Gaming and Leisure Properties, Inc. (NASDAQ: GLPI) (“GLPI” or
the “Company”) today announced financial results for
the quarter ended December 31, 2020.
Peter Carlino, Chairman and Chief Executive
Officer of GLPI, commented, "We ended 2020 with strong fourth
quarter results and 2021 started with growing momentum,
highlighting our proactive measures to creatively collaborate with
our tenants throughout the year while further positioning GLPI as
the REIT of choice for leading U.S. gaming operators.
Reflecting the innovation of our team and the strong support and
partnerships we've established with tenants, we collected all rents
that were due in 2020.
“During the fourth quarter, we continued to
successfully and aggressively execute on our long-term strategy to
thoughtfully grow rental cash flows, diversify our tenant base and
prudently fund our ongoing growth, expansion and dividend
increases. Early in the quarter we completed the acquisition
from Penn National of the land underlying the gaming facility now
being constructed in Morgantown, Pennsylvania in exchange for $30.0
million in rent credits. This land is being leased to Penn
National for $3.0 million of annual cash rent with contractual
escalators once the property opens, which is expected in the second
half of 2021. Later in October, we entered into a series of
agreements pursuant to which a subsidiary of Bally's Corporation
will acquire the equity interests in the Caesars operating
subsidiary for Tropicana Evansville and the Company will reacquire
the real property assets of Tropicana Evansville from Caesars for
approximately $340.0 million. We also entered into a real
estate purchase agreement with Bally's to purchase the real estate
underlying Dover Downs Hotel & Casino, located in Dover,
Delaware for approximately $144.0 million. At the time both
transactions close, which we expect to occur later this year,
Tropicana Evansville and Dover Downs Hotel & Casino will be
added to a new master lease with Bally's with annual rent of
approximately $40.0 million. We issued 9.2 million shares of
common stock in November to prefund these transaction opportunities
and for working capital and general corporate purposes, resulting
in net proceeds of approximately $320.6 million. Then, in
December, we entered into sale and lease transactions for our TRS
operations in Baton Rouge and Perryville, which will result in sale
proceeds of approximately $59.3 million and initial aggregate
annual rent of approximately $29.2 million, inclusive of our
current rent from the DraftKings Casino Queen property.
"These transactions were followed by the
completion of an Exchange Agreement with Caesars whereby the real
estate assets of Isle Casino Hotel, Waterloo and Isle Casino Hotel
Bettendorf were transferred to GLPI in exchange for the Tropicana
Evansville real estate, plus a cash payment of $5.7 million and an
annual rent increase of approximately $520,000. We are
delighted to expand our relationship with current tenants Caesars
Entertainment and Penn National as well as with Casino Queen, whose
new master lease will also include our current DraftKings at Casino
Queen property in East St. Louis and to add Bally's Corporation to
our tenant roster of leading operators which also includes Boyd
Gaming.
“Our strong fourth quarter and full year 2020
results reflect GLPI’s focus on our core business, our deep,
long-term knowledge of the gaming sector, and our ability to
position the Company for growth through the active management of
all aspects of our business and capital structure. We remain
committed to building and supporting relationships with the
industry’s leading gaming operators, all of whom have fortified
their balance sheets with capital and enhanced their operating
models as a result of cost and other efficiencies. Our
tenants' strength, combined with the sector's only investment-grade
balance sheet, position GLPI to consistently grow its cash flows
and build value for shareholders in 2021 and beyond. Finally, we
intend to resume to all cash dividends this year.”
Recent Developments
- As of December 31, 2020, all of our
tenants were current with respect to their rental obligations,
inclusive of $4.6 million in rent collected during the fourth
quarter from Casino Queen which was deferred earlier in 2020.
We collected all rent that was due in 2020.
- As of February 18,
2021, 47 of our 48 properties, (including those we
own and operate in our taxable REIT subsidiaries) are open with
safety protocols and capacity constraints.
- On December 18, 2020, the
transaction contemplated by the previously announced Exchange
Agreement with subsidiaries of Caesars Entertainment Corporation
(NASDAQ: CZR) ("Caesars") closed whereby, the real estate assets of
Isle Casino Hotel, Waterloo ("Waterloo") and the Isle Casino Hotel,
Bettendorf ("Bettendorf") were transferred to GLPI in exchange for
the transfer to Caesars of the real property assets of Tropicana
Evansville, plus a cash payment of $5.7 million. The rent
under the Caesars Amended and Restated Master Lease, to which
Waterloo and Bettendorf were added, was increased by approximately
$520,000 annually. This transaction resulted in a non-cash
gain of $41.4 million, which has been excluded from FFO and AFFO
(each defined below), that represented the excess of the fair value
of the assets received over the carrying value of the assets
transferred plus the cash payment made to Caesars.
- On December 15, 2020, the Company
entered into a definitive agreement to sell the operations of
Hollywood Casino Baton Rouge ("HCBR") to Casino Queen for $28.2
million. GLPI will continue to own the real estate and will
enter into an amended master lease with Casino Queen, which will
include both their current DraftKings at Casino Queen property in
East St. Louis and the HCBR facility, for annual cash rent of $21.4
million with a new initial term of 15 years and four 5-year
extensions. This rental amount will be increased annually by
0.5% for the first six years. Beginning with the seventh
lease year through the remainder of the lease term, if the Consumer
Price Index ("CPI") increases by at least 0.25% for any lease year
then annual rent shall be increased by 1.25%, and if the CPI
increase is less than 0.25% then rent will remain unchanged for
such lease year. GLPI will complete the previously announced
landside development project at HCBR and the rent under the master
lease will be adjusted upon completion to reflect a yield of 8.25%
on our project costs. GLPI will also have a right of first
refusal with Casino Queen for other sale leaseback transactions for
up to an incremental $50 million of rent over the next 2
years. Finally, upon the closing of the transaction, which is
subject to regulatory approvals and customary closing conditions,
GLPI will receive a one-time cash payment of $4 million in
satisfaction of the outstanding loan to Casino Queen.
