211,166
Income tax expense1,265 $2,639 7,442 2,118
Capital maintenance expenditures (2)303 $488 1,655 1,629
Amortization of debt issuance costs, bond premiums and original issuance discounts(2,470) $(2,669) (7,410) (8,032)
Adjusted EBITDA$276,686 $265,231 $819,448 $770,904
Net income, per diluted common share$0.63 $0.58 $1.77 $1.55
FFO, per diluted common share$0.89 $0.83 $2.51 $2.31
AFFO, per diluted common share$0.88 $0.89 $2.59 $2.60
Weighted average number of common shares outstanding
Diluted236,152,567 218,847,139 234,585,078 216,912,254

(1) Other depreciation includes both real estate and equipment depreciation from the Company's taxable REIT subsidiaries, as well as equipment depreciation from the REIT subsidiaries.

(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.

Reconciliation of Net income (GAAP) to FFO, FFO to AFFO, AFFO to Adjusted EBITDA and Adjusted EBITDA to Cash Net Operating Income Gaming and Leisure Properties, Inc. and SubsidiariesREAL ESTATE and CORPORATE (REIT)(in thousands) (unaudited)

Three Months Ended September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Net income$135,551 $125,686 $391,440 $339,475
Losses (gains) from dispositions of property829 829
Real estate depreciation58,840 55,098 172,012 163,928
Funds from operations$195,220 $180,784 $564,281 $503,403
Straight-line rent adjustments(828) (4,928) (2,484) 5,394
Other depreciation (1)471 497 1,411 1,492
Amortization of land rights3,322 3,021 9,171 9,061
Amortization of debt issuance costs, bond premiums and original issuance discounts2,470 2,669 7,410 8,032
Stock based compensation3,786 8,353 13,186 16,652
Losses on debt extinguishment 779 18,113
Capital maintenance expenditures (2) (11) (65) (155)
Adjusted funds from operations$204,441 $191,164 $592,910 $561,992
Interest, net (3)65,966 65,698 197,697 199,648
Income tax expense204 206 700 515
Capital maintenance expenditures (2) 11 65 155
Amortization of debt issuance costs, bond premiums and original issuance discounts(2,470) (2,669) (7,410) (8,032)
Adjusted EBITDA$268,141 $254,410 $783,962 $754,278

Three Months Ended September 30, Nine Months Ended September 30,
2021 2020 2021 2020
Adjusted EBITDA$268,141 $254,410 $783,962 $754,278
Real estate general and administrative expenses9,976 17,081 30,768 36,727
Stock based compensation(3,786) (8,353) (13,186) (16,652)
REIT Cash net operating income (4)$274,331 $263,138 $801,544 $774,353

(1) Other depreciation includes both real estate and equipment depreciation from the Company's taxable REIT subsidiaries, as well as equipment depreciation from the REIT subsidiaries.

(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) Interest, net is net of intercompany interest eliminations of $4.5 million and $13.4 million for the three and nine months ended September 30, 2021 compared to $4.5 million and $11.5 million for the corresponding periods in the prior year.

(4) REIT cash net operating income is rental and other property income less cash property level expenses. Amounts for 2021 exclude cash rents of $1.9 million from the Perryville Lease which was recorded in the TRS segment.

Reconciliation of Net income (GAAP) to FFO, FFO to AFFO, and AFFO to Adjusted EBITDAGaming and Leisure Properties, Inc. and SubsidiariesTRS Segment(in thousands) (unaudited)

Three Months EndedSeptember 30, Nine Months EndedSeptember 30,
2021 2020 2021 2020
Net income$13,508 $1,440 $23,019 $(3,105)
Losses (gains) from dispositions of property(5) 4 88 (3)
Real estate depreciation365 365
Funds from operations13,868 1,444 $23,472 $(3,108)
Straight-line rent adjustments(60) (60)
Other depreciation (1)506 2,485 3,245 6,613
Gain on sale of operations, net of tax of $4.3 million(11,290) (11,290)
Capital maintenance expenditures (2)(303) (477) (1,590) (1,474)
Adjusted funds from operations2,721 3,452 $13,777 $2,031
Interest, net4,460 4,459 $13,377 $11,518
Income tax expense1,061 2,433 $6,742 $1,603
Capital maintenance expenditures (2)303 477 $1,590 $1,474
Adjusted EBITDA$8,545 $10,821 $35,486 $16,626

(1) Other depreciation includes both real estate and equipment depreciation from the Company's taxable REIT subsidiaries, as well as equipment depreciation from the REIT subsidiaries.

