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[10-Q] Gaming & Leisure Properties, Inc. Quarterly Earnings Report

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10-Q
Rhea-AI Filing Summary

Gaming and Leisure Properties (GLPI) reported higher Q3 2025 results. Total income from real estate was $397.6M, up from $385.3M. Net income attributable to common shareholders rose to $241.2M from $184.7M, with diluted EPS of $0.85 vs $0.67. A $37.4M benefit for credit losses and slightly lower interest expense supported earnings.

Year-to-date, operating cash flow reached $786.2M. Cash and cash equivalents were $751.7M, and long‑term debt, net, declined to $7.20B from $7.74B. Shares outstanding were 283,008,342 as of September 30, 2025.

GLPI advanced $130M at a 7.75% cap rate for PENN’s Joliet relocation and outlined additional PENN projects, including a requested $150M for M Resort and an anticipated $225M for Aurora. It committed up to $940M for Bally’s Chicago (no funding as of quarter‑end), added Sunland Park for $183.75M increasing annual rent by $15.0M, and announced an 8.0% cap rate plan for Live! Virginia (land $27M and development funding $440M). The Rockford loan had $150M outstanding at 8%, and the Ione loan had $39.3M outstanding.

Gaming and Leisure Properties (GLPI) ha riportato risultati del terzo trimestre 2025 migliori. Il reddito totale da immobili è stato di 397,6 milioni di dollari, rispetto ai 385,3 milioni. L'utile netto attribuibile agli azionisti comuni è aumentato a 241,2 milioni da 184,7 milioni, con un utile per azione diluito di 0,85 dollari contro 0,67. Un beneficio di 37,4 milioni di dollari per perdite su crediti e un lieve calo delle spese per interessi hanno supportato gli utili.

Anno fino ad oggi, il flusso di cassa operativo ha raggiunto 786,2 milioni. Le disponibilità liquide erano di 751,7 milioni, e il debito a lungo termine, netto, è diminuito a 7,20 miliardi da 7,74 miliardi. Le azioni in circolazione erano 283.008.342 al 30 settembre 2025.

GLPI ha avanzato 130 milioni di dollari a un tasso di capitalizzazione del 7,75% per il trasferimento di PENN a Joliet e ha delineato ulteriori progetti PENN, tra cui una richiesta di 150 milioni per M Resort e un previsto di 225 milioni per Aurora. Ha impegnato fino a 940 milioni per Bally’s Chicago (nessun finanziamento al momento della chiusura del trimestre), ha aggiunto Sunland Park per 183,75 milioni aumentando l'affitto annuo di 15,0 milioni, e ha annunciato un piano a tasso di capitalizzazione dell'8,0% per Live! Virginia (terreno 27 milioni e finanziamento per lo sviluppo 440 milioni). Il prestito Rockford aveva 150 milioni in essere all'8%, e il prestito Ione aveva 39,3 milioni in essere.

Gaming and Leisure Properties (GLPI) reportó resultados más altos en el tercer trimestre de 2025. Los ingresos totales de bienes raíces fueron de 397,6 millones de dólares, frente a 385,3 millones. El ingreso neto atribuido a los accionistas comunes aumentó a 241,2 millones desde 184,7 millones, con un beneficio diluido por acción de 0,85 dólares frente a 0,67. Un beneficio de 37,4 millones por pérdidas crediticias y un costo financiero levemente menor sustentaron las ganancias.

Año hasta la fecha, el flujo de efectivo operativo alcanzó 786,2 millones. Efectivo y equivalentes de efectivo fueron 751,7 millones, y la deuda a largo plazo, neta, disminuyó a 7,20 mil millones desde 7,74 mil millones. Las acciones en circulación eran 283,008,342 a 30 de septiembre de 2025.

GLPI avanzó 130 millones de dólares a una tasa de capitalización del 7,75% para la reubicación de Joliet de PENN y delineó proyectos adicionales de PENN, incluyendo una solicitud de 150 millones para M Resort y un esperado de 225 millones para Aurora. Comprometió hasta 940 millones para Bally’s Chicago (sin financiación al cierre del trimestre), añadió Sunland Park por 183,75 millones aumentando el alquiler anual en 15,0 millones, y anunció un plan de tasa de capitalización del 8,0% para Live! Virginia (tierra 27 millones y financiamiento para desarrollo 440 millones). El préstamo de Rockford tenía 150 millones pendientes al 8%, y el préstamo Ione tenía 39,3 millones pendientes.

Gaming and Leisure Properties(GLPI)가 2025년 3분기 실적이 더 높게 발표되었습니다. 부동산 총소득은 3억 9,760만 달러로, 3억 8,530만 달러에서 증가했습니다. 보통주주 귀속 순이익은 2억 4,120만 달러로, 희석주당순이익은 0.85달러로 0.67달러에서 상승했습니다. 신용손실에 대한 3,740만 달러의 혜택과 다소 낮아진 이자비용이 수익을 뒷받침했습니다.

연간 누적으로 영업현금흐름은 7억 8,620만 달러에 도달했습니다. 현금 및 현금성자산은 7억 5,170만 달러였고, 순부채를 제외한 장기부채는 74억 달러에서 72억 달러로 감소했습니다. 2025년 9월 30일 기준 발행주식수는 2억 8,300만 8342주였습니다.

GLPI는 PENN의 Joliet 재배치를 위해 1억 3천만 달러를 7.75%의 자본화율로 선급했고, 추가 PENN 프로젝트를 개략적으로 제시했습니다. 여기에는 M Resort에 1억 5천만 달러 요청, Aurora에 대한 2억 2,500만 달러 예측이 포함됩니다. Bally’s Chicago에 최대 9억 4천만 달러를 약속했으나 분기 말에는 자금 조달이 없었고, 183.75백만 달러로 Sunland Park을 추가해 연간 임대료를 1,500만 달러 증가시켰으며, Live! Virginia에 대해 자본화율 8.0% 계획을 발표했습니다(토지 2,700만 달러, 개발 자금 4억 4천만 달러). Rockford 대출은 1억 5천만 달러의 잔액이 있었고, Ione 대출은 3930만 달러 남아 있었습니다.

Gaming and Leisure Properties (GLPI) a publié des résultats du T3 2025 supérieurs. Le revenu total provenant de l'immobilier s'élevait à 397,6 millions de dollars, contre 385,3 millions. Le résultat net attribuable aux actionnaires ordinaires a augmenté pour atteindre 241,2 millions contre 184,7 millions, avec un bénéfice dilué par action de 0,85 $ contre 0,67 $. Une provision de 37,4 millions de dollars pour pertes de crédit et des charges d'intérêts légèrement inférieures ont soutenu les résultats.

À ce jour, le flux de trésorerie opérationnel atteint 786,2 millions. Les liquidités et équivalents étaient de 751,7 millions et la dette à long terme, nette, a reculé à 7,20 milliards contre 7,74 milliards. Le nombre d'actions en circulation était de 283 008 342 au 30 septembre 2025.

GLPI a avancé 130 millions de dollars à un taux de capitalisation de 7,75% pour le déménagement de PENN à Joliet et a décrit des projets PENN supplémentaires, notamment une demande de 150 millions pour M Resort et une prévision de 225 millions pour Aurora. Il s'est engagé jusqu'à 940 millions pour Bally’s Chicago (aucun financement à la clôture du trimestre), a décrit Sunland Park pour 183,75 millions augmentant le loyer annuel de 15,0 millions, et a annoncé un plan de taux de capitalisation de 8,0% pour Live! Virginia (terrain 27 millions et financement du développement 440 millions). Le prêt Rockford avait 150 millions en cours à 8% et le prêt Ione avait 39,3 millions en cours.

Gaming and Leisure Properties (GLPI) meldete höhere Q3 2025-Ergebnisse. Das Gesamteinkommen aus Immobilien betrug 397,6 Mio. USD, gegenüber 385,3 Mio. USD. Der bereinigte Gewinn je Aktie stieg auf 0,85 USD gegenüber 0,67 USD. Ein 37,4 Mio. USD-Bonus für Kreditverluste und etwas geringere Zinsaufwendungen unterstützten das Ergebnis.

Jahr bis heute betrug der operative Cashflow 786,2 Mio. USD. Barmittel und Barmitteläquivalente beliefen sich auf 751,7 Mio. USD, und die langfristige Nettoverschuldung sank auf 7,20 Mrd. USD von 7,74 Mrd. USD. Die ausstehenden Aktien betrugen zum 30. September 2025 283.008.342.

GLPI hat 130 Mio. USD zu einem Cap Rate von 7,75% für die Verlegung von PENN nach Joliet vorangetrieben und weitere PENN-Projekte skizziert, darunter eine Anfrage von 150 Mio. USD für M Resort und eine erwartete von 225 Mio. USD für Aurora. Es verpflichtete sich bis zu 940 Mio. USD für Bally’s Chicago (kein Funding zum Quartalsende), fügte Sunland Park für 183,75 Mio. USD hinzu, was die jährliche Miete um 15,0 Mio. USD erhöhte, und kündigte einen 8,0% Cap-Rate-Plan für Live! Virginia an (Grundstück 27 Mio. USD und Entwicklungsfinanzierung 440 Mio. USD). Der Rockford-Darlehen hatte 150 Mio. USD ausstehend bei 8%, und das Ione-Darlehen 39,3 Mio. USD ausstehend.

قامت Gaming and Leisure Properties (GLPI) بالإبلاغ عن نتائج أعلى في الربع الثالث من عام 2025. بلغ إجمالي الدخل من العقارات 397.6 مليون دولار، مقارنة بـ 385.3 مليون دولار. ارتفع صافي الدخل العائد للمساهمين العاديين إلى 241.2 مليون دولار من 184.7 مليون دولار، مع ربحية السهم المخفاة بمقدار 0.85 دولار مقابل 0.67. دعم الأرباح وجود فائدة ائتمانية قدرها 37.4 مليون دولار وفائدة أقل قليلاً على الديون.

حتى تاريخه في السنة، بلغ التدفق النقدي من الأنشطة التشغيلية 786.2 مليون. كانت النقدية وما يعادلها 751.7 مليون، وتناقص الدين طويل الأجل صافيًا إلى 7.20 مليار من 7.74 مليار. كانت الأسهم المتداولة 283,008,342 حتى 30 سبتمبر 2025.

قدم GLPI 130 مليون دولار بمعدل رأسمالي 7.75% لإعادة تموضع PENN في Joliet وحدد مشاريع PENN إضافية، بما في ذلك طلب 150 مليون دولار لـ M Resort وتوقع 225 مليون دولار لـ Aurora. التزم بما يصل إلى 940 مليون دولار لـ Bally’s Chicago (لا تمويل حتى نهاية الربع)، وأضاف Sunland Park بمقدار 183.75 مليون دولار مما زاد الإيجار السنوي بمقدار 15.0 مليون، وأعلن عن خطة بمعدل رأسمالي 8.0% لـ Live! Virginia (الأرض 27 مليون وتسهيل تطوير 440 مليون). كان قرض Rockford لديه رصيد 150 مليون دولار عند 8%، وكان قرض Ione رصيد 39.3 مليون دولار.

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Insights

Solid Q3, active pipeline, leverage stable-to-lower.

GLPI posted Q3 gains with total income from real estate of $397.6M and net income to common of $241.2M, aided by a $37.4M CECL benefit. Core rent streams remained steady while interest expense eased slightly.

Balance sheet metrics improved: cash was $751.7M and long-term debt, net, declined to $7.20B from $7.74B, reflecting note activity. The quarter shows ample liquidity and access to debt markets, with coverage also supported by diversified tenants.

Growth is driven by funded and committed projects (e.g., Joliet at 7.75% cap, Live! Virginia at 8.0%). Actual impact depends on project execution and lease commencements as advances are made. Subsequent filings may provide updated funding draws and rent commencements.

Gaming and Leisure Properties (GLPI) ha riportato risultati del terzo trimestre 2025 migliori. Il reddito totale da immobili è stato di 397,6 milioni di dollari, rispetto ai 385,3 milioni. L'utile netto attribuibile agli azionisti comuni è aumentato a 241,2 milioni da 184,7 milioni, con un utile per azione diluito di 0,85 dollari contro 0,67. Un beneficio di 37,4 milioni di dollari per perdite su crediti e un lieve calo delle spese per interessi hanno supportato gli utili.

Anno fino ad oggi, il flusso di cassa operativo ha raggiunto 786,2 milioni. Le disponibilità liquide erano di 751,7 milioni, e il debito a lungo termine, netto, è diminuito a 7,20 miliardi da 7,74 miliardi. Le azioni in circolazione erano 283.008.342 al 30 settembre 2025.

GLPI ha avanzato 130 milioni di dollari a un tasso di capitalizzazione del 7,75% per il trasferimento di PENN a Joliet e ha delineato ulteriori progetti PENN, tra cui una richiesta di 150 milioni per M Resort e un previsto di 225 milioni per Aurora. Ha impegnato fino a 940 milioni per Bally’s Chicago (nessun finanziamento al momento della chiusura del trimestre), ha aggiunto Sunland Park per 183,75 milioni aumentando l'affitto annuo di 15,0 milioni, e ha annunciato un piano a tasso di capitalizzazione dell'8,0% per Live! Virginia (terreno 27 milioni e finanziamento per lo sviluppo 440 milioni). Il prestito Rockford aveva 150 milioni in essere all'8%, e il prestito Ione aveva 39,3 milioni in essere.

Gaming and Leisure Properties (GLPI) reportó resultados más altos en el tercer trimestre de 2025. Los ingresos totales de bienes raíces fueron de 397,6 millones de dólares, frente a 385,3 millones. El ingreso neto atribuido a los accionistas comunes aumentó a 241,2 millones desde 184,7 millones, con un beneficio diluido por acción de 0,85 dólares frente a 0,67. Un beneficio de 37,4 millones por pérdidas crediticias y un costo financiero levemente menor sustentaron las ganancias.

Año hasta la fecha, el flujo de efectivo operativo alcanzó 786,2 millones. Efectivo y equivalentes de efectivo fueron 751,7 millones, y la deuda a largo plazo, neta, disminuyó a 7,20 mil millones desde 7,74 mil millones. Las acciones en circulación eran 283,008,342 a 30 de septiembre de 2025.

GLPI avanzó 130 millones de dólares a una tasa de capitalización del 7,75% para la reubicación de Joliet de PENN y delineó proyectos adicionales de PENN, incluyendo una solicitud de 150 millones para M Resort y un esperado de 225 millones para Aurora. Comprometió hasta 940 millones para Bally’s Chicago (sin financiación al cierre del trimestre), añadió Sunland Park por 183,75 millones aumentando el alquiler anual en 15,0 millones, y anunció un plan de tasa de capitalización del 8,0% para Live! Virginia (tierra 27 millones y financiamiento para desarrollo 440 millones). El préstamo de Rockford tenía 150 millones pendientes al 8%, y el préstamo Ione tenía 39,3 millones pendientes.

Gaming and Leisure Properties(GLPI)가 2025년 3분기 실적이 더 높게 발표되었습니다. 부동산 총소득은 3억 9,760만 달러로, 3억 8,530만 달러에서 증가했습니다. 보통주주 귀속 순이익은 2억 4,120만 달러로, 희석주당순이익은 0.85달러로 0.67달러에서 상승했습니다. 신용손실에 대한 3,740만 달러의 혜택과 다소 낮아진 이자비용이 수익을 뒷받침했습니다.

연간 누적으로 영업현금흐름은 7억 8,620만 달러에 도달했습니다. 현금 및 현금성자산은 7억 5,170만 달러였고, 순부채를 제외한 장기부채는 74억 달러에서 72억 달러로 감소했습니다. 2025년 9월 30일 기준 발행주식수는 2억 8,300만 8342주였습니다.

GLPI는 PENN의 Joliet 재배치를 위해 1억 3천만 달러를 7.75%의 자본화율로 선급했고, 추가 PENN 프로젝트를 개략적으로 제시했습니다. 여기에는 M Resort에 1억 5천만 달러 요청, Aurora에 대한 2억 2,500만 달러 예측이 포함됩니다. Bally’s Chicago에 최대 9억 4천만 달러를 약속했으나 분기 말에는 자금 조달이 없었고, 183.75백만 달러로 Sunland Park을 추가해 연간 임대료를 1,500만 달러 증가시켰으며, Live! Virginia에 대해 자본화율 8.0% 계획을 발표했습니다(토지 2,700만 달러, 개발 자금 4억 4천만 달러). Rockford 대출은 1억 5천만 달러의 잔액이 있었고, Ione 대출은 3930만 달러 남아 있었습니다.

Gaming and Leisure Properties (GLPI) a publié des résultats du T3 2025 supérieurs. Le revenu total provenant de l'immobilier s'élevait à 397,6 millions de dollars, contre 385,3 millions. Le résultat net attribuable aux actionnaires ordinaires a augmenté pour atteindre 241,2 millions contre 184,7 millions, avec un bénéfice dilué par action de 0,85 $ contre 0,67 $. Une provision de 37,4 millions de dollars pour pertes de crédit et des charges d'intérêts légèrement inférieures ont soutenu les résultats.

À ce jour, le flux de trésorerie opérationnel atteint 786,2 millions. Les liquidités et équivalents étaient de 751,7 millions et la dette à long terme, nette, a reculé à 7,20 milliards contre 7,74 milliards. Le nombre d'actions en circulation était de 283 008 342 au 30 septembre 2025.

GLPI a avancé 130 millions de dollars à un taux de capitalisation de 7,75% pour le déménagement de PENN à Joliet et a décrit des projets PENN supplémentaires, notamment une demande de 150 millions pour M Resort et une prévision de 225 millions pour Aurora. Il s'est engagé jusqu'à 940 millions pour Bally’s Chicago (aucun financement à la clôture du trimestre), a décrit Sunland Park pour 183,75 millions augmentant le loyer annuel de 15,0 millions, et a annoncé un plan de taux de capitalisation de 8,0% pour Live! Virginia (terrain 27 millions et financement du développement 440 millions). Le prêt Rockford avait 150 millions en cours à 8% et le prêt Ione avait 39,3 millions en cours.

Gaming and Leisure Properties (GLPI) meldete höhere Q3 2025-Ergebnisse. Das Gesamteinkommen aus Immobilien betrug 397,6 Mio. USD, gegenüber 385,3 Mio. USD. Der bereinigte Gewinn je Aktie stieg auf 0,85 USD gegenüber 0,67 USD. Ein 37,4 Mio. USD-Bonus für Kreditverluste und etwas geringere Zinsaufwendungen unterstützten das Ergebnis.

Jahr bis heute betrug der operative Cashflow 786,2 Mio. USD. Barmittel und Barmitteläquivalente beliefen sich auf 751,7 Mio. USD, und die langfristige Nettoverschuldung sank auf 7,20 Mrd. USD von 7,74 Mrd. USD. Die ausstehenden Aktien betrugen zum 30. September 2025 283.008.342.

GLPI hat 130 Mio. USD zu einem Cap Rate von 7,75% für die Verlegung von PENN nach Joliet vorangetrieben und weitere PENN-Projekte skizziert, darunter eine Anfrage von 150 Mio. USD für M Resort und eine erwartete von 225 Mio. USD für Aurora. Es verpflichtete sich bis zu 940 Mio. USD für Bally’s Chicago (kein Funding zum Quartalsende), fügte Sunland Park für 183,75 Mio. USD hinzu, was die jährliche Miete um 15,0 Mio. USD erhöhte, und kündigte einen 8,0% Cap-Rate-Plan für Live! Virginia an (Grundstück 27 Mio. USD und Entwicklungsfinanzierung 440 Mio. USD). Der Rockford-Darlehen hatte 150 Mio. USD ausstehend bei 8%, und das Ione-Darlehen 39,3 Mio. USD ausstehend.

قامت Gaming and Leisure Properties (GLPI) بالإبلاغ عن نتائج أعلى في الربع الثالث من عام 2025. بلغ إجمالي الدخل من العقارات 397.6 مليون دولار، مقارنة بـ 385.3 مليون دولار. ارتفع صافي الدخل العائد للمساهمين العاديين إلى 241.2 مليون دولار من 184.7 مليون دولار، مع ربحية السهم المخفاة بمقدار 0.85 دولار مقابل 0.67. دعم الأرباح وجود فائدة ائتمانية قدرها 37.4 مليون دولار وفائدة أقل قليلاً على الديون.

حتى تاريخه في السنة، بلغ التدفق النقدي من الأنشطة التشغيلية 786.2 مليون. كانت النقدية وما يعادلها 751.7 مليون، وتناقص الدين طويل الأجل صافيًا إلى 7.20 مليار من 7.74 مليار. كانت الأسهم المتداولة 283,008,342 حتى 30 سبتمبر 2025.

قدم GLPI 130 مليون دولار بمعدل رأسمالي 7.75% لإعادة تموضع PENN في Joliet وحدد مشاريع PENN إضافية، بما في ذلك طلب 150 مليون دولار لـ M Resort وتوقع 225 مليون دولار لـ Aurora. التزم بما يصل إلى 940 مليون دولار لـ Bally’s Chicago (لا تمويل حتى نهاية الربع)، وأضاف Sunland Park بمقدار 183.75 مليون دولار مما زاد الإيجار السنوي بمقدار 15.0 مليون، وأعلن عن خطة بمعدل رأسمالي 8.0% لـ Live! Virginia (الأرض 27 مليون وتسهيل تطوير 440 مليون). كان قرض Rockford لديه رصيد 150 مليون دولار عند 8%، وكان قرض Ione رصيد 39.3 مليون دولار.

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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 10-Q 
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2025
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from          to         
Commission File Number:  001-36124 
Gaming and Leisure Properties, Inc.
(Exact name of registrant as specified in its charter) 
Pennsylvania46-2116489
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)
 845 Berkshire Blvd., Suite 200
Wyomissing, PA 19610
(Address of principal executive offices) (Zip Code)
 
610-401-2900
(Registrant’s telephone number, including area code)
 Not Applicable
(Former name, former address, and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $.01 per shareGLPINasdaq
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes  No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes  No 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer", "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act:
 
Large accelerated filer Accelerated filer 
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  No  
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
TitleOctober 24, 2025
Common Stock, par value $.01 per share283,008,342



Table of Contents
GAMING AND LEISURE PROPERTIES, INC. AND SUBSIDIARIES
 
TABLE OF CONTENTS
 
PART I.
FINANCIAL INFORMATION
3
   
ITEM 1.
FINANCIAL STATEMENTS
3
 
Condensed Consolidated Balance Sheets - September 30, 2025 and December 31, 2024
3
 
Condensed Consolidated Statements of Operations and Comprehensive Income - Three and Nine Months Ended September 30, 2025 and 2024
4
 
Condensed Consolidated Statements of Changes in Equity - Three and Nine Months Ended September 30, 2025 and 2024
5
 
Condensed Consolidated Statements of Cash Flows - Nine Months Ended September 30, 2025 and 2024
7
 
Notes to the Condensed Consolidated Financial Statements
9
   
ITEM 2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
36
   
ITEM 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
61
   
ITEM 4.
CONTROLS AND PROCEDURES
62
   
PART II.
OTHER INFORMATION
63
   
ITEM 1.
LEGAL PROCEEDINGS
63
   
ITEM 1A.
RISK FACTORS
63
   
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
63
   
ITEM 3.
DEFAULTS UPON SENIOR SECURITIES
63
   
ITEM 4.
MINE SAFETY DISCLOSURES
63
   
ITEM 5.
OTHER INFORMATION
63
   
ITEM 6.
EXHIBITS
64
   
SIGNATURE
 
65



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PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

Gaming and Leisure Properties, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands, except share data)
 
September 30,
2025
December 31,
2024
(unaudited)
Assets
Real estate investments, net$8,140,928 $8,148,719 
Investment in leases, financing receivables, net2,312,640 2,333,114 
Investment in leases, sales-type, net248,325 254,821 
Real estate loans, net176,882 160,590 
Right-of-use assets and land rights, net1,077,052 1,091,783 
Cash and cash equivalents751,715 462,632 
Held to maturity investment securities 560,832 
Other assets79,029 63,458 
Total assets$12,786,571 $13,075,949 
Liabilities
Accounts payable and accrued expenses$6,704 $5,802 
Accrued interest55,023 105,752 
Accrued salaries and wages8,446 7,154 
Operating lease liabilities243,095 244,973 
Financing lease liabilities61,105 60,788 
Long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts7,201,213 7,735,877 
Deferred rental revenue208,075 228,508 
Other liabilities47,059 41,571 
Total liabilities7,830,720 8,430,425 
Commitments and Contingencies (Note 9)
Equity
Preferred stock ($.01 par value, 50,000,000 shares authorized, no shares issued or outstanding at September 30, 2025 and December 31, 2024)
  
Common stock ($.01 par value, 500,000,000 shares authorized, 283,008,342 and 274,422,549 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively)
2,830 2,744 
Additional paid-in capital6,609,678 6,209,827 
Accumulated deficit(2,037,129)(1,944,009)
Accumulated other comprehensive income927  
Total equity attributable to Gaming and Leisure Properties4,576,306 4,268,562 
Noncontrolling interests in GLPI's Operating Partnership (8,224,939 units outstanding at September 30, 2025 and December 31, 2024, respectively)
379,545 376,962 
Total equity 4,955,851 4,645,524 
Total liabilities and equity $12,786,571 $13,075,949 
 
See accompanying notes to the condensed consolidated financial statements.


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Gaming and Leisure Properties, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations and Comprehensive Income
(in thousands, except per share data)
(unaudited)
 
 Three Months Ended September 30,Nine Months Ended September 30,
 2025202420252024
Revenues    
Rental income$341,755 $333,244 $1,021,534 $996,641 
Income from investment in leases, financing receivables48,066 47,503 143,756 137,782 
Income from sales-type lease3,767 1,240 11,289 1,240 
Interest income from real estate loans4,022 3,354 11,142 6,268 
Total income from real estate
397,610 385,341 1,187,721 1,141,931 
Operating expenses    
Land rights and ground lease expense13,785 11,758 41,282 35,446 
General and administrative16,552 13,472 51,172 45,209 
Gains from dispositions of property (3,790)(125)(3,790)
Depreciation67,473 64,771 201,720 195,393 
   Provision (benefit) for credit losses, net(37,363)27,686 55,611 47,194 
Total operating expenses60,447 113,897 349,660 319,452 
Income from operations337,163 271,444 838,061 822,479 
Other income (expenses)    
Interest expense(94,059)(95,705)(281,265)(269,050)
Interest income9,720 14,876 23,656 32,173 
   Loss on debt extinguishment(3,783) (3,783) 
Total other expenses(88,122)(80,829)(261,392)(236,877)
Income before income taxes249,041 190,615 576,669 585,602 
Income tax expense560 515 1,669 1,564 
Net income$248,481 $190,100 $575,000 $584,038 
Net income attributable to non-controlling interest in the Operating Partnership(7,290)(5,406)(17,186)(16,630)
Net income attributable to common shareholders$241,191 $184,694 $557,814 $567,408 
Earnings per common share:    
Basic earnings attributable to common shareholders$0.85 $0.67 $2.00 $2.08 
Diluted earnings attributable to common shareholders$0.85 $0.67 $2.00 $2.08 
Other comprehensive income
Net income248,481 190,100 575,000 584,038 
Reclassification of derivative gain to interest expense(9) (9) 
Gain on cash flow hedges103  967  
Comprehensive income248,575 190,100 575,958 584,038 
Comprehensive income attributable to non-controlling interest in the Operating Partnership(7,293)(5,406)(17,216)(16,630)
Comprehensive income attributable to common shareholders241,282 184,694 558,742 567,408 
 
See accompanying notes to the condensed consolidated financial statements.



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Gaming and Leisure Properties, Inc. and Subsidiaries
Condensed Consolidated Statements of Changes in Equity
(in thousands, except share data)
(unaudited)
 
 Common StockAdditional
Paid-In
Capital
Accumulated
Deficit
Accumulated Other Comprehensive IncomeNoncontrolling Interest Operating PartnershipTotal
Equity
 SharesAmount
Balance, December 31, 2024274,422,549 $2,744 $6,209,827 $(1,944,009) $376,962 $4,645,524 
Restricted stock and LTIP unit activity410,450 4 (9,478)— — 3,526 (5,948)
Dividends paid ($0.76 per common share)
— — — (209,061)— — (209,061)
Distributions to non-controlling interest— — — — — (6,341)(6,341)
Net income
— — — 165,184 — 5,170 170,354 
Balance, March 31, 2025274,832,999 $2,748 $6,200,349 $(1,987,886)$ $379,317 $4,594,528 
Issuance of common stock, net of costs8,170,387 82 402,956 — — — 403,038 
Restricted stock and LTIP unit activity4,153  5,286 — — 870 6,156 
Dividends paid ($0.78 per common share)
— — — (220,933)— — (220,933)
Gain on cash flow hedges— — — — 837 27 864 
Issuance of operating partnership units— — — — —   
Distributions to non-controlling interest— — — — — (6,508)(6,508)
Net income
— — — 151,439 — 4,726 156,165 
Balance, June 30, 2025283,007,539 $2,830 $6,608,591 $(2,057,380)$837 $378,432 $4,933,310 
Issuance of common stock, net of costs  (136)— — — (136)
Restricted stock and LTIP unit activity803  1,223 — — 311 1,534 
Dividends paid ($0.78 per common share)
— — — (220,940)— — (220,940)
Gain on cash flow hedges— — — — 99 4 103 
Reclassification of derivative gain on cash flow hedges to interest expense— — — — (9) (9)
Distributions to non-controlling interest— — — — — (6,492)(6,492)
Net income— — — 241,191 — 7,290 248,481 
Balance, September 30, 2025283,008,342 $2,830 $6,609,678 $(2,037,129)$927 $379,545 $4,955,851 





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 Common StockAdditional
Paid-In
Capital
Accumulated
Deficit
Noncontrolling Interest Operating PartnershipTotal
Equity
 SharesAmount
Balance, December 31, 2023270,922,719 $2,709 $6,052,109 $(1,897,913)$352,049 $4,508,954 
Issuance of common stock, net of costs181,971 2 9,014 — — 9,016 
Restricted stock activity
395,894 4 (6,593)— — (6,589)
Dividends paid ($0.76 per common share)
— — — (206,578)— (206,578)
Issuance of operating partnership units— — — — 19,635 19,635 
Distributions to non-controlling interest— — — — (6,147)(6,147)
Net income
— — — 174,464 5,062 179,526 
Balance, March 31, 2024271,500,584 $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)
Net income
— — — 208,250 6,162 214,412 
Balance, June 30, 2024271,500,584 $2,715 $6,059,956 $(1,928,360)$370,614 $4,504,925 
Issuance of common stock, net of costs2,890,166 29 139,175 — — 139,204 
Restricted stock activity
803  5,447 — — 5,447 
Dividends paid ($0.76 per common share)
— — — (208,779)— (208,779)
Distributions to non-controlling interest— — — — (6,145)(6,145)
Net income
— — — 184,694 5,406 190,100 
Balance, September 30, 2024274,391,553 $2,744 $6,204,578 $(1,952,445)$369,875 $4,624,752 


See accompanying notes to the condensed consolidated financial statements.



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Gaming and Leisure Properties, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(in thousands, unaudited)
Nine months ended September 30,20252024
Operating activities  
Net income$575,000 $584,038 
Adjustments to reconcile net income to net cash provided by operating activities:  
Depreciation and amortization214,530 205,221 
Amortization of items charged to interest expense9,884 8,172 
Amortization of gain on cash flow hedges(9) 
Accretion on financing receivables(20,753)(21,753)
Accretion on held to maturity investment securities10,837 (4,111)
Non-cash adjustment to financing lease liabilities317 358 
Gains from dispositions of property(125)(3,790)
Stock-based compensation16,565 19,010 
Straight-line rent and deferred rent adjustments(20,235)(46,262)
Losses on debt extinguishment 3,783  
Provision (benefit) for credit losses, net55,611 47,194 
Proceeds from swap termination967  
Change in operating assets and liabilities  
Other assets(17,401)(24,404)
Accounts payable and accrued expenses1,146 (636)
Accrued interest(50,729)12,545 
Accrued salaries and wages1,292 (2,278)
Other liabilities5,493 7,053 
Net cash provided by operating activities786,173 780,357 
Investing activities  
Capital project and maintenance expenditures(57,451)(15,935)
Proceeds from sales of property, net of costs125 1,798 
Fundings for the Tropicana Las Vegas Lease (48,550)
Investment in leases, financing receivables (203,486)
Acquisition of real estate, net (135,000)(237,249)
Originations of real estate loans(24,186)(123,730)
Acquisition of held to maturity investment securities  (890,970)
Maturities of held to maturity investment securities549,995 340,975 
Net cash provided by (used in) investing activities333,483 (1,177,147)
Financing activities  
Dividends paid(650,934)(621,940)
Non-controlling interest distributions(19,341)(18,439)
Taxes paid related to shares withheld for tax purposes on restricted stock award vestings(14,821)(14,726)
Proceeds from issuance of common stock, net402,902 148,220 
Proceeds from issuance of long-term debt1,292,161 1,189,484 
Financing costs(12,441)(12,078)
Repayments of long-term debt(1,825,152)(463,579)
Premium and related costs paid on debt extinguishment(2,947) 
Net cash used in financing activities(830,573)206,942 
Net increase/(decrease) in cash and cash equivalents289,083 (189,848)
Cash and cash equivalents at beginning of period462,632 683,983 
Cash and cash equivalents at end of period$751,715 $494,135 


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See accompanying notes to the condensed consolidated financial statements and Note 14 for supplemental cash flow information and noncash investing and financing activities.


8

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Gaming and Leisure Properties, Inc.
Notes to the Condensed Consolidated Financial Statements
(unaudited)

1.    Business and Operations
 
Gaming and Leisure Properties, Inc. ("GLPI") is a self-administered and self-managed Pennsylvania real estate investment trust ("REIT"). GLPI (together with its subsidiaries, the "Company") was incorporated as a wholly-owned subsidiary of PENN Entertainment, Inc., formerly known as Penn National Gaming, Inc. (NASDAQ: PENN) ("PENN"). On November 1, 2013, PENN contributed to GLPI, through a series of internal corporate restructurings, substantially all of the assets and liabilities associated with PENN’s real property interests and real estate development business, as well as the assets and liabilities of Hollywood Casino Baton Rouge and Hollywood Casino Perryville and then spun-off GLPI to holders of PENN's common and preferred stock in a tax-free distribution (the "Spin-Off").

Since 2021, the Company has been structured as an umbrella partnership REIT under which substantially all of its business is conducted through GLP Capital, L.P. ("GLP Capital"), the day-to-day management of which is exclusively controlled by GLPI. GLPI has no material assets other than its investment in GLP Capital. GLPI issues equity from time to time and is obligated to contribute the net proceeds from those offerings to GLP Capital. As of September 30, 2025, GLPI owned 97.1% of the outstanding units of GLP Capital with the remaining 2.9% owned by third party limited partners who (directly or through affiliates) 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. The Company's common stock is listed on the NASDAQ under the ticker symbol GLPI.

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 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. GLPI’s primary business consists of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements. Under these arrangements, in addition to rent, the tenants are required to pay the following executory costs: (1) all facility maintenance, (2) all insurance required in connection with the leased properties and the business conducted on the leased properties, including coverage of the landlord's interests, (3) taxes levied on or with respect to the leased properties (other than taxes on the income of the lessor) and (4) all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

As of September 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: BYD) ("Boyd"), the real property associated with 15 gaming and related facilities operated by Bally's Corporation (NYSE: BALY) ("Bally's") and 1 facility under development with Bally's in Chicago, Illinois, the real property associated with 3 gaming and related facilities operated by Cordish, 1 gaming facility owned by 815 Entertainment, LLC ("815 Entertainment") managed by a subsidiary of Hard Rock International ("Hard Rock"), 3 gaming and related facilities operated by Strategic Gaming Management, LLC ("Strategic") and 1 gaming and related facility operated by American Racing & Entertainment ("American Racing"). 



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PENN 2023 Master Lease and Amended PENN Master Lease

On January 1, 2023, the Company amended its original master lease with PENN (the "Amended PENN Master Lease") to transfer five properties to a new master lease (the "PENN 2023 Master Lease"). In addition, the existing leases for the Hollywood Casino at The Meadows in Pennsylvania and the Hollywood Casino Perryville in Maryland were terminated and these properties were transferred into the PENN 2023 Master Lease. Both the Amended PENN Master Lease and the PENN 2023 Master Lease are triple-net operating leases, the terms of which expire on October 31, 2033, with no purchase options, followed by three remaining 5-year renewal options (exercisable by the tenant) on the same terms and conditions.

Rent under the PENN 2023 Master Lease is fixed with annual escalations on the entirety of rent increasing by 1.5% annually on November 1. 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. On August 1, 2025, GLPI funded $130 million for the relocation of Hollywood Casino Joliet, which opened on August 11, 2025, and is subject to a 7.75% capitalization rate. The Company also previously funded $5 million to reimburse PENN for land site development costs for the Joliet project. On August 11, 2025, PENN requested $150 million for its M Resort hotel tower project which will be subject to a capitalization rate of 7.79% and is expected to be funded in early November 2025. PENN anticipates completing the relocation of its riverboat casino in Aurora to a land based facility in the first half of 2026. The Company anticipates funding $225 million at a 7.75% capitalization rate. Finally, if requested by PENN, GLPI will fund up to $70 million for the hard construction costs of a hotel at Hollywood Casino Columbus. Rent commences as fundings are made for each project.

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

In April 2016, the Company acquired substantially all of the real estate assets of Pinnacle Entertainment, Inc. ("Pinnacle") and leased these assets back to Pinnacle, under a unitary triple-net lease, the term of which expires April 30, 2031, with no purchase option, followed by four remaining 5-year renewal options (exercisable by the tenant) on the same terms and conditions (the "Pinnacle Master Lease"). The Amended Pinnacle 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 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.

On October 15, 2018, the Company completed transactions with PENN, Pinnacle and Boyd to accommodate PENN's acquisition of the majority of Pinnacle's operations, pursuant to a definitive agreement and plan of merger between PENN and Pinnacle, dated December 17, 2017 (the "PENN-Pinnacle Merger"). Concurrent with the PENN-Pinnacle Merger, the Company amended the Pinnacle Master Lease to allow for the sale of the operating assets of Ameristar Casino Hotel Kansas City, Ameristar Casino Resort Spa St. Charles and Belterra Casino Resort from Pinnacle to Boyd (the "Amended Pinnacle Master Lease") and entered into a new unitary triple-net master lease agreement with Boyd (the "Boyd Master Lease") for these properties on terms similar to the Company’s Amended Pinnacle Master Lease. The Boyd Master Lease has an initial term of 10 years (from the original April 2016 commencement date of the Pinnacle Master Lease and expiring April 30, 2026), with no purchase option, followed by five 5-year renewal options (exercisable by the tenant) on the same terms and conditions. The Boyd Master Lease includes a fixed component, a portion of which is subject to an annual 2% escalator if certain rent coverage ratio thresholds are met and a component that is based on the performance of the facilities, which is prospectively adjusted every two years to an amount equal to 4% of the average net revenues of all facilities under the Boyd Master Lease during the preceding two years in excess of a contractual baseline.

