8-K
VICI PROPERTIES INC. (VICI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): July 29, 2020
__________________________________________________
VICI Properties Inc.
(Exact Name of Registrant as Specified in its Charter)
__________________________________________________
| Maryland | 001-38372 | 81-4177147 |
|---|---|---|
| (State or Other Jurisdiction<br><br>of Incorporation) | (Commission<br><br>File Number) | (IRS Employer<br><br>Identification No.) |
535 Madison Avenue, 20th Floor
New York, New York 10022
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (646) 949-4631
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
__________________________________________________
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:
| ☐ | 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 | Name of each exchange on which registered |
|---|---|---|
| Common stock, $0.01 par value | VICI | New York Stock Exchange |
| 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 2.02. | Results of Operations and Financial Condition. |
|---|
On July 29, 2020, VICI Properties Inc. (the “Company”) issued a press release announcing its financial results for the three and six months ended June 30, 2020, and made available supplemental financial and operating information concerning the Company as of June 30, 2020. A copy of the press release and a copy of this supplemental information are furnished herewith as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure. |
|---|
The disclosure contained in Item 2.02 is incorporated herein by reference.
The information included in Item 2.02 and Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing. The furnishing of the information included in Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by reason of Regulation FD.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
| (d) Exhibits | Exhibit<br><br>No. | Description |
|---|---|---|
| 99.1 | Press Release, dated July 29, 2020 | |
| 99.2 | Supplemental Financial & Operating Data, Second Quarter Ended June 30, 2020 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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 hereunto duly authorized.
| VICI PROPERTIES INC. | ||
|---|---|---|
| Date: July 29, 2020 | By: | /s/ DAVID A. KIESKE |
| David A. Kieske | ||
| Chief Financial Officer |
Exhibit
Exhibit 99.1
VICI PROPERTIES INC. ANNOUNCES SECOND QUARTER 2020 RESULTS
NEW YORK, NY – July 29, 2020 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties” or the “Company”), an experiential real estate investment trust, today reported results for the quarter ended June 30, 2020. All per share amounts included herein are on a per diluted share basis unless otherwise stated.
Second Quarter 2020 Financial and Operating Highlights
| • | Total revenues increased 16.8% year-over-year to $257.9 million |
|---|---|
| • | Net income attributable to common stockholders was $229.4 million, or $0.47 per share |
| --- | --- |
| • | FFO was $229.4 million, or $0.47 per share |
| --- | --- |
| • | AFFO was $176.3 million, or $0.36 per share |
| --- | --- |
| • | Announced $503.5 million of acquisitions and investments |
| --- | --- |
| • | Declared a quarterly cash dividend of $0.2975 per share, a 3.5% year-over-year increase |
| --- | --- |
| • | Completed an equity offering in which 29,900,000 shares were sold through a forward sale agreement at $22.15 per share |
| --- | --- |
| • | Settled all 65,000,000 shares of the Company's outstanding June 2019 forward sale agreements for net proceeds of approximately $1.3 billion |
| --- | --- |
CEO Comments
Edward Pitoniak, Chief Executive Officer of VICI Properties, said: “In the second quarter of 2020, we posted exceptional financial results with adjusted EBITDA growth of over 20% year-over-year. We worked closely and collaboratively with our tenant partners to provide flexible short-term solutions during unprecedented uncertainty while, we believe, preserving and, ultimately, enhancing long-term stockholder value. During the second quarter, and in July, we collected 100% of our rent, proving the strength and resilience of our business model. We announced $503.5 million of acquisition and investment activity, including the planned purchase of highly strategic land parcels adjacent to the Las Vegas Strip, which we believe provide VICI the opportunity to continue our industry-leading growth for years to come. We also continued to fortify our balance sheet by accessing the equity capital markets, raising an aggregate $662.3 million of gross proceeds through a forward sale agreement. While we are extremely encouraged by early re-opening data across the gaming industry, we will continue to monitor the landscape during this uncertain time and manage our portfolio and relationships to preserve long-term value.”
Second Quarter 2020 Financial Results
Total Revenues
Total revenues were $257.9 million for the quarter, an increase of 16.8% compared to $220.7 million for the quarter ended June 30, 2019.
Net Income Attributable to Common Stockholders
Net income attributable to common stockholders was $229.4 million for the quarter, or $0.47 per share, compared to $152.0 million, or $0.37 per share for the quarter ended June 30, 2019.
Funds from Operations (“FFO”)
FFO attributable to common stockholders was $229.4 million for the quarter, or $0.47 per share, compared to $152.0 million, or $0.37 per share, for the quarter ended June 30, 2019.
Adjusted Funds from Operations (“AFFO”)
AFFO attributable to common stockholders was $176.3 million for the quarter, an increase of 12.4% compared to AFFO of $156.8 million for the quarter ended June 30, 2019. AFFO was $0.36 per share for the quarter compared to $0.38 per share for the quarter ended June 30, 2019. AFFO per share declined on a year-over-year basis as a result of an 18.5% increase in the weighted average number of common shares outstanding.
Second Quarter 2020 Acquisitions and Portfolio Activity
Acquisitions and Investments
On June 15, 2020, the Company entered into a non-binding letter of intent to provide a $400 million mortgage loan to Caesars Entertainment, Inc. (“Caesars,” formerly known as Eldorado Resorts, Inc., or “Eldorado”) secured by the Caesars Forum Convention Center in Las Vegas. The loan will bear interest at a rate of 7.7% per annum, with payments subject to 2% annual escalation, and will have a term of five years pre-payable beginning in year three subject to certain conditions. The Caesars Forum Convention Center will remain subject to the existing Put/Call Agreement between Caesars and VICI, with certain modifications, including VICI’s call option accelerating to the scheduled maturity date of the loan in 2025. Additionally, the Company agreed to acquire approximately 23 acres of undeveloped land parcels adjacent to the center of the Las Vegas Strip for a purchase price of $4.5 million per acre for an estimated total purchase price of approximately $103.5 million. The consummation of the mortgage loan and land purchase are cross-conditioned upon each other and remain subject to, among other things, the completion of due diligence and negotiation of definitive documentation.
Dispositions
On April 24, 2020, the Company and Caesars entered into definitive agreements to sell the Bally’s Atlantic City Hotel & Casino for $25.0 million to a subsidiary of Twin River Worldwide Holdings, Inc. There will be no change to the rent VICI Properties receives under the Regional Master Lease and the Company is entitled to receive approximately $19.0 million of the proceeds from the sale.
Other Portfolio Activity
On June 1, 2020, the Company and Caesars entered into an Omnibus Amendment to Leases (the “Omnibus Amendment”) in connection with the ongoing COVID-19 pandemic and its impact on operations and financial performance. The Omnibus Amendment provides Caesars with certain relief with respect to a portion of their capital expenditure obligations under the Caesars lease agreements, subject to certain conditions.
Additionally, in May 2020, the Company entered into an amendment to the triple net lease agreement entered into with Century Casinos, Inc. (“Century”) in connection with the acquisition of three casino properties in December 2019 (the “Century Master Lease”). The Century Master Lease contains certain covenants, including minimum capital expenditures. As a result of the casino closures in connection with the COVID-19 pandemic, the Company agreed to waive Century’s capital expenditure requirements for
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2020 and defer to not later than December 31, 2021 certain other expenditures contemplated in connection with the underwriting of the acquired casino properties, subject to certain conditions.
Second Quarter 2020 Capital Markets Activity
On June 19, 2020, the Company completed a primary follow-on offering of 29,900,000 shares of common stock at an offering price of $22.15 per share, for an aggregate offering value of $662.3 million pursuant to a forward sale agreement. The proceeds remain subject to physical settlement pursuant to the terms of the forward sale agreement.
Subsequent to Quarter End
On July 20, 2020, the Company announced the completion of transactions contemplated in the Master Transaction Agreement announced on June 24, 2019 with Caesars in connection with Eldorado’s acquisition of Caesars Entertainment Corporation. Per the terms of the Master Transaction Agreement, VICI Properties acquired the land and real estate assets associated with Harrah’s New Orleans, Harrah’s Laughlin, and Harrah’s Atlantic City and modified certain provisions of the Caesars lease agreements for total consideration of approximately $3.2 billion in cash.
On July 16, 2020, the Company and JACK Ohio LLC (“JACK Entertainment”) entered into an amendment to the existing master triple-net lease agreement (the “JACK Lease Agreement Amendment”), pursuant to which, among other things, VICI agreed to fund $18.0 million for the construction of a new gaming patio amenity at JACK Thistledown Racino. In connection with the construction of the gaming patio, commencing on April 1, 2022, rent under the master lease will increase by an incremental $1.8 million. The JACK Lease Agreement Amendment also provides for relief with respect to certain existing covenants through March 31, 2022, adds an additional five years to the initial lease term, with JACK Entertainment having three five-year renewal options as a result of such extension of the initial lease term, and provides for annual rent escalation to begin in 2022 rather than 2021. The JACK Lease Agreement Amendment does not provide for a reduction of the tenant’s rent obligations and the relief is conditioned upon (i) JACK Entertainment's timely payment of rent obligations under the master lease and (ii) no tenant event of default occurring during the compliance period set forth in the JACK Lease Agreement Amendment.
Simultaneously with entry into the JACK Lease Agreement Amendment, the Company and affiliates of Rock Ohio Ventures LLC entered into an amendment and restatement of the existing $50.0 million term loan agreement pursuant to which, among other things, the Company increased the existing term loan to $70.0 million, bearing interest at a rate of 9.0% per annum, and added a $25.0 million revolving credit facility, bearing interest at a rate of LIBOR plus 2.75%. In connection with the amendment and restatement VICI received additional collateral so that the term and revolving loans are now secured by a first priority lien on substantially all gaming and non-gaming real and personal property of JACK Entertainment.
Balance Sheet and Liquidity
As of June 30, 2020, the Company had $6.9 billion in total debt. With respect to this total debt, $2.0 billion of proceeds from the February unsecured notes offering were held in escrow to fund our transaction with Eldorado. VICI had approximately $2.7 billion in liquidity comprised of $1.7 billion in cash and cash equivalents and $1.0 billion of availability under the Revolving Credit Facility (subject to continued compliance with the financial covenants of the facility). Following the closing of the Eldorado transaction, VICI Properties had approximately $400.0 million in cash, as well as the $1.0 billion of availability under the Revolving Credit Facility.
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The Company’s outstanding indebtedness as of June 30, 2020 was as follows:
| ($ in millions) | June 30, 2020 | |
|---|---|---|
| Revolving Credit Facility | $ | — |
| Term Loan B Facility (2024 Maturity) | 2,100.0 | |
| 2025 Notes | 750.0 | |
| 2026 Notes | 1,250.0 | |
| 2027 Notes | 750.0 | |
| 2029 Notes | 1,000.0 | |
| 2030 Notes | 1,000.0 | |
| Total Debt Outstanding, Face Value | $ | 6,850.0 |
| Cash, Cash Equivalents & Restricted Cash | $ | 3,680.5 |
| Net Debt | $ | 3,169.5 |
Dividends
On June 11, 2020, we declared a regular quarterly cash dividend of $0.2975 per share, which was paid on July 10, 2020 to stockholders of record as of the close of business on June 30, 2020. The aggregate dividend payment was approximately $158.7 million.
