What changed in this filing

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Item 1. Business

2021-02-19 compared with 2020-02-21 · 242 added, 343 removed, 306 unchanged (66% of the section changed)

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(d/b/a Hollywood Casino Baton Rouge) and Penn Cecil Maryland, Inc.

(d/b/a Hollywood Casino Perryville) (which are referred to as the "TRS Properties") and then spun-off GLPI to holders of Penn's common and preferred stock in a tax-free distribution (the "Spin-Off").

(d/b/a Hollywood Casino Perryville) (which are referred to herein as the "TRS Properties") and then spun-off GLPI to holders of Penn's common and preferred stock in a tax-free distribution (the "Spin-Off").

The assets and liabilities of GLPI were recorded at their respective historical carrying values at the time of the Spin-Off in accordance with the provisions of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 505-60 - Spinoffs and Reverse Spinoffs .

GLPI owns and operates the TRS Properties through its indirect wholly-owned subsidiary, GLP Holdings, Inc.

The Company elected on its United States ("U.S.") federal income tax return for its taxable year that began on January 1, 2014 to be treated as a REIT and GLPI, together with GLP Holdings, Inc., jointly elected to treat each of GLP Holdings, Inc., Louisiana Casino Cruises, Inc.

and Penn Cecil Maryland, Inc.

as a "taxable REIT subsidiary" ("TRS") effective on the first day of the first taxable year of GLPI as a REIT.

GLPI owns and operates the TRS Properties and holds the real estate of Tropicana Las Vegas through its wholly-owned subsidiary, Tropicana LV, LLC which together with the TRS Properties and GLP Holdings, Inc., is the Company's TRS Segment (the "TRS Segment").

In connection with the Spin-Off, Penn allocated its accumulated earnings and profits (as determined for U.S.

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federal income tax purposes for the year ended December 31, 2014, GLPI declared a special dividend to its shareholders to distribute any accumulated earnings and profits relating to the real property assets and attributable to any pre-REIT years, including any earnings and profits allocated to GLPI in connection with the Spin-Off, to comply with certain REIT qualification requirements.

GLPI's primary business consists of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements.

Triple-net leases are leases in which the lessee pays rent to the lessor, as well as all taxes, insurance, utilities and maintenance expenses that arise from the use of the property.

As of December 31, 2020, GLPI’s portfolio consisted of interests in 48 gaming and related facilities, including the TRS Segment, the real property associated with 33 gaming and related facilities operated by Penn, the real property associated with 7 gaming and related facilities operated by Caesars Entertainment Corporation (NASDAQ:

CZR) ("Caesars")), the real property associated with 4 gaming and related facilities operated by Boyd Gaming Corporation (NYSE:

BYD) ("Boyd")) and the real property associated with the Casino Queen in East St.

Louis, Illinois.

Penn, Caesars and Boyd are leading, diversified, multi-jurisdictional owners and managers of gaming and pari-mutual properties and established gaming providers with strong financial performance.

These facilities, including our corporate headquarters building, are geographically diversified across 16 states and contain approximately 24.3 million square feet.

As of December 31, 2020, the Company's properties were 100% occupied.

We expect to continue growing our portfolio by pursuing opportunities to acquire additional gaming facilities to lease to gaming operators under prudent terms.

Properties and Leases

Penn Master Lease, Amended Pinnacle Master Lease, Boyd Master Lease and Belterra Park Lease

As a result of the Spin-Off, GLPI owns substantially all of Penn's former real property assets (as of the consummation of the Spin-Off) and leases back most of those assets to Penn for use by its subsidiaries pursuant to a unitary master lease (the "Penn Master Lease").

The Penn Master Lease is a triple-net operating lease with an initial term of 15 years (expiring October 31, 2028), with no purchase option, followed by four 5-year renewal options (exercisable by Penn) on the same terms and conditions.

The Penn Master Lease is a triple-net operating lease, the term of which expires October 31, 2033, with no purchase option, followed by three remaining 5-year renewal options (exercisable by the tenant) on the same terms and conditions.

In April 2016, the Company acquired substantially all of the real estate assets of Pinnacle Entertainment, Inc.

("Pinnacle") for approximately $4.8 billion.

GLPI originally leased these assets back to Pinnacle, under a unitary triple-net lease with an initial term of 10 years (expiring April 30, 2026), with no purchase option, followed by five 5-year renewal options (exercisable by Pinnacle) on the same terms and conditions (the "Pinnacle Master Lease").

GLPI originally leased these assets back to Pinnacle, under a unitary triple-net lease, the term of which expires April 30, 2031, with no purchase option, followed by four remaining 5-year renewal options (exercisable by the tenant) on the same terms and conditions (the "Pinnacle Master Lease").

On October 15, 2018, the Company completed its previously announced transactions with Penn, Pinnacle and Boyd to accommodate Penn's acquisition of the majority of Pinnacle's operations, pursuant to a definitive agreement and plan of merger between Penn and Pinnacle, dated December 17, 2017 (the "Penn-Pinnacle Merger").

Concurrent with the Penn-Pinnacle Merger, the Company amended the Pinnacle Master Lease to allow for the sale of the operating assets of Ameristar Casino Hotel Kansas City, Ameristar Casino Resort Spa St.

Charles and Belterra Casino Resort from Pinnacle to Boyd Gaming Corporation ("Boyd") (the "Amended Pinnacle Master Lease") and entered into a new unitary triple-net master lease agreement with Boyd (the "Boyd Master Lease") for these properties on terms similar to the Company’s Amended Pinnacle Master Lease.

The Boyd Master Lease has an initial term of 10 years (from the original April 2016 commencement date of the Pinnacle Master Lease and expiring April 30, 2026), with no purchase option, followed by five 5-year renewal options (exercisable by Boyd) on the same terms and conditions.

Charles and Belterra Casino Resort from Pinnacle to Boyd (the "Amended Pinnacle Master Lease") and entered into a new

unitary triple-net master lease agreement with Boyd (the "Boyd Master Lease") for these properties on terms similar to the Company’s Amended Pinnacle Master Lease.

The Company also purchased the real estate assets of Plainridge Park Casino ("Plainridge Park") from Penn for $250.0 million, exclusive of transaction fees and taxes and added this property to the Amended Pinnacle Master Lease.

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The Company also entered into a mortgage loan agreement with Boyd in connection with Boyd's acquisition of Belterra Park Gaming & Entertainment Center ("Belterra Park"), whereby the Company loaned Boyd $57.7 million (the "Belterra Park Loan").

In addition to the acquisition of Plainridge Park described above, on October 1, 2018, the Company closed its previously announced transaction to acquire certain real property assets from Tropicana Entertainment Inc.

In May 2020, the Company acquired the real estate of Belterra Park in satisfaction of the Belterra Park Loan, subject to a long-term lease (the "Belterra Park Lease") with a Boyd affiliate operating the property.

Meadows Lease

The real estate assets of the Meadows Racetrack and Casino (the "Meadows") are leased to Penn under a single property triple-net lease (the "Meadows Lease").

The Meadows Lease commenced on September 9, 2016 and has an initial term of 10 years, with no purchase option, and the option to renew for three successive 5-year terms and one 4-year term (exercisable by the tenant) on the same terms and conditions.

Amended and Restated Caesars Master Lease

On October 1, 2018, the Company closed its previously announced transaction to acquire certain real property assets from Tropicana Entertainment Inc.

("Tropicana") and certain of its affiliates pursuant to a Purchase and Sale Agreement (the "Real Estate Purchase Agreement") dated April 15, 2018 between Tropicana and GLP Capital L.P.

("GLP Capital"), the operating partnership of GLPI, which was subsequently amended on October 1, 2018 (as amended, the "Amended Real Estate Purchase Agreement").

Pursuant to the terms of the Amended Real Estate Purchase Agreement, the Company acquired the real estate assets of Tropicana Atlantic City, Tropicana Evansville,

Tropicana Laughlin, Trop Casino Greenville and the Belle of Baton Rouge (the "GLP Assets") from Tropicana for an aggregate cash purchase price of $964.0 million , exclusive of transaction fees and taxes (the "Tropicana Acquisition").

Pursuant to the terms of the Amended Real Estate Purchase Agreement, the Company acquired the real estate assets of Tropicana Atlantic City, Tropicana Evansville, Tropicana Laughlin, Trop Casino Greenville and the Belle of Baton Rouge (the "GLP Assets") from Tropicana for an aggregate cash purchase price of $964.0 million, exclusive of transaction fees and taxes (the "Tropicana Acquisition").

Concurrent with the Tropicana Acquisition, Eldorado Resorts, Inc.

