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Item 1. Financial Statements

2023-07-27 compared with 2023-04-27 · 157 added, 118 removed, 730 unchanged (27% of the section changed)

21 unchanged sentences

Commitments and Contingencies (Note 8)

Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at March 31, 2023 and December 31, 2022)

Common stock ($ .01 par value, 500,000,000 shares authorized, 262,355,725 and 260,727,030 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively)

Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at June 30, 2023 and December 31, 2022)

Common stock ($ .01 par value, 500,000,000 shares authorized, 262,640,178 and 260,727,030 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively)

Additional paid-in capital 5,651,612 5,573,567

1 unchanged sentence

Total equity attributable to Gaming and Leisure Properties 3,750,912 3,777,958

Noncontrolling interests in GLPI's Operating Partnership ( 7,653,326 units and 7,366,683 units outstanding at March 31, 2023 and December 31, 2022, respectively)

Noncontrolling interests in GLPI's Operating Partnership ( 7,653,326 units and 7,366,683 units outstanding at June 30, 2023 and December 31, 2022, respectively)

351,962 340,138

6 unchanged sentences

(in thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

Rental income $ 319,236 $ 289,574 $ 637,204 $ 577,351

Interest income from investment in leases, financing receivables 37,353 36,939 74,599 64,128

Total revenues 355,214 314,966

Total income from real estate 356,589 326,513 711,803 641,479

Operating expenses

1 unchanged sentence

General and administrative 12,639 12,212 29,089 27,944

Gains from dispositions of property — ( 51 )

Losses (gains) from dispositions of property — — — ( 51 )

Impairment charge on land — 3,298 — 3,298

Depreciation 65,731 59,964 131,285 119,093

34 unchanged sentences

Balance, March 31, 2023 262,355,725 $ 2,624 $ 5,632,246 $ ( 1,869,643 ) $ 352,964 $ 4,118,191

Issuance of common stock, net of costs 284,453 2 14,353 — — 14,355

Restricted stock activity

— — 5,013 — — 5,013

Dividends paid ( $ 0.72 per common share)

— — — ( 189,313 ) — ( 189,313 )

Distributions to non-controlling interest — — — — ( 5,509 ) ( 5,509 )

— — — 155,630 4,507 160,137

Balance, June 30, 2023 262,640,178 $ 2,626 $ 5,651,612 $ ( 1,903,326 ) $ 351,962 $ 4,102,874

Common Stock Additional

12 unchanged sentences

Balance, March 31, 2022 247,544,343 $ 2,475 $ 4,949,638 $ ( 1,823,139 ) $ 339,511 $ 3,468,485

Issuance of common stock, net of costs — — — — — —

Restricted stock activity

— — 4,308 — — 4,308

Dividends paid ( $ 0.705 per common share)

— — — ( 174,724 ) — ( 174,724 )

Distributions to non-controlling interest — — — — ( 5,194 ) ( 5,194 )

— — — 151,314 4,473 155,787

Balance, June 30, 2022 247,544,343 $ 2,475 $ 4,953,946 $ ( 1,846,549 ) $ 338,790 $ 3,448,662

See accompanying notes to the condensed consolidated financial statements.

3 unchanged sentences

(in thousands, unaudited)

Three months ended March 31, 2023 2022

Six months ended June 30, 2023 2022

Operating activities

8 unchanged sentences

Straight-line rent adjustments ( 17,503 ) 1,523

Impairment charge on land — 3,298

Losses on debt extinguishment 556 2,189

(Benefit) Provision for credit losses, net ( 5,653 ) 26,656

Provision for credit losses, net 22,399 28,878

(Increase), decrease

40 unchanged sentences

On July 1, 2021, the Company sold the operations of Hollywood Casino Perryville to PENN and leased the real estate to PENN pursuant to a standalone lease.

On December 17, 2021, the Company sold the operations of Hollywood Casino Baton Rouge to Casino Queen Holding Company ("Casino Queen") and leased the real estate to Casino Queen pursuant to the Casino Queen Master Lease as described below.

On December 17, 2021, the Company sold the operations of Hollywood Casino Baton Rouge to The Queen Casino & Entertainment Inc., formerly known as CQ Holding Company, Inc., ("Casino Queen") and leased the real estate to Casino Queen pursuant to the Casino Queen Master Lease as described below.

On December 17, 2021, GLPI declared a special dividend to the Company's shareholders to distribute the accumulated earnings and profits attributable to these sales.

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

As of March 31, 2023, GLPI’s portfolio consisted of interests in 59 gaming and related facilities, the real property associated with 34 gaming and related facilities operated by PENN, the real property associated with 7 gaming and related facilities operated by Caesars Entertainment Corporation (NASDAQ:

As of June 30, 2023, GLPI’s portfolio consisted of interests in 59 gaming and related facilities, the real property associated with 34 gaming and related facilities operated by PENN, the real property associated with 7 gaming and related facilities operated by Caesars Entertainment Corporation (NASDAQ:

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

1 unchanged sentence

These facilities, including our corporate headquarters building, are geographically diversified across 18 states and contain approximately 30.2 million square feet.

As of March 31, 2023, the Company's properties were 100 % occupied.

As of June 30, 2023, the Company's properties were 100 % occupied.

GLPI expects to continue growing its portfolio by pursuing opportunities to acquire additional gaming facilities to lease to gaming operators under prudent terms.

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

On June 15, 2020, the Company 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 years, 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, Isle Casino Waterloo ("Waterloo"), Isle Casino Bettendorf ("Bettendorf") or Isle of Capri Casino Boonville, provided that the aggregate value of such new property, individually or collectively, was 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.