- On December 15, 2020, the Company
announced that Penn National Gaming, Inc. (NASDAQ: PENN) ("Penn")
exercised its option to acquire the operations of Hollywood Casino
Perryville for $31.1 million in cash. GLPI will enter into a
new lease with Penn with an initial term of 20 years, with three
5-year renewal options, for the real estate assets associated with
the property for an initial annual cash rent of $7.77 million,
$5.83 million of which will be subject to escalation provisions
beginning in the second lease year through the fourth lease year
and shall increase by 1.50% and then to 1.25% for the remaining
lease term. The escalation provisions beginning in the fifth
lease year are subject to CPI being at least 0.5% for the preceding
lease year.
- Since re-opening in May and June,
respectively, HCBR and Hollywood Casino Perryville, the gaming
properties GLPI owns and operates in its taxable REIT subsidiary,
have generated strong financial results. Total fourth quarter net
revenues and adjusted EBITDA from these properties exceeded
prior-year levels by $1.3 million and $2.4 million,
respectively.
- On October 27, 2020, the Company
entered into a series of definitive agreements pursuant to which a
subsidiary of Bally's Corporation (NYSE: BALY) ("Bally's") will
acquire 100% of the equity interests in the Caesars subsidiary that
currently operates Tropicana Evansville and the Company will
reacquire the real property assets of Tropicana Evansville from
Caesars for a cash purchase price of approximately $340.0
million. The Company also entered into a real estate purchase
agreement with Bally's pursuant to which it will purchase the real
estate assets of the Dover Downs Hotel & Casino, located in
Dover, Delaware, which is currently owned and operated by Bally's,
for a cash purchase price of approximately $144.0 million. At
the close of these transactions, which are expected to occur in
mid-2021 subject to regulatory approvals, the Tropicana Evansville
and Dover Downs Hotel & Casino facilities will be added to a
new master lease between GLPI and Bally's (the “Bally's Master
Lease”). The Company anticipates that the Bally's Master
Lease will have an initial term of 15 years, with no purchase
option, followed by four five-year renewal options (exercisable by
Bally's) on the same terms and conditions. Rent under the Bally's
Master Lease will be $40.0 million annually and is subject to an
annual escalator of up to 2% determined in relation to the annual
increase in the CPI.
- On October 1, 2020, the Company
completed the acquisition from Penn of the land underlying its
gaming facility under construction in Morgantown, Pennsylvania in
exchange for $30.0 million in rent credits. The Morgantown
land is being leased back to Penn for $3.0 million of annual cash
rent, provided, however, that (i) on the opening date and on each
anniversary thereafter the rent shall be increased by 1.5% annually
(on a prorated basis for the remainder of the lease year in which
the gaming facility opens) for each of the following three lease
years and (ii) commencing on the fourth anniversary of the opening
date and for each anniversary thereafter, (a) 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 (b) if the CPI increase is less than 0.5% for such
lease year, then the rent shall not increase for such lease
year. Penn also exercised the next scheduled five-year
renewal options under each of its two master leases with the
Company.
- In light of nationwide casino
closures in 2020, the Company did not achieve any rent escalators
during the year. The Company's leases contain variable rent which
is reset on varying schedules depending on the lease. In the
aggregate, the portion of cash rents that are variable represented
approximately 15% of GLPI's 2020 full year cash rental income. Of
that 15% variable rent, approximately 29% resets every five years
which is associated with the Penn Master Lease and the Casino Queen
lease, 41% resets every two years and 30% resets monthly which is
associated with the Penn Master Lease (of which approximately 51%
is subject to a floor or $22.9 million annually for Hollywood
Casino Toledo). Results for the three-month period ended December
31, 2020 benefited from the collection of prior quarters' deferred
rent at Casino Queen of $4.6 million.
- The variable rent resets in the
Boyd Master Lease, whose properties are leased by Boyd Gaming
Corporation (NYSE: BYD) ("Boyd")) and the Amended Pinnacle Master
Lease, whose properties are leased by Penn, reset for the two-year
period ended April 30, 2020. As a result, reductions of $1.4
million and $5.0 million, respectively, will be incurred in annual
variable rent on these respective leases through April 30, 2022.
For the Meadows Lease, whose property is leased by Penn, variable
rent reset occurred in October 2020 and resulted in a $2.1 million
annual decline. As detailed later in this release, the Company's
next variable rent reset on its portfolio of leases does not occur
until May 2022.
Balance Sheet Update
- During the fourth quarter GLPI
issued 9.2 million shares of common stock at $36.25 per share,
resulting in net proceeds of approximately $320.6 million.
The Company expects to allocate these proceeds to the upcoming
Bally's transaction, working capital and general corporate
purposes.
- The aggregate fourth quarter
dividends paid on December 24, 2020, were comprised of $27.6
million in cash and $110.5 million in common stock (2,546,397
shares at $43.3758 per share).
