Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2019 | May 03, 2019 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | MGP | |
Entity Registrant Name | MGM Growth Properties LLC | |
Entity Central Index Key | 0001656936 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
MGP Operating Partnership | ||
Document Information [Line Items] | ||
Entity Registrant Name | MGM Growth Properties Operating Partnership LP | |
Entity Central Index Key | 0001691299 | |
Entity Filer Category | Non-accelerated Filer | |
Class A Shares | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 90,528,073 | |
Class B Shares | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
ASSETS | ||
Real estate investments, net | $ 10,296,433 | $ 9,742,225 |
Property and equipment, used in operations, net | 776,719 | 784,295 |
Lease incentive asset | 542,195 | 0 |
Cash and cash equivalents | 74,050 | 59,817 |
Tenant and other receivables, net | 9,872 | 14,990 |
Prepaid expenses and other assets | 36,158 | 37,837 |
Above market lease, asset | 42,621 | 43,014 |
Goodwill | 17,915 | 17,915 |
Other intangible assets, net | 250,321 | 251,214 |
Operating lease right-of-use assets | 280,401 | 0 |
Total assets | 12,326,685 | 10,951,307 |
Liabilities | ||
Debt, net | 4,939,702 | 4,666,949 |
Due to MGM Resorts International and affiliates | 425 | 307 |
Accounts payable, accrued expenses and other liabilities | 48,701 | 49,602 |
Above market lease, liability | 0 | 46,181 |
Accrued interest | 38,768 | 26,096 |
Dividend and distribution payable | 139,279 | 119,055 |
Deferred revenue | 72,790 | 163,977 |
Deferred income taxes, net | 34,642 | 33,634 |
Operating lease liabilities | 335,461 | 0 |
Total liabilities | 5,609,768 | 5,105,801 |
Commitments and contingencies (Note 12) | ||
Shareholders’ equity | ||
Class A shares: no par value, 1,000,000,000 shares authorized, 90,461,166 and 70,911,166 shares issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 0 | 0 |
Additional paid-in capital | 2,210,545 | 1,712,671 |
Accumulated deficit | (173,017) | (150,908) |
Accumulated other comprehensive income | 54 | 4,208 |
Total Class A shareholders’ equity | 2,037,582 | 1,565,971 |
Noncontrolling interest | 4,679,335 | 4,279,535 |
Total shareholders’ equity | 6,716,917 | 5,845,506 |
Partners' capital | ||
Total liabilities and shareholders’ equity | 12,326,685 | 10,951,307 |
MGP Operating Partnership | ||
ASSETS | ||
Real estate investments, net | 10,296,433 | 9,742,225 |
Property and equipment, used in operations, net | 776,719 | 784,295 |
Lease incentive asset | 542,195 | |
Cash and cash equivalents | 74,050 | 59,817 |
Tenant and other receivables, net | 9,872 | 14,990 |
Prepaid expenses and other assets | 36,158 | 37,837 |
Above market lease, asset | 42,621 | 43,014 |
Goodwill | 17,915 | 17,915 |
Other intangible assets, net | 250,321 | 251,214 |
Operating lease right-of-use assets | 280,401 | 0 |
Total assets | 12,326,685 | 10,951,307 |
Liabilities | ||
Debt, net | 4,939,702 | 4,666,949 |
Due to MGM Resorts International and affiliates | 425 | 307 |
Accounts payable, accrued expenses and other liabilities | 48,701 | 49,602 |
Above market lease, liability | 0 | 46,181 |
Accrued interest | 38,768 | 26,096 |
Dividend and distribution payable | 139,279 | 119,055 |
Deferred revenue | 72,790 | 163,977 |
Deferred income taxes, net | 34,642 | 33,634 |
Operating lease liabilities | 335,461 | 0 |
Total liabilities | 5,609,768 | 5,105,801 |
Commitments and contingencies (Note 12) | ||
Partners' capital | ||
General partner | 0 | 0 |
Limited partners: 299,526,035 and 266,045,289 Operating Partnership units issued and outstanding as of March 31, 2019 and December 31, 2018, respectively | 6,716,917 | 5,845,506 |
Total partners' capital | 6,716,917 | 5,845,506 |
Total liabilities and shareholders’ equity | $ 12,326,685 | $ 10,951,307 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2019 | Dec. 31, 2018 |