Impact of the COVID-19 Pandemic on Our Business
In connection with the COVID-19 pandemic, various state governments and/or regulatory authorities issued directives, mandates, orders or similar actions restricting non-essential business operations, resulting in the temporary closure of substantially all of our tenants’ operations at our properties (as well as our golf course properties). While most of our tenants’ facilities at our properties (and all four of our golf course properties) have reopened, they have reopened at reduced capacity and subject to additional operating restrictions, and we cannot predict how long they will be subject to such restrictions, or whether they will be subject to additional restrictions or future closures. As previously announced, in connection with the ongoing COVID-19 pandemic and its impact on our tenants’ operations and financial performance, we have provided certain short-term non-rent related relief under our lease agreements to some of our tenants, and we continue to actively engage in dialogues with our tenants regarding how best to respond to the COVID-19 pandemic and its impact on their businesses, including with respect to their respective financial and operating situations, liquidity needs and contingency planning.
Supplemental Information
In addition to this release, the Company has furnished Supplemental Financial Information, which is available on our website in the "Investors" section, under the menu heading “Financials” This additional information is being provided as a supplement to the information in this release and our other filings with the SEC. The Company has no obligation to update any of the information provided to conform to actual results or changes in the Company’s portfolio, capital structure or future expectations.
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Conference Call and Webcast
The Company will host a conference call and audio webcast on Thursday, July 30, 2020 at 10:00 a.m. Eastern Time (ET). The conference call can be accessed by registering online at www.directeventreg.com/registration/event/1652939 at which time registrants will receive dial-in information as well as a passcode and registrant ID. At the time of the call, participants will dial in using the numbers in the confirmation email and enter their passcode and ID, upon which they will enter the conference call.
A live audio webcast of the conference call will be available through the “Investors” section of the Company’s website, www.viciproperties.com, on July 30, 2020, beginning at 10:00 a.m. ET. A replay of the webcast will be available shortly after the call on the Company’s website and will continue for one year.
About VICI Properties
VICI Properties is an experiential real estate investment trust that owns one of the largest portfolios of market-leading gaming, hospitality and entertainment destinations, including the world-renowned Caesars Palace. VICI Properties’ national, geographically diverse portfolio consists of 31 gaming facilities comprising over 50 million square feet and features approximately 20,200 hotel rooms and more than 200 restaurants, bars and nightclubs. Its properties are leased to industry leading gaming and hospitality operators, including Caesars Entertainment, Inc., Century Casinos Inc., Hard Rock International, JACK Entertainment and Penn National Gaming, Inc. VICI Properties also owns four championship golf courses and 34 acres of undeveloped land adjacent to the Las Vegas Strip. VICI Properties’ strategy is to create the nation’s highest quality and most productive experiential real estate portfolio. For additional information, please visit www.viciproperties.com.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. You can identify these statements by our use of the words “anticipates,” “assumes,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “plans,” “projects,” and similar expressions that do not relate to historical matters. All statements other than statements of historical fact are forward-looking statements. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties, and other factors which are, in some cases, beyond the Company’s control and could materially affect actual results, performance, or achievements. Among those risks, uncertainties and other factors are the impact of changes in general economic conditions, including low consumer confidence, unemployment levels and depressed real estate prices resulting from the severity and duration of any downturn in the U.S. or global economy (including stemming from the COVID-19 pandemic and changes in the economic conditions as a result of the COVID-19 pandemic); risks that the Company may not achieve the benefits contemplated by our pending and recently completed transactions and acquisitions of real estate assets; risks that not all potential risks and liabilities have been identified in the Company’s due diligence for our pending and recently completed acquisitions; risks regarding the ability to receive, or delays in obtaining, the governmental and regulatory approvals and consents required to consummate our pending transactions, or other delays or impediments to completing our pending transactions; our ability to obtain the financing necessary to complete our pending transactions on the terms we currently expect or at all; the possibility that our pending transactions may not be completed on the current terms or at all, or that completion may be unduly delayed; and the effects of our recently completed transactions and pending transactions on us, including the post- transaction impact on our financial condition, financial and operating results, cash flows, strategy and plans.
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Currently, one of the most significant factors that could cause actual outcomes to differ materially from our forward-looking statements is the impact of the COVID-19 pandemic on the financial condition, results of operations, cash flows and performance of the Company and its tenants. The extent to which the COVID-19 pandemic impacts the Company, its tenants and our pending transactions, will largely depend on future developments that are highly uncertain and cannot be predicted with confidence, including the impact of the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures on our tenants, including various state governments and/or regulatory authorities issuing directives, mandates, orders or similar actions restricting freedom of movement and business operations, such as travel restrictions, border closures, business closures, limitations on public gatherings, quarantines and “shelter-at-home” orders that resulted in the temporary closure of our tenants’ operations at our properties, the ability of the Company’s tenants to successfully operate their businesses following the reopening of their respective facilities, including the costs of complying with regulatory requirements necessary to keep the facilities open, including compliance with operating restrictions and reduced capacity requirements, the need to close any of the facilities after reopening as a result of the COVID-19 pandemic and the effects of the negotiated capital expenditure reductions and other amendments to the lease agreements that the Company agreed to with certain of its tenants in response to the COVID-19 pandemic. Each of the foregoing could have a material adverse effect on our tenants’ ability to satisfy their obligations under their leases with us, including their continued ability to pay rent in a timely manner, or at all, and/or to fund capital expenditures or make other payments required under their leases. In addition, changes and instability in global, national and regional economic activity and financial markets as a result of the COVID-19 pandemic could negatively impact consumer discretionary spending and travel, which could have a material adverse effect on our tenants’ businesses.
Although the Company believes that in making such forward-looking statements its expectations are based upon reasonable assumptions, such statements may be influenced by factors that could cause actual outcomes and results to be materially different from those projected. The Company cannot assure you that the assumptions upon which these statements are based will prove to have been correct. Additional important factors that may affect the Company’s business, results of operations and financial position are described from time to time in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, Quarterly Reports on Form 10-Q and the Company’s other filings with the Securities and Exchange Commission. The Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as may be required by applicable law.
Non-GAAP Financial Measures
This press release presents Funds From Operations (“FFO”), FFO per share, Adjusted Funds From Operations (“AFFO”), AFFO per share and Adjusted EBITDA, which are not required by, or presented in accordance with, generally accepted accounting principles in the United States (“GAAP”). These are non-GAAP financial measures and should not be construed as alternatives to net income or as an indicator of operating performance (as determined in accordance with GAAP). We believe FFO, FFO per share, AFFO, AFFO per share and Adjusted EBITDA provide a meaningful perspective of the underlying operating performance of our business.
FFO is a non-GAAP financial measure that is considered a supplemental measure for the real estate industry and a supplement to GAAP measures. Consistent with the definition used by The National Association of Real Estate Investment Trusts (“NAREIT”), we define FFO as net income (or loss) (computed in accordance with GAAP) excluding (i) gains (or losses) from sales of certain real estate assets, (ii) depreciation and amortization related to real estate, (iii) gains and losses from change in control and (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity.
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AFFO is a non-GAAP financial measure that we use as a supplemental operating measure to evaluate our performance. We calculate AFFO by adding or subtracting from FFO non-cash leasing and financing adjustments attributable to common stockholders, non-cash change in allowance for credit losses attributable to common stockholders, transaction costs incurred in connection with the acquisition of real estate investments, non-cash stock-based compensation expense, amortization of debt issuance costs and original issue discount, other non-cash interest expense, non-real estate depreciation (which is comprised of the depreciation related to our golf course operations), capital expenditures (which are comprised of additions to property, plant and equipment related to our golf course operations), impairment charges related to non-depreciable real estate and gains (or losses) on debt extinguishment. The non-cash change in allowance for credit losses attributable to common stockholders consists of estimated credit loss for our investments in leases - direct financing and sales-type, investments in leases - financing receivables and investments in loans as a result of our adoption of ASU No. 2016-13 - Financial Instruments-Credit Losses (Topic 326). No similar adjustments are reflected in prior periods because the accounting standard was adopted effective January 1, 2020 and does not require retrospective application. Please see Note 6 - Allowance for Credit Losses in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 for further information.
We calculate Adjusted EBITDA by adding or subtracting from AFFO contractual interest expense and interest income (collectively, interest expense, net) and income tax expense.
These non-GAAP financial measures: (i) do not represent cash flow 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 flow as a measure of liquidity. In addition, these measures should not be viewed as measures of liquidity, nor do they measure our ability to fund all of our cash needs, including our ability to make cash distributions to our stockholders, to fund capital improvements, or to make interest payments on our indebtedness. Investors are also cautioned that FFO, FFO per share, AFFO, AFFO per share 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.
Reconciliations of net income to FFO, FFO per share, AFFO, AFFO per share and Adjusted EBITDA are included in this release.
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VICI Properties Inc.
Consolidated Balance Sheets
(In thousands, except share and per share data)
| June 30, 2020 | December 31, 2019 | |||||
|---|---|---|---|---|---|---|
| Assets | ||||||
| Real estate portfolio: | ||||||
| Investments in leases - direct financing and sales-type, net | $ | 10,372,656 | $ | 10,734,245 | ||
| Investments in leases - operating | 1,086,658 | 1,086,658 | ||||
| Investments in leases - financing receivables, net | 812,636 | — | ||||
| Investments in loans, net | 49,876 | — | ||||
| Land | 94,711 | 94,711 | ||||
| Cash and cash equivalents | 1,680,536 | 1,101,893 | ||||
| Restricted cash | 2,000,000 | — | ||||
| Short-term investments | — | 59,474 | ||||
| Other assets | 180,561 | 188,638 | ||||
| Total assets | $ | 16,277,634 | $ | 13,265,619 | ||
| Liabilities | ||||||
| Debt, net | $ | 6,758,132 | $ | 4,791,563 | ||
| Accrued interest | 48,828 | 20,153 | ||||
| Deferred financing liability | 73,600 | 73,600 | ||||
| Deferred revenue | 358 | 70,340 | ||||
| Dividends payable | 158,659 | 137,056 | ||||
| Other liabilities | 163,646 | 123,918 | ||||
| Total liabilities | 7,203,223 | 5,216,630 | ||||
| Stockholders’ equity | ||||||
| Common stock | 5,337 | 4,610 | ||||
| Preferred stock | — | — | ||||
| Additional paid in capital | 9,296,511 | 7,817,582 | ||||
| Accumulated other comprehensive loss | (117,265 | ) | (65,078 | ) | ||
| Retained (deficit) earnings | (191,835 | ) | 208,069 | |||
| Total VICI stockholders’ equity | 8,992,748 | 7,965,183 | ||||
| Non-controlling interests | 81,663 | 83,806 | ||||
| Total stockholders’ equity | 9,074,411 | 8,048,989 | ||||
| Total liabilities and stockholders’ equity | $ | 16,277,634 | $ | 13,265,619 |
_______________________________________________________
Note: As of June 30, 2020, our Investments in leases - direct financing and sales-type, Investments in leases - financing receivables and Investments in loans are net of $355.3 million, $37.6 million and $0.4 million of Allowance for credit losses, respectively. The credit loss standard does not require retrospective application and as such there is no corresponding allowance as of December 31, 2019.
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VICI Properties Inc.
