GLPI refinances $679M term loan, extends maturity

Gaming and Leisure Properties, Inc., through its operating partnership GLP Capital, L.P., entered Amendment No. 3 to its Credit Agreement and borrowed a new $679,000,000 term loan.

Rhea-AI Filing Summary

Gaming and Leisure Properties, Inc., through its operating partnership GLP Capital, L.P., entered Amendment No. 3 to its Credit Agreement and borrowed a new $679,000,000 term loan. The proceeds were used to repay $679,000,000 of outstanding bridge revolving loans without reducing revolving commitments.

The new Term Loan matures on December 2, 2028, with two optional six-month extensions, and bears interest at either a SOFR-based rate or a base rate plus margins ranging from 0.850%–1.70% for SOFR loans and 0.0%–0.7% for base rate loans, depending on facility credit ratings. It has no interim amortization and can be prepaid without premium or penalty, subject to SOFR breakage costs, and amounts repaid cannot be reborrowed.

The Term Loan is guaranteed by GLPI and has a conditional secondary guarantee from Bally’s Corporation. GLP also fully repaid and terminated its 2022 Term Loan Agreement, with all related obligations and guarantees discharged and no early termination penalties incurred.

8-K Event Classification

4 items: 1.01, 1.02, 2.03, 9.01

4 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 1.02 Termination of a Material Definitive Agreement Business

A significant contract was terminated, which may affect business operations or revenue.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What financing action did GLPI (GLPI) take in this 8-K filing?

GLPI’s operating partnership entered a credit agreement amendment and borrowed a new $679,000,000 term loan. The proceeds fully repaid $679,000,000 of bridge revolving loans, effectively refinancing short-term borrowings with a longer-dated term structure while keeping revolving commitments intact.

What are the key terms and maturity of GLPI’s new $679 million term loan?

The new GLPI term loan of $679,000,000 matures on December 2, 2028, with two optional six-month extensions. It carries SOFR or base-rate interest with margins from 0.850%–1.70% for SOFR loans and 0.0%–0.7% for base-rate loans, tied to credit ratings.

How will GLPI use the proceeds from the new $679 million term loan?

GLPI used the entire $679,000,000 term loan proceeds to repay $679,000,000 of outstanding bridge revolving loans. This replaces bridge financing with a dedicated term facility, while revolving commitments under the existing credit agreement remain available for future liquidity needs.

Did GLPI incur any penalties by terminating its 2022 Term Loan Agreement?

GLP Capital, L.P. repaid in full all obligations under the 2022 Term Loan Agreement and terminated that facility. The company reports that no early termination penalties were incurred, and all related guarantees were released except for customary provisions that expressly survive termination.

Who guarantees GLPI’s new $679 million term loan and how is Bally’s involved?

The new $679,000,000 term loan is guaranteed by Gaming and Leisure Properties, Inc. itself. In addition, Bally’s Corporation provides a conditional secondary guarantee, which applies only after enforcement of remedies against GLP, GLPI, and all other non-Bally’s sources.

What flexibility does GLPI have to prepay the new term loan?

GLPI may prepay all or part of the new $679,000,000 term loan at any time before maturity without premium or penalty. The only cost mentioned is reimbursement of any SOFR breakage costs owed to lenders, and once repaid, amounts cannot be reborrowed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/10/2026 - 04:53 PM Learn about SEC filing dates

Gaming & Leisure Properties, Inc. PA false 0001575965 0001575965 2026-03-04 2026-03-04

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 4, 2026

GAMING AND LEISURE PROPERTIES, INC.

(Exact name of registrant as specified in its charter)

PENNSYLVANIA		001-36124		46-2116489
(State or Other Jurisdiction of Incorporation or Organization)		(Commission file number)		(IRS Employer Identification Number)

845 Berkshire Blvd., Suite 200

Wyomissing, PA 19610

(Address of principal executive offices)

610-401-2900

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $.01 per share		GLPI		Nasdaq

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 1.01 Entry into a Material Definitive Agreement

On March 4, 2026, GLP Capital, L.P. (“GLP”), the operating partnership of Gaming and Leisure Properties, Inc. (“GLPI”), entered into Amendment No. 3 (the “Amendment”) to the Credit Agreement among GLP, Wells Fargo Bank, National Association, as administrative agent, and the several banks and other financial institutions or entities party thereto, dated as of May 13, 2022 (the “Credit Agreement”). Pursuant to the Amendment, GLP borrowed a new $679,000,000 term loan (the “Term Loan”), the proceeds of which were used to repay $679,000,000 of outstanding bridge revolving loans (without any corresponding reduction in revolving commitments). The Term Loan matures on December 2, 2028, subject to two six-month extensions at GLP’s option.

Interest Rate and Fees

The interest rates per annum applicable to the Term Loan are, at GLP’s option, equal to either a Secured Overnight Financing Rate (“SOFR”)-based rate or a base rate plus an applicable margin, which ranges from 0.850% to 1.70% per annum for SOFR loans and 0.0% to 0.7% per annum for base rate loans, in each case, depending on the credit ratings assigned to the credit facility under the Credit Agreement.

Amortization and Prepayments

The Term Loan is not subject to interim amortization. GLP is not required to repay the Term Loan prior to maturity but may prepay all or any portion of the Term Loan prior to maturity without premium or penalty, subject to reimbursement of any SOFR breakage costs of the lenders. Amounts repaid under the Term Loan may not be reborrowed.

Other Terms

The Term Loan is subject to the representations and warranties, affirmative covenants, negative covenants, financial covenants and events of default set forth in the Credit Agreement and applicable to the revolving loans therein. The Term Loan is guaranteed by GLPI and subject to a conditional guarantee by Bally’s Corporation (“Bally’s”) on a secondary basis, subject to enforcement of all remedies against GLP, GLPI and all sources other than Bally’s.

The parties to the Amendment and certain of their respective affiliates have performed investment banking, commercial lending and advisory services for GLPI from time to time, for which they have received customary fees and expenses. These parties may, from time to time, engage in transactions with, and perform services for, GLPI and its affiliates in the ordinary course of their business.

The foregoing descriptions are summaries of the Amendment and are qualified in their entirety by the full text of the Amendment, which is filed herewith as Exhibit 10.1 and incorporated herein by reference.

Item 1.02. Termination of a Material Definitive Agreement

On March 4, 2026, GLP repaid in full all outstanding obligations under the Term Loan Credit Agreement among GLP, Wells Fargo Bank, National Association, as administrative agent, and the several banks and other financial institutions or entities party thereto, dated as of September 2, 2022 (the “2022 Term Loan Agreement”). All of GLP’s and GLPI’s obligations under the 2022 Term Loan Agreement have been paid and discharged in full and all guarantees granted by GLPI and any other party in connection with the 2022 Term Loan Agreement have been released (other than with respect to customary provisions and agreements that are expressly specified to survive the termination). GLP and GLPI did not incur any early termination penalties in connection with repayment of the indebtedness or termination.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The disclosure provided in Item 1.01 of this Current Report on Form 8-K (the “Report”) is hereby incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
10.1		Amendment No. 3 to Credit Agreement, dated as of March 4, 2026, by and among GLP Capital, L.P., Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: March 10, 2026				GAMING AND LEISURE PROPERTIES, INC.
				By:		/s/ Desiree A. Burke
				Name:		Desiree A. Burke
				Title:		Chief Financial Officer and Treasurer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 946.5 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB