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Item 1. Financial Statements

2025-07-24 compared with 2025-04-24 · 239 added, 134 removed, 644 unchanged (37% of the section changed)

24 unchanged sentences

Commitments and Contingencies (Note 9)

Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at March 31, 2025 and December 31, 2024)

Common stock ($ .01 par value, 500,000,000 shares authorized, 274,832,999 and 274,422,549 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively)

Preferred stock ($ .01 par value, 50,000,000 shares authorized, no shares issued or outstanding at June 30, 2025 and December 31, 2024)

Common stock ($ .01 par value, 500,000,000 shares authorized, 283,007,539 and 274,422,549 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively)

Additional paid-in capital 6,608,591 6,209,827

Accumulated deficit ( 2,057,380 ) ( 1,944,009 )

Accumulated other comprehensive income 837 —

Total equity attributable to Gaming and Leisure Properties 4,554,878 4,268,562

Noncontrolling interests in GLPI's Operating Partnership ( 8,224,939 units outstanding at March 31, 2025 and December 31, 2024, respectively)

Noncontrolling interests in GLPI's Operating Partnership ( 8,224,939 units outstanding at June 30, 2025 and December 31, 2024, respectively)

378,432 376,962

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and Subsidiaries

Condensed Consolidated Statements of Income

Condensed Consolidated Statements of Operations and Comprehensive Income

(in thousands, except per share data)

Three Months Ended March 31,

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

2025 2024 2025 2024

Rental income $ 339,527 $ 332,815 $ 679,779 $ 663,397

3 unchanged sentences

Total income from real estate

394,876 380,626 790,111 756,590

Operating expenses

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Diluted earnings attributable to common shareholders $ 0.54 $ 0.77 $ 1.14 $ 1.41

Other comprehensive income

Net income 156,165 214,412 326,519 393,938

Unrealized gain on cash flow hedges 864 — 864 —

Comprehensive income 157,029 214,412 327,383 393,938

Comprehensive income attributable to non-controlling interest in the Operating Partnership ( 4,753 ) ( 6,162 ) ( 9,923 ) ( 11,224 )

Comprehensive income attributable to common shareholders 152,276 208,250 317,460 382,714

See accompanying notes to the condensed consolidated financial statements.

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Capital Accumulated

Deficit Noncontrolling Interest Operating Partnership Total

Deficit Accumulated Other Comprehensive Income Noncontrolling Interest Operating Partnership Total

Shares Amount

6 unchanged sentences

Balance, March 31, 2025 274,832,999 $ 2,748 $ 6,200,349 $ ( 1,987,886 ) $ — $ 379,317 $ 4,594,528

Issuance of common stock, net of costs 8,170,387 82 402,956 — — — 403,038

Restricted stock and LTIP unit activity 4,153 — 5,286 — — 870 6,156

Dividends paid ($ 0.78 per common share)

— — — ( 220,933 ) — — ( 220,933 )

Unrealized gain on cash flow hedges — — — — 837 27 864

Issuance of operating partnership units — — — — — — —

Distributions to non-controlling interest — — — — — ( 6,508 ) ( 6,508 )

— — — 151,439 — 4,726 156,165

Balance, June 30, 2025 283,007,539 $ 2,830 $ 6,608,591 $ ( 2,057,380 ) $ 837 $ 378,432 $ 4,933,310

Common Stock Additional

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Balance, March 31, 2024 271,500,584 $ 2,715 $ 6,054,530 $ ( 1,930,027 ) $ 370,599 $ 4,497,817

Restricted stock activity

— — 5,426 — — 5,426

Dividends paid ($ 0.76 per common share)

— — — ( 206,583 ) — ( 206,583 )

Distributions to non-controlling interest — — — — ( 6,147 ) ( 6,147 )

— — — 208,250 6,162 214,412

Balance, June 30, 2024 271,500,584 $ 2,715 $ 6,059,956 $ ( 1,928,360 ) $ 370,614 $ 4,504,925

See accompanying notes to the condensed consolidated financial statements.

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(in thousands, unaudited)

Three months ended March 31, 2025 2024

Six months ended June 30, 2025 2024

Operating activities

23 unchanged sentences

Investment in leases, financing receivables — ( 203,486 )

Acquisition of real estate, net ( 5,000 ) ( 1,478 )

Originations of real estate loans ( 10,669 ) ( 53,000 )

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GLPI issues equity from time to time and is obligated to contribute the net proceeds from those offerings to GLP Capital.

As of March 31, 2025, GLPI owned approximately 97.0% of the outstanding units of GLP Capital with the remaining 3.0% owned by third party limited partners who contributed properties to GLP Capital in exchange for consideration that was partially funded through the issuance of operating partnership units ("OP Units") and holders of long term incentive plan units ("LTIP Units").

As of June 30, 2025, GLPI owned 97.0 % of the outstanding units of GLP Capital with the remaining 3.0 % owned by third party limited partners who contributed properties to GLP Capital in exchange for consideration that was partially funded through the issuance of operating partnership units ("OP Units") and holders of long term incentive plan units ("LTIP Units").

The OP Units and LTIP Units once vested are exchangeable on a one for one basis for common shares of the Company.

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All debt of the Company, including revolving credit facilities, term loans and senior unsecured notes, is incurred by GLP Capital and its subsidiaries.

GLPI has fully and unconditionally guaranteed all of our outstanding senior unsecured notes.

GLPI has fully and unconditionally guaranteed all of the Company's outstanding senior unsecured notes.

The Company seeks to provide an opportunity to invest in the growth opportunities afforded by the gaming industry, with the stability and cash flow opportunities of a REIT.

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

As of March 31, 2025, GLPI’s portfolio consisted of interests in 68 gaming and related facilities, the real property associated with 34 gaming and related facilities operated by PENN, the real property associated with 6 gaming and related facilities operated by Caesars Entertainment Corporation (NASDAQ:

As of June 30, 2025, GLPI’s portfolio consisted of interests in 68 gaming and related facilities, the real property associated with 34 gaming and related facilities operated by PENN, the real property associated with 6 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:

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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 revenues 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 5 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.

GLPI also agreed to fund certain potential development projects in the PENN 2023 Master Lease including, up to $ 225 million for the relocation of PENN's riverboat casino in Aurora at a 7.75 % cap rate and, if requested by PENN, up to $ 350 million for the relocation of the Hollywood Casino Joliet, as well as the construction of a hotel at Hollywood Casino Columbus and the construction of a second hotel tower at the M Resort Spa Casino at then current market rates.

As of March 31, 2025, no funding has been requested by PENN on these projects.

GLPI also agreed to fund certain potential development projects in the PENN 2023 Master Lease including, up to $ 225 million for the relocation of PENN's riverboat casino in Aurora at a 7.75 % capitalization rate and, if requested by PENN, up to $ 130 million for the relocation of the Hollywood Casino Joliet, as well as $220 million for the construction of a hotel at Hollywood Casino Columbus and the construction of a second hotel tower at the M Resort Spa Casino each at then current market rates.

As of June 30, 2025, PENN has requested $ 130 million in funding for the Joliet project, which will be subject to a 7.75 % capitalization rate and is expected to be funded at or near the projected opening date of the new casino on August 11, 2025.

The Company also funded $5 million to reimburse PENN for land site development costs for the Joliet project.

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

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

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

In May 2020, the Company acquired the real estate of Belterra Park in satisfaction of the Belterra Park

Loan, subject to a long-term lease (the "Belterra Park Lease") with a Boyd affiliate operating the property.

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

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Louis Lease annual rent increases by 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.

Bally's Master Lease, Bally's Chicago Land Lease, Bally's Master Lease II, the Amended and Restated Casino Queen Master Lease and the Tropicana Las Vegas Lease

Bally's Master Lease, Bally's Chicago Lease, Bally's Master Lease II, the Amended and Restated Casino Queen Master Lease and the Tropicana Las Vegas Lease

The Company has several leases and development agreements with Bally's.

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This development funding is expected to extend into 2027.

The Company would own all funded improvements, which would be leased to Bally’s with rent commencing as advances are made.

As of March 31, 2025, no amounts have been funded by the Company.

The Company will own all funded improvements, which would be leased to Bally’s with rent commencing as advances are made at an annual yield of 8.5%.

As of June 30, 2025, no amounts have been funded by the Company.

On September 11, 2024, the Company assumed the ground lease between the existing third party and Bally's for approximately $ 250 million.

The ground lease was amended such that the Company receives initial annual rent of $ 20 million (the "Bally's Chicago Land Lease").

The Bally's Chicago Land Lease is cross-defaulted with the construction development funding agreement.

The ground lease was amended such that the Company receives initial annual rent of $ 20 million.

In July 2025, the Company entered into a Chicago development agreement for Bally's Chicago and amended the existing land lease to include the building (the "Chicago Lease").

The Chicago Lease has an initial term of 15 years, followed by four 5-year renewals, exercisable at the tenant's option.

The Chicago Lease's annual rent increases if the CPI increase is at least 0.5 % for any lease year, then the rent shall increase by the greater of 1 % of the rent as of the immediately preceding lease year and the CPI increase capped at 2 %.

If the CPI is less than 0.5 % for such lease year, then the rent shall not increase for such lease year.

Rental income on the land and development funding is being deferred until the project is substantially completed and ready for its intended use.

On December 16, 2024, the Company completed the purchase of the real property assets of both Bally’s Kansas City and Bally’s Shreveport.

The two properties are in a new master lease that is cross-defaulted with the existing Bally’s Master Lease (the "Bally's Master Lease II").

The two properties are in a master lease that is cross-defaulted with the existing Bally’s Master Lease (the "Bally's Master Lease II").

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

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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 Twin River Lincoln Casino Resort ("Bally's Lincoln") prior to December 31, 2026 for a purchase price of $ 735 million and additional rent of $ 58.8 million The Company has also been granted a call right to acquire the property, subject only to regulatory approval, beginning on October 1, 2026 at the same terms.

On February 7, 2025, Bally's completed its merger transactions with Standard General and its affiliates, and pursuant to the terms of the merger agreement, Casino Queen is now a subsidiary of Bally's.

On February 7, 2025, Bally's completed its merger transactions with Standard General L.P.

and its affiliates, and pursuant to the terms of the merger agreement, The Queen Casino & Entertainment ("Casino Queen") is now a subsidiary of Bally's.

The Company has a master lease with Casino Queen which became effective December 17, 2021 (the "Amended and Restated Casino Queen Master Lease").

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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 is less than 0.25 % then rent will remain unchanged for such lease year.

Effective July 1, 2025, the DraftKings at Casino Queen and The Queen Baton Rouge properties in the Casino Queen Master Lease will transition to Bally's Master Lease II.

The associated corporate guarantee has been removed and replaced by guarantees from several Bally's entities.

Additionally, annual rental income of $ 28.9 million will be reallocated from the Casino Queen Master Lease to Bally's Master Lease II.

See Note 16 for additional discussion.

On June 3, 2024, the Company announced that it agreed to fund and oversee a landside move and hotel renovation of The Belle for Casino Queen.

GLPI committed to provide up to approximately $ 111 million of funding for the project, of which $ 43.5 million has been funded as of March 31, 2025.

GLPI committed to provide up to approximately $ 111 million of funding for the project, of which $ 59.3 million has been funded as of June 30, 2025.

The landside development is expected to be completed in the fourth quarter of 2025, whereas the hotel opened to the public on March 31, 2025.

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On January 1, 2025, the Company amended the terms of the Rockford Loan to reduce the interest rate to 8 % with a maturity date of June 30, 2026, subject to a 6-month extension.

As of March 31, 2025, $ 150 million was advanced and outstanding under the Rockford Loan.

As of June 30, 2025, $ 150 million was advanced and outstanding under the Rockford Loan.

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.

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On May 16, 2024, the Company acquired the real estate assets of Silverado Franklin Hotel & Gaming Complex ("Silverado"), the Deadwood Mountain Grand ("DMG") casino, and Baldini's Casino ("Baldini's") from Strategic.

Simultaneous with the acquisition, GLPI Capital and affiliates of Strategic entered into two cross-defaulted triple-net lease agreements, each for an initial 25 -year term with no purchase option and two ten-year renewal periods (exercisable by the tenant) (the "Strategic Gaming Leases").