The Company also purchased the real estate assets of Plainridge Park Casino ("Plainridge Park") from PENN and added this property to the Amended Pinnacle Master Lease. The Amended Pinnacle Master Lease was assumed by PENN at the consummation of the PENN-Pinnacle Merger.

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


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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.

On February 12, 2025, Boyd exercised its first 5-year renewal option on both the Boyd Master Lease and the Belterra Park Lease, both of which now expire on April 30, 2031.

In April 2025, PENN announced its intention to relocate its Ameristar Council Bluffs riverboat casino, for which GLPI has committed up to $150 million or the hard costs associated with the project, whichever is greater, at a 7.10% cap rate, which can be structured, at the discretion of PENN, as rent, or a 5-year term loan.

Amended and Restated Caesars Master Lease

On October 1, 2018, the Company entered into a master lease with Caesars, which expires on September 30, 2038, with no purchase option, with four separate renewal options of 5 years each, exercisable at the tenant's option, on the same terms and conditions (as amended, the "Amended and Restated Caesars Master Lease"). The annual rent increases by 1.75% in the seventh and eighth lease years and 2% in the ninth lease year and each lease year thereafter.

Horseshoe St. Louis Lease

The Company has a single property lease with Caesars for the real estate assets of Horseshoe St. Louis (the "Horseshoe St. Louis Lease") which became effective on September 29, 2020, with no purchase option, whose initial term expires on October 31, 2033, with four separate renewal options of five years each, exercisable at the tenant's option. The Horseshoe St. 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 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. The first lease was entered into on June 3, 2021 and subsequent to this date several additional real estate assets of Bally's have been added to this lease such that it now contains 8 real estate assets of Bally's (the "Bally's Master Lease"). The annual rent on the Bally's Master Lease is subject to contractual escalations based on the Consumer Price Index ("CPI") with a 1% floor and a 2% ceiling, subject to the CPI meeting a 0.5% threshold. The Bally's Master Lease has an initial term of 15 years, with no purchase option, followed by four 5-year renewal options (exercisable by the tenant) on the same terms and conditions.

The Company intends to fund real estate construction costs of up to $940.0 million for the planned Bally's Chicago Casino Resort ("Bally's Chicago"). This development funding is expected to extend into 2027. 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 September 30, 2025, no amounts have been funded by the Company.

On September 11, 2024, the Company assumed the ground lease for the real estate of the Bally's Chicago site 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. In July 2025, the Company entered into a 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 Casino and Bally’s Shreveport Casino & Hotel. The two properties are in a master lease that is cross-defaulted with the existing Bally’s Master Lease ("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. Bally's Master Lease II has an initial term of 15 years, with no purchase option, followed by four 5 year renewal options (exercisable by the tenant) on the same terms and conditions. Effective July 1, 2025, the DraftKings at Casino Queen and The Queen Baton Rouge properties in the Casino Queen Master Lease were transferred to Bally's Master Lease II. Additionally, annual rental income of $28.9 million was reallocated from the Casino Queen Master Lease to Bally's Master Lease II.


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Effective October 2025, the Company’s option, subject to receipt by Bally’s of required consents, and call right, subject only to regulatory approval, to acquire the real property assets of Bally’s Twin River Lincoln Casino Resort ("Bally's Lincoln") for a purchase price of $735 million and additional rent of $58.8 million were amended to extend the applicable dates by two years, to December 31, 2028 and October 1, 2028, respectively.

On February 7, 2025, Bally's completed its merger transactions with Standard General L.P. and its affiliates, and pursuant to the terms of a definitive merger agreement, among other changes resulting from the merger, The Queen Casino & Entertainment ("Casino Queen") became 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"). The lease has an initial term of 15 years, with no purchase option, with four separate five-year renewal options exercisable by the tenant on the same terms and conditions. Annual rent increases by 0.5% for the first six years. Beginning with the seventh lease year through the remainder of the lease term, if the CPI increases by at least 0.25% for any lease year then annual rent shall be increased by 1.25%, and if the CPI 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 were moved to Bally's Master Lease II. Additionally, annual rental income of $28.9 million was reallocated from the Casino Queen Master Lease to Bally's Master Lease II.

On June 3, 2024, the Company announced that it agreed to fund and oversee a landside development project 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 $75.6 million has been funded as of September 30, 2025. The landside development is expected to be completed in the fourth quarter of 2025. The renovated hotel was opened to the public on March 31, 2025. GLPI will own the new facility. Casino Queen began paying an incremental rental yield of 9% on the development funding effective May 30, 2025. Rent will be deferred on the landside development project until it is ready for its intended use.

On April 16, 2020, the Company and certain of its subsidiaries closed on its previously announced transaction to acquire the real property associated with the Tropicana Las Vegas from PENN in exchange for $307.5 million of rent credits which were applied against future rent obligations due under the parties' leases in effect during 2020.

On September 26, 2022, Bally’s acquired both GLPI’s building assets and PENN's outstanding equity interests in Tropicana Las Vegas for an aggregate cash acquisition price, net of fees and expenses, of approximately $145 million. GLPI retained ownership of the land and concurrently entered into a ground lease for an initial term of 50 years (with a maximum term of 99 years inclusive of tenant renewal options) (as amended, the "Tropicana Las Vegas Lease"). All rent is subject to contractual escalations based on the CPI, with a 1% floor and 2% ceiling, subject to the CPI meeting a 0.5% threshold. The Tropicana Las Vegas Lease is supported by a Bally’s corporate guarantee.

On May 13, 2023, the Company, Tropicana Las Vegas, Inc., a Nevada corporation and wholly owned subsidiary of Bally’s, and Athletics Holdings LLC (“Athletics”), which owns the Major League Baseball team currently known as the Athletics (the “Team”), entered into a binding letter of intent (the “LOI”) setting forth the terms for developing a stadium that would serve as the home venue for the Team (the “Stadium”). The Stadium is expected to complement the potential resort redevelopment envisioned at our 35-acre property in Clark County, Nevada (the “Tropicana Site”), owned indirectly by GLPI through its indirect subsidiary, Tropicana Land LLC, a Nevada limited liability company and leased by GLPI to Bally’s pursuant to the Tropicana Las Vegas Lease. The LOI allows for Athletics to be granted fee ownership by GLPI of approximately 9 acres of the Tropicana Site for construction of the Stadium. The LOI provides that following the Stadium site transfer, there will be no reduction in the rent obligations of Bally’s on the remaining portion of the Tropicana Site or other modifications to the ground lease, and that to the extent GLPI has any consent or approval rights under the Tropicana Las Vegas Lease, such rights shall remain enforceable unless expressly modified in writing in the definitive documents. Bally's and GLPI are agreeing to provide the Stadium site transfer in exchange for the benefits that the Stadium is expected to bring to the Tropicana Site. The LOI provides that Athletics shall pay all the costs associated with the design, development, and construction of the Stadium and Bally’s shall pay all costs for the redevelopment of the casino and hotel resort amenities. GLPI is expected to commit to up to $175.0 million of funding for hard construction costs, such as demolition and site preparation and build out of minimum public spaces needed for utilization of the Stadium. The LOI provides that during the development period, rent will be due at 8.5% of what has been funded, provided that the first $15.0 million advanced for the costs of construction of the food, beverage and retail entrance plaza shall not be subject to increased rent. GLPI may have the opportunity to fund additional amounts of the construction under certain circumstances. In addition, the LOI provides that the transaction will be subject to customary approvals and other conditions, including, without limitation, approval of a master plan for the site, and certain approvals by the Nevada Gaming Control Board and Nevada Gaming Commission.



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In late August 2024, the Company funded $48.5 million to Bally's that was used to pay for the demolition costs of the Tropicana Las Vegas as part of the development plans for the Stadium and annual rent was increased by $4.1 million as a result. The change in rent terms resulted in a lease reconsideration event that resulted in the lease being classified as a sales type lease, whereas previously it was accounted for as an operating lease.

Morgantown Lease

On October 1, 2020, the Company and PENN closed on their previously announced transaction whereby GLPI acquired the land under PENN's gaming facility under construction in Morgantown, Pennsylvania. The Company is leasing the land back to an affiliate of PENN for an initial term of 20 years with no purchase option, followed by six 5-year renewal options exercisable by the tenant (the "Morgantown Lease"). 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 if the CPI increase is less than 0.5% for such lease year, then rent shall not increase for such lease year.

Maryland Live! Lease and Pennsylvania Live! Master Lease

On December 29, 2021, the Company completed its acquisition of the real property assets of Live! Casino & Hotel Maryland and entered into a single asset lease for Live! Casino & Hotel Maryland (the "Maryland Live! Lease"). On March 1, 2022, the Company completed its acquisition of the real estate assets of Live! Casino & Hotel Philadelphia and Live! Casino Pittsburgh and leased back the real estate to Cordish pursuant to a new triple net master lease with Cordish (as amended from time to time, the "Pennsylvania Live! Master Lease"). The Pennsylvania Live! Master Lease and the Maryland Live! Lease each have initial lease terms of 39 years, with a maximum term of 60 years inclusive of tenant renewal options. Annual rent increases by 1.75% upon the second anniversary of both leases commencement through their remaining terms.

On October 27, 2025, the Company announced that it intends to acquire the real estate of the future site for Live! Virginia Casino & Hotel, a Cordish Company / Bruce Smith Enterprise casino and hotel development in Petersburg, Virginia. In addition, GLPI has committed to fund the hard costs associated with the development of the project. The cap rate on both the land acquisition of $27 million and the hard cost development funding of $440 million will be at 8.0%. The transaction also includes a 1.75% rent escalator, which will commence after the first anniversary of the permanent casino opening, which is anticipated in late 2027. Through the construction of this large-scale development, GLPI will be compensated for the funding on an as drawn basis and rent will be deferred until the facility is ready for its intended use.

Rockford Lease and Rockford Loan

On August 29, 2023, the Company acquired the land associated with a casino development project in Rockford, IL, that opened in late August 2024 and is managed by a subsidiary of Hard Rock, from an affiliate of 815 Entertainment. Simultaneously with the land acquisition, GLPI entered into a ground lease with 815 Entertainment for a 99-year term (the "Rockford Lease"). The initial annual rent is subject to 2% annual escalations for the entirety of its term.

In addition to the Rockford Lease, the Company committed to provide development funding via a senior secured delayed draw term loan (the "Rockford Loan"). Borrowings under the Rockford Loan were subject to an interest rate of 10% with a 5-year initial term. 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 September 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.

Tioga Downs Lease

On February 6, 2024, the Company acquired the real estate assets of Tioga Downs Casino Resort ("Tioga Downs") in Nichols, New York from American Racing. Simultaneous with the acquisition, GLPI and American Racing entered into a triple-net lease agreement for an initial 30-year term, with no purchase option, followed by two renewal options of 10 years each and a third renewal option of approximately 12 years and ten months (the "Tioga Downs Lease"). The initial annual rent is subject to 1.75% annual escalations beginning with the first anniversary which increases to 2% beginning in year fifteen of the lease through the remainder of its initial term.

Strategic Gaming Leases

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.


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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%.

On October 15, 2025, the Company acquired the real estate assets of Sunland Park Racetrack and Casino ("Sunland Park") in Sunland Park, New Mexico for $183.75 million. The property was added to the Strategic Gaming Leases and annual rent was increased by $15.0 million.

Ione Loan

In September 2024, the Company entered into a $110 million delayed draw term loan facility with the Ione Band of Miwok Indians (the "Ione Loan") to provide the tribe funding on a new casino development near Sacramento, California. Ione has an option at the end of the Ione Loan five-year 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 September 30, 2025, $39.3 million was advanced and outstanding under the Ione Loan.

Dry Creek Rancheria Loan

On September 2, 2025, the Company announced, subject to all necessary permits and approvals, a $225 million commitment to serve as the lead real estate financing partner for a new, integrated resort, Caesars Republic Sonoma County, that will be developed on the site of the current River Rock Casino. Pursuant to its agreements with the Dry Creek Rancheria Band of Pomo Indians ("Dry Creek"), GLPI will initially act as a lender to the project, with a delayed draw term loan of $180 million with a 12.50% fixed rate, and a $45 million term loan B, issued at an original issue discount of 3%, bearing interest at SOFR plus 900 basis points, with a SOFR floor of 1%. Upon, or prior to, maturity of the 6-year term loans, Dry Creek will lease the property to an affiliate of GLPI for a 45-year term, for no less than $112.5 million, and GLPI will sublease the property back to an affiliate of Dry Creek. Annual rent on the sublease will be based on a 9.75% capitalization rate.

2.    Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. 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. In the opinion of management, all normal recurring adjustments considered necessary for a fair presentation have been included.

The condensed consolidated financial statements include the accounts of GLPI and its subsidiaries as well as the Company's operating partnership, which is a variable interest entity ("VIE") in which the Company is the primary beneficiary. 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 noncontrolling interest in the Condensed Consolidated Balance Sheet as a separate component of equity, separate from GLPI's stockholders' equity. All intercompany accounts and transactions have been eliminated in consolidation. 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 preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses for the reporting periods. Actual results could differ from those estimates.

Operating results for the three and nine months ended September 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


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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 other than what is described below.

Derivative Financial Instruments

During the nine month period ended September 30, 2025, the Company entered into a forward starting interest rate swaps indexed to USD-SOFR, with notionals totaling $300 million all of which had ten year terms. The swaps were designated as cash flow hedges to mitigate the risk of variability in future interest payments associated with the expected issuance of senior unsecured notes.

The derivative instruments were 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.

During the three month period ended September 30, 2025, the Company issued $1.3 billion in senior unsecured notes (See Note 7 for additional details) and terminated the interest rate swaps described above. The Company received a net cash payment of approximately $1.0 million which will be recognized as a reduction in interest expense over 10 years.


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3.    Investment in leases, net

Certain of the Company's leases are recorded as an Investment in leases, financing receivables, net, as the sale lease back transactions were accounted for as failed sale leasebacks due to the leases' significant initial lease terms. Additionally, in 2024, the Company reassessed the Tropicana Las Vegas Lease which resulted in the lease being classified as a sales type lease. 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).


September 30,
2025
September 30,
2025
December 31,
2024
December 31,
2024
Investment in leases, sales typeInvestment in leases, financing receivablesInvestment in leases, sales typeInvestment in leases, financing receivables
Minimum lease payments receivable$697,328 $9,683,998 $708,456 $9,806,998 
Estimated residual values of lease property (unguaranteed)278,500 1,276,674 278,500 1,276,674 
Total975,828 10,960,672 986,956 11,083,672 
Less: Unearned income(697,330)(8,572,737)(708,454)(8,716,493)
Less: Allowance for credit losses(30,173)(75,295)(23,681)(34,065)
Investment in leases, net$248,325 $2,312,640 $254,821 $2,333,114 

The present value of the net investment in the lease payment receivable and unguaranteed residual value at September 30, 2025 for the Company's Investment in leases, financing receivables was $2,305.7 million and $82.2 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 September 30, 2025 for the Company's Investment in leases, sales type was $255.6 million and $22.9 million compared to $256.7 million and $21.8 million at December 31, 2024.

At September 30, 2025, minimum lease payments owed to the Company 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 TypeFuture Minimum Lease Payments - Financing Receivables
2025 (remainder of year)$3,709 $41,103 
202614,837 166,917 
202714,837 169,858 
202814,837 172,851 
202914,837 175,897 
Thereafter634,271 8,957,372 
Total$697,328 $9,683,998 
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. 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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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. The PD and LGD are estimated during the initial term of the instruments subject to CECL. The PD and LGD estimates were developed using current financial condition forecasts. The PD and LGD predictive model was developed using the average historical default rates and historical loss rates, respectively, of over 100,000 commercial real estate loans dating back to 1998 that have similar credit profiles or characteristics to the real estate underlying the Company's instruments subject to CECL. 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. 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 September 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, 2024Change in AllowanceBalance at March 31, 2025Change in AllowanceBalance at June 30, 2025Change in AllowanceBalance at September 30, 2025
Maryland Live! Lease$8,732 $5,696 $14,428 $14,143 $28,571 $(14,466)$14,105 
Pennsylvania Live! Master Lease18,471 12,286 30,757 20,223 50,980 (11,424)39,556 
Rockford Lease3,077 2,041 5,118 4,788 9,906 (1,304)8,602 
Tioga Downs Lease2,651 3,767 6,418 3,105 9,523 (2,567)6,956 
Strategic Lease1,134 3,067 4,201 1,696 5,897 179 6,076 
Tropicana LV Lease23,681 9,157 32,838 2,268 35,106 (4,933)30,173 
Totals$57,746 $36,014 $93,760 $46,223 $139,983 $(34,515)$105,468 

Balance at December 31, 2023Change in AllowanceBalance at March 31, 2024Change in AllowanceBalance at June 30, 2024Change in AllowanceBalance at September 30, 2024
Maryland Live! Lease$5,661 $7,094 $12,755 $(1,871)$10,884 $500 $11,384 
Pennsylvania Live! Master Lease13,636 12,949 26,585 (1,854)24,731 3,412 28,143 
Rockford Lease2,674 582 3,256 (303)2,953 259 3,212 
Tioga Downs Lease 1,579 1,579 (150)1,429 1,173 2,602 
Strategic Lease   856 856 (3)853 
Tropicana Las Vegas Lease     21,293 21,293 
Totals$21,971 $22,204 $44,175 $(3,322)$40,853 $26,634 $67,487 



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

Origination yearInvestment in leases, financing receivablesAllowance for credit losses
Amortized cost basis at September 30, 2025
Allowance as a percentage of outstanding financing receivable
2024$298,303 $(13,032)$285,271 (4.37)%
2023104,409 (8,602)95,807 (8.24)%
2022720,258 (39,555)680,703 (5.49)%
20211,264,965 (14,106)1,250,859 (1.12)%
Total$2,387,935 $(75,295)$2,312,640 (3.15)%


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

Origination yearInvestment in leases, sales-typeAllowance for credit losses
Amortized cost basis at September 30, 2025
Allowance as a percentage of outstanding financing receivable
2024$278,498 $(30,173)$248,325 (10.83)%

During the three and nine months ended September 30, 2025, the Company recorded a benefit for credit losses of $34.5 million and a provision for credit losses of $47.7 million, respectively, related to investments in leases, financing receivables, and sales-type leases. The benefit for the three months ended September 30, 2025 was driven by an improvement in the third-party forward looking economic outlook used in the Company's CECL reserve calculation compared to what was utilized at June 30, 2025. The provision for the nine months ended September 30, 2025 was primarily driven by the deterioration in the third-party forward-looking economic outlook used in the Company's CECL reserve calculations compared to what was utilized at December 31, 2024.

