VICI PROPERTIES INC.
For the period ended Mar 31, 2026. Filed Apr 29, 2026.
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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.
Mar 31, 2026 · Filed Apr 29, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-04-29.
0001705696-26-000069
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 128 previous paragraphs and 115 current paragraphs.
53 unchanged; 44 reworded; 16 added; 30 removed; 1 previous and 2 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 (16)
Current report
As part of our ongoing portfolio and asset management function, we monitor our tenants' and borrowers' financial performance on an ongoing basis. Financial underperformance or operating challenges experienced by any of our tenants or borrowers, whether driven by competitive dynamics, strategic decisions, or broader industry or macroeconomic conditions, may adversely affect their ability to fulfill their contractual obligations under our lease and loan agreements. The full extent to which the trends described herein adversely affect our tenants and borrowers, the industries in which they operate, and/or ultimately impact our business depends on future developments that cannot be predicted with confidence, including our tenants' and borrowers' business strategy and financial performance, the direct and indirect effects of the trends discussed in this section and the impact of any future measures taken in response to such trends.
Current report
Acquisition and Leasing Activity
Current report
•Gamehost Transaction. On March 30, 2026, we announced an agreement to acquire the real estate assets of the Gamehost Portfolio, comprised of Deerfoot Inn & Casino, Great Northern Casino and two limited-service hotels that are adjacent to Great Northern Casino, located in Alberta, Canada, in connection with the pending PURE Gamehost Acquisition, for an aggregate purchase price of C$200.6 million (approximately US$144.4 million based on the exchange rate at the time of the announcement).
Current report
Simultaneous with the closing of the PURE Gamehost Acquisition, the Gamehost Portfolio will be added to the existing PURE Master Lease and annual rent will increase by C$16.1 million (US$11.6 million based on the exchange rate at the time of the announcement). The Gamehost Portfolio rent will escalate at 1.0% on February 1 following the first full 12 months post-closing (in line with the timing of the PURE Master Lease escalation), and escalation will conform to the PURE Master Lease thereafter at the greater of 1.5% or the change in Canadian CPI (capped at 2.5%). Additionally, the term of the PURE Master Lease will be extended such that, upon closing of the PURE Gamehost Acquisition, the PURE Master Lease will have a full 25 years remaining in the initial lease term, with four 5-year tenant renewal options. The tenant’s obligations under the PURE Master Lease will continue to be guaranteed by Indigenous Gaming Partners Inc.
Current report
Pending Transactions
Current report
•Golden Entertainment Transaction. On November 6, 2025, we entered into an agreement to acquire 100% of the land, real property and improvements of the Golden Portfolio from Golden Entertainment for $1.16 billion and to enter into the triple-net Golden Entertainment Master Lease with Golden OpCo, a newly formed entity owned and controlled by Blake L. Sartini, current chairman and chief executive officer of Golden Entertainment, that will acquire the operating business of Golden Entertainment in connection with the closing of the transaction. The Golden Portfolio includes: The STRAT Hotel, Casino & Tower on the North Las Vegas Strip; Arizona Charlie’s Decatur and Arizona Charlie’s Boulder in the Las Vegas Locals market; Aquarius Casino Resort and Edgewater Casino Resort in Laughlin, Nevada; and Pahrump Nugget Hotel & Casino and Lakeside RV Park & Casino in Pahrump, Nevada. The Golden Entertainment Master Lease will have an initial total annual rent of $87.0 million and an initial term of 30 years, with four 5-year tenant renewal options. Rent under the Golden Entertainment Master Lease will escalate annually at 2.0% beginning in Lease Year 3. The obligations of Golden OpCo under the Golden Entertainment Master Lease will be guaranteed by a holding company that is owned and controlled by Mr. Sartini and owns all of the gaming and operating assets formerly owned by Golden Entertainment, with additional credit support provided by financial covenants within the lease.