Simultaneous with the acquisition, GLP Capital and affiliates of Strategic entered into two cross-defaulted triple-net lease agreements, each for an initial 25 -year term with no purchase option and two ten-year renewal periods (exercisable by the tenant) (the "Strategic Gaming Leases").

The initial annual rent is subject to a 2 % annual escalation beginning in year three of the lease and a CPI-based annual escalation beginning in year eleven of the lease, at the greater of 2 % or CPI capped at 2.5 %.

1 unchanged sentence

Ione has an option at the end of the Ione Loan term to satisfy the loan obligation by converting the outstanding principal into a long-term triple net lease with an initial term of twenty-five years and a maximum term of forty-five years.

These agreements were entered into subsequent to receiving a declination letter from the National Indian Gaming Commission covering the transaction documents, including the long-term lease.

As of March 31, 2025, $ 18.4 million was advanced and outstanding under the Ione Loan which has a 5-year term.

These agreements were

entered into subsequent to receiving a declination letter from the National Indian Gaming Commission covering the transaction documents, including the long-term lease.

As of June 30, 2025, $ 25.8 million was advanced and outstanding under the Ione Loan which has a 5-year term.

Basis of Presentation

1 unchanged sentence

generally accepted accounting principles ("GAAP") for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X.

Accordingly, they do not include all of the information and

footnotes required by GAAP for complete consolidated financial statements.

Accordingly, they do not include all of the information and footnotes required by GAAP for complete consolidated financial statements.

In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included.

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Actual results could differ from those estimates.

Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

Operating results for the three and six months ended June 30, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.

The consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2024 (our "Annual Report") should be read in conjunction with these condensed consolidated financial statements.

The December 31, 2024 financial information has been derived from the Company’s audited consolidated financial statements.

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.

Derivative Financial Instruments

During the three month period ended June 30, 2025, the Company entered into a forward starting interest rate swap indexed to USD-SOFR, with a $ 100 million notional and a ten year term.

The swap was designated as a cash flow hedge to mitigate the risk of variability in future interest payments associated with the expected issuance of senior unsecured notes.

The derivative instrument is recorded at fair value in either Other Assets or Other Liabilities on the Balance Sheet, with changes in fair value recognized in Other Comprehensive Income (OCI) in the statement of operations and comprehensive income, as the hedge qualifies for cash flow hedge accounting under ASC 815.

The Company formally documented the hedge relationship at the contract's inception, including the identification of the hedging instrument and the hedged expected transaction, risk management objectives, and the method used to assess hedge effectiveness.

The Company evaluates hedge effectiveness on a quarterly basis.

If it determines that a hedge is no longer highly effective, hedge accounting is discontinued prospectively, and subsequent changes in fair value are recognized in earnings.

Amounts previously recorded in OCI are reclassified to earnings as the hedged interest payments are recognized.

Investment in leases, net

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The following is a summary of the balances of the Company's Investment in leases, financing receivables and investment in leases, sales type (in thousands).

2025 March 31,

2025 June 30,

2025 December 31,

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Allowance for credit losses ( 35,106 ) ( 104,877 ) ( 23,681 ) ( 34,065 )

Investment in leases - financing receivables, net $ 245,661 $ 2,313,156 $ 254,821 $ 2,333,114

The present value of the net investment in the lease payment receivable and unguaranteed residual value at March 31, 2025 for the Company's Investment in leases, financing receivables was $ 2,295.1 million and $ 78.9 million compared to $ 2,290.0 million and $ 77.1 million at December 31, 2024.

The present value of the net investment in the lease payment receivable and unguaranteed residual value at March 31, 2025 for the Company's Investment in leases, sales type was $ 256.2 million and $ 22.3 million compared to $ 256.7 million million and $ 21.8 million at December 31, 2024.

At March 31, 2025, minimum lease payments owed to us for each of the five succeeding years under the Company's investment in leases were as follows (in thousands):

Investment in leases, net $ 243,393 $ 2,276,068 $ 254,821 $ 2,333,114

The present value of the net investment in the lease payment receivable and unguaranteed residual value at June 30, 2025 for the Company's Investment in leases, financing receivables was $ 2,300.4 million and $ 80.5 million compared to $ 2,290.0 million and $ 77.1 million at December 31, 2024.

The present value of the net investment in the lease payment receivable and unguaranteed residual value at June 30, 2025 for the Company's Investment in leases, sales type was $ 255.9 million and $ 22.6 million compared to $ 256.7 million and $ 21.8 million at December 31, 2024.

At June 30, 2025, minimum lease payments owed to us for each of the five succeeding years under the Company's investment in leases were as follows (in thousands):

Year ending December 31, Future Minimum Lease Payments - Sales Type Future Minimum Lease Payments - Financing Receivables

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

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.

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.

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

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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, 2025 and December 31, 2024.

Our tenants were current on all of their rental obligations as of June 30, 2025 and December 31, 2024.

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

Balance at December 31, 2024 Change in Allowance Balance at March 31, 2025

Balance at December 31, 2024 Change in Allowance Balance at March 31, 2025 Change in Allowance Balance at June 30, 2025

Maryland Live!

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Totals $ 57,746 $ 36,014 $ 93,760 $ 46,223 $ 139,983

Balance at December 31, 2023 Change in Allowance Balance at March 31, 2024

Balance at December 31, 2023 Change in Allowance Balance at March 31, 2024 Change in Allowance Balance at June 30, 2024

Maryland Live!

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Tioga Downs Lease — 1,579 1,579 ( 150 ) 1,429

Strategic Lease $ — $ — $ — $ 856 856

Totals $ 21,971 $ 22,204 $ 44,175 $ ( 3,322 ) $ 40,853

The amortized cost basis of the Company's investment in leases, financing receivables by year of origination is shown below as of March 31, 2025 (in thousands):

Origination year Investment in leases, financing receivables Allowance for credit losses Amortized cost basis at March 31, 2025

The amortized cost basis of the Company's investment in leases, financing receivables by year of origination is shown below as of June 30, 2025 (in thousands):

Origination year Investment in leases, financing receivables Allowance for credit losses Amortized cost basis at June 30, 2025

Allowance as a percentage of outstanding financing receivable

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Total $ 2,380,945 $ ( 104,877 ) $ 2,276,068 ( 4.40 ) %

The amortized cost basis of the Company's investment in leases, sales type by year of origination is shown below as of March 31, 2025 (in thousands):

Origination year Investment in leases, sales type Allowance for credit losses Amortized cost basis at March 31, 2025

The amortized cost basis of the Company's investment in leases, sales type by year of origination is shown below as of June 30, 2025 (in thousands):

Origination year Investment in leases, sales-type Allowance for credit losses Amortized cost basis at June 30, 2025

Allowance as a percentage of outstanding financing receivable

2024 $ 278,499 $ ( 35,106 ) $ 243,393 ( 12.61 ) %

During the three months ended March 31, 2025, the Company recorded a provision for credit losses, net of $ 36.0 million on the Investment in leases, financing receivables and sales types.

