Gaming & Leisure Properties Completes Acquisition of Tropicana Las Vegas and Provides Update on April Rent Collections

WYOMISSING, Pa., April 20, 2020 (GLOBE NEWSWIRE) -- Gaming and Leisure Properties, Inc. (NASDAQ: GLPI or “GLPI” or the “Company”) today announced the completion of the previously announced acquisition of Tropicana Las Vegas Casino Hotel Resort (the “Tropicana”) and provided an update on the collection of April 2020 rents for its portfolio of the real estate for 44 gaming and related facilities.

Tropicana Purchase Agreement and Lease

On April 16, 2020, the Company and certain of its subsidiaries acquired the real property associated with the Tropicana from Penn National Gaming, Inc. (Nasdaq: PENN or “Penn National”) in exchange for rent credits of $307.5 million, which will be applied to rent due under the parties’ existing leases for the months of May, June, July, August, October and a portion of November 2020.

Pursuant to the terms of the transaction with Penn National, GLPI will conduct a sale process with respect to the Tropicana Las Vegas (including the casino and hotel business).  If a definitive agreement for the sale is entered into during the first year of the sale process, Penn National Gaming will receive 75% of the net proceeds above $307.5 million plus certain taxes, expenses and costs.  If a definitive agreement is entered into during the second year of the sale process Penn National Gaming will receive 50% of the proceeds above $307.5 million plus certain taxes, expenses and costs, in each case, subject to the terms and conditions in the Tropicana Purchase Agreement. GLPI will receive all proceeds from any sale occurring after the initial two years.

Simultaneous with GLPI’s acquisition of the Tropicana, the Company entered into a lease with Penn National for the Tropicana for nominal annual rent and Penn National will continue to operate the property for two years (subject to three one-year extensions at GLPI’s option) or until the Tropicana is sold, whichever is earlier. The lease is a triple net lease relieving the Company from carrying and other costs at the property during the lease term.

In conjunction with the transaction, the Company’s credit facility lenders offered broad cooperation without a fee and with support of 83% to amend the revenue definition included in the Company’s credit agreement to allow non-cash rent to be included in all covenant calculations as cash equivalents.

April Rents

While all of GLPI’s tenants’ properties as well as the Company’s two TRS properties were closed in mid-March as a result of COVID-19 related precautions, the Company collected 98.6% of contractual April rent, including amounts paid by Penn National.

GLPI's Chairman and Chief Executive Officer, Peter Carlino, commented, “GLPI believes its collaborative and mutually beneficial outcome with Penn National provides us and our investor base greater visibility and predictability for rent receipts over the remainder of 2020.  We are also grateful to our credit facility lenders for their support in facilitating the transaction with Penn National in a manner that acknowledges the unforeseen circumstances and that represents a unified spirit of cooperation to overcome the challenges presented by COVID-19.”

GLPI is engaged in the business of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements, pursuant to which the tenant is responsible for all facility maintenance, insurance required in connection with the leased properties and the business conducted on the leased properties, taxes levied on or with respect to the leased properties and all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, including our expectations regarding the collection of future rent receipts in 2020. Forward-looking statements can be identified by the use of forward-looking terminology such as “expects,” “believes,” “estimates,” “intends,” “may,” “will,” “should” or “anticipates” or the negative or other variation of these or similar words, or by discussions of future events, strategies or risks and uncertainties.  Such forward looking statements are inherently subject to risks, uncertainties and assumptions about GLPI and its subsidiaries, including risks related to the following: the effect of pandemics such as COVID-19 on the business operations of GLPI’s tenants and their continued ability to pay rent in a timely manner or at all; GLPI’s ability to sell the Tropicana, including receipt of all required regulatory approvals, or other delays or impediments to completing the proposed transaction; GLPI's ability to maintain its status as a REIT; GLPI’s ability to access capital through debt and equity markets in amounts and at rates and costs acceptable to GLPI; the impact of our substantial indebtedness on our future operations; changes in the U.S. tax law and other state, federal or local laws, whether or not specific to REITs or to the gaming or lodging industries; and other factors described in GLPI’s Annual Report on Form 10-K for the year ended December 31, 2019, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, each as filed with the Securities and Exchange Commission. All subsequent written and oral forward-looking statements attributable to GLPI or persons acting on GLPI’s behalf are expressly qualified in their entirety by the cautionary statements included in this press release. GLPI undertakes no obligation to publicly update or revise any forward-looking statements contained or incorporated by reference herein, whether as a result of new information, future events or otherwise, except as required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release may not occur.