4 unchanged sentences
(in thousands, except share data)
+Added: September 30,
2023 December 31,
1 unchanged sentence
Investment in leases, financing receivables, net 1,998,551 1,903,195
+Added: Real estate loans, net 39,291 —
Right-of-use assets and land rights, net 839,295 834,067
12 unchanged sentences
Commitments and Contingencies (Note 9)
−Removed: Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at June 30, 2023 and December 31, 2022)
−Removed: 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)
+Added: Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at September 30, 2023 and December 31, 2022)
+Added: Common stock ($ .01 par value, 500,000,000 shares authorized, 267,015,730 and 260,727,030 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively)
Additional paid-in capital 5,867,491 5,573,567
1 unchanged sentence
Total equity attributable to Gaming and Leisure Properties 3,958,538 3,777,958
−Removed: 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)
+Added: Noncontrolling interests in GLPI's Operating Partnership ( 7,653,326 units and 7,366,683 units outstanding at September 30, 2023 and December 31, 2022, respectively)
351,672 340,138
6 unchanged sentences
(in thousands, except per share data)
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
1 unchanged sentence
Interest income from investment in leases, financing receivables 38,332 37,039 112,931 101,167
+Added: Interest income from real estate loans 22 — 22 —
Total income from real estate 359,560 333,818 1,071,363 975,297
2 unchanged sentences
General and administrative 13,600 12,060 42,689 40,004
−Removed: Losses (gains) from dispositions of property — — — ( 51 )
−Removed: Impairment charge on land — 3,298 — 3,298
+Added: Gains from dispositions of property ( 22 ) ( 67,430 ) ( 22 ) ( 67,481 )
+Added: Property transfer tax recovery and impairment charge ( 2,187 ) — ( 2,187 ) 3,298
Depreciation 65,846 59,887 197,131 178,980
42 unchanged sentences
Balance, June 30, 2023 262,640,178 $ 2,626 $ 5,651,612 $ ( 1,903,326 ) $ 351,962 $ 4,102,874
+Added: Issuance of common stock, net of costs 4,371,624 44 210,743 — — 210,787
+Added: Restricted stock activity
+Added: 3,928 — 5,136 — — 5,136
+Added: Dividends paid ($ 0.73 per common share)
+Added: — — — ( 192,307 ) — ( 192,307 )
+Added: Distributions to non-controlling interest — — — — ( 5,587 ) ( 5,587 )
+Added: — — — 184,010 5,297 189,307
+Added: Balance, September 30, 2023 267,015,730 $ 2,670 $ 5,867,491 $ ( 1,911,623 ) $ 351,672 $ 4,310,210
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
−Removed: Issuance of common stock, net of costs — — — — — —
Restricted stock activity
5 unchanged sentences
Balance, June 30, 2022 247,544,343 $ 2,475 $ 4,953,946 $ ( 1,846,549 ) $ 338,790 $ 3,448,662
+Added: Issuance of common stock, net of costs 9,969,723 100 455,033 — — 455,133
+Added: Restricted stock activity
+Added: 2,859 — 4,277 4,277
+Added: Dividends paid ( $ 0.705 per common share)
+Added: — — — ( 181,751 ) — ( 181,751 )
+Added: Distributions to non-controlling interest — — — — ( 5,193 ) ( 5,193 )
+Added: — — — 219,954 6,265 226,219
+Added: Balance, September 30, 2022 257,516,925 $ 2,575 $ 5,413,256 $ ( 1,808,346 ) $ 339,862 $ 3,947,347
See accompanying notes to the condensed consolidated financial statements.
3 unchanged sentences
(in thousands, unaudited)
−Removed: Six months ended June 30, 2023 2022
+Added: Nine months ended September 30, 2023 2022
Operating activities
8 unchanged sentences
Straight-line rent adjustments ( 26,445 ) ( 1,522 )
−Removed: Impairment charge on land — 3,298
+Added: Impairment charge — 3,298
Losses on debt extinguishment 556 2,189
14 unchanged sentences
Acquisition of real estate, net ( 455,556 ) ( 350,126 )
+Added: Originations of real estate loans ( 40,000 ) —
Net cash used in investing activities ( 635,292 ) ( 346,959 )
42 unchanged sentences
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 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:
+Added: As of September 30, 2023, GLPI’s portfolio consisted of interests in 61 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:
−Removed: BYD) ("Boyd"), the real property associated with 9 gaming and related facilities operated by Bally's, the real property associated with 3 gaming and related facilities operated by Cordish and the real property associated with 2 gaming and related facilities operated by Casino Queen.
+Added: BYD) ("Boyd"), the real property associated with 9 gaming and related facilities operated by Bally's, the real property associated with 3 gaming and related facilities operated by Cordish, the real property associated with 3 gaming and related facilities operated by Casino Queen and 1 gaming facility under construction that upon opening is intended to be managed by Hard Rock.