Financial Highlights
| |
|
Three Months Ended December 31, |
Year Ended December 31, |
|
(in millions, except per share data) |
|
2020 Actual |
|
2019 Actual |
2020 Actual |
|
2019 Actual |
|
Total Revenue |
|
$ |
300.2 |
|
|
$ |
289.0 |
|
$ |
1,153.2 |
|
|
$ |
1,153.5 |
|
| Income From
Operations |
|
$ |
241.5 |
|
|
$ |
188.3 |
|
$ |
809.3 |
|
|
$ |
717.4 |
|
| Net
Income |
|
$ |
169.3 |
|
|
$ |
114.3 |
|
$ |
505.7 |
|
|
$ |
390.9 |
|
| FFO (1) |
|
$ |
184.1 |
|
|
$ |
168.8 |
|
$ |
684.4 |
|
|
$ |
621.7 |
|
| AFFO (2) |
|
$ |
193.4 |
|
|
$ |
188.6 |
|
$ |
757.4 |
|
|
$ |
743.2 |
|
| Adjusted EBITDA
(3) |
|
$ |
264.6 |
|
|
$ |
260.5 |
|
$ |
1,035.5 |
|
|
$ |
1,040.3 |
|
| |
|
|
|
|
|
|
|
| Net income, per
diluted common share |
|
$ |
0.74 |
|
|
$ |
0.53 |
|
$ |
2.30 |
|
|
$ |
1.81 |
|
| FFO, per diluted
common share |
|
$ |
0.81 |
|
|
$ |
0.78 |
|
$ |
3.11 |
|
|
$ |
2.88 |
|
| AFFO, per diluted
common share |
|
$ |
0.85 |
|
|
$ |
0.87 |
|
$ |
3.45 |
|
|
$ |
3.44 |
|
(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, losses on debt extinguishment, and loan impairment
charges, reduced by capital maintenance expenditures.
(3) Adjusted EBITDA is net income,
excluding interest, taxes on income, depreciation, (gains) or
losses from sales of property, stock based compensation expense,
straight-line rent adjustments, amortization of land rights, losses
on debt extinguishment and loan impairment charges.
Dividend
On November 5, 2020, the Company's Board of
Directors declared a fourth quarter dividend of $0.60 per share on
the Company's common stock, consisting of a combination of cash and
shares of the Company's common stock. The dividend was paid on
December 24, 2020 to shareholders of record on November 16, 2020.
Now that all non-cash rents have been realized by the Company, GLPI
expects to return to an all cash dividend in 2021.
The Company expects the dividends to be taxable
to shareholders, regardless of whether a particular shareholder
received a dividend in the form of cash or shares. The Company
reserves the right to pay future dividends in cash or the Company's
common stock, and the composition of future dividends with respect
to cash and stock will be made by the Board of Directors on a
quarterly basis.
Portfolio Update
GLPI's primary business consists of acquiring,
financing, and owning real estate property to be leased to gaming
operators in triple-net lease arrangements. As of December 31,
2020, GLPI's portfolio consisted of interests in 48 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 and Hollywood Casino Perryville, which
are referred to as the "TRS Segment", the real property associated
with 33 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), and the real property
associated with the Casino Queen in East St. Louis, Illinois. These
facilities are geographically diversified across 16 states and
contain approximately 24.3 million square feet of improvements.
Conference Call Details
The Company will hold a conference call on
February 19, 2021 at 9:00 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: 13715360The
playback can be accessed through February 26, 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 December 31, |
|
Year Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
| Revenues |
|
|
|
|
|
|
|
|
Rental income |
$ |
268,325 |
|
|
$ |
251,136 |
|
|
$ |
1,031,036 |
|
|
$ |
996,166 |
|
|
Interest income from real estate loans |
— |
|
|
7,316 |
|
|
19,130 |
|
|
28,916 |
|
| Total income from real
estate |
268,325 |
|
|
258,452 |
|
|
1,050,166 |
|
|
1,025,082 |
|
|
Gaming, food, beverage and other |
31,836 |
|
|
30,532 |
|
|
102,999 |
|
|
128,391 |
|
| Total revenues |
300,161 |
|
|
288,984 |
|
|
1,153,165 |
|
|
1,153,473 |
|
| |
|
|
|
|
|
|
|
| Operating
expenses |
|
|
|
|
|
|
|
|
Gaming, food, beverage and other |
17,162 |
|
|
17,961 |
|
|
56,698 |
|
|
74,700 |
|
|
Land rights and ground lease expense |
7,098 |
|
|
8,866 |
|
|
29,041 |
|
|
42,438 |
|
|
General and administrative |
16,844 |
|
|
17,169 |
|
|
68,572 |
|
|
65,385 |
|
|
(Gains) losses from dispositions of properties |
(41,390 |
) |
|
42 |
|
|
(41,393 |
) |
|
92 |
|
|
Depreciation (1) |
58,940 |
|
|
56,690 |
|
|
230,973 |
|
|
240,435 |
|
| Loan impairment charges |
— |
|
|
— |
|
|
— |
|
|
13,000 |
|
| Total operating expenses |
58,654 |
|
|
100,728 |
|
|
343,891 |
|
|
436,050 |
|
| Income from operations |
241,507 |
|
|
188,256 |
|
|
809,274 |
|
|
717,423 |
|
| |
|
|
|
|
|
|
|
| Other income
(expenses) |
|
|
|
|
|
|
|
|
Interest expense |
(70,485 |
) |
|
(73,158 |
) |
|
(282,142 |
) |
|
(301,520 |
) |
|
Interest income |
78 |
|
|
184 |
|
|
569 |
|
|
756 |
|
|
Losses on debt extinguishment |
— |
|
|
— |
|
|
(18,113 |
) |
|
(21,014 |
) |
| Total other expenses |
(70,407 |
) |
|
(72,974 |
) |
|
(299,686 |
) |
|
(321,778 |
) |
| |
|
|
|
|
|
|
|
| Income before income
taxes |
171,100 |
|
|
115,282 |
|
|
509,588 |
|
|
395,645 |
|
| Income tax provision |
1,759 |
|
|
991 |
|
|
3,877 |
|
|
4,764 |
|
| Net
income |
$ |
169,341 |
|
|
$ |
114,291 |
|
|
$ |
505,711 |
|
|
$ |
390,881 |
|
| |
|
|
|
|
|
|
|
| Earnings per common
share: |
|
|
|
|
|
|
|
| Basic earnings per common
share |
$ |
0.75 |
|
|
$ |
0.53 |
|
|
$ |
2.31 |
|
|
$ |
1.82 |
|
| Diluted earnings per common
share |
$ |
0.74 |
|
|
$ |
0.53 |
|
|
$ |
2.30 |
|
|
$ |
1.81 |
|
(1) Results for the year ended December
31, 2019 included the acceleration of $10.3 million of depreciation
expense due to the closure of the Resorts Casino Tunica
property.
