9 unchanged sentences
In addition, during 2020, the Company and Tropicana LV, LLC, a wholly owned subsidiary of the Company which holds the real estate of Tropicana Las Vegas, elected to treat Tropicana LV, LLC as a “taxable REIT subsidiary”.
+Added: Finally, in advance of the UPREIT Transaction, the Company elected GLP Financing II, Inc.
+Added: to be treated as a TRS effective December 23, 2021.
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, under the Penn Master Lease and owns and operates the TRS Properties through its indirect wholly-owned subsidiary, GLP Holdings, Inc.
1 unchanged sentence
GLPI's primary business consists of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements.
−Removed: 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, the real property associated with 4 gaming and related facilities operated by Boyd and the real property associated with the Casino Queen in East St.
−Removed: Louis, Illinois.
+Added: As of December 31, 2021, GLPI's portfolio consisted of interests in 51 gaming and related facilities, including the TRS Segment, the real property associated with 34 gaming and related facilities operated by Penn, the real property associated with 7 gaming and related facilities operated by Caesars, the real property associated with 4 gaming and related facilities operated by Boyd, the real property associated with 2 gaming and related facilities operated by Bally's, the real property associated with gaming and related facilities at Live!
+Added: Casino & Hotel Maryland operated by Cordish and the real property associated with 2 gaming and related facilities operated by the Casino Queen.
These facilities, including our corporate headquarters building, are geographically diversified across 17 states and contain approximately 27.6 million square feet.
1 unchanged sentence
We expect to continue growing our portfolio by pursuing opportunities to acquire additional gaming facilities to lease to gaming operators under prudent terms.
+Added: Penn Master Lease
+Added: 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.
Amended Pinnacle Master Lease, Boyd Master Lease and Belterra Park Lease
10 unchanged sentences
The Belterra Park Lease rent terms are consistent with the Boyd Master Lease.
−Removed: 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, subject to certain floors, 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.
+Added: 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
+Added: 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 Belterra Park during the preceding two years in excess of a contractual baseline.
The Meadows Lease
−Removed: The real estate assets of the Meadows are leased to Penn pursuant to the Meadows Lease.
−Removed: 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
−Removed: three successive 5-year terms and one 4-year term (exercisable by the tenant) on the same terms and conditions.
+Added: The real estate assets of the Meadows Racetrack and Casino are leased to Penn pursuant to the Meadows Lease.
+Added: 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.
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.
−Removed: The Meadows Lease contains an annual escalator provision for up to 5% of the base rent, if certain rent coverage ratio thresholds are met, which remains at 5% until the earlier of ten years or the year in which total rent is $31 million, at which point the escalator will be reduced to 2% annually thereafter.
−Removed: Amended and Restated Caesars Master Lease and Lumière Place Lease
+Added: The Meadows Lease contains an annual escalator provision for up to 5% of the base rent, if certain rent coverage ratio thresholds are met, which remains at 5% until the earlier of ten years or the year in which total rent is $31 million, at which point the escalator will be reduced to a maximum of 2% annually thereafter.
+Added: 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 and certain of its affiliates pursuant to the Real Estate Purchase Agreement dated April 15, 2018 between Tropicana and GLP Capital, which was subsequently amended on October 1, 2018.
1 unchanged sentence
Concurrent with the Tropicana Acquisition, 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 the Caesars Master Lease.
−Removed: Additionally, on October 1, 2018, the Company entered into the CZR loan in connection with Caesars’s acquisition of Lumière Place.
−Removed: The CZR loan was satisfied and replaced with the Lumière Place Lease on September 29, 2020, the initial term of which expires on October 31, 2033, with 4 separate renewal options of five years each, exercisable at the tenants' option.
−Removed: The Lumière Place Lease rent is subject to an annual escalator of up to 2% if certain rent coverage ratio thresholds are met.
−Removed: On June 15, 2020, the Company amended and restated 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 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, Waterloo, 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 (with no change to the rent obligation to the Company), subject to 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.
−Removed: The effectiveness of the Amended and Restated Caesars Master Lease was subject to the review of certain gaming regulatory agencies and the expiration of applicable gaming regulatory advance notice periods which were received on July 23, 2020.
−Removed: On December 18, 2020, the Company and Caesars completed an Exchange Agreement with subsidiaries of Caesars in which Caesars transferred to the Company the real estate assets of Waterloo and Bettendorf in exchange for the transfer by the Company to Caesars of the real property assets of Tropicana Evansville, plus a cash payment of $5.7 million.
+Added: On June 15, 2020, the Company entered into 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 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, Waterloo, 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 (with no change to the rent obligation to the Company), subject to 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.
+Added: The effectiveness of the Amended and Restated Caesars Master Lease was subject to the review and approval of certain gaming regulatory agencies and the expiration of applicable gaming regulatory advance notice periods which conditions were satisfied on July 23, 2020.
+Added: On December 18, 2020, the Company and Caesars completed the Exchange Agreement with subsidiaries of Caesars in which Caesars transferred to the Company the real estate assets of Waterloo and Bettendorf in exchange for the transfer by the Company to Caesars of the real property assets of Tropicana Evansville, plus a cash payment of $5.7 million.
+Added: This resulted in a non-cash gain of $41.4 million in the fourth quarter of 2020, which represented the difference between the fair value of the properties received compared to the carrying value of Tropicana Evansville and the cash payment made.
+Added: In connection with the Exchange Agreement, the annual building base rent was increased to $62.5 million and the annual land component was increased to $23.7 million.
+Added: Lumière Place Lease
+Added: On October 1, 2018 the Company entered into a loan agreement with Caesars in connection with Caesars’s acquisition of Lumière Place, whereby the Company extended funds to Caesars under the CZR loan.
+Added: The CZR loan bore interest at a rate equal to (i) 9.09% until October 1, 2019 and (ii) 9.27% until its maturity.
+Added: 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.
+Added: 2020, the Company received approval from the Missouri Gaming Commission to own the Lumière Place property in satisfaction of the CZR loan.
+Added: On September 29, 2020, the transaction closed and we entered into 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.
+Added: The Lumière Place Lease rent terms were adjusted on December 1, 2021 such that the annual escalator is now fixed at 1.25% for the second through fifth lease years, increasing to 1.75% for the sixth and seventh lease years and thereafter increasing by 2.0% for the remainder of the lease.
+Added: Bally's Master Lease
+Added: On June 3, 2021, the Company completed its previously announced transaction pursuant to which a subsidiary of Bally's acquired 100% of the equity interests in the Caesars subsidiary that currently operates Tropicana Evansville and the Company reacquired the real property assets of Tropicana Evansville from Caesars for a cash purchase price of approximately $340.0 million.
+Added: In addition, the Company purchased the real estate assets of Dover Downs Hotel & Casino from Bally's for a cash purchase price of approximately $144.0 million.
+Added: The real estate assets of these two facilities were added to the Bally's Master Lease which has 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.
+Added: Rent under the Bally's Master Lease is $40 million annually and is subject to an annual escalator of up to 2% determined in relation to the annual increase in CPI.
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 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.
−Removed: An affiliate of Penn will continue to operate the casino and hotel business of the Tropicana Las Vegas pursuant to a triple net lease with GLPI 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.
−Removed: We will conduct a sale process with respect to the Tropicana Las Vegas, with Penn receiving 75% of the net proceeds above $307.5 million (plus certain taxes, expenses and costs) if a sale agreement is signed during the first 12 months following closing and 50% of net proceeds above $307.5 million (plus certain taxes, expenses and costs) if a sale agreement is signed during the subsequent 12 months following closing.
−Removed: Penn will not be entitled to receive any net sale proceeds if the relevant sale agreement is signed at any time after 24 months from closing.
+Added: An affiliate of Penn continues to operate the casino and hotel business of the Tropicana Las Vegas pursuant to a triple net lease with GLPI 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.
+Added: On April 13, 2021, Bally's agreed to acquire the Company's non-land real estate assets and Penn's outstanding equity interests in Tropicana Las Vegas for $150.0 million.
+Added: The Company will retain ownership of the land and concurrently enter into a 50-year ground lease with an initial annual rent of $10.5 million.
+Added: The ground lease will be supported by a Bally's corporate guarantee and cross-defaulted with the Bally's Master Lease.
+Added: This transaction is expected to close in the second half of 2022.
Morgantown Lease
1 unchanged sentence
The Company is leasing the land back to an affiliate of Penn pursuant to the Morgantown Lease 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 subject to escalation provisions following the opening of the property.
−Removed: Hollywood Casino Baton Rouge
−Removed: On November 25, 2020, the Company entered into a definitive agreement to sell the operations of our Hollywood Casino Baton Rouge to Casino Queen Holding Company Inc.
−Removed: ("Casino Queen") for $28.2 million.
−Removed: 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.
−Removed: Louis that is currently leased by us to them and the Hollywood Casino Baton Rouge facility.
−Removed: The initial annual cash rent will be approximately $21.4 million and the lease will have an initial term of 15 years with four 5 year renewal options exercisable by the tenant.
+Added: Casino Queen Master Lease
+Added: On November 25, 2020, the Company entered into a definitive agreement with respect to the HCBR transaction.
+Added: This transaction closed on December 17, 2021 which resulted in a pre-tax gain of $6.8 million (loss of $7.7 million after tax) for the year ended December 31, 2021.
+Added: The Company retained ownership of all real estate assets at Hollywood Casino Baton Rouge and simultaneously entered into the Casino Queen Master Lease.
+Added: The initial annual cash rent is approximately $21.4 million and the lease has an initial term of 15 years with four 5 year renewal options exercisable by the tenant.
This rental amount will be increased annually by 0.5% for the first six years.
−Removed: 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 landside development project that is in process and the rent under the master lease will be adjusted upon delivery to reflect a yield of 8.25% on GLPI's project costs.
−Removed: The Company will also have a right of first refusal with Casino Queen for other sale leaseback transactions up to $50 million over the next 2 years.
−Removed: Finally, upon the closing of the transaction, which is anticipated to occur in mid 2021, subject to regulatory approvals and customary closing conditions, GLPI will forgive the Casino Queen Loan which has been previously written off in return for a one-time cash payment of $4 million.
−Removed: Hollywood Casino Perryville
−Removed: 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.
−Removed: Upon closing, the Company will lease the real estate assets of the Perryville facility to Penn pursuant to a lease providing for initial annual 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.
−Removed: The escalation provisions beginning in the fifth lease year are subject to CPI being at least 0.5% for the preceding lease year.
−Removed: As of December 31, 2020, the majority of our earnings are the result of the rental revenues we receive from our triple-net master leases with Penn, Boyd and Caesars.
−Removed: Additionally, we have rental revenue from the Casino Queen property which is leased back to a third-party operator on a triple-net basis pursuant to the Casino Queen Lease.
+Added: 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.
+Added: Additionally, the Company will complete the current landside development project that is in process and the rent under the master lease will be adjusted upon delivery to reflect a yield of 8.25% on GLPI's project costs.
+Added: The Company will also have a right of first refusal with Casino Queen for
+Added: other sale leaseback transactions up to $50 million over the next 2 years.
+Added: Finally, GLPI forgave the unsecured $13.0 million, 5.5 year term loan made to CQ Holding Company, Inc., an affiliate of Casino Queen, which had been previously fully impaired in return for a one-time cash payment of $4 million which was recorded in provision for credit losses, net during the year ended December 31, 2021.
+Added: Perryville Lease
+Added: On December 15, 2020, the Company announced that Penn exercised its option to purchase from the Company the operations of our Hollywood Casino Perryville, located in Perryville, Maryland, for $31.1 million.