The reason for the increase was primarily due to a more pessimistic forward looking economic forecast at March 31, 2025 compared to what was utilized at December 31, 2024.

During the three months ended March 31, 2024, the Company recorded a provision for credit losses, net of $ 22.2 million on the Investment in leases, financing receivables.

This was primarily due to a decline in the estimated real estate values underlying the Company's Investment in leases, financing receivables.

These values are estimated based on the actual and long term projections of the Commercial Real Estate Price Index which, as of March 31, 2024, declined relative to December 31, 2023.

Additionally, a provision for credit losses of $ 3.2 million and $ 1.1 million was recorded during the three months ended March 31, 2025 and March 31, 2024, respectively, on the Company's real estate loans and related loan commitment (See Note 5 for further details).

The reason for differences in the allowance as a percentage of outstanding financing receivable for leases originated in each calendar year in the table above depends on various factors for the leases such as, but not limited to expected rent coverage ratios and loan to value ratios.

Future changes in economic projections, 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.

During the three and six months ended June 30, 2025, the Company recorded net provisions for credit losses of $ 46.2 million and $ 82.2 million, respectively, related to investments in leases, financing receivables, and sales-type leases.

These provisions were primarily driven by a sequential deterioration in the third-party forward-looking economic outlook used in the Company's CECL reserve calculations.

The macroeconomic forecast as of March 31, 2025, was more pessimistic than the forecast used as of December 31, 2024, resulting in a provision during the three months ended March 31, 2025.

The outlook further deteriorated as of June 30, 2025, leading to an additional provision during the three months ended June 30, 2025.

During the three and six months ended June 30, 2024, the Company recorded a benefit for credit losses of $ 3.3 million and a provision for credit losses of $ 18.9 million, respectively, related to investment in leases, financing receivables.

The benefit in the three months ended June 30, 2024 was primarily due to changes in probability weighting of the economic forecast scenarios used, which are obtained from a third-party provider.

The net provision for the six months ended June 30, 2024, was primarily attributable to a decline in the estimated real estate values underlying the Company's investment in leases, financing receivables.

These values are estimated based on actual and projected trends in the Commercial Real Estate Price Index, which declined as of June 30, 2024, compared to December 31, 2023.

Differences in the allowance as a percentage of outstanding financing receivables for leases originated in different calendar years, as shown in the table, reflect various factors, including but not limited to, expected rent coverage ratios and loan-to-value ratios.

Future changes in economic projections, scenario probabilities, estimated real estate values, and earnings assumptions at the underlying facilities may result in additional non-cash provisions or recoveries in future periods that could materially affect future results of operations.

Real Estate Investments, Net

Real estate investments, net, represent investments in rental properties and the corporate headquarters building (excluding our investments in transactions accounted for as real estate loans and investment in leases, financing receivables and investment in leases, sales-type that are described in Notes 5 and 3, respectively) and is summarized as follows:

2025 December 31,

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Real estate investments, net $ 8,054,559 $ 8,148,719

As discussed in Note 1, the Company reimbursed PENN $5 million for land site development costs for the new Joliet casino that is being developed.

The increase in buildings and improvements relates to the completion of the hotel development for The Belle.

Construction in progress primarily represents development funding along with related capitalized interest on the Company's development projects.

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The Company entered into the Rockford Loan to fund the construction of the Hard Rock Casino Rockford in Rockford, Illinois.

As of March 31, 2025 and December 31, 2024, the entire $ 150 million commitment was drawn.

As of June 30, 2025 and December 31, 2024, the entire $ 150 million commitment was drawn.

On January 1, 2025, the Company amended the terms of the Rockford Loan to reduce the interest rate to 8 % from 10 % with a maturity date of June 30, 2026, subject to a 6 month extension.

The Company also entered into the Ione Loan for up to $ 110 million, of which $ 18.4 million and $ 15.2 million was drawn as of March 31, 2025 and December 31, 2024, respectively.

The Company also entered into the Ione Loan for up to $ 110 million, of which $ 25.8 million and $ 15.2 million was drawn as of June 30, 2025 and December 31, 2024, respectively.

The following is a summary of the balances of the Company's Real estate loans, net.

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

(in thousands)

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Ending balance at March 31, 2025 $ ( 7,426 ) $ ( 150 ) $ ( 7,576 )

Change in allowance $ ( 6,877 ) $ ( 208 ) $ ( 7,085 )

Ending balance at June 30, 2025

$ ( 14,303 ) $ ( 358 ) $ ( 14,661 )

3 unchanged sentences

Ending balance at March 31, 2024 $ ( 1,693 )

The amortized cost basis of the Company's real estate loans, financing receivables by year of origination is shown below as of March 31, 2025 (in thousands):

Origination year Real estate loans, net Allowance for credit losses Amortized cost basis at March 31, 2025

Change in allowance $ ( 935 )

Ending balance at June 30, 2024 $ ( 2,628 )

The amortized cost basis of the Company's real estate loans, financing receivables by year of origination is shown below as of June 30, 2025 (in thousands):

Origination year Real estate loans Allowance for credit losses Amortized cost basis at June 30, 2025

Allowance as a percentage of outstanding real estate loans

3 unchanged sentences

The real estate loans are subject to CECL, which is described in Note 3.

The Company recorded provision for credit losses of $3.0 million and $ 0.7 million for the three month period ended March 31, 2025 and March 31, 2024 on the Company's real estate loans, respectively.

Additionally, the Company recorded a provision of $ 0.2 million and $ 0.4 million during the three month period ended March 31, 2025 and March 31, 2024 on unfunded loan commitments.