During the three and nine months ended September 30, 2024, the Company recorded a provision for credit losses of $27.7 million and $47.2 million, respectively, related to investment in leases, financing receivables. The provision for the three and nine months ended September 30, 2024 was primarily due to the initial establishment of reserves on the Tropicana Las Vegas Lease which was determined based on the underlying credit quality of the tenant, a decline in the estimated real estate values underlying the Company's Investment in leases, financing receivables and, to a lesser extent, the Company's real estate loans and loan commitments. The real estate values are estimated based on actual and long term projections of the Commercial Real Estate Price Index which, as of September 30, 2024, have declined relative 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.



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4.    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 are summarized as follows:
 
 
September 30,
2025
December 31,
2024
 (in thousands)
Land and improvements$3,588,793 $3,583,793 
Building and improvements7,128,361 6,962,126 
Construction in progress58,889 39,542 
Total real estate investments10,776,043 10,585,461 
Less accumulated depreciation(2,635,115)(2,436,742)
Real estate investments, net$8,140,928 $8,148,719 

As discussed in Note 1, the Company reimbursed PENN $5 million for land site development costs for the new Hollywood Casino Joliet that is being developed. The increase in buildings and improvements relates to the completion of the hotel development for The Belle, along with $130 million funded to PENN for the relocation of the Hollywood Casino Joliet. Construction in progress primarily represents development funding along with related capitalized interest on the Company's development projects.

5.    Real estate loans, net

The Company entered into the Rockford Loan to fund the construction of the Hard Rock Casino Rockford in Rockford, Illinois. As of September 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 $39.3 million and $15.2 million was drawn as of September 30, 2025 and December 31, 2024, respectively. The following is a summary of the balances of the Company's Real estate loans, net.

September 30, 2025December 31, 2024
(in thousands)
Real estate loans$189,346 $165,160 
Less: Allowance for credit losses(12,464)(4,570)
Real estate loans, net$176,882 $160,590 


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The change in the allowance for credit losses for the Company's Real estate loans is shown below (in thousands):

Rockford LoanIone LoanTotal
December 31, 2024$(4,487)$(83)$(4,570)
Change in allowance(2,939)(67)(3,006)
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)
Change in allowance2,126 71 2,197 
Ending balance at September 30, 2025
$(12,177)$(287)$(12,464)


Rockford LoanIone LoanTotal
Balance at December 31, 2023$(964)$ $(964)
Change in allowance(729) (729)
Ending balance at March 31, 2024(1,693) (1,693)
Change in allowance(935) (935)
Ending balance at June 30, 2024(2,628) (2,628)
Change in allowance(2,190)(59)(2,249)
Ending balance at September 30, 2024$(4,818)$(59)$(4,877)

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

Origination yearReal estate loansAllowance for credit losses
Amortized cost basis at September 30, 2025
Allowance as a percentage of outstanding real estate loans
2024$39,346 $(287)$39,059 (0.73)%
2023150,000 (12,177)137,823 (8.12)%
Total$189,346 $(12,464)$176,882 (6.58)%

The real estate loans are subject to CECL, which is described in Note 3. The Company recorded a benefit for credit losses of $2.2 million and a provision for credit losses of $7.9 million for the three month and nine month period ended September 30, 2025 on the Company's real estate loans, respectively. The benefit for the three months ended September 30, 2025 was driven by an improvement in the third-party forward looking economic outlook used in the Company's CECL reserve calculation compared to what was utilized at June 30, 2025. The provision for the nine months ended September 30, 2025 was primarily driven by the deterioration in the third-party forward-looking economic outlook used in the Company's CECL reserve calculations compared to what was utilized at December 31, 2024. The Company recorded a provision for credit losses of $2.2 million and $3.9 million for the three month and nine months ended September 30, 2024 on real estate loans.

Additionally, the Company recorded a benefit of $0.7 million during the three month period ended September 30, 2025 on unfunded loan commitments compared to a benefit of $1.2 million and $2.2 million during the three month and nine month period ended September 30, 2024. The reserves for the unfunded loan commitment are recorded in other liabilities on the Condensed Consolidated Balance Sheets and totaled $0.5 million at both September 30, 2025 and December 31, 2024, respectively. The Company's borrowers were current on their loan obligations as of September 30, 2025 and December 31, 2024.



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6.    Lease Assets and Lease Liabilities

Lease Assets

The Company is subject to various operating leases as lessee for both real estate and equipment, the majority of which are ground leases related to properties the Company leases to its tenants under triple-net operating leases. These ground leases may include fixed rent, as well as variable rent based upon an individual property’s performance or changes in an index such as the CPI, and have maturity dates ranging from 2038 to 2108, when considering all renewal options. For certain of these ground leases, the Company’s tenants are responsible for payment directly to the third-party landlord. Under ASC 842, the Company is required to gross-up its condensed consolidated financial statements for these ground leases as the Company is considered the primary obligor. In conjunction with the adoption of ASU 2016-02 on January 1, 2019, the Company recorded right-of-use assets and related lease liabilities on its condensed consolidated balance sheets to represent its rights to use the underlying leased assets and its future lease obligations, respectively, including for those ground leases paid directly by our tenants. Because the right-of-use asset relates, in part, to the same leases which resulted in the land right assets the Company recorded on its condensed consolidated balance sheets in conjunction with the Company's assumption of below market leases at the time it acquired the related land and building assets, the Company is required to report the right-of-use assets and land rights in the aggregate on the condensed consolidated balance sheets.

Land rights, net represent the Company's rights to land subject to long-term ground leases. The Company obtained ground lease rights through the acquisition of several of its rental properties and immediately subleased the land to its tenants. These land rights represent the below market value of the related ground leases. The Company assessed the acquired ground leases to determine if the lease terms were favorable or unfavorable, given market conditions at the acquisition date. Because the market rents to be received under the Company's triple-net tenant leases were greater than the rents to be paid under the acquired ground leases, the Company concluded that the ground leases were below market and were therefore required to be recorded as a definite lived asset (land rights) on its books.

Components of the Company's right-of use assets and land rights, net are detailed below (in thousands):
September 30, 2025December 31, 2024
Right-of use assets - operating leases
$242,673 $244,594 
Land rights, net834,379 847,189 
Right-of-use assets and land rights, net$1,077,052 $1,091,783 




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Land Rights

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:
September 30,
2025
December 31,
2024
(in thousands)
Land rights $948,303 $948,303 
Less accumulated amortization (113,924)(101,114)
Land rights, net$834,379 $847,189 

As of September 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,
2025 (remainder of year)$4,269 
202617,079 
202717,079 
202817,079 
202917,079 
Thereafter761,794 
Total$834,379 

Operating Lease Liabilities

At September 30, 2025, payments under the Company's operating lease liabilities were as follows (in thousands):
Year ending December 31,
2025 (remainder of year)$4,309 
202617,291 
202716,786 
202816,673 
202916,710 
Thereafter787,924 
Total lease payments$859,693 
Less: interest(616,598)
Present value of lease liabilities
$243,095 

Lease Expense

Operating lease costs represent the entire amount of expense recognized for operating leases that are recorded on the condensed consolidated balance sheets. Variable lease costs are not included in the measurement of the lease liability and include both lease payments tied to a property's performance and changes in an index such as the CPI that are not determinable at lease commencement, while short-term lease costs are costs for those operating leases with a term of 12 months or less.

The components of lease expense were as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
Operating lease cost$4,315 $3,636 $12,945 $10,900 
Variable lease cost 5,200 4,846 15,528 14,718 
Amortization of land right assets4,270 3,276 12,809 9,828 
Total lease cost$13,785 $11,758 $41,282 $35,446 



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Amortization expense related to the land right intangibles, as well as variable lease costs and the Company's operating lease costs are recorded within land rights and ground lease expense in the condensed consolidated statements of income.

Supplemental Disclosures Related to Leases

Supplemental balance sheet information related to the Company's operating leases was as follows:
September 30, 2025
Weighted average remaining lease term - operating leases52.61 years
Weighted average discount rate - operating leases6.26%

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

Three Months Ended September 30,Nine Months Ended September 30,
2025202420252024
(in thousands)(in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
  Operating cash flows from operating leases (1)
$417 $415 $1,248 $1,244 

(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. Although GLPI expends no cash related to these leases, they are required to be grossed up in the Company's condensed consolidated financial statements under ASC 842.

Financing Lease Liabilities

In connection with the acquisition of certain real property assets included in the Maryland Live! Lease and the Strategic Gaming Leases, the Company acquired the rights to land subject to long-term ground leases which expire in June 2111 and April 2062, respectively. As these leases were accounted for as Investment in leases, financing receivables, the underlying ground leases were accounted for as Financing lease liabilities on the Condensed Consolidated Balance Sheets. In accordance with ASC 842, the Company records revenue for the ground lease rent paid by its tenant with an offsetting expense in interest expense as the Company has concluded that as the lessee it is the primary obligor under the ground leases. The Company's weighted average discount rate on the fixed minimum annual payments was 5.07% to arrive at the initial lease obligations. At September 30, 2025, payments under the Company's financing lease liabilities were as follows (in thousands):

2025 (remainder of year)$675 
20262,712 
20272,735 
20282,758 
20292,782 
Thereafter311,040 
Total lease payments$322,702 
Less: Interest(261,597)
Present value of finance lease liability$61,105 




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7.    Long-term Debt
 
Long-term debt is as follows:
 
September 30,
2025
December 31,
2024
 (in thousands)
Unsecured $2,090 million revolver due December 2028
$332,455 $332,455 
Term Loan Credit Facility due September 2027600,000 600,000 
$850 million 5.250% senior unsecured notes due June 2025
 850,000 
$975 million 5.375% senior unsecured notes due April 2026
 975,000 
$500 million 5.750% senior unsecured notes due June 2028
500,000 500,000 
$750 million 5.300% senior unsecured notes due January 2029
750,000 750,000 
$700 million 4.000% senior unsecured notes due January 2030
700,000 700,000 
$700 million 4.000% senior unsecured notes due January 2031
700,000 700,000 
$800 million 3.250% senior unsecured notes due January 2032
800,000 800,000 
$600 million 5.250% senior unsecured notes due February 2033
600,000  
$400 million 6.750% senior unsecured notes due December 2033
400,000 400,000 
$800 million 5.625% senior unsecured notes due September 2034
800,000 800,000 
$700 million 5.750% senior unsecured notes due November 2037
700,000  
$400 million 6.250% senior unsecured notes due September 2054
400,000 400,000 
Other174 277 
Total long-term debt7,282,629 7,807,732 
Less: unamortized debt issuance costs, bond premiums and original issuance discounts(81,416)(71,855)
Total long-term debt, net of unamortized debt issuance costs, bond premiums and original issuance discounts
$7,201,213 $7,735,877 

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

 
2025 (remainder of year)$34 
2026140 
2027600,000 
2028832,455 
2029750,000 
Over 5 years5,100,000 
Total minimum payments$7,282,629 
 
Senior Unsecured Amended Credit Agreement

The Company has a Senior Unsecured Amended Credit Agreement (the "Amended Credit Agreement") providing for a revolving commitment capacity of $2.09 billion with a maturity date of December 2, 2028 (the "Revolver"). GLP Capital is the primary obligor under the Senior Unsecured Credit Agreement, which is guaranteed by GLPI.

At September 30, 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 September 30, 2025. The weighted average interest rate under the Revolver and term loan credit facility at September 30, 2025 was 5.46%.




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Term Loan Credit Facility
On September 2, 2022, GLP Capital entered into a term loan credit agreement with Wells Fargo Bank, National Association, as administrative agent and the other agents and lenders party thereto from time to time, providing for a $600 million delayed draw credit facility with a maturity date of September 2, 2027 (the "Term Loan Credit Facility"). The Term Loan Credit Facility is guaranteed by GLPI. The Company drew down the entire $600 million Term Loan Credit Facility in connection with the acquisition of the real property assets of Bally's Biloxi and Bally's Tiverton.

Senior Unsecured Notes

At September 30, 2025, the Company had $6,350.0 million of outstanding senior unsecured notes (the "Senior Notes"). During the nine months ended September 30, 2025, the Company redeemed its $850 million, 5.250% senior unsecured notes due June 2025, and its $975 million,5.375% senior unsecured notes due April 2026. The notes were redeemed with cash on hand.

In August 2025, the Company issued $600 million aggregate principal amount of 5.25% senior unsecured notes due February 15, 2033, at a price of 99.642% of the principal amount (the "February 2033 Notes"), and $700 million aggregate principal amount of 5.75% senior unsecured notes due November 1, 2037, at a price of 99.187% of the principal amount (the "November 2037 Notes"). In connection with the issuances, the Company terminated certain forward starting interest rate swap agreements and will recognize a benefit of approximately $1 million, amortized over ten years as a reduction of interest expense, with respect to the November 2037 Notes. The Company used the net proceeds from the offering to redeem in full its outstanding $975 million aggregate principal amount of 5.375% Senior Notes due April 2026 (the “April 2026 Notes”), including payment of the related make-whole premium. The Company intends to use the remaining net proceeds for general corporate purposes, which may include working capital, repayment of indebtedness, capital expenditures, and development or expansion projects at existing or new properties. The redemption of the April 2026 Notes resulted in the recognition of a debt extinguishment charge of $3.8 million, which consisted of the make-whole premium and the write-off of unamortized debt issuance costs and discounts.

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

8.    Fair Value of Financial Assets and Liabilities

Fair value is defined as the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities recorded at fair value are classified based upon the level of judgment associated with the inputs used to measure their fair value. ASC 820 - Fair Value Measurements and Disclosures ("ASC 820") establishes a hierarchy that prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach, and cost approach). The levels of the hierarchy related to the subjectivity of the valuation inputs are described below:

Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities. 

Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets, such as interest rates and yield curves that are observable at commonly quoted intervals. 

Level 3: Unobservable inputs that reflect the reporting entity's own assumptions, as there is little, if any, related market activity.

    The Company's assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of assets and liabilities and their placement within the fair value hierarchy.

Assets and Liabilities Measured at Fair Value on a Recurring Basis
 
The following methods and assumptions are used to estimate the fair value of each class of financial instruments for which it is practicable to estimate.




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Cash and Cash Equivalents
 
The fair value of the Company’s cash and cash equivalents approximates the carrying value of the Company’s cash and cash equivalents, due to the short maturity of the cash equivalents.

Investment securities held to maturity

The fair value of the investment (which approximated its carrying value) is based on quoted prices in active markets and as such is a Level 1 measurement as defined in ASC 820. In August 2024, the Company purchased zero coupon United States Treasury Bills of approximately $550 million which matured in January 2025 for $563 million.

Investment in leases, financing receivables, net

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 under these leases. The initial fair value was the price paid by the Company to acquire the real estate. The initial fair value is then adjusted for changes in the commercial real estate price index and as such is a Level 3 measurement as defined under ASC 820.

Investment in leases, sales type, net

The fair value of the Company's investment in leases, sales type, net was initially based on a third party valuation report which utilized both market based and income based valuation approaches to value the underlying land related to the applicable lease at the lease reassessment date. Subsequent changes in the fair value from this date are based on changes in the commercial real estate price index. As such, this was determined to be a Level 3 measurement as defined under ASC 820.

Real Estate Loans, net

The fair value of the Company's real estate loans are estimated based on the present value of the loans' future cash flows using a discounted cash flow analysis. 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.

Long-term Debt
 
The fair value of the Senior Notes are estimated based on quoted prices in active markets and as such is a Level 1 measurement as defined under ASC 820. The fair value of the obligations in our Amended Credit Agreement is based on indicative pricing from market information (Level 2 inputs).



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The estimated fair values of the Company’s financial instruments are as follows (in thousands):
 September 30, 2025December 31, 2024
 Carrying
Amount
Fair
Value
Carrying
Amount
Fair
Value
Financial assets:    
Cash and cash equivalents
$751,715 $751,715 $462,632 $462,632 
Investment securities held to maturity  560,832 561,154 
Investment in leases, financing receivables, net2,312,640 2,056,101 2,333,114 2,087,705 
Investment in leases, sales type, net248,325 282,422 254,821 280,970 
Real estate loans, net
176,882 189,706 160,590 164,750 
Deferred compensation plan assets
45,175 45,175 38,948 38,948 
Financial liabilities:    
Long-term debt:    
Amended Credit Agreement and Term Loan Credit Facility932,455 932,455 932,455 932,455 
Senior Notes6,350,000 6,288,016 6,875,000 6,665,565 

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 nine months ended September 30, 2025 and 2024.



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9.    Commitments and Contingencies
 
Litigation

The Company is subject to various legal and administrative proceedings relating to personal injuries, employment matters, commercial transactions, and other matters arising in the normal course of business. The Company does not believe that the final outcome of these matters will have a material adverse effect on the Company’s consolidated financial position or results of operations. The majority of these matters are subject to indemnification and defense obligations of our tenants. The Company maintains what it believes is adequate insurance coverage to further mitigate the risks of such proceedings. However, such proceedings can be costly, time consuming, and unpredictable and, therefore, no assurance can be given that the final outcome of such proceedings may not materially impact the Company’s financial condition, results of operations or liquidity. Further, no assurance can be given that the amount or scope of existing insurance coverage will be sufficient to cover losses arising from such matters. 

Funding commitments

As of September 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. Our tenants retain the option to decline our financing for certain projects and may seek alternative financing solutions. The inclusion of a commitment in this disclosure does not guarantee that the financing will be utilized by the tenant in circumstances where a tenant has the option. See Note 1 in the Notes to the Condensed Consolidated Financial Statements for further details.

DescriptionMaximum Commitment amount
Amount funded at September 30, 2025
Relocation of Hollywood Casino Aurora (1)$225 millionNone
Relocation of Hollywood Casino Joliet $130 million$130.0 million
Construction of a hotel tower at the M Resort (2)$150 millionNone
Construction of a hotel at Hollywood Casino Columbus$70 millionNone
Funding associated with a landside move at Ameristar Casino Council Bluffs(3)None
Potential transaction at the former Tropicana Las Vegas site with Bally's$175 million$48.5 million
Real estate construction costs for Bally's Chicago $940 millionNone (4)
Funding and oversight of a landside move and hotel renovation at The Belle$111 million$75.6 million
Construction costs for a landside development project at Casino Queen Marquette$16.5 million$5.1 million
Ione Loan to fund a new casino development near Sacramento, California$110 million$39.3 million
Call right to acquire Bally's Lincoln$735 millionNone

(1)    PENN anticipates completing the relocation of its riverboat casino in Aurora to a land based facility in the first half of 2026. The Company anticipates funding $225 million at a 7.75% capitalization rate.

(2)    On August 11, 2025, PENN requested $150 million for its M Resort hotel tower project which will be subject to a capitalization rate of 7.79% which GLPI expects to fund on November 3, 2025.

(3)    The Company has agreed to fund, if requested by PENN in their sole discretion, on or before March 31, 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.

(4)    In October 2025, the Company funded $125.4 million on this development project.