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 and annual building base rent, (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 years, 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, Isle Casino Waterloo ("Waterloo"), Isle Casino Bettendorf ("Bettendorf") or Isle of Capri Casino Boonville, provided that the aggregate value of such new property, individually or collectively, was 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.

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.

On December 18, 2020, the Company and Caesars entered into an amendment to the Amended and Restated Caesars Master Lease (as amended, the "Second Amended and Restated Caesars Master Lease") in connection with the completion of an Exchange Agreement (the "Exchange Agreement") with subsidiaries of Caesars in which Caesars transferred to the Company the real estate assets of Waterloo and Bettendorf in exchange for the transfer by the Company to Caesars of the real property assets of Tropicana Evansville, plus a cash payment of $ 5.7 million.

In connection with the Exchange Agreement, the annual building base rent was increased to $ 62.5 million and the annual land component was increased to $ 23.7 million.

In connection with the Exchange Agreement, the annual building base rent and the annual land base rent was increased.

Horseshoe St.

14 unchanged sentences

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.

The real estate assets of these two facilities were added to a new triple net master lease (the "Bally's Master Lease") which has initial annual rent of $ 40.0 million and an initial term of 15 years, with no purchase option, followed by four 5 year renewal options (exercisable by the tenant) on the same terms and conditions.

On April 1, 2022, the Company completed the previously announced acquisition from Bally's of the land and real estate assets of Bally's three Black Hawk Casinos in Black Hawk, Colorado and Bally's Quad Cities Casino & Hotel in Rock Island, Illinois for $ 150 million in total consideration.

These properties were added to the existing Bally's Master Lease and the initial rent for the lease was increased by $ 12.0 million on an annual basis.

On January 3, 2023, the Company closed its previously announced acquisition from Bally's of the land and real estate assets of Bally's Biloxi and Bally's Tiverton for $ 635.0 million in total consideration, inclusive of $15 million in the form of OP units.

These properties were added to the existing Bally's Master Lease.

The initial annual rent for the lease was increased by $ 48.5 million on an annual basis.

All rent in the Bally's Master Lease is subject to contractual escalations based on the Consumer Price Index ("CPI"), with a 1% floor and 2% ceiling, subject to the CPI meeting a 0.5% threshold.

The real estate assets of these two facilities were added to a new triple net master lease (the "Bally's Master Lease") the annual rent of which is subject to contractual escalations based on the Consumer Price Index ("CPI") with a 1 % floor and a 2 % ceiling, subject to the CPI meeting a 0.5 % threshold.

The Bally's Master Lease has an initial term of 15 years, with no purchase option, followed by four 5 year renewal options (exercisable by the tenant) on the same terms and conditions.

On April 1, 2022 and January 3, 2023, the Company completed additional acquisitions of various land and real estate assets of Bally's casinos, namely Bally's Biloxi, Bally's Tiverton, Bally's Black Hawk and Bally's Quad Cities.

These properties were added to the existing Bally's Master Lease with annual rent increases that are subject to the escalation clauses described above.

In connection with GLPI’s commitment to consummate the Bally’s Biloxi and Bally's Tiverton acquisitions, the Company also agreed to pre-fund, at Bally’s election, a deposit of up to $ 200.0 million, which was funded in September 2022 and recorded in Other assets on the Condensed Consolidated Balance Sheet at December 31, 2022.

4 unchanged sentences

On September 26, 2022, Bally’s acquired both GLPI’s building assets and PENN's outstanding equity interests in Tropicana Las Vegas for an aggregate cash acquisition price, net of fees and expenses, of approximately $ 145 million, which resulted in a pre-tax gain of $ 67.4 million, $ 52.8 million after-tax.

GLPI retained ownership of the land and concurrently entered into a ground lease for an initial term of 50 years (with a maximum term of 99 years inclusive of tenant renewal options) with initial annual rent of $ 10.5 million.

GLPI retained ownership of the land and concurrently entered into a ground lease for an initial term of 50 years (with a maximum term of 99 years inclusive of tenant renewal options).

All rent is subject to contractual escalations based on the CPI, with a 1 % floor and 2 % ceiling, subject to the CPI meeting a 0.5 % threshold.

The ground lease is supported by a Bally’s corporate guarantee and cross-defaulted with the Bally's Master Lease (the "Tropicana Las Vegas Lease").

On May 13, 2023 the Company, Tropicana Las Vegas, Inc., a Nevada corporation and wholly owned subsidiary of Bally’s, and Athletics Holdings LLC (“Athletics”), which owns the Major League Baseball (“MLB”) team currently known as the Oakland Athletics (the “Team”), entered into a binding letter of intent (the “LOI”) setting forth the terms for developing a stadium that would serve as the home venue for the Team (the “Stadium”).

The Stadium is expected to complement the potential resort redevelopment envisioned at our 35 -acre property in Clark County, Nevada (the “Tropicana Site”), owned indirectly by GLPI through its indirect subsidiary, Tropicana Land LLC, a Nevada limited liability company and leased by GLPI to Bally’s pursuant to the Tropicana Las Vegas Lease.

The LOI allows for Athletics to be granted fee ownership by GLPI of approximately 9 acres of the Tropicana Site for construction of the Stadium.