The reserves for the unfunded loan commitment are recorded in other liabilities on the Condensed Consolidated Balance Sheets and totaled $ 0.7 million and $ 0.5 million at March 31, 2025 and December 31, 2024, respectively.

The Company's borrowers were current on their loan obligations as of March 31, 2025 and December 31, 2024.

The Company recorded provision for credit losses of $ 7.1 million and $ 10.1 million for the three month and six month period ended June 30, 2025 on the Company's real estate loans, respectively.

The Company recorded a provision for credit losses of $ 0.9 million and $ 1.7 million for the three month and six months ended June 30, 2024 on the Rockford Loan.

Additionally, the Company recorded a provision of $ 0.4 million and $ 0.6 million during the three month and six month period ended June 30, 2025 on unfunded loan commitments compared to a benefit of $ 1.4 million and $ 1.0 million during the three month and six month period ended June 30, 2024.

The reserves for the unfunded loan commitment are recorded in other liabilities on the Condensed Consolidated Balance Sheets and totaled $ 1.2 million and $ 0.5 million at June 30, 2025 and December 31, 2024, respectively.

The Company's borrowers were current on their loan obligations as of June 30, 2025 and December 31, 2024.

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):

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Right-of use assets - operating leases

9 unchanged sentences

Land rights, net $ 838,650 $ 847,189

As of March 31, 2025, estimated future amortization expense related to the Company’s land rights by fiscal year is as follows (in thousands):

As of June 30, 2025, 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, 2025, payments under the Company's operating lease liabilities were as follows (in thousands):

At June 30, 2025, 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):

Three Months Ended March 31,

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

2025 2024 2025 2024

Operating lease cost $ 4,315 $ 3,635 $ 8,630 $ 7,264

5 unchanged sentences

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

March 31, 2025

June 30, 2025

Weighted average remaining lease term - operating leases 52.78 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,

2025 2024 2025 2024

(in thousands) (in thousands)

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

Operating cash flows from operating leases (1)

$ 416 $ 414 $ 831 $ 829

(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.

6 unchanged sentences

The Company's weighted average discount rate on the fixed minimum annual payments was 5.07% to arrive at the initial lease obligations.

At March 31, 2025, payments under the Company's financing lease liabilities were as follows (in thousands):

At June 30, 2025, payments under the Company's financing lease liabilities were as follows (in thousands):

2025 (remainder of year) $ 1,350

34 unchanged sentences

$ 6,892,308 $ 7,735,877

The following is a schedule of future minimum repayments of long-term debt as of March 31, 2025 (in thousands):

The following is a schedule of future minimum repayments of long-term debt as of June 30, 2025 (in thousands):

2025 (remainder of year) $ 102

4 unchanged sentences

GLP Capital is the primary obligor under the Senior Unsecured Credit Agreement, which is guaranteed by GLPI.

At March 31, 2025, $ 332.5 million was outstanding under the Company's Revolver.

After giving effect to contingent obligations under letters of credit with face amounts aggregating approximately $ 0.4 million, the Company had $ 1,757.2 million of available borrowing capacity under the Revolver as of March 31, 2025.

The weighted average interest rate under the Revolver and term loan credit facility at March 31, 2025 was 5.62%.

At June 30, 2025, $ 332.5 million was outstanding under the Company's Revolver.

The weighted average interest rate under the Revolver and term loan credit facility at June 30, 2025 was 5.62%.

Term Loan Credit Facility

3 unchanged sentences

Senior Unsecured Notes

At March 31, 2025, the Company had $ 6,025.0 million of outstanding senior unsecured notes (the "Senior Notes").

During the three months ended March 31, 2025, the Company redeemed its $ 850 million, 5.250 % senior unsecured notes due June 2025.

At June 30, 2025, the Company had $ 6,025.0 million of outstanding senior unsecured notes (the "Senior Notes").

During the six months ended June 30, 2025, the Company redeemed its $ 850 million, 5.250 % senior unsecured notes due June 2025.

The notes were redeemed with cash on hand.

At March 31, 2025, the Company was in compliance with all required financial covenants on its debt obligations.

At June 30, 2025, the Company was in compliance with all required financial covenants on its debt obligations.

Fair Value of Financial Assets and Liabilities

23 unchanged sentences

As such, this was determined to be a Level 3 measurement as defined under ASC 820.

Deferred Compensation Plan Assets

The Company's deferred compensation plan assets consist of open-ended mutual funds and as such the fair value measurement of the assets is considered a Level 1 measurement as defined under ASC 820.

Deferred compensation plan assets are included within other assets on the condensed consolidated balance sheets.

Real Estate Loans, net

1 unchanged sentence

The fair value of the loans is subject to fluctuations from changes in market interest rates at each reporting period and the fair value measurement is considered a Level 3 measurement as defined in ASC 820.

Deferred Compensation Plan Assets

The Company's deferred compensation plan assets consist of open-ended mutual funds and as such the fair value measurement of the assets is considered a Level 1 measurement as defined under ASC 820.

Deferred compensation plan assets are included within other assets on the condensed consolidated balance sheets.

Interest rate swaps

The fair value of the Company's interest rate swaps are based on quoted prices on similar instruments in active markets and is considered a Level 2 measurement as defined in ASC 820.

It includes a credit valuation adjustment which was not material to the overall fair value of the instrument.

Long-term Debt

2 unchanged sentences

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

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Value Carrying

9 unchanged sentences

42,694 42,694 38,948 38,948

Interest rate swap

Financial liabilities:

3 unchanged sentences

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, 2025 and 2024.

There were no assets or liabilities measured at fair value on a nonrecurring basis during the six months ended June 30, 2025 and 2024.

Commitments and Contingencies

6 unchanged sentences

Funding commitments

As of March 31, 2025, we have entered into various commitments or call rights to finance/acquire future investments in gaming and related facilities for our tenants.

As of June 30, 2025, the Company has entered into various commitments or call rights to finance/acquire future investments in gaming and related facilities for our tenants.

These are detailed in the table below.

2 unchanged sentences

See Note 1 in the Notes to the Condensed Consolidated Financial Statements for further details.

