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| EX-99.1 - EXHIBIT 99.1 - VICI PROPERTIES INC. | viciq42019earningsrele.htm |
| 8-K - 8-K - VICI PROPERTIES INC. | a8-kxearningsreleasean.htm |
Exhibit 99.2 SUPPLEMENTAL FINANCIAL & OPERATING DATA F O U R T H Q U A R T E R ENDE D DECEMBER 31 , 2019
Disclaimers Forward Looking Statements Certain statements in this presentation and that may be made in meetings are forward‐looking statements. Forward‐looking statements are based on VICI Properties Inc.’s (“VICI or the “Company”) current plans, expectations and projections about future events and are not guarantees of future performance. These statements can be identified by the fact that they do not relate to strictly historical and current facts and by the use of the words such as "expects", "plans", "opportunities" and similar words and variations thereof. Although the Company believes that the expectations reflected in such forward‐looking statements are based on reasonable assumptions, its results, performance and achievements could differ materially from those expressed in or by the forward‐looking statements and may be affected by a variety of risks and other factors including, among others: risks that the pending purchase of three Harrah’s-branded casinos (the “MTA Properties”) pursuant to the transactions described in the Master Transaction Agreement entered into by the Company and Eldorado Resorts, Inc. (“Eldorado”) (the “Eldorado Transaction”) may not be consummated on the terms or timeframe described herein, or at all; the ability of the parties to satisfy the conditions set forth in the definitive transaction documents for the pending acquisitions, including the ability to receive, or delays in obtaining, the regulatory and other approvals and/or consents required to consummate the transactions; the terms on which the Company finances the pending transactions, including the source of funds used to finance such transactions; disruptions to the real property and operations of the MTA Properties during the pendency of the closings; risks that the Company may not achieve the benefits contemplated by our pending and recently completed acquisitions of real estate assets (including any expected accretion or the amount of any future rent payments); risks that not all potential risks and liabilities have been identified in the due diligence for our pending and recently completed transactions; the Company's dependence on affiliates of Caesars Entertainment Corporation (“Caesars”), Penn National Gaming, Inc. (“Penn”), Seminole Hard Rock Entertainment, Inc. (“Hard Rock”), Century Casinos, Inc. (“Century”) and JACK Ohio LLC (“JACK Entertainment”) (and, following the completion of our pending transactions, Combined Eldorado/Caesars, Penn, Hard Rock, Century and JACK Entertainment respectively) as tenants of all of its properties and Caesars, Penn, Hard Rock, Century and JACK Entertainment (and, following the completion of our pending transactions, Combined Eldorado/Caesars, Penn, Hard Rock, Century and JACK Entertainment) or their affiliates as guarantors of the relevant lease payments, and the consequences of any material adverse effect on their respective businesses could have on the Company; the Company's dependence on the gaming industry; the Company's ability to pursue its business and growth strategies may be limited by its substantial debt service requirements and by the requirement that the Company distribute 90% of its real estate investment trust (“REIT”) taxable income in order to qualify for taxation as a REIT and that the Company distribute 100% of its REIT taxable income in order to avoid current entity level U.S. Federal income taxes; the impact of extensive regulation from gaming and other regulatory authorities; the ability of the Company's tenants to obtain and maintain regulatory approvals in connection with the operation of the Company's properties; the possibility that the Company’s tenants may choose not to renew their lease agreements with the Company following the initial or subsequent terms of the leases; restrictions on the Company's ability to sell its properties subject to the lease agreements; the Company's indebtedness and ability to service and refinance such indebtedness; the Company's historical and pro forma financial information may not be reliable indicators of its future results of operations and financial condition; limits on the Company's operational and financial flexibility imposed by its debt agreements; and the possibility the Company's separation from Caesars Entertainment Operating Company, Inc. fails to qualify as a tax‐free spin‐off, which could subject the Company to significant tax liabilities. Additional important factors that may affect the Company’s business, results of operations and financial position are described from time to time in the Company’s Annual Report on Form 10‐K for the year ended December 31, 2019, Quarterly Reports on Form 10‐Q and the Company’s other filings with the U.S. Securities and Exchange Commission (“SEC”). The Company does not undertake any obligation to update or revise any forward‐looking statement, whether as a result of new information, future events, or otherwise, except as may be required by applicable law. Caesars, Eldorado, Penn, Hard Rock, Century and JACK Entertainment Information The Company makes no representation as to the accuracy or completeness of the information regarding Caesars, Eldorado, Penn, Hard Rock, Century and JACK Entertainment included in this presentation. The historical audited and unaudited financial statements of Caesars, as the parent and guarantor of CEOC, LLC (“CEOC”), the Company's significant lessee, have been filed with the SEC. Certain financial and other information for Caesars, Eldorado, Penn, Hard Rock, Century and JACK Entertainment included in this presentation have been derived from their respective filings, if and as applicable, and other publicly available presentations and press releases. While we believe this information to be reliable, we have not independently investigated or verified such data. Market and Industry Data This presentation contains estimates and information concerning the Company's industry, including market position, rent growth and rent coverage of the Company's peers, that are based on industry publications, reports and peer company public filings. This information involves a number of assumptions and limitations, and you are cautioned not to rely on or give undue weight to this information. The Company has not independently verified the accuracy or completeness of the data contained in these industry publications, reports or filings. The industry in which the Company operates is subject to a high degree of uncertainty and risk due to variety of factors, including those described in the "Risk Factors" section of the Company's public filings with the SEC. Non‐GAAP Financial Measures This presentation includes reference to Funds From Operations (“FFO”), FFO per share, Adjusted Funds From Operations (“AFFO”), AFFO per share, and Adjusted EBITDA, which are not required by, or presented in accordance with, generally accepted accounting principles in the United States (“GAAP”). These are non-GAAP financial measures and should not be construed as alternatives to net income or as an indicator of operating performance (as determined in accordance with GAAP). We believe FFO, FFO per share, AFFO, AFFO per share and Adjusted EBITDA provide a meaningful perspective of the underlying operating performance of our business. For additional information regarding these non-GAAP financial measures see “Definitions of Non-GAAP Financial Measures” included in the Appendix at the end of this presentation. Financial Data Financial information provided herein is as of December 31, 2019 unless otherwise indicated. VICI Q4 2019 Supplemental Financial & Operating Data 2