Shareholders’ equity | ||
Common stock, par value (in dollars per share) | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued (in shares) | 90,461,166 | 70,911,166 |
Common stock, shares outstanding (in shares) | 90,461,166 | 70,911,166 |
MGP Operating Partnership | ||
Partners' capital | ||
Partners’ capital, units issued (in shares) | 299,526,035 | 266,045,289 |
Partners’ capital, units outstanding (in shares) | 299,526,035 | 266,045,289 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Revenues | $ 271,264 | $ 215,839 |
Expenses | ||
Depreciation and amortization | 75,009 | 68,991 |
Property transactions, net | 1,113 | 4,086 |
Ground lease and other reimbursable expenses | 5,920 | 28,360 |
Amortization of above market lease, net | 0 | 171 |
Acquisition-related expenses | 8,792 | 541 |
General and administrative | 4,237 | 3,908 |
Expenses, net | 140,000 | 106,057 |
Operating income | 131,264 | 109,782 |
Non-operating income (expense) | ||
Interest income | 1,846 | 1,032 |
Interest expense | (63,948) | (49,230) |
Other non-operating expenses | (137) | (2,184) |
Non-operating income (expense) | (62,239) | (50,382) |
Income before income taxes | 69,025 | 59,400 |
Provision for income taxes | (2,661) | (1,231) |
Net income | 66,364 | 58,169 |
Less: Net (income) attributable to noncontrolling interest | (46,409) | (42,339) |
Net income attributable to Class A shareholders | $ 19,955 | $ 15,830 |
Weighted average Class A shares outstanding: | ||
Basic (in shares) | 84,043,706 | 70,970,141 |
Diluted (in shares) | 84,303,041 | 71,130,920 |
MGP Operating Partnership | ||
Revenues | $ 271,264 | $ 215,839 |
Expenses | ||
Cost of revenues | 44,929 | |
Depreciation and amortization | 75,009 | 68,991 |
Property transactions, net | 1,113 | 4,086 |
Ground lease and other reimbursable expenses | 5,920 | 28,360 |
Amortization of above market lease, net | 0 | 171 |
Acquisition-related expenses | 8,792 | 541 |
General and administrative | 4,237 | 3,908 |
Expenses, net | 140,000 | 106,057 |
Operating income | 131,264 | 109,782 |
Non-operating income (expense) | ||
Interest income | 1,846 | 1,032 |
Interest expense | (63,948) | (49,230) |
Other non-operating expenses | (137) | (2,184) |
Non-operating income (expense) | (62,239) | (50,382) |
Income before income taxes | 69,025 | 59,400 |
Provision for income taxes | (2,661) | (1,231) |
Net income | $ 66,364 | $ 58,169 |
Weighted average Operating Partnership units outstanding: | ||
Basic (in shares) | 288,351,486 | 266,104,264 |
Diluted (in shares) | 288,610,821 | 266,265,043 |
Net income per Operating Partnership unit (basic) (in dollars per share) | $ 0.23 | $ 0.22 |
Net income per Operating Partnership unit (diluted) (in dollars per share) | 0.23 | 0.22 |
Class A Shares | ||
Weighted average Class A shares outstanding: | ||
Net income per Class A share (basic) (in dollars per share) | 0.24 | 0.22 |
Net income per Class A share (diluted) (in dollars per share) | $ 0.24 | $ 0.22 |
Rental revenue | ||
Revenues | $ 196,882 | $ 186,563 |
Rental revenue | MGP Operating Partnership | ||
Revenues | 196,882 | 186,563 |
Tenant reimbursements and other | ||
Revenues | 6,541 | 29,276 |
Tenant reimbursements and other | MGP Operating Partnership | ||
Revenues | 6,541 | 29,276 |
Gaming, food, beverage and other | ||
Revenues | 67,841 | 0 |
Expenses | ||
Cost of revenues | 44,929 | 0 |
Gaming, food, beverage and other | MGP Operating Partnership | ||
Revenues | 67,841 | 0 |
Expenses | ||
Cost of revenues | $ 44,929 | $ 0 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Net income | $ 66,364 | $ 58,169 |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | (15,612) | 16,355 |
Other comprehensive income (loss) | (15,612) | 16,355 |
Comprehensive income | 50,752 | 74,524 |