These facilities, including our corporate headquarters building, are geographically diversified across 18 states and contain approximately 28.7 million square feet.
−Removed: As of June 30, 2023, the Company's properties were 100 % occupied.
+Added: As of September 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.
92 unchanged sentences
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.
−Removed: 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.
−Removed: 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.
+Added: Additionally, the Company's landside development project at Casino Queen Baton Rouge was completed in late August 2023 and the rent under the Casino Queen Master Lease was adjusted upon opening to reflect a yield of 8.25 % on GLPI's project costs of $77 million.
+Added: The Company also acquired the land and certain improvements at Casino Queen Marquette for $ 32.72 million as of September 6, 2023.
+Added: The annual rent on the Casino Queen Master Lease was increased by $ 2.7 million for this acquisition.
+Added: Additionally, the Company anticipates funding certain construction costs for an amount not to exceed $ 12.5 million, for a landside development project at Casino Queen Marquette that is expected to be completed by December 31, 2024.
+Added: The rent under the Casino Queen Master Lease will be adjusted to reflect a yield of 8.25 % for the funded project costs for this project.
Maryland Live!
4 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.
−Removed: 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
+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.
On December 29, 2021, the Company completed its acquisition of the real property assets of Live!
9 unchanged sentences
The annual rent for both leases has a 1.75 % fixed yearly escalator on the entirety of rent commencing on the leases' second anniversary.
+Added: Rockford Lease
+Added: On August 29, 2023, the Company acquired the land associated with a development project in Rockford, IL, that upon opening is intended to be managed by Hard Rock, from an affiliate of 815 Entertainment, LLC (together, "815 Entertainment") for $ 100.0 million.
+Added: Simultaneously with the land acquisition, GLPI entered into a ground lease with 815 Entertainment for a 99 year term.
+Added: The initial annual rent for the ground lease is $ 8.0 million, subject to fixed 2 % annual escalation beginning with the lease's first anniversary and for the entirety of its term (the "Rockford Lease").
+Added: In addition to the Rockford Lease, the Company has also committed to providing up to $ 150 million of development funding via a senior secured delayed draw term loan (the "Rockford Loan").
+Added: Any borrowings under the Rockford Loan will be subject to an interest rate of 10 %.
+Added: The Rockford Loan has a draw period of up to 1 year and a maximum outstanding period of up to 6 years ( 5-year initial term with a 1-year extension).
+Added: The Rockford Loan is prepayable without penalty following the opening of the Hard Rock Casino in Rockford, IL, which is expected in September 2024.
+Added: The Rockford Loan advances are subject to typical construction lending terms and conditions.
+Added: As of September 30, 2023, $ 40 million was advanced and outstanding under the Rockford Loan.
+Added: Additionally, the Company also received a right of first refusal on the building improvements of the Hard Rock Casino in Rockford, IL if there is a future decision to sell them once completed.
Basis of Presentation
10 unchanged sentences
Actual results could differ from those estimates.
−Removed: 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.
−Removed: 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.
+Added: Operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023.
+Added: 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
+Added: condensed consolidated financial statements.
The December 31, 2022 financial information has been derived from the Company’s audited consolidated financial statements.
−Removed: The Company’s significant accounting policies are described in Note 2 of the Notes to the Consolidated Financial Statements included in the Company’s Annual Report and since the date of those financial statements, the Company has not had any significant changes to these accounting policies that have had a material impact on the Company's financial statements.
+Added: The Company’s significant accounting policies are described in Note 2 of the Notes to the Consolidated Financial Statements included in the Company’s Annual Report and since the date of those financial statements, the Company has not had any significant changes to these accounting policies that have had a material impact on the Company's financial statements other than what is described below.
+Added: Real Estate Loans
+Added: The Company may periodically loan funds to casino owner-operators for the purchase or construction of gaming related real estate.
+Added: Loans for the construction or purchase of real estate assets of gaming related properties are classified as real estate loans on the Company's Condensed Consolidated Balance Sheets.
+Added: Interest income related to real estate loans is recorded as interest income from real estate loans within the Company's Condensed Consolidated Statements of Income in the period earned.
Investment in leases, financing receivables, net
In connection with the Maryland Live!
−Removed: Lease that became effective on December 29, 2021 and the Pennsylvania Live!
−Removed: Master Lease that became effective March 1, 2022, the Company recorded an Investment in leases, financing receivables, net, as the sale lease back transactions were accounted for as failed sale leasebacks.
+Added: Lease that became effective on December 29, 2021, the Pennsylvania Live!
+Added: Master Lease that became effective March 1, 2022 and the Rockford Lease that became effective on August 29, 2023, the Company recorded an Investment in leases, financing receivables, net, as the sale lease back transactions were accounted for as failed sale leasebacks.