+Added: The transaction closed on July 1, 2021 and the real estate assets of the Hollywood Casino Perryville are being leased to Penn pursuant to the Perryville Lease.
+Added: A pre-tax gain of $15.6 million ($11.3 million after tax) was recorded during the year ended December 31, 2021 in connection with the sale of the operating assets to Penn.
+Added: Maryland Live!
+Added: Lease and Pennsylvania Live!
+Added: On December 6, 2021, the Company announced that it had agreed to acquire the real property assets of Live!
+Added: Casino & Hotel Maryland, Live!
+Added: Casino & Hotel Philadelphia, and Live!
+Added: Casino Pittsburgh, including applicable long-term ground leases, from affiliates of Cordish for aggregate consideration of approximately $1.81 billion at deal announcement (the "Cordish Acquisitions").
+Added: The transaction also includes a binding partnership on future Cordish casino developments, as well as potential financing partnerships between the Company and Cordish in other areas of Cordish's portfolio of real estate and operating businesses.
+Added: Upon the closing of the Live!
+Added: Casino & Hotel Maryland transaction, GLPI entered into the Maryland Live!
+Added: Lease, and upon the closing of the other transactions, GLPI will enter into the Pennsylvania Live!
+Added: Master Lease.
+Added: The Pennsylvania Live!
+Added: Master Lease will have and the Maryland Live!
+Added: Lease has initial lease terms of 39 years, with a maximum term of 60 years inclusive of tenant renewal options.
+Added: The annual rent for the Maryland Live!
+Added: Lease is $75 million and for the Pennsylvania Live!
+Added: Master Lease will be $50 million both of which have or will have a 1.75% fixed yearly escalator on the entirety of rent commencing on the leases' second anniversary.
+Added: The Maryland Live!
+Added: Lease became effective on December 29, 2021 and the Pennsylvania transactions are expected to close in early 2022, subject to the receipt of regulatory approvals and other customary closing conditions.
+Added: The majority of our earnings are the result of revenues we receive from our triple-net master leases with Penn, Boyd, Bally's, Cordish and Caesars.
+Added: Additionally, we have rental revenue from the Casino Queen Master Lease which is also a triple net lease.
In addition to rent, the 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.
−Removed: Additionally, in accordance with ASC 842, we record revenue for the ground lease rent paid by our tenants with an offsetting expense in land rights and ground lease expense within the Consolidated Statement of Income as we have concluded that as the lessee we are the primary obligor under the ground leases.
+Added: Additionally, in accordance with Accounting Standards Codification ("ASC 842"), we record revenue for the ground lease rent paid by our tenants with an offsetting expense in land rights and ground lease expense within the Consolidated Statement of Income as we have concluded that as the lessee we are the primary obligor under the ground leases.
We sublease these ground leases back to our tenants, who are responsible for payment directly to the landlord.
4 unchanged sentences
Geographically Diverse Property Portfolio
−Removed: As of December 31, 2020, our portfolio consisted of 48 gaming and related facilities, including 45 rental properties, the TRS Segment.
+Added: As of December 31, 2021, our portfolio consisted of 51 gaming and related facilities, including 50 rental properties and the TRS Segment.
Our portfolio, including our corporate headquarters building, comprises approximately 27.6 million square feet and approximately 5,800 acres of land and is broadly diversified by location across 17 states.
1 unchanged sentence
Financially Secure Tenants
−Removed: Three of the company's tenants, Penn, Caesars and Boyd, are leading, diversified, multi-jurisdictional owners and managers of gaming and pari-mutuel properties and established gaming providers with strong financial performance.
−Removed: All three of these tenants raised significant amounts of capital in 2020 to bolster their liquidity positions in response to COVID-19.
−Removed: Additionally, all of the aforementioned tenants are publicly traded companies that are subject to the informational filing requirements of the Securities Exchange Act of 1934, as amended, and are required to file periodic reports on Form 10-K and Form 10-Q and current reports on Form 8-K with the Securities and Exchange Commission ("SEC").
−Removed: Readers are directed to Penn's, Caesar's and Boyd's respective websites for further financial information on these companies.
+Added: Five of the company's tenants, Penn, Caesars, Boyd, Cordish and Bally's, are leading, diversified, multi-jurisdictional owners and managers of gaming and pari-mutuel properties and established gaming providers with strong financial performance.
+Added: With the exception of Cordish, all of the aforementioned tenants are publicly traded companies that are subject to the informational filing requirements of the Securities Exchange Act of 1934, as amended, and are required to file periodic reports on Form 10-K and Form 10-Q and current reports on Form 8-K with the Securities and Exchange Commission ("SEC").
+Added: Readers are directed to Penn's, Caesar's, Boyd's and Bally's respective websites for further financial information on these companies.
Long-Term, Triple-Net Lease Structure
1 unchanged sentence
Resilient Regional Gaming Characteristics
−Removed: We believe that the recession resulting from COVID-19 pandemic has illustrated the resiliency of the regional gaming market.
+Added: We believe that the recession resulting from the COVID-19 pandemic has illustrated the resiliency of the regional gaming market.
In spite of all our properties being forced to close during mid-March 2020, the Company collected all contractual rents, inclusive of rent credits, due in 2020.
Furthermore, our tenants' results since they have reopened has been strong and in some cases better than prior to COVID-19, due to their increased focus on cost efficiencies and decreasing and/or eliminating lower margin amenities.
+Added: For instance, the rent coverage ratios on our leases have increased at September 30, 2021 compared to pre-COVID-19 levels.
Although we are unable to predict whether these results will continue, we believe that our assets should generate substantial cash flows well into the future for both ourselves and our tenants.
Flexible UPREIT Structure
−Removed: We have the flexibility to operate through an umbrella partnership, commonly referred to as an UPREIT structure, in which substantially all of our properties and assets are held by GLP Capital or by subsidiaries of GLP Capital.
+Added: We operate through an umbrella partnership, commonly referred to as an UPREIT structure, in which substantially all of our properties and assets are held by GLP Capital or by subsidiaries of GLP Capital.
Conducting business through GLP Capital allows us flexibility in the manner in which we structure and acquire properties.
9 unchanged sentences
The GLP Capital reportable segment consists of the leased real property and represents the majority of our business.
−Removed: The TRS Segment consists of our operations at Hollywood Casino Perryville and Hollywood Casino Baton Rouge, as well as the real estate of Tropicana Las Vegas we acquired in 2020.
+Added: The TRS Segment consists of our operations at Hollywood Casino Perryville (until July 1, 2021 and subsequent to this date includes rental income from the Perryville Lease) and Hollywood Casino Baton Rouge (until December 17, 2021 when the operations were sold to Casino Queen), as well as the real estate of Tropicana Las Vegas we acquired in 2020.
+Added: In December 2021, the TRS Properties were merged into GLP Capital and therefore the Company does not expect to have a TRS Segment in 2022.
Executive Summary
Financial Highlights
−Removed: We reported total revenues and income from operations of $1,153.2 million and $809.3 million, respectively, for the year ended December 31, 2020, compared to $1,153.5 million and $717.4 million, respectively, for the year ended December 31, 2019.
+Added: We reported total revenues and income from operations of $1,216.4 million and $841.8 million, respectively, for the year ended December 31, 2021, compared to $1,153.2 million and $809.3 million, respectively, for the year ended
+Added: December 31, 2020.
The major factors affecting our results for the year ended December 31, 2021, as compared to the year ended December 31, 2020, were as follows:
• Total income from real estate was $1,106.7 million and $1,050.2 million for the years ended December 31, 2021 and 2020, respectively.
−Removed: Total income from real estate increased by $25.1 million for the year ended December 31, 2020, as compared to the year ended December 31, 2019, primarily due to favorable non-cash straight line rent adjustments on our Amended Pinnacle Master Lease, Boyd Master Lease and Amended and Restated Caesars Master Lease.
−Removed: Additionally current year results were positively impacted by higher building base rents as the majority of our leases incurred escalators in 2019.
−Removed: This was partially offset by lower percentage rent from the Amended Pinnacle Master Lease and Boyd Master Lease which reset on May 1, 2020 and the Meadows Lease which reset on October 1, 2020 as well as lower ground rents due to the casino closures related to COVID-19.
−Removed: Finally, 2020 results were negatively impacted by lower percentage rent on the Penn Master Lease due to the temporary closures of Hollywood Casino Columbus and to a lesser extent, Hollywood Casino Toledo from mid-March 2020 to June 19, 2020.
−Removed: • Net revenues for our TRS Properties decreased by $25.4 million for the year ended December 31, 2020, as compared to the prior year, due to decreased revenues at both TRS Properties.
−Removed: The largest driver of the decrease resulted from the temporary closures of the properties during 2020 due to COVID-19.
+Added: Total income from real estate increased by $56.5 million for the year ended December 31, 2021, as compared to the year ended December 31, 2020.
+Added: Current results benefited from the addition of the Bally's Master Lease, the Perryville Lease, the Morgantown Lease and the Casino Queen Master Lease which in the aggregate increased cash rental income by $29.5 million.
+Added: Current year results also benefited from full escalations being incurred on the Amended Pinnacle Master Lease, Boyd Master Lease, Penn Master Lease and Belterra Park Lease which increased building base rents by $5.0 million.
+Added: The Company also collected higher percentage rent of $15.2 million on the Penn Master Lease due to the impact of COVID-19 closures in 2020.
+Added: The Company also had favorable straight line rent adjustments of $8.6 million and higher ground rent revenue gross ups of $3.7 million due to the impact of the temporary COVID-19 closures that occurred in 2020.
+Added: Partially offsetting these favorable variances were lower percentage rents of $3.7 million from the 2020 resets on the Amended Pinnacle Master Lease, the Boyd Master Lease, and the Meadows Lease as well as lower cash rental income of $1.8 million from the Amended and Restated Caesars Master Lease that became effective in July 2020 which provided for fixed escalations in the future.
+Added: • Gaming, food, beverage and other revenue increased by $6.7 million for the year ended December 31, 2021, as compared to the prior year.
+Added: The prior year revenues were impacted by the temporary closures of the properties during 2020 due to COVID-19.
The TRS Properties were closed in mid-March 2020.
Hollywood Casino Baton Rouge reopened to the public on May 18, 2020 and Hollywood Casino Perryville reopened on June 19, 2020 with various restrictions to limit capacity in accordance with regulatory requirements.
−Removed: • Total operating expenses decreased by $92.2 million for the year ended December 31, 2020, as compared to the prior year, primarily driven by a non-cash gain on the disposition of property related to the Evansville swap transaction of $41.4 million, the $13 million loan impairment charge recorded on the Casino Queen Loan in 2019, lower land rights and ground lease expense due primarily to the acceleration of amortization of expense related to the ground lease for the closure of the Resorts Casino Tunica property and lower ground rents due to the casino closures from COVID-19 and decreased expenses at both TRS Properties during 2020 due to the temporary closures from COVID-19.
−Removed: Finally, depreciation expense declined due primarily to the acceleration of $10.3 million related to the closure of the Resorts Casino Tunica property in 2019.
−Removed: • Other expenses, net decreased by $22.1 million for the year ended December 31, 2020, as compared to the prior year, primarily due to lower interest expense resulting from the refinancing of long term debt.
+Added: Both properties opened to strong results which strengthened in the current year.
+Added: The Company sold the operations of Hollywood Casino Perryville on July 1, 2021 and Hollywood Casino Baton Rouge on December 17, 2021.
+Added: See Note 1 in the Consolidated Financial Statements for additional information.
+Added: • Total operating expenses increased by $30.7 million for the year ended December 31, 2021, as compared to the prior year.