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10.    Revenue Recognition

Lease terms

Under ASC 842, the Company is required at lease inception (and if applicable at a lease reassessment date) to determine the term of the lease. This requires concluding whether it is reasonably assured that our tenants will exercise their renewal options contained within the lease. The initial lease term is a key judgment that is utilized in the lease classification test to determine whether the lease is an operating lease, sales type lease or direct financing lease. The Company currently has not included tenant renewal options in its determination of the initial lease term. 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 and nine months ended September 30, 2025 was as follows (in thousands):
Three Months Ended September 30, 2025Nine Months Ended September 30, 2025
Building base rent $303,872 $903,969 
Land base rent49,541 148,588 
Percentage rent and other rental revenue18,241 54,429 
Interest income on real estate loans4,022 11,142 
Total cash income$375,676 $1,118,128 
Straight-line rent adjustments5,390 20,235 
Ground rent in revenue9,553 28,605 
Accretion on financing receivables6,991 20,753 
Total income from real estate$397,610 $1,187,721 
As of September 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 ReceivableStraight-Line Rent Adjustments (1)Future Base Ground Rents ReceivableFuture Income to be Recognized Related to Operating Leases
2025 (remainder of year)$324,047 $10,143 $3,891 $338,081 
20261,267,417 47,686 15,619 1,330,722 
20271,257,706 46,567 15,154 1,319,427 
20281,259,885 39,646 15,036 1,314,567 
20291,242,005 33,809 15,036 1,290,850 
Thereafter4,983,761 5,038 73,552 5,062,351 
Total$10,334,821 $182,889 $138,288 $10,655,998 
(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. The Company also includes the future non-cash revenue it expects to recognize from the fixed portion of tenant paid ground leases in the table above. See Note 3 for the future contractual cash receipts to be received by the Company under its Investment in leases.
The Company may periodically loan funds to casino owner-operators for the purchase of real estate. Interest income related to real estate loans is recorded as revenue from real estate within the Company's consolidated statements of income in the period earned. See Note 5 for further details.




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11.    Earnings Per Share
 
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 in accordance with the two class method. The Company's participating securities are related to certain employee equity awards that receive non-forfeitable dividends. Specifically, time based restricted stock awards receive non-forfeitable dividends equivalent to what common shareholders receive during these awards vesting periods. Diluted EPS for the Company's common stock is computed using the more dilutive of the two-class method or the treasury stock method. Diluted EPS reflects the additional dilution for all potentially-dilutive securities. 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 and nine months ended September 30, 2025 and 2024: 
        
 Three Months Ended September 30,Nine Months Ended September 30,
 2025202420252024
 (in thousands)
Determination of shares:    
Weighted-average common shares outstanding283,008 273,788 278,454 272,265 
Assumed conversion of restricted stock awards (1)148 184 118 144 
Assumed conversion of performance-based restricted stock awards
215 482 173 437 
Dilution attributable to equity forward contract132 344 56 5 
Diluted weighted-average common shares outstanding283,503 274,798 278,801 272,851 

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, 2025 and 2024: 
        
 Three Months Ended September 30,Nine Months Ended September 30,
 2025202420252024
 (in thousands, except per share data)
Calculation of basic EPS:    
Net income attributable to common shareholders$241,191 $184,694 $557,814 $567,408 
Less: Net income allocated to participating securities(210)(124)(572)(300)
Net income for earnings per share purposes$240,981 $184,570 $557,242 $567,108 
Weighted-average common shares outstanding283,008 273,788 278,454 272,265 
Basic EPS$0.85 $0.67 $2.00 $2.08 
Calculation of diluted EPS:    
Net income attributable to common shareholders$241,191 $184,694 $557,814 $567,408 
Diluted weighted-average common shares outstanding 283,355 274,798 278,683 272,851 
Diluted EPS $0.85 $0.67 $2.00 $2.08 
Antidilutive securities excluded from the computation of diluted earnings per share53 33 54 93 

(1) During the three and nine months ended September 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.


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12.    Equity

Common stock issuance

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"). The issuance of securities through the 2025 ATM Program 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. The Company may sell the shares in amounts and at times to be determined by the Company, but has no obligation to sell any of the shares in the 2025 ATM Program. The 2025 ATM Program also allows the Company to enter into forward sale agreements. In no event will the aggregate number of shares sold under the 2025 ATM Program (whether under any forward sale agreement or through a sales agent), have an aggregate sales price in excess of $1.25 billion. The Company expects, that if it enters into a forward sale contract, to physically settle each forward sale agreement with the forward purchaser on one or more dates specified by the Company prior to the maturity date of that particular forward sale agreement, in which case the aggregate net cash proceeds at settlement will equal the number of shares underlying the particular forward sale agreement multiplied by the relevant forward sale price. 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 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 month period ended September 30, 2025, the Company sold 7,589,487 shares of common stock under forward sale agreements, that will raise gross proceeds of $363.3 million subject to certain contractual adjustments. No amounts are recorded on the Company's balance sheet until the forward is settled (which contractually mature in the third quarter of 2026 but may be settled prior to this time period at the Company's election). Reflecting the impact of these forward sale agreements, the Company has $886.7 million remaining for issuance under the 2025 ATM Program.

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 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

As partial consideration for the closing of various real property assets over the past few years, the Company's operating partnership has issued OP Units. The OP Units are exchangeable for common shares of the Company on a one-for-one basis, subject to certain terms and conditions. As of September 30, 2025, the Company holds a 97.1% 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 $6.5 million and $19.3 million in distributions to the non-controlling interest holders concurrently with the dividends paid to the Company's common shareholders, during the three and nine month periods ended September 30, 2025. The Company paid $6.1 million and $18.4 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, 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.




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Accumulated Other Comprehensive Income (Loss)

As discussed in Note 2, the Company had derivative instruments designated as cash flow hedges which it terminated in connection with the August 2025 issuance of Senior Notes. The amount in other comprehensive income before reclassifications is being amortized as a reduction in interest expense over ten years, which was the life of the derivative instruments. The amount expected to be amortized out of other comprehensive income to interest expense over the next 12 months is $0.1 million.

Dividends

The following table lists the dividends declared and paid by the Company during the nine months ended September 30, 2025 and 2024:
Declaration DateShareholder Record DateSecurities ClassDividend Per SharePeriod CoveredDistribution DateDividend Amount
(in thousands)
2025
February 13, 2025March 14, 2025Common Stock$0.76First Quarter 2025March 28, 2025$208,873
May 15, 2025June 13, 2025Common Stock$0.78Second Quarter 2025June 27, 2025$220,743
August 28, 2025September 12, 2025Common Stock$0.78Third Quarter 2025September 26, 2025$220,747
2024
February 26, 2024March 15, 2024Common Stock$0.76First Quarter 2024March 29, 2024$206,340
May 20, 2024June 7, 2024Common Stock$0.76Second Quarter 2024June 21, 2024$206,340
August 28, 2024September 13, 2024Common Stock$0.76Third Quarter 2024September 27, 2024$208,538

In addition, for the three and nine months ended September 30, 2025, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.6 million. For the three and nine months ended September 30, 2024, dividend payments were made to GLPI restricted stock award holders in the amount of $0.2 million and $0.7 million.

13.    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 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. This expense is recognized ratably over the requisite service period following the date of grant. The fair value of the Company's time-based restricted stock and time-based LTIP awards are equivalent to the closing stock price on the day prior to grant. The Company utilizes a third party valuation firm to measure the fair value of performance-based restricted stock awards and performance-based LTIP awards at the grant date using a Monte Carlo simulation model.
 
As of September 30, 2025, there was $4.1 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 1.87 years. For the three and


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nine months ended September 30, 2025, the Company recognized $0.8 million and $5.3 million of compensation expense associated with these awards, compared to $1.5 million and $7.3 million for the three and nine months ended September 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 nine months ended September 30, 2025:
 Number of Award
Shares
Outstanding at December 31, 2024284,843 
Granted211,307 
Released(234,948)
Canceled(15,000)
Outstanding at September 30, 2025246,202 
 
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 September 30, 2025, there was $12.1 million of total unrecognized compensation cost, which will be recognized over the performance-based restricted stock awards' remaining weighted average vesting period of 1.59 years.  For the three and nine months ended September 30, 2025, the Company recognized $0.4 million and $6.6 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 $11.7 million for the corresponding periods in the prior year.

The following table contains information on performance-based restricted stock award activity for the nine months ended September 30, 2025:

Number of  Performance-Based Award Shares
Outstanding at December 31, 20241,537,000 
Granted245,000 
Released(488,500)
Canceled
(131,500)
Outstanding at September 30, 20251,162,000 

As of September 30, 2025, there was $0.5 million of total unrecognized compensation cost for time based LTIP awards that will be recognized over the grants' remaining weighted average vesting period of 2.26 years. For the three and nine months ended September 30, 2025, the Company recognized a benefit of $0.1 million and an expense of $2.8 million of compensation 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 nine months ended September 30, 2025:
Number of Time-Based LTIP Awards
Outstanding at December 31, 2024 
Granted85,000 
Released 
Canceled
(15,000)
Outstanding at September 30, 202570,000 



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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.  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 September 30, 2025, there was $5.7 million of total unrecognized compensation cost, which will be recognized over the performance-based LTIP awards' remaining weighted average vesting period of 2.26 years.  For the three and nine months ended September 30, 2025, the Company recognized $0.4 million and $1.9 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 performance-based LTIP award activity for the nine months ended September 30, 2025:


Number of  Performance-Based LTIP Awards
Outstanding at December 31, 2024 
Granted340,000 
Released 
Canceled
(60,000)
Outstanding at September 30, 2025280,000 

14.    Supplemental Disclosures of Cash Flow Information and Noncash Activities

Supplemental disclosures of cash flow information are as follows:
 Three Months Ended September 30,Nine Months Ended September 30,
 2025202420252024
(in thousands)
Cash paid for income taxes, net of refunds received $215 $590 $1,998 $2,989 
Cash paid for interest$128,456 $79,382 $319,788 $247,008 
Noncash Investing and Financing Activities

In connection with the rental term changes on the Tropicana Las Vegas Lease during the three months ended September 30, 2024, the Company reclassified this lease from an operating lease to a sales type lease which resulted in a non-cash gain of $3.8 million which represented the fair value of the land at the reassessment date in excess of the carrying value of the land and the additional funding under the lease of $274.7 million.

On May 16, 2024, the Company recorded a non-cash increase to Investment in leases, financing receivables and Financing lease liabilities of $6.1 million associated with the acquisition of certain real estate assets of Strategic. See Note 15 for further details.


On February 6, 2024, as partial consideration for the closing of the real property assets under the Tioga Downs Lease, 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 for accounting purposes at closing and assumed debt of $63.5 million that was repaid after closing with the offsetting increase to Investment in leases, financing receivables, net.


15.    Acquisitions

The Company accounts for its acquisitions of real estate assets as asset acquisitions under ASC 805 - Business Combinations. 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 nine months ended September 30, 2025.


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Prior year acquisitions

On February 6, 2024, the Company acquired the real estate assets of Tioga Downs, in Nichols, NY from American Racing for $175.0 million which comprised of cash, assumed debt that was repaid after closing, and OP Units. Simultaneously with the acquisition, GLPI entered into the Tioga Downs Lease. 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 receivables116,217 
Financing lease liabilities(6,054)
Total purchase price110,163 

On September 11, 2024, the Company completed its previously announced $250 million acquisition of the land on which Bally's permanent casino in Chicago, Illinois is being constructed. The Company will also fund construction costs of up to $940.0 million for certain real property improvements of the project. Rental income being received on the land is being deferred and will be recognized once the development project is substantially complete and ready for its intended use.


16.    Subsequent Events

On October 15, 2025, the Company acquired the real estate assets of Sunland Park Racetrack and Casino ("Sunland Park") for $183.75 million. The property was added to the Strategic Gaming Lease and annual rent was increased by $15 million.

In October 2025, the Company funded $125.4 million of development costs for Bally's Chicago and a parent guarantee was added to the Bally's Chicago Lease.

On October 27, 2025, the Company announced that it intends to acquire the real estate of the future site for Live! Virginia Casino & Hotel, a Cordish Company / Bruce Smith Enterprise casino and hotel development in Petersburg, Virginia. In addition, GLPI has committed to fund the hard costs associated with the development of the project. The cap rate on both the land acquisition of $27 million and the hard cost development funding of $440 million will be at 8.0%. The transaction also includes a 1.75% rent escalator, which will commence after the first anniversary of the permanent casino opening, which is anticipated in late 2027. Through the construction of this large-scale development, GLPI will be compensated for the funding on an as drawn basis and rent will be deferred until the facility is ready for its intended use.

Effective October 2025, the Company’s option, subject to receipt by Bally’s of required consents, and call right, subject only to regulatory approval, to acquire the real property assets of Bally's Lincoln for a purchase price of $735 million and additional rent of $58.8 million were amended to extend the applicable dates by two years, to December 31, 2028 and October 1, 2028, respectively.




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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of the financial position and operating results of Gaming and Leisure Properties, Inc. for the three and nine months ended September 30, 2025 should be read in conjunction with the Financial Statements and related notes thereto and other financial information contained elsewhere in this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes for the year ended December 31, 2024. All defined terms included herein have the same meaning as those set forth in the Notes to the Consolidated Financial Statements contained within this Quarterly Report on Form 10-Q.
 
Cautionary Note Regarding Forward-Looking Statements

Forward-looking statements in this document are subject to known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements of Gaming and Leisure Properties, Inc. ("GLPI") and its subsidiaries (collectively with GLPI, the "Company") to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Forward-looking statements include information concerning the Company’s business strategy, plans, goals and objectives.
 
Forward-looking statements in this document include, but are not limited to, statements regarding our ability to grow our portfolio of gaming facilities and financing commitments. In addition, statements preceded by, followed by or that otherwise include the words "believes," "expects," "anticipates," "intends," "projects," "estimates," "plans," "may increase," "may fluctuate," and similar expressions or future or conditional verbs such as "will," "should," "would," "may" and "could" are generally forward-looking in nature and not historical facts. You should understand that the following important factors could affect future results and could cause actual results to differ materially from those expressed in such forward-looking statements:

our or our partner’s ability to successfully complete construction of various casino projects currently under development for which we have agreed to provide construction development funding, including Bally’s Chicago, and the ability and willingness of our partners to meet and/or perform their respective obligations under the applicable construction financing and/or development documents;

the impact that higher inflation rates and interest rates and uncertainty with respect to the future state of the economy could have on discretionary consumer spending, including the casino operations of our tenants;

unforeseen consequences related to United States ("U.S.") government, economic, monetary or trade policies and stimulus packages on inflation rates, interest rates and economic growth;

the ability of our tenants to maintain the financial strength and liquidity necessary to satisfy their respective obligations and liabilities to third parties, including, without limitation, to satisfy obligations under their existing credit facilities and other indebtedness;

the availability of and the ability to identify suitable and attractive acquisition and development opportunities and the ability to acquire and lease the respective properties on favorable terms;

the degree and nature of our competition;

the ability to receive, or delays in obtaining, the regulatory approvals required to own and/or operate our properties, or other delays or impediments to completing our planned acquisitions or projects;

the potential of a new pandemic or similar national health crisis, including its effect on the ability or desire of people to gather in large groups (including in casinos), which could impact our financial results, operations, outlooks, plans, goals, growth, cash flows, liquidity, and stock price;

our ability to maintain our status as a real estate investment trust ("REIT"), given the highly technical and complex Internal Revenue Code (the "Code") provisions for which only limited judicial and administrative authorities exist, where even a technical or inadvertent violation could jeopardize REIT qualification and where requirements may depend in part on the actions of third parties over which the Company has no control or only limited influence;



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our ability to satisfy certain asset, income, organizational, distribution, shareholder ownership and other requirements on a continuing basis in order for the Company to maintain its REIT status;

the ability and willingness of our tenants and other third parties to meet and/or perform their obligations under their respective contractual arrangements with us, including lease and note requirements and in some cases, their obligations to indemnify, defend and hold us harmless from and against various claims, litigation and liabilities;

the ability of our tenants to comply with laws, rules and regulations in the operation of our properties, to deliver high quality services, to attract and retain qualified personnel and to attract customers;

our ability to generate sufficient cash flows to service and comply with financial covenants under our outstanding indebtedness;

our ability to access capital through debt and equity markets in amounts and at rates and costs acceptable to GLPI, including for the satisfaction of our funding commitments to the extent drawn by our partners, acquisitions or refinancings due to maturities;

the ability of our tenants to decline our funding commitments by seeking alternative financing solutions and/or if our tenants do elect to utilize our funding commitments, the amounts drawn and the timing of these draws may be different than what the Company assumed;

adverse changes in our credit rating;

the availability of qualified personnel and our ability to retain our key management personnel;

changes in the U.S. tax law and other federal, state or local laws, whether or not specific to real estate, REITs or the gaming, lodging or hospitality industries;

changes in accounting standards;

the impact of weather or climate events or conditions, natural disasters, acts of terrorism and other international hostilities, war (including the current conflict between Russia and Ukraine and conflicts in the Middle East) or political instability;

the risk that the historical financial statements included herein do not reflect what the business, financial position or results of operations of GLPI may be in the future;

other risks inherent in the real estate business, including potential liability relating to environmental matters and illiquidity of real estate investments; and

additional factors as discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the "Annual Report"), and in our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K as filed with the United States Securities and Exchange Commission.
 
You should consider the areas of risk described above, as well as those set forth in the "Risk Factors" section in the Company’s Annual Report and this Quarterly Report on Form 10-Q, in connection with considering any forward-looking statements that may be made by the Company generally. Other unknown or unpredictable factors may also cause actual results to differ materially from those projected by the forward-looking statements. Most of these factors are difficult to anticipate and are generally beyond the control of the Company. Except for the ongoing obligations of the Company to disclose material information under the federal securities laws, the Company does not undertake any obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events unless required to do so by law.



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Company Overview
GLPI is a self-administered and self-managed REIT headquartered in Wyomissing, Pennsylvania. GLPI was incorporated on February 13, 2013, as a wholly-owned subsidiary of PENN. On November 1, 2013, PENN contributed to GLPI, through a series of internal corporate restructurings, substantially all of the assets and liabilities associated with PENN’s real property interests and real estate development business, as well as the assets and liabilities of Hollywood Casino Baton Rouge and Hollywood Casino Perryville and then spun-off GLPI to holders of PENN's common and preferred stock in a tax-free distribution (the "Spin-Off").

Since 2021, the Company has been structured as an umbrella partnership REIT under which substantially all of our business is conducted through GLP Capital, the day-to-day management of which is exclusively controlled by GLPI. GLPI has no material assets other than its investment in GLP Capital. GLPI issues equity from time to time and is obligated to contribute the net proceeds from those offerings to GLP Capital. As of September 30, 2025, GLPI holds a 97.1% controlling financial interest in the operating partnership.

Business Strategy

We seek 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. Our primary business consists of acquiring, financing, and owning real estate property to be leased to gaming operators in triple-net lease arrangements. Under these arrangements, in addition to rent, the tenants are required to pay the following executory costs: (1) all facility maintenance, (2) all insurance required in connection with the leased properties and the business conducted on the leased properties, including coverage of the landlord's interests, (3) taxes levied on or with respect to the leased properties (other than taxes on the income of the lessor) and (4) all utilities and other services necessary or appropriate for the leased properties and the business conducted on the leased properties.

Property and lease information

The Company has disclosed the following key terms of its Master Leases and Single Property Leases in the tables below, along with the properties within each lease at September 30, 2025. We believe the following key terms are important for users of our financial statements to understand.

The Coverage ratio is a defined term in each respective lease agreement with our tenants and represents the ratio of Adjusted EBITDAR to rent expense for the properties contained within each lease. Adjusted EBITDAR is defined in each respective lease but is generally consistent with the Company's definition of Adjusted EBITDA as described in the Results of Operations section of this Management Discussion and Analysis, plus rent expense paid to GLPI.

Certain leases have a Minimum Escalator Coverage Ratio Governor as disclosed below. Before a rent escalation of up to 2% on the building base rent component of each lease can occur, the minimum coverage ratio for these leases needs to be 1.8 to 1 for the applicable lease year.