Current report
Pursuant to the terms of the master transaction agreement governing the transaction, Golden Entertainment shareholders will receive approximately 24.3 million shares of newly issued VICI stock in exchange for the outstanding shares of Golden Entertainment stock upon closing, which represents an agreed-upon exchange ratio of 0.902 shares of VICI’s common stock per share of Golden Entertainment’s common stock based on VICI’s 10-day volume weighted average price as of November 5, 2025, as well as cash consideration that is payable by an affiliate of the Golden OpCo. In connection with the transaction, we will assume and immediately retire Golden Entertainment’s outstanding $426.0 million of debt.
Current report
On April 23, 2026, we announced that all gaming regulatory and shareholder approvals have been met and the transaction is expected to close on or around April 30, 2026, subject to the satisfaction of remaining customary closing conditions.
Current report
The mezzanine loan has an initial term of 4 years with one 12-month extension option, subject to certain conditions, and will be deployed over the course of the initial term. Upon the closing of the transaction, we deployed an initial funding of $650.0 million. We have funded and intend to continue to fund the investment with cash on hand.
Current report
Expenses
Current report
Other Income and Expenses
Current report
•Principal repayments of loans and receipts of deferred fees in the amount of$468.6 million; and
Current report
•Dividend payments of $481.4 million;
Current report
•Distributions of $8.3 million to non-controlling interests; and
Current report
•Dividend payments of $459.0 million;
Current report
•Distributions of $8.0 million to non-controlling interests; and
Removed paragraphs (30)
Previous report
Leasing Activity
Previous report
The mezzanine loan has an initial maturity in March 2026 and one 12-month extension option, subject to certain conditions. Our investments were each funded with a combination of cash on hand and a draw under the Revolving Credit Facility.
Previous report
•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 report
•New Revolving Credit Facility. On February 3, 2025, we entered into the Credit Agreement providing for the Revolving Credit Facility in the amount of $2.5 billion scheduled to mature on February 3, 2029. Concurrently, we terminated our 2022 Revolving Credit Facility and 2022 Credit Agreement. The Revolving Credit Facility includes two six-month maturity extension options (or one twelve-month extension option), the exercise of which in each case is subject to customary conditions and the payment of an extension fee. The Revolving Credit Facility includes the option to increase the revolving loan commitments by up to $1.0 billion in the aggregate to the extent that any one or more lenders (from the syndicate or otherwise) agree to provide such additional credit extension. Borrowings under the Revolving Credit Facility will bear interest, at VICI LP’s option, for U.S. Dollar borrowings at either (i) a rate based on SOFR plus a margin ranging from 0.70% to 1.40%, or (ii) a base rate plus a margin ranging from 0.00% to 0.40%, in each case, with the actual margin determined according to VICI LP’s debt ratings (as the borrower under the Credit Agreement) and total leverage ratio. In addition to U.S. Dollar borrowings, borrowings under the Revolving Credit Facility are also available in certain specific foreign currencies, bearing interest based on rates customary for such foreign currencies and subject to the same applicable margins for U.S. Dollar borrowings. In addition, the Credit Agreement includes the option to add one or more tranches of term loans of up to $2.0 billion in the aggregate, in each case, to the extent that any one or more lenders (from the syndicate or otherwise) agree to provide such additional credit extensions.
Previous report
•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 report
•Senior Unsecured Notes Offering. On April 7, 2025, VICI LP issued $1.3 billion aggregate principal amount of April 2025 Notes comprised of (i) $400.0 million in aggregate principal amount of 4.750% Senior Notes due 2028, which mature on April 1, 2028 and (ii) $900.0 million in aggregate principal amount of 5.625% Senior Notes due 2035, which mature on April 1, 2035, in each case under a supplemental indenture dated as of April, 7, 2025, between VICI LP and the trustee. We used the net proceeds of the offering to redeem (i) $799.4 million in aggregate principal amount of the 4.625% Exchange Notes due 2025, (ii) $500.0 million in aggregate principal amount of the 4.375% April 2022 Notes due 2025 and (iii) $0.6 million in aggregate principal amount of the 4.625% MGP OP Notes due 2025.
Previous report
Operating Expenses
Previous 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.