+Added: The year ended December 31, 2020 had a non-cash gain on the disposition of property related to the Evansville swap transaction of $41.4 million, while the current year included pre-tax gains of $22.4 million attributable to the sale of the operations of Hollywood Casino Perryville and Hollywood Casino Baton Rouge, which also was the reason for the $3.7 million decline in gaming, food, beverage and other expense as well as a $2.3 million reduction in our TRS Segment general and administrative expenses.
+Added: During the year ended December 31, 2021, the Company recorded an initial reserve for its direct finance lease related to the Maryland Live!
+Added: Lease of $12.2 million, which was partially offset by a $4.0 million recovery on a previously impaired loan to Casino Queen.
+Added: The Company incurred higher depreciation expense of $5.5 million due to its recent acquisitions and had lower general and administrative expenses of $5.0 million in our GLP Capital segment.
+Added: This was due to severance and stock compensation charges associated of $6.3 million for the departure of our former chief financial officer in the third quarter of 2020, which was partially offset by higher bonus accruals in the current year as a result of improved financial performance relative to the prior year.
+Added: Finally, the Company incurred higher land rights and ground lease expense of $8.3 million due to higher ground lease rents paid by our tenants in 2021 that are based on the facilities revenues which were negatively impacted in the prior year by the temporary closures COVID-19 had in 2020 and higher land lease right expense due to the June 3, 2021 acquisition of Tropicana Evansville.
+Added: • Other expenses, net decreased by $20.3 million for the year ended December 31, 2021, as compared to the prior year, primarily due to debt extinguishment charges incurred in 2020 as well as a $3.5 million insurance gain at our TRS Segment related to the temporary closures of our TRS Properties in the prior year due to COVID-19.
+Added: • Income tax expense increased by $24.5 million for the year ended December 31, 2021 as compared to the prior year due to the gain on the sale of the operations of Hollywood Casino Perryville and Hollywood Casino Baton Rouge, the write-off of deferred tax assets related to the Hollywood Casino Baton Rouge sale, improved performance at our TRS Segment due to strong results in the current year as well as the impact of the temporary closures related to COVID-19 in the prior year.
• Net income increased by $28.4 million for the year ended December 31, 2021, as compared to the prior year, primarily due to the variances explained above.
1 unchanged sentence
The following are recent developments that have had or are expected to have an impact on us by segment:
−Removed: • Due to temporary casino closures that occurred during 2020 as a result of COVID-19, for our leases that contain variable rent which is reset on varying schedules depending on the lease, we would expect downward resets.
−Removed: In the aggregate, the portion of our cash rents that are variable represented approximately 15% of our 2020 full year cash rental income.
−Removed: Of that variable rent, approximately 29% resets every five years which is associated with our Penn Master Lease and 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).
−Removed: The percentage rent in the Penn Master Lease decreased by $4.0 million for the year ended December 31, 2020 compared to the year ended 2019 due to the temporary closures of Hollywood Casino Columbus and to a lesser extent, Hollywood Casino Toledo from mid-March 2020 to June 19, 2020, which was partially offset by the strong reopening performance of these properties in the third quarter of 2020 as well as the benefit Hollywood Casino Toledo experienced due to the
−Removed: Detroit, Michigan gaming market being closed until August 5, 2020 and being closed once again from November 18, 2020 to December 23, 2020.
−Removed: • The variable rent resets in the Amended Pinnacle Master Lease and the Boyd Master Lease reset for the two year period ended April 30, 2020, which resulted in a $5.0 million and a $1.4 million reduction in annual variable rent on each of these leases, respectively, which will prevail for the subsequent two year period through April 30, 2022.
−Removed: In addition, the Meadows Lease variable rent reset occurred in October 2020 which lowered variable rent annually by $2.1 million.
−Removed: The Caesars Master Lease variable rent reset was scheduled to occur in October 2020;
−Removed: however, the variable rent component was removed in its entirety commencing with the third lease year in connection with the Amended and Restated Caesars Master Lease.
−Removed: We have no other variable resets scheduled to occur until 2022.
−Removed: • The fact that several wholly-owned subsidiaries of Penn lease a substantial number of our properties which account for a significant portion of our revenue, pursuant to two master leases and a single property lease.
−Removed: • On April 16, 2020, we acquired from Penn the real property assets of Tropicana Las Vegas in return for $307.5 million in rent credits.
−Removed: There can be no assurance that we will realize a return on this investment.
−Removed: • 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 utilized in 2020.
−Removed: The Company is leasing the land back to an affiliate of Penn pursuant to the Morgantown Lease 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 subject to escalation provisions following the opening of the property.
−Removed: • In connection with the Exchange Agreement with Caesars described earlier, whereby the Company acquired Waterloo and Bettendorf to replace Tropicana Evansville under the Amended and Restated Caesars Master Lease, the Company recorded a non-cash gain of $41.4 million in the fourth quarter of 2020, which represented the difference between the fair value of the properties received compared to the carrying value of Tropicana Evansville and the cash payment of $5.7 million made to Caesars.
−Removed: • On October 27, 2020, the Company entered into a series of definitive agreements pursuant to which a subsidiary of 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.
−Removed: 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.
−Removed: 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 the Bally's Master Lease.
−Removed: 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.
−Removed: 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.
−Removed: On November 6, 2020, the Company issued 9.2 million common shares at $36.25 to partially finance the funding required for this transaction.
+Added: • Our leases contain variable rent that resets on varying schedules depending on the lease.
+Added: The portion of our cash rents that are variable represented approximately 14% of our 2021 full year cash rental income.
+Added: Of that variable rent, approximately 24% resets every five years, which is associated with our Penn Master Lease, 32% resets every two years and 41% resets monthly, which is associated with two properties in the Penn Master Lease (of which approximately 37% is subject to a floor, or $22.9 million annually, for Hollywood Casino Toledo).
+Added: The percentage rent in the Penn Master Lease increased by $15.2 million for the year ended December 31, 2021 compared to the year ended 2020 primarily due to the temporary closures of Hollywood Casino Columbus and to a lesser extent, Hollywood Casino Toledo from mid-March 2020 to June 19, 2020 as well as strong results in 2021 at these two properties.
+Added: In connection with the Casino Queen Master Lease becoming effective December 17, 2021, 3% of the Company's percentage rent in 2021 is no longer subject to any variability.
+Added: • Certain of our leases contain annual escalation clauses that are based on adjusted revenues to rent coverage ratios exceeding 1.8 to 1.
+Added: During the year ended December 31, 2021, full escalations were incurred on the Penn Master Lease, the Amended Pinnacle Master Lease, the Boyd Master Lease and the Belterra Park Lease, which increased 2021 rental income by $5.0 million.
+Added: • We have announced or closed numerous transactions in the past two years and expect to continue to grow our portfolio by pursuing opportunities to acquire additional gaming facilities to lease to gaming operators under prudent terms.
+Added: • Several wholly-owned subsidiaries of Penn lease a substantial number of our properties which account for the majority of our revenue.
+Added: • Our ability to refinance our significant levels of debt at attractive terms and obtain favorable funding in connection with future business opportunities.
+Added: • The fact that the rules and regulations of U.S.
+Added: federal income taxation are constantly under review by legislators, the Internal Revenue Service and the U.S.
+Added: Department of the Treasury.
+Added: Changes to the tax laws or interpretations thereof, including any changes proposed and implemented by the Biden administration, with or without retroactive application, could materially and adversely affect GLPI and its investors.
• The Company's wholly-owned and operated TRS Properties closed in mid-March 2020 due to the COVID-19 outbreak.
Our property in Baton Rouge reopened on May 18, 2020 and our property in Perryville, Maryland reopened on June 19, 2020 with enhanced safety protocols and capacity restrictions.
−Removed: To date, both properties have performed well in spite of lower attendance levels;
−Removed: however we are unable to predict whether this will continue as we believe results have benefited from pent up demand, reduced competition from non-gaming leisure related activities and federal stimulus benefits.
−Removed: • As previously discussed, the Company has entered into definitive agreements to sell the operations of the TRS Properties while maintaining the real estate assets and in turn entering into lease agreements with the operators.
−Removed: These transactions are subject to customary closing conditions and regulatory approvals and are anticipated to close in mid-2021.
+Added: On July 1, 2021, the Company sold the operations of Hollywood Casino Perryville to Penn, recognizing a gain of $15.6 million and entered into the Perryville Lease.
+Added: On December 17, 2021 the Company sold the operations of Hollywood Casino Baton Rouge to Casino Queen, recognizing a gain of $6.8 million, and entered into the Casino Queen Master Lease.
• On April 16, 2020, the Company and certain of its subsidiaries acquired the real property associated with the Tropicana Las Vegas from Penn.
−Removed: This asset has been placed in the Company's TRS Segment.
−Removed: An affiliate of Penn will continue to operate the casino and hotel business of the Tropicana Las Vegas pursuant to a triple net lease with GLPI 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.
−Removed: The Company will conduct a sale process with respect to the Tropicana Las Vegas, with Penn receiving 75% of the net proceeds above $307.5 million (plus certain taxes, expenses and costs) if a sale agreement is signed during the first 12 months following closing and 50% of net proceeds above $307.5 million (plus certain taxes, expenses and costs) if a sale agreement is signed during the subsequent 12 months following closing.
−Removed: Penn will not be entitled to receive any net sale proceeds if the relevant sale agreement is signed at any time after 24 months from closing.
+Added: This asset was placed in the Company's TRS Segment.
+Added: An affiliate of Penn continues to operate the casino and hotel business of the Tropicana Las Vegas pursuant to a triple net lease with GLPI 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.
+Added: On April 13, 2021, Bally's agreed to acquire the Company's non-land real estate assets and Penn's outstanding equity interests in Tropicana Las Vegas for $150.0 million.
+Added: The Company will retain the ownership of the land and concurrently enter into a 50-year ground lease with an initial annual rent of $10.5 million.
+Added: The ground lease will be supported by a Bally's corporate guarantee and cross-defaulted with the Bally's Master Lease.
+Added: This transaction is expected to close in the second half of 2022.
Critical Accounting Estimates
1 unchanged sentence
The nature of the estimates and assumptions are material due to the levels of subjectivity and judgment necessary to account for highly uncertain factors or the susceptibility of such factors to change.
−Removed: We have identified the accounting for leases, income taxes, and real estate investments as critical accounting estimates, as they are the most important to our financial statement presentation and require difficult, subjective and complex judgments.
+Added: We have identified the accounting for leases, allowance for credit losses, income taxes, and real estate investments as critical accounting estimates, as they are the most important to our financial statement presentation and require difficult, subjective and complex judgments.
We believe the current assumptions and other considerations used to estimate amounts reflected in our consolidated financial statements are appropriate.
1 unchanged sentence
As a REIT, the majority of our revenues are derived from rent received from our tenants under long-term triple-net leases.
−Removed: Currently, we have master leases with Penn, Caesars and Boyd under which we lease thirty one, six and three properties, respectively, to these tenants.
−Removed: We also have a long-term lease with Casino Queen and separate single property leases with Penn, Caesars and Boyd.
+Added: Currently, we have master leases with Penn, Caesars, Bally's, Boyd and Casino Queen.
+Added: We also have separate single property leases with Penn, Caesars, Boyd and Cordish.
The accounting guidance under ASC 842 is complex and requires the use of judgments and assumptions by management to determine the proper accounting treatment of a lease.
6 unchanged sentences
Contingent rental income that is not fixed and determinable at lease inception is recognized only when the lessee achieves the specified target.