Description Maximum Commitment amount Amount funded at March 31, 2025

Description Maximum Commitment amount Amount funded at June 30, 2025

Relocation of Hollywood Casino Aurora $ 225 million None

Relocation of Hollywood Casino Joliet, construction of a hotel at Hollywood Casino Columbus and a hotel tower at the M Resort $ 350 million None

Construction improvements at Ameristar Casino Council Bluffs ( 1 ) None

Relocation of Hollywood Casino Joliet (1) $ 130 million None

Construction of a hotel at Hollywood Casino Columbus and a hotel tower at the M Resort $ 220 million None

Funding associated with a landside move at Ameristar Casino Council Bluffs ( 2 ) None

Potential transaction at the former Tropicana Las Vegas site with Bally's $ 175 million $ 48.5 million

4 unchanged sentences

Call right to acquire Bally's Lincoln $ 735 million None

(1) On June 6, 2025, PENN gave notice to the Company that it intended to utilize the $130 million commitment for the project.

GLPI expects to fund this amount on August 1, 2025 and will receive a 7.75% cap rate on the funding.

(2) The Company has agreed to fund, if requested by PENN at their sole discretion, on or before March 1, 2029, construction improvements in an amount not to exceed the greater of (i) the hard costs associated with the project and (ii) $150.0 million.

5 unchanged sentences

The Company assesses whether to include tenant renewal options in its calculation of the lease term based on several factors, including but not limited to, whether its tenants' leases represent substantially all of the tenants' earnings and revenues, the ability of its tenants to sell their leased operations for fair value and whether the initial term of its leases is for a significant period of time.

Details of the Company's income from real estate for the three months ended March 31, 2025 was as follows (in thousands):

Three Months Ended March 31, 2025

Details of the Company's income from real estate for the three and six months ended June 30, 2025 was as follows (in thousands):

Three Months Ended June 30, 2025 Six Months Ended June 30, 2025

Building base rent $ 300,590 $ 600,097

7 unchanged sentences

Total income from real estate $ 394,876 $ 790,111

As of March 31, 2025, 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, 2025, 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 (1) Future Base Ground Rents Receivable Future Income to be Recognized Related to Operating Leases

6 unchanged sentences

Total $ 10,486,291 $ 193,990 $ 142,173 $ 10,822,454

(1) Includes a $3.6 million tenant improvement allowance that is being amortized over the life of a tenant lease and excludes deferred income on the Bally's Chicago Land Lease as the facility is under development and as such is not ready for its intended use.

(1) Includes a $3.6 million tenant improvement allowance that is being amortized over the life of a tenant lease and excludes deferred income on development projects which are not ready for their intended use.

The table above presents the cash rent the Company expects to receive from its tenants, offset by adjustments to recognize this rent on a straight-line basis over the lease term.

6 unchanged sentences

The Company calculates earnings per share ("EPS") in accordance with ASC 260 - Earnings per Share ("ASC 260" ) .

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.

The Company's participating securities are related to certain employee equity awards that receive non-forfeitable dividends.

3 unchanged sentences

The effect of the conversion of the LTIP Units and OP Units to common shares is excluded from the computation of basic and diluted earnings per share because the exchange of LTIP Units and OP Units into common stock is on a one-for-one basis and 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.

In accordance with ASC 260, the Company includes all

performance-based restricted shares that would have vested based upon the Company’s performance at quarter-end in the calculation of diluted EPS.

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, 2025 and 2024:

Three Months Ended March 31,

In accordance

with ASC 260, the Company includes all performance-based restricted shares that would have vested based upon the Company’s performance at quarter-end in the calculation of diluted EPS.

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

2025 2024 2025 2024

(in thousands)

3 unchanged sentences

Assumed conversion of performance-based restricted stock awards

239 431 221 423

Dilution attributable to equity forward contract — — — —

Diluted weighted-average common shares outstanding 277,797 272,065 276,464 272,042

The following table presents the calculation of basic and diluted EPS for the Company’s common stock for the three months ended March 31, 2025 and 2024:

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, 2025 and 2024:

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

2025 2024 2025 2024

(in thousands, except per share data)

10 unchanged sentences

Antidilutive securities excluded from the computation of diluted earnings per share 137 90 139 106

(1) During the three and six months ended June 30, 2025, these awards which are participating securities were accounted for under the two class method and excluded from diluted shares as they are a separate class.

Common stock issuance

On December 21, 2022, the Company commenced a continuous equity offering under which the Company may sell up to an aggregate of $ 1.0 billion of its common stock from time to time through a sales agent in "at the market" offerings (the "2022 ATM Program").

On May 2, 2025, the Company entered into a new continuous equity offering program under which the Company may sell up to an aggregate of $ 1.25 billion of its common stock from time to time through a sales agent in "at the market" offerings (the "2025 ATM Program").

Actual sales will depend on a variety of factors, including market conditions, the trading price of the Company's common stock and determinations of the appropriate sources of funding.

4 unchanged sentences

However, the Company may also elect to cash settle or net share settle a particular forward sale agreement, in which case cash proceeds may or may not be received or cash may be owed to the forward purchaser.

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.

In connection with the 2025 ATM Program, the Company would engage 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.

During the three months ended March 31, 2024, the Company sold 0.2 million shares of its common stock under the 2022 ATM Program which raised net proceeds of $ 9.0 million.

The Company has entered into a forward sale agreement to sell 8,170,387 shares for a net sales price of $409.3 million subject to certain contractual adjustments.

Settlement of this forward sale agreement is expected to occur in June 2025.

No amounts have been recorded on the Company's balance sheet with respect to these forward sale agreements.

Reflecting the impact of these forward sale agreements, the Company had $ 34.2 million remaining for issuance under the 2022 ATM Program at March 31, 2025.

The forward sale agreements require the Company to, at its election prior to one year from the commencement of each forward sale agreement, physically settle the transactions by issuing shares of its common stock to the forward counterparty in exchange for net proceeds at the then applicable forward sale price specified by the forward sale agreements.

The forward sale

price is subject to adjustment on a daily basis based on a floating interest rate factor and will decrease by other specified fixed

Until settlement of the forward sale agreements (which contractually matures in the third quarter of 2025 but may be

settled prior to this time period at the Company's election), earnings per share dilution resulting from the forward sale agreements will be determined under the treasury stock method.