The following is a summary of the balances of the Company's Investment in leases, financing receivables, net.
+Added: September 30,
2023 December 31,
6 unchanged sentences
Investment in leases - financing receivables, net $ 1,998,551 $ 1,903,195
−Removed: 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.
−Removed: 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):
+Added: The present value of the net investment in the lease payment receivable and unguaranteed residual value at September 30, 2023 was $ 1,985.5 million and $ 53.8 million compared to $ 1,871.5 million and $ 50.8 million at December 31, 2022.
+Added: At September 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 $ 9,021,485
−Removed: 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.
+Added: 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, as well as the Company's Real estate loans which are discussed in Note 5.
The Company has elected to use an econometric default and loss rate model to estimate the allowance for credit losses, or CECL allowance.
−Removed: 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.
−Removed: The Company then records a CECL allowance based on the expected loss rate multiplied by the outstanding investment in lease balance.
−Removed: 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.
+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.
+Added: Expected losses within our cash flows are determined by estimating the probability of default (“PD”) and loss given default (“LGD”) of our instruments subject to CECL.
We have engaged a nationally recognized data analytics firm to assist us with estimating both the PD and LGD.
−Removed: The PD and LGD are estimated during the initial term of the leases and real estate loans.
−Removed: The PD and LGD estimates for the lease term were developed using current financial condition forecasts.
−Removed: 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 and real estate loans.
−Removed: Management will monitor the credit risk related to its financing receivable by obtaining the rent coverage on the lease on a periodic basis.
+Added: The PD and LGD are estimated during the initial term of the instruments subject to CECL.
+Added: The PD and LGD estimates 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 instruments subject to CECL.
+Added: Management will monitor the credit risk related to its instruments subject to CECL by obtaining the applicable rent and interest coverage 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.
−Removed: We are unable to use our
−Removed: historical data to estimate losses as the Company has no loss history to date on its lease portfolio.
−Removed: Our tenants were current on all of their rental obligations as of June 30, 2023 and December 31, 2022.
+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: Our tenants were current on all of their rental obligations as of September 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):
−Removed: Maryland Live!
+Added: Rockford Lease Maryland Live!
Lease Pennsylvania Live!
5 unchanged sentences
Ending balance at June 30, 2023 $ — $ 11,356 $ 30,167 $ 41,523
+Added: Change in allowance 3,867 ( 789 ) ( 3,825 ) ( 747 )
+Added: Ending balance at September 30, 2023 $ 3,867 $ 10,567 $ 26,342 $ 40,776
Maryland Live!
6 unchanged sentences
Ending balance at June 30, 2022 $ 8,388 $ 32,716 $ 41,104
−Removed: 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):
+Added: Change in allowance ( 187 ) 168 ( 19 )
+Added: Ending balance at September 30, 2022 $ 8,201 $ 32,884 $ 41,085
+Added: The amortized cost basis of the Company's investment in leases, financing receivables by year of origination is shown below as of September 30, 2023 (in thousands):
Origination year
2 unchanged sentences
Allowance for credit losses ( 3,867 ) ( 26,342 ) ( 10,567 ) ( 40,776 )
−Removed: Amortized cost basis at June 30, 2023
+Added: Amortized cost basis at September 30, 2023
$ 96,494 $ 676,124 $ 1,225,933 $ 1,998,551
Allowance as a percentage of outstanding financing receivable ( 3.85 ) % ( 3.75 ) % ( 0.85 ) % ( 2.00 ) %
−Removed: During the three months ended June 30, 2023, a significant provision for credit losses was recorded on both the Maryland Live!
+Added: During the three months ended September 30, 2023, a provision for credit losses, net of $ 1.6 million was recorded.
+Added: This was a result of the initial establishment of $6.2 million of reserves on the Rockford Lease and Rockford Loan (See Note 5) which was partially offset by a benefit of $4.6 million on the Maryland Live!
Lease and Pennsylvania Live!
−Removed: Master Lease as the result of a decline in the estimated real estate values underlying the Company's Investment in leases, financing receivables.
−Removed: 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.
−Removed: 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!
+Added: Master Lease as the result of an improved Commercial Real Estate Price Index forecast compared to the forecast utilized as of June 30, 2023.
+Added: During the nine months ended September 30, 2023, the Company recorded a provision for credit losses, net of $ 24.0 million.
+Added: This was primarily due to a decline in the estimated real estate values underlying the Company's Investment in leases, financing receivables.
+Added: These values are estimated based on long term projections of the Commercial Real Estate Price Index which, as of September 30, 2023, have declined relative to December 31, 2022.
+Added: Commercial real estate prices are anticipated to remain at low levels for several quarters based on the third party economic forecast the Company utilizes to calculate its reserve for credit losses.
+Added: During the nine months ended September 30, 2022, the Company recorded a provision for credit losses, net of $ 28.9 million.