("Eldorado") acquired the operating assets of these properties from Tropicana pursuant to an Agreement and Plan of Merger dated April 15, 2018 by and among Tropicana, GLP Capital, Eldorado and a wholly-owned subsidiary of Eldorado (the "Tropicana Merger Agreement") and leased the GLP Assets from the Company pursuant to the terms of a new unitary triple-net master lease with an initial term of 15 years , with no purchase option, followed by four successive 5-year renewal periods (exercisable by Eldorado) on the same terms and conditions (the "Eldorado Master Lease").

Additionally, on October 1, 2018 the Company entered into a loan agreement with Eldorado in connection with Eldorado’s acquisition of Lumière Place Casino ("Lumière Place"), whereby the Company loaned Eldorado $246.0 million (together with the Tropicana Acquisition the "Tropicana Transactions").

GLPI's primary business consists of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements.

Triple-net leases are leases in which the lessee pays rent to the lessor, as well as all taxes, insurance, utilities and maintenance expenses that arise from the use of the property.

As of December 31, 2019 , GLPI’s portfolio consisted of interests in 44 gaming and related facilities, including the TRS Properties, the real property associated with 32 gaming and related facilities operated by Penn, the real property associated with 5 gaming and related facilities operated by Eldorado, the real property associated with 4 gaming and related facilities operated by Boyd (including one financed property) and the real property associated with the Casino Queen in East St.

Louis, Illinois.

These facilities, including our corporate headquarters building, are geographically diversified across 16 states and contain approximately 22.1 million square feet.

As of December 31, 2019 , the Company's properties were 100% occupied.

We expect to continue growing our portfolio by pursuing opportunities to acquire additional gaming facilities to lease to gaming operators under prudent terms.

We elected on our 2014 U.S.

federal income tax return to be treated as a REIT and intend to continue to be organized and to operate in a manner that will permit us to qualify as a REIT.

(now doing business as Caesars) acquired the operating assets of these properties from Tropicana pursuant to an Agreement and Plan of Merger dated April 15, 2018 by and among Tropicana, GLP Capital, Caesars and a wholly-owned subsidiary of Caesars and leased the GLP Assets from the Company pursuant to the terms of a new unitary triple-net master lease with an initial term of 15 years, with no purchase option, followed by four successive 5-year renewal periods (exercisable by the tenant) on the same terms and conditions (the "Caesars Master Lease").

On June 15, 2020, the Company entered into an agreement to amend and restate the Caesars Master Lease (as amended, the "Amended and Restated Caesars Master Lease") to, (i) extend the initial term of 15 years to 20 years, with renewals of up to an additional 20 years at the option of Caesars, (ii) remove the variable rent component in its entirety, commencing with the third lease year, (iii) in the third lease year increase annual land base rent to approximately $23.6 million and annual building base rent to approximately $62.1 million, (iv) provide fixed escalation percentages that delay the escalation of building base rent until the commencement of the fifth lease year with building base rent increasing annually by 1.25% in the fifth and sixth lease year, 1.75% in the seventh and eighth lease years and 2% in the ninth lease year and each lease year thereafter, (v) subject to regulatory approvals and the satisfaction of certain conditions, permit Caesars to elect to replace the Tropicana Evansville and/or Tropicana Greenville properties under the Amended and Restated Caesars Master Lease with one or more of Caesars Gaming Scioto Downs, The Row in Reno, Isle Casino Racing Pompano Park, Isle Casino Hotel – Black Hawk, Lady Luck Casino – Black Hawk, Isle Casino Waterloo ("Waterloo"), Isle Casino Bettendorf ("Bettendorf") or Isle of Capri Casino Boonville, provided that the aggregate value of such new property, individually or collectively, is at least equal to the value of Tropicana Evansville or Tropicana Greenville, as applicable, (vi) permit Caesars to elect to sell its interest in Belle of Baton Rouge and sever it from the Amended and Restated Caesars Master Lease, subject to regulatory approvals and the satisfaction of certain conditions, and (vii) provide certain relief under the operating, capital expenditure and financial covenants thereunder in the event of facility closures due to pandemics, governmental restrictions and certain other instances of unavoidable delay.

The Amended and Restated Caesars Master Lease became effective on July 23, 2020 when all of the necessary regulatory approvals were received and notice periods were satisfied.

On December 18, 2020, Caesars transferred to the Company the real estate assets of the Waterloo and Bettendorf in exchange for the transfer by the Company to Caesars of the real property assets of the Tropicana Evansville and a cash payment of $5.7 million.

The Waterloo and Bettendorf facilities were added to the Amended and Restated Caesars Master Lease and the annual rent increased by approximately $520,000.

Lumière Place Lease

On October 1, 2018 the Company entered into a loan agreement with Caesars in connection with Caesars’s acquisition of Lumière Place Casino ("Lumière Place"), whereby the Company loaned Caesars $246.0 million (the "CZR loan").

The CZR loan bore interest at a rate equal to (i) 9.09% until October 1, 2019 and (ii) 9.27% until its maturity.

On the one-year anniversary of the CZR loan, the mortgage evidenced by a deed of trust on the Lumière Place property terminated and the loan became unsecured.

On June 24, 2020, the Company received approval from the Missouri Gaming Commission to own the Lumière Place property in satisfaction of the CZR loan.

On September 29, 2020, the transaction closed and we entered into a new triple net lease with Caesars (the "Lumière Place Lease") the initial term of which expires on October 31, 2033 with four separate renewal options of five years each, exercisable at the tenant's option.

The Lumière Place Lease rent is subject to an annual escalator of up to 2% if certain rent coverage ratio thresholds are met.

Tropicana Las Vegas

On April 16, 2020, the Company and certain of its subsidiaries closed on its previously announced transaction to acquire the real property associated with the Tropicana Las Vegas Casino Hotel Resort ("Tropicana Las Vegas") from Penn in exchange for rent credits of $307.5 million, which were applied against future rent obligations due under the parties' existing leases during 2020.

This asset has been placed in the Company's TRS Segment.

Morgantown Lease

On October 1, 2020, the Company and Penn closed on their previously announced transaction whereby GLPI acquired the land under Penn's gaming facility under construction in Morgantown, Pennsylvania in exchange for $30.0 million in rent credits that were fully utilized by Penn in the fourth quarter of 2020.

The Company is leasing the land back to an affiliate of Penn for an initial annual rent of $3.0 million, 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 in 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 Consumer Price Index ("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 (the "Morgantown Lease").

Bally's Master Lease

On October 27, 2020, the Company entered into a series of definitive agreements pursuant to which a subsidiary of Twin River Worldwide Holdings, Inc.

(now doing business as 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.

In addition, the Company entered into a real estate purchase agreement with Bally's pursuant to which the Company 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 closing of the transactions, which is expected in mid-2021, subject to regulatory approvals, the Tropicana Evansville and Dover Downs Hotel and Casino facilities will be added to a new master lease between the Company 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 the tenant) 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 Consumer Price Index.

Casino Queen Lease and Casino Queen Master Lease

Finally, GLPI leases the Casino Queen property in East St.

Louis back to its operators on a triple-net basis on terms similar to those in the Penn Master Lease (the "Casino Queen Lease").

On November 25, 2020, the Company entered into a definitive agreement to sell the operations of its Hollywood Casino Baton Rouge to Casino Queen for $28.2 million.

The Company will retain ownership of all real estate assets at Hollywood Casino Baton Rouge and will simultaneously enter into a master lease with Casino Queen, which will include the Casino Queen property in East St.

Louis that is currently leased by us to them and the Hollywood Casino Baton Rouge facility (the "Casino Queen Master Lease").

The initial annual cash rent on the retained real estate will be approximately $21.4 million and the lease will have an initial term of 15 years with four 5 year renewal options.

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 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.

Additionally, the Company will complete the current land side development project that is in process and the rent under the

Casino Queen Master Lease will be adjusted upon delivery to reflect a yield of 8.25% on GLPI's project costs.

The transaction is subject to customary closing conditions and regulatory approvals and is expected to close in the second half of 2021.

Hollywood Casino Perryville Lease

On December 11, 2020, Penn agreed to purchase from the Company the operations of our Hollywood Casino Perryville, located in Perryville, Maryland, for $31.1 million, with the closing of such purchase, subject to regulatory approvals, expected to occur during calendar year 2021 on a date selected by Penn with reasonable prior notice to the Company unless otherwise agreed by both parties.

Upon closing, the Company will lease the real estate of the Perryville facility to Penn pursuant to a lease providing for initial annual rent on the retained real estate 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 (the "Hollywood Casino Perryville Lease").

In the first quarter of 2020, COVID-19 became a global pandemic.

Responses to the COVID-19 outbreak in the United States included mandates from federal, state, and/or local authorities requiring temporary closures of, or imposed limitations, on the operations of non-essential businesses.

All of the Company's tenants' casino operations, in addition to the Company's two TRS Properties, were closed in mid-March.

Our properties began reopening at limited capacity in May and by early July nearly all had resumed operations at limited capacity.