The LOI provides that following the Stadium site transfer, there will be no reduction in the rent obligations of Bally’s on the remaining portion of the Tropicana Site or other modifications to the ground lease, and that to the extent GLPI has any consent or approval rights under the Tropicana Las Vegas Lease, such rights shall remain enforceable unless expressly modified in writing in the definitive documents.

Bally's and GLPI are agreeing to provide the Stadium site transfer in exchange for the benefits that the Stadium is expected to bring to the Tropicana Site.

The LOI provides that Athletics shall pay all the costs associated with the design, development, and construction of the Stadium and Bally’s shall pay all costs for the redevelopment of the casino and hotel resort amenities.

GLPI is expected to commit to up to $ 175.0 million of funding for hard construction costs, such as demolition and site preparation and build out of minimum public spaces needed for utilization of the Stadium (including, without limitation, a food, beverage and retail entrance plaza and structured parking).

The LOI provides that during the development period, rent will be due at 8.5 % of what has been funded, provided that the first $ 15.0 million advanced for the costs of construction of the food, beverage and retail entrance plaza shall not be subject to increased rent.

GLPI may have the opportunity to fund additional amounts of the construction under certain circumstances.

In addition, the LOI provides that the transaction will be subject to customary approvals and other conditions, including, without limitation, the approval of the MLB owners to relocate the Team on or before December 1, 2023, and certain approvals by the Nevada Gaming Control Board and Nevada Gaming Commission.

Morgantown Lease

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

The Company is leasing the land back to an affiliate of PENN for an initial term of 20 years, followed by six 5-year renewal options exercisable by the tenant (the "Morgantown Lease").

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

The Company is leasing the land back to an affiliate of PENN for an initial term of 20 years, followed by six 5-year renewal options exercisable by the tenant.

On the opening date and on each anniversary thereafter 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 commencing on the fourth anniversary of the opening date and for each anniversary thereafter, (i) 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 (ii) if the CPI increase is less than 0.5 %for such lease year, then the rent shall not increase for such lease year (the "Morgantown Lease").

Hollywood Casino Morgantown opened on December 22, 2021.

Casino Queen Master Lease

3 unchanged sentences

Louis that was leased by the Company to Casino Queen and the Hollywood Casino Baton Rouge facility ("Casino Queen Master Lease").

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) on the same terms and conditions.

This rental amount will be increased annually by 0.5 % for the first six years.

The lease has an initial term of 15 years with four 5-year renewal options (exercisable by the tenant) on the same terms and conditions.

The annual rent increases by 0.5 % for the first six years.

Beginning with the seventh lease year through the remainder of the lease term, if the CPI increases by at least 0.25 % for any lease year then annual rent shall be increased by 1.25 %, and if the CPI increase is less than 0.25 % then rent will remain unchanged for such lease year.

Additionally, the Company will complete the current landside development project that is in process and the rent under the Casino Queen Master Lease will be adjusted upon delivery to reflect a yield of 8.25 % on GLPI's project costs.

Additionally, the Company anticipates the current landside development project will be completed in late August 2023 and the rent under the Casino Queen Master Lease will be adjusted upon opening to reflect a yield of 8.25 % on GLPI's project costs which are anticipated to approximate $78 million.

The Company will also have a right of first refusal with Casino Queen for other sale leaseback transactions up to $ 50 million until December 2023.

5 unchanged sentences

Casino Pittsburgh, including applicable long-term ground leases, from affiliates of Cordish for aggregate consideration of approximately $ 1.81 billion, excluding transaction costs at deal announcement.

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.

On December 29, 2021, the Company completed its acquisition of the real property assets of Live!

8 unchanged sentences

Lease both have initial lease terms of 39 years, with a maximum term of 60 years inclusive of tenant renewal options.

The annual rent for the Maryland Live!

Lease is $ 75.0 million and the Pennsylvania Live!

Master Lease is $ 50.0 million, both of which have a 1.75 % fixed yearly escalator on the entirety of rent commencing on the leases' second anniversary.

The annual rent for both leases has a 1.75 % fixed yearly escalator on the entirety of rent commencing on the leases' second anniversary.

Basis of Presentation

10 unchanged sentences

Actual results could differ from those estimates.

Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023.

Operating results for the three and six months ended June 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023.

The consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2022 (our "Annual Report") should be read in conjunction with these condensed consolidated financial statements.

14 unchanged sentences

Investment in leases - financing receivables, net $ 1,891,789 $ 1,903,195

The present value of the net investment in the lease payment receivable and unguaranteed residual value at March 31, 2023 was $1,876.0 million and $51.8 million compared to $1,871.5 million and $50.8 million at December 31, 2022.

At March 31, 2023, minimum lease payments owed to us for each of the five succeeding years under the Company's financing receivables were as follows (in thousands):

The present value of the net investment in the lease payment receivable and unguaranteed residual value at June 30, 2023 was $ 1,880.5 million and $ 52.8 million compared to $ 1,871.5 million and $ 50.8 million at December 31, 2022.

At June 30, 2023, minimum lease payments owed to us for each of the five succeeding years under the Company's financing receivables were as follows (in thousands):

Year ending December 31, Future Minimum Lease Payments

2 unchanged sentences

Total $ 6,612,922

The Company follows ASC 326 “Credit Losses”, which requires that the Company measure and record current expected credit losses (“CECL”), the scope of which includes our Investment in leases, financing receivables, net, which do not include any unfunded commitments.

The Company has elected to use an econometric default and loss rate model to estimate the allowance for credit losses, or CECL allowance.

1 unchanged sentence

The Company then records a CECL allowance based on the expected loss rate multiplied by the outstanding investment in lease balance.