GAMING AND LEISURE PROPERTIES, INC. AND
SUBSIDIARIESOperations(in thousands)
(unaudited)
| |
TOTAL REVENUES |
|
ADJUSTED EBITDA |
| |
Three Months Ended December 31, |
|
Three Months Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
|
Real estate |
$ |
268,325 |
|
|
$ |
258,452 |
|
|
$ |
255,430 |
|
|
$ |
253,762 |
|
| TRS Segment |
31,836 |
|
|
30,532 |
|
|
9,122 |
|
|
6,735 |
|
| Total |
$ |
300,161 |
|
|
$ |
288,984 |
|
|
$ |
264,552 |
|
|
$ |
260,497 |
|
| |
|
|
|
|
|
|
|
| |
TOTAL REVENUES |
|
ADJUSTED EBITDA |
| |
Year Ended December 31, |
|
Year Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
| Real estate |
1,050,166 |
|
|
1,025,082 |
|
|
$ |
1,009,708 |
|
|
$ |
1,009,239 |
|
| TRS Segment |
102,999 |
|
|
128,391 |
|
|
$ |
25,748 |
|
|
$ |
31,019 |
|
| Total |
$ |
1,153,165 |
|
|
$ |
1,153,473 |
|
|
$ |
1,035,456 |
|
|
$ |
1,040,258 |
|
| |
|
|
|
|
|
|
|
GAMING AND LEISURE PROPERTIES, INC. AND
SUBSIDIARIESGeneral and Administrative
Expense (1)(in thousands) (unaudited)
| |
Three Months Ended December 31, |
|
Year Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
|
Real estate general and administrative expenses |
$ |
11,292 |
|
|
$ |
11,333 |
|
|
$ |
48,019 |
|
|
$ |
42,713 |
|
| TRS Segment general and
administrative expenses |
5,552 |
|
|
5,836 |
|
|
20,553 |
|
|
22,672 |
|
| Total reported general
and administrative expenses |
16,844 |
|
|
17,169 |
|
|
68,572 |
|
|
65,385 |
|
(1) 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
December 31, 2020 |
PENN Master Lease |
PENN Amended Pinnacle Master Lease |
CZR Master Lease |
Lumiere Place Lease |
BYD Master Lease |
BYD Belterra Lease |
PENN - Meadows Lease |
Casino Queen Lease |
PENN Morgantown Lease |
Total |
|
Building base rent |
$ |
69,851 |
|
$ |
56,800 |
|
|
$ |
15,554 |
|
|
$ |
5,701 |
|
$ |
18,911 |
|
|
$ |
669 |
|
|
$ |
3,953 |
|
$ |
5,059 |
|
$ |
— |
|
$ |
176,498 |
|
|
| Land base rent |
23,493 |
|
17,814 |
|
|
5,896 |
|
|
— |
|
2,946 |
|
|
474 |
|
|
— |
|
— |
|
750 |
|
51,373 |
|
|
| Percentage rent |
20,904 |
|
6,695 |
|
|
— |
|
|
— |
|
2,461 |
|
|
454 |
|
|
2,261 |
|
3,164 |
|
— |
|
35,939 |
|
|
| Total cash rental
income |
$ |
114,248 |
|
$ |
81,309 |
|
|
$ |
21,450 |
|
|
$ |
5,701 |
|
$ |
24,318 |
|
|
$ |
1,597 |
|
|
$ |
6,214 |
|
$ |
8,223 |
|
$ |
750 |
|
$ |
263,810 |
|
|
| Straight-line rent
adjustments |
$ |
2,232 |
|
$ |
(4,836 |
) |
|
$ |
2,580 |
|
|
$ |
— |
|
$ |
574 |
|
|
$ |
(304 |
) |
|
$ |
572 |
|
$ |
— |
|
$ |
— |
|
$ |
818 |
|
|
| Ground rent in revenue |
532 |
|
1,421 |
|
|
1,312 |
|
|
— |
|
401 |
|
|
— |
|
|
— |
|
— |
|
— |
|
3,666 |
|
|
| Other rental revenue |
— |
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
31 |
|
— |
|
— |
|
31 |
|
|
| Total rental
income |
$ |
117,012 |
|
$ |
77,894 |
|
|
$ |
25,342 |
|
|
$ |
5,701 |
|
$ |
25,293 |
|
|
$ |
1,293 |
|
|
$ |
6,817 |
|
$ |
8,223 |
|
$ |
750 |
|
$ |
268,325 |
|
|
| Interest income from real
estate loans |
— |
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
— |
|
— |
|
— |
|
— |
|
|
| Total income from real
estate |
$ |
117,012 |
|
$ |
77,894 |
|
|
$ |
25,342 |
|
|
$ |
5,701 |
|
$ |
25,293 |
|
|
$ |
1,293 |
|
|
$ |
6,817 |
|
$ |
8,223 |
|
$ |
750 |
|
$ |
268,325 |
|
|
| |
|
|
|
|
|
|
|
|
|
|
| Year Ended December
31, 2020 |
PENN Master Lease |
PENN Amended Pinnacle Master Lease |
CZR Master Lease |
Lumiere Place Lease and Loan |
BYD Master Lease |
BYD Belterra Lease and Loan |
PENN - Meadows Lease |
Casino Queen Lease |
PENN Morgantown Lease |
Total |
| Building base rent |
$ |
279,406 |
|
$ |
227,201 |
|
|
$ |
62,156 |
|
|
$ |
5,828 |
|
$ |
75,643 |
|
|
$ |
1,783 |
|
|
$ |
15,811 |
|
$ |
9,101 |
|
$ |
— |
|
$ |
676,929 |
|
|
| Land base rent |
93,969 |
|
71,256 |
|
|
15,916 |
|
|
— |
|
11,785 |
|
|
1,263 |
|
|
— |
|
— |
|
750 |
|
194,939 |
|
|
| Percentage rent |