However, in the fourth quarter, increased spread of COVID-19 led some jurisdictions to impose temporary closures once again.

As of the date of this filing, only one of our tenants' properties is closed.

In connection with the Spin-Off, Penn allocated its accumulated earnings and profits (as determined for U.S.

federal income tax purposes) for periods prior to the consummation of the Spin-Off between Penn and GLPI.

In connection with its election to be taxed as a REIT for U.S.

We intend to continue to be organized and to operate in a manner that will permit us to qualify as a REIT.

To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of our annual REIT taxable income to shareholders.

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Unless we were entitled to relief under certain provisions of the Code, we also would be disqualified from re-electing to be taxed as a REIT for the four taxable years following the year in which we failed to qualify to be taxed as a REIT.

Our TRS Properties are able to engage in activities resulting in income that is not qualifying income for a REIT.

As a result, certain activities of the Company which occur within our TRS Properties are subject to federal and state income taxes.

As of December 31, 2019 , 19 of the Company’s real estate investment properties were leased to a subsidiary of Penn under the Penn Master Lease, 12 of the Company's real estate investment properties were leased to a subsidiary of Penn under the Amended Pinnacle Master Lease, 5 of the Company's real estate investment properties were leased to a subsidiary of Eldorado under the Eldorado Master Lease and 3 of the Company's real estate investment properties were leased to a subsidiary of Boyd under the Boyd Master Lease.

Penn, Eldorado and Boyd are leading, diversified, multi-jurisdictional owners and managers of gaming and pari-mutuel properties and established gaming providers with strong financial performance.

Additionally, the real estate assets of the Meadows Racetrack and Casino (the "Meadows") are leased to Penn under a single property triple-net operating lease (the "Meadows Lease").

GLPI also leases the Casino Queen property back to its operator on a triple-net basis on terms similar to those in the master leases (the "Casino Queen Lease").

The obligations under the Penn and Amended Pinnacle Master Leases, as well as the Meadows Lease, are guaranteed by Penn and, with respect to each lease, jointly and severally by Penn's subsidiaries that occupy and operate the facilities covered by such lease.

Similarly, the obligations under the Eldorado Master Lease are jointly and severally guaranteed by Eldorado and by most of Eldorado's subsidiaries that occupy and operate the facilities leased under the Eldorado Master Lease.

The obligations under the Boyd Master Leases are jointly and severally guaranteed by Boyd's subsidiaries that occupy and operate the facilities leased under the Boyd Master Lease.

the preceding five years , and (ii) monthly by an amount equal to 20% of the net revenues of Hollywood Casino Columbus and Hollywood Casino Toledo during the preceding month.

Similar to the Penn Master Lease, each of the Amended Pinnacle Master Lease, Eldorado Master Lease and Boyd Master Lease includes a fixed component, a portion of which is subject to an annual 2% escalator if certain rent coverage ratio thresholds are met and a component that is based on the performance of the facilities, which is adjusted, subject to certain floors, every two years to an amount equal to 4% of the average annual net revenues of all facilities under the Amended Pinnacle Master Lease during the preceding two years .

Our TRS Segment is able to engage in activities resulting in income that is not qualifying income for a REIT.

As a result, certain activities of the Company which occur within our TRS Segment are subject to federal and state income taxes.

As of December 31, 2020, 33 of the Company’s real estate investment properties were leased to subsidiaries of Penn under the Penn Master Lease, the Amended Pinnacle Master Lease, the Meadows Lease and the Morgantown Lease, 7 of the Company's real estate investment properties were leased to subsidiaries of Caesars under the Amended and Restated Caesars Master Lease and the Lumière Place Lease and 4 of the Company's real estate investment properties were leased to subsidiaries of Boyd under the Boyd Master Lease and the Belterra Park Lease.

We also lease a single real estate investment property to Casino Queen pursuant to the Casino Queen Lease.

The obligations under the Penn and Amended Pinnacle Master Leases, as well as the Meadows Lease and Morgantown Lease, are guaranteed by Penn and, with respect to each lease, jointly and severally by Penn's subsidiaries that occupy and operate the facilities covered by such lease.

Similarly, the obligations under the Amended and Restated Caesars Master Lease are jointly and severally guaranteed by Caesars and by most of Caesars's subsidiaries that occupy and operate the facilities leased under the Amended and Restated Caesars Master Lease.

The obligations under the Boyd Master Leases are

jointly and severally guaranteed by Boyd's subsidiaries that occupy and operate the facilities leased under the Boyd Master Lease.

The rent structure under the Penn Master Lease includes a fixed component, a portion of which is subject to an annual 2% escalator if certain rent coverage ratio thresholds are met, and a component that is based on the performance of the facilities, which is prospectively adjusted, subject to certain floors (i) every five years to an amount equal to 4% of the average net revenues of all facilities under the Penn Master Lease (other than Hollywood Casino Columbus and Hollywood Casino Toledo) during the preceding five years in excess of a contractual baseline, and (ii) monthly by an amount equal to 20% of the net revenues of Hollywood Casino Columbus and Hollywood Casino Toledo during the preceding month in excess of a contractual baseline, although Hollywood Casino Toledo has a monthly percentage rent floor that equals $22.9 million annually due to Penn's 2019 purchase of a competing facility, the Greektown Casino Hotel in Detroit, Michigan.

Similar to the Penn Master Lease, the Amended Pinnacle Master Lease and Boyd Master Lease both include fixed components, a portion of which is subject to an annual 2% escalator if certain rent coverage ratio thresholds are met and a component that is based on the performance of the facilities, which is prospectively adjusted, subject to certain floors (namely the Bossier City Boomtown property in the Amended Pinnacle Master Lease due to Penn's acquisition of a competing facility, Margaritaville Resort Casino), every two years to an amount equal to 4% of the average annual net revenues of all facilities under the Amended Pinnacle Master Lease and Boyd Master Lease during the preceding two years in excess of contractual baselines.

The Belterra Park Lease rent terms are consistent with the Boyd Master Lease.

The annual rent is comprised of a fixed component, part of which is subject to an annual escalator of up to 2% if certain rent coverage ratio thresholds are met and a component that is based on the performance of the facilities which is adjusted, every two years to an amount equal to 4% of the average annual net revenues of Belterra Park during the preceding two years in excess of a contractual baseline.

The Meadows Lease contains a fixed component, subject to annual escalators, and a component that is based on the performance of the facility, which is reset every two years to an amount determined by multiplying (i) 4% by (ii) the average annual net revenues of the facility for the trailing two-year period.

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The rent structure under the Casino Queen Lease also includes a fixed component, a portion of which is subject to an annual 2% escalator if certain rent coverage ratio thresholds are met, and a component that is based on the performance of the facility, which is reset every five years to an amount equal to the greater of (i) the annual amount of non-fixed rent applicable for the lease year immediately preceding such rent reset year and (ii) an amount equal to 4% of the average annual net revenues of the facility for the trailing five-year period.

Furthermore, the Company's master leases provide for a floor on the percentage rent described above, should the Company's tenants acquire or commence operating a competing facility within a restricted area (typically 60 miles from a property under the existing master lease with such tenant).

The Amended and Restated Caesars Master Lease became effective on July 23, 2020, and among other things, changed the rental terms to become entirely fixed in nature, with the majority being subject to fixed escalations beginning in the 5th lease year as previously discussed.

As previously discussed, on September 29, 2020, we entered into the Lumière Place Lease with Caesars the initial term of which expires on October 31, 2033 with four separate renewal options of five years each, exercisable at the tenant's option.

The Lumière Place Lease rent is subject to an annual escalator of up to 2% if certain rent coverage ratio thresholds are met.

On October 1, 2020, the Company acquired the underlying land at Penn's development facility in Morgantown, Pennsylvania in exchange for $30.0 million in rent credits and entered into the Morgantown Lease whereby the Company is leasing the underlying land back to an affiliate of Penn for an initial annual rent of $3.0 million, 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.

property under the existing master lease with such tenant).

These clauses provide landlord protections by basing the percentage rent floor for any affected facility on the net revenues of such facility for the calendar year immediately preceding the year in which the competing facility is acquired or first operated by the tenant.

In June 2019, a percentage rent floor was triggered on Penn's Hollywood Casino Toledo property, as a result of Penn's purchase of the operations of the Greektown Casino-Hotel in Detroit, Michigan.

In addition to rent, as triple-net lessees, all of the Company's tenants are required to pay the following executory costs:

(1) all facility maintenance, (2) all insurance required in connection with the leased properties and the business conducted on the leased properties, including coverage of the landlord's interests, (3) taxes levied on or with respect to the leased properties, (other than taxes on the income of the lessor), and (4) all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

(1) all facility maintenance, (2) all insurance required in connection with the leased properties and the business conducted on the leased properties, including coverage of the landlord's interests, (3) taxes and other impositions levied on or with respect to the leased properties, (other than taxes on the income of the lessor), and (4) all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

Termination of Leases

Our tenants do not have the ability to terminate their obligations under our long-term tenant leases prior to the expiration of the initial term without the Company's consent.

