VICI PROPERTIES INC.
For the period ended Sep 30, 2025. Filed Oct 30, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Oct 30, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-07-30.
0001705696-25-000107
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-10-30.
0001705696-25-000132
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 123 previous paragraphs and 128 current paragraphs.
75 unchanged; 42 reworded; 11 added; 6 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 12 previous and 12 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (11)
Current report
Leasing Activity
Current report
•Northfield Park Severance Lease. Subsequent to quarter-end, on October 16, 2025, we announced that, in connection with MGM’s agreement to sell the operations of Northfield Park, located in Northfield, Ohio, to an affiliate of funds managed by Clairvest, we agreed to enter into (i) the Northfield Park Lease, a new triple-net lease agreement with an affiliate of Clairvest with respect to the real property of Northfield Park, and (ii) an amendment to the MGM Master Lease in order to account for MGM’s divestiture of the operations of Northfield Park and to reduce the annual base rent under the MGM Master Lease by the initial base rent under the Northfield Park Lease. The Northfield Park Lease will have an initial annual base rent of $53.0 million ($54.0 million if the transaction closes on or after May 1, 2026 to reflect the 2.0% annual escalation provided under the MGM Master Lease). Upon closing, the Northfield Park Lease will begin a new 25-year lease term with three 10-year tenant renewal options, with other economic terms substantially similar to the MGM Master Lease, including escalation of 2.0% per annum (with escalation equal to the greater of 2.0% and the change in CPI (capped at 3.0%) beginning at the same time as the MGM Master Lease in 2032) and a minimum capital expenditure requirement equal to 1.0% of annual net revenue. The Northfield Park Lease will be guaranteed by an affiliate of funds managed by Clairvest that will own the operations of Northfield Park. The transaction is subject to customary closing conditions and regulatory approvals and is expected to be completed in the first half of 2026.
Current report
Change in allowance for credit losses decreased $7.5 million during the nine months ended September 30, 2025, compared to the nine months ended September 30, 2024, primarily driven by a decrease in the volatility of the equity market performance of our tenants partially offset by negative changes in the macroeconomic forecast during the period.
Current report
•Dividend payments of $1,372.7 million;
Current report
•Net proceeds of $375.4 million from the physical settlement of 12,101,372 forward shares under our ATM Program;
Current report
•Distributions of $24.0 million to non-controlling interests;
Current report
•Dividend payments of $1,300.3 million;
Current report
•Net proceeds of $115.1 million from the physical settlement of 4,000,000 forward shares under our ATM Program;
Current report
•Repayment of $85.9 million on our Revolving Credit Facility;
Current report
•Draw of $82.2 million on our Revolving Credit Facility;
Current report
•Distributions of $23.2 million to non-controlling interests;
Removed paragraphs (6)
Previous report
(1) Subsequent to quarter-end, on July 2, 2025, $175.0 million of the outstanding balance under our Revolving Credit Facility was repaid.
Previous report
•Proceeds from sale of land in the amount of$2.0 million.
Previous report
•Dividend payments of $915.9 million;
Previous report
•Distributions of $16.0 million to non-controlling interests; and
Previous report
•Dividend payments of $867.6 million;
Previous report
•Distributions of $15.5 million to non-controlling interests;
Reworded paragraphs (42)
Previous wording
The following discussion and analysis of the financial position and operating results of VICI Properties Inc. and VICI Properties L.P. for the three and six months ended June 30, 2025 should be read in conjunction with the Financial Statements and related notes thereto and other financial information contained elsewhere in this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes for the year ended December 31, 2024, which were included in our Annual Report on Form 10-K for the year ended December 31, 2024. All defined terms included herein have the same meaning as those set forth in the Notes to the Consolidated Financial Statements contained within this Quarterly Report on Form 10-Q.
Current wording
The following discussion and analysis of the financial position and operating results of VICI Properties Inc. and VICI Properties L.P. for the three and nine months ended September 30, 2025 should be read in conjunction with the Financial Statements and related notes thereto and other financial information contained elsewhere in this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes for the year ended December 31, 2024, which were included in our Annual Report on Form 10-K for the year ended December 31, 2024. All defined terms included herein have the same meaning as those set forth in the Notes to the Consolidated Financial Statements contained within this Quarterly Report on Form 10-Q.