−Removed: Under the sales-type lease model, however, at lease inception we would record an investment in sales-type lease on our consolidated balance sheet rather than recording the actual assets we own.
−Removed: Furthermore, the cash rent we receive from tenants is not entirely recorded as rental revenue, but rather a portion is recorded as interest income and a portion is recorded as a reduction to the lease receivable.
+Added: Under the sales-type lease model, however, at lease inception we would record an Investment in leases, on our Consolidated Balance Sheet rather than recording the actual assets we own.
+Added: Furthermore, the cash rent we receive from tenants is not recorded as rental revenue, but rather a portion is recorded as interest income using an effective yield and a portion is recorded as a reduction to the Investment in leases.
Under ASC 842, for leases with both land and building components, leases may be bifurcated between operating and sales-type leases.
8 unchanged sentences
5) Specialized nature - The underlying asset is of such specialized nature that it is expected to have no alternative use to the lessor at the end of the lease term.
−Removed: Additionally, the adoption of ASC 842 requires us to record right-of-use assets and lease liabilities on balance sheet for the assets we lease from third-party landlords, including equipment and real estate.
−Removed: As a lessee, we utilize our own incremental borrowing rate as the discount rate utilized to determine the initial lease liability and right-of-use asset we record on balance sheet, as well as the lease's classification as an operating or finance lease, using the same tests outlined above.
−Removed: Although both operating and finance leases result in the same right-of-use asset and lease liability being recorded on balance sheet at lease inception, the expense profile of the two lease types differs, in that expense is straight-lined over the term of an operating lease, while the expense profile under a finance lease is front-loaded.
−Removed: Furthermore, expense under the operating lease model is classified simply as lease expense, whereas the finance lease model breaks the expense into the interest expense and asset amortization expense.
The tests outlined above, as well as the resulting calculations, require subjective judgments, such as determining, at lease inception, the fair value of the underlying leased assets, the residual value of the assets at the end of the lease term, the likelihood a tenant will exercise all renewal options (in order to determine the lease term), the estimated remaining economic life of the leased assets, and an allocation of rental income received under our Master Leases to the underlying leased assets.
−Removed: A slight change in estimate or judgment can result in a materially different financial statement presentation.
+Added: A slight change in estimate or judgment can result in a materially different financial statement presentation and income recognition method.
+Added: Investment in Leases, Financing Receivables, net
+Added: In accordance with ASC 842, for transactions in which we enter into a contract to acquire an asset and lease it back to the seller under a sales-type lease (i.e.
+Added: a sale leaseback transaction), the Company must determine whether control of the asset has transferred to us.
+Added: In cases whereby control has not transferred to the Company, we do not recognize the underlying asset but instead recognize a financial asset in accordance with ASC 310 "Receivables".
+Added: The accounting for the financing receivable under ASC 310 is materially consistent with the accounting for our investments in leases - sales type under ASC 842.
+Added: We have concluded that the Maryland Live!
+Added: Lease is required to be accounted for as an Investment in leases - financing receivable on our Consolidated Balance Sheets in accordance with ASC 310, since control of the underlying assets was not considered to have transferred to the Company under GAAP.
+Added: Allowance for credit losses
+Added: The Company follows ASC 326 “Credit Losses” (“ASC 326”), which requires that the Company measure and record current expected credit losses (“CECL”), the scope of which includes our Investments in leases - financing receivables.
+Added: We have elected to use an econometric default and loss rate model to estimate the Allowance for credit losses, or CECL allowance.
+Added: This model requires us to calculate and input lease and property-specific credit and performance metrics which in conjunction with forward-looking economic forecasts, project estimated credit losses over the life of the lease or loan.
+Added: The Company then records a CECL allowance based on the expected loss rate multiplied by the outstanding investment in lease financing receivable balance.
+Added: Expected losses within our cash flows are determined by estimating the probability of default (“PD”) and loss given default (“LGD”) of our Investments in lease - financing receivable.
+Added: We have engaged a nationally recognized data analytics firm to assist us with estimating both the PD and LGD for this financing receivable.
+Added: The PD and LGD are estimated during the initial term of the lease.
+Added: The PD and LGD estimates for the lease term were developed using current financial condition forecasts.
+Added: The PD and LGD predictive model was developed using the average historical default rates and historical loss rates, respectively, of over 100,000 commercial real estate loans dating back to 1998 that have similar credit profiles or characteristics to the real estate underlying the Company's financing receivable.
+Added: Management will monitor the credit risk related to its financing receivable by obtaining the rent coverage on the Maryland Live!
+Added: Lease on a periodic basis.
+Added: The Company also monitors legislative changes to assess whether it would have an impact on the underlying performance of its tenant.
+Added: We are unable to use our historical data to estimate losses as the Company has no loss history to date on its lease portfolio.
+Added: The CECL allowance is recorded as a reduction to our net Investments in leases - financing receivable, on our Consolidated Balance Sheets.
+Added: We are required to update our CECL allowance on a quarterly basis with the resulting change being recorded in the Consolidated Statements of Income for the relevant period.
+Added: Finally, each time the Company makes a new investment in an asset subject to ASC 326, we will be required to record an initial CECL allowance for such asset, which will result in a non-cash charge to the Consolidated Statement of Income for the relevant period.
+Added: Changes in economic conditions and/or the underlying performance of the property contained within our leases accounted for as financing receivables impacts the assumptions utilized in the CECL reserve estimates.
+Added: Changes in our assumptions could result in non-cash provisions or recoveries in future periods that could materially impact our results of operations.
+Added: Income Taxes - REIT Qualification
We elected on our U.S.
2 unchanged sentences
as a "taxable REIT subsidiary" effective on the first day of the first taxable year of GLPI as a REIT.
−Removed: In addition, during 2020, the Company and Tropicana LV, LLC, a wholly owned subsidiary of the Company which holds the real estate of Tropicana Las Vegas, elected to treat Tropicana LV, LLC as a “taxable REIT subsidiary”.
+Added: In addition, during 2020, the Company and Tropicana LV,
+Added: LLC, a wholly owned subsidiary of the Company which holds the real estate of Tropicana Las Vegas, elected to treat Tropicana LV, LLC as a “taxable REIT subsidiary”.
+Added: Finally, in advance of the UPREIT Transaction, the Company elected GLP Financing II, Inc.
+Added: to be treated as a TRS effective December 23, 2021.
We intend to continue to be organized and to operate in a manner that will permit us to qualify as a REIT.
2 unchanged sentences
If we fail to qualify as a REIT in any taxable year, we will be subject to U.S.
−Removed: federal income tax, including any applicable alternative minimum tax, on our taxable income at regular corporate income tax rates, and dividends paid to our
−Removed: shareholders would not be deductible by us in computing taxable income.
+Added: federal income tax, including any applicable alternative minimum tax, on our taxable income at regular corporate income tax rates, and dividends paid to our shareholders would not be deductible by us in computing taxable income.
Any resulting corporate liability could be substantial and could materially and adversely affect our net income and net cash available for distribution to shareholders.
3 unchanged sentences
As a result, certain activities of the Company which occur within our TRS Segment are subject to federal and state income taxes.
+Added: Due to the recent sales of the Company's TRS operations, the Company does not expect to have a TRS segment in 2022.
Real Estate Investments
8 unchanged sentences
The factors considered by the Company in performing these assessments include evaluating whether the tenant is current on their lease payments, the tenant’s rent coverage ratio, the financial stability of the tenant and its parent company, and any other relevant factors.
−Removed: When indicators of potential impairment suggest that the carrying value of a real estate investment may not be recoverable, we estimate the fair value of the investment by calculating the undiscounted future cash flows from the use and eventual disposition of the investment.
−Removed: This amount is compared to the asset's carrying value.
−Removed: If we determine the carrying amount is not recoverable, we would recognize an impairment charge equivalent to the amount required to reduce the carrying value of the asset to its estimated fair value, calculated in accordance with U.S.
−Removed: Generally Accepted Accounting Principles ("GAAP").
+Added: When indicators of potential impairment suggest that the carrying value of a real estate investment may not be recoverable, we determine whether the estimated undiscounted cash flows from the underlying lease exceeds the real estate investments' carrying value.
+Added: If we determine the estimated undiscounted cash flows is less than the asset's carrying value then we would recognize an impairment charge equivalent to the amount required to reduce the carrying value of the asset to its estimated fair value, calculated in accordance with accounting principles generally accepted in the United States ("GAAP").
We group our real estate investments together by lease, the lowest level for which identifiable cash flows are available, in evaluating impairment.
−Removed: In assessing the recoverability of the carrying value, we must make assumptions regarding future cash flows and other factors.
−Removed: Factors considered in performing this assessment include current operating results, market and other applicable trends and residual values, as well as the effect of obsolescence, demand, competition and other factors.
−Removed: If these estimates or the related assumptions change in the future, we may be required to record an impairment loss.
+Added: In assessing the recoverability of the carrying value, the Company must make assumptions regarding future cash flows and other factors.
+Added: The factors considered by the Company in performing this assessment include current operating results, market and other applicable trends and residual values, as well as the effect of obsolescence, demand, competition and other factors.
+Added: If these estimates or the related assumptions change in the future, the Company may be required to record an impairment loss.
Results of Operations
The following are the most important factors and trends that contribute or may contribute to our operating performance:
−Removed: • The fact that several wholly-owned subsidiaries of Penn lease a substantial number of our properties, pursuant to two master leases and two single property leases and account for a significant portion of our revenue.
+Added: • We have announced or closed numerous transactions in the past two years and expect to continue to grow our portfolio by pursuing opportunities to acquire additional gaming facilities to lease to gaming operators under prudent terms.
+Added: • The fact that several wholly-owned subsidiaries of Penn lease a substantial number of our properties and account for the majority of our revenue.
• The risks related to economic conditions, including uncertainty related to COVID-19 and the effect of such conditions on consumer spending for leisure and gaming activities, which may negatively impact our gaming tenants and operators and the variable rent and annual rent escalators we receive from our tenants as outlined in the long-term triple-net leases with these tenants.
14 unchanged sentences
Net income 534,086 505,711
−Removed: In accordance with the SEC's recent amendments to modernize and simplify Regulation S-K, the Company has omitted the discussion comparing its operating results for the year ended December 31, 2019 to its operating results for the year ended December 31, 2018 from its Annual Report on Form 10-K for the year ended December 31, 2020.
+Added: Net income attributable to noncontrolling interest in the Operating Partnership (39) —
+Added: Net income attributable to common shareholders $ 534,047 $ 505,711
+Added: The Company has omitted the discussion comparing its operating results for the year ended December 31, 2020 to its operating results for the year ended December 31, 2019 from its Annual Report on Form 10-K for the year ended December 31, 2021.
Readers are directed to Item 7 of the Company's Annual Report on Form 10-K for the year ended December 31, 2020 for these disclosures.
Certain information regarding our results of operations by segment for the years ended December 31, 2021 and 2020 is summarized below:
−Removed: Total Revenues Income (Loss) from Operations
+Added: Total Revenues Income from Operations
Year Ended December 31, Year Ended December 31,
6 unchanged sentences
Funds From Operations ("FFO"), Adjusted Funds From Operations ("AFFO") and Adjusted EBITDA are non-GAAP financial measures 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 as a bonus metric.
+Added: These metrics are presented assuming full conversion of limited partnership units to common shares and therefore before the income statement impact of non-controlling interests.
The Company believes FFO, AFFO and Adjusted EBITDA provide a meaningful perspective of the underlying operating performance of the Company’s current business.
2 unchanged sentences
The National Association of Real Estate Investment Trusts defines FFO as net income (computed in accordance with GAAP), excluding (gains) or losses from sales of property and real estate depreciation.
−Removed: We define AFFO as 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 maintenance capital expenditures.
−Removed: Finally, we define 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, amortization of debt issuance costs, bond premiums and original issuance discounts, amortization of land rights, losses on debt extinguishment, and loan impairment charges.
+Added: We define AFFO as FFO excluding stock based compensation expense, the amortization of debt issuance costs, bond premiums and original issuance discounts, other depreciation, amortization of land rights, straight-line rent adjustments, gains or (losses) on sales of operations, net of tax, losses on debt extinguishment, and provision for credit losses, net reduced by maintenance capital expenditures.
+Added: Finally, we define Adjusted EBITDA as net income excluding interest, net, income tax expense, depreciation, (gains) or losses from sales of property, gains on sales of operations, net of tax, stock based compensation expense, straight-line rent adjustments, amortization of land rights, losses on debt extinguishment, and provision for credit losses, net.
FFO, AFFO and Adjusted EBITDA are not recognized terms under GAAP.
10 unchanged sentences
Net income $ 534,086 $ 505,711
−Removed: (Gains) losses from dispositions of property (41,393) 92
+Added: Losses (gains) from dispositions of property 711 (41,393)
Real estate depreciation 230,941 220,069
4 unchanged sentences
Amortization of debt issuance costs, bond premiums and original issuance discounts (1)
−Removed: 10,503 11,455
Stock based compensation 16,831 20,004
+Added: Gains on sale of operations, net of tax (3,560) —
Losses on debt extinguishment — 18,113
−Removed: Loan impairment charges — 13,000
+Added: Provision for credit losses, net 8,226 —
Capital maintenance expenditures (2,270) (3,130)
13 unchanged sentences
Net income (loss) $ 514,883 $ 508,060 $ 19,203 $ (2,349)
−Removed: (Gains) losses from dispositions of property (41,402) 8 9 84
+Added: Losses (gains) from dispositions of property 604 (41,402) 107 9
Real estate depreciation 230,333 220,069 608 —
2 unchanged sentences
Other depreciation 1,881 1,972 3,612 8,932
+Added: Gain on sale of operations, net of tax — — (3,560) —
Amortization of land rights 15,616 12,022 — —
3 unchanged sentences
Losses on debt extinguishment — 18,113 — —
−Removed: Loan impairment charges — 13,000 — —
+Added: Provision for credit losses, net 8,226 — — —
Capital maintenance expenditures (65) (186) (2,205) (2,944)
8 unchanged sentences
(1) Such amortization is a non-cash component included in interest, net.
−Removed: (2) Interest expense, net for the GLP Capital segment is net of an intercompany interest elimination of $16.0 million and $10.4 million for the years ended December 31, 2020 and 2019.
+Added: (2) Interest, net for the GLP Capital segment is net of an intercompany interest elimination of $17.4 million and $16.0 million for the years ended December 31, 2021 and 2020.
Net income, FFO, AFFO, and Adjusted EBITDA for our GLP Capital segment were $514.9 million, $745.8 million, $794.4 million and $1,050.8 million, respectively, for the year ended December 31, 2021.
This compared to net income, FFO, AFFO, and Adjusted EBITDA, for our GLP Capital segment of $508.1 million, $686.7 million, $753.7 million and $1,009.7 million, respectively, for the year ended December 31, 2020.
−Removed: The increase in net income in our GLP Capital segment was primarily driven by a $73.2 million decrease in operating expenses from a gain on the disposition of property related to the Evansville swap transaction of $41.4 million in 2020, lower land right and ground lease expense due to the acceleration of these items for the Penn closure of its Resorts Casino Tunica property in 2019 and a $13.0 million loan impairment charge related to the Casino Queen Loan in 2019.
−Removed: The Company also had a $27.7 million decrease in other expenses, resulting from lower interest expense due to refinancing activities and lower debt extinguishment charges, along with a $25.1 million increase in income from real estate.
−Removed: The increase in income from real estate in our GLP Capital segment was primarily due to favorable non-cash straight-line rent adjustments of $30.0 million on our Amended Pinnacle Master Lease, Boyd Master Lease and Amended and Restated Caesars Master Lease in accordance with ASC 842.
−Removed: We also experienced higher building base rents as the majority of our leases incurred escalators in 2019.
−Removed: This was partially offset by lower percentage rent resets that occurred on May 1, 2020 for the Amended Pinnacle Master Lease of $3.3 million and the Boyd Master Lease of $0.9 million due primarily to the impact of the casino closures from COVID-19, lower percentage rent of $4.0 million on the Penn Master Lease due to the temporary closure of Hollywood Casino Columbus and to a lesser extent, Hollywood Casino Toledo from mid-March 2020 to June 19, 2020 due to COVID-19, and lower percentage rent on the Meadows Lease as the variable rent reset occurred in October 2020 which decreased percentage rent by $0.5 million.
−Removed: The decrease in operating expenses in our GLP Capital segment for the year ended December 31, 2020 as compared to the prior year period was primarily from a gain on the disposition of property related to the Evansville swap transaction of $41.4 million along with lower depreciation expense and land right amortization expense in our REIT segment of $24.1 million primarily from lower rent expense on the Company's long term ground leases due to the impact of COVID-19 and the acceleration of depreciation and amortization in 2019 resulting from the closing of Penn's Resorts Casino Tunica property.
−Removed: Additionally, there was a loan impairment charge of $13.0 million for the year ended December 31, 2019 related to the Casino Queen Loan.
−Removed: These items were partially offset by charges of $6.3 million associated with severance and stock based compensation acceleration charges for the departure of our former chief financial officer.
−Removed: The decrease in other expenses, net for the year ended December 31, 2020 compared to the prior year was driven by lower interest expense from our refinancing activities that occurred in the third quarter of 2019 and first quarter of 2020 and lower debt extinguishment charges compared to the prior year.
−Removed: The increase in FFO for our GLP Capital segment for the year ended December 31, 2020 is due to the items described above, excluding gains from the disposition of property and real estate depreciation.
−Removed: The increase in AFFO is due to the items described above, excluding the impact of straight-line rent adjustments, loan impairment charges and the other items listed on the previous table.
−Removed: The net loss of $2.3 million for our TRS Segment for the year ended December 31, 2020 as compared to the net income of $8.7 million for the prior year is primarily related to the impact of the mandated closures of our facilities during mid-March 2020 to May and June 2020 due to COVID-19 along with an increase in depreciation expense related to the acquisition of Tropicana Las Vegas.
+Added: The increase in net income in our GLP Capital segment was primarily driven by a $52.5 million increase in income from real estate as explained below.
+Added: In addition, we had several operating expense variances that are also discussed below.
+Added: The increase in operating expenses in our GLP Capital segment for the year ended December 31, 2021 as compared to the prior year period of $63.7 million was primarily from a gain on the disposition of property related to the Evansville swap transaction of $41.4 million in 2020, higher depreciation expense and land right amortization expense in our REIT segment of $18.5 million due to the Company's recent acquisitions, and a $8.2 million provision for credit losses, net in the current year.
+Added: Partially offsetting these increases was lower general and administrative expenses of $5.0 million due primarily from severance and stock based compensation acceleration charges for the departure of our former chief financial officer in 2020.
+Added: The decrease in other expenses, net, for the year ended December 31, 2021 was due to $18.1 million of debt extinguishment charges in the prior year.
+Added: The increase in FFO for our GLP Capital segment for the year ended December 31, 2021 is due to the items described above, excluding gains (losses) from the disposition of property and real estate depreciation.
+Added: The increase in AFFO is due to the items described above, less the adjustments mentioned in the table above, primarily straight line rent adjustments,
+Added: amortization expenses, stock based compensation costs, provision for credit losses, net and losses on debt extinguishment.
+Added: Adjusted EBITDA for our GLP Capital segment for the year ended December 31, 2021, as compared to the prior year, also increased driven by the explanations above, as well as adjustments mentioned in the table above, primarily related to interest expense.
+Added: The net income of $19.2 million for our TRS Segment for the year ended December 31, 2021 as compared to a net loss of $2.3 million for the prior year is primarily related to strong reopening results in the current year at Hollywood Casino Baton Rouge and Hollywood Casino Perryville which in the prior year were closed temporarily from mid-March 2020 to May 2020 and June 2020, respectively, due to COVID-19.
+Added: Additionally, the Company recorded a net after tax gain of $3.6 million on the sale of the operations of Hollywood Casino Perryville and Hollywood Casino Baton Rouge in 2021.
Revenues for the years ended December 31, 2021 and 2020 were as follows (in thousands):
10 unchanged sentences
Total income from real estate
−Removed: For the years ended December 31, 2020 and 2019, total income from real estate was $1,050.2 million and $1,025.1 million, respectively, for our GLP Capital segment.
−Removed: In accordance with ASC 842, the Company records revenue for the ground lease rent paid by its tenants with an offsetting expense in land rights and ground lease expense within the consolidated statement of income as the Company has concluded that as the lessee it is the primary obligor under the ground leases.
−Removed: The Company subleases these ground leases back to its tenants, who are responsible for payment directly to the landlord.
Total income from real estate increased $56.5 million, or 5.4%, for the year ended December 31, 2021, as compared to the year ended December 31, 2020.
−Removed: As previously discussed, this was primarily due to favorable non-cash straight line rent adjustments on our Amended Pinnacle Master Lease, Boyd Master Lease and the Amended and Restated Caesars Master Lease in accordance with ASC 842.
−Removed: Additionally the current year was positively impacted by higher building base rents as the majority of our leases incurred escalators in 2019.
−Removed: This was partially offset by lower ground lease rents due to the impact of COVID-19, lower percentage rent from the Amended Pinnacle Master Lease and Boyd Master Lease which reset on May 1, 2020 and the Meadows Lease which reset on October 1, 2020.
−Removed: Finally, the year ended December 31, 2020 was negatively impacted by lower percentage rent on the Penn Master Lease due to the closures of Hollywood Casino Columbus and to a lesser extent, Hollywood Casino Toledo.
+Added: Results for the current year benefited from the additions on the Bally's Master Lease, the Perryville Lease, the Morgantown Lease and the Casino Queen Master Lease which in the aggregate increased cash rental income by $29.5 million.
+Added: Additionally, the Company benefited from full escalations being incurred on the Amended Pinnacle Master Lease, the Boyd Master Lease and the Belterra Lease effective May 1, 2021 and the Penn Master Lease that became effective November 1, 2021.
+Added: The aggregate impact of these escalations increased building base rent by $5.0 million for the year ended December 31, 2021.
+Added: The Company had higher percentage rent on the Penn Master Lease in the current year of $15.2 million, due to the impact of the COVID-19 closures in 2020 and strong performance in the current year by Penn's Hollywood Casino Columbus and Hollywood Casino Toledo properties.
+Added: Finally, the Company also had favorable straight line rent adjustments of $8.6 million and higher ground rent revenue gross ups of $3.7 million due to the impact of the temporary COVID-19 closures that occurred in 2020.
+Added: Partially offsetting these favorable variances were lower percentage rents of $3.7 million from the 2020 resets on the Amended Pinnacle Master Lease, the Boyd Master Lease and the Meadows Lease which was driven primarily from the COVID-19 closures.
+Added: Additionally, we had lower cash rental income of $1.8 million on the Amended and Restated Caesars Master Lease that became effective in July 2020 which lowered rent initially but removed variable rents going forward and provided for fixed escalation increases as previously described.
The reason for the decline in interest income from real estate loans was due to the CZR loan and Belterra Park Loan both being satisfied in 2020 as the Company acquired the real estate subject to the Lumière Place Lease and the Belterra Park Lease.
1 unchanged sentence
Details of the Company's income from real estate for the year ended December 31, 2021 was as follows (in thousands):
−Removed: Year Ended December 31, 2020 Penn Master Lease Amended Pinnacle Master Lease Caesars Master Lease Lumiere Lease Boyd Master Lease Belterra Lease PENN - Meadows Lease Casino Queen Lease PENN Morgantown Lease Total
−Removed: Building base rent $ 279,406 $ 227,201 $ 62,156 $ 5,828 $ 75,643 $ 1,783 $ 15,811 $ 9,101 $ — $ 676,929
−Removed: Land base rent 93,969 71,256 15,916 — 11,785 1,263 — — 750 194,939
−Removed: Percentage rent 82,595 28,452 10,020 — 10,308 1,211 10,637 5,424 — 148,647
−Removed: 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
−Removed: Straight-line rent adjustments 8,926 (10,555) (2,980) — (1,448) (808) 2,289 — — (4,576)
−Removed: Ground rent in revenue 2,317 5,770 5,299 — 1,519 — — — 14,905
−Removed: Other rental revenue — — — — — — 192 — — 192
−Removed: Total rental income $ 467,213 $ 322,124 $ 90,411 $ 5,828 $ 97,807 $ 3,449 $ 28,929 $ 14,525 $ 750 $ 1,031,036
−Removed: Interest income from mortgaged real estate — — — 16,976 — 2,154 — — — 19,130
−Removed: 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
−Removed: (1) Included in cash rental income were rent credits of $337.5 million that were recognized in connection with the Tropicana Las Vegas and Morgantown transactions with Penn.
−Removed: See Note 7 in the Notes to the Consolidated Financial Statements for additional information.
+Added: Year Ended December 31, 2021 Building base rent Land base rent Percentage rent Total cash rental income Straight-line rent adjustments Ground rent in revenue (1) Other rental revenue Total rental income
+Added: Penn Master Lease $ 280,338 $ 93,969 $ 97,814 $ 472,121 $ 8,926 $ 3,013 $ 12 $ 484,072
+Added: Amended Pinnacle Master Lease 230,230 71,256 26,779 328,265 (19,346) 7,430 — 316,349
+Added: Penn - Meadows Lease 15,811 — 9,046 24,857 2,288 — 195 27,340
+Added: Penn Morgantown — 3,000 — 3,000 — — — 3,000
+Added: Penn Perryville 2,914 971 — 3,885 120 — — 4,005
+Added: Caesars Master Lease 62,514 23,729 — 86,243 10,358 1,586 — 98,187
+Added: Lumiere Place Lease 22,875 — — 22,875 544 — — 23,419
+Added: BYD Master Lease 76,652 11,785 9,845 98,282 2,296 1,726 — 102,304
+Added: BYD Belterra Lease 2,709 1,894 1,817 6,420 (1,211) — — 5,209
+Added: Bally's Master Lease 23,111 — — 23,111 — 4,832 — 27,943
+Added: Casino Queen Master Lease 9,388 — 5,424 14,812 18 — — 14,830
+Added: Total $ 726,542 $ 206,604 $ 150,725 $ 1,083,871 $ 3,993 $ 18,587 $ 207 $ 1,106,658
+Added: (1) In accordance with ASC 842, the Company records revenue for the ground lease rent paid by its tenants with an offsetting expense in land rights and ground lease expense within the consolidated statement of income as the Company has concluded that as the lessee it is the primary obligor under the ground leases.
+Added: The Company subleases these ground leases back to its tenants, who are responsible for payment directly to the landlord.
Gaming, food, beverage and other revenue
−Removed: Gaming, food, beverage and other revenue for our TRS Properties decreased by $25.4 million, or 19.8%, for the year ended December 31, 2020, as compared to the year ended December 31, 2019.
−Removed: These properties were closed in mid-March 2020 due to COVID-19.
+Added: Gaming, food, beverage and other revenue for our TRS Properties increased by $6.7 million, or 6.5%, for the year ended December 31, 2021, as compared to the year ended December 31, 2020.
+Added: The reason for the increase was due to the properties being closed in mid-March 2020 due to COVID-19.
Hollywood Casino Baton Rouge reopened to the public on May 18, 2020 and Hollywood Casino Perryville reopened on June 19, 2020 with various restrictions to limit capacity in accordance with regulatory requirements.
−Removed: Results since reopening have exceeded the corresponding periods in the prior years as spend per visit has increased which has more than offset lower visitation levels.
+Added: Results since reopening have exceeded the corresponding periods in the prior years as spend per visit has increased due to various factors such as pent up demand and government stimulus efforts, partially offset by the sale of the operations of Hollywood Casino Perryville on July 1, 2021 and Hollywood Casino Baton Rouge on December 17, 2021.
Operating Expenses
7 unchanged sentences
Depreciation 236,434 230,973 5,461 2.4 %
−Removed: Loan impairment charges — 13,000 (13,000) N/A
+Added: Provision for credit losses, net 8,226 — 8,226 —
Total operating expenses $ 374,583 $ 343,891 $ 30,692 8.9 %
Gaming, food, beverage and other expense
−Removed: Gaming, food, beverage and other expense for our TRS Properties decreased by approximately $18.0 million, or 24.1%, for the year ended December 31, 2020, as compared to the year ended December 31, 2019, primarily due to the impact of COVID-19, which temporarily forced our TRS Properties to close as previously discussed.
+Added: Gaming, food, beverage and other expense for our TRS Properties decreased by approximately $3.7 million, or 6.5%, for the year ended December 31, 2021, as compared to the year ended December 31, 2020.
+Added: As previously discussed, the Company sold the operations of Hollywood Casino Perryville on July 1, 2021 and the operations of Hollywood Casino Baton Rouge on December 17, 2021.
+Added: Additionally, the TRS Properties were closed for part of 2020 due to COVID-19.
Land rights and ground lease expense
Land rights and ground lease expense includes the amortization of land rights and rent expense related to the Company's long-term ground leases.
−Removed: Land rights and ground lease expense decreased by $13.4 million, or 31.6%, for the year
−Removed: ended December 31, 2020, as compared to the year ended December 31, 2019, primarily due to the acceleration of amortization expense of $6.3 million related to the closure of Penn's Resorts Casino Tunica property in 2019 and lower ground lease rents paid by our tenants in 2020 that are based on the facilities' revenues which declined due to the impact of COVID-19.
+Added: Land rights and ground lease expense increased by $8.3 million, or 28.7%, for the year ended December 31, 2021, as compared to the year ended December 31, 2020, primarily from higher ground lease rents paid by our tenants in 2021 of $4.7 million that are primarily based on the facilities' revenues which increased due to the impact of COVID-19 in 2020 that resulted in temporary casino closures.
We sublease these ground leases back to our tenants, who are responsible for payment directly to the applicable landlord.
These amounts are required to be recorded in both revenue and expense within the consolidated statements of income as we have concluded that as the lessee the Company is the primary obligor under the ground leases.
+Added: The Company also had higher land right amortization expense of $3.6 million due to the June 3, 2021 acquisition of Tropicana Evansville.
General and administrative expense
General and administrative expenses include items such as compensation costs (including stock-based compensation awards), professional services and costs associated with development activities.
−Removed: General and administrative expenses increased by $3.2 million, or 4.9%, for the year ended December 31, 2020, as compared to the year ended December 31, 2019.
−Removed: This is primarily attributable to the negative impact from severance and stock acceleration charges of $6.3 million, related to the departure of our former chief financial officer which were partially offset by lower payroll costs primarily attributable to the temporary closures of our TRS Properties due to COVID-19 and lower bonus expense.
+Added: General and administrative expenses decreased by $7.3 million, or 10.7%, for the year ended December 31, 2021, as compared to the year ended December 31, 2020.
+Added: This is primarily attributable to the negative impact from severance and stock acceleration charges of $6.3 million, related to the departure of our former chief financial officer as well as lower costs at our TRS Properties of $2.3 million primarily due to the sale of the operations of Hollywood Casino Perryville effective July 1, 2021, partially offset by higher bonus accruals in the current year.
Gains and losses from dispositions of property
+Added: For the year ended December 31, 2021, the Company sold the operations of Hollywood Casino Perryville and Hollywood Casino Baton Rouge which resulted in a combined pre-tax gain of $22.4 million.
+Added: See Note 1 to the Consolidated Financial Statements for further information.
In connection with the Exchange Agreement with Caesars, whereby the Company acquired Waterloo and Bettendorf to replace Tropicana Evansville under the Amended and Restated Caesars Master Lease, the Company recorded a non-cash gain of $41.4 million in the fourth quarter of 2020 which represented the difference between the fair value of the properties received compared to the carrying value of Tropicana Evansville and the cash payment of $5.7 million.
Depreciation expense
−Removed: Depreciation expense decreased by $9.5 million, or 3.9%, to $231.0 million for the year ended December 31, 2020 as compared to the year ended December 31, 2019, primarily due to the closure of the Resorts Casino Tunica property in 2019 which resulted in the acceleration of $10.3 million of depreciation expense to bring the net book value related to the building value of this property to zero.
−Removed: Loan impairment charges
−Removed: On March 17, 2017 the Company provided the Casino Queen Loan to CQ Holding Company, to partially finance its acquisition of Lady Luck Casino in Marquette, Iowa.
−Removed: During 2018, the operating results of Casino Queen declined substantially and Casino Queen defaulted under its senior credit agreement and also the Casino Queen Loan.
−Removed: As a result, the operations of Casino Queen were put up for sale during the fourth quarter of 2018.
−Removed: At December 31, 2018, active negotiations for the sale of Casino Queen's operations were taking place and full payment of the principal was still expected, due to the anticipation that the operations were to be sold in the near term for an amount allowing for repayment of the full $13.0 million of loan principal due to GLPI.
−Removed: During 2019, the operating results of Casino Queen continued to decline, the secured debt of Casino Queen was sold to a third-party casino operator at a discount and the Company no longer expected the Casino Queen Loan to be repaid.
−Removed: Therefore, the Company recorded an impairment charge of $13.0 million through the Consolidated Statement of Income for the year ended December 31, 2019 to reflect the write-off of the Casino Queen Loan.
+Added: Depreciation expense increased by $5.5 million, or 2.4%, to $236.4 million for the year ended December 31, 2021 as compared to the year ended December 31, 2020, primarily due to the Company's acquisitions over the past year.
+Added: Provision for credit losses,net
+Added: For the year ended December 31, 2021, the Company recorded a $12.2 million provision for credit losses on the Maryland Live!
+Added: Lease which represented the Company's best estimate of losses over the life of the lease under ASC 326 "Credit Losses".
+Added: See Note 2 to the Consolidated Financial Statements, Allowance for Credit Losses, for further discussion.
+Added: Additionally, the Company recorded a $4 million recovery during the year ended December 31, 2021 for a payment received from Casino Queen in full satisfaction of a loan that was previously fully impaired.
Other income (expenses)
4 unchanged sentences
Interest income 197 569 (372) (65.4) %
+Added: Insurance gain 3,500 — 3,500 N/M
Losses on debt extinguishment — (18,113) 18,113 (100.0) %
Total other expenses $ (279,340) $ (299,686) $ 20,346 (6.8) %
−Removed: Interest expense
−Removed: For the year ended December 31, 2020, interest expense related to our fixed and variable rate borrowings was $282.1 million, as compared to $301.5 million in the year ended December 31, 2019.
−Removed: Interest expense decreased primarily due to refinancing activities, such as the issuance of $400 million of 3.35% senior unsecured notes due 2024 and $700 million of 4.000% senior unsecured notes due 2030 during the third quarter of 2019.