Corporate Overview About VICI Properties (NYSE: VICI) VICI Properties Inc. (“VICI Properties” or the “Company”) is an experiential real estate investment trust that owns one of the largest portfolios of market-leading gaming, hospitality and entertainment destinations, including the world-renowned Caesars Palace. VICI Properties’ national, geographically diverse portfolio consists of 28 gaming facilities comprising over 40 million square feet and features approximately 15,600 hotel rooms and more than 180 restaurants, bars and nightclubs. Its properties are leased to industry leading gaming and hospitality operators, including Caesars Entertainment Corporation, Century Casinos Inc., Hard Rock International, JACK Entertainment and Penn National Gaming. VICI Properties also owns four championship golf courses and 34 acres of undeveloped land adjacent to the Las Vegas Strip. VICI Properties’ strategy is to create the nation’s highest quality and most productive experiential real estate portfolio. For additional information, please visit www.viciproperties.com. Senior Management Board of Directors Titles Independent Edward Pitoniak Chief Executive Officer & Director James Abrahamson Director, Chairman of the Board ✓ John Payne President & Chief Operating Officer Diana Cantor Director, Chair of the Audit Committee ✓ David Kieske EVP, Chief Financial Officer Monica Douglas Director ✓ Samantha Gallagher EVP, General Counsel & Secretary Elizabeth Holland Director ✓ Gabriel Wasserman Chief Accounting Officer Craig Macnab Director, Chair of the Compensation Committee ✓ Edward Pitoniak Chief Executive Officer & Director Contact Information Michael Rumbolz Director, Chair of the Nominating & Governance Committee ✓ Corporate Headquarters Transfer Agent Covering Equity Analysts VICI Properties Inc. Computershare Firm Analyst Phone Email th 535 Madison Ave., 20 Fl 2335 Alaska Avenue Barclays Felicia Hendrix (212) 526‐5562 Felicia.Hendrix@barclays.com New York, NY 10022 El Segundo, CA 90245 BofA Merrill Lynch Shaun Kelley (646) 855‐1005 Shaun.Kelley@baml.com (646) 949‐4631 (800) 962‐4284 Citi Smedes Rose (212) 816-6243 Smedes.Rose@citi.com www.computershare.com Credit Suisse Ben Combes (212) 538-2383 Ben.Combes@credit-Suisse.com Investor Relations Deutsche Bank Carlo Santarelli (212) 250‐5815 Carlo.Santarelli@db.com investors@viciproperties.com Public Markets Detail Evercore ISI Rich Hightower (212) 752-0886 Rich.Hightower@evercoreisi.com Ticker: VICI Public Relations Goldman Sachs Stephen Grambling (212) 902‐7832 Stephen.Grambling@gs.com Exchange: NYSE pr@viciproperties.com Green Street Advisors Spenser Allaway (949) 640-8780 Sallaway@greenstreetadvisors.com Jefferies David Katz (212) 323-3355 Dkatz@jefferies.com Unsecured Credit Ratings Ladenburg Thalmann & Co. John Massocca (212) 409-2543 Jmassoca@ladenburg.com Firm Rating Morgan Stanley Thomas Allen (212) 761‐3356 Thomas.Allen@morganstanley.com Moody's Ba3 Nomura l Instinet Daniel Adam (212) 310-5407 Daniel.Adam@instinet.com Standard & Poor’s BB Robert W. Baird RJ Milligan (813) 273-8252 Rjmilligan@rwbaird.com Fitch BB SMBC Nikko Securities Richard Anderson (646) 521-2351 Randerson@smbcnikko-si.com Stifel Nicolaus Simon Yarmak (443) 224‐1345 Yarmaks@stifel.com Sun Trust Robinson Humphrey Barry Jonas (212) 590-0998 Barry.Jonas@suntrust.com Union Gaming John DeCree (702) 691‐3213 John.Decree@uniongaming.com Covering High Yield Analysts Firm Analyst Phone Email BofA Merrill Lynch James Kayler (646) 855‐9223 James.F.Kayler@baml.com Deutsche Bank Luis Chinchilla (212) 250-9980 Luis.Chinchilla@db.com Goldman Sachs Komal Patel (212) 357‐9774 Komal.Patel@gs.com VICI Q4 2019 Supplemental Financial & Operating Data J.P. Morgan Michael Pace (212) 270‐6530 Michael.Pace@jpmorgan.com 3
Table of Contents 2019 Highlights 5 Portfolio & Financial Overview 6 Consolidated Balance Sheets 7-8 Consolidated Statements of Operations 9-10 Revenue Breakdown 11-12 Non‐GAAP Financial Measures 13-14 2020 Guidance 15 Capitalization 16 Property Overview 17 Properties Breakdown 18-19 Summary of Current Lease Terms 20-21 Recent Activity 22-23 Right of First Refusal / Put-Call Assets 24 Definitions of Non-GAAP Financial Measures 25 VICI Q4 2019 Supplemental Financial & Operating Data 4
2019 Highlights $4.9 billion +45.2% $2.6 billion 100% Announced $4.9 billion in acquisitions Increased Enterprise Raised total equity Same-store occupancy across Value to $15.5 billion on proceeds of $2.6 billion our properties at 12/31/2019 12/31/2019 compared to by executing the largest 100% $10.7 billion on REIT follow-on offering of nd Announced 100% of gaming net lease 12/31/2018 primary shares and 2 transactions among publicly-traded utilizing our ATM companies in 2019 program Consecutive annual dividend increase, solidifying our policy to raise the dividend annually +17.2% Increased Adjusted EBITDA to $847 million for year ended 12/31/2019 compared to Leverage $600 million $722 million for year ended 12/31/2018 Continued to maintain a solid, Increased liquidity under our credit facilities by upsizing low-levered balance sheet well 2x Tenant Diversification our revolving line of credit to $1.0 billion, an increase of within our targeted Net Debt to $600 million compared to 2018 Doubled our roster of best-in-class gaming EBITDA range of 5.0 – 5.5x operators by adding Hard Rock International, an investment grade entity, and Century Casinos Inc. as tenants 1st $1.55 billion +36.3% Completed our inaugural Refinanced $1.55 billion of CMBS debt in favor of Unsecured Notes issuance, unsecured notes, marking the first step on our path Expanded geographic exposure to 15 MSAs enhancing our balance sheet and toward an investment grade rating compared to 11 MSAs in 2018 staggering our debt maturities VICI Q4 2019 Supplemental Financial & Operating Data 5
Portfolio & Financial Overview (amounts in thousands, except per share data and portfolio and property data) Portfolio Data Tenant MSA Diversity (% of SF)1 Properties1 28 Golf Courses 4 Developable Las Vegas Strip Land (acres) 34 Las Vegas 29% Omaha 3% States1 12 MSAs1 16 Philadelphia 19% Memphis 3% Weighted Average Remaining Lease Term, Including Renewal Options (years)2 33.0 San Francisco 9% New Orleans 2% Property Totals1 Dallas 7% Cleveland 2% Total Square Feet (000s) 43,438 Chicago 6% Pittsburgh 2% Casino Space Sq. Ft. (000s) 1,750 Louisville 6% Nashville 1% Meeting Space Sq. Ft. (000s) 764 Slot Machines 34,960 Detroit 5% Cincinnati 1% Table Games 1,880 Kansas City 3% St. Louis 1% Hotel Rooms 15,552 Restaurants ~180 Retail Outlets ~50 Summary Capitalization (see page 16) Debt Composition4,5 Equity Market Capitalization $11,778,671 Total Debt $4,848,480 Cash, Cash Equivalents & Short Term Investments $1,161,367 Floating Rate Enterprise Value $15,465,784 2% Net Leverage Ratio3 4.4x Financial Highlights Secured Unsecured 54% 46% Three Months Ended December 31, September 30, June 30, March 31, December 31, 2019 2019 2019 2019 2018 Fixed Rate Net Income Per Share 98% Basic $0.21 $0.31 $0.37 $0.37 $0.37 Diluted $0.21 $0.31 $0.37 $0.37 $0.37 Funds From Operations Per Share (FFO)6 Basic $0.21 $0.31 $0.37 $0.37 $0.37 Diluted $0.21 $0.31 $0.37 $0.37 $0.37 Adjusted Funds From Operations Per Share (AFFO)6 Basic $0.38 $0.36 $0.38 $0.37 $0.36 Diluted $0.37 $0.35 $0.38 $0.37 $0.36 Notes Net Income $ 98,631 $ 144,435 $ 152,049 $ 150,849 $ 142,541 1. Property statistics include the acquisition of JACK Cleveland/Thistledown, which closed on January 24, 2020. 2. Weighted average remaining lease term, including renewal options, as of December 31, 2019. 6 Adjusted EBITDA $ 229,681 $ 211,669 $ 206,244 $ 199,019 $ 189,418 3. Net Leverage Ratio is defined as Total Debt less Cash, Cash Equivalents and Short Term Investments divided by LTM Adjusted EBITDA. See “Definitions of Non-GAAP Financial Measures” on page 25 of this presentation Annualized Dividend per Share $1.19 $1.19 $1.15 $1.15 $1.15 for the definition of Adjusted EBITDA. Dividend Yield at Period End 4.7% 5.3% 5.2% 5.3% 6.1% 4. A one percent change in the annual interest rate on the Company’s unhedged borrowings would increase or decrease annual cash interest expense by $1.0 million. 5. Subsequent to December 31, 2019, the Company issued $2.5 billion of unsecured notes on February 5, 2020 VICI Q4 2019 Supplemental Financial & Operating Data and redeemed in full its 8.00% Second Lien Notes on February 20, 2020. 6. See "Non‐GAAP Financial Measures" on pages 13-14 of this presentation for the reconciliations of these 6 Non‐GAAP Financial Measures.