Previous wording
The forward-looking statements included herein are based upon our current expectations, plans, estimates, assumptions and beliefs that involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, our actual results, performance and achievements could differ materially from those set forth in 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 and market developments, including inflation, interest rate changes and volatility, tariffs and trade barriers, supply chain disruptions, changes in consumer spending, consumer confidence levels, and unemployment levels, and depressed real estate prices resulting from the severity and duration of any downturn or recession in the U.S. or global economy; our ability to successfully pursue and consummate transactions, including investments in, and acquisitions of, real estate and to obtain debt financing for such investments at attractive interest rates, or at all; risks associated with our completed transactions, including our ability or failure to realize the anticipated benefits thereof; our dependence on our tenants at our properties and their affiliates that serve as guarantors of the lease payments, and the negative consequences any material adverse effect on their respective businesses could have on us; the possibility that any future transactions may not be consummated on the terms or timeframes contemplated, or at all, including our ability to obtain the financing necessary to complete any acquisitions on the terms we expect in a timely manner, or at all; the ability of the parties to satisfy the conditions set forth in the definitive transaction documents, including the receipt of, or delays in obtaining, governmental and regulatory approvals and consents required to consummate such transactions, or other delays or impediments to completing the transactions; the anticipated benefits of certain arrangements with certain tenants in connection with our funding of “same store” capital improvements in exchange for increased rent pursuant to the terms of our agreements with such tenants, which we refer to as the Partner Property Growth Fund strategy; our decision and ability to exercise our purchase rights under our put-call agreements, call agreements, right of first refusal agreements and right of first offer agreements; our borrowers’ ability to repay their outstanding loan obligations to us; our dependence on the gaming industry; our ability to pursue our business and growth strategies may be limited by the re…
Excerpt shortened here; the source contains the full paragraph.
Current wording
The forward-looking statements included herein are based upon our current expectations, plans, estimates, assumptions and beliefs that involve numerous risks and uncertainties. Assumptions relating to the foregoing involve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond our control. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, our actual results, performance and achievements could differ materially from those set forth in 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 and market developments, including inflation, interest rate changes and volatility, tariffs and trade barriers, supply chain disruptions, changes in consumer spending, consumer confidence levels, unemployment levels, governmental action (including significant layoffs or reductions in force among federal government employees or a prolonged U.S. federal government shutdown), and depressed real estate prices resulting from the severity and duration of any downturn or recession in the U.S. or global economy; our ability to successfully pursue and consummate transactions, including investments in, and acquisitions of, real estate and to obtain debt financing for such investments at attractive interest rates, or at all; risks associated with our pending and completed transactions, including our ability or failure to realize the anticipated benefits thereof; our dependence on our tenants at our properties and their affiliates that serve as guarantors of the lease payments, and the negative consequences any material adverse effect on their respective businesses could have on us; the possibility that any future transactions may not be consummated on the terms or timeframes contemplated, or at all, including our ability to obtain the financing necessary to complete any acquisitions on the terms we expect in a timely manner, or at all; the ability of the parties to satisfy the conditions set forth in the definitive transaction documents, including the receipt of, or delays in obtaining, governmental and regulatory approvals and consents required to consummate such transactions, or other delays or impediments to completing the transactions; the anticipated benefits of certain arrangements with certain tenants in connection with our funding of “same store” capital improvements in exchange for increased rent pursuant to the terms of our agreements with such tenants, which we refer to as the Partner Property Growth Fund strategy; our decision and ability to exercise our purchase rights under our put-call agreements, call agreements, right of first refusal agreements and right of first offer agreements; our borrowers’ ability to r…
Excerpt shortened here; the source contains the full paragraph.
Previous wording
We are primarily engaged in the business of owning and acquiring gaming, hospitality, wellness, entertainment and leisure destinations, subject to long-term triple-net leases. We own 93 experiential assets across a geographically diverse portfolio consisting of 54 gaming properties and 39 other experiential properties across the United States and Canada, including Caesars Palace Las Vegas, MGM Grand and the Venetian Resort, three of the most iconic entertainment facilities on the Las Vegas Strip. Our gaming and entertainment facilities are leased to leading brands that seek to drive consumer loyalty and value with guests through superior services, experiences, products and continuous innovation. Across approximately 127 million square feet, our well-maintained properties are currently located across urban, destination and drive-to markets in twenty-six states and Canada, contain approximately 60,300 hotel rooms and feature over 500 restaurants, bars, nightclubs and sportsbooks. As of June 30, 2025, our properties are 100% leased with a weighted average lease term based on contractual rent, including extension options, of approximately 40.2 years.