(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.

Gaming and Leisure Properties, Inc. and SubsidiariesConsolidated Balance Sheets(in thousands, except share and per share data)

September 30, 2021 December 31, 2020
Assets
Real estate investments, net$7,797,734 $7,287,158
Property and equipment, used in operations, net40,085 80,618
Assets held for sale118,118 61,448
Real estate of Tropicana Las Vegas, net 304,831
Right-of-use assets and land rights, net860,538 769,197
Cash and cash equivalents423,224 486,451
Prepaid expenses809 2,098
Deferred tax assets, net7,774 5,690
Other assets36,491 36,877
Total assets$9,284,773 $9,034,368
Liabilities
Accounts payable$152 $375
Accrued expenses3,030 398
Accrued interest81,440 72,285
Accrued salaries and wages5,115 5,849
Gaming, property, and other taxes271 146
Income taxes885
Lease liabilities186,481 152,203
Long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts5,761,997 5,754,689
Deferred rental revenue330,517 333,061
Deferred tax liabilities 359
Other liabilities37,146 39,985
Total liabilities6,407,034 6,359,350
Shareholders’ equity
Preferred stock ($.01 par value, 50,000,000 shares authorized, no shares issued or outstanding at September 30, 2021 and December 31, 2020)
Common stock ($.01 par value, 500,000,000 shares authorized, 237,976,150 and 232,452,220 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively)2,380 2,325
Additional paid-in capital4,541,158 4,284,789
Accumulated deficit(1,665,799) (1,612,096)
Total shareholders’ equity2,877,739 2,675,018
Total liabilities and shareholders’ equity$9,284,773 $9,034,368

Debt Capitalization

The Company had $423.2 million of unrestricted cash and $5.76 billion in total debt at September 30, 2021. The Company’s debt structure as of September 30, 2021 was as follows:

Years to MaturityInterest Rate Balance
(in thousands)
Unsecured $1,175 Million Revolver Due May 2023 (1) 1.6 %
Unsecured Term Loan A-2 Due May 2023 (1) 1.6 1.59% 424,019
Senior Unsecured Notes Due November 2023 2.1 5.38% 500,000
Senior Unsecured Notes Due September 2024 2.9 3.35% 400,000
Senior Unsecured Notes Due June 2025 3.7 5.25% 850,000
Senior Unsecured Notes Due April 2026 4.5 5.38% 975,000
Senior Unsecured Notes Due June 2028 6.7 5.75% 500,000
Senior Unsecured Notes Due January 2029 7.3 5.30% 750,000
Senior Unsecured Notes Due January 2030 8.3 4.00% 700,000
Senior Unsecured Notes Due January 2031 9.3 4.00% 700,000
Finance lease liability 4.9 4.78% 759
Total long-term debt 5,799,778
Less: unamortized debt issuance costs, bond premiums and original issuance discounts (37,781)
Total long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts 5,761,997
Weighted average 5.4 4.63%

(1) The rate on the term loan facility and revolver is LIBOR plus 1.50%.