Consolidated Balance Sheets (amounts in thousands, except share and per share data) December 31, 2019 December 31, 2018 Assets Real estate portfolio: Investments in direct financing and sales-type leases, net $ 10,734,245 $ 8,916,047 Investments in operating leases 1,086,658 1,086,658 Land 94,711 95,789 Cash and cash equivalents 1,101,893 577,883 Restricted cash — 20,564 Short-term investments 59,474 520,877 Other assets 188,638 115,550 Total assets $ 13,265,619 $ 11,333,368 Liabilities Debt, net $ 4,791,563 $ 4,122,264 Accrued interest 20,153 14,184 Deferred financing liability 73,600 73,600 Deferred revenue 70,340 43,605 Dividends payable 137,056 116,287 Other liabilities 123,918 62,406 Total liabilities 5,216,630 4,432,346 Stockholders' equity Common stock, $0.01 par value, 700,000,000 shares authorized and 461,004,742 and 404,729,616 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively 4,610 4,047 Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at December 31, 2019 and December 31, 2018 — — Additional paid-in capital 7,817,582 6,648,430 Accumulated other comprehensive loss (65,078) (22,124) Retained earnings 208,069 187,096 Total VICI stockholders' equity 7,965,183 6,817,449 Non-controlling interests 83,806 83,573 Total stockholders' equity 8,048,989 6,901,022 Total liabilities and stockholders' equity $ 13,265,619 $ 11,333,368 VICI Q4 2019 Supplemental Financial & Operating Data 7
Consolidated Balance Sheets – Quarterly (amounts in thousands, except share and per share data) December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 Assets Real estate portfolio: Investments in direct financing and sales-type leases, net $ 10,734,245 $ 10,455,900 $ 9,897,031 $ 9,186,144 Investments in operating leases 1,086,658 1,086,658 1,086,658 1,086,658 Land 94,711 94,711 94,711 94,711 Cash and cash equivalents 1,101,893 431,423 1,205,335 598,276 Restricted cash — 32,087 28,217 24,366 Short-term investments 59,474 342,767 97,586 356,878 Other assets 188,638 137,920 112,508 101,638 Total assets $ 13,265,619 $ 12,581,466 $ 12,522,046 $ 11,448,671 Liabilities Debt, net $ 4,791,563 $ 4,125,473 $ 4,124,448 $ 4,123,350 Accrued interest 20,153 23,945 13,965 24,702 Deferred financing liability 73,600 73,600 73,600 73,600 Deferred revenue 70,340 250 5 355 Dividends payable 137,056 137,048 132,441 118,056 Other liabilities 123,918 147,081 105,164 62,720 Total liabilities 5,216,630 4,507,397 4,449,623 4,402,783 Stockholders' equity Common stock 4,610 4,610 4,610 4,110 Preferred stock — — — — Additional paid-in capital 7,817,582 7,816,233 7,814,829 6,777,683 Accumulated other comprehensive loss (65,078) (77,116) (70,003) (39,315) Retained earnings 208,069 246,587 239,301 219,791 Total VICI stockholders' equity 7,965,183 7,990,314 7,988,737 6,962,269 Non-controlling interests 83,806 83,755 83,686 83,619 Total stockholders' equity 8,048,989 8,074,069 8,072,423 7,045,888 Total liabilities and stockholders' equity $ 13,265,619 $ 12,581,466 $ 12,522,046 $ 11,448,671 VICI Q4 2019 Supplemental Financial & Operating Data 8
Consolidated Statements of Operations (amounts in thousands, except share and per share data) Three Months Ended December 31, Year Ended December 31, 2019 2018 2019 2018 Revenues Income from direct financing and sales-type leases $ 218,905 $ 187,271 $ 822,205 $ 741,564 Income from operating leases 10,913 11,345 43,653 47,972 Tenant reimbursement of property taxes1 — 19,918 — 81,240 Golf operations 7,719 7,505 28,940 27,201 Revenues 237,537 226,039 894,798 897,977 Operating expenses General and administrative 5,109 4,283 24,569 24,429 Depreciation 883 929 3,831 3,686 Property taxes1 — 20,212 — 81,810 Golf operations 4,538 4,540 18,901 17,371 Loss on impairment — — — 12,334 Transaction and acquisition expenses 249 393 4,998 393 Total operating expenses 10,779 30,357 52,299 140,023 Operating income 226,758 195,682 842,499 757,954 Interest expense (71,448) (54,297) (248,384) (212,663) Interest income 4,153 3,803 20,014 11,307 Loss from extinguishment of debt (58,143) — (58,143) (23,040) Income before income taxes 101,320 145,188 555,986 533,558 Income tax expense (607) (557) (1,705) (1,441) Net income 100,713 144,631 554,281 532,117 Less: Net income attributable to non-controlling interest (2,082) (2,090) (8,317) (8,498) Net income attributable to common stockholders $ 98,631 $ 142,541 $ 545,964 $ 523,619 Net income per common share Basic $ 0.21 $ 0.37 $ 1.25 $ 1.43 Diluted $ 0.21 $ 0.37 $ 1.24 $ 1.43 Weighted average number of common shares outstanding Basic 460,689,199 385,720,716 435,071,096 367,226,395 Diluted 472,642,363 385,847,082 439,152,946 367,316,901 Notes 1. Upon the adoption of ASC 842 on January 1, 2019, we ceased recording tenant reimbursement of property taxes as these taxes are paid directly by our tenants to the applicable government entity. VICI Q4 2019 Supplemental Financial & Operating Data 9
Consolidated Statements of Operations – Quarterly (amounts in thousands, except share and per share data) Three Months Ended December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 Revenues Income from direct financing and sales-type leases $ 218,905 $ 206,001 $ 201,549 $ 195,750 Income from operating leases 10,913 10,913 10,914 10,913 Tenant reimbursement of property taxes1 — — — — Golf operations 7,719 5,599 8,283 7,339 Revenues 237,537 222,513 220,746 214,002 Operating expenses General and administrative 5,109 6,717 6,518 6,225 Depreciation 883 1,000 1,018 930 Property taxes1 — — — — Golf operations 4,538 5,423 4,848 4,092 Transaction and acquisition expenses 249 993 2,867 889 Total operating expenses 10,779 14,133 15,251 12,136 Operating income 226,758 208,380 205,495 201,866 Interest expense (71,448) (68,531) (54,819) (53,586) Interest income 4,153 6,690 4,004 5,167 Loss from extinguishment of debt (58,143) — — — Income before income taxes 101,320 146,539 154,680 153,447 Income tax expense (607) (24) (553) (521) Net income 100,713 146,515 154,127 152,926 Less: Net income attributable to non-controlling interest (2,082) (2,080) (2,078) (2,077) Net income attributable to common stockholders $ 98,631 $ 144,435 $ 152,049 $ 150,849 Net income per common share Basic $ 0.21 $ 0.31 $ 0.37 $ 0.37 Diluted $ 0.21 $ 0.31 $ 0.37 $ 0.37 Weighted average number of common shares outstanding Basic 460,689,199 460,666,295 412,309,577 405,733,656 Diluted 472,642,363 465,771,668 412,821,400 406,035,025 Notes 1. Upon the adoption of ASC 842 on January 1, 2019, we ceased recording tenant reimbursement of property taxes as these taxes are paid directly by our tenants to the applicable government entity. VICI Q4 2019 Supplemental Financial & Operating Data 10