82,595 |
|
28,452 |
|
|
10,020 |
|
|
— |
|
10,308 |
|
|
1,211 |
|
|
10,637 |
|
5,424 |
|
— |
|
148,647 |
|
|
| Total cash rental
income (1) |
$ |
455,970 |
|
$ |
326,909 |
|
|
$ |
88,092 |
|
|
$ |
5,828 |
|
$ |
97,736 |
|
|
$ |
4,257 |
|
|
$ |
26,448 |
|
$ |
14,525 |
|
$ |
750 |
|
$ |
1,020,515 |
|
|
| Straight-line rent
adjustments |
$ |
8,926 |
|
$ |
(10,555 |
) |
|
$ |
(2,980 |
) |
|
$ |
— |
|
$ |
(1,448 |
) |
|
$ |
(808 |
) |
|
$ |
2,289 |
|
$ |
— |
|
$ |
— |
|
$ |
(4,576 |
) |
|
| Ground rent in revenue |
2,317 |
|
5,770 |
|
|
5,299 |
|
|
— |
|
1,519 |
|
|
— |
|
|
|
— |
|
— |
|
14,905 |
|
|
| Other rental revenue |
— |
|
— |
|
|
— |
|
|
— |
|
— |
|
|
— |
|
|
192 |
|
— |
|
— |
|
192 |
|
|
| Total rental
income |
$ |
467,213 |
|
$ |
322,124 |
|
|
$ |
90,411 |
|
|
$ |
5,828 |
|
$ |
97,807 |
|
|
$ |
3,449 |
|
|
$ |
28,929 |
|
$ |
14,525 |
|
$ |
750 |
|
$ |
1,031,036 |
|
|
| Interest income from real
estate loans |
— |
|
— |
|
|
— |
|
|
16,976 |
|
— |
|
|
2,154 |
|
|
— |
|
— |
|
— |
|
19,130 |
|
|
| Total income from real
estate |
$ |
467,213 |
|
$ |
322,124 |
|
|
$ |
90,411 |
|
|
$ |
22,804 |
|
$ |
97,807 |
|
|
$ |
5,603 |
|
|
$ |
28,929 |
|
$ |
14,525 |
|
$ |
750 |
|
$ |
1,050,166 |
|
|
(1) Cash rental income for the PENN leases
is inclusive of rent credits recognized in connection with the
Tropicana Las Vegas and Morgantown transactions which closed in
2020.
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 December 31, |
|
Year Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
|
Net income |
$ |
169,341 |
|
|
$ |
114,291 |
|
|
$ |
505,711 |
|
|
$ |
390,881 |
|
| (Gains) losses from
dispositions of property |
(41,390 |
) |
|
42 |
|
|
(41,393 |
) |
|
92 |
|
| Real estate depreciation
(1) |
56,141 |
|
|
54,426 |
|
|
220,069 |
|
|
230,716 |
|
| Funds from
operations |
$ |
184,092 |
|
|
$ |
168,759 |
|
|
$ |
684,387 |
|
|
$ |
621,689 |
|
| Straight-line rent
adjustments |
(818 |
) |
|
8,644 |
|
|
4,576 |
|
|
34,574 |
|
| Other depreciation (2) |
2,799 |
|
|
2,264 |
|
|
10,904 |
|
|
9,719 |
|
| Amortization of land
rights |
2,961 |
|
|
3,020 |
|
|
12,022 |
|
|
18,536 |
|
| Amortization of debt issuance
costs, bond premiums and original issuance discounts |
2,471 |
|
|
2,858 |
|
|
10,503 |
|
|
11,455 |
|
| Stock based compensation |
3,352 |
|
|
3,845 |
|
|
20,004 |
|
|
16,198 |
|
| Losses on debt
extinguishment |
— |
|
|
— |
|
|
18,113 |
|
|
21,014 |
|
| Loan impairment charges |
— |
|
|
— |
|
|
— |
|
|
13,000 |
|
| Capital maintenance
expenditures (3) |
(1,501 |
) |
|
(761 |
) |
|
(3,130 |
) |
|
(3,017 |
) |
| Adjusted funds from
operations |
$ |
193,356 |
|
|
$ |
188,629 |
|
|
$ |
757,379 |
|
|
$ |
743,168 |
|
| Interest, net |
70,407 |
|
|
72,974 |
|
|
281,573 |
|
|
300,764 |
|
| Income tax expense |
1,759 |
|
|
991 |
|
|
3,877 |
|
|
4,764 |
|
| Capital maintenance
expenditures (3) |
1,501 |
|
|
761 |
|
|
3,130 |
|
|
3,017 |
|
| Amortization of debt issuance
costs, bond premiums and original issuance discounts |
(2,471 |
) |
|
(2,858 |
) |
|
(10,503 |
) |
|
(11,455 |
) |
| Adjusted
EBITDA |
$ |
264,552 |
|
|
$ |
260,497 |
|
|
$ |
1,035,456 |
|
|
$ |
1,040,258 |
|
| |
|
|
|
|
|
|
|
| Net income, per
diluted common share |
$ |
0.74 |
|
|
$ |
0.53 |
|
|
$ |
2.30 |
|
|
$ |
1.81 |
|
| FFO, per diluted
common share |
$ |
0.81 |
|
|
$ |
0.78 |
|
|
$ |
3.11 |
|
|
$ |
2.88 |
|
| AFFO, per diluted
common share |
$ |
0.85 |
|
|
$ |
0.87 |
|
|
$ |
3.45 |
|
|
$ |
3.44 |
|
| |
|
|
|
|
|
|
|
| Weighted average
number of common shares outstanding |
|
|
|
|
|
|
|
|
Diluted |
227,842,874 |
|
|
215,962,065 |
|
|
219,772,725 |
|
|
215,786,023 |
|
(1) Real estate depreciation expense for
the year ended December 30, 2019 included the acceleration of $10.3
million of depreciation expense due to the closure of the Resorts
Casino Tunica property.