Expected losses within our cash flows are determined by estimating the probability of default (“PD”) and loss given default (“LGD”) of our Investment in leasesfinancing receivables, net.

Expected losses within our cash flows are determined by estimating the probability of default (“PD”) and loss given default (“LGD”) of our Investment in leases financing receivables, net.

We have engaged a nationally recognized data analytics firm to assist us with estimating both the PD and LGD.

The PD and LGD are estimated during the initial term of the leases.

The PD and LGD are estimated during the initial term of the leases and real estate loans.

The PD and LGD estimates for the lease term were developed using current financial condition forecasts.

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 receivables.

Management will monitor the credit risk related to its financing receivable by obtaining

the rent coverage on the lease on a periodic basis.

Management will monitor the credit risk related to its financing receivable by obtaining the rent coverage on the lease on a periodic basis.

The Company also monitors legislative changes to assess whether it would have an impact on the underlying performance of its tenant.

We are unable to use our historical data to estimate losses as the Company has no loss history to date on its lease portfolio.

Our tenants were current on all of their rental obligations as of March 31, 2023 and December 31, 2022.

We are unable to use our

historical data to estimate losses as the Company has no loss history to date on its lease portfolio.

Our tenants were current on all of their rental obligations as of June 30, 2023 and December 31, 2022.

The change in the allowance for credit losses for the Company's financing receivables is illustrated below (in thousands):

5 unchanged sentences

Ending balance at March 31, 2023 $ 3,214 $ 10,257 $ 13,471

Change in allowance 8,142 19,910 28,052

Ending balance at June 30, 2023 $ 11,356 $ 30,167 $ 41,523

Maryland Live!

4 unchanged sentences

Ending balance at March 31, 2022 $ 6,605 $ 32,277 $ 38,882

The amortized cost basis of the Company's investment in leases, financing receivables by year of origination is shown below as of March 31, 2023 (in thousands):

Change in allowance 1,783 439 2,222

Ending balance at June 30, 2022 $ 8,388 $ 32,716 $ 41,104

The amortized cost basis of the Company's investment in leases, financing receivables by year of origination is shown below as of June 30, 2023 (in thousands):

Origination year

2 unchanged sentences

Allowance for credit losses ( 30,167 ) ( 11,356 ) ( 41,523 )

Amortized cost basis at March 31, 2023

Amortized cost basis at June 30, 2023

$ 670,049 $ 1,221,740 $ 1,891,789

Allowance as a percentage of outstanding financing receivable ( 4.31 ) % ( 0.92 ) % ( 2.15 ) %

During the three months ended March 31, 2023, the underlying casino operations in the Pennsylvania Live!

Master Lease outperformed the budgeted expectations that were utilized in the reserve calculation at December 31, 2022.

This was the primary reason for the reduction in reserves at March 31, 2023 compared to December 31, 2022.

The Company recorded an initial allowance for credit losses of $32.3 million on the Pennsylvania Live!

During the three months ended June 30, 2023, a significant provision for credit losses was recorded on both the Maryland Live!

Lease and Pennsylvania Live!

Master Lease as the result of a decline in the estimated real estate values underlying the Company's Investment in leases, financing receivables.

These values are estimated based on long term projections of the Commercial Real Estate Price Index which, as of June 30, 2023 declined and are anticipated to remain at depressed levels for several quarters based on the third party economic forecast the Company's utilizes to calculate its reserve for credit losses.

During the six months ended June 30, 2022, the Company recorded a provision for credit losses, net of $ 28.9 million This was primarily due to an initial allowance for credit losses of $32.3 million on the Pennsylvania Live!

Master Lease which was originated on March 1, 2022.

During the three months ended March 31, 2022, the Company received an updated earnings forecast from its tenant on the Maryland Live!

Casino & Hotel operations for 2022.

This resulted in an improved rent coverage ratio in its reserve calculation which led to a reduction in the Maryland Live!

Lease reserve at March 31, 2022 compared to its balance at December 31, 2021.

This was partially offset by a benefit recorded on the Maryland Live!

Lease due to improved performance at that facility compared to previous expectations.

This resulted in an improved rent coverage ratio in the Company's reserve calculation which led to a reduction in the Maryland Live!

Lease reserve at June 30, 2022 compared to December 31, 2021.

The reason for the higher allowance for credit losses as a percentage of the outstanding investment in leases for the Pennsylvania Live!

3 unchanged sentences

Master Lease.

Future changes in economic probability factors and earnings assumptions at the underlying facilities may result in non-cash provisions or recoveries in future periods that could materially impact our results of operations.

Future changes in economic probability factors, changes in the estimated value of our real estate property leased to Cordish and earnings assumptions at the underlying facilities may result in non-cash provisions or recoveries in future periods that could materially impact our results of operations.