Share dilution occurs when the average market price of the Company's common stock is higher than the average forward sales price (which is reduced by the maximum specified fixed amounts in the contracts).

As of June 30, 2025, the Company had $ 1.25 billion remaining for issuance under the 2025 ATM Program.

On June 2, 2025, the Company settled a forward sale agreement and issued 8,170,387 shares for a net sales price of $ 404.0 million inclusive of certain contractual adjustments.

In connection with the 2025 ATM Program, the 2022 ATM Program was terminated.

Non-controlling interests

2 unchanged sentences

As partial consideration for the closing of the real property assets under the Tioga Downs Lease that occurred on February 6, 2024, the Company’s operating partnership issued 434,304 newly-issued OP units to an affiliate of Tioga Downs which were valued at $ 19.6 million.

As of March 31, 2025, the Company holds a 97.0 % controlling financial interest in the operating partnership.

As of June 30, 2025, the Company holds a 97.0 % 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 $ 6.3 million and $ 6.1 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, 2025 and March 31, 2024, respectively.

The Company paid $ 6.5 million and $ 12.8 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, 2025.

The Company paid $ 6.2 million and $ 12.3 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, 2024.

The Company’s net income or loss is allocated to noncontrolling interests based on the respective ownership or voting percentage in the Operating Partnership associated with such noncontrolling interests and is removed from consolidated income or loss on the Condensed Consolidated Statements of Operations in order to derive net income or loss attributable to common stockholders.

The noncontrolling ownership percentage is calculated by dividing the aggregate number of LTIP Units and OP Units by the total number of units and shares outstanding.

The following table lists the dividends declared and paid by the Company during the three months ended March 31, 2025 and 2024:

Accumulated Other Comprehensive Income (Loss)

The following table reflects the changes in accumulated other income (loss) related to derivative instruments designated as cash flow hedges for the six months ended June 30, 2025.

Cash Flow Hedges

(in thousands)

Accumulated other comprehensive income (loss) at December 31, 2024 $ —

Other comprehensive income (loss) before reclassifications 864

Reclassification from accumulated other comprehensive income (loss) to earnings —

Accumulated other comprehensive income (loss) at June 30, 2025

Outstanding Derivative Instrument

At June 30, 2025, the unrealized gain in accumulated other comprehensive income relates entirely to a forward starting interest rate swap with a notional amount of $100 million and a ten-year term, which was entered into to hedge the variability in interest rates associated with an expected issuance of senior unsecured notes.

The swap is indexed to USD-SOFR and qualifies for hedge accounting under ASC 815.

The unrealized gain recorded in other comprehensive income reflects the increase in fair value of the swap from the trade date through June 30, 2025, as interest rates have increased since the trade date.

The hedge remains highly effective, and no amounts have been reclassified to earnings as the hedged transaction has not yet occurred.

Instrument Fair Value Balance Sheet Classification Fixed rate Notional Index Maturity

(in thousands)

Forward-starting interest rate swap $ 864 Other assets 3.585 % $ 100,000 USD-SOFR 12/15/2035

The following table lists the dividends declared and paid by the Company during the six months ended June 30, 2025 and 2024:

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

1 unchanged sentence

February 13, 2025 March 14, 2025 Common Stock $ 0.76 First Quarter 2025 March 28, 2025 $ 208,873

May 15, 2025 June 13, 2025 Common Stock $ 0.78 Second Quarter 2025 June 27, 2025 $ 220,743

February 26, 2024 March 15, 2024 Common Stock $ 0.76 First Quarter 2024 March 29, 2024 $ 206,340

In addition, for the three months ended March 31, 2025 and March 31, 2024, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.2 million, respectively.

May 20, 2024 June 7, 2024 Common Stock $ 0.76 Second Quarter 2024 June 21, 2024 $ 206,340

In addition, for the three and six months ended June 30, 2025, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.4 million.

For the three and six months ended June 30, 2024, dividend payments were made to GLPI restricted stock award holders in the amount of $0.3 million and $0.5 million.

Stock-Based Compensation

The Company's Amended and Restated 2013 Long Term Incentive Compensation Plan (the "2013 Plan") provides for the Company to issue restricted stock awards, including performance-based restricted stock awards, and other equity or cash-based awards.

Any director, employee or consultant shall be eligible to receive such awards.

The Company issues new authorized common shares to satisfy stock option exercises and restricted stock award releases.

On June 12, 2025, at the 2025 Annual Meeting of Shareholders of GLPI, the Company’s shareholders approved the 2013 Plan to (i) increase the number of shares of common stock reserved for issuance thereunder by 4,500,000 shares, (ii)

provide for changes to provisions relating to the reuse of unissued shares, (iii) give the board of directors of the Company (the “Board”) and the Compensation Committee of the Board discretion to determine whether and to what extent holders of phantom stock units, if any, will have shareholder rights, and (iv) to remove provisions related to prior plans and awards that no longer apply to the 2013 Plan.

The Company accounts for stock compensation under ASC 718 - Compensation - Stock Compensation, which requires the Company to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award.

2 unchanged sentences

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

As of March 31, 2025, there was $ 7.0 million of total unrecognized compensation cost for time based restricted stock awards that will be recognized over the grants' remaining weighted average vesting period of 1.53 years.

For the three months ended March 31, 2025, the Company recognized $ 2.2 million of compensation expense associated with these awards, compared to $ 4.2 million for the three months ended March 31, 2024, within general and administrative expenses on the condensed consolidated statements of income.

The following table contains information on time based restricted stock award activity for the three months ended March 31, 2025:

As of June 30, 2025, there was $ 4.8 million of total unrecognized compensation cost for time based restricted stock awards that will be recognized over the grants' remaining weighted average vesting period of 1.61 years.

For the three and six months ended June 30, 2025, the Company recognized $ 2.2 million and $ 4.4 million of compensation expense associated with these awards, compared to $ 1.6 million and $ 5.8 million for the three and six months ended June 30, 2024, within general and administrative expenses on the condensed consolidated statements of income.

The following table contains information on time based restricted stock award activity for the six months ended June 30, 2025:

Number of Award

2 unchanged sentences

Released ( 233,815 )

Outstanding at March 31, 2025 246,488

Outstanding at June 30, 2025 242,335

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.