Current wording
We are primarily engaged in the business of owning and acquiring gaming, hospitality, wellness, entertainment and leisure destinations, subject to long-term triple-net leases. We own 93 experiential assets across a geographically diverse portfolio consisting of 54 gaming properties and 39 other experiential properties across the United States and Canada, including Caesars Palace Las Vegas, MGM Grand and the Venetian Resort, three of the most iconic entertainment facilities on the Las Vegas Strip. Our gaming and entertainment facilities are leased to leading brands that seek to drive consumer loyalty and value with guests through superior services, experiences, products and continuous innovation. Across approximately 127 million square feet, our well-maintained properties are currently located across urban, destination and drive-to markets in twenty-six states and Canada, contain approximately 60,300 hotel rooms and feature over 500 restaurants, bars, nightclubs and sportsbooks. As of September 30, 2025, our properties are 100% leased with a weighted average lease term based on contractual rent, including extension options, of approximately 40.0 years.
Previous wording
We also have a growing array of real estate and financing partnerships with leading developers and operators in other experiential sectors, including Cabot, Cain International, Canyon Ranch, Chelsea Piers, Great Wolf Resorts, Homefield, Kalahari Resorts and Lucky Strike Entertainment. This portfolio includes certain real estate debt investments that we have originated for strategic reasons, primarily in connection with transactions that either do or may provide the potential to convert our investment into the ownership of certain of the underlying real estate in the future. In addition, we own approximately 33 acres of undeveloped or underdeveloped land on and adjacent to the Las Vegas Strip that is leased to Caesars, which we may look to monetize as appropriate. VICI also owns four championship golf courses located near certain of our properties, two of which are in close proximity to the Las Vegas Strip.
Current wording
We also have a growing array of real estate and financing partnerships with leading developers and operators in other experiential sectors, including Cabot, Cain, Canyon Ranch, Chelsea Piers, Great Wolf Resorts, Homefield, Kalahari Resorts and Lucky Strike Entertainment. This portfolio includes certain real estate debt investments that we have originated for strategic reasons, primarily in connection with transactions that either do or may provide the potential to convert our investment into the ownership of certain of the underlying real estate in the future. In addition, we own approximately 33 acres of undeveloped or underdeveloped land on and adjacent to the Las Vegas Strip that is leased to Caesars, which we may look to monetize as appropriate. VICI also owns four championship golf courses located near certain of our properties, two of which are in close proximity to the Las Vegas Strip.
Previous wording
The financial information included in this Quarterly Report on Form 10-Q is our consolidated results (including the real property business and the golf course business) for the three and six months ended June 30, 2025.
Current wording
The financial information included in this Quarterly Report on Form 10-Q is our consolidated results (including the real property business and the golf course business) for the three and nine months ended September 30, 2025.
Previous wording
Macroeconomic volatility has introduced significant uncertainty and heightened risk for businesses, including us and our tenants, including the impact of interest rate changes and volatility, inflation, increased cost of capital, threat of recession, and geopolitical uncertainty. Our tenants also face additional challenges, including potential changes in consumer confidence levels, behavior and spending, potential supply chain issues and increased operational expenses (including the impact of tariffs and trade barriers), such as with respect to material, labor or energy costs. As a triple-net lessor, increased operational expenses at our leased properties are borne by our tenants and do not directly impact their rent obligations (other than with respect to underlying inflation as applied to the CPI-based escalators) or other obligations under our lease agreements. As a triple-net lessor, we believe we are generally in a strong creditor position and structurally insulated from operational and performance impacts of our tenants, both positive and negative. However, the full extent to which these trends adversely affect our tenants and/or ultimately impact us depends on future developments that cannot be predicted with confidence, including our tenants’ financial performance, the direct and indirect effects of such trends (including among other things, interest rate changes and volatility, inflation, tariffs and trade barriers, economic recessions, consumer confidence levels and general conditions in the equity and credit markets) and the impact of any future measures taken in response to such trends by our tenants.