Less: Comprehensive income attributable to noncontrolling interests | (35,514) | (54,336) |
Comprehensive income attributable to Class A shareholders | 15,238 | 20,188 |
MGP Operating Partnership | ||
Net income | 66,364 | 58,169 |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | (15,612) | 16,355 |
Other comprehensive income (loss) | (15,612) | 16,355 |
Comprehensive income | $ 50,752 | $ 74,524 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities | ||
Net income | $ 66,364 | $ 58,169 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 75,009 | 68,991 |
Property transactions, net | 1,113 | 4,086 |
Amortization of deferred financing costs and debt discount | 3,144 | 2,974 |
Loss on retirement of debt | 0 | 1,018 |
Non-cash ground lease, net | 260 | 171 |
Deemed contributions - tax sharing agreement | 1,344 | 1,231 |
Straight-line rental revenues | 6,455 | 2,612 |
Amortization of lease incentive | 1,345 | 0 |
Amortization of lease incentive | 1,345 | 0 |
Amortization of deferred revenue | (880) | (916) |
Share-based compensation | 565 | 384 |
Deferred income taxes | 1,317 | 0 |
Park MGM Transaction | (605,625) | 0 |
Changes in operating assets and liabilities: | ||
Tenant and other receivables, net | (2,524) | 4,048 |
Prepaid expenses and other assets | 109 | 407 |
Due to MGM Resorts International and affiliates | 118 | (660) |
Accounts payable, accrued expenses and other liabilities | (319) | (5,241) |
Accrued interest | 12,672 | 7,950 |
Net cash provided by (used in) operating activities | (439,533) | 145,224 |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | (12) | (177) |
Net cash used in investing activities | (12) | (177) |
Cash flows from financing activities | ||
Net repayments under bank credit facility | (469,625) | (8,375) |
Proceeds from issuance of debt | 750,000 | 0 |
Deferred financing costs | (9,983) | (4,544) |
Repayment of assumed bridge facility | (245,950) | 0 |
Issuance of Class A shares | 571,838 | 0 |
Class A share issuance costs | (23,447) | 0 |
Dividends and distributions paid | (119,055) | (111,733) |
Net cash provided by (used in) financing activities | 453,778 | (124,652) |
Cash and cash equivalents | ||
Net increase for the period | 14,233 | 20,395 |
Balance, beginning of period | 59,817 | 259,722 |
Balance, end of period | 74,050 | 280,117 |
Supplemental cash flow disclosures | ||
Interest paid | 47,995 | 38,171 |
Non-cash investing and financing activities | ||
Non-Normal Tenant Improvements by Tenant | 0 | 372 |
Accrual of dividend and distribution payable to Class A shareholders and Operating Partnership unit holders | 139,279 | 111,733 |
MGP Operating Partnership | ||
Cash flows from operating activities | ||
Net income | 66,364 | 58,169 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 75,009 | 68,991 |
Property transactions, net | 1,113 | 4,086 |
Amortization of deferred financing costs and debt discount | 3,144 | 2,974 |
Loss on retirement of debt | 0 | 1,018 |
Non-cash ground lease, net | 260 | 171 |
Deemed contributions - tax sharing agreement | 1,344 | 1,231 |
Straight-line rental revenues | 6,455 | 2,612 |
Amortization of deferred revenue | (880) | (916) |
Share-based compensation | 565 | 384 |
Deferred income taxes | 1,317 | 0 |
Changes in operating assets and liabilities: | ||
Tenant and other receivables, net | (2,524) | 4,048 |
Prepaid expenses and other assets | 109 | 407 |
Due to MGM Resorts International and affiliates | 118 | (660) |
Accounts payable, accrued expenses and other liabilities | (319) | (5,241) |
Accrued interest | 12,672 | 7,950 |
Net cash provided by (used in) operating activities | (439,533) | 145,224 |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | (12) | (177) |
Net cash used in investing activities | (12) | (177) |
Cash flows from financing activities | ||
Net repayments under bank credit facility | (469,625) | (8,375) |