The reported Coverage ratios below with respect to our tenants' rent coverage over the trailing twelve months were provided by our tenants for the most recently available time period. GLPI has not independently verified the accuracy of the tenants' information and therefore makes no representation as to its accuracy. Rent coverage ratios are not reported for ground leases, leases with development projects nor on leases that have been in effect for less than twelve months.




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Master Leases
Penn 2023 Master LeaseAmended Penn Master Lease
OperatorPENNPENN
PropertiesHollywood Casino AuroraAurora, ILHollywood Casino LawrenceburgLawrenceburg, IN
Hollywood Casino JolietJoliet, ILArgosy Casino AltonAlton, IL
Hollywood Casino ToledoToledo, OHHollywood Casino at Charles Town RacesCharles Town, WV
Hollywood Casino ColumbusColumbus, OHHollywood Casino at Penn National Race CourseGrantville, PA
M ResortHenderson, NVHollywood Casino BangorBangor, ME
Hollywood Casino at the MeadowsWashington, PAZia Park CasinoHobbs, NM
Hollywood Casino PerryvillePerryville, MDHollywood Casino Gulf CoastBay St. Louis, MS
Argosy Casino RiversideRiverside, MO
Hollywood Casino TunicaTunica, MS
Boomtown BiloxiBiloxi, MS
Hollywood Casino St. LouisMaryland Heights, MO
Hollywood Gaming Casino at Dayton RacewayDayton, OH
Hollywood Gaming Casino at Mahoning Valley Race TrackYoungstown, OH
1st Jackpot CasinoTunica, MS
Commencement Date1/1/202311/1/2013
Lease Expiration Date10/31/203310/31/2033
Remaining Renewal Terms15 (3x5 years)15 (3x5 years)
Corporate GuaranteeYesYes
Master Lease with Cross CollateralizationYesYes
Technical Default Landlord ProtectionYesYes
Default Adjusted Revenue to Rent Coverage1.11.1
Competitive Radius Landlord ProtectionYesYes
Escalator Details
Yearly Base Rent Escalator Maximum1.5% (1)%
Coverage ratio at June 30, 2025 1.882.13
Minimum Escalator Coverage GovernorN/A1.8
Yearly Anniversary for RealizationNovemberNovember
Percentage Rent Reset Details
Reset FrequencyN/A5 years
Next ResetN/ANov-28
(1)    In addition to the annual escalation, a one-time annualized increase of $1.4 million occurs on November 1, 2027.



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Master Leases
Amended Pinnacle Master LeaseBally's Master Lease
OperatorPENNBally's
PropertiesAmeristar Black HawkBlack Hawk, COBally's EvansvilleEvansville, IN
Ameristar East ChicagoEast Chicago, INBally's Dover Casino ResortDover, DE
Ameristar Council BluffsCouncil Bluffs, IABlack Hawk (Black Hawk North, West and East casinos)Black Hawk, CO
L'Auberge Baton RougeBaton Rouge, LAQuad Cities Casino & HotelRock Island, IL
Boomtown Bossier CityBossier City, LABally's Tiverton Hotel & CasinoTiverton, RI
L'Auberge Lake CharlesLake Charles, LAHard Rock Casino and Hotel BiloxiBiloxi, MS
Boomtown New OrleansNew Orleans, LA
Ameristar VicksburgVicksburg, MS
River City Casino & HotelSt. Louis, MO
Jackpot Properties (Cactus Petes and Horseshu)Jackpot, NV
Plainridge Park CasinoPlainridge, MA
Commencement Date4/28/20166/3/2021
Lease Expiration Date4/30/20316/2/2036
Remaining Renewal Terms20 (4x5 years)20 (4x5 years)
Corporate GuaranteeYesYes
Master Lease with Cross CollateralizationYesYes
Technical Default Landlord ProtectionYesYes
Default Adjusted Revenue to Rent Coverage1.21.35 (1)
Competitive Radius Landlord ProtectionYesYes
Escalator Details
Yearly Base Rent Escalator Maximum%(2)
Coverage ratio at June 30, 2025 1.69 (3)2.00
Minimum Escalator Coverage Governor1.8N/A
Yearly Anniversary for RealizationMayJune
Percentage Rent Reset Details
Reset Frequency2 yearsN/A
Next ResetMay-26N/A
(1)    If the tenant's parent'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 parent's net leverage is equal to or less than 5.5 to 1, then the ratio shall be reduced to 1.2.
(2)    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.

(3)    Coverage ratio for escalation purposes excludes adjusted revenue and rent attributable to the Plainridge Park facility as well as certain other fixed rent amounts.



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Master Leases
Bally's Master Lease IICasino Queen Master Lease
OperatorBally'sBally's
PropertiesBally's Kansas CityKansas City, MOCasino Queen MarquetteMarquette, IA
Bally's ShreveportShreveport, LABelle of Baton RougeBaton Rouge, LA
Draft Kings at Casino Queen (4)East St. Louis, IL
The Queen Baton Rouge (4)Baton Rouge, LA
Commencement Date12/16/202412/17/2021
Lease Expiration Date12/15/203912/31/2036
Remaining Renewal Terms20 (4x5 years)20 (4x5 years)
Corporate GuaranteeYes(5)
Master Lease with Cross CollateralizationYesYes
Technical Default Landlord ProtectionYesYes
Default Adjusted Revenue to Rent Coverage1.35 (1)1.35 (1)
Competitive Radius Landlord ProtectionYesYes
Escalator Details
Yearly Base Rent Escalator Maximum(2)(3)
Coverage ratio at June 30, 2025 2.78N/A
Minimum Escalator Coverage GovernorN/AN/A
Yearly Anniversary for RealizationDecemberDecember
Percentage Rent Reset Details
Reset FrequencyN/AN/A
Next ResetN/AN/A

(1)    If the tenant's parent'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 parent's net leverage is equal to or less than 5.5 to 1, then the ratio shall be reduced to 1.2. For the Casino Queen Master Lease the test begins on the first anniversary after both development projects are completed and open to the public.
(2)    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.

(3)    Rent increases by 0.5% for the first six years. Beginning in 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.

(4)    Effective July 1, 2025, these properties were transferred to Bally's Master II and the associated annual rental income of $28.9 million was reallocated from the Casino Queen Master Lease to Bally's Master Lease II. The Bally's Master Lease II rent coverage ratio has been restated on a proforma basis.

(5)    If a default were to occur under the Casino Queen Master Lease, the Company has the right under the terms of the lease to elect to amend Bally’s Master Lease II and place the assets into it, which carries a corporate guarantee.



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Master Leases
Boyd Master LeaseCaesars Amended and Restated Master Lease
OperatorBoydCaesars
PropertiesBelterra Casino ResortFlorence, INTropicana Atlantic CityAtlantic City, NJ
Ameristar Kansas CityKansas City, MOTropicana LaughlinLaughlin, NV
Ameristar St. CharlesSt. Charles, MOTrop Casino GreenvilleGreenville, MS
Isle Casino Hotel BettendorfBettendorf, IA
Isle Casino Hotel WaterlooWaterloo, IA
Commencement Date10/15/201810/1/2018
Lease Expiration Date4/30/20319/30/2038
Remaining Renewal Terms20 (4x5 years)20 (4x5 years)
Corporate GuaranteeNoYes
Master Lease with Cross CollateralizationYesYes
Technical Default Landlord ProtectionYesYes
Default Adjusted Revenue to Rent Coverage1.41.2
Competitive Radius Landlord ProtectionYesYes
Escalator Details
Yearly Base Rent Escalator Maximum%1.75 % (1)
Coverage ratio at June 30, 2025 2.461.75
Minimum Escalator Coverage Governor1.8N/A
Yearly Anniversary for RealizationMayOctober
Percentage Rent Reset Details
Reset Frequency2 yearsN/A
Next ResetMay-26N/A
(1)    Building base rent will be increased by 1.75% in the 7th and 8th lease year and 2% in the 9th lease year and each year thereafter.



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Master Leases
Pennsylvania Live! Master LeaseStrategic Gaming Leases (1)
OperatorCordishStrategic
PropertiesLive! Casino & Hotel PhiladelphiaPhiladelphia, PASilverado Franklin Hotel & Gaming ComplexDeadwood, SD
Live! Casino PittsburghGreensburg, PADeadwood Mountain Grand CasinoDeadwood, SD
Baldini's CasinoSparks, NV
Commencement Date3/1/20225/16/2024
Lease Expiration Date2/28/20615/31/2049
Remaining Renewal Terms21 (1x11 years, 1x10 years)20 (2x10 years)
Corporate GuaranteeNoYes
Master Lease with Cross CollateralizationYesYes
Technical Default Landlord ProtectionYesYes
Default Adjusted Revenue to Rent Coverage1.41.4 (2)
Competitive Radius Landlord ProtectionYesYes
Escalator Details
Yearly Base Rent Escalator Maximum1.75 %2% (2)
Coverage ratio at June 30, 2025 2.501.82 (3)
Minimum Escalator Coverage GovernorN/AN/A
Yearly Anniversary for RealizationMarchJun-26
Percentage Rent Reset Details
Reset FrequencyN/AN/A
Next ResetN/AN/A
(1)    Consists of two leases that are cross collateralized and co-terminus with each other.
(2)    The default adjusted revenue to rent coverage declines to 1.25 if the tenant's adjusted revenues total $75 million or more. Annual rent escalates at 2% beginning in year three of the lease and in year 11 escalates based on the greater of 2% or CPI, capped at 2.5%.
(3)    Coverage ratio above is proforma for the acquisition of the real estate assets of Sunland Park which closed on October 15, 2025.




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Single Property Leases
Belterra Park LeaseHorseshoe St Louis LeaseMorgantown LeaseMD Live! Lease
OperatorBoydCaesarsPENNCordish
PropertiesBelterra Park Gaming & Entertainment CenterHorseshoe St. LouisHollywood Casino MorgantownLive! Casino & Hotel Maryland
Cincinnati, OHSt. Louis, MOMorgantown, PAHanover, MD
Commencement Date10/15/20189/29/202010/1/202012/29/2021
Lease Expiration Date04/30/203110/31/203310/31/204012/31/2060
Remaining Renewal Terms20 (4x5 years)20 (4x5 years)30 (6x5 years)21 (1x11 years, 1x10 years)
Corporate GuaranteeNoYesYesNo
Technical Default Landlord ProtectionYesYesYesYes
Default Adjusted Revenue to Rent Coverage1.41.2N/A1.4
Competitive Radius Landlord ProtectionYesYesN/AYes
Escalator Details
Yearly Base Rent Escalator Maximum2%
1.25% (1)
1.25% (2)
1.75%
Coverage ratio at June 30, 2025 3.061.97N/A3.56
Minimum Escalator Coverage Governor1.8N/AN/AN/A
Yearly Anniversary for RealizationMayOctoberDecemberJanuary
Percentage Rent Reset Details
Reset Frequency2 yearsN/AN/AN/A
Next ResetMay 2026N/AN/AN/A

(1)    For the second through fifth lease years, after which time the annual escalation becomes 1.75% for the 6th and 7th lease years and then 2% for the remaining term of the lease.

(2)    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 if the CPI increase is less than 0.5% for such lease year, then the rent shall not increase for such lease year.





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Single Property Leases
Tropicana LeaseTioga Downs LeaseRockford LeaseChicago Lease
OperatorBally'sAmerican Racing and Entertainment (managed by Hard Rock)Bally's
PropertiesTropicana Las VegasTioga DownsHard Rock Casino RockfordBally's Chicago Development
Las Vegas, NVNichols, NYRockford, ILChicago, IL
Commencement Date9/26/20222/6/20248/29/20237/18/2025
Lease Expiration Date9/25/20722/28/20548/31/21227/31/2040
Remaining Renewal Terms49 (1 x 24 years, 1 x 25 years)32 years and 10 months (2x10 years, 1x12 years and 10 months)None20 (4 x 5 years)
Corporate GuaranteeYesYesNoYes
Technical Default Landlord ProtectionYesYesYesYes
Default Adjusted Revenue to Rent Coverage1.35 (1)1.41.41.35 (1)
Competitive Radius Landlord ProtectionYesYesYesYes
Escalator Details
Yearly Base Rent Escalator Maximum(2)
1.75% (3)
2%(2)
Coverage ratio at June 30, 2025 N/A1.98N/AN/A
Minimum Escalator Coverage GovernorN/AN/AN/AN/A
Yearly Anniversary for RealizationOctoberMarchSeptemberAugust
Percentage Rent Reset Details
Reset FrequencyN/AN/AN/AN/A
Next ResetN/AN/AN/AN/A

(1)    Effective July 1, 2025, this ratio has been revised so that if the tenant's parent'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 parent's net leverage is equal to or less than 5.5 to 1, then the ratio shall be reduced to 1.2.

(2)    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.

(3)    Increases by 1.75% beginning with the first anniversary and increases to 2% beginning in year fifteen of the lease through the remainder of the initial lease term.





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Funding commitments

As of September 30, 2025, we have 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. Our tenants retain the option to decline our financing for certain projects and may seek alternative financing solutions. The inclusion of a commitment in this disclosure does not guarantee that the financing will be utilized by the tenant in circumstances where a tenant has the option. See Note 1 in the Notes to the Condensed Consolidated Financial Statements for further details.

DescriptionMaximum Commitment amount
Amount funded at September 30, 2025
Relocation of Hollywood Casino Aurora (1)$225 millionNone
Relocation of Hollywood Casino Joliet $130 million$130.0 million
Construction of a hotel tower at the M Resort (2)$150 millionNone
Construction of a hotel at Hollywood Casino Columbus$70 millionNone
Funding associated with a landside move at Ameristar Casino Council Bluffs(3)None
Potential transaction at the former Tropicana Las Vegas site with Bally's$175 million$48.5 million
Real estate construction costs for Bally's Chicago $940 millionNone (4)
Funding and oversight of a landside move and hotel renovation at The Belle$111 million$75.6 million
Construction costs for a landside development project at Casino Queen Marquette$16.5 million$5.1 million
Ione Loan to fund a new casino development near Sacramento, California$110 million$39.3 million
Call right to acquire Bally's Lincoln$735 millionNone

(1)    PENN anticipates completing the relocation of its riverboat casino in Aurora to a land based facility in the first half of 2026. The Company anticipates funding $225 million at a 7.75% capitalization rate.

(2)    On August 11, 2025, PENN requested $150 million for its M Resort hotel tower project which will be subject to a capitalization rate of 7.79% and is anticipated to be funded in early November 2025.

(3)    The Company has agreed to fund, if requested by PENN at their sole discretion, on or before March 31, 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.

(4)    In October 2025, the Company funded $125.4 million on this development project.

Critical Accounting Estimates
 
We make certain judgments and use certain estimates and assumptions when applying accounting principles in the preparation of our consolidated financial statements. The nature of the estimates and assumptions are material due to the levels of subjectivity and judgment necessary to account for highly uncertain factors or the susceptibility of such factors to change. We have identified the accounting for leases, investment in leases, financing receivables, net, allowance for credit losses, income taxes, and real estate investments as critical accounting estimates, as they are the most important to our financial statement presentation and require difficult, subjective and complex judgments.
 
We believe the current assumptions and other considerations used to estimate amounts reflected in our condensed consolidated financial statements are appropriate. However, if actual experience differs from the assumptions and other considerations used in estimating amounts reflected in our consolidated financial statements, the resulting changes could have a material adverse effect on our consolidated results of operations and, in certain situations, could have a material adverse effect on our consolidated financial condition.
 
For further information on our critical accounting estimates, see Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations" and the Notes to our audited consolidated financial statements included in our most recent Annual Report. There has been no material change to these estimates for the three and nine months ended September 30, 2025.




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Executive Summary
 
Financial Highlights
 
We reported total revenues and income from operations of $397.6 million and $337.2 million, respectively, for the three months ended September 30, 2025, compared to $385.3 million and $271.4 million, respectively, for the corresponding period in the prior year. The Company reported total revenues and income from operations of $1,187.7 million and $838.1 million, respectively for the nine months ended September 30, 2025 compared to $1,141.9 million and $822.5 million for the corresponding period in the prior year.

The major factors affecting our results for the three and nine months ended September 30, 2025, as compared to the three and nine months ended September 30, 2024, were as follows:
 
Total income from real estate increased by $12.3 million to $397.6 million for the three months ended September 30, 2025 compared to $385.3 million for the corresponding period in the prior year. The primary reason for the increase was from our recent acquisitions which increased cash rental income by $16.5 million. Additionally, the three months ended September 30, 2025 benefited by $4.0 million from escalations on our leases, and higher ground rent revenue of $1.0 million. These items were partially offset by unfavorable straight-line rent adjustments of $9.3 million.

Total income from real estate increased by $45.8 million to $1,187.7 million for the nine months ended September 30, 2025 compared to $1,141.9 million for the corresponding period in the prior year. The primary reason for the increase was from our recent acquisitions which increased cash rental income by $54.2 million. Additionally, the nine months ended September 30, 2025 benefited by $13.6 million from escalations on our leases, favorable variable rents of $2.2 million and higher ground rent revenue of $2.8 million. These items were partially offset by lower accretion of $1.0 million on its Investment in leases and unfavorable straight-line rent adjustments of $26.0 million.
Total operating expenses decreased by $53.5 million for the three months ended September 30, 2025 as compared to the corresponding period in the prior year. The primary reason for the decrease was a decline in the provision for credit losses of $65.0 million resulting from a more optimistic forward looking economic forecast at September 30, 2025 compared to what was utilized at June 30, 2025. The provision in the third quarter of 2024 of $27.7 million was due primarily from the initial establishment of a credit loss reserve on the Tropicana Las Vegas Lease as it was reassessed due to a lease reconsideration event and was classified as a sales type lease. The reconsideration event also resulted in a gain of $3.8 million on the reclassification of the lease. The Company also incurred higher land rights and ground lease expense of $2.0 million due to the acquisition of the assets in Bally's Master Lease II. Additionally, general and administrative expenses increased by $3.1 million due primarily from an executive severance charge of $6.3 million related to the Company's former Chief Investment Officer, partially offset by lower stock based compensation costs of $3.9 million due to forfeitures from the executive awards. Finally, the Company incurred higher depreciation expense of $2.7 million due to its recent acquisitions.

Total operating expenses increased by $30.2 million for the nine months ended September 30, 2025 as compared to the corresponding period in the prior year. The Company incurred an increase in the provision for credit losses of $8.4 million during the nine months ended September 30, 2025. The provision increase was due primarily from a more pessimistic forward looking economic forecast at September 30, 2025 compared to what was utilized for the corresponding period in the prior year which was impacted by the initial establishment of a reserve for the Tropicana Las Vegas Lease as previously mentioned. The Company also incurred higher land rights and ground lease expense of $5.8 million due to the acquisition of the assets in Bally's Master Lease II. Additionally, general and administrative expenses increased by $6.0 million due primarily from an executive severance charge of $6.3 million related to the Company's former Chief Investment Officer, higher deal related and legal costs of $0.9 million, and higher salaries and bonus expense of $0.4 million which was partially offset by lower stock-based compensation expense of $2.4 million due primarily from the forfeiture of awards from the departure of an executive. The Company also incurred higher depreciation of $6.3 million due to its recent acquisitions. Gains from dispositions declined by $3.7 million due to the previously mentioned gain related to the reconsideration event on the Tropicana Las Vegas Lease.