−Removed: These proceeds were utilized to repay higher cost unsecured borrowings with near term maturities.
−Removed: Interest expense also benefited from the first quarter 2020 redemption of $215.2 million of 4.875% senior unsecured notes that were due in November 2020 and $400.0 million of 4.375% of senior unsecured notes that were due in April 2021, which were funded by borrowings under our revolving credit facility.
−Removed: Towards the end of the first quarter of 2020, we fully drew down our revolving credit facility by borrowing just over $530 million to increase liquidity levels given the near term uncertainty associated with COVID-19.
−Removed: We subsequently repaid all of our outstanding advances on our revolving credit facility on June 25, 2020, with cash on hand and the net proceeds from our 4.00%, $500 million unsecured note issuance due in January 2031 and Term Loan A-2 borrowings.
−Removed: On August 18, 2020, we raised an additional $200 million of 4.00%, unsecured notes at a premium to par and used the proceeds to repay Term Loan A-1 borrowings.
−Removed: Although these latter two transactions had a negative impact on interest expense they further increased the duration and fixed rate nature of our debt profile.
+Added: Insurance gain
+Added: For the year ended December 31, 2021, the Company recognized insurance gains of $3.5 million due to an insurance claim related to the temporary closures of Hollywood Casino Perryville and Hollywood Casino Baton Rouge in 2020 related to COVID-19.
Losses on debt extinguishment
1 unchanged sentence
The Company recorded losses on the early extinguishment of debt related to the current year retirements of $18.1 million for the year ended December 31, 2020 primarily for call premium charges and debt issuance write-offs.
−Removed: On September 12, 2019, the Company completed a cash tender offer (the "2019 Tender Offer") to purchase its $1,000 million aggregate principal amount 4.875% Senior Unsecured Notes due 2020 (the "2020 Notes").
−Removed: The Company received early tenders from the holders of approximately $782.6 million in aggregate principal of the 2020 Notes, or approximately 78% of its outstanding 2020 Notes, in connection with the 2019 Tender Offer at a price of 102.337% of the unpaid principal amount plus accrued and unpaid interest through the settlement date.
−Removed: Subsequent to the early tender deadline, an additional $2.2 million in aggregate principal of the 2020 Notes was tendered at a price of 99.337% of the unpaid principal amount plus accrued and unpaid interest through the settlement date, for a total redemption of $784.8 million of the 2020 Notes.
−Removed: The Company recorded a loss on the early extinguishment of debt related to the 2019 Tender Offer, of approximately $21.0 million, for the difference between the reacquisition price of the tendered 2020 Notes and their net carrying value.
−Removed: Our income tax expense decreased $0.9 million for the year ended December 31, 2020 as compared to the year ended December 31, 2019.
+Added: Our income tax expense increased $24.5 million for the year ended December 31, 2021 as compared to the year ended December 31, 2020.
During the year ended December 31, 2021, we had income tax expense of approximately $28.3 million, compared to income tax expense of $3.9 million during the year ended December 31, 2020.
1 unchanged sentence
Our effective tax rate (income taxes as a percentage of income before income taxes) was 5.0% and 0.8% for the years ended December 31, 2021 and 2020, respectively.
+Added: The current year sale of the operations of Hollywood Casino Perryville and Hollywood Casino Baton Rouge, as well as deferred tax write off related to the sale of Hollywood Casino Baton Rouge resulted in a $18.9 million increase to income tax expense in 2021.
Liquidity and Capital Resources
1 unchanged sentence
Net cash provided by operating activities was $803.8 million and $428.1 million during the years ended December 31, 2021 and 2020, respectively.
−Removed: The decrease in net cash provided by operating activities of $322.2 million for the year ended December 31, 2020 as compared to the year ended December 31, 2019 was primarily due to a decrease in cash receipts from tenants and customers of $361.6 million, partially offset by $21.9 million and $13.4 million decreases in cash paid for operating expenses and interest, respectively.
−Removed: The decrease in cash receipts collected from our tenants and customers for the year ended December 31, 2020 as compared to the corresponding period in the prior year was primarily due to the recognition of $337.5 million in non-cash rent recognized in connection with the Tropicana Las Vegas and Morgantown transactions and the impact of COVID-19, which forced our TRS Properties to temporarily close in mid-March 2020 until May and June of 2020.
−Removed: The reason for the decline in cash paid for operating expenses is primarily attributable to the temporary closures of our TRS properties.
+Added: The increase in net cash provided by operating activities of $375.7 million for the year ended December 31, 2021 as compared to the prior year was primarily due to an increase in cash receipts from tenants and customers of $388.2 million, a decrease in cash paid to employees of $9.6 million and a decrease in cash paid for operating expenses of $2.5 million, partially offset by an increase in cash paid for taxes of $14.1 million and an increase in interest payments of $12.4 million.
+Added: The increase in cash receipts collected from our tenants and customers was primarily due to $337.5 million in non-cash rent recognized in connection with the Tropicana Las Vegas and Morgantown transactions in 2020, higher rental income from the Bally's Master Lease, the Perryville Lease, the Morgantown Lease, and the Casino Queen Master Lease, and higher percentage rent on the Penn Master Lease due to strong results at Hollywood Casino Columbus and Hollywood Casino Toledo (which were closed for part of 2020 due to COVID-19), along with the strong reopenings of our TRS Properties, which were forced to close in mid-March 2020 due to the impact of COVID-19.
+Added: These properties reopened in May 2020 and June 2020 as previously discussed.
+Added: The reduction in cash paid to employees was primarily due to lower bonus payouts in 2021 related to 2020 performance that was negatively impacted by COVID-19 as well as the sale of the operations of Hollywood Casino Perryville on July 1, 2021 and the sale of Hollywood Casino Baton Rouge on December 17, 2021.
+Added: The increase in taxes paid was due to the sale of Hollywood Casino Perryville and Hollywood Casino Baton Rouge and strong results at the TRS Properties prior to the sales.
+Added: The increase in interest payments is due primarily from the $700 million 4.000% senior unsecured note offering that was completed in June and August of 2020.
Investing activities used net cash of $1,030.8 million and $9.5 million during the years ended December 31, 2021 and 2020, respectively.
−Removed: Net cash used in investing activities during the year ended December 31, 2020 primarily consisted of capital expenditures of $3.1 million and $5.9 million for the acquisition of real estate assets primarily relating to the Evansville swap transaction.
−Removed: Net cash used in investing activities during the year ended December 31, 2019 primarily consisted of capital expenditures of $3.0 million, partially offset by proceeds from sales of property and equipment of $0.2 million.
−Removed: Financing activities provided net cash of $63.2 million during the year ended December 31, 2020 and used net cash of $746.4 million during the year ended December 31, 2019.
−Removed: Net cash provided by financing activities for the year ended December 31, 2020 was driven by $2,076.4 million of proceeds from the issuance of long-term debt and $320.9 million of net proceeds from the issuance of common stock.
−Removed: During the year ended December 31, 2020, we issued approximately 9.2 million shares of our common stock in a primary equity offering and approximately 0.1 million shares of common stock through our ATM.
−Removed: This was partially offset by repayments of long-term debt of $2,060.9 million, dividend payments of $230.5 million, $15.7 million of premium and related costs paid on the tender of senior unsecured notes, taxes paid related to shares withheld for tax purposes on restricted stock award vestings of $15.3 million and financing costs of $11.6 million.
−Removed: Net cash used in financing activities for the year ended December 31, 2019 was driven by repayments of long-term debt of $1,477.9 million, dividend payments of $589.1 million, $18.9 million of premium and related costs paid on the tender of senior unsecured notes, taxes paid related to shares withheld for tax purposes on restricted stock award vestings, net of stock option exercises of $9.1 million and financing costs of $10.0 million, partially offset by $1,358.9 million of proceeds from the issuance of long-term debt.
−Removed: During the year ended December 31, 2019, the Company issued $1,100.0 million par value in new senior unsecured notes, completed a cash tender for a portion of our 2020 Notes, partially repaid borrowings under our Term Loan A-1 and revolving credit facilities and launched a $600 million ATM Program.
+Added: Net cash used in investing activities during the year ended December 31, 2021 consisted of $487.5 million for the acquisition of real estate assets in the Bally's acquisitions and $592.2 million for the acquisition of the real estate assets of Maryland Live!
+Added: which was accounted for as an investment in lease, financing receivable.
+Added: The Company also incurred capital expenditures of $16.2 million, partially offset by the net proceeds received for the sale of the operations of Hollywood Casino Perryville to Penn of $30.8 million, proceeds from the sale of the operations of Hollywood Casino Baton Rouge to Casino Queen of $28.2 million, a loan loss recovery of $4.0 million, and proceeds from the sale of property of $2.1 million.
+Added: Net cash used in investing activities during the year ended December 31, 2020 primarily consisted of capital expenditures of $3.1 million and $5.9 million for the acquisition of real estate assets primarily related to the Evansville swap transaction.
+Added: Financing activities provided net cash of $443.1 million and $63.2 million during the years ended December 31, 2021 and 2020, respectively.
+Added: Net cash provided by financing activities for the year ended December 31, 2021 was driven by $795.0 million of proceeds from the issuance of long-term debt and $662.3 million of net proceeds from the issuance of common stock, partially offset by the repayment of long term debt of $363.4 million relating to the Maryland Live!
+Added: transaction, dividend payments of $633.9 million and taxes paid related to shares withheld for tax purposes on restricted stock award vestings of $9.9 million.
+Added: During the year ended December 31, 2020, the Company raised $2,076.4 million of proceeds from the issuance of long term debt and $320.9 million of net proceeds from the issuance of common stock.
+Added: This was partially offset by repayments of long-term debt of $2,076.6 million, dividend payments of $230.5 million and taxes paid related to shares withheld for tax purposes on restricted stock award vestings of $15.3 million.
Capital Expenditures
6 unchanged sentences
Our tenants are responsible for capital maintenance expenditures at our leased properties.
+Added: However, during 2021, $5.2 million was incurred on capital project expenditures related to a landside development project at Hollywood Casino Baton Rouge and $8.7 million was incurred on capital project expenditures related to an expansion at Casino Queen.
Senior Unsecured Credit Facility
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Additionally, the Company borrowed incremental Term Loans A-2 totaling $200 million.
−Removed: Furthermore, on June 25, 2020, the Company also closed on an offering of $500 million of 4.00% unsecured senior notes due in January 2031 priced at a slight discount to par.
+Added: Furthermore, on June 25, 2020, the Company also closed on an offering of $500 million of 4.00% unsecured senior notes due in January 2031 priced at an issue price equal to 98.827% of the principal amount.
The Company utilized the proceeds from these two financings along with cash on hand to repay all outstanding obligations under its Revolver.
−Removed: On August 18, 2020, the Company borrowed an additional $200 million of 4.00% unsecured senior notes due in January 2031 priced at a premium to par.
+Added: On August 18, 2020, the Company borrowed an additional $200 million of 4.00% unsecured senior notes due in January 2031 at an issue price equal to 103.824% of the principal amount.
The Company utilized the net proceeds from this additional borrowing to repay indebtedness under the Term Loan A-1 facility.
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No amounts were outstanding under the Revolver.
−Removed: Additionally, at December 31,
−Removed: 2020, the Company was contingently obligated under letters of credit issued pursuant to the Amended Credit Facility with face amounts aggregating approximately $0.4 million, resulting in $1,174.6 million of available borrowing capacity under the Revolver.