(2) 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.
(3) 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 December 31, |
|
Year Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
|
Net income |
$ |
168,585 |
|
|
$ |
112,763 |
|
|
$ |
508,060 |
|
|
$ |
382,184 |
|
| (Gains) losses from
dispositions of property |
(41,402 |
) |
|
— |
|
|
(41,402 |
) |
|
8 |
|
| Real estate depreciation |
56,141 |
|
|
54,426 |
|
|
220,069 |
|
|
230,716 |
|
| Funds from
operations |
$ |
183,324 |
|
|
$ |
167,189 |
|
|
$ |
686,727 |
|
|
$ |
612,908 |
|
| Straight-line rent
adjustments |
(818 |
) |
|
8,644 |
|
|
4,576 |
|
|
34,574 |
|
| Other depreciation (1) |
480 |
|
|
496 |
|
|
1,972 |
|
|
1,992 |
|
| Amortization of land
rights |
2,961 |
|
|
3,020 |
|
|
12,022 |
|
|
18,536 |
|
| Amortization of debt issuance
costs, bond premiums and original issuance discounts |
2,471 |
|
|
2,858 |
|
|
10,503 |
|
|
11,455 |
|
| Stock based compensation |
3,352 |
|
|
3,845 |
|
|
20,004 |
|
|
16,198 |
|
| Losses on debt
extinguishment |
— |
|
|
— |
|
|
18,113 |
|
|
21,014 |
|
| Loan impairment charges |
— |
|
|
— |
|
|
— |
|
|
13,000 |
|
| Capital maintenance
expenditures (2) |
(31 |
) |
|
(18 |
) |
|
(186 |
) |
|
(22 |
) |
| Adjusted funds from
operations |
$ |
191,739 |
|
|
$ |
186,034 |
|
|
$ |
753,731 |
|
|
$ |
729,655 |
|
| Interest, net (3) |
65,949 |
|
|
70,372 |
|
|
265,597 |
|
|
290,360 |
|
| Income tax expense |
182 |
|
|
196 |
|
|
697 |
|
|
657 |
|
| Capital maintenance
expenditures (2) |
31 |
|
|
18 |
|
|
186 |
|
|
22 |
|
| Amortization of debt issuance
costs, bond premiums and original issuance discounts |
(2,471 |
) |
|
(2,858 |
) |
|
(10,503 |
) |
|
(11,455 |
) |
| Adjusted
EBITDA |
$ |
255,430 |
|
|
$ |
253,762 |
|
|
$ |
1,009,708 |
|
|
$ |
1,009,239 |
|
| |
Three Months Ended December 31, |
|
Year Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
|
Adjusted EBITDA |
$ |
255,430 |
|
|
$ |
253,762 |
|
|
$ |
1,009,708 |
|
|
$ |
1,009,239 |
|
| Real estate general and
administrative expenses |
11,292 |
|
|
11,333 |
|
|
48,019 |
|
|
42,713 |
|
| Stock based compensation |
(3,352 |
) |
|
(3,845 |
) |
|
(20,004 |
) |
|
(16,198 |
) |
| Cash net operating
income (4) |
$ |
263,370 |
|
|
$ |
261,250 |
|
|
$ |
1,037,723 |
|
|
$ |
1,035,754 |
|
(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 $16.0
million for the three months and year ended December 31, 2020
compared to $2.6 million and $10.4 million for the corresponding
periods in the prior year.
(4) Cash net operating income is
rental and other property income, inclusive of rent credits
recognized in connection with the Tropicana Las Vegas and
Morgantown transactions that occurred in 2020 less cash property
level expenses.