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All of our tenant leases contain a limited number of renewal options which may be exercised at our tenants' option.

The Penn Master Lease, the Eldorado Master Lease and the Casino Queen Lease each have an initial term of 15 years , with no purchase option, followed by four 5 -year renewal options (exercisable by Penn, Eldorado or Casino Queen, respectively) on the same terms and conditions, while the Amended Pinnacle Master Lease and the Boyd Master Lease each have an initial term of 10 years (from the original April 2016 commencement date of the Pinnacle Master Lease), with no purchase option, followed by five 5-year renewal options (exercisable by Penn or Boyd, respectively) on the same terms and conditions.

The Meadows Lease has an initial term of 10 years , with no purchase option, and the option to renew for three successive 5 -year terms and one 4 -year term (exercisable by Penn) on the same terms and conditions.

Property Features

The following table summarizes certain features of our properties as of December 31, 2020:

Tenant/Operator

Location Tenant/Lease Agreement Approx.

Acreage Leased

Tenant Occupied Properties

Hollywood Casino Lawrenceburg

Lawrenceburg, IN

Hollywood Casino Aurora

Hollywood Casino Joliet

Argosy Casino Alton

Hollywood Casino Toledo

Hollywood Casino Columbus

Hollywood Casino Lawrenceburg Lawrenceburg, IN Penn/Penn Master Lease 634,000 73.1 32.1 295

Hollywood Casino Aurora Aurora, IL Penn/Penn Master Lease 222,189 0.4 1.7 —

Hollywood Casino Joliet Joliet, IL Penn/Penn Master Lease 322,446 275.6 — 100

Argosy Casino Alton Alton, IL Penn/Penn Master Lease 124,569 0.2 3.6 —

Hollywood Casino Toledo Toledo, OH Penn/Penn Master Lease 285,335 42.3 — —

Hollywood Casino Columbus Columbus, OH Penn/Penn Master Lease 354,075 116.2 — —

Hollywood Casino at Charles Town Races

Charles Town, WV

Charles Town, WV Penn/Penn Master Lease 511,249 298.6 — 153

Hollywood Casino at Penn National Race Course

Grantville, PA

Henderson, NV

Hollywood Casino Bangor

Grantville, PA Penn/Penn Master Lease 451,758 573.7 — —

M Resort Henderson, NV Penn/Penn Master Lease 910,173 83.5 — 390

Hollywood Casino Bangor Bangor, ME Penn/Penn Master Lease 257,085 6.4 37.9 152

Zia Park Casino (3)

Hollywood Casino Gulf Coast

Argosy Casino Riverside

Riverside, MO

Hollywood Casino Tunica

Boomtown Biloxi

Hobbs, NM Penn/Penn Master Lease 109,067 317.4 — —

Hollywood Casino Gulf Coast Bay St.

Louis, MS Penn/Penn Master Lease 425,920 578.7 — 291

Argosy Casino Riverside Riverside, MO Penn/Penn Master Lease 450,397 37.9 — 258

Hollywood Casino Tunica Tunica, MS Penn/Penn Master Lease 315,831 — 67.7 494

Boomtown Biloxi Biloxi, MS Penn/Penn Master Lease 134,800 1.5 1.0 —

Hollywood Casino St.

Maryland Heights, MO

Louis Maryland Heights, MO Penn/Penn Master Lease 645,270 220.8 — 502

Hollywood Gaming at Dayton Raceway

Dayton, OH Penn/Penn Master Lease 191,037 119.7 — —

Hollywood Gaming at Mahoning Valley Race Course

Youngstown, OH

Youngstown, OH Penn/Penn Master Lease 177,448 193.4 — —

1st Jackpot Casino

Ameristar Black Hawk

Black Hawk, CO

Ameristar East Chicago

East Chicago, IN

Tunica, MS Penn/Penn Master Lease 78,941 52.9 93.8 —

Ameristar Black Hawk Black Hawk, CO Penn/Amended Pinnacle Master Lease 775,744 104.1 — 536

Ameristar East Chicago East Chicago, IN Penn/Amended Pinnacle Master Lease 509,867 — 21.6 288

Ameristar Council Bluffs (3)

Council Bluffs, IA

L'Auberge Baton Rouge

Baton Rouge, LA

Boomtown Bossier City

Bossier City, LA

L'Auberge Lake Charles

Lake Charles, LA

Boomtown New Orleans

New Orleans, LA

Ameristar Vicksburg

Vicksburg, MS

River City Casino and Hotel

Council Bluffs, IA Penn/Amended Pinnacle Master Lease 312,047 36.2 22.6 160

L'Auberge Baton Rouge Baton Rouge, LA Penn/Amended Pinnacle Master Lease 436,461 99.1 — 205

Boomtown Bossier City Bossier City, LA Penn/Amended Pinnacle Master Lease 281,747 21.8 — 187

L'Auberge Lake Charles Lake Charles, LA Penn/Amended Pinnacle Master Lease 1,014,497 — 234.5 995

Boomtown New Orleans New Orleans, LA Penn/Amended Pinnacle Master Lease 278,227 53.6 — 150

Ameristar Vicksburg Vicksburg, MS Penn/Amended Pinnacle Master Lease 298,006 74.1 — 148

River City Casino and Hotel St.

Louis, MO Penn/Amended Pinnacle Master Lease 431,226 — 83.4 200

Jackpot Properties (4)

Plainridge Park Casino

Plainville, MA

Jackpot, NV Penn/Amended Pinnacle Master Lease 419,800 79.5 — 416

Plainridge Park Casino Plainville, MA Penn/Amended Pinnacle Master Lease 196,473 87.9 — —

The Meadows Racetrack and Casino (3)

Washington, PA

Belterra Casino Resort

Ameristar Kansas City

Kansas City, MO

Washington, PA Penn/Meadows Lease 417,921 155.5 — —

Hollywood Casino Morgantown Morgantown, PA Penn/Morgantown Lease — 36.0 — —

Louis, IL Casino Queen 330,502 67.2 — 157

Belterra Casino Resort Florence, IN Boyd/Boyd Master Lease 782,393 167.1 148.5 662

Ameristar Kansas City Kansas City, MO Boyd/Boyd Master Lease 763,939 224.5 31.4 184

Ameristar St.

Tropicana Atlantic City

Atlantic City, NJ

Tropicana Evansville

Evansville, IN

Tropicana Laughlin

Trop Casino Greenville

Greenville, MS

Belle of Baton Rouge

Baton Rouge, LA

Financed Property

Belterra Park Gaming & Entertainment Center (6)

Cincinnati, OH

Charles, MO Boyd/Boyd Master Lease 1,272,938 241.2 — 397

Belterra Park Gaming & Entertainment Center Cincinnati, OH Boyd/Belterra Park Lease 372,650 160.0 — —

Tropicana Atlantic City Atlantic City, NJ Caesars/Amended Caesars Master Lease 4,232,018 18.3 — 2,364

Tropicana Laughlin Laughlin, NV Caesars/Amended Caesars Master Lease 936,453 93.6 — 1,487

Isle Casino Hotel Bettendorf Bettendorf, IA Caesars/Amended Caesars Master Lease 738,905 24.6 — 509

Isle Casino Hotel Waterloo Waterloo, IA Caesars/Amended Caesars Master Lease 287,436 52.6 — 194

Trop Casino Greenville Greenville, MS Caesars/Amended Caesars Master Lease 94,017 — 7.4 40

Belle of Baton Rouge Baton Rouge, LA Caesars/Amended Caesars Master Lease 386,398 13.1 0.8 288

Lumiere Place St.

Louis, MO Caesars/Lumiere Place Lease 807,407 18.5 — 494

22,978,662 4,820.8 788.0 12,696

Other Properties

Other owned buildings and land (5)

TRS Properties

Hollywood Casino Baton Rouge

Baton Rouge, LA

Hollywood Casino Perryville

Perryville, MD

various N/A 23,400 3.9 — —

Hollywood Casino Baton Rouge Baton Rouge, LA GLPI 95,318 25.1 — —

Hollywood Casino Perryville Perryville, MD GLPI 97,961 36.3 — —

Tropicana Las Vegas (6)

Las Vegas, NV Penn 1,148,212 35.1 — 1,467

1,341,491 96.5 — 1,467

Total 24,343,553 4,921.2 788.0 14,163

(1) Square footage includes air-conditioned space and excludes parking garages and barns.

(2) Leased acreage reflects land subject to leases with third-parties and includes land on which certain of the current facilities and ancillary supporting structures are located as well as parking lots and access rights.