Rating Agency - Issue Rating

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

Properties

DescriptionLocationDate AcquiredTenant/Operator
PENN Master Lease (19 Properties)
Hollywood Casino LawrenceburgLawrenceburg, IN11/1/2013PENN
Hollywood Casino AuroraAurora, IL11/1/2013PENN
Hollywood Casino JolietJoliet, IL11/1/2013PENN
Argosy Casino AltonAlton, IL11/1/2013PENN
Hollywood Casino ToledoToledo, OH11/1/2013PENN
Hollywood Casino ColumbusColumbus, OH11/1/2013PENN
Hollywood Casino at Charles Town RacesCharles Town, WV11/1/2013PENN
Hollywood Casino at Penn National Race CourseGrantville, PA11/1/2013PENN
M ResortHenderson, NV11/1/2013PENN
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
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
CZR Master Lease (6 Properties)
Tropicana Atlantic CityAtlantic City, NJ10/1/2018CZR
Tropicana LaughlinLaughlin, NV10/1/2018CZR
Trop Casino GreenvilleGreenville, MS10/1/2018CZR
Belle of Baton RougeBaton Rouge, LA10/1/2018CZR
Isle Casino Hotel BettendorfBettendorf, IA12/18/2020CZR
Isle Casino Hotel WaterlooWaterloo, IA12/18/2020CZR
BYD 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 ( 2 properties)
Tropicana EvansvilleEvansville, IN06/03/2021BALY
Dover DownsDover, DE06/03/2021BALY
Single Asset Leases
Belterra Park Gaming & Entertainment CenterCincinnati, OH10/15/2018BYD
Lumière PlaceSt. Louis, MO10/1/2018CZR
The Meadows Racetrack and CasinoWashington, PA9/9/2016PENN
Hollywood Casino MorgantownMorgantown, PA10/1/2020PENN
Casino QueenEast St. Louis, IL1/23/2014Casino Queen
Hollywood Casino PerryvillePerryville, MD7/1/2021PENN
TRS Segment
Hollywood Casino Baton RougeBaton Rouge, LA11/1/2013GLPI
Tropicana Las VegasLas Vegas, NV4/16/2020PENN

Lease Information

Master Leases
PENN Master LeasePENN Amended Pinnacle Master LeaseCaesars Amended and Restated Master LeaseBYD Master Lease Bally's Master Lease
Property Count1912632
Number of States Represented108522
Commencement Date11/1/20134/28/201610/1/201810/15/20186/3/2021
Lease Expiration Date10/31/20334/30/20319/30/203804/30/202606/02/2036
Remaining Renewal Terms15 (3x5 years)20 (4x5 years)20 (4x5 years)25 (5x5 years)20 (4x5 years)
Corporate GuaranteeYesYesYesNoYes
Master Lease with Cross CollateralizationYesYesYesYesYes
Technical Default Landlord ProtectionYesYesYesYesYes
Default Adjusted Revenue to Rent Coverage (1)1.11.21.21.41.35
Competitive Radius Landlord ProtectionYesYesYesYesYes
Escalator Details
Yearly Base Rent Escalator Maximum2%2%(3)2%(4)
Coverage ratio at June 30, 2021 (2)2.112.112.052.60N/A
Minimum Escalator Coverage Governor1.81.8N/A1.8N/A
Yearly Anniversary for RealizationNovemberMayOctoberMayJune
Percentage Rent Reset Details
Reset Frequency5 years2 yearsN/A2 yearsN/A
Next ResetNovember 2023May 2022N/AMay 2022N/A

(1) In support of our tenants, compliance with this ratio has been waived for all periods impacted by COVID-19. The Bally's Master Lease ratio declines to 1.20 once annual rent reaches $60 million.

(2) Information with respect to our tenants' rent coverage over the trailing twelve months was provided by our tenants as of June 30, 2021. GLPI has not independently verified the accuracy of the tenants' information and therefore makes no representation as to its accuracy.

(3) In the third lease year the annual building base rent became $62.1 million and the annual land component was increased to $23.6 million. Building base rent shall 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. On December 18, 2020, the Company and Caesars completed an Exchange Agreement (the "Exchange Agreement") with subsidiaries of Caesars in which Caesars transferred to the Company the real estate assets of Waterloo and Bettendorf in exchange for the transfer by the Company to Caesars of the real property assets of Tropicana Evansville, plus a cash payment of $5.7 million. In connection with the Exchange Agreement, the annual building base rent was increased to $62.5 million and the annual land component was increased to $23.7 million.

(4) If the CPI increase is at least 0.5% for any lease year, then the rent under the Bally's Master Lease 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.