Other expenses increased by $7.3 million and $24.5 million for the three and nine months ended September 30, 2025. Results for the three month period ended September 30, 2025 were negatively impacted by lower average interest earning balances compared to the prior year which resulted in a $5.2 million reduction in interest income. Results for the current period also included a debt extinguishment charge of $3.8 million for a call premium payment and accelerated amortization of debt issuance costs due to the April 2026 Notes redemption. Results for the nine months ended September 30, 2025 included higher interest expense of $12.2 million associated with the Company's increased borrowings to fund our recent acquisitions and prefunding the redemption for our $850 million, 5.25% senior unsecured note that occurred in March 2025, lower interest income of $8.5 million from a reduction in our average interest earning balances, as well as the previously mentioned debt extinguishment charge.



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Net income increased by $58.4 million and decreased by $9.0 million for the three and nine months ended September 30, 2025, as compared to the corresponding periods in the prior year, primarily due to the variances explained above.


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Results of Operations
 
The following are the most important factors and trends that contribute or may contribute to our operating performance:

We have announced or closed numerous transactions in recent years and expect to continue to grow our portfolio by pursuing opportunities to acquire additional gaming facilities (either existing facilities or new development facilities) to lease to gaming operators under prudent terms.

Several wholly-owned subsidiaries of PENN lease a substantial number of our properties and account for a significant portion of our revenue.

The risks related to economic conditions, including volatility in the financial markets, high inflation levels and the effect of such conditions on consumer spending for leisure and gaming activities, which may negatively impact our gaming tenants and operators and the variable rent and certain annual rent escalators we receive from our tenants.

The ability to refinance our significant levels of debt at attractive terms and obtain favorable funding in connection with future business opportunities.
 
The fact that the rules and regulations of U.S. federal income taxation are constantly under review by legislators, the Internal Revenue Service and the U.S. Department of the Treasury. Changes to the tax laws or interpretations thereof, with or without retroactive application, could materially and adversely affect GLPI's investors or GLPI.

The consolidated results of operations for the three and nine months ended September 30, 2025 and 2024 are summarized below:
                                                                    
 Three Months Ended September 30,Nine Months Ended September 30,
 2025202420252024
 (in thousands)
Total revenues$397,610 $385,341 $1,187,721 $1,141,931 
Total operating expenses60,447 113,897 349,660 319,452 
Income from operations337,163 271,444 838,061 822,479 
Total other expenses(88,122)(80,829)(261,392)(236,877)
Income before income taxes249,041 190,615 576,669 585,602 
Income tax expense 560 515 1,669 1,564 
Net income$248,481 $190,100 $575,000 $584,038 
Net income attributable to non-controlling interest in the Operating Partnership(7,290)(5,406)(17,186)(16,630)
Net income attributable to common shareholders$241,191 $184,694 $557,814 $567,408 
 
FFO, AFFO and Adjusted EBITDA
 
Funds From Operations ("FFO"), Adjusted Funds From Operations ("AFFO") and Adjusted EBITDA are non-U.S. generally accepted accounting principles ("GAAP") financial measures used by the Company as performance measures for benchmarking against the Company’s peers and as internal measures of business operating performance, which is used as a bonus metric. These metrics are presented assuming full conversion of limited partnership units to common shares and therefore before the income statement impact of non-controlling interests. The Company believes FFO, AFFO and Adjusted EBITDA provide a meaningful perspective of the underlying operating performance of the Company’s current business. This is especially true since these measures exclude real estate depreciation and we believe that real estate values fluctuate based on market conditions rather than depreciating in value ratably on a straight-line basis over time. 

FFO, AFFO and Adjusted EBITDA are non-GAAP financial measures that are considered supplemental measures for the real estate industry and a supplement to GAAP measures. The National Association of Real Estate Investment Trusts defines FFO as net income (computed in accordance with GAAP), excluding (gains) or losses from dispositions of property, net of tax and real estate depreciation. We define AFFO as FFO excluding, as applicable to the particular period, stock based compensation expense; the amortization of debt issuance costs, bond premiums and original issuance discounts; other depreciation; amortization of land rights; accretion on investment in leases, financing receivables; non-cash adjustments to financing lease liabilities; straight-line rent and deferred rent adjustments; losses on debt extinguishment; severance charges, capitalized interest; and provision (benefit) for


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credit losses, net, reduced by capital maintenance expenditures. Finally, we define Adjusted EBITDA as net income excluding, as applicable to the particular period, interest, net; income tax expense; real estate depreciation; other depreciation; (gains) or losses from dispositions of property, net of tax; stock based compensation expense; straight-line rent and deferred rent adjustments; amortization of land rights; accretion on Investment in leases, financing receivables; non-cash adjustments to financing lease liabilities; losses on debt extinguishment; severance charges; and provision (benefit) for credit losses, net.

FFO, AFFO and Adjusted EBITDA are not recognized terms under GAAP. These non-GAAP financial measures: (i) do not represent cash flows from operations as defined by GAAP; (ii) should not be considered as an alternative to net income as a measure of operating performance or to cash flows from operating, investing and financing activities; and (iii) are not alternatives to cash flows as a measure of liquidity. In addition, these measures should not be viewed as an indication of our ability to fund our cash needs, including to make cash distributions to our shareholders, to fund capital improvements, or to make interest payments on our indebtedness. Investors are also cautioned that FFO, AFFO and Adjusted EBITDA, as presented, may not be comparable to similarly titled measures reported by other real estate companies, including REITs, due to the fact that not all real estate companies use the same definitions. Our presentation of these measures does not replace the presentation of our financial results in accordance with GAAP.


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 The reconciliation of the Company’s net income per GAAP to FFO, AFFO, and Adjusted EBITDA for the three and nine months ended September 30, 2025 and 2024 is as follows:                                                                                                                                
Three Months Ended 
 
September 30,
Nine Months Ended 
 
September 30,
 2025202420252024
(in thousands)
Net income$248,481 $190,100 $575,000 $584,038 
Gains from dispositions of property, net of tax— (3,790)(125)(3,790)
Real estate depreciation66,985 64,289 200,263 193,943 
Funds from operations$315,466 $250,599 $775,138 $774,191 
Straight-line rent and deferred rent adjustments (5,390)(14,682)(20,235)(46,262)
Other depreciation488 482 1,457 1,450 
Provision (benefit) for credit losses, net(37,363)27,686 55,611 47,194 
Amortization of land rights4,270 3,276 12,810 9,828 
Amortization of debt issuance costs, bond premiums and original issuance discounts
3,425 2,803 9,884 8,172 
Stock based compensation1,551 5,463 16,565 19,010 
Losses on debt extinguishment3,783 — 3,783 — 
Severance charges6,320 — 6,320 — 
Accretion on investment in leases, financing receivables(6,991)(7,093)(20,753)(21,753)
Non-cash adjustment to financing lease liabilities112 112 317 358 
Capitalized interest(3,652)(857)(10,668)(857)
Capital maintenance expenditures— 453 (157)(99)
Adjusted funds from operations$282,019 $268,242 $830,072 $791,232 
Interest, net 83,552 80,047 255,277 234,697 
Income tax expense 560 515 1,669 1,564 
Capital maintenance expenditures— (453)157 99 
Amortization of debt issuance costs, bond premiums and original issuance discounts
(3,425)(2,803)(9,884)(8,172)
Capitalized interest 3,652 857 10,668 857 
Adjusted EBITDA$366,358 $346,405 $1,087,959 $1,020,277 
            

Net income, FFO, AFFO and Adjusted EBITDA were $248.5 million, $315.5 million, $282.0 million, and $366.4 million for the three months ended September 30, 2025, respectively. This compares to net income, FFO, AFFO and Adjusted EBITDA of $190.1 million, $250.6 million, $268.2 million and $346.4 million for the corresponding period in the prior year. The increase in net income of $58.4 million was primarily attributable to decreased operating expenses of $53.5 million which was driven by the decrease in provision for credit losses of $65.0 million and by an increase in total revenues of $12.3 million. These increases were partially offset by higher other expenses of $7.3 million.

Net income, FFO, AFFO and Adjusted EBITDA were $575.0 million, $775.1 million, $830.1 million, and $1,088.0 million for the nine months ended September 30, 2025, respectively. This compares to net income, FFO, AFFO and Adjusted EBITDA of $584.0 million, $774.2 million, $791.2 million and $1,020.3 million for the corresponding period in the prior year. The decrease in net income of $9.0 million was primarily attributable to decreased operating expenses of $30.2 million and higher other expenses of $24.5 million driven by higher interest expense to partially finance our acquisitions and lower interest income earned on cash and investments partially offset by an increase in total revenues of $45.8 million.
The decrease in FFO for the nine months ended September 30, 2025 was due to the items described above, excluding gains from dispositions of property and real estate depreciation. The increases in AFFO and Adjusted EBITDA were due to the items described above, as well as the adjustments mentioned in the tables above.



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Revenues

Revenues for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

 Three Months Ended September 30, Percentage
20252024VarianceVariance
Rental income$341,755 $333,244 $8,511 2.6 %
Income from investment in leases, financing receivables48,066 47,503 563 1.2 %
Income from sales type leases3,767 1,240 2,527 203.8 %
Interest income from real estate loans4,022 3,354 668 19.9 %
Total income from real estate
$397,610 $385,341 $12,269 3.2 %

Nine Months Ended September 30,Percentage
20252024VarianceVariance
Rental income$1,021,534 $996,641 $24,893 2.5 %
Income from investment in leases, financing receivables143,756 137,782 5,974 4.3 %
Income from sales type leases11,289 1,240 10,049 810.4 %
Interest income from real estate loans11,142 6,268 4,874 77.8 %
Total income from real estate1,187,721 $1,141,931 45,790 4.0 %


Total income from real estate
 
Total income from real estate increased by $12.3 million to $397.6 million for the three months ended September 30, 2025 compared to $385.3 million for the corresponding period in the prior year. The reason for the increase was primarily due to our recent acquisitions which in the aggregate increased cash rental income by $16.5 million for the three months ended September 30, 2025. Additionally, the three months ended September 30, 2025 benefited by $4.0 million compared to the corresponding period in the prior year from escalations on our leases, favorable variable rents of $0.2 million, higher ground rent revenue of $1.0 million. The Company also had unfavorable straight-line rent adjustments of $9.3 million compared to the corresponding period in the prior year and lower accretion of $0.1 million on Investment in leases.

Total income from real estate increased by $45.8 million to $1,187.7 million for the nine months ended September 30, 2025 compared to $1,141.9 million for the corresponding period in the prior year. The reason for the increase was primarily due to our recent acquisitions which in the aggregate increased cash rental income by $54.2 million for the nine months ended September 30, 2025. Additionally, the nine months ended September 30, 2025 benefited by $13.6 million compared to the corresponding period in the prior year from escalations on our leases, favorable variable rents of $2.2 million and higher ground rent revenue of $2.8 million. The Company also recognized lower accretion of $1.0 million on its Investment in leases and unfavorable straight-line rent adjustments of $26.0 million compared to the corresponding period in the prior year.




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

Three Months Ended September 30, 2025Building base rentLand base rentPercentage rent and other rental revenueInterest income on real estate loansTotal cash incomeStraight-line rent and deferred rent adjustments (1)Ground rent in revenueAccretion on financing leasesTotal income from real estate
Amended PENN Master Lease$54,152 $10,758 $6,502 $ $71,412 $4,952 $595 $— $76,959 
PENN 2023 Master Lease61,476 — 70  61,546 4,852 — — 66,398 
Amended Pinnacle Master Lease61,482 17,814 8,122  87,418 1,858 2,218 — 91,494 
PENN Morgantown Lease— 796 —  796 — — — 796 
Caesars Master Lease16,302 5,932 —  22,234 1,916 330 — 24,480 
Horseshoe St. Louis Lease5,991 — —  5,991 325 — — 6,316 
Boyd Master Lease20,879 2,946 3,047  26,872 (2,364)432 — 24,940 
Boyd Belterra Lease738 473 500  1,711 (377)— — 1,334 
Bally's Master Lease26,939 — —  26,939 — 2,541 — 29,480 
Bally's Master Lease II15,265 — —  15,265 (67)891 — 16,089 
Maryland Live! Lease19,412 — —  19,412 — 2,129 3,395 24,936 
Pennsylvania Live! Master Lease12,942 — —  12,942 — 309 2,184 15,435 
Casino Queen Master Lease2,301 — —  2,301 (705)— — 1,596 
Tropicana Las Vegas Lease— 3,768 —  3,768 — — (1)3,767 
Rockford Lease— 2,054 — — 2,054 — — 519 2,573 
Rockford Loan— — — 3,067 3,067 — — — 3,067 
Tioga Downs Lease3,694 — — — 3,694 — 576 4,272 
Strategic Gaming Leases2,299 — — — 2,299 — 106 318 2,723 
Ione Loan— — — 955 955 — — — 955 
Bally's Chicago Lease— 5,000 — — 5,000 (5,000)— — — 
Total$303,872 $49,541 $18,241 $4,022 $375,676 $5,390 $9,553 $6,991 $397,610 

(1) Amount includes $0.1 million of tenant improvement allowance amortization.


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Nine Months Ended September 30, 2025Building base rentLand base rentPercentage rent and other rental revenueInterest income on real estate loansTotal cash incomeStraight-line rent and deferred rent adjustments (2)Ground rent in revenueAccretion on financing leasesTotal income from real estate
Amended PENN Master Lease$162,455 $32,276 $19,558 $ $214,289$14,856 $1,705 $— $230,850 
PENN 2023 Master Lease181,070 — (134) 180,93614,327 — — 195,263 
Amended Pinnacle Master Lease184,447 53,442 24,365  262,2545,574 6,424 — 274,252 
PENN Morgantown Lease— 2,388 —  2,388— — — 2,388 
Caesars Master Lease48,906 17,796 —  66,7025,748 990 — 73,440 
Horseshoe St. Louis Lease17,974 — —  17,974974 — — 18,948 
Boyd Master Lease62,091 8,839 9,140  80,070(5,078)1,297 — 76,289 
Boyd Belterra Lease2,195 1,420 1,500  5,115(779)— — 4,336 
Bally's Master Lease79,924 — —  79,924— 7,745 — 87,669 
Bally's Master Lease II31,361 — —  31,361(67)2,779 — 34,073 
Maryland Live! Lease58,236 — —  58,236— 6,415 10,020 74,671 
Pennsylvania Live! Master Lease38,676 — —  38,676— 928 6,560 46,164 
Casino Queen Master Lease18,694 — —  18,694(320)— — 18,374 
Tropicana Las Vegas Lease— 11,293 —  11,293— — (4)11,289 
Rockford Lease— 6,134 — — 6,134— — 1,547 7,681 
Rockford Loan— — — 9,100 9,100— — — 9,100 
Tioga Downs Lease11,042 — — — 11,042— 1,708 12,755 
Strategic Gaming Leases6,898 — — — 6,898— 317 922 8,137 
Ione Loan— — — 2,042 2,042— — — 2,042 
Bally's Chicago Lease— 15,000 — — 15,000(15,000)— — — 
Total$903,969 $148,588 $54,429 $11,142 $1,118,128$20,235 $28,605 $20,753 $1,187,721 

(2) Amount includes $0.2 million of tenant improvement allowance amortization.

In accordance with ASC 842, the Company records revenue for the ground lease rent paid by its tenants with an offsetting expense in land rights and ground lease expense within the condensed consolidated statements of income as the Company has concluded that as the lessee it is the primary obligor under the ground leases. The Company subleases these ground leases back to its tenants, who are responsible for payment directly to the landlord. 

The Company recognizes earnings on Investment in leases, financing receivables and Investment in leases, sales type based on the effective yield method using the discount rate implicit in the leases. The amounts in the table above labeled accretion on financing leases represent earnings recognized in excess of cash received during the period.



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Operating expenses
 
Operating expenses for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

Three Months Ended September 30,Percentage
20252024VarianceVariance
Land rights and ground lease expense$13,785 $11,758 $2,027 17.2 %
General and administrative16,552 13,472 3,080 22.9 %
Gains from dispositions— (3,790)3,790 N/A
Depreciation67,473 64,771 2,702 4.2 %
Provision for credit losses(37,363)27,686 (65,049)(235.0)%
Total operating expenses$60,447 $113,897 $(53,450)(46.9)%

Nine Months Ended September 30,Percentage
20252024VarianceVariance
Land rights and ground lease expense41,282 35,446 5,836 16.5 %
General and administrative51,172 45,209 5,963 13.2 %
Gains from dispositions(125)(3,790)3,665 N/A
Depreciation201,720 195,393 6,327 3.2 %
Provision for credit losses55,611 47,194 8,417 17.8 %
Total operating expenses349,660 319,452 30,208 9.5 %

Land rights and ground lease expense

Land rights and ground lease expense includes the amortization of land rights and rent expense related to the Company's long-term ground leases. Land rights and ground lease expense increased by $2.0 million and $5.8 million for the three and nine months ended September 30, 2025, as compared to the corresponding period in the prior year due to the acquisition of the real estate assets in Bally's Master Lease II.

General and Administrative Expense

General and administrative expenses include items such as compensation costs (including stock based compensation), professional services and costs associated with development activities. General and administrative expenses increased by $3.1 million and $6.0 million for the three and nine months ended September 30, 2025 as compared to the corresponding period in the prior year. The results for the three month period ended September 30, 2025 included an executive severance charge of $6.3 million, partially offset by lower stock based compensation costs of $3.9 million due to forfeitures from the executives awards. Results for the nine month period ended September 30, 2025, were impacted by the aforementioned severance charge, higher deal related and legal costs of $0.9 million, and higher salaries and bonus expense of $0.4 million which was partially offset by lower stock based compensation expense of $2.4 million.

Gains from dispositions

Gains from dispositions for the three and nine months ended September 30, 2024 of $3.8 million was due to the lease reconsideration event for the Tropicana Las Vegas Lease which resulted in the lease being reclassified from an operating lease to a sales type lease.

Depreciation

Depreciation expense increased by $2.7 million and $6.3 million for the three and nine months ended September 30, 2025 as compared to the corresponding period in the prior year due to our recent acquisition activity.




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Provision for credit losses

The Company recorded a benefit for credit losses of $37.4 million and a provision for credit losses of $55.6 million for the three and nine months ended September 30, 2025 compared to a provision of $27.7 million and $47.2 million for the corresponding periods in the prior year. As described in Note 3, the Company follows ASC 326 “Credit Losses”, which requires that the Company measure and record current expected credit losses, the scope of which includes our Investments in leases, financing receivables, net as well as the Company's real estate loans and loan commitments.

The benefit for the three months ended September 30, 2025 was driven by an improvement in the third-party forward looking economic outlook used in the Company's CECL reserve calculation compared to what was utilized at June 30, 2025. The provision for the nine months ended September 30, 2025 was primarily driven by the deterioration in the third-party forward-looking economic outlook used in the Company's CECL reserve calculations compared to what was utilized at December 31, 2024. Additionally, the provision in the third quarter of 2024 of $27.7 million was due primarily from the initial establishment of a credit loss reserve on the Tropicana Las Vegas Lease as it was reassessed due to a lease reconsideration event and was classified as a sales type lease.

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.