Real Estate Investments

21 unchanged sentences

Components of the Company's right-of use assets and land rights, net are detailed below (in thousands):

March 31, 2023 December 31, 2022

June 30, 2023 December 31, 2022

Right-of use assets - operating leases

9 unchanged sentences

Land rights, net $ 646,245 $ 652,824

As of March 31, 2023, estimated future amortization expense related to the Company’s land rights by fiscal year is as follows (in thousands):

As of June 30, 2023, estimated future amortization expense related to the Company’s land rights by fiscal year is as follows (in thousands):

Year ending December 31,

3 unchanged sentences

Operating Lease Liabilities

At March 31, 2023, payments under the Company's operating lease liabilities were as follows (in thousands):

At June 30, 2023, payments under the Company's operating lease liabilities were as follows (in thousands):

Year ending December 31,

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The components of lease expense were as follows (in thousands):

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

Operating lease cost $ 3,744 $ 3,370 $ 7,518 $ 6,740

5 unchanged sentences

Supplemental balance sheet information related to the Company's operating leases was as follows:

March 31, 2023

June 30, 2023

Weighted average remaining lease term - operating leases 50.91 years

1 unchanged sentence

Supplemental cash flow information related to the Company's operating leases was as follows:

Three Months Ended March 31,

(in thousands)

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

(in thousands) (in thousands)

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from operating leases (1)

$ 405 $ 404 $ 809 $ 809

(1) The Company's cash paid for operating leases is significantly less than the lease cost for the same period due to the majority of the Company's ground lease rent being paid directly to the landlords by the Company's tenants.

8 unchanged sentences

The Company discounted the fixed minimum annual payments at 5.0% to arrive at the initial lease obligation.

At March 31, 2023, payments under the Company's financing lease liabilities were as follows (in thousands):

At June 30, 2023, payments under the Company's financing lease liabilities were as follows (in thousands):

2023 (remainder of year) $ 1,116

31 unchanged sentences

$ 6,248,838 $ 6,128,468

The following is a schedule of future minimum repayments of long-term debt as of March 31, 2023 (in thousands):

The following is a schedule of future minimum repayments of long-term debt as of June 30, 2023 (in thousands):

2023 (remainder of year) $ 75

2026 1,035,114

Over 5 years 3,450,000

39 unchanged sentences

Loans under the Bridge Revolving Facility will not be treated pro rata with loans under the existing revolving credit facility.

At March 31, 2023, $60.0 million was outstanding under the Amended Credit Agreement.

Additionally, at March 31, 2023, the Company was contingently obligated under letters of credit issued pursuant to the Amended Credit Agreement with face amounts aggregating approximately $ 0.4 million, resulting in $ 1,689.6 million of available borrowing capacity under the Amended Credit Agreement as of March 31, 2023.

At June 30, 2023, $ 15.0 million was outstanding under the Amended Credit Agreement.

Additionally, at June 30, 2023, the Company was contingently obligated under letters of credit issued pursuant to the Amended Credit Agreement with face amounts aggregating approximately $ 0.4 million, resulting in $ 1,734.6 million of available borrowing capacity under the Amended Credit Agreement as of June 30, 2023.

The interest rates payable on the loans borrowed under the Revolver are, at GLP Capital's option, equal to either a SOFR based rate or a base rate plus an applicable margin, which ranges from 0.725 % to 1.40 % per annum for SOFR loans and 0.0 % to 0.4 % per annum for base rate loans, in each case, depending on the credit ratings assigned to the Amended Credit Agreement.

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The occurrence and continuance of an event of default under the Amended Credit Agreement will enable the lenders under the Amended Credit Agreement to accelerate the loans and terminate the commitments thereunder.

At March 31, 2023, the Company was in compliance with all required financial covenants under the Amended Credit Agreement.

At June 30, 2023, the Company was in compliance with all required financial covenants under the Amended Credit Agreement.

Senior Unsecured Notes

At March 31, 2023, the Company had $ 5,675.0 million of outstanding senior unsecured notes (the "Senior Notes").

At June 30, 2023, the Company had $ 5,675.0 million of outstanding senior unsecured notes (the "Senior Notes").

Each of the Company's Senior Notes contain covenants limiting the Company’s ability to:

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See Note 11 for additional discussion.

At March 31, 2023, the Company was in compliance with all required financial covenants under its Senior Notes.

At June 30, 2023, the Company was in compliance with all required financial covenants under its Senior Notes.

Fair Value of Financial Assets and Liabilities

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The estimated fair values of the Company’s financial instruments are as follows (in thousands):

March 31, 2023 December 31, 2022

June 30, 2023 December 31, 2022

Value Carrying

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Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis

There were no assets or liabilities measured at fair value on a nonrecurring basis during the three months ended March 31, 2023 and 2022.

During the six months ended June 30, 2022, the Company entered into an agreement to sell excess land for approximately $3.5 million (that we determined is a level 2 input), which had a carrying amount of $6.8 million and, as such, the Company recorded an impairment charge for the three months ended June 30, 2022.

There were no other assets or liabilities measured at fair value on a nonrecurring basis during the six months ended June 30, 2023 and 2022.

Commitments and Contingencies

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The funding commitment expires on January 1, 2026.

See Note 1 for a discussion on the potential future funding commitments the Company may have in connection with the possible future transaction with Bally's and the Athletics at the Tropicana Site.

Revenue Recognition

Revenues from Real Estate

As of March 31, 2023, 14 of the Company’s real estate investment properties were leased to a subsidiary of PENN under the Amended PENN Master Lease, 7 of the Company's real estate investment properties were leased to a subsidiary under the PENN 2023 Master Lease, 12 of the Company's real estate investment properties were leased to a subsidiary of PENN under the Amended Pinnacle Master Lease, 6 of the Company's real estate investment properties were leased to a subsidiary of Caesars under the Second Amended and Restated Caesars Master Lease, 3 of the Company's real estate investment properties were leased to a subsidiary of Boyd under the Boyd Master Lease, 8 of the Company's real estate investment properties were leased to a subsidiary of Bally's under the Bally's Master Lease, 2 of the Company's real estate investment properties were leased to a subsidiary of Cordish under the Pennsylvania Live!