Lease Information

Single Property Leases
Belterra Park Lease operated by BYD PENN-Meadows LeaseLumière Place Lease operated by CZRCasino Queen LeasePENN - Morgantown Lease PENN- Perryville Lease
Commencement Date10/15/20189/9/20169/29/20201/23/201410/1/20207/1/2021
Lease Expiration Date04/30/20269/30/202610/31/20331/23/202910/31/20406/30/2041
Remaining Renewal Terms25 (5x5 years)19 (3x5years, 1x4 years)20 (4x5 years)20 (4x5 years)30 (6x5 years)15 (3x5 years)
Corporate GuaranteeNoYesYesNoYesYes
Technical Default Landlord ProtectionYesYesYesYesYesYes
Default Adjusted Revenue to Rent Coverage (1)1.41.21.21.4N/A1.2
Competitive Radius Landlord ProtectionYesYesYesYesN/AYes
Escalator Details
Yearly Base Rent Escalator Maximum2%5% (2)2%2%1.5%1.5% (3)
Coverage ratio at June 30, 2021 (4)4.171.402.742.01N/AN/A
Minimum Escalator Coverage Governor1.82.01.2 (5)1.8N/AN/A
Yearly Anniversary for RealizationMayOctoberOctoberFebruaryTBDJuly
Percentage Rent Reset Details
Reset Frequency2 years2 yearsN/A5 yearsN/AN/A
Next ResetMay 2022October 2022N/AFebruary 2024N/AN/A

(1) In support of our tenants, compliance with this ratio has been waived for all periods impacted by COVID-19.

(2) Meadows contains an annual escalator for up to 5% of the base rent, if certain rent coverage ratio thresholds are met, which remains at 5% until the earlier of 10 years or the year in which total rent is $31 million, at which point the escalator is reduced to 2%.

(3) For the second through fourth lease years, after which time the annual escalation becomes 1.25% to the extent CPI for the preceding lease year is at least 0.5%.

(4) Information with respect to our tenants' rent coverage over the trailing twelve months was provided by our tenants as of June 30, 2021. GLPI has not independently verified the accuracy of the tenants' information and therefore makes no representation as to its accuracy.

(5) For the first five lease years after which time the ratio increases to 1.8.

Disclosure Regarding Non-GAAP Financial Measures

FFO, FFO per diluted common share, AFFO, AFFO per diluted common share, Adjusted EBITDA and REIT 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. The Company believes FFO, FFO per diluted common share, AFFO, AFFO per diluted common share, Adjusted EBITDA and REIT 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. REIT Cash NOI is rental and other property income, inclusive of rent credits recognized in connection with the Tropicana Las Vegas transaction, less cash property level expenses. REIT 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 REIT 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, AFFO, AFFO per diluted common share, Adjusted EBITDA and REIT 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 sales of property and real estate depreciation. We have defined AFFO as FFO excluding stock based compensation expense, the amortization of debt issuance costs, bond premiums and original issuance discounts, other depreciation, the amortization of land rights, straight-line rent adjustments, gains on sale of operations, net of tax, and losses on debt extinguishment reduced by capital maintenance expenditures. We have defined Adjusted EBITDA as net income excluding interest, taxes on income, depreciation, gains or losses from sales of property and operations, net of tax, stock based compensation expense, straight-line rent adjustments, the amortization of land rights, and losses on debt extinguishment. For financial reporting and debt covenant purposes, the Company includes the amounts of non-cash rents earned in FFO, AFFO, and Adjusted EBITDA. Finally, we have defined REIT Cash NOI as Adjusted EBITDA for the REIT excluding real estate general and administrative expenses and including stock based compensation expense and (gains) or losses from sales of property.

FFO, FFO per diluted common share, AFFO, AFFO per diluted common share, Adjusted EBITDA and REIT 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 share, AFFO, AFFO per share, Adjusted EBITDA and REIT 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 ability to increase AFFO through portfolio expansion and diversification and the potential impact of future transactions, if any. 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 of such pandemics may have on the business operations of GLPI’s tenants and their continued ability to pay rent in a timely manner or at all; GLPI’s ability to successfully consummate the announced transactions with Bally's, and Casino Queen, including the ability of the parties to satisfy the various conditions to closing, including receipt of all required regulatory approvals, or other delays or impediments to completing the proposed transactions; 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, 2020, 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 OfficerJoseph Jaffoni, Richard Land, James Leahy at JCIR
610/401-2900212/835-8500
[email protected][email protected]

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Source: Gaming and Leisure Properties, Inc.

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