Revenue Breakdown (amounts in thousands, except share and per share data) Three Months Ended December 31, Year Ended December 31, 2019 2018 2019 2018 Contractual leasing revenues (cash rent) Caesars Palace Las Vegas $ 40,741 $ 39,383 $ 161,269 $ 134,315 Caesars Palace Las Vegas, classified as operating lease revenue 10,913 11,345 43,653 47,972 Non-CPLV & Joliet 1 126,507 119,752 502,272 474,445 Harrah's Las Vegas 22,068 21,850 88,274 87,400 Margaritaville Bossier City 5,800 — 23,138 — Greektown 13,889 — 33,751 — Hard Rock Cincinnati 10,687 — 11,993 — Century Portfolio 1,747 — 1,747 — Total contractual leasing revenues (cash rent) $ 232,352 $ 192,330 $ 866,097 $ 744,132 Direct financing and sales-type lease adjustment (non-cash)2 Caesars Palace Las Vegas $ (2,337) $ 479 $ (7,512) $ 16,251 Non-CPLV & Joliet 1 3,805 5,788 18,211 29,079 Harrah's Las Vegas (214) 19 (832) 74 Margaritaville Bossier City (1,098) — (4,210) — Greektown (2,452) — (5,658) — Hard Rock Cincinnati (238) — (238) — Century Portfolio — — — — Total direct financing and sales-type lease adjustment (non-cash) $ (2,534) $ 6,286 $ (239) $ 45,404 Total leasing revenue (GAAP) $ 229,818 $ 198,616 $ 865,858 $ 789,536 Tenant reimbursement of property taxes 3 — 19,918 — 81,240 Golf operations 7,719 7,505 28,940 27,201 Total revenues (GAAP) $ 237,537 $ 226,039 $ 894,798 $ 897,977 Total contractual leasing revenues (cash rent) 232,352 192,330 866,097 744,132 Golf operations 7,719 7,505 28,940 27,201 Total cash revenue $ 240,071 $ 199,835 $ 895,037 $ 771,333 Notes 1. Includes 100% of revenues. A JV partner owns a 20% non-controlling interest in Harrah’s Joliet. 2. Amounts represent the non-cash adjustment to income from direct financing and sales-type leases in order to recognize income on an effective interest basis at a constant rate of return over the term of the leases. 3. Upon the adoption of ASC 842 on January 1, 2019, we ceased recording tenant reimbursement of property taxes as these taxes are paid directly by our tenants to the applicable government entity. VICI Q4 2019 Supplemental Financial & Operating Data 11
Revenue Breakdown – Quarterly (amounts in thousands, except share and per share data) Three Months Ended December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 Contractual leasing revenues (cash rent) Caesars Palace Las Vegas $ 40,741 $ 40,176 $ 40,176 $ 40,176 Caesars Palace Las Vegas, classified as operating lease revenue 10,913 10,913 10,914 10,913 Non-CPLV & Joliet 1 126,507 125,255 125,255 125,255 Harrah's Las Vegas 22,068 22,069 22,068 22,069 Margaritaville Bossier City 5,800 5,800 5,800 5,738 Greektown 13,889 13,889 5,973 — Hard Rock Cincinnati 10,687 1,306 — — Century Portfolio 1,747 — — — Total contractual leasing revenues (cash rent) $ 232,352 $ 219,408 $ 210,186 $ 204,151 Direct financing and sales-type lease adjustment (non-cash)2 Caesars Palace Las Vegas $ (2,337) $ (1,747) $ (1,725) $ (1,703) Non-CPLV & Joliet 1 3,805 4,935 4,800 4,671 Harrah's Las Vegas (214) (210) (206) (202) Margaritaville Bossier City (1,098) (2,536) (322) (254) Greektown (2,452) (2,936) (270) — Hard Rock Cincinnati (238) — — — Century Portfolio — — — — Total direct financing and sales-type lease adjustment (non-cash) $ (2,534) $ (2,494) $ 2,277 $ 2,512 Total leasing revenue (GAAP) $ 229,818 $ 216,914 $ 212,463 $ 206,663 Golf operations 7,719 5,599 8,283 7,339 Total revenues (GAAP) $ 237,537 $ 222,513 $ 220,746 $ 214,002 Total contractual leasing revenues (cash rent) 232,352 219,408 210,186 204,151 Golf operations 7,719 5,599 8,283 7,339 Total cash revenue $ 240,071 $ 225,007 $ 218,469 $ 211,490 Notes 1. Includes 100% of revenues. A JV partner owns a 20% non-controlling interest in Harrah’s Joliet. 2. Amounts represent the non-cash adjustment to income from direct financing and sales-type leases in order to recognize income on an effective interest basis at a constant rate of return over the term of the leases. VICI Q4 2019 Supplemental Financial & Operating Data 12
Non‐GAAP Financial Measures (amounts in thousands, except share and per share data) Three Months Ended December 31, Year Ended December 31, 2019 2018 2019 2018 Net income attributable to common stockholders $ 98,631 $ 142,541 $ 545,964 $ 523,619 Real estate depreciation — — — — Funds From Operations (FFO)1 98,631 142,541 545,964 523,619 Direct financing and sales-type lease adjustments attributable to common stockholders 2,585 (6,199) 492 (44,852) Transaction and acquisition expenses 249 393 4,998 393 Non-cash stock-based compensation 1,402 860 5,223 2,342 Amortization of debt issuance costs and original issue discount 14,854 1,498 33,034 5,976 Other depreciation 875 928 3,815 3,679 Capital expenditures (106) (156) (2,097) (899) Loss on impairment — — — 12,334 Loss on extinguishment of debt 58,143 — 58,143 23,040 Adjusted Funds From Operations (AFFO)1 176,633 139,865 649,572 525,632 Interest expense, net 52,441 48,996 195,336 195,380 Income tax expense 607 557 1,705 1,441 Adjusted EBITDA1 $ 229,681 $ 189,418 $ 846,613 $ 722,453 Net income per common share Basic $ 0.21 $ 0.37 $ 1.25 $ 1.43 Diluted $ 0.21 $ 0.37 $ 1.24 $ 1.43 FFO per common share Basic $ 0.21 $ 0.37 $ 1.25 $ 1.43 Diluted $ 0.21 $ 0.37 $ 1.24 $ 1.43 AFFO per common share Basic $ 0.38 $ 0.36 $ 1.49 $ 1.43 Diluted $ 0.37 $ 0.36 $ 1.48 $ 1.43 Weighted average number of common shares outstanding Basic 460,689,199 385,720,716 435,071,096 367,226,395 Diluted 472,642,363 385,847,082 439,152,946 367,316,901 Notes 1. See definitions of Non-GAAP Financial Measures on page 25 of this presentation. VICI Q4 2019 Supplemental Financial & Operating Data 13
Non‐GAAP Financial Measures – Quarterly (amounts in thousands, except share and per share data) Three Months Ended December 31, 2019 September 30, 2019 June 30, 2019 March 31, 2019 Net income attributable to common stockholders $ 98,631 $ 144,435 $ 152,049 $ 150,849 Real estate depreciation — — — — Funds From Operations (FFO)1 98,631 144,435 152,049 150,849 Direct financing and sales-type lease adjustments attributable to common stockholders 2,585 2,563 (2,210) (2,446) Transaction and acquisition expenses 249 993 2,867 889 Non-cash stock-based compensation 1,402 1,404 1,366 1,051 Amortization of debt issuance costs and original issue discount 14,854 14,816 1,899 1,465 Other depreciation 875 997 1,016 927 Capital expenditures (106) (588) (212) (1,191) Loss on extinguishment of debt 58,143 — — — Adjusted Funds From Operations (AFFO)1 176,633 164,620 156,775 151,544 Interest expense, net 52,441 47,025 48,916 46,954 Income tax expense 607 24 553 521 Adjusted EBITDA1 $ 229,681 $ 211,669 $ 206,244 $ 199,019 Net income per common share Basic $ 0.21 $ 0.31 $ 0.37 $ 0.37 Diluted $ 0.21 $ 0.31 $ 0.37 $ 0.37 FFO per common share Basic $ 0.21 $ 0.31 $ 0.37 $ 0.37 Diluted $ 0.21 $ 0.31 $ 0.37 $ 0.37 AFFO per common share Basic $ 0.38 $ 0.36 $ 0.38 $ 0.37 Diluted $ 0.37 $ 0.35 $ 0.38 $ 0.37 Weighted average number of common shares outstanding Basic 460,689,199 460,666,295 412,309,577 405,733,656 Diluted 472,642,363 465,771,668 412,821,400 406,035,025 Notes 1. See definitions of Non-GAAP Financial Measures on page 25 of this presentation. VICI Q4 2019 Supplemental Financial & Operating Data 14