+Added: 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.
2 unchanged sentences
This resulted in an improved rent coverage ratio in the Company's reserve calculation which led to a reduction in the Maryland Live!
−Removed: Lease reserve at June 30, 2022 compared to December 31, 2021.
−Removed: The reason for the higher allowance for credit losses as a percentage of the outstanding investment in leases for the Pennsylvania Live!
+Added: Lease reserve at September 30, 2022 compared to December 31, 2021.
+Added: The reason for the higher allowance for credit losses as a percentage of the outstanding investment in leases for the Rockford Lease and Pennsylvania Live!
Master Lease compared to the Maryland Live!
1 unchanged sentence
Lease compared to the Pennsylvania Live!
−Removed: Master Lease.
−Removed: 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.
+Added: Master Lease and the expected coverage ratio on the Rockford Lease.
+Added: Future changes in economic probability factors, changes in the estimated value of our real estate property 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
Real estate investments, net, represents investments in rental properties and the corporate headquarters building and is summarized as follows:
+Added: September 30,
2023 December 31,
6 unchanged sentences
Real estate investments, net $ 8,226,303 $ 7,707,935
+Added: The Company's landside development project at Casino Queen Baton Rouge was completed in late August 2023.
+Added: The Company also acquired the land and certain real estate assets of Bally's Biloxi, Bally's Tiverton and Casino Queen Marquette in 2023.
+Added: See Note 15 for details.
+Added: Real estate loans, net
+Added: As discussed in Note 1, the Company entered into the Rockford Loan during the three months ended September 30, 2023 and $ 40 million of the $ 150 million commitment was drawn as of September 30, 2023.
+Added: The Rockford Loan has a 10% interest rate and a draw period of up to 1 year and a maximum outstanding period of up to 6 years ( 5-year initial term with a 1-year extension).
+Added: The following is a summary of the balances of the Company's Real estate loans, net.
+Added: September 30,
+Added: 2023 December 31,
+Added: (in thousands)
+Added: Real estate loans $ 40,000 $ —
+Added: Allowance for credit losses $ ( 709 ) —
+Added: Real estate loans, net $ 39,291 $ —
+Added: The change in the allowance for credit losses for the Company's Real estate loans is shown below (in thousands):
+Added: Rockford Loan
+Added: Balance at December 31, 2022 $ —
+Added: Change in allowance ( 709 )
+Added: Ending balance at September 30, 2023 $ ( 709 )
+Added: The Rockford Loan is subject to CECL, which is described in Note 3.
+Added: The Company recorded provision for credit losses of $ 0.7 million and $ 1.6 million on the Rockford Loan and the associated $ 110 million unfunded loan commitment, respectively, for the three month period ended September 30, 2023.
+Added: The reserve for the unfunded loan commitment was recorded in other liabilities on the Condensed Consolidated Balance Sheets.
+Added: The borrower is current on its loan obligation as of September 30, 2023.
Lease Assets and Lease Liabilities
11 unchanged sentences
Components of the Company's right-of use assets and land rights, net are detailed below (in thousands):
−Removed: June 30, 2023 December 31, 2022
+Added: September 30, 2023 December 31, 2022
Right-of use assets - operating leases (1)
2 unchanged sentences
Right-of-use assets and land rights, net $ 839,295 $ 834,067
+Added: (1) During the three month period ended September 30, 2023, the Company acquired certain real estate assets at the Belle at Baton Rouge and the previously recorded right-of use assets and related accumulated amortization associated with the ground leases at this property totaling $0.4 million were written off.
The land rights are amortized over the individual lease term of the related ground lease, including all renewal options, which ranged from 10 years to 92 years at their respective acquisition dates.
Land rights net, consist of the following:
+Added: September 30,
2023 December 31,
1 unchanged sentence
Land rights (2)
+Added: $ 727,114 $ 727,796
Less accumulated amortization (2)
+Added: ( 84,568 ) ( 74,972 )
Land rights, net $ 642,546 $ 652,824
−Removed: As of June 30, 2023, estimated future amortization expense related to the Company’s land rights by fiscal year is as follows (in thousands):
+Added: (2) During the three month period ended September 30, 2023, the Company acquired certain real estate assets at the Belle at Baton Rouge and the previously recorded land rights and related accumulated amortization associated with the ground leases at this property totaling $0.7 million were written off.
+Added: As of September 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
−Removed: At June 30, 2023, payments under the Company's operating lease liabilities were as follows (in thousands):
+Added: At September 30, 2023, payments under the Company's operating lease liabilities were as follows (in thousands):
Year ending December 31,
8 unchanged sentences
The components of lease expense were as follows (in thousands):
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
1 unchanged sentence
Variable lease cost 5,050 5,106 14,859 14,533
+Added: Short-term lease cost — 2 — 2
Amortization of land right assets 3,699 3,290 10,278 12,570
3 unchanged sentences
Supplemental balance sheet information related to the Company's operating leases was as follows:
−Removed: June 30, 2023
+Added: September 30, 2023
Weighted average remaining lease term - operating leases 50.89 years
1 unchanged sentence
Supplemental cash flow information related to the Company's operating leases was as follows:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
13 unchanged sentences
The Company discounted the fixed minimum annual payments at 5.0% to arrive at the initial lease obligation.