Other income (expenses)
 
Other income (expenses) for the three and nine months ended September 30, 2025 and 2024 were as follows (in thousands):

 
 Three Months Ended September 30, Percentage
20252024VarianceVariance
Interest expense$(94,059)$(95,705)$1,646 (1.7)%
Interest income9,720 14,876 (5,156)(34.7)%
Losses on debt extinguishment(3,783)— (3,783)N/A
Total other expenses$(88,122)$(80,829)$(7,293)9.0 %


Nine Months Ended September 30,Percentage
20252024VarianceVariance
Interest expense(281,265)(269,050)$(12,215)4.5 %
Interest income23,656 32,173 (8,517)(26.5)%
Losses on debt extinguishment(3,783)— (3,783)N/A
Total other expenses$(261,392)$(236,877)$(24,515)10.3 %

Interest expense

Interest expense decreased by $1.6 million and increased by $12.2 million for the three and nine months ended September 30, 2025, as compared to the corresponding period in the prior year. The decline for the three months ended September 30, 2025 was due to higher capitalized interest on our development projects. The increase for the nine months ended September 30, 2025 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.

Interest income

Interest income decreased by $5.2 million and $8.5 million for the three and nine months ended September 30, 2025, as compared to the corresponding period in the prior year. The primary reason for the decline was due to a reduction in our average interest earning balances.




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Losses on debt extinguishment

Losses on debt extinguishment of $3.8 million for the three and nine months ended September 30, 2025 related to the make-whole premium payment and accelerated amortization of debt issuance costs related to the redemption of the April 2026 Notes.

Net income attributable to noncontrolling interest in the Operating Partnership

As partial consideration for certain real estate acquisitions, the Company's operating partnership has issued OP Units. OP Units are exchangeable for common shares of the Company on a one-for-one basis, subject to certain terms and conditions. The operating partnership is a variable interest entity ("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 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 noncontrolling interest in the Condensed Consolidated Balance Sheets and allocates the proportion of net income to the noncontrolling interests on the Condensed Consolidated Statements of Income.

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.



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Liquidity and Capital Resources
 
Our primary sources of liquidity and capital resources are cash flow from operations, borrowings from banks, and proceeds from the issuance of debt and equity securities.
 
Net cash provided by operating activities was $786.2 million and $780.4 million during the nine months ended September 30, 2025 and 2024, respectively. The increase in net cash provided by operating activities of $5.8 million for the nine months ended September 30, 2025, as compared to the corresponding period in the prior year, was primarily comprised of an increase in cash receipts from customers of $70.0 million along with decreases in cash paid for taxes of $1.0 million, an increase in interest income of $6.4 million, an increase in cash received on terminated interest rate swaps of $1.0 million and a decrease in cash paid for operating expenses of $4.5 million. This was offset by increases in cash paid for employees and cash paid for interest of $3.4 million, and $72.8 million respectively. The increase in cash receipts collected from our customers for the nine months ended September 30, 2025, as compared to the corresponding period in the prior year, was due to increased rental income from the Company's recent acquisitions and lease escalations and the increase in interest paid 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.
Investing activities provided cash of $333.5 million and used cash of $1,177.1 million during the nine months ended September 30, 2025 and 2024, respectively.  Net cash provided by investing activities during the nine months ended September 30, 2025 primarily consisted of the maturity of zero coupon U.S. Treasury Bills totaling $550.0 million, partially offset by Ione Loan fundings of $24.2 million, the acquisition of land and buildings related to the Joliet landside development of $135.0 million and capital expenditures of $57.5 million. The net cash used in investing activities for the nine months ended September 30, 2024 consisted primarily of $440.7 million for the acquisition of real estate for the Bally's Chicago development project, the Belle landside development project and the real estate assets contained within the Tioga Downs Lease and Strategic Gaming Leases which were accounted for as Investment in leases, financing receivables. The Company had real estate loan originations of $123.7 million, demolition funding related to the development project at the Tropicana site of $48.6 million, the purchase of zero coupon U.S. Treasury Bills totaling $891.0 million, and capital expenditures of $15.9 million, partially offset by the maturity of zero coupon U.S. Treasury Bills totaling $341.0 million and the proceeds from a tax refund related to a previous acquisition of $1.8 million.

Financing activities used cash of $830.6 million and provided cash of $206.9 million during the nine months ended September 30, 2025 and 2024, respectively. Net cash used in financing activities during the nine months ended September 30, 2025 was driven by the repayment of long term debt of $1,825.2 million, dividend payments of $650.9 million, non-controlling interest distributions of $19.3 million, taxes paid related to shares withheld for tax purposes on restricted stock award vestings of $14.8 million, and $2.9 million of premium and related costs paid on the retirement of certain Senior Notes, partially offset by the proceeds from the issuance of common stock, net of costs of $402.9 million and proceeds from the issuance of long term debt, net of costs of $1,279.7 million. Cash provided by financing activities during the nine months ended September 30, 2024 was driven by the repayment of long term debt of $463.6 million, dividend payments of $621.9 million, noncontrolling interest distributions of $18.4 million and taxes paid related to shares withheld for tax purposes on restricted stock award vestings of $14.7 million, partially offset by proceeds from the issuance of common stock, net of costs of $148.2 million and proceeds from the issuance of long term debt, net of costs of $1,177.4 million.

Capital Expenditures
 
Capital expenditures are accounted for as either capital project expenditures or capital maintenance (replacement) expenditures. Capital project expenditures are for fixed asset additions that expand an existing facility or create a new facility. The cost of properties developed by the Company include costs of construction, property taxes, interest and other miscellaneous costs incurred during the development period until the project is substantially complete and available for occupancy. Capital maintenance expenditures are expenditures to replace existing fixed assets with a useful life greater than one year that are obsolete, worn out or no longer cost effective to repair.

During the nine months ended September 30, 2025 and 2024, we spent approximately $57.5 million and $15.9 million, respectively, for capital expenditures. The majority of the capital expenditures in 2025 were related to a land side and hotel development project at The Belle and the Bally's Chicago development project.

Debt

The Company has access to a $2.09 billion variable rate revolving credit facility under its Amended Credit Agreement of which $332.5 million is outstanding as of September 30, 2025. Additionally, the Company was contingently obligated under


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letters of credit issued pursuant to the Amended Credit Agreement with face amounts aggregating approximately $0.4 million, resulting in $1,757.2 million of available borrowing capacity under the Amended Credit Agreement as of September 30, 2025.

The Company has $7.20 billion of debt outstanding with a weighted average maturity and interest rate of 7.2 years and 5.08%, respectively as of September 30, 2025. The majority of the Company's debt obligations have fixed interest rates from the issuance of its senior unsecured notes. In the first quarter of 2025, the Company redeemed its $850 million 5.250% note that was due in June 2025 using cash on hand. In August 2025, the Company issued the February 2033 Notes and the November 2037 Notes. The Company utilized the net proceeds for the redemption of the April 2026 Notes plus the make whole premium payment. The Company plans to use the remaining proceeds for working capital and general corporate purposes which may include funding development and expansion projects at existing and new properties, repayment of indebtedness, capital expenditures and other general business purposes. See Note 7 for the future minimum repayments of the Company's debt obligations.
GLPI owns 97.1% of the assets of GLP Capital and conducts all of its operations through the operating partnership. Based on the amendments to Rule 3-10 of Regulation S-X that the SEC released on January 4, 2021, we note that since GLPI fully and unconditionally guarantees the debt securities of the Issuers and consolidates both Issuers, we are not required to provide separate financial statements for the Issuers and GLPI since they are consolidated into GLPI and the GLPI guarantee is "full and unconditional".
Furthermore, as permitted under Rule 13-01(a)(4)(vi), we excluded the summarized financial information for the Issuers because the assets, liabilities and results of operations of the Issuers and GLPI are not materially different than the corresponding amounts in GLPI's consolidated financial statements and we believe such summarized financial information would be repetitive and would not provide incremental value to investors.

Distribution Requirements

We generally must distribute annually at least 90% of our REIT taxable income, determined without regard to the dividends paid deduction and excluding any net capital gains, in order to qualify to be taxed as a REIT (assuming that certain other requirements are also satisfied) so that U.S. federal corporate income tax does not apply to earnings that we distribute. Such distributions generally can be made with cash and/or a combination of cash and Company common stock if certain requirements are met. To the extent that we satisfy this distribution requirement and qualify for taxation as a REIT but distribute less than 100% of our REIT taxable income, determined without regard to the dividends paid deduction and including any net capital gains, we will be subject to U.S. federal corporate income tax on our undistributed net taxable income. In addition, we will be subject to a 4% nondeductible excise tax if the actual amount that we distribute to our shareholders in a calendar year is less than a minimum amount specified under U.S. federal income tax laws. We intend to make distributions to our shareholders to comply with the REIT requirements of the Code. To the extent any of the Company's taxable income was not previously distributed, the Company will make a dividend declaration pursuant to Section 858(a)(1) of the Code, allowing the Company to treat certain dividends that are to be distributed after the close of a taxable year as having been paid during the taxable year.

Outlook

Based on our current level of operations and anticipated earnings, we believe that cash generated from operations and cash on hand, together with amounts available under our Amended Credit Agreement and our ability to raise proceeds from equity offerings (including the Company's 2025 ATM Program) and debt offerings, will be adequate to meet our anticipated debt service requirements, funding commitments, capital expenditures, working capital needs and dividend requirements for the next twelve months and beyond.

During the nine months ended September 30, 2025, the Company entered into a new $1.25 billion ATM program (the "2025 ATM Program"). As of September 30, 2025, the Company had $886.7 million remaining for issuance under the 2025 ATM Program. See Note 12 for further discussion. During the nine months ended September 30, 2025, pursuant to its $1 billion "at the market" equity offering program that commenced in December 2022 (the "2022 ATM Program"), 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.



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We expect the majority of our future growth to come from funding commitments to our tenants and acquisitions of gaming and other properties to lease to third parties. If we consummate significant transactions in the future, our cash requirements may increase significantly and we would likely need to raise additional proceeds through a combination of either common equity (including under our 2025 ATM Program), issuance of additional OP Units, and/or debt offerings. Our future operating performance and our ability to service or refinance our debt will be subject to future economic conditions and to financial, business and other factors, many of which are beyond our control. See "Risk Factors-Risks Related to Our Capital Structure" in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, for a discussion of the risk related to our capital structure.


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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
We face market risk exposure in the form of interest rate risk. These market risks arise from our debt obligations. We have no international operations. Our exposure to foreign currency fluctuations is not significant to our financial condition or results of operations.
 
GLPI’s primary market risk exposure is interest rate risk with respect to its indebtedness of $7,282.6 million at September 30, 2025. Furthermore, $6,350.0 million of our obligations at September 30, 2025 are the senior unsecured notes that have fixed interest rates with maturity dates ranging from June 2028 to September 2054. An increase in interest rates could make the financing of any acquisition by GLPI more costly, as well as increase the costs of its variable rate debt obligations. Rising interest rates could also limit GLPI’s ability to refinance its debt when it matures or cause GLPI to pay higher interest rates upon refinancing and increase interest expense on refinanced indebtedness. GLPI may manage, or hedge, interest rate risks related to its borrowings by means of interest rate swap agreements. However, the provisions of the Code applicable to REITs limit GLPI’s ability to hedge its assets and liabilities.

The table below provides information at September 30, 2025 about our financial instruments that are sensitive to changes in interest rates. For debt obligations, the table presents notional amounts maturing in each fiscal year and the related weighted-average interest rates by maturity dates. Notional amounts are used to calculate the contractual payments to be exchanged by maturity date and the weighted-average interest rates are based on implied forward SOFR rates at September 30, 2025.

 
 10/01/25- 12/31/251/01/26- 12/31/261/01/27- 12/31/271/01/28- 12/31/281/01/29- 12/31/29ThereafterTotalFair Value at 9/30/2025
 (in thousands)
Long-term debt:        
Fixed rate$— $— $— $500,000 $750,000 $5,100,000 $6,350,000 $6,288,016 
Average interest rate (1)
— %— %— %5.75 %5.30 %4.92 %  
Variable rate$— $— $600,000 $332,455 $— $— $932,455 $932,455 
Average interest rate (2)
— %— %4.43 %4.63 %— %0  
 


(1)    In connection with the issuance of our November 2037 Notes, the Company terminated certain interest rate hedges, resulting in a realized gain of approximately $1.0 million that is being amortized as a reduction to interest expense over a 10-year period. The table above reflects the contractual stated coupon rates; the impact of the terminated hedge is not reflected in the table.

(2)    Estimated rate, reflective of forward SOFR plus the spread over SOFR applicable to the Company's variable-rate borrowing based on the terms of its Credit Agreement. Rate above includes the facility fee on the commitments under the Credit Agreement, which is due regardless of usage, at a rate that ranges from 0.125% to 0.3% per annum, depending on the credit rating assigned to the Credit Agreement from time to time. The current facility fee rate is 0.25%.






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ITEM 4. CONTROLS AND PROCEDURES
 
Evaluation of Controls and Procedures
 
The Company’s management, under the supervision and with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as of September 30, 2025, which is the end of the period covered by this Quarterly Report on Form 10-Q. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well-designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on this evaluation, our principal executive officer and principal financial officer concluded that the Company’s disclosure controls and procedures were effective as of September 30, 2025 to ensure that information required to be disclosed by the Company in reports we file or submit under the Exchange Act is (i) recorded, processed, summarized, evaluated and reported, as applicable, within the time periods specified in the United States Securities and Exchange Commission’s rules and forms and (ii) accumulated and communicated to the Company’s management, including the Company’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosures.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the fiscal quarter covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.




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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS
 
Information in response to this Item is incorporated by reference to the information set forth in "Note 9: Commitments and Contingencies" in the Notes to the condensed consolidated financial statements in Part I of this Quarterly Report on Form 10-Q.
 
ITEM 1A. RISK FACTORS

Risk factors that affect our business and financial results are discussed in Part I, "Item 1A. Risk Factors," of our Annual Report. You should carefully consider the risks described in our Annual Report, which could materially affect our business, financial condition or future results. The risks described in our Annual Report are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem immaterial also may materially adversely affect our business, financial condition, and/or operating results. If any of the risks actually occur, our business, financial condition, and/or results of operations could be negatively affected. There have been no material changes in our risk factors from those previously disclosed in our Annual Report.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 
The Company did not repurchase any shares of common stock or sell any unregistered securities during the three months ended September 30, 2025.
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
     
None.

ITEM 4. MINE SAFETY DISCLOSURES
 
Not applicable.
 
ITEM 5. OTHER INFORMATION
 
c) Insider Trading Arrangements and Policies

On September 15, 2025, Brandon Moore, the Company's President, Chief Operating Officer and Secretary, amended his previously reported pre-arranged written stock sale plan in accordance with Rule 10b5-1 (as amended, the “Moore Rule 10b5-1 Plan”) under the Exchange Act for the sale of shares of the Company’s common stock. The Moore Rule 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Moore Rule 10b5-1 Plan provides for the potential sale of shares of the Company’s common stock, including upon the vesting and settlement of restricted stock awards, between December 15, 2025 and July 31, 2026. The aggregate number of shares of common stock that will be available for sale under the Moore Rule 10b5-1 Plan is not yet determinable because certain awards are subject to Company performance award metrics and will be net of shares sold to satisfy tax withholding obligations that arise in connection with the vesting and settlement of such restricted stock awards. As such, for purposes of this disclosure, the aggregate number of shares of common stock available for sale prior to tax withholding on vested shares is 188,750.

The Moore Rule 10b5-1 Plan includes a representation from Mr. Moore to the broker administering the plan that he was not in possession of any material nonpublic information regarding the Company or the securities subject to the Moore Rule 10b5-1 Plan at the time it was entered into. A similar representation was made to the Company in connection with the adoption of the Moore Rule 10b5-1 Plan under the Company’s policies regarding transactions in the Company’s securities. Those representations were made as of the date of adoption of the Moore Rule 10b5-1 Plan, and speak only as of such date. In making those representations, there is no assurance with respect to any material nonpublic information of which Mr. Moore was unaware, or with respect to any material nonpublic information acquired by Mr. Moore or the Company after the date of the representation.



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ITEM 6. EXHIBITS
Exhibit Description of Exhibit
3.1
Amended and Restated Articles of Incorporation of Gaming and Leisure Properties, Inc. (Incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on June 15, 2018).
3.2
Second Amended and Restated Bylaws of Gaming and Leisure Properties, Inc. (Incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on December 13, 2023).
4.1
Fifteenth Supplemental Indenture, dated as of August 27, 2025, among GLP Capital, L.P. and GLP Financing II, Inc., as Issuers, Gaming and Leisure Properties, Inc., as Parent Guarantor, and Computershare Trust Company, N.A. as successor to Wells Fargo Bank, National Association, as Trustee. (Incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed on August 27, 2025).
4.2
Sixteenth Supplemental Indenture, dated as of August 27, 2025, among GLP Capital, L.P. and GLP Financing II, Inc., as Issuers, Gaming and Leisure Properties, Inc., as Parent Guarantor, and Computershare Trust Company, N.A. as successor to Wells Fargo Bank, National Association, as Trustee. (Incorporated by reference to Exhibit 4.4 to the Company's Current Report on Form 8-K filed on August 27, 2025).
4.3
Form of 2033 Note (included in Exhibit 4.1 above).
4.4
Form of 2037 Note (included in Exhibit 4.2 above).
10.1 *
Separation Agreement and Release by and between the Company and Matthew Demchyk
22.1 *
List of Subsidiary Issuers of Guaranteed Securities
31.1*
Principal Executive Officer Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934.
31.2*
Principal Financial Officer Certification pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934.
32.1** 
Principal Executive Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**
Principal Financial Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101
The following financial information from Gaming and Leisure Properties, Inc.'s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, ii) Condensed Consolidated Statements of Income, (iii) Condensed Consolidated Statements of Changes in Equity, (iv) Condensed Consolidated Statements of Cash Flows and (v) Notes to the Condensed Consolidated Financial Statements.
104
The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, formatted in Inline XBRL and contained in Exhibit 101.
 

*    Filed herewith 
**    Furnished herewith



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SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 GAMING AND LEISURE PROPERTIES, INC.
  
October 30, 2025By:/s/ DESIREE A. BURKE
  Desiree A. Burke
  Chief Financial Officer and Treasurer
(Principal Financial Officer)



65

FAQ

How did GLPI (GLPI) perform in Q3 2025?

Total income from real estate was $397.6M vs $385.3M a year ago; net income to common was $241.2M with diluted EPS of $0.85.

What were GLPI’s key balance sheet figures?

Cash was $751.7M. Long‑term debt, net, was $7.20B, down from $7.74B at year‑end. Shares outstanding were 283,008,342.

How much cash did GLPI generate year‑to‑date?

Net cash provided by operating activities for the nine months ended September 30, 2025 was $786.2M.

What new investments or fundings did GLPI make with PENN?

GLPI funded $130M for Joliet at a 7.75% cap. PENN requested $150M for M Resort, and GLPI anticipates $225M for Aurora at 7.75%.

What is GLPI’s commitment to Bally’s Chicago?

GLPI intends to fund up to $940.0M at an annual yield of 8.5%; as of September 30, 2025, no amounts were funded.

What did GLPI announce for Live! Virginia in Petersburg?

GLPI plans to acquire land for $27M and fund $440M of hard costs at an 8.0% cap rate, with a 1.75% rent escalator.

What are the outstanding balances on GLPI’s development loans?

The Rockford loan had $150M outstanding at 8%, and the Ione loan had $39.3M outstanding.
Gaming And Leisu

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12.35B
271.21M
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1.61%
REIT - Specialty
Real Estate Investment Trusts
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United States
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