Consolidated Statement of Operations
(In thousands, except share and per share data)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Revenues | ||||||||||||
| Income from direct financing and sales-type leases | $ | 223,895 | $ | 201,549 | $ | 448,147 | $ | 397,299 | ||||
| Income from operating leases | 10,913 | 10,914 | 21,826 | 21,827 | ||||||||
| Income from lease financing receivables and loans | 17,026 | — | 29,869 | — | ||||||||
| Tenant reimbursements and other income | 733 | — | 1,426 | — | ||||||||
| Golf operations | 5,335 | 8,283 | 11,635 | 15,622 | ||||||||
| Revenues | 257,902 | 220,746 | 512,903 | 434,748 | ||||||||
| Operating expenses | ||||||||||||
| General and administrative | 7,498 | 6,518 | 14,513 | 12,743 | ||||||||
| Depreciation | 1,213 | 1,018 | 2,080 | 1,948 | ||||||||
| Tenant reimbursements and other expenses | 736 | — | 1,439 | — | ||||||||
| Golf operations | 4,139 | 4,848 | 8,509 | 8,940 | ||||||||
| Change in allowance for credit losses | (65,480 | ) | — | 84,028 | — | |||||||
| Transaction and acquisition expenses | 1,160 | 2,867 | 5,677 | 3,756 | ||||||||
| Total operating expenses | (50,734 | ) | 15,251 | 116,246 | 27,387 | |||||||
| Operating income | 308,636 | 205,495 | 396,657 | 407,361 | ||||||||
| Interest expense | (77,693 | ) | (54,819 | ) | (153,786 | ) | (108,405 | ) | ||||
| Interest income | 1,009 | 4,004 | 6,529 | 9,171 | ||||||||
| Loss from extinguishment of debt | — | — | (39,059 | ) | — | |||||||
| Income before income taxes | 231,952 | 154,680 | 210,341 | 308,127 | ||||||||
| Income tax expense | (309 | ) | (553 | ) | (763 | ) | (1,074 | ) | ||||
| Net income | 231,643 | 154,127 | $ | 209,578 | $ | 307,053 | ||||||
| Less: Net income attributable to non-controlling interests | (2,241 | ) | (2,078 | ) | (4,188 | ) | (4,155 | ) | ||||
| Net income attributable to common stockholders | $ | 229,402 | $ | 152,049 | $ | 205,390 | $ | 302,898 | ||||
| Net income per common share | ||||||||||||
| Basic | $ | 0.47 | $ | 0.37 | $ | 0.43 | $ | 0.74 | ||||
| Diluted | $ | 0.47 | $ | 0.37 | $ | 0.43 | $ | 0.74 | ||||
| Weighted average number of common shares outstanding | ||||||||||||
| Basic | 489,012,165 | 412,309,577 | 477,094,795 | 409,040,025 | ||||||||
| Diluted | 489,213,427 | 412,821,400 | 481,652,482 | 409,473,202 |
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VICI Properties Inc.
Reconciliation of Net Income to FFO, FFO per Share, AFFO, AFFO per Share and Adjusted EBITDA
(In thousands, except share and per share data)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Net income attributable to common stockholders | $ | 229,402 | $ | 152,049 | $ | 205,390 | $ | 302,898 | ||||
| Real estate depreciation | — | — | — | — | ||||||||
| FFO | 229,402 | 152,049 | 205,390 | 302,898 | ||||||||
| Non-cash leasing and financing adjustments attributable to common stockholders | 3,869 | (2,210 | ) | 7,179 | (4,656 | ) | ||||||
| Non-cash change in allowance for credit losses attributable to common stockholders | (65,323 | ) | — | 84,049 | — | |||||||
| Transaction and acquisition expenses | 1,160 | 2,867 | 5,677 | 3,756 | ||||||||
| Non-cash stock-based compensation | 2,012 | 1,366 | 3,362 | 2,417 | ||||||||
| Amortization of debt issuance costs and original issue discount | 4,837 | 1,899 | 11,136 | 3,364 | ||||||||
| Other depreciation | 1,183 | 1,016 | 2,026 | 1,943 | ||||||||
| Capital expenditures | (883 | ) | (212 | ) | (1,645 | ) | (1,403 | ) | ||||
| Loss on extinguishment of debt | — | — | 39,059 | — | ||||||||
| AFFO | 176,257 | 156,775 | 356,233 | 308,319 | ||||||||
| Interest expense, net | 71,847 | 48,916 | 136,121 | 95,870 | ||||||||
| Income tax expense | 309 | 553 | 763 | 1,074 | ||||||||
| Adjusted EBITDA | $ | 248,413 | $ | 206,244 | $ | 493,117 | $ | 405,263 | ||||
| Net income per common share | ||||||||||||
| Basic and diluted | $ | 0.47 | $ | 0.37 | $ | 0.43 | $ | 0.74 | ||||
| FFO per common share | ||||||||||||
| Basic and diluted | $ | 0.47 | $ | 0.37 | $ | 0.43 | $ | 0.74 | ||||
| AFFO per common share | ||||||||||||
| Basic | $ | 0.36 | $ | 0.38 | $ | 0.75 | $ | 0.75 | ||||
| Diluted | $ | 0.36 | $ | 0.38 | $ | 0.74 | $ | 0.75 | ||||
| Weighted average number of shares of common stock outstanding | ||||||||||||
| Basic | 489,012,165 | 412,309,577 | 477,094,795 | 409,040,025 | ||||||||
| Diluted | 489,213,427 | 412,821,400 | 481,652,482 | 409,473,202 |
10
VICI Properties Inc.
Revenue Breakdown
(In thousands, except share and per share data)
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2020 | 2019 | 2020 | 2019 | |||||||||
| Contractual leasing revenues (cash rent) | ||||||||||||
| Caesars Palace Las Vegas | $ | 41,023 | $ | 40,176 | $ | 82,046 | $ | 80,352 | ||||
| Caesars Palace Las Vegas, classified as operating lease revenue | 10,913 | 10,914 | 21,826 | 21,827 | ||||||||
| Non-CPLV & Joliet^(1)^ | 127,134 | 125,255 | 254,267 | 250,510 | ||||||||
| Harrah's Las Vegas | 22,289 | 22,068 | 44,578 | 44,137 | ||||||||
| Margaritaville Bossier City | 5,886 | 5,800 | 11,743 | 11,538 | ||||||||
| Greektown | 13,889 | 5,973 | 27,778 | 5,973 | ||||||||
| Hard Rock Cincinnati | 10,687 | — | 21,375 | — | ||||||||
| Century Portfolio | 6,250 | — | 12,500 | — | ||||||||
| JACK Cleveland/Thistledown, classified as lease financing revenue | 16,470 | — | 28,867 | — | ||||||||
| Total contractual leasing revenues (cash rent) | $ | 254,541 | $ | 210,186 | $ | 504,980 | $ | 414,337 | ||||
| Investments in loans | 1,119 | — | 1,955 | — | ||||||||
| Golf operations | 5,335 | 8,283 | 11,635 | 15,622 | ||||||||
| Total cash revenue | $ | 260,995 | $ | 218,469 | $ | 518,570 | $ | 429,959 | ||||
| Non-cash lease adjustments^(2)^ | ||||||||||||
| Caesars Palace Las Vegas | $ | (2,645 | ) | $ | (1,725 | ) | $ | (5,216 | ) | $ | (3,428 | ) |
| Non-CPLV & Joliet | 3,448 | 4,800 | 7,013 | 9,471 | ||||||||
| Harrah's Las Vegas | (450 | ) | (206 | ) | (892 | ) | (408 | ) | ||||
| Margaritaville Bossier City | (1,122 | ) | (322 | ) | (2,169 | ) | (576 | ) | ||||
| Greektown | (2,508 | ) | (270 | ) | (4,918 | ) | (270 | ) | ||||
| Hard Rock Cincinnati | (233 | ) | — | (448 | ) | — | ||||||
| Century Portfolio | 247 | — | 490 | — | ||||||||
| JACK Cleveland/Thistledown | (546 | ) | — | (923 | ) | — | ||||||
| Total non-cash lease adjustments | $ | (3,809 | ) | $ | 2,277 | $ | (7,063 | ) | $ | 4,789 | ||
| Investments in loans non-cash adjustment | (17 | ) | — | (30 | ) | — | ||||||
| Total non-cash adjustments | $ | (3,826 | ) | $ | 2,277 | $ | (7,093 | ) | $ | 4,789 | ||
| Other income | 733 | — | 1,426 | — | ||||||||
| Total GAAP revenues | $ | 257,902 | $ | 220,746 | $ | 512,903 | $ | 434,748 |
____________________
(1) Includes 100% of revenues. A JV partner owns a 20% non-controlling interest in Harrah’s Joliet.
(2) Amounts represent the non-cash adjustment to income from direct financing leases, sales-type leases and lease financing receivables in order to recognize income on an effective interest basis at a constant rate of return over the term of the leases.
Investor Contacts:
Investors@viciproperties.com
(646) 949-4631
Or
David Kieske
EVP, Chief Financial Officer
DKieske@viciproperties.com
Danny Valoy
Vice President, Finance
DValoy@viciproperties.com
11
vici2q20financialsupplem
Exhibit 99.2 SUPPLEMENTAL FINANCIAL & OPERATING DATA S E C O N D Q U A R T E R ENDE D J U N E 3 0 , 2020
Disclaimers Forward Looking Statements Certain statements in this presentation and that may be made in meetings are forward‐looking statements. Forward‐looking statements are based on VICI Properties Inc.’s (“VICI or the “Company”) current plans, expectations and projections about future events and are not guarantees of future performance. These statements can be identified by the fact that they do not relate to strictly historical and current facts and by the use of the words such as "expects", "plans", "opportunities" and similar words and variations thereof. Although the Company believes that the expectations reflected in such forward‐looking statements are based on reasonable assumptions, its results, performance and achievements could differ materially from those expressed in or by the forward‐looking statements and may be affected by a variety of risks and other factors including, among others: the impact of changes in general economic conditions, including low consumer confidence, unemployment levels and depressed real estate prices resulting from the severity and duration of any downturn in the U.S. or global economy (including stemming from the COVID-19 pandemic and changes in economic conditions as a result of the COVID-19 pandemic); our dependence on subsidiaries of Caesars Entertainment, Inc. (“CEI” or “Caesars”), Penn National Gaming, Inc. (“Penn”), Seminole Hard Rock Entertainment, Inc. (“Hard Rock”), Century Casinos, Inc. (“Century Casinos”) and Rock Ohio Ventures LLC (“JACK Entertainment”) as tenants of our properties and CEI, Penn, Hard Rock, Century Casinos and JACK Entertainment or certain of their respective subsidiaries as guarantors of the lease payments and the negative consequences any material adverse effect on their respective businesses could have on the Company; the Company’s dependence on the gaming industry; the possibility that the Company’s pending transactions, including the pending $400 million loan to a subsidiary of CEI secured by, among other things, a first priority fee mortgage on the Caesars Forum Convention Center (the “Caesars Forum Mortgage Loan”) and the pending acquisition of approximately 23 acres of land in the vicinity of, or adjacent to, The LINQ Hotel & Casino, Bally’s Las Vegas, Paris Las Vegas and Planet Hollywood gaming facilities (the “Las Vegas Land Acquisition”) pursuant to a non-binding letter of intent with CEI, may not be completed or that completion may be unduly delayed; the Company’s ability to pursue its business and growth strategies may be limited by its substantial debt service requirements and by the requirement that the Company distribute 90% of its real estate investment trust (“REIT”) taxable income in order to qualify for taxation as a REIT and that it distribute 100% of its REIT taxable income in order to avoid current entity-level U.S. Federal income taxes; the impact of extensive regulation from gaming and other regulatory authorities; the ability of the Company’s tenants to obtain and maintain regulatory approvals in connection with the operation of its properties; the possibility that the Company’s tenants may choose not to renew the respective lease agreements following the initial or subsequent terms of the leases; restrictions on the Company’s ability to sell its properties subject to the lease agreements; CEI’s, Penn’s, Hard Rock’s, Century Casinos’ and JACK Entertainment’s historical results may not be a reliable indicator of their future results; the Company’s substantial amount of indebtedness and ability to service, refinance and otherwise fulfill its obligations under such indebtedness; limits on the Company’s operational and financial flexibility imposed by its debt agreements; the Company’s historical financial information may not be reliable indicators of its future results of operations, financial condition