We currently lease 86.6 acres in Tunica, Mississippi, where the Resorts Casino Tunica is located, which has been excluded from this table.

This property is leased to Penn as part of the Penn Master Lease, however, the casino and hotel were closed by Penn in June 2019.

As a result of the property closure, the Company entered into an agreement to terminate the long-term ground lease for this property, which will be effective in February 2020, at which time such ground lease will be removed from the Penn Master Lease.

(3) These properties include hotels not owned by the Company.

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Cactus Pete's and The Horseshu.

The Company financed the purchase of this property through a real estate loan to the owner-operator.

Square footage and acreage associated with this property that we do not own are included in this table for informational purposes only.

(5) This includes our corporate headquarters building and undeveloped land the Company owns at locations other than its tenant occupied properties.

Hollywood Casino Lawrenceburg

We own 73.1 acres and lease 32.1 acres in Lawrenceburg, Indiana, a portion of which serves as the dockside embarkation for the gaming vessel, and includes a Hollywood-themed casino riverboat, an entertainment pavilion, a 295-room hotel, two parking garages and an adjacent surface lot, with an additional surface lot used for remote parking.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino Aurora

We own a dockside barge structure and land-based pavilion in Aurora, Illinois.

We own the land, which is approximately 0.4 acres, on which the pavilion is located.

The property also includes two parking garages under finance lease agreements and rights to a pedestrian walkway bridge under an operating lease, together comprising 1.7 acres.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino Joliet

We own 275.6 acres in Joliet, Illinois, which includes a barge-based casino, land-based pavilion, a 100-room hotel, a parking garage, surface parking areas and a recreational vehicle park.

This property is leased to Penn as part of the Penn Master Lease.

Argosy Casino Alton

We lease 3.6 acres in Alton, Illinois, a portion of which serves as the dockside boarding for the Alton Belle II, a riverboat casino.

The dockside facility includes an entertainment pavilion and office space, as well as surface parking areas.

In addition, we own an office building property consisting of 0.2 acres.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino Toledo

We own a 42.3-acre site in Toledo, Ohio, where Hollywood Casino Toledo is located.

The property includes a casino as well as structured and surface parking.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino Columbus

We own 116.2 acres of land in Columbus, Ohio, where Hollywood Casino Columbus is located.

The property includes a casino as well as structured and surface parking.

this property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino at Charles Town Races

We own 298.6 acres on various parcels in Charles Town and Ranson, West Virginia of which 155 acres comprise the Hollywood Casino at Charles Town Races.

The facility includes a 153-room hotel and a 3/4-mile all-weather lighted thoroughbred racetrack, a training track, two parking garages, an employee parking lot, an enclosed grandstand/clubhouse and stable facilities for over 1,300 horses.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino at Penn National Race Course

We own 573.7 acres in Grantville, Pennsylvania, where Penn National Race Course is located on 181 acres.

The facility includes a casino, a one-mile all-weather lighted thoroughbred racetrack and a 7/8-mile turf track, a parking garage and surface parking spaces.

The property also includes approximately 393 acres surrounding the Penn National Race Course that are available for future expansion or development.

This property is leased to Penn as part of the Penn Master Lease.

We own 83.5 acres on the southeast corner of Las Vegas Boulevard and St.

Rose Parkway in Henderson, Nevada, where the M Resort is located.

The M Resort property includes a casino, a 390-room hotel and a parking facility.

In addition, our tenant has rights to 4.0 acres of land at the casino site.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino Bangor

We lease 2.5 acres in Bangor, Maine on which Hollywood Casino Bangor is located.

We also own 6.4 acres adjacent to the casino on which a 152-room hotel and a four-story parking garage are located.

In addition, we lease 35.4 acres at and around historic Bass Park, which is adjacent to the casino and includes a one-half mile standardbred racetrack, a grandstand with over 12,000 square feet and seating for 3,500 patrons and parking.

This property is leased to Penn as part of the Penn Master Lease.

Zia Park Casino

We own 317.4 acres in Hobbs, New Mexico, where the Zia Park Casino is located.

The property also includes a one-mile thoroughbred and quarter-horse racetrack.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino Gulf Coast

We own 578.7 acres in the city of Bay St.

Louis, Mississippi, including a 20-slip marina.

The property includes a casino, an 18-hole golf course, a 291-room hotel, a recreational vehicle park and other facilities.

This property is leased to Penn as part of the Penn Master Lease.

Argosy Casino Riverside

We own 37.9 acres in Riverside, Missouri, which includes a barge-based casino, a 258-room hotel, an entertainment/banquet facility and a parking garage.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino Tunica

We lease 67.7 acres of land in Tunica, Mississippi.

The property includes a dockside single-level casino, a 494-room hotel, surface parking and other land-based facilities.

This property is leased to Penn as part of the Penn Master Lease.

Boomtown Biloxi

We lease 1.0 acre of land mostly used for parking and a welcome center and own an additional 1.5 acres in Biloxi, Mississippi.

In addition, our tenant has rights to 18.5 acres of land, most of which is utilized for the dockside casino and 4.5 acres of submerged tidelands at the casino site.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Casino St.

We own 220.8 acres along the Missouri River in Maryland Heights, Missouri.

The property includes a casino, a 502-room hotel and structure and surface parking.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Gaming at Dayton Raceway

We own 119.7 acres in Dayton, Ohio, where Penn operates the Hollywood Gaming at Dayton Raceway.

The property includes a gaming facility, a 5/8-mile all-weather standardbred racetrack and surface parking.

This property is leased to Penn as part of the Penn Master Lease.

Hollywood Gaming at Mahoning Valley Race Course

We own 193.4 acres in Youngstown, Ohio, where Penn operates the Hollywood Gaming at Mahoning Valley Race Course.

The property includes a gaming facility, a one-mile thoroughbred racetrack and surface parking.

This property is leased to Penn as part of the Penn Master Lease.

1st Jackpot Casino

We own 52.9 acres of wetlands and lease an additional 93.8 acres in Tunica, Mississippi located approximately 30 miles from downtown Memphis, Tennessee.

The property is located along the Mississippi River and includes a dockside casino, surface parking and other land-based facilities.

This property is leased to Penn as part of the Penn Master Lease.

Ameristar Black Hawk

We own 104.1 acres in Black Hawk, Colorado which includes a casino and a 536-room hotel.

The casino property sits on approximately 6 acres and the remaining 98 acres, which are located across the street from the casino, are used mainly for overflow parking, administrative offices and a warehouse.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

Ameristar East Chicago

We lease 21.6 acres in East Chicago, Indiana located approximately 25 miles from downtown Chicago, Illinois.

The property includes a dockside riverboat casino and a 288-room hotel.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

Ameristar Council Bluffs

We own 36.2 acres and lease an additional 22.6 acres in Council Bluffs, Iowa.

The property is located across the Missouri River from Omaha, Nebraska.

The property includes a dockside casino and a 160-room hotel.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

L’ Auberge Baton Rouge

We own 99.1 acres in Baton Rouge, Louisiana.

The property includes a dockside casino and a 205-room hotel and is located approximately 10 miles south of downtown Baton Rouge.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

Boomtown Bossier City

We own 21.8 acres on the banks of the Red River in Bossier City, Louisiana.

The property features a 187-room hotel adjoining a dockside riverboat casino.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

L’Auberge Lake Charles

We lease 234.5 acres in Lake Charles, Louisiana.

The property includes a dockside casino and a 995-room hotel and is one of the closest full-scale casino-hotel facilities to Houston, Texas.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

Boomtown New Orleans

We own 53.6 acres in Harvey, Louisiana.

The property includes a dockside riverboat casino and a 150-room hotel.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

Ameristar Vicksburg

We own 74.1 acres in Vicksburg, Mississippi.

The property includes a dockside riverboat casino and a 148-room hotel.

Also located on the property is a recreational vehicle park and buildings which are used for warehousing and support services.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

River City Casino and Hotel

We lease 83.4 acres in St.

Louis County Missouri approximately 12 miles south of downtown St.

The property includes a dockside casino and a 200-room hotel.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

Jackpot Properties

We own 79.5 acres in Jackpot, Nevada, encompassing Cactus Petes and The Horseshu.

In addition to these two casinos, the property includes a 416-room hotel and a recreational vehicle park.

These two properties sit directly across from each other with Highway 93 separating them.

These properties are leased to Penn as part of the Amended Pinnacle Master Lease.

Plainridge Park Casino

We own 87.9 acres in Plainridge, Massachusetts.

The property includes a gaming facility, live harness racing on a 5/8-mile track, 1,600 structured and surface parking spaces, a grandstand and a clubhouse.

This property is leased to Penn as part of the Amended Pinnacle Master Lease.

The Meadows Racetrack and Casino

We own 155.5 acres in Washington, Pennsylvania.