−Removed: At June 30, 2023, payments under the Company's financing lease liabilities were as follows (in thousands):
+Added: At September 30, 2023, payments under the Company's financing lease liabilities were as follows (in thousands):
2023 (remainder of year) $ 558
5 unchanged sentences
Long-term debt is as follows:
+Added: September 30,
2023 December 31,
24 unchanged sentences
$ 6,246,206 $ 6,128,468
−Removed: The following is a schedule of future minimum repayments of long-term debt as of June 30, 2023 (in thousands):
+Added: The following is a schedule of future minimum repayments of long-term debt as of September 30, 2023 (in thousands):
2023 (remainder of year) $ 38
7 unchanged sentences
The Company drew down the entire $ 600 million Term Loan Credit Facility on January 3, 2023 in connection with the acquisition of the real property assets of Bally's Biloxi and Bally's Tiverton.
−Removed: Subject to customary conditions, including pro forma compliance with financial covenants, GLP Capital can obtain additional term loan commitments and incur incremental term loans under the Term Loan Credit Agreement, so long as the aggregate principal amount of all term loans outstanding under the Term Loan Credit Facility does not exceed $1.2 billion plus
−Removed: up to $60 million of transaction fees and costs incurred in connection with the Acquisition.
+Added: Subject to customary conditions, including pro forma compliance with financial covenants, GLP Capital can obtain additional term loan commitments and incur incremental term loans under the Term Loan Credit Agreement, so long as the aggregate principal amount of all term loans outstanding under the Term Loan Credit Facility does not exceed $1.2 billion plus up to $60 million of transaction fees and costs incurred in connection with the Acquisition.
There is currently no commitment in respect of such incremental loans and commitments.
4 unchanged sentences
The current commitment fee rate is 0.25 %.
+Added: The weighted average interest rate under the Term Loan Credit Facility at September 30, 2023 was 6.73 % .
Amortization and Prepayments
19 unchanged sentences
GLP Capital is required to prepay the loans under the Bridge Revolving Facility with 100% of the net cash proceeds from the issuance of Alternative Acquisition Debt that is received by GLPI, GLP Capital or any of their subsidiaries (other than any term loans under the Term Loan Credit Agreement and any loans under the Bridge Revolving Facility).
−Removed: Any outstanding commitments under the Bridge Revolving Facility that have not been
−Removed: borrowed by December 31, 2024 are automatically re-allocated to the existing revolving facility under the Amended Credit Agreement.
+Added: Any outstanding commitments under the Bridge Revolving Facility that have not been borrowed by December 31, 2024 are automatically re-allocated to the existing revolving facility under the Amended Credit Agreement.
GLP Capital's ability to borrow under the Bridge Revolving Facility is subject to certain conditions including pro forma compliance with GLP Capital's financial covenants, as well as the receipt by Agent of a conditional guarantee of the loans under the Bridge Revolving Facility by Bally’s on a secondary basis, subject to enforcement of all remedies against GLP Capital, GLPI and all sources other than Bally’s.
Loans under the Bridge Revolving Facility will not be treated pro rata with loans under the existing revolving credit facility.
−Removed: At June 30, 2023, $ 15.0 million was outstanding under the Amended Credit Agreement.
−Removed: 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.
+Added: At September 30, 2023, $ 10.0 million was outstanding under the Amended Credit Agreement.
+Added: Additionally, at September 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 $ 1,739.6 million of available borrowing capacity under the Amended Credit Agreement as of September 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.
6 unchanged sentences
GLP Capital may prepay all or any portion of the loans under the Amended Credit Agreement prior to maturity without premium or penalty, subject to reimbursement of any SOFR breakage costs of the lenders and may reborrow loans that it has repaid.
+Added: The weighted average interest rate under the Revolver at September 30, 2023 was 6.73 %
The Amended Credit Agreement contains customary covenants that, among other things, restrict, subject to certain exceptions, the ability of GLPI and its subsidiaries to grant liens on their assets, incur indebtedness, sell assets, make investments, engage in acquisitions, mergers or consolidations or pay certain dividends and make other restricted payments.
5 unchanged sentences
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.
−Removed: At June 30, 2023, the Company was in compliance with all required financial covenants under the Amended Credit Agreement.
+Added: At September 30, 2023, the Company was in compliance with all required financial covenants under the Amended Credit Agreement.