and cash flows; the ability to receive, or delays in obtaining, the governmental and regulatory approvals and consents required to consummate the Company’s pending transactions, or other delays or impediments to completing these transactions; the Company’s ability to obtain or consummate the financing necessary to complete its pending transactions on the terms it currently expect or at all; the possibility that the pending transactions may not be consummated on the terms or timeframe described herein, or at all; the possibility that the Company identifies significant environmental, tax, legal or other issues that materially and adversely impact the value of properties acquired (or other benefits it expects to receive) in any of its pending or recently completed transactions; the effects of its recently completed and pending transactions on the Company, including the future impact on its financial condition, financial and operating results, cash flows, strategy and plans; the possibility the Company’s separation from Caesars Entertainment Operating Company, Inc. fails to qualify as a tax-free spin-off, which could subject it to significant tax liabilities. Currently, one of the most significant factors that could cause actual outcomes to differ materially from our forward-looking statements is the impact of the COVID-19 pandemic on the financial condition, results of operations, cash flows and performance of the Company, its tenants and its pending transactions. The extent to which the COVID-19 pandemic impacts the Company and its tenants will largely depend on future developments that are highly uncertain and cannot be predicted with confidence, including the impact of the actions taken to contain the pandemic or mitigate its impact, and the direct and indirect economic effects of the pandemic and containment measures on our tenants, including various state governments and/or regulatory authorities issuing directives, mandates, orders or similar actions restricting freedom of movement and business operations, such as travel restrictions, border closures, business closures, limitations on public gatherings, quarantines and “shelter-at-home” orders resulting in the closure of our tenants’ operations at our properties. Each of the foregoing could have a material adverse effect on our tenants' ability to satisfy their obligations under their leases with us, including their continued ability to pay rent in a timely manner, or at all, and/or to make capital expenditures or other payments required under their leases. In addition, changes and instability in global, national and regional economic activity and financial markets as a result of the COVID-19 pandemic could negatively impact consumer discretionary spending and travel, which could have a material adverse effect on our tenants' businesses. Investors are cautioned to interpret many of the risks identified here and under the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019 as being heightened as a result of the ongoing and numerous adverse impacts of the COVID-19 pandemic. Additional important factors that may affect the Company’s business, results of operations and financial position are described from time to time in the Company’s Annual Report on Form 10‐K for the year ended December 31, 2019, Quarterly Reports on Form 10‐Q and the Company’s other filings with the U.S. Securities and Exchange Commission (“SEC”). The Company does not undertake any obligation to update or revise any forward‐looking statement, whether as a result of new information, future events, or otherwise, except as may be required by applicable law. Caesars, Penn, Hard Rock, Century and JACK Entertainment Information The Company makes no representation as to the accuracy or completeness of the information regarding Caesars, Penn, Hard Rock, Century and JACK Entertainment included in this presentation. The historical audited and unaudited financial statements of Caesars, as the parent and guarantor of CEOC, LLC (“CEOC”), the Company's significant lessee, have been filed with the SEC. Certain financial and other information for Caesars, Penn, Hard Rock, Century and JACK Entertainment included in this presentation have been derived from their respective filings, if and as applicable, and other publicly available presentations and press releases. While we believe this information to be reliable, we have not independently investigated or verified such data. Market and Industry Data This presentation contains estimates and information concerning the Company's industry, including market position, rent growth and rent coverage of the Company's peers, that are based on industry publications, reports and peer company public filings. This information involves a number of assumptions and limitations, and you are cautioned not to rely on or give undue weight to this information. The Company has not independently verified the accuracy or completeness of the data contained in these industry publications, reports or filings. The industry in which the Company operates is subject to a high degree of uncertainty and risk due to variety of factors, including those described in the "Risk Factors" section of the Company's public filings with the SEC. Non‐GAAP Financial Measures This presentation includes reference to Funds From Operations (“FFO”), FFO per share, Adjusted Funds From Operations (“AFFO”), AFFO per share, and Adjusted EBITDA, which are not required by, or presented in accordance with, generally accepted accounting principles in the United States (“GAAP”). These are non-GAAP financial measures and should not be construed as alternatives to net income or as an indicator of operating performance (as determined in accordance with GAAP). We believe FFO, FFO per share, AFFO, AFFO per share and Adjusted EBITDA provide a meaningful perspective of the underlying operating performance of our business. For additional information regarding these non-GAAP financial measures see “Definitions of Non-GAAP Financial Measures” included in the Appendix at the end of this presentation. Financial Data Financial information provided herein is as of June 30, 2020 unless otherwise indicated. VICI Q2 2020 Supplemental Financial & Operating Data 2
Corporate Overview About VICI Properties (NYSE: VICI) Covering Equity Analysts VICI Properties Inc. (“VICI Properties” or the “Company”) is an experiential real Firm Analyst Phone Email estate investment trust that owns one of the largest portfolios of market-leading Barclays Felicia Hendrix (212) 526‐5562 Felicia.hendrix@barclays.com gaming, hospitality and entertainment destinations, including the world- BofA Merrill Lynch Shaun Kelley (646) 855‐1005 Shaun.kelley@baml.com renowned Caesars Palace. VICI Properties’ national, geographically diverse Citi Smedes Rose (212) 816-6243 Smedes.rose@citi.com portfolio consists of 31 gaming facilities comprising over 50 million square feet Deutsche Bank Carlo Santarelli (212) 250‐5815 Carlo.santarelli@db.com and features approximately 20,200 hotel rooms and more than 200 restaurants, bars and nightclubs. Its properties are leased to industry leading gaming and Evercore ISI Rich Hightower (212) 752-0886 Rich.hightower@evercoreisi.com hospitality operators, including Caesars Entertainment, Inc., Century Casinos Goldman Sachs Stephen Grambling (212) 902‐7832 Stephen.grambling@gs.com Inc., Hard Rock International, JACK Entertainment and Penn National Gaming. Green Street Advisors Spenser Allaway (949) 640-8780 Sallaway@greenstreetadvisors.com VICI Properties also owns four championship golf courses and 34 acres of Jefferies David Katz (212) 323-3355 Dkatz@jefferies.com undeveloped land adjacent to the Las Vegas Strip. VICI Properties’ strategy is to Ladenburg Thalmann & Co. John Massocca (212) 409-2543 Jmassoca@ladenburg.com create the nation’s highest quality and most productive experiential real estate portfolio. For additional information, please visit www.viciproperties.com. Macquarie Jordan Bender (212) 231-6558 Jordan.bender@macquarie.com Morgan Stanley Thomas Allen (212) 761‐3356 Thomas.allen@morganstanley.com Robert W. Baird RJ Milligan (813) 273-8252 Rjmilligan@rwbaird.com Senior Management Scotiabank Greg McGinniss (212) 225-6906 Greg.mcginniss@scotiabank.com Edward Pitoniak Chief Executive Officer & Director SMBC Nikko Securities Richard Anderson (646) 521-2351 Randerson@smbcnikko-si.com Stifel Nicolaus Simon Yarmak (443) 224‐1345 Yarmaks@stifel.com John Payne President & Chief Operating Officer Sun Trust Robinson Humphrey Barry Jonas (212) 590-0998 Barry.jonas@suntrust.com David Kieske EVP, Chief Financial Officer Union Gaming John DeCree (702) 691‐3213 John.decree@uniongaming.com Samantha Gallagher EVP, General Counsel & Secretary Wolfe Research Jared Shojaian (214) 699-4506 Jshojaian@wolferesearch.com Wells Fargo Todd Stender (562) 637-1371 Todd.stender@wellsfargo.com Gabriel Wasserman Chief Accounting Officer Covering High Yield Analysts Board of Directors Independent Firm Analyst Phone Email James Abrahamson Director, Chairman of the Board ✓ BofA Merrill Lynch James Kayler (646) 855‐9223 James.f.kayler@baml.com Deutsche Bank Luis Chinchilla (212) 250-9980 Luis.chinchilla@db.com Diana Cantor Director, Audit Committee Chair ✓ Goldman Sachs Komal Patel (212) 357‐9774 Komal.patel@gs.com Monica Douglas Director ✓ J.P. Morgan Michael Pace (212) 270‐6530 Michael.pace@jpmorgan.com Elizabeth Holland Director ✓ Craig Macnab Director, Compensation Committee Chair ✓ Contact Information Edward Pitoniak Chief Executive Officer & Director Corporate Headquarters Transfer Agent Public Markets Detail VICI Properties Inc. Computershare Ticker: VICI Michael Rumbolz Director, Nominating & Governance ✓ 535 Madison Ave., 20th Fl 2335 Alaska Avenue Exchange: NYSE Committee Chair New York, NY 10022 El Segundo, CA 90245 Investor Relations (646) 949‐4631 (800) 962‐4284 investors@viciproperties.com www.computershare.com Public Relations pr@viciproperties.com VICI Q2 2020 Supplemental Financial & Operating Data 3
Table of Contents Portfolio & Financial Overview 5 Consolidated Balance Sheets 6-7 Consolidated Statements of Operations 8-9 Revenue Breakdown 10-11 Non‐GAAP Financial Measures 12-13 Capitalization 14 Property Overview 15 Properties Breakdown 16-17 Summary of Current Lease Terms 18-19 Recent Activity 20-21 Embedded Growth Pipeline 22 Definitions of Non-GAAP Financial Measures 23 VICI Q2 2020 Supplemental Financial & Operating Data 4
Portfolio & Financial Overview (amounts in thousands, except per share data and portfolio and property data) Financial Highlights Portfolio Data Three Months Ended Properties 31 Jun. 30, Mar. 31, Dec. 31, Sep. 30, Jun. 30, Golf Courses 4 2020 2020 2019 2019 2019 Developable Las Vegas Strip Land (acres)4 34 Net Income (Loss) Per Share States 12 Basic and Diluted $0.47 ($0.05) $0.21 $0.31 $0.37 MSAs 17 1 Weighted Average Remaining Lease Term, Including Renewal Funds From Operations Per Share 32.7 Options (years)5 Basic and Diluted $0.47 ($0.05) $0.21 $0.31 $0.37 Adjusted Funds From Operations Per Share 1 Tenant MSA Diversity Basic $0.36 $0.39 $0.38 $0.36 $0.38 Diluted $0.36 $0.38 $0.37 $0.35 $0.38 % of Total SF Net Income (Loss) Attributable to Common Stockholders $229,402 ($24,012) $98,631 $144,435 $152,049 Philadelphia 26% Omaha 3% Adjusted EBITDA 1 $248,413 $244,704 $229,681 $211,669 $206,244 Las Vegas 25% Memphis 2% Annualized Dividend Per Share $1.19 $1.19 $1.19 $1.19 $1.15 San Francisco 8% Laughlin 2% Dividend Yield at Period End 5.9% 7.2% 4.7% 5.3% 5.2% New Orleans 6% Cleveland 2% Summary Capitalization and Credit Ratings Dallas 6% Pittsburgh 2% Chicago 5% Nashville 1% Equity Market Capitalization $10,774,752 Credit Ratings Total Debt $6,850,000 Moody’s Ba3 Louisville 5% Cincinnati 1% Cash, Cash Equivalents & Restricted Cash2 $3,680,536 Standard & Poor’s BB Detroit 4% St. Louis 0% Enterprise Value $13,944,216 Fitch BB Kansas City 3% Net Leverage Ratio3 3.4x Debt Composition Geographic Rent Diversity Floating Rate Las 1% Secured Vegas 31% 31% Regional Unsecured 69% Fixed Rate 69% 99% 1. See "Non‐GAAP Financial Measures" on pages 12-13 of this presentation for the reconciliations of these Non‐GAAP Financial Measures. 2. As of June 30, 2020, restricted cash was solely related to funds held in escrow from the February 2020 Senior Unsecured Notes offering which were subsequently used to consummate the transactions contemplated by the Master Transaction Agreement entered into by the Company and Eldorado Resorts, Inc. (the “Eldorado Transaction”) on July 20, 2020. 3. Net Leverage Ratio is defined as Total Debt less Cash, Cash Equivalents & Restricted Cash divided by Adjusted EBITDA for the last twelve months ended June 30, 2020. See “Definitions of Non-GAAP Financial Measures” on page 23 of this presentation for the definition of Adjusted EBITDA. 4. Excludes the Las Vegas Land Acquisition announced on June 15, 2020, which remains cross-conditioned on the consummation of the Caesars Forum Mortgage Loan and subject to, among other things, the completion of due diligence and negotiation of definitive documentation. 5. Weighted average remaining lease term, including renewal options, as of June 30, 2020. VICI Q2 2020 Supplemental Financial & Operating Data 5
Consolidated Balance Sheets (amounts in thousands, except share and per share data) June 30, 2020 December 31, 2019 Assets Real estate portfolio: Investments in leases - direct financing and sales-type, net $ 10,372,656 $ 10,734,245 Investments in leases - operating 1,086,658 1,086,658 Investments in leases - financing receivables, net 812,636 — Investments in loans, net 49,876 — Land 94,711 94,711 Cash and cash equivalents 1,680,536 1,101,893 Restricted cash 2,000,000 — Short-term investments — 59,474 Other assets 180,561 188,638 Total assets $ 16,277,634 $ 13,265,619 Liabilities Debt, net $ 6,758,132 $ 4,791,563 Accrued interest 48,828 20,153 Deferred financing liability 73,600 73,600 Deferred revenue 358 70,340 Dividends payable 158,659 137,056 Other liabilities 163,646 123,918 Total liabilities 7,203,223 5,216,630 Stockholders' equity Common stock, $0.01 par value, 700,000,000 shares authorized and 533,667,755 and 461,004,742 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively 5,337 4,610 Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at June 30, 2020 and December 31, 2019 — — Additional paid-in capital 9,296,511 7,817,582 Accumulated other comprehensive loss (117,265) (65,078) Retained (deficit) earnings (191,835) 208,069 Total VICI stockholders' equity 8,992,748 7,965,183 Non-controlling interests 81,663 83,806 Total stockholders' equity 9,074,411 8,048,989 Total liabilities and stockholders' equity $ 16,277,634 $ 13,265,619 On January 1, 2020, we adopted ASC 326 – “Credit Losses” (“CECL”) and, as a result, we are required to estimate and record non-cash credit losses related to our historical and any future investments in direct financing and sales-type leases, lease financing receivables and loans. As of June 30, 2020, our Investments in leases – direct financing and sales-type, Investments in leases – financing receivables and Investments in loans are net of $355.3 million, $37.6 million and $0.4 million of Allowance for credit losses, respectively. The credit loss standard does not require retrospective application and as such there is no corresponding allowance as of December 31, 2019. Refer to Note 6 – Allowance for Credit Losses within our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 for further details. VICI Q2 2020 Supplemental Financial & Operating Data 6
Consolidated Balance Sheets – Quarterly (amounts in thousands, except share and per share data) June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019 Assets Real estate portfolio: Investments in leases - direct financing and sales-type, net $ 10,372,656 $ 10,330,728 $ 10,734,245 $ 10,455,900 Investments in leases - operating 1,086,658 1,086,658 1,086,658 1,086,658 Investments in leases - financing receivables, net 812,636 794,055 — — Investments in loans, net 49,876 48,470 — — Land 94,711 94,711 94,711 94,711 Cash and cash equivalents 1,680,536 369,052 1,101,893 431,423 Restricted cash 2,000,000 2,002,032 — 32,087 Short-term investments — — 59,474 342,767 Other assets 180,561 181,507 188,638 137,920 Total assets $ 16,277,634 $ 14,907,213 $ 13,265,619 $ 12,581,466 Liabilities Debt, net $ 6,758,132 $ 6,754,485 $ 4,791,563 $ 4,125,473 Accrued interest 48,828 51,162 20,153 23,945 Deferred financing liability 73,600 73,600 73,600 73,600 Deferred revenue 358 476 70,340 250 Dividends payable 158,659 139,304 137,056 137,048 Other liabilities 163,646 164,155 123,918 147,081 Total liabilities 7,203,223 7,183,182 5,216,630 4,507,397 Stockholders' equity Common stock 5,337 4,686 4,610 4,610 Preferred stock — — — — Additional paid-in capital 9,296,511 8,018,568 7,817,582 7,816,233 Accumulated other comprehensive loss (117,265) (118,216) (65,078) (77,116) Retained (deficit) earnings (191,835) (262,470) 208,069 246,587 Total VICI stockholders' equity 8,992,748 7,642,568 7,965,183 7,990,314 Non-controlling interests 81,663 81,463 83,806 83,755 Total stockholders' equity 9,074,411 7,724,031 8,048,989 8,074,069 Total liabilities and stockholders' equity $ 16,277,634 $ 14,907,213 $ 13,265,619 $ 12,581,466 As of June 30, 2020, our Investments in leases – direct financing and sales-type, Investments in leases – financing receivables and Investments in loans are net of $355.3 million, $37.6 million and $0.4 million of Allowance for credit losses, respectively. As of March 31, 2020, our Investments in leases – direct financing and sales-type, Investments in leases – financing receivables and Investments in loans are net of $400.4 million, $56.6 million and $1.9 million of Allowance for credit losses, respectively. The credit loss standard does not require retrospective application and as such there is no corresponding allowance as of December 31, 2019 or September 30, 2019. Refer to Note 6 – Allowance for Credit Losses within our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 for further details. VICI Q2 2020 Supplemental Financial & Operating Data 7
Consolidated Statements of Operations (amounts in thousands, except share and per share data) Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Revenues Income from direct financing and sales-type leases $ 223,895 $ 201,549 $ 448,147 $ 397,299 Income from operating leases 10,913 10,914 21,826 21,827 Income from lease financing receivables and loans 17,026 — 29,869 — Other income 733 — 1,426 — Golf operations 5,335 8,283 11,635 15,622 Revenues 257,902 220,746 512,903 434,748 Operating expenses General and administrative 7,498 6,518 14,513 12,743 Depreciation 1,213 1,018 2,080 1,948 Other expenses 736 — 1,439 — Golf operations 4,139 4,848 8,509 8,940 Change in allowance for credit losses (65,480) — 84,028 — Transaction and acquisition expenses 1,160 2,867 5,677 3,756 Total operating expenses (50,734) 15,251 116,246 27,387 Operating income 308,636 205,495 396,657 407,361 Interest expense (77,693) (54,819) (153,786) (108,405) Interest income 1,009 4,004 6,529 9,171 Loss from extinguishment of debt — — (39,059) — Income before income taxes 231,952 154,680 210,341 308,127 Income tax expense (309) (553) (763) (1,074) Net income 231,643 154,127 209,578 307,053 Less: Net income attributable to non-controlling interest (2,241) (2,078) (4,188) (4,155) Net income attributable to common stockholders $ 229,402 $ 152,049 $ 205,390 $ 302,898 Net income per common share Basic $ 0.47 $ 0.37 $ 0.43 $ 0.74 Diluted $ 0.47 $ 0.37 $ 0.43 $ 0.74 Weighted average number of shares of common stock outstanding Basic 489,012,165 412,309,577 477,094,795 409,040,025 Diluted 489,213,427 412,821,400 481,652,482 409,473,202 Impact to net income related to non-cash change in allowance for credit losses - CECL1 $ 65,480 $ — $ (84,028) $ — Per share impact related to non-cash change in allowance for credit losses - CECL Basic $ 0.13 $ — $ (0.18) $ — Diluted $ 0.13 $ — $ (0.17) $ — 1. Refer to Note 6 – Allowance for Credit Losses within our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 for further details. VICI Q2 2020 Supplemental Financial & Operating Data 8
Consolidated Statements of Operations – Quarterly (amounts in thousands, except share and per share data) Three Months Ended June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019 Revenues Income from direct financing and sales-type leases $ 223,895 $ 224,252 $ 218,905 $ 206,001 Income from operating leases 10,913 10,913 10,913 10,913 Income from lease financing receivables and loans 17,026 12,843 — — Other income 733 693 — — Golf operations 5,335 6,300 7,719 5,599 Revenues 257,902 255,001 237,537 222,513 Operating expenses General and administrative 7,498 7,015 5,109 6,717 Depreciation 1,213 867 883 1,000 Other expenses 736 703 — — Golf operations 4,139 4,370 4,538 5,423 Change in allowance for credit losses (65,480) 149,508 — — Transaction and acquisition expenses 1,160 4,517 249 993 Total operating expenses (50,734) 166,980 10,779 14,133 Operating income 308,636 88,021 226,758 208,380 Interest expense (77,693) (76,093) (71,448) (68,531) Interest income 1,009 5,520 4,153 6,690 Loss from extinguishment of debt — (39,059) (58,143) — Income (loss) before income taxes 231,952 (21,611) 101,320 146,539 Income tax expense (309) (454) (607) (24) Net income (loss) 231,643 (22,065) 100,713 146,515 Less: Net income attributable to non-controlling interest (2,241) (1,947) (2,082) (2,080) Net income (loss) attributable to common stockholders $ 229,402 $ (24,012) $ 98,631 $ 144,435 Net income (loss) per common share Basic $ 0.47 $ (0.05) $ 0.21 $ 0.31 Diluted $ 0.47 $ (0.05) $ 0.21 $ 0.31 Weighted average number of shares of common stock outstanding Basic 489,012,165 465,177,425 460,689,199 460,666,295 Diluted 1 489,213,427 465,177,425 472,642,363 465,771,668 Impact to net income (loss) related to non-cash change in allowance for credit losses - CECL 2 $ 65,480 $ (149,508) — — Per share impact related to non-cash change in allowance for credit losses - CECL Basic $ 0.13 $ (0.32) — — Diluted $ 0.13 $ (0.32) — — 1. For the calculation of diluted net (loss) income per common share for the quarter ending March 31, 2020, the diluted weighted average number of shares of common stock outstanding is equal to the basic weighted average number of shares of common stock outstanding. Refer to page 13 for further details. 2. Refer to Note 6 – Allowance for Credit Losses within our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 for further details. VICI Q2 2020 Supplemental Financial & Operating Data 9
Revenue Breakdown (amounts in thousands, except share and per share data) Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Contractual leasing revenues (cash rent) Caesars Palace Las Vegas $ 41,023 $ 40,176 $ 82,046 $ 80,352 Caesars Palace Las Vegas, classified as operating lease revenue 10,913 10,914 21,826 21,827 Non-CPLV & Joliet 1 127,134 125,255 254,267 250,510 Harrah's Las Vegas 22,289 22,068 44,578 44,137 Margaritaville Bossier City 5,886 5,800 11,743 11,538 Greektown 13,889 5,973 27,778 5,973 Hard Rock Cincinnati 10,687 — 21,375 — Century Portfolio 6,250 — 12,500 — JACK Cleveland/Thistledown, classified as lease financing revenue 16,470 — 28,867 — Total contractual leasing revenues (cash rent) $ 254,541 $ 210,186 $ 504,980 $ 414,337 Investments in loans 1,119 — 1,955 — Golf operations 5,335 8,283 11,635 15,622 Total cash revenue $ 260,995 $ 218,469 $ 518,570 $ 429,959 Non-cash lease adjustments 2 Caesars Palace Las Vegas $ (2,645) $ (1,725) $ (5,216) $ (3,428) Non-CPLV & Joliet 1 3,448 4,800 7,013 9,471 Harrah's Las Vegas (450) (206) (892) (408) Margaritaville Bossier City (1,122) (322) (2,169) (576) Greektown (2,508) (270) (4,918) (270) Hard Rock Cincinnati (233) — (448) — Century Portfolio 247 — 490 — JACK Cleveland/Thistledown (546) — (923) — Total non-cash lease adjustments $ (3,809) $ 2,277 $ (7,063) $ 4,789 Investments in loans non-cash adjustment (17) — (30) — Total non-cash adjustments $ (3,826) $ 2,277 $ (7,093) $ 4,789 Other income 733 — 1,426 — Total GAAP revenues $ 257,902 $ 220,746 $ 512,903 $ 434,748 1. Includes 100% of revenues. A JV partner owns a 20% non-controlling interest in Harrah’s Joliet. 2. Amounts represent the non-cash adjustment to income from direct financing leases, sales-type leases and lease financing receivables in order to recognize income on an effective interest basis at a constant rate of return over the term of the leases. VICI Q2 2020 Supplemental Financial & Operating Data 10
Revenue Breakdown – Quarterly (amounts in thousands, except share and per share data) Three Months Ended June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019 Contractual leasing revenues (cash rent) Caesars Palace Las Vegas $ 41,023 $ 41,023 $ 40,741 $ 40,176 Caesars Palace Las Vegas, classified as operating lease revenue 10,913 10,913 10,913 10,913 Non-CPLV & Joliet 1 127,134 127,133 126,507 125,255 Harrah's Las Vegas 22,289 22,289 22,068 22,069 Margaritaville Bossier City 5,886 5,857 5,800 5,800 Greektown 13,889 13,889 13,889 13,889 Hard Rock Cincinnati 10,687 10,688 10,687 1,306 Century Portfolio 6,250 6,250 1,747 — JACK Cleveland/Thistledown, classified as lease financing revenue 16,470 12,397 — — Total contractual leasing revenues (cash rent) $ 254,541 $ 250,439 $ 232,352 $ 219,408 Investment in loans 1,119 836 — — Golf operations 5,335 6,300 7,719 5,599 Total cash revenue $ 260,995 $ 257,575 $ 240,071 $ 225,007 Non-cash lease adjustments 2 Caesars Palace Las Vegas $ (2,645) $ (2,571) $ (2,337) $ (1,747) Non-CPLV & Joliet 1 3,448 3,565 3,805 4,935 Harrah's Las Vegas (450) (442) (214) (210) Margaritaville Bossier City (1,122) (1,047) (1,098) (2,536) Greektown (2,508) (2,410) (2,452) (2,936) Hard Rock Cincinnati (233) (215) (238) — Century Portfolio 247 243 — — JACK Cleveland/Thistledown (546) (377) — — Total non-cash lease adjustments $ (3,809) $ (3,254) $ (2,534) $ (2,494) Investment in loans non-cash adjustment (17) (13) — — Total non-cash adjustments $ (3,826) $ (3,267) $ (2,534) $ (2,494) Other income 733 693 — — Total GAAP revenues $ 257,902 $ 255,001 $ 237,537 $ 222,513 1. Includes 100% of revenues. A JV partner owns a 20% non-controlling interest in Harrah’s Joliet. 2. Amounts represent the non-cash adjustment to income from direct financing leases, sales-type leases and lease financing receivables in order to recognize income on an effective interest basis at a constant rate of return over the term of the leases. VICI Q2 2020 Supplemental Financial & Operating Data 11
Non‐GAAP Financial Measures (amounts in thousands, except share and per share data) Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 Net income attributable to common stockholders $ 229,402 $ 152,049 $ 205,390 $ 302,898 Real estate depreciation — — — — Funds From Operations (FFO)1 229,402 152,049 205,390 302,898 Non-cash leasing and financing adjustments attributable to common stockholders 3,869 (2,210) 7,179 (4,656) Non-cash change in allowance for credit losses attributable to common stockholders (65,323) — 84,049 — Transaction and acquisition expenses 1,160 2,867 5,677 3,756 Non-cash stock-based compensation 2,012 1,366 3,362 2,417 Amortization of debt issuance costs and original issue discount 4,837 1,899 11,136 3,364 Other depreciation 1,183 1,016 2,026 1,943 Capital expenditures (883) (212) (1,645) (1,403) Loss on extinguishment of debt — — 39,059 — Adjusted Funds From Operations (AFFO)1 176,257 156,775 356,233 308,319 Interest expense, net 71,847 48,916 136,121 95,870 Income tax expense 309 553 763 1,074 Adjusted EBITDA1 $ 248,413 $ 206,244 $ 493,117 $ 405,263 Net income per common share Basic and diluted $ 0.47 $ 0.37 $ 0.43 $ 0.74 FFO per common share Basic and diluted $ 0.47 $ 0.37 $ 0.43 $ 0.74 AFFO per common share Basic $ 0.36 $ 0.38 $ 0.75 $ 0.75 Diluted $ 0.36 $ 0.38 $ 0.74 $ 0.75 Weighted average number of shares of common stock outstanding Basic 489,012,165 412,309,577 477,094,795 409,040,025 Diluted 489,213,427 412,821,400 481,652,482 409,473,202 1. See definitions of Non-GAAP Financial Measures on page 23 of this presentation. VICI Q2 2020 Supplemental Financial & Operating Data 12
Non‐GAAP Financial Measures – Quarterly (amounts in thousands, except share and per share data) Three Months Ended June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019 Net income (loss) attributable to common stockholders $ 229,402 $ (24,012) $ 98,631 $ 144,435 Real estate depreciation — — — — Funds From Operations (FFO)1 229,402 (24,012) 98,631 144,435 Non-cash leasing and financing adjustments attributable to common stockholders 3,869 3,310 2,585 2,563 Non-cash change in allowance for credit losses attributable to common stockholders (65,323) 149,372 — — Transaction and acquisition expenses 1,160 4,517 249 993 Non-cash stock-based compensation 2,012 1,350 1,402 1,404 Amortization of debt issuance costs and original issue discount 4,837 6,299 14,854 14,816 Other depreciation 1,183 843 875 997 Capital expenditures (883) (762) (106) (588) Loss on extinguishment of debt — 39,059 58,143 — Adjusted Funds From Operations (AFFO)1 176,257 179,976 176,633 164,620 Interest expense, net 71,847 64,274 52,441 47,025 Income tax expense 309 454 607 24 Adjusted EBITDA1 $ 248,413 $ 244,704 $ 229,681 $ 211,669 Net income (loss) per common share Basic and diluted $ 0.47 $ (0.05) $ 0.21 $ 0.31 FFO per common share Basic and diluted $ 0.47 $ (0.05) $ 0.21 $ 0.31 Weighted average number of shares of common stock outstanding - Net Income (Loss) and FFO Basic 489,012,165 465,177,425 460,689,199 460,666,295 Diluted 489,213,427 465,177,425 472,642,363 465,771,668 AFFO per common share Basic $ 0.36 $ 0.39 $ 0.38 $ 0.36 Diluted $ 0.36 $ 0.38 $ 0.37 $ 0.35 Weighted average number of shares of common stock outstanding - AFFO Basic 489,012,165 465,177,425 460,689,199 460,666,295 Diluted 2 489,213,427 475,552,624 472,642,363 465,771,668 1. See definitions of Non-GAAP Financial Measures on page 23 of this presentation. 2. For the three months ended March 31, 2020, the diluted weighted average number of shares of common stock outstanding in relation to AFFO is adjusted to include the dilutive effect, using the treasury stock method, of the assumed conversion of our restricted stock in the amount of 83,367 shares and the assumed settlement of our June 2019 Forward Sale Agreements in the amount of 10,291,832 shares. For the three months ended March 31, 2020, such amounts have been excluded from the diluted weighted average number of shares of common stock in relation to net loss and FFO as these were in loss positions and the effect of inclusion would have been anti-dilutive. VICI Q2 2020 Supplemental Financial & Operating Data 13
Capitalization ($ amounts in thousands, except share and per share data) Maturity Interest Interest Credit Rating Balance as of % of Prepayment Years to Debt Date Rate Frequency Moody’s/S&P/Fitch June 30, 2020 Total Option Maturity VICI PropCo Senior Secured Credit Facilities Revolving Credit Facility 5/15/2024 L+2.00% Monthly1 - 0% ‐ 3.9 years Term Loan B Facility 12/22/2024 L+1.75%2 Monthly3 Ba2 / BBB- / BBB- 2,100,000 31% Par 4.5 years Senior Unsecured Notes Due 2025 2/15/2025 3.50% Semi-Annually Ba3 / BB / BB 750,000 11% NC 2 4.6 years Senior Unsecured Notes Due 2026 12/1/2026 4.25% Semi‐Annually Ba3 / BB / BB 1,250,000 18% NC 3 6.4 years Senior Unsecured Notes Due 2027 2/15/2027 3.75% Semi-Annually Ba3 / BB / BB 750,000 11% NC 3 6.6 years Senior Unsecured Notes Due 2029 12/1/2029 4.63% Semi‐Annually Ba3 / BB / BB 1,000,000 15% NC 5 9.4 years Senior Unsecured Notes Due 2030 8/15/2030 4.13% Semi-Annually Ba3 / BB / BB 1,000,000 15% NC 5 10.1 years Total Debt 4.18%4 $6,850,000 100% 6.6 years Fixed Rate $6,750,000 99% Variable Rate $100,000 1% Equity Shares Outstanding as of 6/30/2020 533,667,755 Share Price as of 6/30/2020 $20.19 Equity Market Capitalization $10,774,752 Enterprise Value Total Debt plus Equity Market Capitalization $17,624,752 Less: Cash, Cash Equivalents & Restricted Cash5 3,680,536 Total Enterprise Value $13,944,216 Total Liquidity Revolving Credit Facility Capacity (Undrawn as of 6/30/2020) $1,000,000 Cash, Cash Equivalents & Restricted Cash5 3,680,536 Total Liquidity $4,680,536 1. Commitment fees (0.375%-0.500% depending on leverage) on the undrawn portion of the Revolving Credit Facility are paid quarterly. 2. On April 24, 2018, VICI swapped $1.5 billion of variable rate debt at a fixed rate of 2.8297%. The interest rate swap agreements each have an effective date of May 22, 2018 and a termination date of April 22, 2023. On January 3, 2019, VICI swapped $500 million of variable rate debt at a blended rate of 2.38%. The interest rate swap agreements each have an effective date of January 22, 2019 and a termination date of January 22, 2021. 3. The Term Loan B Facility requires scheduled quarterly payments in amounts equal to 0.25% of the original principal amount adjusted for prepayments permitted pursuant to the Credit Agreement dated December 22, 2017 (the “Credit Agreement”). 4. Based on one month LIBOR of 0.16% as of June 30, 2020. Includes impact of interest rate swaps. 5. As of June 30, 2020, restricted cash was solely related to funds held in escrow from the February 2020 Senior Unsecured Notes offering which were subsequently released from escrow and used to consummate the Eldorado Transaction on July 20, 2020. VICI Q2 2020 Supplemental Financial & Operating Data 14
Property Overview Caesars Palace Las Vegas Harrah’s Lake Tahoe Detroit Lake Tahoe / Reno Joliet / Hammond Cleveland Council Bluffs Philadelphia Cincinnati Atlantic City Las Vegas North Kansas City Louisville Metropolis Caesars Caesars Laughlin Tunica Resorts / Robinsonville Bossier City Hard Rock Cincinnati Biloxi Century Casino Cape Girardeau CURRENT PORTFOLIO New Orleans PENDING DISPOSITIONS1 Harrah’s Reno Bally’s Atlantic City 3 OWNED GOLF COURSES DESIGNATED PUT-CALL PROPERTIES2 DESIGNATED ROFR PROPERTIES Cascata, Boulder City, NV Indiana Grand Racing & Casino Bally’s Las Vegas Hard Rock Rio Secco, Henderson, NV Harrah’s Hoosier Park Flamingo Las Vegas Century Casinos Grand Bear, Saucier, MS Caesars Forum Convention Center Paris Las Vegas Chariot Run, Laconia, IN Planet Hollywood The LINQ JACK Cleveland Horseshoe Baltimore Greektown Casino-Hotel VICI Continues to Diversify its Rent Base % LV Rent % LV Rent VICI Post JACK Entertainment VICI At 26% 31% Penn National Gaming Eldorado Formation 74% Transaction 69% % Regional % Regional Rent Rent 1. On December 31, 2019, VICI and Caesars jointly entered into a definitive agreement to sell Harrah’s Reno, as subsequently amended on May 29, 2020, for $41.5 million to a third party; the proceeds shall be split 75% to VICI and 25% to Caesars. On April 24, 2020, VICI and Caesars entered into definitive agreements to sell Bally’s Atlantic City for $25 million to a third party; the proceeds shall be split ~$19.0 million to VICI and ~$6.0 million to Caesars. The annual rent payments under the Regional Master Lease will remain unchanged following completion of the dispositions. The dispositions are subject to customary closing conditions and regulatory approvals. 2. The put/call agreement on Harrah’s Hoosier Park and Indiana Grand Racing & Casino (13.0x call/12.5x put) can be exercised between January 1, 2022 and December 31, 2024. The Caesars Forum call right can be exercised between January 1, 2027 and December 31, 2027 and the put right can be exercised between January 1, 2024 and December 31, 2024 at 13.0x. Upon closing the Caesars Forum Mortgage Loan and Las Vegas Land Acquisition, the Caesars Forum put/call agreement will be further amended such that the call right can be exercised between the maturity date of the Caesars Forum Mortgage Loan in 2025 and December 31, 2026 at 13.0x. 3. With respect to the ROFR assets in Las Vegas, the first will be selected from: Flamingo Las Vegas, Bally’s Las Vegas, Paris Las Vegas and Planet Hollywood Resort & Casino, with the second to be selected from one of the previous four plus the LINQ Hotel & Casino. Caesars does not have a contractual obligation to sell the properties subject to the ROFRs and will make independent financial decisions regarding whether to trigger the ROFRs. The exercise of the ROFR over Horseshoe Baltimore is subject to any consent required from applicable joint venture partners of Caesars. VICI Q2 2020 Supplemental Financial & Operating Data 15
Properties Breakdown Major MSAs Total Sq. Ft. Casino Sq. Ft. Meeting Sq. Ft. Served Property Name Location (000s) (000s) (000s) Slot Machines Table Games Hotel Rooms Horseshoe Hammond Hammond, IN 1,716 117 -- 2,140 150 -- Chicago Harrah's Joliet Joliet, IL 1,011 39 6 1,090 40 200 Cincinnati Hard Rock Cincinnati Cincinnati, OH 450 100 33 1,800 100 -- JACK Cleveland Cleveland, OH 294 96 -- 1,330 120 -- Cleveland JACK Thistledown Racino North Randall, OH 610 57 -- 1,480 -- -- Horseshoe Bossier City Bossier City, LA 1,419 28 22 1,150 70 600 Dallas Harrah's Louisiana Downs Bossier City, LA 1,118 12 29 820 -- -- Margaritaville Bossier City Bossier City, LA 375 30 -- 1,221 50 395 Detroit Greektown Casino Detroit, MI 2,199 100 14 2,601 62 400 Kansas City Harrah's North Kansas City North Kansas City, MO 1,435 60 13 1,240 60 390 Caesars Palace Las Vegas Las Vegas, NV 8,579 124 300 1,490 170 3,970 Las Vegas Harrah's Las Vegas Las Vegas, NV 4,100 89 24 1,250 90 2,540 Laughlin Harrah’s Laughlin Laughlin, NV 1,413 56 7 880 40 1,510 Louisville Caesars Southern Indiana Elizabeth, IN 2,510 74 24 1,200 90 500 Horseshoe Tunica Robinsonville, MS 1,008 63 20 1,030 100 510 Memphis Tunica Roadhouse1 Robinsonville, MS 225 -- 19 -- -- 140 Nashville Harrah's Metropolis Metropolis, IL 474 24 -- 840 30 260 Harrah's Gulf Coast Biloxi, MS 1,031 31 -- 770 30 500 New Orleans Harrah’s New Orleans New Orleans, LA 1,180 101 47 1,490 160 450 Harrah's Council Bluffs Council Bluffs, IA 790 21 6 520 20 250 Omaha Horseshoe Council Bluffs Council Bluffs, IA 632 60 -- 1,370 70 150 Pittsburgh Mountaineer Casino New Cumberland, WV 894 72 70 1,140 42 357 1. In January 2019, Caesars combined the gaming operations of Tunica Roadhouse and Horseshoe Tunica. In January 2020, Caesars permanently closed Tunica Roadhouse although Caesars continues to fulfill its required obligations under the applicable lease. VICI Q2 2020 Supplemental Financial & Operating Data 16
Properties Breakdown (Continued) Major MSAs Total Sq. Ft. Casino Sq. Ft. Meeting Sq. Ft. Served Property Name Location (000s) (000s) (000s) Slot Machines Table Games Hotel Rooms Caesars Atlantic City Atlantic City, NJ 3,632 116 29 1,890 130 1,140 Bally's Atlantic City1 Atlantic City, NJ 2,547 127 64 1,770 160 1,210 Philadelphia Harrah’s Atlantic City Atlantic City, NJ 4,470 156 125 2,050 170 2,590 Harrah’s Philadelphia Chester, PA 2,000 111 12 2,270 110 -- Harvey's Lake Tahoe Lake Tahoe, NV 1,670 51 19 610 50 740 San Francisco / Harrah's Reno2 Reno, NV 1,371 43 22 590 20 930 Sacramento Harrah's Lake Tahoe Stateline, NV 1,057 54 18 770 60 510 Century Casino Cape Girardeau Cape Girardeau, MO 167 42 8 844 24 -- St. Louis Century Casino Caruthersville Caruthersville, MO 90 21 12 511 9 -- Total VICI Properties 17 MSAs 31 Properties 12 States 50,501 2,076 943 38,157 2,227 20,242 Cascata Golf Course Boulder City, NV 37 -- -- -- -- -- Rio Secco Golf Course Henderson, NV 30 -- -- -- -- -- Golf Courses Grand Bear Golf Course Saucier, MS 5 -- -- -- -- -- Chariot Run Golf Course Laconia, IN 5 -- -- -- -- -- 1. On April 24, 2020, VICI and Caesars entered into definitive agreements to sell Bally’s Atlantic City for $25 million to a third party. The proceeds of the transaction shall be split approximately $19.0 million to VICI and approximately $6.0 million to Caesars, while the annual rent payments under the Regional Master Lease will remain unchanged following completion of the disposition. 2. On December 31, 2019, VICI and Caesars jointly entered into a definitive agreement to sell Harrah’s Reno, as subsequently amended on May 29, 2020, for $41.5 million to a third party. The proceeds of the transaction shall be split 75% to VICI and 25% to Caesars, while the annual rent payments under the Regional Master Lease will remain unchanged following completion of the disposition. VICI Q2 2020 Supplemental Financial & Operating Data 17
Summary of Current Lease Terms Regional Master Lease1 Las Vegas Master Lease1 Margaritaville Bossier City Greektown Tenant Caesars Entertainment Caesars Entertainment Penn National Gaming Penn National Gaming Current Annual $662.5 Million2 $395.4 Million $23.5 Million $55.6 Million Cash Rent Current Nov. 1, 2019 – Oct. 31, 2020 Nov. 1, 2019 – Oct. 31, 2020 Feb. 1, 2020 – Jan. 31, 2021 June 1, 2020 – May 31, 2021 Lease Year 1.5% in years 2-5 Annual 2% for Building Base Rent 2% for Building Base Rent >2% / change in CPI thereafter, subject to >2% / change in CPI, subject to 2% floor Escalator ($17.2 Million) ($42.8 Million) 2% floor Net Revenue to Rent Ratio to be mutually Coverage Net Revenue to Rent Ratio: None None agreed upon prior to the commencement of 6.1x beginning in year 2 Floor lease year 4 Rent Year 8: 70% Base / 30% Variable Percentage (Variable) Rent adjusts every 2 Percentage (Variable) Rent adjusts every 2 Year 8, 11 & 16: 80% Base / 20% Variable Adjustment3 Year 11 & 16: 80% Base / 20% Variable years beginning in year 3 years beginning in year 3 4% of revenue increase/decrease 4% of revenue increase/decrease Year 8: Avg. of years 5-7 less avg. of Year 8: Avg. of years 5-7 less avg. of Variable Rent years 0-2 years 0-2 4% of the average net revenues for trailing 4% of the average net revenues for trailing Adjustment Year 11: Avg. of years 8-10 less avg. of Year 11: Avg. of years 8-10 less avg. of 2-year period less threshold amount 2-year period less threshold amount Mechanic3 years 5-7 years 5-7 Year 16: Avg. of years 13-15 less avg. of Year 16: Avg. of years 13-15 less avg. of years 8-10 years 8-10 Term 18-year initial term with four 5-year renewal options4 15-year initial term with four 5-year renewal options Guarantor Caesars Entertainment, Inc. Caesars Entertainment, Inc. Penn National Gaming Penn National Gaming $428mm (together with CPLV) required over CPLV: $84mm (included in the $428mm rolling 3-year period at $121mm minimum required under Regional Master Lease) over Minimum 1% of Net Revenue based on a Minimum 1% of Net Revenue based on a Capex per year ($334mm allocated to regional rolling 3-year period four-year average four-year average assets, $84mm allocated to CPLV, and HLV: $171mm between 2017 and 2021; $10mm allocated by the tenant) Capex at 1% of net revenue thereafter 1. Regional Master Lease consists of 21 Caesars properties leased from VICI and Las Vegas Master Lease consists of Caesars Palace Las Vegas and Harrah’s Las Vegas. 2. Cash rent amounts are presented prior to accounting for the portion of rent payable to the 20% JV partner at Harrah’s Joliet. After adjusting for the portion of rent payable to the 20% JV partner, Current Annual Cash Rent is $654.4 million. 3. Rent adjustments in the Regional Master Lease and Las Vegas Master Lease occur in lease years based on a lease commencement date of October 6, 2017. 4. Upon the consummation of the Eldorado Transaction, the Caesars Lease Agreements were extended such that each lease will have a full 15-year initial lease term remaining. VICI Q2 2020 Supplemental Financial & Operating Data 18
Summary of Current Lease Terms (Continued) Hard Rock Cincinnati Century Master Lease JACK Cleveland /Thistledown Master Lease1 Tenant Hard Rock Entertainment Century Casinos JACK Entertainment Current Annual $42.8 Million $25.0 Million $65.9 Million1 Cash Rent Current Sept. 20, 2019 – Sept. 30, 2020 Dec. 6, 2019 – Dec. 31, 2020 Jan. 24, 2020 – Jan. 31, 2021 Lease Year 1.0% in years 3-4 Annual 1.5% in years 2-4 1.0% in years 2-3 1.5% in years 5-7 > 2.0% / CPI thereafter > 1.25% / CPI thereafter Escalator > 1.5% / CPI thereafter (capped at 2.5%) Coverage Net Revenue to Rent Ratio: Net Revenue to Rent Ratio: None2 Floor 7.5x beginning in year 6 4.9x beginning in year 6 Rent Year 8: 80% Base (subject to escalator) Year 8 & 11: 80% Base (subject to escalator) Year 8 & 11: 80% Base (subject to escalator) Adjustment / 20% Variable / 20% Variable / 20% Variable 4% of net revenue increase/decrease Variable Rent 4% of net revenue increase/decrease 4% of revenue increase/decrease Year 8: Avg. of years 5-7 less avg. of years 1-3 Adjustment Year 8: Avg. of years 5-7 less avg. of years 1-3 Year 8: Avg. of years 5-7 less avg. of years 1-3 Year 11: Avg. of years 8-10 less avg. of years 5-7 Year 11: Avg. of years 8-10 less avg. of years 5-7 Mechanic Year 16: Avg. of years 13-15 less avg. of years 8-10 Term Initial term of 15-years with four 5-year renewals Initial term of 20 years with three 5-year renewals Guarantor Seminole Hard Rock Entertainment, Inc. Century Casinos, Inc. Rock Ohio Ventures LLC Minimum 1% of Net Revenue on a rolling three-year basis Initial minimum of $30 million in first 3 years; 1% of Net Capex Minimum 1% of Net Revenues for each individual facility; 1% of Net Gaming Revenue per Revenues beginning in lease year 4, based on a rolling fiscal year for the facilities collectively3 three-year basis4 1. As amended on July 16, 2020. Commencing April 1, 2022, rent will increase by $1.8 million in connection with the funding of a new gaming patio amenity at JACK Thistledown Racino. 2. Starting in lease year 5, if the change in CPI is less than 0.5%, there will be no escalation in rent for such lease year. 3. Capex requirements commence January 1, 2021. 4. Minimum of $30 million includes amounts spent on the gaming patio amenity at JACK Thistledown Racino, gaming equipment and the May Company Garage from the period commencing April 1, 2019 until December 31, 2022. VICI Q2 2020 Supplemental Financial & Operating Data 19