Current wording
Macroeconomic volatility has introduced significant uncertainty and heightened risk for businesses, including us and our tenants, including the impact of interest rate changes and volatility, inflation, increased cost of capital, threat of recession, and geopolitical uncertainty. Our tenants also face additional challenges, including potential changes in consumer confidence levels, behavior and spending, increased supply and competition for gaming and other experiential activities, potential supply chain issues and increased operational expenses (including the impact of tariffs and trade barriers), such as with respect to material, labor or energy costs. As a triple-net lessor, increased operational expenses at our leased properties are borne by our tenants and do not directly impact their rent obligations (other than with respect to underlying inflation as applied to the CPI-based escalators) or other obligations under our lease agreements. The full extent to which these trends adversely affect our tenants and/or ultimately impact us depends on future developments that cannot be predicted with confidence, including our tenants’ financial performance, the direct and indirect effects of such trends (including among other things, interest rate changes and volatility, inflation, tariffs and trade barriers, economic recessions, consumer confidence levels and general conditions in the equity and credit markets) and the impact of any future measures taken in response to such trends by our tenants.
Previous wording
•One Beverly Hills Mezzanine Loan. On February 19, 2025, we purchased a $300.0 million interest in an existing mezzanine loan related to the development of One Beverly Hills, a landmark 17.5-acre luxury experiential lifestyle hub in Beverly Hills, California. On June 23, 2025, we purchased an additional $150.0 million interest in the existing mezzanine loan. One Beverly Hills is being developed by Cain International and will be anchored by Aman Beverly Hills, featuring an Aman Hotel and Aman-branded residences, and include a full-scale refurbishment of The Beverly Hilton, additional retail, food and beverage offerings, and 10 acres of botanical gardens and open space. Construction of the development has commenced and is expected to be completed in phases in late 2027 and 2028.
Current wording
•One Beverly Hills Mezzanine Loan. On February 19, 2025, we purchased a $300.0 million interest in an existing mezzanine loan related to the development of One Beverly Hills, a landmark 17.5-acre luxury experiential lifestyle hub in Beverly Hills, California. On June 23, 2025, we purchased an additional $150.0 million interest in the existing mezzanine loan. One Beverly Hills is being developed by Cain and will be anchored by Aman Beverly Hills, featuring an Aman Hotel and Aman-branded residences, and include a full-scale refurbishment of The Beverly Hilton, additional retail, food and beverage offerings, and 10 acres of botanical gardens and open space. Construction of the development has commenced and is expected to be completed in phases in 2028.
Previous wording
•North Fork Casino Loan. On April 4, 2025, we provided a commitment of up to $510.0 million of the $725.0 million Term Loan Arrangement to the North Fork Rancheria Economic Development Authority, a wholly owned entity of the North Fork Rancheria of Mono Indians of California. Proceeds from the Term Loan Arrangement will be used to develop North Fork located near Madera, California, which will be developed and managed by affiliates of Red Rock Resorts. The Term Loan Arrangement consists of a $340.0 million Term Loan A, of which we have committed up to $125.0 million, and a $385.0 million Term Loan B, of which we have committed up to the full $385.0 million, for a total commitment of $510.0 million. The Term Loan A has an initial term of five years and the Term Loan B has an initial term of six years. The project is expected to be funded in accordance with a construction draw schedule.
Current wording
•North Fork Casino Loan. On April 4, 2025, we provided a commitment of up to $510.0 million of the $725.0 million Term Loan Arrangement to the North Fork Rancheria Economic Development Authority, a wholly owned entity of the North Fork Rancheria of Mono Indians of California. Proceeds from the Term Loan Arrangement will be used to develop North Fork located near Madera, California, which will be developed and managed by affiliates of Red Rock Resorts. The Term Loan Arrangement consists of a $340.0 million Term Loan A, of which we have committed up to $125.0 million, and a $385.0 million Term Loan B, of which we have committed up to the full $385.0 million, for a total commitment of $510.0 million. The Term Loan A has an initial term of five years and the Term Loan B has an initial term of six years. The project is expected to be funded in accordance with a construction draw schedule and is expected to be completed in the second half of 2026.
Previous wording
The following table summarizes our real estate debt investment activity (each as defined in the column titled “Real Estate Debt Investment”) for the six months ended June 30, 2025:
Current wording
The following table summarizes our real estate debt investment activity (each as defined in the column titled “Real Estate Debt Investment”) for the nine months ended September 30, 2025:
Previous wording
•At-The-Market Offering Program. During the six months ended June 30, 2025, we sold an aggregate of 7,835,973 shares under the ATM Program, all of which were subject to ATM forward sale agreements, for estimated aggregate total proceeds of $252.8 million based on the weighted average initial forward sale price of $32.27. We did not initially receive any proceeds from the sale of the shares of common stock under the ATM forward sale agreements, which were sold to the underwriters by the forward purchasers or their respective affiliates. Subsequent to quarter-end, on July 1, 2025, we physically settled 9,662,116 forward shares under the ATM Program in exchange for total net settlement proceeds of approximately $296.0 million.
Current wording
•At-The-Market Offering Program. During the nine months ended September 30, 2025, we sold an aggregate of 7,835,973 shares under the ATM Program, all of which were subject to ATM forward sale agreements, for estimated aggregate total proceeds of $252.8 million based on the weighted average initial forward sale price of $32.27 per share. We did not initially receive any proceeds from the sale of the shares of common stock under the ATM forward sale agreements, which were sold to the underwriters by the forward purchasers or their respective affiliates. On July 1, 2025 and August 11, 2025, we physically settled 9,662,116 and 2,439,256 forward shares, respectively, under the ATM Program in exchange for total net settlement proceeds of approximately $296.0 million and $79.8 million, respectively.
Previous wording
•Forward-Starting Interest Rate Swaps. During the six months ended June 30, 2025, we entered into eight forward-starting interest rate swap agreements for an aggregate notional amount of $400.0 million and three U.S. Treasury Rate Lock agreements for an aggregate a notional amount of $150.0 million to hedge against changes in future cash flows resulting from changes in interest rates from the trade date through the forecasted issuance of senior unsecured notes expected to be issued in connection with the refinancing of our senior unsecured notes maturing in May 2025 and June 2025, which April 2025 Notes were issued on April 7, 2025. On March 28, 2025, we settled twelve outstanding forward-starting interest rate swap agreements with an aggregate notional amount of $600.0 million and the three U.S. Treasury Rate Lock agreements with an aggregate notional amount of $150.0 million, resulting in net proceeds of $1.8 million. Since the forward-starting swaps are hedging the interest rate risk on the April 2025 Notes, the unrealized gain in Accumulated other comprehensive income will be amortized over the term of the respective derivative instruments, which matches that of the underlying note, as a decrease in interest expense.
Current wording
•Forward-Starting Interest Rate Swaps. During the nine months ended September 30, 2025, we entered into eight forward-starting interest rate swap agreements for an aggregate notional amount of $400.0 million and three U.S. Treasury Rate Lock agreements for an aggregate a notional amount of $150.0 million to hedge against changes in future cash flows resulting from changes in interest rates from the trade date through the forecasted issuance of senior unsecured notes expected to be issued in connection with the refinancing of our senior unsecured notes maturing in May 2025 and June 2025, which April 2025 Notes were issued on April 7, 2025. On March 28, 2025, we settled twelve outstanding forward-starting interest rate swap agreements with an aggregate notional amount of $600.0 million and the three U.S. Treasury Rate Lock agreements with an aggregate notional amount of $150.0 million, resulting in net proceeds of $1.8 million. Since the forward-starting swaps are hedging the interest rate risk on the April 2025 Notes, the unrealized gain in Accumulated other comprehensive income will be amortized over the term of the respective derivative instruments, which matches that of the underlying note, as a decrease in interest expense.
Previous wording
For the three and six months ended June 30, 2025 and 2024, our revenue was comprised of the following items:
Current wording
For the three and nine months ended September 30, 2025 and 2024, our revenue was comprised of the following items:
Previous wording
Leasing revenue is generated from rent from our lease agreements. Total leasing revenue increased $22.2 million and $41.0 million during the three and six months ended June 30, 2025, respectively, compared to the three and six months ended June 30, 2024, respectively. Total contractual leasing revenue increased $23.5 million and $46.0 million during the three and six months ended June 30, 2025, respectively, compared to the three and six months ended June 30, 2024, respectively. The increases were primarily driven by the incremental rent increases from our agreement through our Partner Property Growth Fund strategy to fund capital investments into the Venetian Resort for several reinvestment projects (the “Venetian Capital Investment”) (which occurred in July 2024, October 2024 and January 2025), as well as the annual rent escalators from certain of our other lease agreements.
Current wording
Leasing revenue is generated from rent from our lease agreements. Total leasing revenue increased $17.2 million and $58.2 million during the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024, respectively. Total contractual leasing revenue increased $21.9 million and $67.9 million during the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024, respectively. The increases were primarily driven by the incremental rent increases from our agreement through our Partner Property Growth Fund strategy to fund capital investments into the Venetian Resort for several reinvestment projects (the “Venetian Capital Investment”) (which occurred in July 2024, October 2024 and January 2025), as well as the annual rent escalators from certain of our other lease agreements.
Previous wording
Income from loans and securities increased $22.4 million and $36.6 million during the three and six months ended June 30, 2025, respectively, compared to the three and six months ended June 30, 2024, respectively. The increase was driven by the origination and subsequent funding, as applicable, of our debt investments and the related interest income from the increased principal balances outstanding under such debt investments, partially offset by the repayment of certain loan investments.
Current wording
Income from loans and securities increased $24.7 million and $61.3 million during the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024, respectively. The increase was primarily driven by the origination and subsequent funding, as applicable, of our debt investments and the related interest income from the increased principal balances outstanding under such debt investments.
Previous wording
For the three and six months ended June 30, 2025 and 2024, our operating expenses were comprised of the following items:
Current wording
For the three and nine months ended September 30, 2025 and 2024, our operating expenses were comprised of the following items:
Previous wording
General and administrative expenses decreased $1.2 million and $2.5 million for the three and six months ended June 30, 2025, respectively, compared to the three and six months ended June 30, 2024, respectively. The decrease was primarily driven by a decrease in compensation, including stock-based compensation.
Current wording
General and administrative expenses decreased $0.1 million and $2.7 million for the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024, respectively. The decrease was primarily driven by a decrease in compensation, including stock-based compensation.
Previous wording
Change in allowance for credit losses decreased $99.0 million and $19.0 million during the three and six months ended June 30, 2025, compared to the three and six months ended June 30, 2024, primarily as a result of changes to the reasonable and supportable period, or R&S Period, probability of default, or PD, and loss given default, or LGD, of our existing tenants and their parent guarantors (as applicable) due to market performance, changes in the macroeconomic forecast during the current quarter, and annual standard updates to the model used to estimate the CECL allowance. Refer to Note 5 - Allowance for Credit Losses for further details.
Current wording
Change in allowance for credit losses increased $11.5 million during the three months ended September 30, 2025, compared to the three months ended September 30, 2024, primarily as a result of negative changes in the macroeconomic forecast during the period partially offset by changes to the reasonable and supportable period, or R&S Period, probability of default, or PD, and loss given default, or LGD, of our existing tenants and their parent guarantors (as applicable) due to market performance. Refer to Note 5 - Allowance for Credit Losses for further details.
Previous wording
Transaction and acquisition expenses increased $7.2 million and $6.9 million during the three and six months ended June 30, 2025, respectively, compared to the three and six months ended June 30, 2024, respectively. Changes in transaction and acquisition expenses are related to fluctuations in (i) costs incurred for investments during the period that are not capitalizable under GAAP, and (ii) costs incurred for investments that we are no longer pursuing.
Current wording
Transaction and acquisition expenses decreased $1.2 million and increased $5.8 million during the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024, respectively. Changes in transaction and acquisition expenses are related to fluctuations in (i) costs incurred for investments during the period that are not capitalizable under GAAP, and (ii) costs incurred for investments that we are no longer pursuing.