Previous report
Transaction and Acquisition Expenses
Previous report
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 report
Non-Operating Income and Expenses
Previous report
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 report
Interest Income
Previous report
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 report
•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 report
•Payments to fund the Venetian Capital Investment and Property Growth Fund investment at Caruthersville in the amount of$261.8 million;
Previous report
•Proceeds from the repayment of the Great Wolf Lodge Maryland mezzanine loan in the amount of$79.5 million;
Previous report
•Payments for property and equipment costs of $6.4 million.
Previous report
•Net proceeds from the issuance of the April 2025 Notes in the amount of $1,284.4 million;
Previous report
•Redemption of the outstanding (i) $799.4 million in aggregate principal amount of the 4.625% Exchange Notes due 2025, (ii) $500.0 million in aggregate principal amount of the 4.375% April 2022 Notes due 2025, and (iii) $0.6 million in aggregate principal amount of the 4.625% MGP OP Notes due 2025;
Previous report
•Dividend payments of $1,372.7 million;
Previous report
•Net proceeds of $375.4 million from the physical settlement of 12,101,372 forward shares under our ATM Program;
Previous report
•Distributions of $24.0 million to non-controlling interests;
Previous report
•Net proceeds from the issuance of the March 2024 Notes in the amount of $1,028.5 million;
Previous report
•Redemption of the outstanding (i) $1,024.2 million in aggregate principal amount of the 5.625% Senior Notes due 2024 and (ii) $25.8 million in aggregate principal amount of the 5.625% MGP OP Notes due 2024;
Previous report
•Dividend payments of $1,300.3 million;
Previous report
•Net proceeds of $115.1 million from the physical settlement of 4,000,000 forward shares under our ATM Program;
Previous report
•Repayment of $85.9 million on our Revolving Credit Facility;
Previous report
•Draw of $82.2 million on our Revolving Credit Facility;
Previous report
•Distributions of $23.2 million to non-controlling interests;
Reworded paragraphs (44)
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 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.
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 months ended March 31, 2026 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, 2025, which were included in our Annual Report on Form 10-K for the year ended December 31, 2025. 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, 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.
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; the financial condition and performance of our tenants, borrowers, and their affiliates, and our dependence on them for substantially all of our revenues (including our tenants’ renewal of the respective lease agreements following the initial or subsequent terms); the performance of the gaming and other experiential industries in which our tenants and borrowers operate, and our dependence on the gaming industry and Las Vegas in particular; our ability to successfully pursue and consummate acquisitions and investments, and realize the anticipated benefits thereof; the impact of extensive regulation from gaming and other regulatory authorities; our substantial indebtedness and ability to service, refinance and fulfill our obligations thereunder, and our ability to make distributions to stockholders; our ability to maintain our qualification for taxation as a REIT; and additional operational, legal and external risks. The foregoing list is intended to identify certain of the principal factors that could cause actual results to differ materially from those described in the forward-looking statements and is not intended to be exhaustive. For a more complete discussion of the risks and uncertainties that may affect our business, see "Risk Factors" in our most recent Annual Report on Form 10-K and subsequent filings with the SEC.
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 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.
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
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, 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 were originated for strategic purposes, including (i) the potential to convert our investment into the ownership of the underlying real estate, (ii) the opportunity to develop relationships with owners and operators that may lead to other investments in experiential asset classes that fit within our investment criteria and objectives, and (iii) the ability to make investments in experiential asset classes outside of gaming with a goal of increasing our investment activity in these asset classes over time. In addition, we own approximately 33 acres of undeveloped or underdeveloped land on and adjacent to the Las Vegas Strip that is leasedto 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
We conduct our operations as a REIT for U.S. federal income tax purposes. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent that we annually distribute all of our net taxable income to stockholders and maintain our qualification as a REIT. We believe VICI’s election of REIT status, combined with the income generation from the lease agreements and loans, will enhance our ability to make distributions to our stockholders, providing investors with current income as well as long-term growth, subject to the macroeconomic environment, other global events and market conditions more broadly. We conduct our real property business through VICI OP and our golf course business through a TRS, VICI Golf.