The property includes a casino, an off-track wagering facility, a 24- lane bowling alley and a state-of-the-art 5/8-mile harness track with a 500-seat grandstand.

This property is leased to Penn under the Meadows Lease.

We own 67.2 acres in East St.

Louis, Illinois.

The property includes a casino, a 157-room hotel, a recreational vehicle park and surface parking areas.

This property is leased to Casino Queen under the Casino Queen Lease.

Belterra Casino Resort

We own 167.1 acres and lease an additional 148.5 acres in Florence, Indiana.

The property is located along the Ohio River and includes a dockside riverboat casino, an 18-hole golf course and a 608-room casino hotel, in addition to the 54-room Ogle Haus Inn.

This property is leased to Boyd as part of the Boyd Master Lease.

Ameristar Kansas City

We own 224.5 acres in Kansas City, Missouri, along the north bank of the Missouri River and lease an additional 31.4 adjacent acres.

The property includes a dockside casino and a 184-room hotel.

This property is leased to Boyd as part of the Boyd Master Lease.

Ameristar St.

We own 241.2 acres in St.

Charles, Missouri, along the west bank of the Missouri River.

The property includes a dockside casino and a 397-room hotel.

This property is leased to Boyd as part of the Boyd Master Lease.

Tropicana Atlantic City

We own 18.3 acres in Atlantic City, New Jersey.

The property includes a casino, 2,364 hotel rooms across five hotel towers and structured parking.

This property is leased to Eldorado as part of the Eldorado Master Lease.

Tropicana Evansville

We own 18.4 acres and lease another 10.2 acres along the banks of the Ohio river in Evansville, Indiana.

The property includes a casino and two hotels with a combined 338 rooms along with a 1,660-vehicle attached parking garage.

This property is leased to Eldorado as part of the Eldorado Master Lease.

Tropicana Laughlin

We own 93.6 acres in Laughlin, Nevada.

The property includes a casino and a 1,487-room hotel.

This property is leased to Eldorado as part of the Eldorado Master Lease.

Trop Casino Greenville

We lease 7.4 acres in historic downtown Greenville, Mississippi.

The property includes a riverboat and casino and a 40-room hotel.

This property is leased to Eldorado as part of the Eldorado Master Lease.

Belle of Baton Rouge

We own 13.1 acres and lease another 0.8 acres in the downtown historic district of Baton Rouge, Louisiana.

The property includes a dockside casino, structured parking and a 288-room hotel.

This property is leased to Eldorado as part of the Eldorado Master Lease.

Financed Property

Belterra Park Gaming and Entertainment Center

We hold the mortgage on this property which encompasses 160.0 acres on the banks of the Ohio River approximately 10 minutes from downtown Cincinnati, Ohio.

The property includes a gaming facility and live thoroughbred racing on two tracks, a 7/8-mile turf track and a one-mile dirt track.

TRS Properties

Hollywood Casino Baton Rouge

Hollywood Casino Baton Rouge is a dockside riverboat casino operating in Baton Rouge, Louisiana.

The riverboat features approximately 29,000 square feet of gaming space with 859 gaming machines and 12 table games and also features a deli.

The facility also includes a two-story, 66,318 square foot dockside building featuring a variety of amenities, including a grill, a 268-seat buffet, a premium players' lounge, an event venue, a lobby bar, a public atrium, two meeting rooms and 1,407 surface parking spaces.

Hollywood Casino Perryville

Hollywood Casino Perryville is located directly off Interstate 95 in Cecil County, Maryland just 35 miles northeast of Baltimore and 70 miles from Washington, D.C.

Hollywood Casino Perryville is a Hollywood-themed facility which offers 34,329 square feet of gaming space with 822 slot machines, 13 table games, 8 poker tables and a simulcast race book.

The facility also offers several third-party operated food and beverage options, including a bar and grill, a casino bar, a gift shop and 1,600 surface parking spaces with valet and self-parking.

We compete for additional real property investments with other REITs, including two other gaming focused REITs, MGM Growth Properties LLC and VICI Properties Inc., investment companies, private equity and hedge fund investors, sovereign funds, lenders, gaming companies and other investors.

(6) The Company acquired the real property associated with Tropicana Las Vegas from Penn in exchange for $307.5 million of rent credits in April 2020.

The property is operated by an affiliate of Penn pursuant to a triple net lease for nominal rent for the earlier of two years (subject to three one-year extensions at the Company's option) or until the Tropicana Las Vegas is sold.

See Note 7 in the Notes to the Consolidated Financial Statements for further details.

We compete for additional real property investments with other REITs, including two other publicly traded gaming focused REITs, MGM Growth Properties LLC and VICI Properties Inc., investment companies, private equity and hedge fund investors, sovereign funds, lenders, gaming companies and other investors.

Some of our competitors are significantly larger and have greater financial resources and lower costs of capital than we have, making it more challenging to identify and successfully capitalize on acquisition opportunities that meet our investment objectives.

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In addition, established gaming jurisdictions could award additional gaming licenses or permit the expansion or relocation of existing gaming operations.

New, relocated or expanded operations by other persons may increase competition for our gaming tenants and operators and could have a material adverse impact on our gaming tenants and operators and us as landlord.

Finally, the imposition of smoking bans and/or higher gaming tax rates have a significant impact on our gaming tenants' and operators' ability to compete with facilities in nearby jurisdictions.

New, relocated or expanded operations by other persons may increase competition for our gaming tenants and could have a material adverse impact on our gaming tenants and operators and us as landlord.

Finally, the imposition of smoking bans and/or higher gaming tax rates have a significant impact on our gaming tenants' ability to compete with facilities in nearby jurisdictions.

Consistent with how our Chief Operating Decision Maker (as such term is defined in ASC 280 - Segment Reporting ) reviews and assesses our financial performance, we have two reportable segments, GLP Capital, L.P.

(a wholly-owned subsidiary of GLPI through which GLPI owns substantially all of its real estate assets) ("GLP Capital") and the TRS Properties.

(a wholly-owned subsidiary of GLPI through which GLPI owns substantially all of its real estate assets) ("GLP Capital") and the TRS Segment.

The GLP Capital reportable segment consists of the leased real property and represents the majority of our business.

The TRS Properties reportable segment consists of Hollywood Casino Perryville and Hollywood Casino Baton Rouge.

See "Item 7—Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Item 8—Financial Statements and Supplementary Data—Note 17 —Segment Information" for further information with respect to the Company's segments.

The TRS Segment consists of Hollywood Casino Perryville, Hollywood Casino Baton Rouge and Tropicana Las Vegas.

Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Item 8—Financial Statements and Supplementary Data—Note 19—Segment Information" for further information with respect to the Company's segments.

Information about our Executive Officers

Chairman of the Board and Chief Executive Officer

Senior Vice President and Chief Financial Officer

Senior Vice President, General Counsel and Secretary

Senior Vice President and Chief Accounting Officer

Matthew Demchyk

Senior Vice President of Investments

Carlino is Chairman of our Board of Directors and Chief Executive Officer.

Carlino joined the Company in connection with the Spin-Off on November 1, 2013.

Prior to the Spin-Off, Mr.

Carlino served as Penn's founder and Chief Executive Officer.

He continues as Penn's non-executive Chairman of the Board of Directors.

Since 1976, Mr.

Carlino has been President of Carlino Capital Management Corp.

(formerly known as Carlino Financial Corporation), a holding company that owns and operates various Carlino family investments.

Snyder is our Senior Vice President and Chief Financial Officer.

Snyder joined the Company in connection with the Spin-Off on November 1, 2013.

Prior to the Spin-Off, he served as Penn's Senior Vice President of Corporate Development from 2003 and was responsible for identifying and conducting internal and industry analysis of potential acquisitions, partnerships and other opportunities.

He joined Penn as Vice President of Corporate Development in May 1998 and held that position until his appointment to Senior Vice President in 2003.

Prior to joining Penn, Mr.

Snyder was a partner with Hamilton Partners, Ltd.

and previously served as Managing Director of Municipal and Corporate Investment Banking for Meridian Capital Markets.

Snyder began his career in finance at Butcher & Singer, where he served as First Vice President of Public Finance.

Moore is our Senior Vice President, General Counsel and Secretary.

Name Age Position

Carlino 74 Chairman of the Board and Chief Executive Officer

Moore 46 Executive Vice President, General Counsel and Secretary

Burke 55 Senior Vice President, Chief Accounting Officer and Treasurer

Matthew Demchyk 39 Senior Vice President, Chief Investment Officer

Ladany 40 Senior Vice President, Chief Development Officer

Carlino has been the Company's Chairman and Chief Executive Officer since the Company's inception in November 2013.

Carlino was the founder of Penn and served as its Chief Executive Officer from 1994 through October 2013.

Carlino also served as the Chairman of the Board of Directors of Penn from April 1994 through May 28, 2019.