As of June 30, 2023, 14 of the Company’s real estate investment properties were leased to a subsidiary of PENN under the Amended PENN Master Lease, 7 of the Company's real estate investment properties were leased to a subsidiary under the PENN 2023 Master Lease, 12 of the Company's real estate investment properties were leased to a subsidiary of PENN under the Amended Pinnacle Master Lease, 6 of the Company's real estate investment properties were leased to a subsidiary of Caesars under the Second Amended and Restated Caesars Master Lease, 3 of the Company's real estate investment properties were leased to a subsidiary of Boyd under the Boyd Master Lease, 8 of the Company's real estate investment properties were leased to a subsidiary of Bally's under the Bally's Master Lease, 2 of the Company's real estate investment properties were leased to a subsidiary of Cordish under the Pennsylvania Live!

Master Lease and 2 of the Company's real estate properties were leased to a subsidiary of Casino Queen under the Casino Queen Master Lease.

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Master Lease are guaranteed by the Cordish subsidiaries that operate the facilities.

The rent structure under the Amended PENN Master Lease includes a fixed component, a portion of which is subject to an annual 2 % escalator if certain rent coverage ratio thresholds are met, and a component that is based on the performance of the facilities, which is prospectively adjusted, subject to certain floors (namely the Hollywood Casino at Penn National Race Course property due to PENN's opening of a competing facility) every five years to an amount equal to 4 % of the average net revenues of all facilities under the Amended PENN Master Lease during the preceding five years in excess of a contractual baseline.

revenues of all facilities under the Amended PENN Master Lease during the preceding five years in excess of a contractual baseline.

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

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In addition, the guaranteed fixed escalations in the new initial lease term are recognized on a straight-line basis.

On December 18, 2020, the Company and Caesars completed a property exchange 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.

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

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

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Louis Lease's 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.

The Morgantown Lease became effective on October 1, 2020 whereby the Company is leasing the land under PENN's gaming facility for an initial cash 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.

The Morgantown Lease became effective on October 1, 2020 whereby the Company is leasing the land under PENN's gaming facility and the initial rent on the opening date and on each anniversary thereafter 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 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.

Hollywood Casino Morgantown opened on December 22, 2021.

The initial rent under the Casino Queen Master Lease is $ 21.4 million and such amount increases annually by 0.5 % for the first six years.

Beginning with the seventh lease year through the remainder of the lease term, if the CPI increases by at

least 0.25 % for any lease year then annual rent shall be increased by 1.25 %, and if the CPI increase is less than 0.25 %, rent will remain unchanged for such lease year.

The Company will also complete the current landside development project that is in process and rent under the Casino Queen Master Lease will be adjusted to reflect a yield of 8.25 % on GLPI's project costs.

The Bally's Master Lease became effective on June 3, 2021 and rent was $ 40 million annually at inception subject to contractual escalations based on the CPI, with a 1% floor and a 2% ceiling, subject to the CPI meeting a 0.5% threshold.

On April 1, 2022, the Company completed the previously announced acquisition from Bally's of the land and real estate assets of Bally's three casinos in Black Hawk, Colorado and Bally's Quad Cities Casino & Hotel in Rock Island, Illinois for $ 150 million in total consideration.

These properties were added to the existing Bally's Master Lease and the initial rent for the Bally's Master Lease was increased by $ 12 million on an annual basis, subject to the escalation clauses described above.

These properties were added to the Bally's Master Lease.

The initial annual rent for the lease was increased by $ 48.5 million on an annual basis, subject to the escalation clauses described above.

The initial rent under the Casino Queen Master Lease increases annually by 0.5 % for the first six years.

The Company will also complete the current landside development project that is anticipated to open in late August 2023 and rent under the Casino Queen Master Lease will be adjusted to reflect a yield of 8.25 % on GLPI's project costs which

are anticipated to approximate $78 million.

The Bally's Master Lease became effective on June 3, 2021 with the annual rent subject to contractual escalations based on the CPI, with a 1 % floor and a 2 % ceiling, subject to the CPI meeting a 0.5 % threshold.

On April 1, 2022 and January 3, 2023, the Company completed additional acquisitions from Bally's of various land and real estate assets of Bally's casinos.

These properties were added to the existing Bally's Master Lease with annual rent increases subject to the escalation clauses described above.

On December 29, 2021, the Maryland Live!

Lease with Cordish became effective.

Annual rent is $ 75.0 million which increases by 1.75 % upon the second anniversary of the lease commencement.

Annual rent increases by 1.75 % upon the second anniversary of the lease commencement.

The Pennsylvania Live!

Master Lease with Cordish became effective March 1, 2022 and has annual rent of $ 50 million initially, increasing by 1.75 % upon the second anniversary of the lease commencement.

Master Lease with Cordish became effective March 1, 2022 and annual rent increases by 1.75 % upon the second anniversary of the lease commencement.

These leases were accounted for as an Investment in leases, financing receivables.

See Note 3 for the further information including the future annual cash payments to be received under these leases.

On September 26, 2022, the Tropicana Las Vegas Lease, which has initial annual rent of $ 10.5 million, became effective.

On September 26, 2022, the Tropicana Las Vegas Lease became effective.

Commencing on the first anniversary and on each anniversary thereafter, if the CPI increase is at least 0.5 % for any lease year, the rent shall increase by the greater of 1 % of the rent in effect for the preceding lease year and the CPI increase, capped at 2 %.

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Master Lease was limited to its initial lease term given the relative size and geographic concentration of the properties in this lease.