Senior Unsecured Notes
−Removed: At June 30, 2023, the Company had $ 5,675.0 million of outstanding senior unsecured notes (the "Senior Notes").
+Added: At September 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:
22 unchanged sentences
See Note 12 for additional discussion.
−Removed: At June 30, 2023, the Company was in compliance with all required financial covenants under its Senior Notes.
+Added: At September 30, 2023, the Company was in compliance with all required financial covenants under its Senior Notes.
Fair Value of Financial Assets and Liabilities
14 unchanged sentences
The fair value of the Company's investment in leases, financing receivables, net is based on the value of the underlying real estate property the Company owns related to the Maryland Live!
−Removed: Lease and the Pennsylvania Live!
−Removed: Master Lease.
+Added: Lease, the Pennsylvania Live!
+Added: Master Lease, and the Rockford Lease.
The initial fair value was the price paid by the Company to acquire the real estate.
3 unchanged sentences
Deferred compensation plan assets are included within other assets on the condensed consolidated balance sheets.
+Added: Real Estate Loans, net
+Added: The fair value of the real estate loans approximates the gross carrying value of the Company's real estate loans, as collection on the outstanding loan balance is reasonably assured and the loan was recently originated on market based terms.
+Added: The fair value measurement of the real estate loans is considered a Level 3 measurement as defined in ASC 820.
Long-term Debt
2 unchanged sentences
The estimated fair values of the Company’s financial instruments are as follows (in thousands):
−Removed: June 30, 2023 December 31, 2022
+Added: September 30, 2023 December 31, 2022
Value Carrying
3 unchanged sentences
Investment in leases, financing receivables, net 1,998,551 1,960,791 1,903,195 1,900,971
+Added: Real estate loans, net
+Added: 39,291 40,000 — —
Deferred compensation plan assets
2 unchanged sentences
Long-term debt:
−Removed: Credit Agreement and Term Loan Credit Facility 615,000 615,000 — —
+Added: Amended Credit Agreement and Term Loan Credit Facility 610,000 610,000 — —
Senior Notes 5,675,000 5,137,660 6,175,000 5,715,963
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
−Removed: 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.
−Removed: 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.
+Added: During the nine months ended September 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 during the second quarter of 2022.
+Added: There were no other assets or liabilities measured at fair value on a nonrecurring basis during the nine months ended September 30, 2023 and 2022.
Commitments and Contingencies
10 unchanged sentences
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.
+Added: As discussed in Note 1, the Company has also committed to providing up to $ 150 million (of which $ 40 million was funded as of September 30, 2023) of development funding via the Rockford Loan.
+Added: Any borrowings under the Rockford Loan will be subject to an interest rate of 10 %.
+Added: The Rockford Loan has a draw period of up to 1 year and a maximum outstanding period of up to 6 years ( 5-year initial term with a 1-year extension).
+Added: The Rockford Loan is prepayable without penalty following the opening of the Hard Rock Casino in Rockford, IL, which is expected in September 2024.
+Added: The Rockford Loan advances are subject to typical construction lending terms and conditions.
+Added: Finally, the Company has agreed and anticipates funding certain construction costs of a landside development project at Casino Queen Marquette that is expected to be completed by December 31, 2024 for an amount not to exceed $ 12.5 million.
Revenue Recognition
Revenues from Real Estate
−Removed: 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!
+Added: As of September 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 3 of the Company's real estate properties were leased to a subsidiary of Casino Queen under the Casino Queen Master Lease.
2 unchanged sentences
Louis Lease, Boyd under the Belterra Park Lease, Cordish under the Maryland Live!
−Removed: Lease, and Bally's under the Tropicana Las Vegas Lease.
+Added: Lease, and Bally's under the Tropicana Las Vegas Lease and a facility under construction that is intended to be managed by Hard Rock under the Rockford Lease.
The obligations under the Amended PENN Master Lease, the PENN 2023 Master Lease and Amended Pinnacle Master Lease, as well as the Morgantown Lease, are guaranteed by PENN and, with respect to each lease, jointly and severally by PENN's subsidiaries that occupy and operate the facilities covered by such lease.
−Removed: Similarly, the obligations under the Second Amended and Restated Caesars Master Lease and Bally's Master Lease are jointly and severally guaranteed by the parent company and by the subsidiaries that occupy and operate the leased facilities.
+Added: Similarly, the obligations under the Second Amended and Restated Caesars Master Lease and Bally's Master Lease are jointly and severally guaranteed by the parent
+Added: company and by the subsidiaries that occupy and operate the leased facilities.
The obligations under the Boyd Master Lease are jointly and severally guaranteed by Boyd's subsidiaries that occupy and operate the facilities leased under the Boyd Master Lease.
2 unchanged sentences
Master Lease are guaranteed by the Cordish subsidiaries that operate the facilities.