Carlino continues to serve as Chairman Emeritus on Penn's Board of Directors and has served in such position since June 2019.

Carlino has served as the Chairman of the Board of Directors and as Chief Executive Officer for Penn, and now the Company, collectively for over 25 years.

Moore is our Executive Vice President, General Counsel and Secretary.

Moore joined the Company in January 2014.

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Moore was with Ballard Spahr LLP, where he provided advanced legal counsel to clients on matters including merger and acquisition transactions, debt and equity financings, and various other matters.

Burke joined the Company in April 2014 as our Senior Vice President and Chief Accounting Officer.

Burke is our Senior Vice President, Chief Accounting Officer and Treasurer.

She joined the Company in April 2014 as our Senior Vice President and Chief Accounting Officer.

Previously, Ms.

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Prior to her time at Penn National Gaming, Inc., Ms.

Burke was the Executive Vice President/Director of Financial Reporting and Control

for MBNA America Bank, N.A.

Burke was the Executive Vice President/Director of Financial Reporting and Control for MBNA America Bank, N.A.

She joined MBNA in 1994 and held positions of ascending responsibility in the finance department during her tenure.

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Matthew Demchyk.

Demchyk became our Senior Vice President, Chief Investment Officer in January 2021 in which he leads the Company's investment strategy and is responsible for capital allocation.

Demchyk joined the Company in February 2019 as our Senior Vice President of Investments.

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Prior to joining Millennium Partners, he managed a portfolio of REIT equity securities at Carlson Capital and served as Assistant Portfolio Manager at CenterSquare Investment Management, a leading REIT dedicated asset manager.

Demchyk is a CFA charter holder.

Demchyk is a CFA Charterholder.

Ladany became our Senior Vice President, Chief Development Officer in January 2021 and leads the Company's ongoing merger, acquisition and development efforts.

Ladany joined the Company in September 2014 as Vice President, Finance and served in that role until March 2019, when he was promoted to Senior Vice President, Finance.

Prior to joining the Company, Mr.

Ladany served as a Vice President at Revel Casino Hotel, a regional gaming property currently known as Ocean Casino Resort, and as a Vice President at J.P.

Morgan in the Syndicated and Leveraged Finance group within the firm's investment banking division.

Tax Considerations

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and Penn Cecil Maryland, Inc.

as a "taxable REIT subsidiary" effective on the first day of the first taxable year of GLPI as a REIT.

as a "taxable REIT subsidiary" ("TRS") effective on the first day of the first taxable year of GLPI as a REIT.

In addition, during 2020, the Company and Tropicana LV, LLC, a wholly owned subsidiary of the Company, elected to treat Tropicana LV, LLC as a TRS.

We intend to continue to be organized and to operate in a manner that will permit us to qualify as a REIT.

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• If we acquire appreciated assets from a corporation that is not a REIT (i.e., a corporation taxable under subchapter C of the Code) in a transaction in which the adjusted tax basis of the assets in our hands is determined by reference to the adjusted tax basis of the assets in the hands of the subchapter C corporation, we may be subject to tax on such appreciation at the highest corporate income tax rate then applicable if we subsequently recognize gain on a disposition of any such assets during the five-year period following their acquisition from the subchapter C corporation.

The earnings of our TRS Properties will generally be subject to U.S.

federal corporate income tax.

• The earnings of our TRS Segment will generally be subject to U.S.

federal, state and corporate income tax.

In addition, we and our subsidiaries may be subject to a variety of taxes, including payroll taxes and state, local, and foreign income, property, gross receipts and other taxes on our assets and operations.

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We must maintain a list of those persons failing or refusing to comply with this demand as part of our records.

We could be subject to monetary penalties if we fail to comply with these

record-keeping requirements.

We could be subject to monetary penalties if we fail to comply with these record-keeping requirements.

If, upon request by the Company, a shareholder fails or refuses to comply with the demands, such holder will be required by Treasury regulations to submit a statement with his, her or its tax return disclosing the actual ownership of our stock and other information.

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• Rents received from a tenant will not qualify as "rents from real property" in satisfying the gross income tests if the REIT, or a direct or indirect owner of 10% or more of the REIT, directly or constructively, owns 10% or more of such tenant (a "Related Party Tenant").

subsidiary is substantially comparable to the rent paid by the unrelated tenants for comparable space or (ii) the property leased is a "qualified lodging facility," as defined in Section 856(d)(9)(D) of the Code, or a "qualified health care property," as defined in Section 856(e)(6)(D)(i) of the Code, and certain other conditions are satisfied.

However, rental payments from a taxable REIT subsidiary will qualify as rents from real property even if we own more than 10% of the total value or combined voting power of the taxable REIT subsidiary if (i) at least 90% of the property is leased to unrelated tenants and the rent paid by the taxable REIT subsidiary is substantially comparable to the rent paid by the unrelated tenants for comparable space or (ii) the property leased is a "qualified lodging facility," as defined in Section 856(d)(9)(D) of the Code, or a "qualified health care property," as defined in Section 856(e)(6)(D)(i) of the Code, and certain other conditions are satisfied.

• Rent attributable to personal property leased in connection with a lease of real property will not qualify as "rents from real property" if such rent exceeds 15% of the total rent received under the lease.

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government securities, and, under some circumstances, stock or debt instruments purchased with new capital.

For this purpose, real estate assets include interests in real property (such as land, buildings, leasehold interest in real property and, for taxable years that began or after January 1, 2016, personal property leased with real property if the rents attributable to the personal property would be rents from real property under the income tests discussed above), interests in mortgages on real property or on interests in real property, shares in other qualifying REITs, and stock or debt instruments held for less than one year purchased with the proceeds from an offering of shares of our stock or certain debt and, for tax years that began on or after

January 1, 2016, debt instruments issued by publicly offered REITs.

Assets that do not qualify for purposes of the 75% asset test are subject to the additional asset tests described below.

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Fourth, the aggregate value of all securities of TRSs that we hold, together with other non-qualified assets (such as furniture and equipment or other tangible personal property, or non-real estate securities) may not, in the aggregate, exceed 20% of the value of our total assets.

Beginning after December 31, 2017, the aggregate value of all securities of the TRSs that we hold may not exceed 20% of our total assets.

Fifth, not more than 25% of the value of our gross assets may be represented by debt instruments of publicly offered REITs that are not secured by mortgages on real property or interests in real property.

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In order to qualify to be taxed as a REIT, we are required to distribute dividends, other than capital gain dividends, to our shareholders in an amount at least equal to:

90% of our REIT taxable income, computed without regard to our net capital gains and the deduction for dividends paid;

90% of our after tax net income, if any, from foreclosure property (as described below);

the excess of the sum of specified items of non-cash income over 5% of our REIT taxable income, computed without regard to our net capital gain and the deduction for dividends paid.

(i) the sum of

(a) 90% of our REIT taxable income, computed without regard to our net capital gains and the deduction for dividends paid;

(b) 90% of our after tax net income, if any, from foreclosure property (as described below);

(ii) the excess of the sum of specified items of non-cash income over 5% of our REIT taxable income, computed without regard to our net capital gain and the deduction for dividends paid.

We generally must make these distributions in the taxable year to which they relate, or in the following taxable year if declared before we timely file our tax return for the year and if paid with or before the first regular dividend payment after such declaration.

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Significant provisions of the Tax Cuts and Jobs Act that investors should be aware of include provisions that:

(i) lower the corporate income tax rate to 21%, (ii) provide noncorporate taxpayers with a deduction of up to 20% of certain income earned through partnerships and REITs, (iii) limit the net operating loss deduction to 80% of taxable income, where taxable income is determined without regard to the net operating loss deduction itself, generally eliminates net operating loss carrybacks and allow unused net operating losses to be carried forward indefinitely, (iv) expand the ability of businesses to deduct the cost of certain property investments in the year in which the property is purchased, and (v) generally lower tax rates for individuals and other noncorporate taxpayers, while limiting deductions such as miscellaneous itemized deductions and state and local tax deductions.

(i) lower the corporate income tax rate to 21%, (ii) provide noncorporate taxpayers with a deduction of up to 20% of certain income earned through partnerships and REITs, (iii) limit the net operating loss deduction to 80% of taxable income, where taxable income is determined without regard to the net operating loss deduction itself, generally eliminates net operating loss carry backs and allow unused net operating losses to be carried forward indefinitely, (iv) expand the ability of businesses to deduct the cost of certain property investments in the year in which the property is purchased, and (v) generally lower tax rates for individuals and other noncorporate taxpayers, while limiting deductions such as miscellaneous itemized deductions and state and local tax deductions.

In addition, the Tax Cuts and Jobs Act limits the deduction for net interest expense incurred by a business to 30% of the "adjusted taxable income" of the taxpayer.