Current wording
We conduct our operations as a REIT for U.S. federal income tax purposes. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent that we annually distribute substantially all of our net taxable income to stockholders and maintain our qualification as a REIT. We believe VICI’s election of REIT status, combined with the income generation from the lease agreements and loans, will enhance our ability to make distributions to our stockholders, providing investors with current income as well as long-term growth, subject to the macroeconomic environment, other global events and market conditions more broadly. We conduct our real property business through VICI OP and our golf course business through a TRS, VICI Golf.
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 nine months ended September 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 months ended March 31, 2026.
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, 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.
Current wording
The macroeconomic environment has introduced significant uncertainty and heightened risk for businesses, including us and our tenants, including the impact of changing interest rates, inflationary and recessionary threats, geopolitical and regulatory uncertainty, and increased cost of capital. Our tenants also face additional challenges, including potential changes in consumer confidence levels, behavior and spending, increasing competition from a variety of sources, and increased operational expenses, such as with respect to the impact of tariffs or trade barriers, labor, insurance 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 described below) or other obligations under our lease agreements. Similarly, our borrowers are responsible for operating their businesses, subject to compliance with the terms of our loan agreements.
Previous wording
•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 wording
•Northfield Park Severance Lease. On April 21, 2026, we entered into the Northfield Park Lease with an affiliate of Clairvest with respect to Northfield Park, located in Northfield, Ohio, in connection with MGM’s previously announced agreement to sell the operations of Northfield Park to an affiliate of Clairvest. In connection with the closing, we entered into an amendment to the existing 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 has an initial annual base rent of $53.0 million. The Northfield Park Lease has a 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 on May 1st each year, which for the avoidance of doubt, commences on May 1, 2026 (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 is guaranteed by an affiliate of funds managed by Clairvest that owns the operations of Northfield Park with additional credit support provided by financial covenants within the lease.
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 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.
Current wording
•One Beverly Hills Mezzanine Loan. On March 23, 2026, we provided a $1.5 billion mezzanine loan that is subordinate to a $2.8 billion senior loan commitment led by J.P. Morgan as part of the construction financing for One Beverly Hills, a landmark 17.5-acre luxury experiential lifestyle hub in Beverly Hills, California. The mezzanine loan represents a $1.05 billion incremental commitment beyond our previous $450.0 million investment in the project, which was repaid in connection with the refinancing. 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 includes 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 2028.
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 nine months ended September 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 three months ended March 31, 2026:
Previous 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.
Current wording
•Forward-Starting Interest Rate Swaps. During the three months ended March 31, 2026, we entered into nine forward-starting interest rate swap agreements for an aggregate notional amount of $450.0 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 September and December 2026.
Previous wording
For the three and nine months ended September 30, 2025 and 2024, our revenue was comprised of the following items:
Current wording
For the three months ended March 31, 2026 and 2025, our revenue was comprised of the following items:
Previous 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.
Current wording
Leasing revenue is generated from rent from our lease agreements. Total leasing revenue increased $14.6 million during the three months ended March 31, 2026, compared to the three months ended March 31, 2025. Total contractual leasing revenue increased $16.6 million during the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increases were primarily driven by the annual rent escalators from certain of our lease agreements.
Previous 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.
Current wording
Income from loans and securities increased $19.0 million during the three months ended March 31, 2026, compared to the three months ended March 31, 2025. 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 nine months ended September 30, 2025 and 2024, our operating expenses were comprised of the following items:
Current wording
For the three months ended March 31, 2026 and 2025, our operating expenses were comprised of the following items:
Previous 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.
Current wording
General and administrative expenses increased $1.1 million for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was primarily driven by an increase in compensation, including stock-based compensation.
Previous 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.
Current wording
Change in allowance for credit losses decreased $305.7 million during the three months ended March 31, 2026, compared to the three months ended March 31, 2025, primarily as a result of positive changes in the macroeconomic forecast and 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 during the period, partially offset by a higher initial allowance on the debt investment activity. Refer to Note 5 - Allowance for Credit Losses for further details.
Previous 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:
Current wording
For the three months ended March 31, 2026 and 2025, our other income and expenses were comprised of the following items:
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 4.45% 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.