D etails of the Company's income from real estate for the three months ended March 31, 2023 was as follows (in thousands):

Three Months Ended March 31, 2023

D etails of the Company's income from real estate for the three and six months ended June 30, 2023 was as follows (in thousands):

Three Months Ended June 30, 2023 Six Months Ended June 30, 2023

Building base rent $ 274,629 $ 547,776

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Total income from real estate $ 356,589 $ 711,803

As of March 31, 2023, the future minimum rental income from the Company's rental properties under non-cancelable operating leases, including any reasonably assured renewal periods, was as follows (in thousands):

As of June 30, 2023, the future minimum rental income from the Company's rental properties under non-cancelable operating leases, including any reasonably assured renewal periods, was as follows (in thousands):

Year ending December 31, Future Rental Payments Receivable Straight-Line Rent Adjustments Future Base Ground Rents Receivable Future Income to be Recognized Related to Operating Leases

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Basic EPS is computed by dividing net income applicable to common stock by the weighted-average number of common shares outstanding during the period, excluding net income attributable to participating securities (unvested restricted stock awards).

Diluted EPS reflects the additional dilution for all potentially-dilutive securities such as stock options, unvested restricted shares, unvested performance-based restricted shares and the dilutive effect of the Company's forward sale agreement as described in Note 11.

The effect of the conversion of the OP Units to common shares is excluded from the computation of basic and diluted earnings per share because all net income attributable to the non-controlling interest holders are recorded as income attributable to non-controlling interests and thus is excluded from net income available to common shareholders.

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Diluted EPS for the Company's common stock is computed using the more dilutive of the two-class method or the treasury stock method.

The following table reconciles the weighted-average common shares outstanding used in the calculation of basic EPS to the weighted-average common shares outstanding used in the calculation of diluted EPS for the three months ended March 31, 2023 and 2022:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

(in thousands)

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Assumed conversion of performance-based restricted stock awards

763 673 749 653

Diluted weighted-average common shares outstanding 263,400 248,361 263,029 248,322

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three months ended March 31, 2023 and 2022:

Three Months Ended March 31,

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three and six months ended June 30, 2023 and 2022:

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

(in thousands, except per share data)

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In connection with the 2022 ATM Program, the Company engaged a sales agent who may receive compensation of up to 2 % of the gross sales price of the shares sold.

Similarly, in the event the Company enters into a forward sale agreement, it will pay the relevant forward seller a commission of up to 2 % of the sales price of all borrowed shares of common stock sold

during the applicable selling period of the forward sale agreement.

As of March 31, 2023, the Company had $ 1.0 billion remaining for issuance under the 2022 ATM Program.

Similarly, in the event the Company enters into a forward sale agreement, it

will pay the relevant forward seller a commission of up to 2 % of the sales price of all borrowed shares of common stock sold during the applicable selling period of the forward sale agreement.

During the six months ended June 30, 2023, the Company sold 0.3 million shares of its common stock under the 2022 ATM Program which raised net proceeds of $ 14.1 million.

As of June 30, 2023, the Company had $ 985.5 million remaining for issuance under the 2022 ATM Program.

In August 2022, the Company entered into a forward sale agreement under the Company's prior ATM program that was settled in February 2023 which resulted in the issuance of 1,284,556 common shares and net proceeds of $ 64.6 million.

Non-controlling interests

As partial consideration for the closing of the real property assets under the Bally's Master Lease that occurred on January 3, 2023, the Company's operating partnership issued 0.3 million newly-issued OP Units to affiliates of Bally's which were valued at $14.9 million.

As partial consideration for the closing of the real property assets under the Bally's Master Lease that occurred on January 3, 2023, the Company's operating partnership issued 286,643 newly-issued OP Units to affiliates of Bally's which were valued at $ 14.9 million.

In the prior year, as partial consideration for the closing of the real property assets under the Pennsylvania Live!

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The OP Units are exchangeable for common shares of the Company on a one-for-one basis, subject to certain terms and conditions.

As of March 31, 2023, the Company holds a 97.2 % controlling financial interest in the operating partnership.

As of June 30, 2023, the Company holds a 97.2 % controlling financial interest in the operating partnership.

The operating partnership is a VIE in which the Company is the primary beneficiary because it has the power to direct the activities of the VIE that most significantly impact the partnership's economic performance and has the obligation to absorb losses of the VIE that could be potentially significant to the VIE and the right to receive benefits from the VIE that could potentially be significant to the VIE.

Therefore, the Company consolidates the accounts of the operating partnership, and reflects the third party ownership in this entity as a non-controlling interest in the Condensed Consolidated Balance Sheets.

The Company paid $ 7.4 million and $ 5.1 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three month periods ended March 31, 2023 and March 31, 2022, respectively.

The following table lists the dividends declared and paid by the Company during the three months ended March 31, 2023 and 2022:

The Company paid $ 5.5 million and $ 12.9 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three and six month periods ended June 30, 2023, respectively.

The Company paid $ 5.2 million and $ 10.3 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three and six month periods ended June 30, 2022.

The following table lists the dividends declared and paid by the Company during the six months ended June 30, 2023 and 2022:

Declaration Date Shareholder Record Date Securities Class Dividend Per Share Period Covered Distribution Date Dividend Amount

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February 22, 2023 March 10, 2023 Common Stock $ 0.25 First Quarter 2023 March 24, 2023 $ 65,588

June 1, 2023 June 16, 2023 Common Stock $ 0.72 Second Quarter 2023 June 30, 2023 $ 189,095

February 24, 2022 March 11, 2022 Common Stock $ 0.69 First Quarter 2022 March 25, 2022 $ 170,805

In addition, for the three months ended March 31, 2023 and 2022, dividend payments were made to GLPI restricted stock award holders in the amount of $0.3 million and $0.2 million, respectively.