−Removed: 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
−Removed: revenues of all facilities under the Amended PENN Master Lease during the preceding five years in excess of a contractual baseline.
+Added: 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.
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.
18 unchanged sentences
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.
−Removed: 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.
+Added: 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
+Added: 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.
1 unchanged sentence
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.
−Removed: 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
−Removed: are anticipated to approximate $78 million.
+Added: The Company also completed the landside development project that opened in late August 2023 and rent under the Casino Queen Master Lease was adjusted to reflect a yield of 8.25 % on GLPI's project costs of $77 million.
+Added: Additionally, on September 6, 2023, the Company acquired the land and certain improvements at Casino Queen Marquette for $ 32.72 million.
+Added: The annual rent on the Casino Queen Master Lease was increased by $ 2.7 million for this acquisition.
+Added: Additionally, the Company anticipates funding certain construction costs of a landside development project at Casino Queen Marquette that is expected to be completed by December 31, 2024 in an amount not to exceed $ 12.5 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.
11 unchanged sentences
If the CPI increase is less than 0.5 % for such lease year, then the rent shall not increase for such lease year.
+Added: On August 29, 2023, the Company acquired the land associated with the Hard Rock Casino development project in Rockford, IL from 815 Entertainment for $ 100 million.
+Added: Simultaneously with the land acquisition, GLPI entered into the Rockford Lease which has a 99 year term and initial annual rent of $ 8 million, subject to fixed 2 % annual escalation beginning with the lease's first anniversary and for the entirety of its term.
Furthermore, the Company's master leases provide for a floor on the percentage rent described above, should the Company's tenants acquire or commence operating a competing facility within a restricted area (typically 60 miles from a property under the existing master lease with such tenant).
5 unchanged sentences
During 2022, the Original PENN Master Lease required an accounting reassessment due to a lease amendment resulting in a lease modification for accounting purposes.
−Removed: The Company concluded the lease term should end at the current lease expiration date of October 31, 2033 and not include any of the three remaining renewal terms of 5 years each.
+Added: The Company concluded the lease term should end at the current
+Added: lease expiration date of October 31, 2033 and not include any of the three remaining renewal terms of 5 years each.
This was due to several factors that were not present at the inception of the Original PENN Master Lease.
−Removed: At the time of this amendment, since the formation of the Company on November 1, 2013, the Company has amended and reassessed four of its nine leases that were originated prior to 2021.
+Added: At the time of this amendment, since the formation of the Company on November 1, 2013, the Company had amended and reassessed four of its nine leases that were originated prior to 2021.
All four of these reassessments were done before the completion of their initial lease terms and were the result of significant lease amendments.
29 unchanged sentences
Master Lease was limited to its initial lease term given the relative size and geographic concentration of the properties in this lease.
−Removed: 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):
−Removed: Three Months Ended June 30, 2023 Six Months Ended June 30, 2023
+Added: Details of the Company's income from real estate for the three and nine months ended September 30, 2023 was as follows (in thousands):
+Added: Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023
Building base rent $ 276,374 $ 824,150
Land base rent 42,035 124,680
−Removed: Percentage rent 17,852 35,739
+Added: Percentage rent and other rental revenue 17,790 53,449
+Added: Interest income on real estate loans 22 22
Total cash income $ 336,221 $ 1,002,301
2 unchanged sentences
Accretion on financing receivables 5,813 16,806
−Removed: Other rental revenue ( 64 ) ( 80 )
Total income from real estate $ 359,560 $ 1,071,363
−Removed: 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):
+Added: As of September 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
16 unchanged sentences
Diluted EPS for the Company's common stock is computed using the more dilutive of the two-class method or the treasury stock method.
−Removed: 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 and six months ended June 30, 2023 and 2022:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: 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 and nine months ended September 30, 2023 and 2022:
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
5 unchanged sentences
800 784 765 728
+Added: Dilution attributable to equity forward contract — 10 — —
Diluted weighted-average common shares outstanding 264,207 257,530 263,425 251,453
−Removed: 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:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three and nine months ended September 30, 2023 and 2022:
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
20 unchanged sentences
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.
−Removed: Similarly, in the event the Company enters into a forward sale agreement, it
−Removed: 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.
−Removed: 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.
−Removed: As of June 30, 2023, the Company had $ 985.5 million remaining for issuance under the 2022 ATM Program.
+Added: 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.
+Added: During the three and nine months ended September 30, 2023, the Company sold 4.4 million and 4.7 million shares of its common stock under the 2022 ATM Program which raised net proceeds of $ 210.8 million and $ 224.9 million, respectively.
+Added: As of September 30, 2023, the Company had $ 774.0 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.
+Added: The issuance was under the prior ATM program.
Non-controlling interests
3 unchanged sentences
The OP Units are exchangeable for common shares of the Company on a one-for-one basis, subject to certain terms and conditions.