Current wording
Interest expense increased $0.1 million during the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was primarily driven by an increase in the weighted average annualized interest rate of our debt, net of the impact of the forward-starting interest rate swaps and treasury locks for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, as a result of a higher effective interest rate on the April 2025 Notes as compared to the debt that was refinanced by such notes, partially offset by lower amortization of noncash original issue discount and lower average debt outstanding during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Previous wording
AFFO is a non-GAAP financial measure that we use as a supplemental operating measure to evaluate VICI’s performance. We calculate VICI’s AFFO by adding or subtracting from FFO non-cash leasing and financing adjustments, non-cash change in allowance for credit losses, non-cash stock-based compensation expense, transaction costs incurred in connection with the acquisition of real estate investments, 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, gains (or losses) on debt extinguishment and interest rate swap settlements, other gains (or losses), deferred income tax expenses and benefits, other non-recurring non-cash transactions and non-cash adjustments attributable to non-controlling interest with respect to certain of the foregoing.
Current wording
AFFO is a non-GAAP financial measure that we use as a supplemental operating measure to evaluate VICI’s performance. We calculate VICI’s AFFO by adding or subtracting from FFO non-cash leasing and financing adjustments, non-cash change in allowance for credit losses, non-cash stock-based compensation expense, transaction costs incurred in connection with the acquisition of real estate investments, 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, gains (or losses) on debt extinguishment and interest rate swap settlements, other gains (or losses), deferred income tax expenses and benefits, other non-recurring non-cash transactions and non-cash adjustments attributable to non-controlling interests with respect to certain of the foregoing.
Previous wording
(1)Represents non-cash foreign currency remeasurement adjustment and gain on sale of certain land parcels.
Current wording
(1)Represents non-cash foreign currency remeasurement adjustments.
Previous wording
As of September 30, 2025, our available cash and cash-equivalents balance, short-term investments, capacity under our Revolving Credit Facility and proceeds available from outstanding forward sale agreements were as follows:
Current wording
As of March 31, 2026, our available cash and cash-equivalents balance, capacity under our Revolving Credit Facility and proceeds available from outstanding forward sale agreements were as follows:
Previous 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.
Current wording
(2)Assumes the physical settlement of the 7,750,000 shares remaining to be settled as of March 31, 2026 under our ATM forward sale agreements at a forward sales price of $31.17, calculated as of March 31, 2026. Subsequent to quarter-end, on April 29, 2026, we physically settled the 7,750,000 shares outstanding under the ATM Program in exchange for total net settlement proceeds of approximately $242.1 million.
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 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.
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 March 31, 2026, we had $17.1 billion of debt obligations outstanding, of which $500.0 million matures on September 1, 2026, $1.25 billion matures on December 1, 2026, $750.0 million matures on February 1, 2027 and $750.0 million matures on February 15, 2027. 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
Information concerning our material contractual obligations and commitments to make future payments under contracts such as our indebtedness, future funding commitments under our loans and Partner Property Growth Fund strategy and future contractual operating commitments (such as future lease payments under our corporate lease) are included in the following table as of September 30, 2025. Amounts in this table omit, among other things, non-contractual commitments and items such as dividends and recurring or non-recurring operating expenses and other expenditures, including acquisitions and other investments:
Current wording
Information concerning our material contractual obligations and commitments to make future payments under contracts such as our indebtedness, future funding commitments under our loans, and future contractual operating commitments (such as future lease payments under our corporate lease) are included in the following table as of March 31, 2026. Amounts in this table omit, among other things, non-contractual commitments and items such as dividends and recurring or non-recurring operating expenses and other expenditures, including acquisitions and other investments:
Previous wording
(1) Estimated interest payments on variable interest debt under our Revolving Credit Facility are based on the applicable SOFR, CORRA and SONIA rates as of September 30, 2025.
Current wording
(1) Estimated interest payments on variable interest debt under our Revolving Credit Facility are based on the applicable CORRA and SONIA rates as of March 31, 2026.