May 9, 2022 June 10, 2022 Common Stock $ 0.705 Second Quarter 2022 June 24, 2022 $ 174,519

In addition, for the three and six months ended June 30, 2023, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.5 million, respectively.

In addition, for the three and six months ended June 30, 2022, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.4 million, respectively.

On February 22, 2023, the Company declared a first quarter dividend of $ 0.72 per share in addition to a special earnings and profit dividend related to the sale of the Tropicana Las Vegas building of $ 0.25 per share on the Company's common stock.

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This expense is recognized ratably over the requisite service period following the date of grant.

The fair value of the Company's time-based restricted stock awards is equivalent to the closing stock price on the day of grant.

The fair value of the Company's time-based restricted stock awards is equivalent to the closing stock price on the day prior to grant.

The Company utilizes a third party valuation firm to measure the fair value of performance-based restricted stock awards at grant date using the Monte Carlo model.

As of March 31, 2023, there was $ 8.4 million of total unrecognized compensation cost for restricted stock awards that will be recognized over the grants' remaining weighted average vesting period of 2.00 years.

For the three months ended March 31, 2023, the Company recognized $ 4.3 million of compensation expense associated with these awards, compared to

$ 4.2 million for the three months ended March 31, 2022, within general and administrative expenses on the condensed consolidated statements of income.

The following table contains information on restricted stock award activity for the three months ended March 31, 2023:

As of June 30, 2023, there was $ 7.0 million of total unrecognized compensation cost for restricted stock awards that will be recognized over the grants' remaining weighted average vesting period of 1.85 years.

For the three and six months ended June 30, 2023, the Company recognized $ 1.4 million and $ 5.7 million of compensation expense associated with these awards, compared to $ 1.3 million and $ 5.5 million for the three and six months ended June 30, 2022, within general and administrative expenses on the condensed consolidated statements of income.

The following table contains information on restricted stock award activity for the six months ended June 30, 2023:

Number of Award

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Released ( 186,247 )

Outstanding at March 31, 2023 301,095

Outstanding at June 30, 2023 301,095

Performance-based restricted stock awards have a three-year cliff vesting with the amount of restricted shares vesting at the end of the three-year period determined based upon the Company’s performance as measured against its peers.

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The triple-net measurement group includes publicly traded REITs, which the Company believes derive at least 75 % of revenues from triple-net leases.

As of March 31, 2023, there was $ 27.1 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 2.22 years.

For the three months ended March 31, 2023, the Company recognized $ 3.5 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income compared to $ 3.4 million for the corresponding periods in the prior year.

The following table contains information on performance-based restricted stock award activity for the three months ended March 31, 2023:

As of June 30, 2023, there was $ 23.5 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 2.02 years.

For the three and six months ended June 30, 2023, the Company recognized $ 3.6 million and $ 7.1 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income compared to $ 3.0 million and $ 6.4 million for the corresponding periods in the prior year.

The following table contains information on performance-based restricted stock award activity for the six months ended June 30, 2023:

Number of Performance-Based Award Shares

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Released ( 416,220 )

Outstanding at March 31, 2023 1,492,000

Outstanding at June 30, 2023 1,492,000

Supplemental Disclosures of Cash Flow Information and Noncash Activities

Supplemental disclosures of cash flow information are as follows:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2023 2022 2023 2022

(in thousands)

Cash paid for income taxes, net of refunds received $ 1,086 $ 7,179 $ 979 $ 7,179

Cash paid for interest $ 74,093 $ 79,215 $ 156,088 $ 136,291

$ 81,995 $ 57,076

Noncash Investing and Financing Activities

On January 3, 2023, as part of the consideration for the land and real estate assets of Bally's Biloxi and Bally's Tiverton, the Company issued approximately 0.3 million OP Units to affiliates of Bally's that were valued at $14.9 million for accounting purposes at closing.

On January 3, 2023, as part of the consideration for the land and real estate assets of Bally's Biloxi and Bally's Tiverton, the Company issued 286,643 OP Units to affiliates of Bally's that were valued at $ 14.9 million for accounting purposes at closing.

On March 1, 2022, as part of the consideration for the real estate assets acquired pursuant to the Pennsylvania Live!

Master Lease, the Company issued approximately 3.0 million OP Units to affiliates of Cordish that were valued at $137.0 million for accounting purposes at closing and assumed debt of $422.9 million that was repaid after closing with the offsetting increase to Investment in leases, financing receivables, net.

Master Lease, the Company issued 3,017,909 OP Units to affiliates of Cordish that were valued at $ 137.0 million for accounting purposes at closing and assumed debt of $422.9 million that was repaid after closing with the offsetting increase to Investment in leases, financing receivables, net.

The Company accounts for its acquisitions of real estate assets as asset acquisitions under ASC 805 - Business Combinations .

2 unchanged sentences

On January 3, 2023, the Company closed its previously announced acquisition from Bally's of the land and real estate assets of Bally's Biloxi and Bally's Tiverton.

The properties were added to the Bally's Master Lease and annual rent was increased by $ 48.5 million.

The purchase price allocation of these assets based on their fair values at the acquisition date are summarized below (in thousands).

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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.

What changed 10-Q

Item 1. Financial Statements