Previous wording
For the three and six months ended June 30, 2025 and 2024, our non-operating income and expenses were comprised of the following items:
Current wording
For the three and nine months ended September 30, 2025 and 2024, our non-operating income and expenses were comprised of the following items:
Previous wording
Interest expense increased $8.0 million and $12.4 million during the three and six months ended June 30, 2025, respectively, compared to the three and six months ended June 30, 2024, respectively. The increase during the three and six months ended June 30, 2025 was primarily related to the increase in debt from the $175.0 million and £5.5 million draws on the Revolving Credit Facility to partially finance the One Beverly Hills mezzanine loan investment in February 2025 and the upsize of the Cabot Highlands loan in June 2024, respectively, partially offset by principal repayments under the Revolving Credit Facility of C$15.0 million, C$12.0 million, C$5.0 million and C$8.0 million in August 2024, December 2024, March 2025 and June 2025, respectively.
Current wording
Interest expense increased $3.0 million and $15.4 million during the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024, respectively. The increase during the three and nine months ended September 30, 2025 was primarily related to the increase in debt from the $175.0 million, £5.5 million and £2.0 million draws on the Revolving Credit Facility to partially finance the One Beverly Hills mezzanine loan investment in February 2025 and the upsizes of the Cabot Highlands loan in June 2024 and September 2025, respectively, partially offset by principal repayments under the Revolving Credit Facility of C$27.0 million in 2024 and C$13.0 million and $175.0 million in the nine months ended September 30, 2025.
Previous wording
Additionally, the weighted average annualized interest rate of our debt, net of the impact of the forward-starting interest rate swaps and treasury locks, increased to 4.49% from 4.34% for the three months ended June 30, 2025 compared to the three months ended June 30, 2024, and increased to 4.48% from 4.34% for the six months ended June 30, 2025 compared to the six months ended June 30, 2024, as a result of a higher effective interest rate on (i) the outstanding balance on the Revolving Credit Facility, and (ii) the March 2024 Notes, December 2024 Notes and April 2025 Notes as compared to the debt that was refinanced by such notes.
Current wording
Additionally, the weighted average annualized interest rate of our debt, net of the impact of the forward-starting interest rate swaps and treasury locks, increased to 4.45% from 4.34% for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, and increased to 4.47% from 4.34% for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, as a result of a higher effective interest rate on the March 2024 Notes, the December 2024 Notes and the April 2025 Notes as compared to the debt that was refinanced by such notes.
Previous wording
Interest income, representing interest earned on our excess cash, decreased $1.6 million and $3.2 million during the three and six months ended June 30, 2025, respectively, compared to the three and six months ended June 30, 2024. The decrease was primarily driven by an overall decrease in our cash on hand throughout the current periods as compared to the prior periods.
Current wording
Interest income, representing interest earned on our excess cash, increased $1.1 million and decreased $2.1 million during the three and nine months ended September 30, 2025, respectively, compared to the three and nine months ended September 30, 2024, respectively. The changes were primarily driven by fluctuations in our cash on hand throughout the current periods as compared to the prior periods.
Previous wording
(2)Assumes the physical settlement of the 19,851,372 shares remaining to be settled as of June 30, 2025 under our ATM forward sale agreements at a forward sales price of $31.31, calculated as of June 30, 2025. Subsequent to quarter-end, on July 1, 2025, we physically settled 9,662,116 forward shares under the ATM Program in exchange for total net settlement proceeds of approximately $296.0 million.
Current wording
(2)Assumes the physical settlement of the 7,750,000 shares remaining to be settled as of September 30, 2025 under our ATM forward sale agreements at a forward sales price of $31.60, calculated as of September 30, 2025.
Previous wording
Our long-term obligations consist primarily of principal payments on our outstanding debt obligations and future funding commitments under our lease and loan agreements. As of June 30, 2025, we had $17.3 billion of debt obligations outstanding, none of which are maturing in the next twelve months. For a summary of principal debt balances and their maturity dates and principal terms, refer to Note 7 - Debt. For a summary of our future funding commitments under our loan portfolio, refer to Note 4 - Real Estate Portfolio.