Recently Announced Transaction Activity ($ in millions) Pending Transactions Announcement Rent / Price / Proceeds / Property / Loan Status Yield Tenant / Borrower Date Income Loan Size Las Vegas Land Acquisition (~23 Acres)1 Expected Close 6/15/2020 - - $4.5 / Acre - (Las Vegas, NV) H2 2020 Caesars Forum Mortgage Loan1 Expected Funding 6/15/2020 $30.8 7.7% $400.0 Caesars Entertainment (Las Vegas, NV) H2 2020 Pending Dispositions No Change to Bally’s Atlantic City2 Rent under 4/24/2020 Pending N/A ~$19.0 N/A (Atlantic City, NJ) Regional Master Lease No Change to Harrah’s Reno3 Rent under 1/15/2020 Pending N/A $31.1 N/A (Reno, NV) Regional Master Lease 1. On June 15, 2020, VICI and Caesars announced pursuant to a non-binding letter of intent that they will enter into definitive agreements pursuant to which, among other things, VICI will provide subsidiaries of Caesars with a $400 million mortgage loan secured by the Caesars Forum Convention Center and will acquire ~23 acres of undeveloped land parcels adjacent to the center of the Las Vegas Strip for a purchase price of $4.5 million per acre for estimated total proceeds of ~$103.5 million. These transactions are cross-conditioned on each other and remain subject to, among other things, the completion of due diligence and negotiation of definitive documentation. 2. On April 24, 2020, VICI and Caesars entered into definitive agreements to sell Bally’s Atlantic City for $25 million to a third party. The proceeds of the transaction shall be split approximately $19.0 million to VICI and approximately $6.0 million to Caesars, while the annual rent payments under the Regional Master Lease will remain unchanged following completion of the disposition. The disposition is subject to customary closing conditions and regulatory approvals. 3. On December 31, 2019, VICI and Caesars jointly entered into a definitive agreement to sell Harrah’s Reno, as subsequently amended on May 29, 2020, for $41.5 million to a third party. The proceeds of the transaction shall be split 75% to VICI and 25% to Caesars, while the annual rent payments under the Regional Master Lease will remain unchanged following completion of the disposition. The disposition is subject to customary closing conditions and regulatory approvals. VICI Q2 2020 Supplemental Financial & Operating Data 20
Completed Acquisition & Capital Markets Activity ($ in millions) Completed Transactions Announcement Property Closing Date Rent Multiple / Cap Rate Purchase Price Tenant Date Harrah’s New Orleans Harrah’s Atlantic City 6/24/2019 7/20/2020 $154.0 11.8x / 8.4% $1,823.0 Caesars Entertainment Harrah’s Laughlin CPLV and HLV Lease Modifications 6/24/2019 7/20/2020 $98.5 14.3x / 7.0% $1,404.0 Caesars Entertainment JACK Cleveland Casino 10/28/2019 1/24/2020 $65.9 12.8x / 7.8% $843.3 JACK Entertainment JACK Thistledown Racino Century Casino Cape Girardeau Century Casino Caruthersville 6/17/2019 12/6/2019 $25.0 11.1x / 9.0% $278.0 Century Casinos Mountaineer Casino, Racetrack & Resort Hard Rock Cincinnati 4/5/2019 9/20/2019 $42.8 13.1x / 7.7% $558.3 Hard Rock Int’l Greektown Casino-Hotel 11/14/2018 5/23/2019 $55.6 12.6x / 7.9% $700.0 Penn National Margaritaville Resort Casino 6/19/2018 1/2/2019 $23.2 11.3x / 8.9% $261.1 Penn National Financing Activities Debt Capital Markets Equity Capital Markets Unsecured Notes Offering of $2,500 million $662 million Follow-On Equity Offering at $22.15 per share • On February 5, 2020, issued $750 million 5-Year Notes at 3.500%, $750 million 7-Year • On June 19, 2020, offered 29.9 million shares to be issued upon settlement of the forward Notes at 3.750% and $1,000 million 10.5-Year Notes at 4.125% and redeemed in full the sale agreement $498 million Second Lien Secured Notes on February 20, 2020 Up to $750 million At-the-Market (“ATM”) Equity Program Repriced Term Loan B Facility to L + 1.75% • During February 2020, issued 7.5 million shares raising net proceeds of $200 million • On January 24, 2020, repriced the Term Loan B Facility from L + 2.00% to L + 1.75% • During Q1 2019, issued 6.1 million shares raising net proceeds of $128 million Inaugural Unsecured Notes Offering of $2,250 million $2,473 million Follow-On Equity Offering at $21.50 per share • On November 26, 2019, issued $1,000 million 7-Year Notes at 4.250% and $1,250 million • On June 28, 2019, issued 50 million shares with the remaining 65 million shares to be 10-Year Notes at 4.625% and prepaid the $1,550 million CPLV CMBS debt issued upon settlement of the forward component of the offering Upsized Revolving Credit Facility to $1,000 million • On June 2, 2020, settled remaining 65 million share forward sale agreements • On May 15, 2019, amended facility to increase borrowing capacity by $600 million and to extend the maturity date to May 2024 Term Loan B - $500 million Swap • On January 3, 2019, entered into $500 million swap at a blended rate of 2.38% VICI Q2 2020 Supplemental Financial & Operating Data 21
Embedded Growth Pipeline Two Las Vegas Strip ROFRs Baltimore Put / Call Agreements First Asset ROFR1 Second Asset Location / LV Strip LV Strip LV Strip LV Strip LV Strip Anderson,IN Shelbyville,IN LV Strip Baltimore, MD Jurisdiction Casino Space 68,400 72,300 95,300 64,500 32,900 55,300 105,100 -- 122,000 Sq. Ft. # of Tables 70 110 100 110 60 28 61 -- 210 # of Slots 940 1,120 980 1,070 780 1,710 2,070 -- 2,200 # of Rooms 2,810 3,450 2,920 2,520 2,250 -- -- -- -- • Furthers • Bolsters Las Vegas • Highly attractive Indianapolis geographic • Opportunity to expand presence on Las Vegas Strip and potential to asset base with newly Highlights market with the potential for diversification diversify tenant base built, world class growth from table games with urban core convention center real estate • 13.0x put from Jan. 1, • Two ROFRs on Las Vegas Strip assets to be sold by Caesars (whether as a 2024 to Dec. 31, 2024 “WholeCo” or “OpCo/PropCo” sale) • 13.0x call / 12.5x put, • 13.0x call from the commencing on Jan. 1, 2022 • Terms subject to Terms – First asset can only be Bally's, Flamingo, Paris or Planet Hollywood maturity date of the and expiring on Dec. 31, 2024 Caesars Forum negotiation – Second asset can be from the same group plus The LINQ Mortgage Loan in • Terms subject to negotiation 2025 to Dec. 31, 20262 1. Subject to any consent required from Caesars’ joint venture partners with respect to Horseshoe Baltimore. 2. The amended Caesars Forum put/call agreement, as described herein, is conditioned upon the closing of the Caesars Forum Mortgage Loan and the Las Vegas Land Acquisition. The Caesars Forum Mortgage Loan is cross-conditioned with the Las Vegas Land Acquisition and subject to, among other things, the completion of due diligence and negotiation of definitive documentation. We can provide no assurances that the Caesars Forum Mortgage Loan or the Las Vegas Land Acquisition will close in the anticipated timeframe, on the contemplated terms or at all. VICI Q2 2020 Supplemental Financial & Operating Data 22
Definitions of Non-GAAP Financial Measures FFO is a non-GAAP financial measure that is considered a supplemental measure for the real estate industry and a supplement to GAAP measures. Consistent with the definition used by The National Association of Real Estate Investment Trusts (“NAREIT”), we define FFO as net income (or loss) (computed in accordance with GAAP) excluding (i) gains (or losses) from sales of certain real estate assets, (ii) depreciation and amortization related to real estate, (iii) gains and losses from change in control and (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. AFFO is a non-GAAP financial measure that we use as a supplemental operating measure to evaluate our performance. We calculate AFFO by adding or subtracting from FFO non-cash leasing and financing adjustments attributable to common stockholders, non-cash change in allowance for credit losses attributable to common stockholders, transaction costs incurred in connection with the acquisition of real estate investments, non-cash stock-based compensation expense, amortization of debt issuance costs and original issue discount, other non-cash interest expense, non-real estate depreciation (which is comprised of the depreciation related to our golf course operations), capital expenditures (which are comprised of additions to property, plant and equipment related to our golf course operations), impairment charges related to non-depreciable real estate and gains (or losses) on debt extinguishment. The non-cash change in allowance for credit losses attributable to common stockholders consists of estimated credit loss for our investments in leases - direct financing and sales-type, investments in leases - financing receivables and investments in loans as a result of our adoption of ASU No. 2016-13 - Financial Instruments-Credit Losses (Topic 326). No similar adjustments are reflected in prior periods because the accounting standard was adopted effective January 1, 2020 and does not require retrospective application. Please see Note 6 - Allowance for Credit Losses in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 for further information. We calculate Adjusted EBITDA by adding or subtracting from AFFO contractual interest expense and interest income (collectively, interest expense, net) and income tax expense. These non-GAAP financial measures: (i) do not represent cash flow 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 flow as a measure of liquidity. In addition, these measures should not be viewed as measures of liquidity, nor do they measure our ability to fund all of our cash needs, including our ability to make cash distributions to our stockholders, to fund capital improvements, or to make interest payments on our indebtedness. Investors are also cautioned that FFO, FFO per share, AFFO, AFFO per share 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. VICI Q2 2020 Supplemental Financial & Operating Data 23
VICI Q2 2020 Supplemental Financial & Operating Data VICI Q4 2018 Supplemental Financial & Operating Data