2020 Guidance The Company is providing estimated net income, FFO and AFFO guidance for the full year 2020. The Company estimates that net income attributable to common stockholders for the year ending December 31, 2020 will be between $631.0 million and $653.0 million, or between $1.30 and $1.35 per diluted share, which does not include any pending acquisitions. The Company estimates AFFO for the year ending December 31, 2020 will be between $728.0 million and $748.0 million, or between $1.50 and $1.54 per diluted share, which does not include any pending acquisitions. These per share estimates reflect the dilutive impact of the additional 50,000,000 shares of common stock issued on June 28, 2019, as well as an estimate of the additional shares from the unsettled forward sale agreements that are required to be included in the dilutive earnings per share calculation under the treasury stock method. These estimates do not include the impact on operating results from currently pending transactions (including the Eldorado Transaction in which we will collect $253 million of annual rent), the sale of common shares subject to the forward sale agreements entered into with the forward purchasers in June 2019 or possible future acquisitions or dispositions, capital markets activity, or other non-recurring transactions. Guidance does not include charges related to the new accounting pronouncement, ASU No. 2016-13 - Financial Instruments-Credit Losses (Topic 326), which is effective for us beginning in the first quarter of 2020 and which will require us to record a non-cash credit allowance for our investments in direct financing and sales-type leases. 2020 Aggregate Guidance: Net Income, FFO & AFFO ($ in millions) For the Year Ending December 31, 2020: Low High Estimated net income attributable to common stockholders $ 631.0 $ 653.0 Estimated real estate depreciation — — Estimated Funds From Operations (FFO) $ 631.0 $ 653.0 Estimated direct financing and sales-type lease adjustments 18.0 18.0 Estimated transaction and acquisition expenses, non-cash stock-based compensation, amortization of debt issuance costs and OID, other non-cash interest expense, non-real estate depreciation, capital expenditures, impairment 79.0 77.0 charges and gains or losses on debt extinguishments Estimated Adjusted Funds From Operations (AFFO) $ 728.0 $ 748.0 2020 Per Share Guidance: Net Income, FFO & AFFO For the Year Ending December 31, 2020: Low High Estimated net income attributable to common stockholders per diluted share $ 1.30 $ 1.35 Estimated real estate depreciation per diluted share — — Estimated Funds From Operations (FFO) per diluted share $ 1.30 $ 1.35 Estimated direct financing and sales-type lease adjustments per diluted share 0.04 0.04 Estimated transaction and acquisition expenses, non-cash stock-based compensation, amortization of debt issuance costs and OID, other non-cash interest expense, non-real estate depreciation, capital expenditures, impairment 0.16 0.16 charges and gains or losses on debt extinguishments, per diluted share Estimated Adjusted Funds From Operations (AFFO) per diluted share $ 1.50 $ 1.54 Estimated Weighted Average Share Count at Year End (in millions) 484.3 484.3 The estimates set forth above reflect management’s view of current and future market conditions, including assumptions with respect to the earnings impact of the events referenced in this supplement. The estimates set forth above may be subject to fluctuations as a result of several factors and there can be no assurance that the Company’s actual results will not differ materially from the estimates set forth above. VICI Q4 2019 Supplemental Financial & Operating Data 15
Capitalization1 ($ amounts in thousands, except share and per share data) Balance as of % of Maturity Interest Interest Credit Rating December 31, Total Prepayment Years to Debt Date Rate Frequency Moody’s/S&P/Fitch 2019 Debt Option Maturity VICI PropCo Senior Secured Credit Facilities Revolving Credit Facility 5/15/2024 L+2.00% Monthly3 - 0% ‐ 4.4 years Term Loan B Facility 12/22/20242 L+2.00%4 Monthly Ba2 / BBB- / BBB- 2,100,000 43% Par 5.0 years Second Lien Notes 10/15/2023 8.00% Semi‐Annually Ba3 / BBB- / BB+ 498,480 10% NC 35 3.8 years Senior Unsecured Notes Due 2026 12/1/2026 4.25% Semi‐Annually Ba3 / BB / BB 1,250,000 26% NC 3 6.9 years Senior Unsecured Notes Due 2029 12/1/2029 4.63% Semi‐Annually Ba3 / BB / BB 1,000,000 21% NC 5 9.9 years Total Debt 4.90%6 $4,848,480 100% 6.4 years Fixed Rate $4,748,480 98% Variable Rate $100,000 2% Equity Shares Outstanding as of 12/31/2019 461,004,742 Share Price as of 12/31/2019 $25.55 Equity Market Capitalization $11,778,671 Enterprise Value Total Debt plus Equity Market Capitalization $16,627,151 Less: Cash, Cash Equivalents & Short Term Investments 1,161,367 Total Enterprise Value $15,465,784 Total Liquidity Revolving Credit Facility Capacity $1,000,000 Cash, Cash Equivalents & Short Term Investments 1,161,367 Total Liquidity $2,161,367 Notes 1. As of December 31, 2019. Subsequent to December 31, 2019, the Company repriced its Term Loan B Facility to L+1.75% on January 24, 2020, issued $2.5 billion of unsecured notes on February 5, 2020 and redeemed in full its 8.00% Second Lien Notes on February 20, 2020. Please see page 23 for additional details. 2. The Term Loan B Facility requires scheduled quarterly payments in amounts equal to 0.25% of the original principal amount adjusted for prepayments permitted pursuant to the Credit Agreement dated December 22, 2017 (the “Credit Agreement”). The Term Loan B Facility will mature on December 22, 2024 or the date that is three months prior to the maturity of the Second Lien Notes, whichever is earlier (or if the maturity is extended pursuant to the terms of the Credit Agreement, such extended maturity date as determined pursuant thereto). 3. Commitment fees (0.375%-0.500% depending on leverage) on the undrawn portion of the Revolving Credit Facility are paid quarterly. 4. On April 24, 2018, VICI swapped $1.5 billion of variable rate debt at a fixed rate of 2.8297%. The interest rate swap agreements each have an effective date of May 22, 2018 and a termination date of April 22, 2023. On January 3, 2019, VICI swapped $500 million of variable rate debt at a blended rate of 2.38%. The interest rate swap agreements each have an effective date of January 22, 2019 and a termination date of January 22, 2021. Subsequent to December 31, 2019, on January 24, 2020, the Company repriced its Term Loan B Facility to L+1.75%. 5. Callable at 104% after 3 years (October 2020), and at par after 4 years post issuance, plus any accrued and unpaid interest to the redemption date. Subsequent to December 31, 2019, on February 20, 2020, the Company redeemed in full its 8.00% Second Lien Notes. 6. Based on one month LIBOR of 1.76% as of December 31, 2019. Includes impact of interest rate swaps. VICI Q4 2019 Supplemental Financial & Operating Data 16
Property Overview Caesars Palace Las Vegas Harrah’s Lake Tahoe Detroit Lake Tahoe / Reno Joliet / Hammond Cleveland Council Bluffs Philadelphia Cincinnati Atlantic City Las Vegas North Kansas City Louisville Metropolis Caesars Caesars Laughlin Tunica Resorts / Robinsonville Bossier City Hard Rock Cincinnati Biloxi Century Casino Cape Girardeau New Orleans CURRENT PORTFOLIO PENDING ACQUISITIONS PENDING DISPOSITION1 DESIGNATED ROFR PROPERTIES3 DESIGNATED PUT-CALL PROPERTIES2 Bally’s Las Vegas OWNED GOLF COURSES Indiana Grand, Centaur Flamingo Las Vegas Cascata, Boulder City, NV Hard Rock Hoosier Park, Centaur Paris Las Vegas Century Casinos Rio Secco, Henderson, NV Caesars Forum Convention Center Planet Hollywood Grand Bear, Saucier, MS The LINQ Chariot Run, Laconia, IN JACK Cleveland Horseshoe Baltimore Greektown Casino-Hotel VICI Continues to Diversify its Rent Base % LV Rent % LV Rent VICI Post JACK Entertainment VICI At 26% 31% Penn National Gaming Pending Formation 4 74% Transactions 69% % Regional % Regional Rent Rent Note: Transactions pending completion are subject to customary closing conditions and regulatory approvals. The Eldorado Transaction and the pending disposition are also subject to the consummation of the merger of Eldorado with and into Caesars (the “Eldorado/Caesars Combination”). We can provide no assurances that the pending transactions and/or the Eldorado/Caesars Combination will be consummated on the terms or time frames contemplated, or at all. 1. On December 31, 2019, VICI and Caesars jointly entered into a definitive agreement to sell the Harrah’s Reno asset for $50 million to a third party. The proceeds of the transaction shall be split 75% to VICI and 25% to Caesars, while the annual rent payments under the Non-CPLV lease will remain unchanged following completion of the disposition. 