+Added: Additionally, at December 31, 2021, the Company was contingently obligated under letters of credit issued pursuant to the Amended Credit Facility with face amounts aggregating approximately $0.4 million, resulting in $1,174.6 million of available borrowing capacity under the Revolver.
The interest rates payable on the loans are, at the Company's option, equal to either a LIBOR rate or a base rate plus an applicable margin, which ranges from 1.0% to 2.0% per annum for LIBOR loans and 0.0% to 1.0% per annum for base rate loans, in each case, depending on the credit ratings assigned to the Amended Credit Facility.
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At December 31, 2021, the commitment fee rate was 0.25%.
−Removed: The Company is not required to repay any loans under the Amended Credit Facility prior to maturity and may prepay all or any portion of the loans under the Amended Credit Facility prior to maturity without premium or penalty, subject to reimbursement of any LIBOR breakage costs of the lenders.
+Added: The Company is not required to repay any loans under the Amended Credit Facility prior to maturity and may
+Added: prepay all or any portion of the loans under the Amended Credit Facility prior to maturity without premium or penalty, subject to reimbursement of any LIBOR breakage costs of the lenders.
The Company's wholly owned subsidiary, GLP Capital, is the primary obligor under the Amended Credit Facility, which is guaranteed by GLPI.
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At December 31, 2021, the Company had an outstanding balance of $6,175.0 million of senior unsecured notes (the "Senior Notes").
+Added: On December 13, 2021, the Company issued $800 million of 3.25% senior unsecured notes due January 2032 at an issue price equal to 99.376% of the principal amount.
+Added: The proceeds are being used to partially finance the Company's acquisition of certain real estate assets in the Cordish transaction as described in Note 7.
In the first quarter of 2020, the Company redeemed all $215.2 million aggregate principal amount of the Company’s outstanding 4.875% senior unsecured notes due in November 2020 and all $400 million aggregate principal amount of the Company’s outstanding 4.375% senior unsecured notes due in April 2021, incurring a loss on the early extinguishment of debt related to the redemption of $17.3 million, primarily for call premium charges and debt issuance write-offs.
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On September 12, 2019, the Company completed a cash tender offer (the "2019 Tender Offer") to purchase its $1,000 million aggregate principal amount 4.875% Senior Unsecured Notes due 2020 (the "2020 Notes").
−Removed: The Company received early tenders from the holders of approximately $782.6 million in aggregate principal of the 2020 Notes, or approximately 78% of its
−Removed: outstanding 2020 Notes, in connection with the 2019 Tender Offer at a price of 102.337% of the unpaid principal amount plus accrued and unpaid interest through the settlement date.
+Added: The Company received early tenders from the holders of approximately $782.6 million in aggregate principal of the 2020 Notes, or approximately 78% of its outstanding 2020 Notes, in connection with the 2019 Tender Offer at a price of 102.337% of the unpaid principal amount plus accrued and unpaid interest through the settlement date.
Subsequent to the early tender deadline, an additional $2.2 million in aggregate principal of the 2020 Notes was tendered at a price of 99.337% of the unpaid principal amount plus accrued and unpaid interest through the settlement date, for a total redemption of $784.8 million of the 2020 Notes.
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The Senior Notes also are subject to mandatory redemption requirements imposed by gaming laws and regulations.
−Removed: The Senior Notes were issued by GLP Capital, L.P.
−Removed: and GLP Financing II, Inc.
−Removed: (the "Issuers"), two wholly-owned subsidiaries of GLPI, and are guaranteed on a senior unsecured basis by GLPI.
−Removed: The guarantees of GLPI are full and unconditional.
−Removed: The Senior Notes are the Issuers' senior unsecured obligations and rank pari passu in right of payment with all of the Issuers' senior indebtedness, including the Credit Facility, and senior in right of payment to all of the Issuers' subordinated indebtedness, without giving effect to collateral arrangements.
+Added: The Senior Notes were issued by GLP Capital and GLP Financing II, Inc.
+Added: (the "Issuers"), two wholly-owned subsidiaries of GLPI both of which are consolidated by GLPI, and are guaranteed on a senior unsecured basis by GLPI which such guarantees are full and unconditional.
+Added: The Senior Notes are the Issuers' senior unsecured obligations and rank pari passu in right of payment with all of the Issuers' senior indebtedness, including the Amended Credit Facility, and senior in right of payment to all of the Issuers' subordinated indebtedness, without giving effect to collateral arrangements.
+Added: GLPI is not subject to any material or significant restrictions on its ability to obtain funds from its subsidiaries through dividends or loans or to transfer assets from such subsidiaries, except as provided by applicable law and the covenants listed below.
+Added: None of GLPI's other subsidiaries guarantee the Senior Notes.
The Senior Notes contain covenants limiting the Company’s ability to:
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These covenants are subject to a number of important and significant limitations, qualifications and exceptions.
+Added: GLPI owns all of the assets of GLP Capital and conducts all of its operations through the operating partnership.
+Added: Based on the amendments to Rule 3-10 of Regulation S-X that the SEC released on January 4, 2021, we note that since GLPI fully and unconditionally guarantees the debt securities of the Issuers and consolidates both Issuers, we are not required to provide separate financial statements for the Issuers and GLPI since they are consolidated into GLPI and the GLPI guarantee is “full and unconditional.”
+Added: Furthermore, as permitted under Rule 13-01(a)(4)(vi), we excluded the summarized financial information for the Issuers because the assets, liabilities and results of operations of the Issuers and GLPI are not materially different than the corresponding amounts in GLPI’s consolidated financial statements and we believe such summarized financial information would be repetitive and would not provide incremental value to investors.
At December 31, 2021, the Company was in compliance with all required financial covenants under its Senior Notes.
−Removed: Finance Lease Liability
−Removed: The Company assumed the finance lease obligations related to certain assets at its Aurora, Illinois property.
−Removed: GLPI recorded the asset and liability associated with the finance lease on its consolidated balance sheet.
−Removed: The original term of the finance lease is 30 years and it will terminate in 2026.
−Removed: Summarized financial information for Subsidiary Issuers and Parent Guarantor
−Removed: As of December 31, 2020 As of December 31, 2019
−Removed: Real estate investments, net $ 2,720,767 $ 2,514,806
−Removed: Real estate loans — 246,000
−Removed: Right-of-use assets and land rights, net 121,866 181,593
−Removed: Cash and cash equivalents 480,066 4,281
−Removed: Long term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts 5,754,689 5,737,962
−Removed: Accrued interest 72,285 60,695
−Removed: Lease liabilities 58,654 89,856
−Removed: Deferred rental revenue 265,891 271,837
−Removed: For the year ended December 31, 2020 For the year ended December 31, 2019
−Removed: Revenues $ 580,428 $ 575,451
−Removed: Income from operations 446,708 384,170
−Removed: Interest expense (282,142) (301,520)
−Removed: Net income 146,323 61,734
−Removed: The financial information presented above is that of the subsidiary issuers and parent guarantor and the financial information of non-issuer subsidiaries has been excluded.
−Removed: The financial information of subsidiary issuers and the parent guarantor has been presented on a combined basis;
−Removed: however, the only asset on the parent guarantor balance sheet is its investment in subsidiaries which is not included in the presentation above in accordance with the disclosure requirements.
−Removed: We had no off-balance sheet arrangements at December 31, 2020 and 2019.
Distribution Requirements
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We intend to make distributions to our shareholders to comply with the REIT requirements of the Code.
−Removed: While the Company's Board of Directors declared a cash dividend of $0.70 for the first quarter of 2020, quarterly dividends of $0.60 per share on the Company's common stock were declared for both the second, third and fourth quarters.
−Removed: These dividends consisted of a combination of cash and shares of the Company's common stock.
−Removed: The cash component of the dividend (other than cash paid in lieu of fractional shares) did not exceed 20% in the aggregate, or $0.12 per share, with the balance, or $0.48 per share, payable in shares of the Company's common stock.
−Removed: This quarterly dividend level reflected the impact of the COVID-19 closures on the Company's business.
LIBOR Transition
−Removed: The majority of our debt is at fixed rates and our exposure to variable interest rates is currently limited to our revolving credit facility and our Term Loan A-2.
−Removed: Both of these debt instruments are indexed to LIBOR which is expected to be phased out during late 2021 through mid-2023.
+Added: The majority of our debt is at fixed rates and our exposure to variable interest rates is currently limited to our Revolver and our Term Loan A-2.
+Added: Both of these debt instruments are indexed to LIBOR which is expected to be phased out through mid-2023.
The discontinuance of LIBOR would affect our interest expense and earnings.
The borrowings under our Amended Credit Facility will be subject to the expected LIBOR transition.
−Removed: LIBOR is currently expected
−Removed: to transition to a new standard rate, the Secured Overnight Financing Rate (“SOFR”).
+Added: LIBOR is currently expected to transition to a new standard rate, the Secured Overnight Financing Rate (“SOFR”).
We are currently monitoring the transition and cannot be certain whether SOFR will become the standard rate for our variable rate debt.
−Removed: Based on our current level of operations and anticipated earnings, we believe that cash generated from operations and cash on hand, together with amounts available under our Amended Credit Facility, will be adequate to meet our anticipated debt service requirements, capital expenditures, working capital needs and dividend requirements.
−Removed: During 2020, we refinanced our near term debt obligations and as such have no significant obligations coming due until 2023 and we issued common shares in advance of the planned 2021 closing of the Bally's transaction.
−Removed: We also announced a project to move our Hollywood Casino Baton Rouge property landside in early 2022.
−Removed: On December 15, 2020, we announced that Penn had exercised its option to acquire the gaming operations at Hollywood Casino Perryville for $31.1 million and that we entered into an agreement to sell the gaming operations of Hollywood Casino Baton Rouge for $28.2 million to Casino Queen.
−Removed: The Company will retain ownership of the real estate assets at Hollywood Casino Baton Rouge and will simultaneously enter into the Casino Queen Master Lease.
−Removed: Rent under the Casino Queen Master Lease will be adjusted upon completion of the project to reflect a yield of 8.25% on the Company's project costs.
−Removed: Both transactions are expected to close in the second half of 2021, subject to regulatory approvals and other customary closing conditions.
+Added: Based on our current level of operations and anticipated earnings, we believe that cash generated from operations and cash on hand, together with amounts available under our Amended Credit Facility, will be adequate to meet our anticipated debt service requirements, pending acquisition costs for our Pennsylvania transactions with Cordish that will total approximately $698 million, inclusive of estimated real estate transfer taxes and fees (of which $575 million will require cash with the remainder funded in additional operating units) and the $150 million purchase price for the real estate of Bally's Black Hawk and Rock Island properties, capital expenditures, working capital needs and dividend requirements.
+Added: Additionally, we anticipate the sale of the non-land real estate assets at Tropicana Las Vegas to Bally's will result in $150.0 million of proceeds.
In addition, we expect the majority of our future growth to come from acquisitions of gaming and other properties to lease to third parties.
−Removed: If we consummate significant acquisitions in the future, our cash requirements may increase significantly and we would likely need to raise additional proceeds through a combination of either common equity (including under our ATM Program) and/or debt offerings.
+Added: If we consummate significant acquisitions in the future, our cash requirements may increase significantly and we would likely need to raise additional proceeds through a combination of either common equity (including under our ATM Program), issuance of additional operating partnership units, and/or debt offerings.
+Added: In addition, although we have no significant debt maturities in 2022, the Company intends to refinance its Amended Credit Facility and certain senior unsecured note obligations in advance of their maturity dates in 2023.
Our future operating performance and our ability to service or refinance our debt will be subject to future economic conditions and to financial, business and other factors, many of which are beyond our control.
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.