More specifically, the percentage of shares vesting at the end of the measurement period will be based on the Company’s three-year total shareholder return measured against the three-year total shareholder return of the companies included in the MSCI US REIT index and the Company's stock performance ranking among a group of triple-net REIT peer companies.

As of March 31, 2025, there was $ 18.2 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 1.81 years.

For the three months ended March 31, 2025,

the Company recognized $ 3.1 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income compared to $ 3.9 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, 2025:

As of June 30, 2025, there was $ 15.1 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 1.64 years.

For the three and six months ended June 30, 2025, the Company recognized $ 3.1 million and $ 6.2 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income compared to $ 3.9 million and $ 7.8 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, 2025:

Number of Performance-Based Award Shares

2 unchanged sentences

Released ( 488,500 )

Outstanding at March 31, 2025 1,242,000

As of March 31, 2025, there was $ 1.3 million of total unrecognized compensation cost for time based LTIP awards that will be recognized over the grants' remaining weighted average vesting period of 2.76 years.

For the three months ended March 31, 2025, the Company recognized $ 2.8 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income and noncontrolling interests on the Company's condensed consolidated balance sheet.

The following table contains information on time based LTIP award activity for the three months ended March 31, 2025:

Outstanding at June 30, 2025 1,242,000

As of June 30, 2025, there was $ 1.2 million of total unrecognized compensation cost for time based LTIP awards that will be recognized over the grants' remaining weighted average vesting period of 2.51 years.

For the three and six months ended June 30, 2025, the Company recognized $ 0.1 million and $ 2.9 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income and noncontrolling interests on the Company's condensed consolidated balance sheet.

The following table contains information on time based LTIP award activity for the six months ended June 30, 2025:

Number of Time-Based LTIP Awards

1 unchanged sentence

Granted 85,000

Outstanding at March 31, 2025 85,000

Performance-based LTIP awards were issued in the three month period ended March 31, 2025 and have a three-year cliff vesting with the amount of LTIP awards vesting at the end of the three-year period determined based upon the Company’s performance as measured against its peers.

Outstanding at June 30, 2025 85,000

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

As of March 31, 2025, there was $ 8.6 million of total unrecognized compensation cost, which will be recognized over the performance-based LTIP awards' remaining weighted average vesting period of 2.76 years.

For the three months ended March 31, 2025, the Company recognized $ 0.8 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income and noncontrolling interests on the Company's condensed consolidated balance sheet.

The following table contains information on performance-based LTIP award activity for the three months ended March 31, 2025:

As of June 30, 2025, there was $ 7.7 million of total unrecognized compensation cost, which will be recognized over the performance-based LTIP awards' remaining weighted average vesting period of 2.51 years.

For the three and six months ended June 30, 2025, the Company recognized $ 0.7 million and $ 1.5 million of compensation expense associated with these awards within general and administrative expenses on the condensed consolidated statements of income and noncontrolling interests on the Company's condensed consolidated balance sheet.

The following table contains information on performance-based LTIP award activity for the six months ended June 30, 2025:

Number of Performance-Based LTIP Awards

1 unchanged sentence

Granted 340,000

Outstanding at March 31, 2025 340,000

Outstanding at June 30, 2025 340,000

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,

2025 2024 2025 2024

(in thousands)

Cash paid for income taxes, net of refunds received $ 1,783 $ 2,399 $ 1,783 $ 2,399

Cash paid for interest $ 65,460 $ 88,592 $ 191,332 $ 167,626

The increase in cash paid for interest was due to increased borrowings that partially funded our recent acquisitions and prefunding the redemption for our $ 850 million, 5.25 % senior unsecured note that occurred in March 2025.

Noncash Investing and Financing Activities

2 unchanged sentences

Under asset acquisition accounting, incremental transaction costs incurred to acquire the purchased assets are also included as part of the asset cost.

No acquisitions closed during the three month period ended March 31, 2025.

No acquisitions closed during the six months ended June 30, 2025.

Prior year acquisitions

2 unchanged sentences

The transaction was accounted for as a failed sale leaseback and as such the purchase price, along with incremental transaction costs, was allocated to Investment in leases, financing receivables in the amount of $176.4 million.

On May 16, 2024, the Company acquired the real estate assets of Silverado, the DMG Casino, and Baldini's for $ 105 million, plus an additional $ 5 million that was funded at closing to reimburse the tenant for capital improvements.

Simultaneous with the acquisition, GLPI and affiliates of Strategic entered into the Strategic Gaming Leases.

The transaction was accounted for as a failed sale leaseback and the purchase price allocation of these assets and liabilities based on their respective fair values at the acquisition date are summarized below (in thousands).

Investment in leases, financing receivables 116,217

Financing lease liabilities ( 6,054 )

Total purchase price 110,163

Subsequent Events

Effective July 1, 2025, the Company amended the Casino Queen Master Lease and Bally's Master Lease II to move both the East St.

Louis, IL and Baton Rouge, LA properties to the Bally's Master Lease II.

Annual rent of $ 28.9 million was reallocated from the Casino Queen Master Lease to the Bally's Master Lease II.

Additionally, the default adjusted revenue to rent ratios contained within these two leases as well as the Bally's Master Lease and the Tropicana Lease were amended and are now determined based on the net leverage ratio of the tenant's parent company.

If the tenant's net leverage is greater than 5.5 to 1, then the adjusted revenue to rent coverage for the last two consecutive test periods must be at least 1.35.

If the tenant's parents' net leverage is equal to or less than 5.5 to 1, then the ratio shall be reduced to 1.2.

Finally, the corporate guarantee on the Casino Queen Master Lease was removed and was replaced by a guarantee from several Bally's entities.

In July 2025, the Company entered into the Bally's Chicago development agreement and the Chicago Lease.

The Chicago Lease has an initial term of 15 years followed by four 5-year renewals, exercisable at the tenant's option.

If the CPI increase is at least 0.5 % for any lease year, then the rent shall increase by the greater of 1 % of the rent as of the immediately preceding lease year and the CPI increase capped at 2 %.

If the CPI is less than 0.5 % for such lease year, then the rent shall not increase for such lease year.

Finally, the default adjusted revenue to rent coverage ratio shall be 1.35, subject to various conditions that could lower such ratio to 1.20.

The Chicago Lease is not subject to a corporate guarantee.

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