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 Ended December 31, |
|
Year Ended December 31, |
| |
2020 |
|
2019 |
|
2020 |
|
2019 |
|
Net income |
$ |
756 |
|
|
$ |
1,528 |
|
|
$ |
(2,349 |
) |
|
$ |
8,697 |
|
| Losses from dispositions of
property |
12 |
|
|
42 |
|
|
9 |
|
|
84 |
|
| Funds from
operations |
$ |
768 |
|
|
$ |
1,570 |
|
|
$ |
(2,340 |
) |
|
$ |
8,781 |
|
| Other depreciation (1) |
2,319 |
|
|
1,768 |
|
|
8,932 |
|
|
7,727 |
|
| Capital maintenance
expenditures (2) |
(1,470 |
) |
|
(743 |
) |
|
(2,944 |
) |
|
(2,995 |
) |
| Adjusted funds from
operations |
$ |
1,617 |
|
|
$ |
2,595 |
|
|
$ |
3,648 |
|
|
$ |
13,513 |
|
| Interest, net |
4,458 |
|
|
2,602 |
|
|
15,976 |
|
|
10,404 |
|
| Income tax expense |
1,577 |
|
|
795 |
|
|
3,180 |
|
|
4,107 |
|
| Capital maintenance
expenditures (2) |
1,470 |
|
|
743 |
|
|
2,944 |
|
|
2,995 |
|
| Adjusted
EBITDA |
$ |
9,122 |
|
|
$ |
6,735 |
|
|
$ |
25,748 |
|
|
$ |
31,019 |
|
(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)
| |
December 31, 2020 |
|
December 31, 2019 |
| |
|
|
|
| Assets |
|
|
|
|
Real estate investments, net |
$ |
7,287,158 |
|
|
$ |
7,100,555 |
|
|
Property and equipment, used in operations, net |
80,618 |
|
|
94,080 |
|
|
Assets held for sale |
61,448 |
|
|
— |
|
|
Tropicana, Las Vegas Investment |
304,831 |
|
|
— |
|
|
Real estate loans |
— |
|
|
303,684 |
|
|
Right-of-use assets and land rights, net |
769,197 |
|
|
838,734 |
|
|
Cash and cash equivalents |
486,451 |
|
|
26,823 |
|
|
Prepaid expenses |
2,098 |
|
|
4,228 |
|
|
Goodwill |
— |
|
|
16,067 |
|
|
Other intangible assets |
— |
|
|
9,577 |
|
|
Deferred tax assets |
5,690 |
|
|
6,056 |
|
|
Other assets |
36,877 |
|
|
34,494 |
|
| Total
assets |
$ |
9,034,368 |
|
|
$ |
8,434,298 |
|
| |
|
|
|
|
Liabilities |
|
|
|
|
Accounts payable |
$ |
375 |
|
|
$ |
1,006 |
|
|
Accrued expenses |
398 |
|
|
6,239 |
|
|
Accrued interest |
72,285 |
|
|
60,695 |
|
|
Accrued salaries and wages |
5,849 |
|
|
13,821 |
|
|
Gaming, property, and other taxes |
146 |
|
|
944 |
|
|
Lease liabilities |
152,203 |
|
|
183,971 |
|
|
Long-term debt, net of unamortized debt issuance costs, bond
premiums and original issuance discounts |
5,754,689 |
|
|
5,737,962 |
|
|
Deferred rental revenue |
333,061 |
|
|
328,485 |
|
|
Deferred tax liabilities |
359 |
|
|
279 |
|
|
Other liabilities |
39,985 |
|
|
26,651 |
|
|
Total liabilities |
6,359,350 |
|
|
6,360,053 |
|
| |
|
|
|
| Shareholders’
equity |
|
|
|
| |
|
|
|
|
Preferred stock ($.01 par value, 50,000,000 shares authorized, no
shares issued or outstanding at December 31, 2020 and December 31,
2019) |
— |
|
|
— |
|
|
Common stock ($.01 par value, 500,000,000 shares authorized,
232,452,220 and 214,694,165 shares issued and outstanding at
December 31, 2020 and December 31, 2019,
respectively) |
2,325 |
|
|
2,147 |
|
|
Additional paid-in capital |
4,284,789 |
|
|
3,959,383 |
|
|
Retained deficit |
(1,612,096 |
) |
|
(1,887,285 |
) |
|
Total shareholders’ equity |
2,675,018 |
|
|
2,074,245 |
|
| Total liabilities and
shareholders’ equity |
$ |
9,034,368 |
|
|
$ |
8,434,298 |
|
Debt Capitalization
The Company had $486.5 million of unrestricted cash and $5.75
billion in total debt at December 31, 2020. The
Company’s debt structure as of December 31, 2020 was as
follows:
| |
|
|
|
| |
|
Years to Maturity |
Interest Rate |
|
Balance |
| |
|
|
|
|
(in thousands) |
|
Unsecured $1,175 Million Revolver Due May 2023 (1) |
|
2.4 |
|
—% |
|
— |
|
| Unsecured Term Loan A-2 Due
May 2023 (1) |
|
2.4 |
|
1.65% |
|
424,019 |
|
| Senior Unsecured Notes Due
November 2023 |
|
2.8 |
|
5.38% |
|
500,000 |
|
| Senior Unsecured Notes Due
September 2024 |
|
3.7 |
|
3.35% |
|
400,000 |
|
| Senior Unsecured Notes Due
June 2025 |
|
4.4 |
|
5.25% |
|
850,000 |
|
| Senior Unsecured Notes Due
April 2026 |
|
5.3 |
|
5.38% |
|
975,000 |
|
| Senior Unsecured Notes Due
June 2028 |
|
7.4 |
|
5.75% |
|
500,000 |
|
| Senior Unsecured Notes Due
January 2029 |
|
8.0 |
|
5.30% |
|
750,000 |
|
| Senior Unsecured Notes Due
January 2030 |
|
9.0 |
|
4.00% |
|
700,000 |
|
| Senior Unsecured Notes Due
January 2031 |
|
10.0 |
|
4.00% |
|
700,000 |
|
| Finance lease liability |
|
5.7 |
|
4.78% |
|
860 |
|
| Total long-term
debt |
|
|
|
|
5,799,879 |
|
| Less: unamortized debt
issuance costs, bond premiums and original issuance discounts |
|
|
|
|
(45,190 |
) |
| Total long-term debt,
net of unamortized debt issuance costs, bond premiums and original
issuance discounts |
|
|
|
|
5,754,689 |
|
| Weighted
average |
|
6.2 |
|
4.63% |
|
|
(1) The rate on the term loan
facility and revolver is LIBOR plus 1.50%.
(2) Total debt net of cash totaled
$5.27 billion at December 31, 2020.