Previous wording
In addition to the contractual obligations and commitments set forth in the table above, we have and may enter into additional agreements that commit us to potentially acquire properties in the future, fund future property improvements or otherwise provide capital to our tenants, borrowers and other counterparties, including through our Partner Property Growth Fund strategy. As of September 30, 2025, we had $300.0 million of additional potential future funding commitments in connection with the Venetian Capital Investment entered into on May 1, 2024, pursuant to which the tenant has the option, but not the obligation, to draw our future funds, prior to November 1, 2026. The utilization of funding commitments under the Partner Property Growth Fund strategy, as well as the total funding ultimately provided under such arrangements, is at the discretion of the respective tenant and will be dependent upon independent decisions made by such tenant with respect to any capital improvement projects and the source of funds for such projects.
Current wording
In addition to the contractual obligations and commitments set forth in the table above, we have and may enter into additional agreements that commit us to potentially acquire properties in the future, fund future property improvements or otherwise provide capital to our tenants, borrowers and other counterparties, including through our Partner Property Growth Fund strategy. As of March 31, 2026, we had $300.0 million of additional potential future funding commitments in connection with the Venetian Capital Investment entered into on May 1, 2024, pursuant to which the tenant has the option, but not the obligation, to draw such future funds, prior to November 1, 2026. The utilization of funding commitments under the Partner Property Growth Fund strategy, as well as the total funding ultimately provided under such arrangements, is at the discretion of the respective tenant and will be dependent upon independent decisions made by such tenant with respect to any capital improvement projects and the source of funds for such projects.
Previous wording
The table below summarizes our cash flows for the nine months ended September 30, 2025 and 2024:
Current wording
The table below summarizes our cash flows for the three months ended March 31, 2026 and 2025:
Previous 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.
Current wording
Net cash provided by operating activities increased $40.0 million for the three months ended March 31, 2026 compared with the three months ended March 31, 2025. The increase was primarily driven by the receipt of payment-in-kind interest, the annual rent escalators from our lease agreements and incremental interest income from additional loan fundings.
Previous 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.
Current wording
Net cash used in investing activities decreased $162.7 million for the three months ended March 31, 2026 compared with the three months ended March 31, 2025.
Previous wording
During the nine months ended September 30, 2025, the primary sources and uses of cash from investing activities included:
Current wording
During the three months ended March 31, 2026, 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$473.7 million;
Current wording
•Disbursements to fund investments in our loan and securities portfolio in the amount of$734.5 million;
Previous wording
•Investments and maturities of short-term investments of$29.6 million; and
Current wording
•Maturities of short-term investments of$44.5 million.
Previous wording
During thenine months ended September 30, 2024, the primary sources and uses of cash from investing activities included:
Current wording
During thethree months ended March 31, 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 $786.4 million; and
Current wording
•Disbursements to fund investments in our loan and securities portfolio in the amount of$385.4 million.
Previous 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.
Current wording
Net cash used in financing activities increased $95.3 million for the three months ended March 31, 2026, compared with the three months ended March 31, 2025.
Previous wording
During the nine months ended September 30, 2025, the primary sources and uses of cash in financing activities included:
Current wording
During the three months ended March 31, 2026, the primary sources and uses of cash in financing activities included:
Previous wording
•Repurchase of shares of common stock for tax withholding in connection with the vesting of employee stock compensation of $5.3 million; and
Current wording
•Repurchase of shares of common stock for tax withholding in connection with the vesting of employee stock compensation of $2.3 million.
Previous wording
During the nine months ended September 30, 2024, the primary sources and uses of cash from financing activities included:
Current wording
During the three months ended March 31, 2025, the primary sources and uses of cash from financing activities included:
Previous wording
•Draws of $426.0 million and repayments of $432.7 million on our Revolving Credit Facility;
Current wording
•Draws of $248.4 million and repayments of $151.8 million on our Revolving Credit Facility;
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Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Canada, contain approximately 60,300 hotel rooms and feature over 500 restaurants, bars, nightclubs and sportsbooks. As of March 31, 2026, our properties are 100% leased with a weighted average lease term based on contractual rent, including extension options, of approximately 39.5 years.
Current report — wording carried from elsewhere
The transaction is subject to customary regulatory approvals and closing conditions and is expected to close in mid-2026.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
•Payments of debt issuance costs of $19.4 million; and