2. The put/call option on Harrah’s Hoosier Park and Indiana Grand Racing & Casino (13.0x call/12.5x put) can be exercised between January 1, 2022 and December 31, 2024. The put/call option on these properties will be effective after the closing of the Eldorado/Caesars Combination. The put option on the Caesars Forum Convention Center can be exercised between January 1, 2024 and December 31, 2024 at 13.0x. The call option on the Caesars Forum Convention Center can be exercised between January 1, 2027 and December 31, 2027 at 13.0x. 3. In respect to the ROFR assets in Las Vegas, the first will be selected from: Flamingo Las Vegas, Bally’s Las Vegas, Paris Las Vegas and Planet Hollywood Resort & Casino, with the second to be one of the previous four plus the LINQ Hotel & Casino. Combined Eldorado/Caesars will not have a contractual obligation to sell the properties subject to the ROFRs and will make independent financial decisions regarding whether to trigger the ROFRs. The ROFRs on these properties will be effective after the closing of the Eldorado/Caesars Combination. 4. Reflects rent acquired from pending acquisitions of the MTA Properties and the pending CPLV and Non-CPLV Lease Modifications. VICI Q4 2019 Supplemental Financial & Operating Data 17
Properties Breakdown Major MSAs Total Sq. Ft. Casino Sq. Ft. Meeting Sq. Ft. Served Property Name Location (000s) (000s) (000s) Slot Machines Table Games Hotel Rooms Horseshoe Hammond Hammond, IN 1,716 108 -- 2,220 150 -- Chicago Harrah's Joliet Joliet, IL 1,011 39 6 1,090 40 200 Cincinnati Hard Rock Cincinnati Cincinnati, OH 450 100 33 1,800 100 -- JACK Cleveland1 Cleveland, OH 294 96 -- 1,330 120 -- Cleveland JACK Thistledown Racino1 North Randall, OH 610 57 -- 1,480 -- -- Horseshoe Bossier City Bossier City, LA 1,419 28 22 1,170 70 610 Dallas Harrah's Louisiana Downs Bossier City, LA 1,118 12 29 830 -- -- Margaritaville Bossier City Bossier City, LA 375 27 -- 1,220 50 395 Detroit Greektown Casino Detroit, MI 2,199 100 14 2,705 75 400 Kansas City Harrah's North Kansas City North Kansas City, MO 1,435 60 13 1,300 60 390 Caesars Palace Las Vegas Las Vegas, NV 8,579 124 300 1,440 160 3,970 Las Vegas Harrah's Las Vegas Las Vegas, NV 4,100 89 24 1,220 90 2,540 Louisville Caesars Southern Indiana Elizabeth, IN 2,510 87 24 1,580 100 500 Horseshoe Tunica Robinsonville, MS 1,008 63 20 1,010 100 510 Memphis Tunica Roadhouse2 Robinsonville, MS 225 -- 19 -- -- 140 Nashville Harrah's Metropolis Metropolis, IL 474 24 -- 840 30 260 New Orleans Harrah's Gulf Coast Biloxi, MS 1,031 31 -- 770 30 500 Harrah's Council Bluffs Council Bluffs, IA 790 21 6 550 20 250 Omaha Horseshoe Council Bluffs Council Bluffs, IA 632 60 -- 1,380 70 -- Pittsburgh Mountaineer Casino New Cumberland, WV 894 76 70 1,485 35 357 Notes 1. On January 24, 2020, the Company completed the previously announced transaction to acquire JACK Cleveland Casino and JACK Thistledown Racino. 2. In January of 2019, Caesars combined the gaming operations of Tunica Roadhouse and Horseshoe Tunica. VICI Q4 2019 Supplemental Financial & Operating Data 18
Properties Breakdown (Continued) Major MSAs Total Sq. Ft. Casino Sq. Ft. Meeting Sq. Ft. Served Property Name Location (000s) (000s) (000s) Slot Machines Table Games Hotel Rooms Caesars Atlantic City Atlantic City, NJ 3,632 116 29 1,890 130 1,140 Philadelphia Bally's Atlantic City Atlantic City, NJ 2,547 127 64 1,800 160 1,210 Harrah’s Philadelphia Chester, PA 2,000 113 12 2,450 110 -- Harvey's Lake Tahoe Lake Tahoe, NV 1,670 44 19 670 50 740 San Francisco / Harrah's Reno1 Reno, NV 1,371 40 22 610 30 930 Sacramento Harrah's Lake Tahoe Stateline, NV 1,057 45 18 760 70 510 Century Casino Cape Girardeau Cape Girardeau, MO 167 42 8 860 20 -- St. Louis Century Casino Caruthersville Caruthersville, MO 90 21 12 500 10 -- Total VICI Properties 16 MSAs 28 Properties 12 States 43,438 1,750 764 34,960 1,880 15,552 Cascata Golf Course Boulder City, NV 37 -- -- -- -- -- Rio Secco Golf Course Henderson, NV 30 -- -- -- -- -- Golf Courses Grand Bear Golf Course Saucier, MS 5 -- -- -- -- -- Chariot Run Golf Course Laconia, IN 5 -- -- -- -- -- Notes 1. On December 31, 2019, VICI and Caesars jointly entered into a definitive agreement to sell the Harrah’s Reno asset for $50 million to a third party. The proceeds of the transaction shall be split 75% to VICI and 25% to Caesars, while the annual rent payments under the Non-CPLV lease will remain unchanged following completion of the disposition. VICI Q4 2019 Supplemental Financial & Operating Data 19
Summary of Current Lease Terms Non-CPLV & Joliet Regional Master Lease Caesars Palace Las Vegas Harrah’s Las Vegas2 (2 Leases)1,2 & Joliet Lease3 Las Vegas2 Master Lease3 Properties 18 Non-CPLV Properties & 18 Non-CPLV Properties, Harrah’s CPLV HLV CPLV and HLV Subject to Lease Harrah’s Joliet Joliet, MTA Properties Current Cash $508.5 Million $662.5 Million $207.7 Million $89.2 Million $395.4 Million Rent Current Lease Nov. 1, 2019 – Oct. 31, 2020 Nov. 1, 2019 – Oct. 31, 2020 Nov. 1, 2019 – Oct. 31, 2020 Jan. 1, 2020 – Dec. 31, 2020 Nov. 1, 2019 – Oct. 31, 2020 Year 1.5% in years 2-5 1.5% in years 2-5 >2% / change in CPI beginning in 1% per year for years 2 – 5 and >2% Annual Escalator >2% / change in CPI >2% / change in CPI thereafter >2% / change in CPI thereafter year 2 / change in CPI thereafter EBITDAR 1.2x beginning in year 8 None 1.7x beginning in year 8 1.6x beginning in year 6 None Coverage Floor4 Rent Year 8: 70% Base / 30% Variable Year 8: 70% Base / 30% Variable Year 8 & 11: 80% Base / Year 8 & 11: 80% Base / Year 8, 11 & 16: 80% Base / Adjustment5 Year 11: 80% Base / 20% Variable Year 11 & 16: 80% Base / 20% Variable 20% Variable 20% Variable 20% Variable 4% of revenue increase/decrease 4% of revenue increase/decrease 4% of revenue increase/decrease Year 8: Avg. of years 5-7 less avg. of 4% of revenue increase/decrease Year 8: Avg. of years 5-7 less avg. of Variable Rent Year 8: Avg. of years 5-7 less avg. of years 0-2 Year 8: Avg. of years 5-7 less avg. of 4% of revenue increase/decrease years 0-2 Adjustment years 0-2 Year 11: Avg. of years 8-10 less avg. years 0-2 Year 8: Year 7 less year 0 Year 11: Avg. of years 8-10 less avg. Mechanic5 Year 11: Avg. of years 8-10 less avg. of years 5-7 Year 11: Avg. of years 8-10 less avg. Year 11: Year 10 less year 7 of years 5-7 of years 5-7 Year 16: Avg. of years 13-15 less avg. of years 5-7 Year 16: Avg. of years 13-15 less avg. of years 8-10 of years 8-10 Initial term extended to expire Initial term extended to expire 15-year initial term with four 5-year Term 15‐years following closing of the 15-year initial term with four 5-year renewal options 15‐years following closing of the renewal options Eldorado/Caesars Combination Eldorado/Caesars Combination Guarantee Caesars Combined Eldorado/Caesars Caesars Caesars Resorts Collection Combined