Current wording
Our long-term obligations consist primarily of principal payments on our outstanding debt obligations and future funding commitments under our lease and loan agreements. As of September 30, 2025, we had $17.1 billion of debt obligations outstanding, of which $500.0 million matures on September 1, 2026. For a summary of principal debt balances and their maturity dates and principal terms, refer to Note 7 - Debt. For a summary of our future funding commitments under our loan portfolio, refer to Note 4 - Real Estate Portfolio.
Previous wording
The table below summarizes our cash flows for the six months ended June 30, 2025 and 2024:
Current wording
The table below summarizes our cash flows for the nine months ended September 30, 2025 and 2024:
Previous wording
Net cash provided by operating activities increased $73.4 million for the six months ended June 30, 2025 compared with the six months ended June 30, 2024. The increase was primarily driven by the annual rent escalators on our Caesars leases and certain of our other lease agreements and the incremental rent increases from the Venetian Capital Investment (which occurred in July 2024, October 2024 and January 2025), as well as the incremental interest income associated with additional loan fundings and originations.
Current wording
Net cash provided by operating activities increased $80.6 million for the nine months ended September 30, 2025 compared with the nine months ended September 30, 2024. The increase was primarily driven by the annual rent escalators on certain of our lease agreements and the incremental rent increases from the Venetian Capital Investment (which occurred in July 2024, October 2024 and January 2025), as well as the incremental interest income associated with additional loan fundings and originations.
Previous wording
Net cash used in investing activities increased $294.3 million for the six months ended June 30, 2025 compared with the six months ended June 30, 2024.
Current wording
Net cash used in investing activities increased $102.9 million for the nine months ended September 30, 2025 compared with the nine months ended September 30, 2024.
Previous wording
During the six months ended June 30, 2025, the primary sources and uses of cash from investing activities included:
Current wording
During the nine months ended September 30, 2025, the primary sources and uses of cash from investing activities included:
Previous wording
•Disbursements to fund investments in our loan and securities portfolio in the amount of$387.3 million;
Current wording
•Disbursements to fund investments in our loan and securities portfolio in the amount of $786.4 million; and
Previous wording
•Proceeds from the partial repayment of the Cabot Saint Lucia loan and Hard Rock Ottawa Notes in the amount of$3.2 million; and
Current wording
•Proceeds from the partial repayment of the Cabot Saint Lucia and Homefield loans and the Hard Rock Ottawa Notes and deferred fees in the amount of$20.3 million.
Previous wording
During thesix months ended June 30, 2024, the primary sources and uses of cash from investing activities included:
Current wording
During thenine months ended September 30, 2024, the primary sources and uses of cash from investing activities included:
Previous wording
•Disbursements to fund investments in our loan and securities portfolio in the amount of $723.9 million.
Current wording
•Disbursements to fund investments in our loan and securities portfolio in the amount of$473.7 million;
Previous wording
•Payments to fund the Venetian Capital Investment and Property Growth Fund investment at Caruthersville in the amount of$109.9 million;
Current wording
•Payments to fund the Venetian Capital Investment and Property Growth Fund investment at Caruthersville in the amount of$261.8 million;
Previous wording
•Payments for property and equipment costs of $5.1 million.
Current wording
•Payments for property and equipment costs of $6.4 million.
Previous wording
Net cash used in financing activities decreased $104.5 million for the six months ended June 30, 2025, compared with the six months ended June 30, 2024.
Current wording
Net cash used in financing activities decreased $172.0 million for the nine months ended September 30, 2025, compared with the nine months ended September 30, 2024.
Previous wording
During the six months ended June 30, 2025, the primary sources and uses of cash in financing activities included:
Current wording
During the nine months ended September 30, 2025, the primary sources and uses of cash in financing activities included:
Previous wording
•Draws of $423.4 million and repayments of $257.7 million on our Revolving Credit Facility;
Current wording
•Draws of $426.0 million and repayments of $432.7 million on our Revolving Credit Facility;
Previous wording
•Payments of debt issuance costs of $19.4 million;
Current wording
•Payments of debt issuance costs of $19.4 million; and
Previous wording
During the six months ended June 30, 2024, the primary sources and uses of cash from financing activities included:
Current wording
During the nine months ended September 30, 2024, the primary sources and uses of cash from financing activities included:
Previous wording
•Payments of debt issuance costs of $3.0 million.
Current wording
•Payments of debt issuance costs of $3.3 million.
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