−Removed: As of June 30, 2023, the Company holds a 97.2 % controlling financial interest in the operating partnership.
+Added: As of September 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.
−Removed: 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.
−Removed: 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.
−Removed: The following table lists the dividends declared and paid by the Company during the six months ended June 30, 2023 and 2022:
+Added: The Company paid $ 5.6 million and $ 18.5 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three and nine month periods ended September 30, 2023, respectively.
+Added: The Company paid $ 5.2 million and $ 15.5 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three and nine month periods ended September 30, 2022.
+Added: The following table lists the dividends declared and paid by the Company during the nine months ended September 30, 2023 and 2022:
Declaration Date Shareholder Record Date Securities Class Dividend Per Share Period Covered Distribution Date Dividend Amount
3 unchanged sentences
June 1, 2023 June 16, 2023 Common Stock $ 0.72 Second Quarter 2023 June 30, 2023 $ 189,095
+Added: August 30, 2023 September 15, 2023 Common Stock $ 0.73 Third Quarter 2023 September 29, 2023 $ 192,085
February 24, 2022 March 11, 2022 Common Stock $ 0.69 First Quarter 2022 March 25, 2022 $ 170,805
May 9, 2022 June 10, 2022 Common Stock $ 0.705 Second Quarter 2022 June 24, 2022 $ 174,519
−Removed: 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.
−Removed: 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.
+Added: August 31, 2022 September 16, 2022 Common Stock $ 0.705 Third Quarter 2022 September 30, 2022 $ 181,549
+Added: In addition, for the three and nine months ended September 30, 2023, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.7 million, respectively.
+Added: In addition, for the three and nine months ended September 30, 2022, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.6 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.
4 unchanged sentences
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.
−Removed: 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.
−Removed: 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.
−Removed: The following table contains information on restricted stock award activity for the six months ended June 30, 2023:
+Added: As of September 30, 2023, there was $ 5.6 million of total unrecognized compensation cost for restricted stock awards that will be recognized over the grants' remaining weighted average vesting period of 1.75 years.
+Added: For the three and nine months ended September 30, 2023, the Company recognized $ 1.5 million and $ 7.2 million of compensation expense associated with these awards, compared to $ 1.3 million and $ 6.8 million for the three and nine months ended September 30, 2022, within general and administrative expenses on the condensed consolidated statements of income.
+Added: The following table contains information on restricted stock award activity for the nine months ended September 30, 2023:
Number of Award
2 unchanged sentences
Released ( 190,221 )
−Removed: Outstanding at June 30, 2023 301,095
+Added: Outstanding at September 30, 2023 300,121
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.
1 unchanged sentence
The triple-net measurement group includes publicly traded REITs, which the Company believes derive at least 75 % of revenues from triple-net leases.
−Removed: 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.
−Removed: 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.
−Removed: The following table contains information on performance-based restricted stock award activity for the six months ended June 30, 2023:
+Added: As of September 30, 2023, there was $ 19.9 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 1.84 years.
+Added: For the three and nine months ended September 30, 2023, the Company recognized $ 3.7 million and $ 10.8 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income compared to $ 3.1 million and $ 9.5 million for the corresponding periods in the prior year.
+Added: The following table contains information on performance-based restricted stock award activity for the nine months ended September 30, 2023:
Number of Performance-Based Award Shares
2 unchanged sentences
Released ( 416,220 )
−Removed: Outstanding at June 30, 2023 1,492,000
+Added: Outstanding at September 30, 2023 1,492,000
Supplemental Disclosures of Cash Flow Information and Noncash Activities
Supplemental disclosures of cash flow information are as follows:
−Removed: Three Months Ended June 30, Six Months Ended June 30,
+Added: Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
17 unchanged sentences
The Company continues to have the option, subject to receipt by Bally's of required consents, to acquire the real property assets of Bally's Lincoln prior to December 31, 2026 for a purchase price of $ 771.0 million and additional annual rent of $ 58.8 million.
+Added: On August 29, 2023, the Company acquired the land associated with a development project in Rockford, IL, that upon opening is intended to be managed by Hard Rock, from an affiliate of 815 Entertainment.
+Added: Simultaneously with the land acquisition, GLPI entered into the Rockford Lease.
+Added: The transaction was accounted for as a failed sale leaseback and as such the purchase price was allocated to Investment in leases, financing receivables in the amount of $100.2 million.
+Added: On September 6, 2023, the Company acquired the land and certain improvements at Casino Queen Marquette for $ 32.72 million.
+Added: The property was added to the Casino Queen Master Lease and annual rent was increased by $ 2.7 million.
+Added: The purchase price allocation of these assets based on their fair values at the acquisition date are summarized below (in thousands).
+Added: Land and improvements $ 32,032
+Added: Building and improvements 690
+Added: Total purchase price $ 32,722
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.