Eldorado/Caesars $350mm required over rolling 3- $350mm required over rolling 3- Existing capex requirements to be $350mm required over rolling 3- year period at $100mm minimum year period at $100mm minimum increased in proportion to the overall year period at $100mm minimum $171 Million between 2017 and per year ($84mm allocated to CPLV); Capex per year ($84mm allocated to CPLV, increase in tenant’s net revenue per year ($84mm allocated to CPLV, 2021; Capex at 1% of net revenue $171 Million between 2017 and $255mm allocated to Non-CPLV and arising from the new properties $255mm allocated to Non-CPLV and thereafter 2021; Capex at 1% of net revenue $11mm allocated by the tenant) (measured prior to closing) $11mm allocated by the tenant) thereafter Note: Acquisitions pending completion are subject to customary closing conditions and regulatory approvals. The Eldorado Transaction is also subject to the consummation of the Eldorado/Caesars Combination. We can provide no assurances that the pending acquisitions will be consummated on the terms or time frames contemplated, or at all. 1. Cash rent amounts are presented prior to accounting for the portion of rent payable to the 20% JV partner at Harrah’s Joliet. After adjusting for the portion of rent payable to the 20% JV partner, Current Cash Rent is $500.4 million. 2. The information in this column does not reflect the modifications to the Caesars Lease Agreements contemplated in connection with the closing of the Eldorado Transaction. 3. Regional Master Lease reflects $154 million of rent from the pending acquisition of the MTA Properties; Las Vegas Master Lease reflects $98.5 million of incremental rent from CPLV and HLV lease modifications, resulting from the Eldorado Transaction. 4. In the event that the EBITDAR to Rent Ratio coverage is below the stated floor, the escalator of the respective Caesars Lease Agreements will be reduced to such amount to achieve the stated EBITDAR to Rent Ratio coverage, provided that the amount shall never result in a decrease to the prior year’s rent. The EBITDAR to Rent Ratio floor is conditioned upon obtaining a favorable private letter ruling from the Internal Revenue Service. The coverage floors, which coverage floors serve to reduce the rent escalators under the Caesars Lease Agreements in the event that the EBITDAR to Rent Ratio coverage is below the stated floor, will be removed upon execution of the amendments to the Caesars Lease Agreements in connection with the closing of the Eldorado Transaction. 5. Rent adjustments in the pro forma Regional Master Lease & Joliet Lease and pro forma Las Vegas Master Lease occur in lease years based on a lease commencement date of October 6, 2017. VICI Q4 2019 Supplemental Financial & Operating Data 20
Summary of Current Lease Terms (Continued) JACK Cleveland Margaritaville Bossier City Greektown Hard Rock Cincinnati Century Master Lease /Thistledown Master Lease Current Cash $23.5 Million $55.6 Million $42.8 Million $25.0 Million $65.9 Million Rent Current Lease Feb. 1, 2020 – Jan. 31, 2021 May 23, 2019 – May 31, 2020 Sept. 20, 2019 – Sept. 30, 2020 Dec. 6, 2019 – Dec. 31, 2020 Jan. 24, 2020 – Jan. 31, 2021 Year 1.0% in years 2-3 Annual 2% for Building Base Rent ($17.2 2% for Building Base Rent 1.5% in years 2-4 1.0% in years 2-3 1.5% in years 4-6 Escalator Million) ($42.8 Million) 2.0% / CPI thereafter 1.25% / CPI thereafter > 1.5% / CPI thereafter Net Revenue to Rent Ratio: 6.1x EBITDAR to Rent Ratio: 1.85x Net Revenue to Rent Ratio: 7.5x Net Revenue to Rent Ratio: 4.9x Coverage Floor None1 beginning in year 2 beginning in year 2 beginning in year 6 beginning in year 5 Rent Percentage (Variable) Rent adjusts Percentage (Variable) Rent adjusts Year 8 & 11: 80% Base / Year 8 & 11: 80% Base (subject to Year 8: 80% Base / 20% Variable Adjustment every 2 years beginning in year 3 every 2 years beginning in year 3 20% Variable escalator) / 20% Variable 4% of net revenue increase/decrease 4% of net revenue increase/decrease Variable Rent 4% of the average net revenues for 4% of the average net revenues for 4% of revenue increase/decrease Year 8: Avg. of years 5-7 less avg. of Year 8: Avg. of years 5-7 less avg. of Adjustment trailing 2-year period less threshold trailing 2-year period less threshold Year 8: Avg. of years 5-7 less avg. of years 1-3 years 1-3 Mechanic amount amount years 1-3 Year 11: Avg. of years 8-10 less avg. Year 11: Avg. of years 8-10 less avg. of years 5-7 of years 5-7 Term 15-year initial term with four 5-year renewal options Seminole Hard Rock Guarantor Penn National Gaming Penn National Gaming Century Casinos, Inc. Rock Ohio Ventures LLC Entertainment, Inc. Minimum 1% of Net Gaming Initial minimum of $30 million in first Revenue on a rolling three-year basis Minimum 1% of Net Revenue based Minimum 1% of Net Revenue based 3 years; 1% of Net Revenues Capex Minimum 1% of Net Revenues for each individual facility; 1% of Net on a four-year average on a four-year average beginning in lease year 4, based on a Gaming Revenue per fiscal year for rolling three-year basis2 the facilities collectively Notes 1. Starting in lease year 5, if the change in CPI is less than 0.5%, there will be no escalation in rent for such lease year. 2. Minimum of $30 million includes amounts spent on gaming equipment and the May Company Garage from the period commencing April 1, 2019 until December 31, 2022. VICI Q4 2019 Supplemental Financial & Operating Data 21
Recently Announced Acquisition Activity $ in millions Pending Transactions Announcement Multiple / Purchase Property Property Status Rent Tenant Property Details Date Cap Rate Price Images Combined ~125,100 Sq. Ft. of Casino Space Harrah’s New Orleans1 Eldorado/ 1,460 Slot Machines, 170 Tables (New Orleans, LA) Caesars 450 Hotel Rooms & Suites Combined ~156,300 Sq. Ft. of Casino Space Harrah’s Atlantic City1 Expected Close 2 Eldorado/ 2,100 Slot Machines, 170 Tables (Atlantic City, NJ) 6/24/2019 $154.0 11.8x / 8.4% $1,823.0 H1 2020 Caesars 2,590 Hotel Rooms & Suites Combined ~56,000 Sq. Ft. of Casino Space Harrah’s Laughlin1 Eldorado/ 880 Slot Machines, 30 Tables (Laughlin, NV) Caesars 1,510 Hotel Rooms & Suites Combined CPLV and HLV Lease Expected Close Improves quality, security and term 6/24/2019 $98.5 14.3x / 7.0% $1,404.0 Eldorado/ Modifications1 H1 2020 of Caesars leases Caesars Note: Acquisitions pending completion are subject to customary closing conditions and regulatory approvals. The Eldorado Transaction is also subject to the consummation of the Eldorado/Caesars Combination. We can provide no assurances that the pending acquisitions will be consummated on the terms or time frames contemplated, or at all. 1. On June 24, 2019, the Company announced that it will enter into definitive agreements pursuant to which VICI will acquire the land and real estate assets associated with the MTA Properties after which the acquisitions will be pending completion, subject to the closing of the Eldorado/Caesars Combination; subsequently, on September 26, 2019, the Company announced that it had entered into Purchase and Sale Agreements with respect to the MTA Properties. 2. Reflects a purchase price adjustment of $14.0 million related to Harrah’s New Orleans. VICI Q4 2019 Supplemental Financial & Operating Data 22