Rating Agency Update - Issue Rating
|
Rating Agency |
|
Rating |
| Standard & Poor's |
|
BBB- |
| Fitch |
|
BBB- |
| Moody's |
|
Ba1 |
Properties
|
Description |
Location |
Date Acquired |
Tenant/Operator |
| PENN Master Lease (19
Properties) |
|
|
|
| Hollywood Casino
Lawrenceburg |
Lawrenceburg, IN |
11/1/2013 |
PENN |
| Hollywood Casino Aurora |
Aurora, IL |
11/1/2013 |
PENN |
| Hollywood Casino Joliet |
Joliet, IL |
11/1/2013 |
PENN |
| Argosy Casino Alton |
Alton, IL |
11/1/2013 |
PENN |
| Hollywood Casino Toledo |
Toledo, OH |
11/1/2013 |
PENN |
| Hollywood Casino Columbus |
Columbus, OH |
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 |
| M Resort |
Henderson, NV |
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 |
| 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 |
| CZR 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 |
| BYD 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 |
| Single Asset
Leases |
|
|
|
| Belterra Park Gaming &
Entertainment Center |
Cincinnati, OH |
10/15/2018 |
BYD |
| Lumière Place |
St. Louis, MO |
10/1/2018 |
CZR |
| The Meadows Racetrack and
Casino |
Washington, PA |
9/9/2016 |
PENN |
| Hollywood Casino
Morgantown |
Morgantown, PA |
10/1/2020 |
PENN |
| Casino Queen |
East St. Louis, IL |
1/23/2014 |
Casino Queen |
| TRS
Segment |
|
|
|
| Hollywood Casino Baton
Rouge |
Baton Rouge, LA |
11/1/2013 |
GLPI |
| Hollywood Casino
Perryville |
Perryville, MD |
11/1/2013 |
GLPI |
| Tropicana Las Vegas |
Las Vegas, NV |
4/16/2020 |
PENN |
Lease Information
| |
|
|
|
|
|
| |
PENN Master Lease |
PENN Amended Pinnacle Master Lease |
Caesars Amended and Restated Master Lease |
BYD Master Lease |
|
Belterra Park Lease operated by BYD |
PENN-Meadows Lease |
Lumière Place Lease operated by CZR |
Casino Queen Lease |
PENN - Morgantown Lease |
| Property Count |
19 |
|
12 |
|
6 |
3 |
|
|
1 |
|
1 |
1 |
|
1 |
|
1 |
|
| Number of States
Represented |
10 |
|
8 |
|
5 |
2 |
|
|
1 |
|
1 |
1 |
|
1 |
|
1 |
|
| Commencement Date |
11/1/2013 |
4/28/2016 |
10/1/2018 |
10/15/2018 |
|
10/15/2018 |
9/9/2016 |
9/29/2020 |
1/23/2014 |
10/1/2020 |
| Lease Expiration Date |
10/31/2033 |
4/30/2031 |
9/30/2038 |
04/30/2026 |
|
04/30/2026 |
9/30/2026 |
10/31/2033 |
1/23/2029 |
10/31/2040 |
| Remaining Renewal Terms |
15 (3x5 years) |
20 (4x5 years) |
20 (4x5 years) |
25 (5x5 years) |
|
25 (5x5 years) |
19 (3x5years, 1x4 years) |
20 (4x5 years) |
20 (4x5 years) |
30 (6x5 years) |
| Corporate Guarantee |
Yes |
Yes |
Yes |
No |
|
No |
Yes |
Yes |
No |
Yes |
| Master Lease with Cross
Collateralization |
Yes |
Yes |
Yes |
Yes |
|
No |
No |
No |
No |
No |
| Technical Default Landlord
Protection |
Yes |
Yes |
Yes |
Yes |
|
Yes |
Yes |
Yes |
Yes |
Yes |
| Default Adjusted Revenue to
Rent Coverage (1) |
1.1 |
|
1.2 |
|
1.2 |
1.4 |
|
|
1.4 |
|
1.2 |
1.2 |
|
1.4 |
|
N/A |
| Competitive Radius Landlord
Protection |
Yes |
Yes |
Yes |
Yes |
|
Yes |
Yes |
Yes |
Yes |
N/A |
| Escalator
Details |
|
|
|
|
|
|
|
|
|
|
| Yearly Base Rent Escalator
Maximum |
2 |
% |
2 |
% |
N/A |
2 |
% |
|
2 |
% |
5% (2) |
2 |
% |
2 |
% |
1.5 |
% |
| Coverage as of Tenants' latest
Earnings Report (3) |
1.39 |
|
1.29 |
|
1.01 |
1.49 |
|
|
1.68 |
|
0.98 |
N/A |
0.69 |
|
N/A |
| Minimum Escalator Coverage
Governor |
1.8 |
|
1.8 |
|
N/A |
1.8 |
|
|
1.8 |
|
2.0 |
1.2 (4) |
1.8 |
|
N/A |
| Yearly Anniversary for
Realization |
November 2021 |
May 2021 |
N/A |
May 2021 |
|
May 2021 |
October 2021 |
October 2021 |
February 2021 |
TBD |
| Percentage Rent Reset
Details |
|
|
|
|
|
|
|
|
|
|
| Reset Frequency |
5 years |
2 years |
N/A |
2 years |
|
2 years |
2 years |
N/A |
5 years |
N/A |
| Next Reset |
November 2023 |
May 2022 |
N/A |
May 2022 |
|
May 2022 |
October 2022 |
N/A |
February 2024 |
N/A |
|
(1) |
In support of our tenants, compliance with this ratio has been
waived for all periods impacted by COVID-19. |
| |
|
| (2) |
Meadows yearly escalator is 5% until a breakpoint when it resets to
2%. |
| |
|
| (3) |
Information with respect to our tenants' rent coverage was provided
by our tenants as of September 30, 2020. GLPI has not independently
verified the accuracy of the tenants' information and therefore
makes no representation as to its accuracy. |
| |
|
| (4) |
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 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 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, inclusive of rent
credits recognized in connection with the Tropicana Las Vegas
transaction, 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, AFFO, AFFO
per diluted common share, 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 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, losses on debt extinguishment, and
loan impairment charges 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, stock based compensation expense,
straight-line rent adjustments, the amortization of land rights,
losses on debt extinguishment and loan impairment charges. 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 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 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 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
receipt of rent payments in future periods, the impact of future
transactions and expected future dividend payments. 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 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 Penn,
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 Officer |
Joseph Jaffoni, Richard Land, James Leahy at JCIR |
| 610/378-8232 |
212/835-8500 |
| |
glpi@jcir.com |
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