However, the limitation on the interest expense deduction does not apply to certain small-business taxpayers or electing real property trades or businesses, such as any real property development, redevelopment, construction, reconstruction, acquisition, conversion, rental, operation, management, leasing, or brokerage trade or business.

The Coronavirus Aid, Relief, and Economic Stability Act increased the limitation to 50% of “adjusted taxable income” for tax years beginning in 2019 and 2020.

The limitation on the interest expense deduction does not apply to certain small-business taxpayers or electing real property trades or businesses, such as any real property development, redevelopment, construction, reconstruction, acquisition, conversion, rental, operation, management, leasing, or brokerage trade or business.

Making the election to be treated as a real property trade or business requires the electing real property trade or business to depreciate non-residential real property, residential rental property, and qualified improvement property over a longer period using the alternative depreciation system.

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Gaming laws also may be designed to protect and maximize state and local revenues derived through taxes and licensing fees imposed on gaming industry participants as well as to enhance economic development and tourism.

To accomplish these public policy goals, gaming laws establish procedures to ensure that participants in the gaming industry, including landlords and other suppliers, meet certain standards of character and fitness.

To accomplish these public policy goals, gaming laws establish

procedures to ensure that participants in the gaming industry, including landlords and other suppliers, meet certain standards of character and fitness.

In addition, gaming laws require gaming industry participants to:

ensure that unsuitable individuals and organizations have no role in gaming operations;

• ensure that unsuitable individuals and organizations have no role in gaming operations, including suppliers, and in some cases, landowners;

• establish procedures designed to prevent cheating and fraudulent practices;

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Our ownership and operation of the TRS Properties subject GLPI, its subsidiaries and its officers and directors to the jurisdiction of the gaming regulatory agencies in Louisiana and Maryland.

Further, many gaming and racing regulatory agencies in the jurisdictions in which our gaming tenants operate require GLPI and its affiliates to maintain a license as a key business entity or supplier because of its status as landlord, including Colorado, Illinois, Indiana, Massachusetts, Mississippi, Missouri, New Jersey, Ohio and Pennsylvania.

Our businesses are subject to various federal, state and local laws and regulations in addition to gaming regulations.

Further, many gaming and racing regulatory agencies in the jurisdictions in which our gaming tenants operate require GLPI and its affiliates to maintain a license as a key business entity, principal affiliate, business entity, qualifier, operator or supplier because of its status as landlord, including Colorado, Illinois, Indiana, Massachusetts, Mississippi, Missouri, New Jersey, Ohio and Pennsylvania.

Our businesses and those operated by our tenants are subject to various federal, state and local laws and regulations in addition to gaming regulations.

These laws and regulations include, but are not limited to, restrictions and conditions concerning alcoholic beverages, environmental matters, employees, health care, currency transactions, taxation, zoning and building codes, and marketing and advertising.

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We have comprehensive liability, property and business interruption insurance at our TRS Properties.

In regards to our properties subject to triple-net leases, the lease agreements require our tenants to have their own comprehensive liability, property and business interruption insurance policies, including protection for our insurable interests as the landlord.

In regards to our properties subject to triple-net leases, the lease agreements require our tenants to procure and maintain their own comprehensive liability, property and business interruption insurance policies, including protection for our insurable interests as the landlord.

Environmental Matters

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Certain of these laws have been interpreted to provide for joint and several liability unless the harm is divisible and there is a reasonable basis for allocation of responsibility.

We also may be liable under certain of these laws for damage that occurred prior to our ownership of a property or at a site where we or our tenants sent wastes for disposal.

The failure to properly remediate a property may also adversely affect our ability to lease, sell or rent the property or to borrow funds using the property as collateral.

We also may be liable under certain of these laws for

damage that occurred prior to our ownership of a property or at a site where we or our tenants sent wastes for disposal.

The failure to properly remediate a property could result in fines or sanctions and may also adversely affect our ability to lease, sell or rent the property or to borrow funds using the property as collateral.

In connection with the ownership of our real property, we could be legally responsible for environmental liabilities or costs relating to a release of hazardous substances or other regulated materials at or emanating from such property.

In order to assess the potential for such liability, we conduct routine due diligence of environmental assessments prior to acquisition.

In order to assess the potential for such liability, we conduct routine due diligence of environmental conditions prior to acquisition.

We are not aware of any environmental issues that are expected to have a material impact on the operations of any of our properties.

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Moreover, even if we ultimately succeed in recovering from Penn any amounts for which we are held liable, we may be temporarily required to bear these losses.

Corporate Responsibility at GLPI

We believe that environmental and community stewardship is an integral component of growing shareholder value and we are committed to fostering a corporate culture that encourages and seeks the betterment of the Company and the communities in which we operate or conduct business.

With this in mind, we endeavor to integrate environmental, social and governance (ESG) practices that create long-term economic value for our shareholders, employees and other constituents.

We have initiated an ESG strategy to further understand the environmental impact of our leased properties, as well as an undertaking of Greenhouse Gas inventory at our own corporate headquarters.

We strive to maintain a corporate environment that fosters a sense of community and well-being and that encourages our employees to focus on their long-term success along with the long-term success of the Company.

We promote sustainable practices and environmental stewardship throughout the organization, with a particular emphasis on energy efficiency, recycling, indoor environmental quality and environmental awareness.

The Leased properties in our portfolio are leased to gaming operators in triple-net lease arrangements, meaning each gaming operator is ultimately responsible for maintaining the buildings including controlling its energy usage and the implementation of environmentally sustainable practices.

We are committed to promoting awareness, influencing and engaging with our tenants where possible, regarding sustainability practices and environmentally beneficial energy solutions.

Many of our tenants have implemented similar efficiency and conservation measures in recent capital expenditure projects, including cost-saving indoor and outdoor LED lighting retrofits, installation of guest room occupancy-based thermostats, building management systems upgrades, and installation of electronic vehicle charging stations.

Recognizing that sustainability is a journey, we are committed to continuous improvement and will strive to engage and communicate with our key stakeholders as we make progress on our ESG stewardship.

Human Capital

As of December 31, 2020, we had 560 full and part-time employees.

Substantially all of these employees are employed at Hollywood Casino Baton Rouge and Hollywood Casino Perryville.

The Company believes its relations with its employees are good.

Some of our employees at Hollywood Casino Perryville are currently represented by labor unions.

The Seafarers Entertainment and Allied Trade Union represents 145 of our employees at Hollywood Casino Perryville under an agreement that expires in January 2032.

We offer, among other things, competitive and balanced compensation programs on par with those of our peers and competitors that include well-rounded healthcare, prescription drug and disability insurance benefits for our employees and their families, participation in a 401(k) plan, with a matching contribution by the Company, competitive paid time-off benefits, a parental leave program that applies to both women and men and an employee assistance plan that provides professional support, access to special programs and certain resources to our employees experiencing personal, work, financial or family related issues.

We are passionate about developing and growing our talent.

We devote substantial efforts to retaining, motivating and supporting our employees by providing access to such benefits and opportunities as tuition reimbursement, professional development reimbursement and internal growth and advancement.

We created a Leadership Academy to cultivate management and leadership skills to empower our employees to succeed.

We view providing our employees with a healthy and safe working environment as essential.

Our goal is to reduce the potential for injury or illness by maintaining safe working conditions, such as providing proper tools and training to all employees.

Our corporate headquarters and Hollywood Casino Baton Rouge and Hollywood Casino Perryville are smoke-free environments.

Additionally, we offer resources to our employees to encourage healthy habits, such as tobacco cessation and health coaches for those employees with certain chronic conditions, including but not limited to diabetes and asthma.

We also believe that maintaining and promoting a diverse and inclusive workplace where every employee feels valued and respected is essential for us to grow as a company.

As such, we are focused on cultivating a diverse and inclusive culture where our employees can freely bring diverse perspectives and varied experiences to work.

We seek to hire and retain highly talented employees and empower those employees to create value for our shareholders.

In our employee recruitment and selection process and operation of our business, we adhere to equal employment policies and provide annual trainings on diversity and inclusion.

We employ, train and refresh our employees in accordance with our nondiscriminatory, inclusive practices and policies implemented to prevent discrimination and protect our employees, customers and stakeholders from offensive and harmful behaviors.

We recognize and respect the freedom of employees to exercise their lawful rights and free association and collective bargaining.

Certain of our employees at Hollywood Casino Perryville are currently represented by labor unions.

The Seafarers Entertainment and Allied Trade Union represents 129 of our employees under an agreement that expires in January 2032.

Additionally, United Industrial Service Transportation Professional and Government Workers of North America and Local No.

27 United Food and Commercial Workers represent certain employees under collective bargaining agreements that expire in 2021 and 2033, respectively, neither of which represents more than 50 of our employees at Hollywood Casino Perryville.

We value the relationships we have with not only those employees but their representation as well.

We believe our relations with its employees are good.

Available Information

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What changed 10-K

Item 1. Business