Recently Completed Acquisition & Capital Markets Activity $ in millions Completed Transactions Announcement Property Status Rent Multiple / Cap Rate Purchase Price Tenant Date JACK Cleveland Casino (Cleveland, OH) Closed 10/28/2019 $65.9 12.8x / 7.8% $843.3 JACK Entertainment JACK Thistledown Racino 1/24/2020 (North Randall, OH) Century Casino Cape Girardeau (Cape Girardeau, MO) Century Casino Caruthersville Closed 6/17/2019 $25.0 11.1x / 9.0% $278.0 Century Casinos (Caruthersville, MO) 12/6/2019 Mountaineer Casino, Racetrack & Resort (New Cumberland, WV) Hard Rock Cincinnati Closed 4/5/2019 $42.8 13.1x / 7.7% $558.3 Hard Rock Int’l (Cincinnati, OH) 9/20/2019 Greektown Casino-Hotel Closed 11/14/2018 $55.6 12.6x / 7.9% $700.0 Penn National (Detroit, MI) 5/23/2019 Margaritaville Resort Casino Closed 6/19/2018 $23.2 11.3x / 8.9% $261.1 Penn National (Bossier City, LA) 1/2/2019 Financing Activities Debt Capital Markets Equity Capital Markets Term Loan B - $500 million Swap Up to $750 million At-the-Market (“ATM”) Equity Program • On January 3, 2019, entered into $500 million swap at a blended rate of 2.38% • During Q1 2019, issued 6.1 million shares raising net proceeds of $128 million Upsized Revolving Credit Facility to $1,000 million $2,473 million Follow-On Equity Offering at $21.50 • On May 15, 2019, amended facility to increase borrowing capacity by $600 million and to • On June 28, 2019, issued 50 million shares with the remaining 65 million shares to be issued extend the maturity date to May 2024 upon settlement of the forward component of the offering Inaugural Unsecured Notes Offering of $2,250 million $200 million Equity Issuance through ATM Equity Program • On November 26, 2019, issued $1,000 million 7-Year Notes at 4.250% and $1,250 million • During February 2020, issued 7.5 million shares raising net proceeds of $200 million 10-Year Notes at 4.625% and prepaid the $1,550 million CPLV CMBS debt Repriced Term Loan B Facility to L + 1.75% • On January 24, 2020, repriced the Term Loan B Facility from L + 2.00% to L + 1.75% Unsecured Notes Offering of $2,500 million • On February 5, 2020, issued $750 million 5-Year Notes at 3.500%, $750 million 7-Year Notes at 3.750% and $1,000 million 10.5-Year Notes at 4.125% and redeemed in full the $498 million Second Lien Secured Notes on February 20, 2020 VICI Q4 2019 Supplemental Financial & Operating Data 23
Right of First Refusal / Put‐Call Assets On June 24, 2019, the Company announced that it entered into definitive agreements pursuant to which VICI will receive the right for Put/Call agreements on the Centaur Assets, ROFRs on two Las Vegas Strip assets as well as a ROFR on Horseshoe Baltimore upon the closing of the Eldorado/Caesars Combination. The foregoing transactions are subject to the closing of the Eldorado/Caesars Combination, and such transactions and the Eldorado/Caesars Combination are both subject to customary closing conditions and regulatory approvals Two Las Vegas Strip ROFRs Put / Call Option on Baltimore Centaur Assets First Asset ROFR1 Second Asset Harrah's Hoosier Park Harrah’s Bally’s Flamingo Paris Planet Horseshoe Indiana Grand The LINQ Hoosier Park Las Vegas Las Vegas Las Vegas Hollywood Casino Baltimore Location Anderson,IN Shelbyville,IN LV Strip LV Strip LV Strip LV Strip LV Strip Baltimore, MD Indiana Grand Casino Space 54,000 83,800 68,400 73,000 95,300 64,500 32,900 122,000 Sq. Ft. # of Tables -- -- 70 110 100 100 50 210 Bally’s Las Vegas # of Slots 1,710 2,070 920 1,140 950 1,010 800 2,200 # of Rooms -- -- 2,810 3,460 2,920 2,500 2,250 -- • Two ROFRs on first two Las Vegas Strip assets to be sold by • 13.0x call / 12.5x put option, Eldorado/Caesars (whether as a “WholeCo”, sale leaseback, or Flamingo Las Vegas with both periods commencing “OpCo/PropCo” sale) • ROFR on sale Terms on January 1, 2022 and expiring – First asset subject to the ROFR can only be Bally's, Flamingo, leaseback on December 31, 2024 Paris or Planet Hollywood – Second asset can be from the same group plus The LINQ • Enter high- performing Paris Las Vegas • Highly attractive Indianapolis • Opportunity to expand presence on Las Vegas Strip (current rent Maryland market market Benefits exposure including all announced and pending acquisitions of 31%) with a new • Potential growth from • ROFR on iconic Las Vegas Strip assets property in a legalization of table games desirable urban core location Notes Planet Hollywood 1. Subject to any consent required from Caesars’ joint venture partners with respect to Horseshoe Baltimore. VICI Q4 2019 Supplemental Financial & Operating Data 24
Definitions of Non-GAAP Financial Measures FFO is a non-GAAP financial measure that is considered a supplemental measure for the real estate industry and a supplement to GAAP measures. Consistent with the definition used by The National Association of Real Estate Investment Trusts (“NAREIT”), we define FFO as net income (or loss) (computed in accordance with GAAP) excluding (i) gains (or losses) from sales of certain real estate assets, (ii) depreciation and amortization related to real estate, (iii) gains and losses from change in control and (iv) impairment write-downs of certain real estate assets and investments in entities when the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. AFFO is a non-GAAP financial measure that we use as a supplemental operating measure to evaluate our performance. We calculate AFFO by adding or subtracting from FFO direct financing and sales-type lease adjustments, transaction costs incurred in connection with the acquisition of real estate investments, non-cash stock-based compensation expense, amortization of debt issuance costs and original issue discount, other non-cash interest expense, non-real estate depreciation (which is comprised of the depreciation related to our golf course operations), capital expenditures (which are comprised of additions to property, plant and equipment related to our golf course operations), impairment charges related to non-depreciable real estate and gains (or losses) on debt extinguishment. We calculate Adjusted EBITDA by adding or subtracting from AFFO interest expense and interest income (collectively, interest expense, net) and income tax expense. These non-GAAP financial measures: (i) do not represent cash flow from operations as defined by GAAP; (ii) should not be considered as an alternative to net income as a measure of operating performance or to cash flows from operating, investing and financing activities; and (iii) are not alternatives to cash flow as a measure of liquidity. In addition, these measures should not be viewed as measures of liquidity, nor do they measure our ability to fund all of our cash needs, including our ability to make cash distributions to our stockholders, to fund capital improvements, or to make interest payments on our indebtedness. Investors are also cautioned that FFO, FFO per share, AFFO, AFFO per share and Adjusted EBITDA, as presented, may not be comparable to similarly titled measures reported by other real estate companies, including REITs, due to the fact that not all real estate companies use the same definitions. Our presentation of these measures does not replace the presentation of our financial results in accordance with GAAP. VICI Q4 2019 Supplemental Financial & Operating Data 25
Harrah’s N.KC Harrah’s VICI Q4 2019 Supplemental Financial & Operating Data VICI Q4 2018 Supplemental Financial & Operating Data