Proceeds from issuance of debt | 750,000 | 0 |
Deferred financing costs | (9,983) | (4,544) |
Repayment of assumed bridge facility | (245,950) | 0 |
Issuance of Class A shares | 548,391 | 0 |
Dividends and distributions paid | (119,055) | (111,733) |
Net cash provided by (used in) financing activities | 453,778 | (124,652) |
Cash and cash equivalents | ||
Net increase for the period | 14,233 | 20,395 |
Balance, beginning of period | 59,817 | 259,722 |
Balance, end of period | 74,050 | 280,117 |
Supplemental cash flow disclosures | ||
Interest paid | 47,995 | 38,171 |
Non-cash investing and financing activities | ||
Non-Normal Tenant Improvements by Tenant | 0 | 372 |
Accrual of dividend and distribution payable to Class A shareholders and Operating Partnership unit holders | 139,279 | 111,733 |
Park MGM Lease Transaction | ||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Park MGM Transaction | (605,625) | 0 |
Empire City | ||
Non-cash investing and financing activities | ||
Empire City Transaction assets acquired | 625,000 | 0 |
Empire City | MGP Operating Partnership | ||
Non-cash investing and financing activities | ||
Empire City Transaction assets acquired | $ 625,000 | $ 0 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Class A Shares | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Class A Shareholders' Equity | Noncontrolling Interest | Empire City | Empire CityAdditional Paid-in Capital | Empire CityAccumulated Other Comprehensive Income (Loss) | Empire CityTotal Class A Shareholders' Equity | Empire CityNoncontrolling Interest | Park MGM Lease Transaction | Park MGM Lease TransactionAdditional Paid-in Capital | Park MGM Lease TransactionAccumulated Other Comprehensive Income (Loss) | Park MGM Lease TransactionTotal Class A Shareholders' Equity | Park MGM Lease TransactionNoncontrolling Interest |
Balance at Dec. 31, 2017 | $ 6,067,739 | $ 0 | $ 1,716,490 | $ (94,948) | $ 3,108 | $ 1,624,650 | $ 4,443,089 | ||||||||||
Changes in equity: | |||||||||||||||||
Net income | 58,169 | 15,830 | 15,830 | 42,339 | |||||||||||||
Deemed contribution - tax sharing agreement | 1,231 | 0 | 1,231 | ||||||||||||||
Dividends and distributions declared ($0.4650 per Class A share) | (111,733) | (29,777) | (29,777) | (81,956) | |||||||||||||
Share-based compensation | 384 | 102 | 102 | 282 | |||||||||||||
Other comprehensive income - cash flow hedges | 16,355 | 4,358 | 4,358 | 11,997 | |||||||||||||
Other | 401 | 108 | 108 | 293 | |||||||||||||
Balance at Mar. 31, 2018 | 6,032,546 | 0 | 1,716,700 | (108,895) | 7,466 | 1,615,271 | 4,417,275 | ||||||||||
Balance at Dec. 31, 2018 | 5,845,506 | 0 | 1,712,671 | (150,908) | 4,208 | 1,565,971 | 4,279,535 | ||||||||||
Changes in equity: | |||||||||||||||||
Net income | 66,364 | 19,955 | 19,955 | 46,409 | |||||||||||||
Deemed contribution - tax sharing agreement | 1,345 | 0 | 1,345 | ||||||||||||||
Dividends and distributions declared ($0.4650 per Class A share) | (139,279) | (42,064) | (42,064) | (97,215) | |||||||||||||
Issuance of Class A shares | 548,391 | 471,647 | 774 | 472,421 | 75,970 | ||||||||||||
Increase from Business Combination | $ 379,050 | $ 23,940 | $ (195) | $ 23,745 | $ 355,305 | $ 31,875 | $ 2,512 | $ (16) | $ 2,496 | $ 29,379 | |||||||
Share-based compensation | 565 | 164 | 164 | 401 | |||||||||||||
Other comprehensive income - cash flow hedges | (15,612) | (4,717) | (4,717) | (10,895) | |||||||||||||
Other | (1,288) | (389) | (389) | (899) | |||||||||||||
Balance at Mar. 31, 2019 | $ 6,716,917 | $ 0 | $ 2,210,545 | $ (173,017) | $ 54 | $ 2,037,582 | $ 4,679,335 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Partners' Capital - USD ($) $ in Thousands | Total | MGP Operating Partnership | MGP Operating PartnershipGeneral Partner | MGP Operating PartnershipLimited Partners | Empire CityMGP Operating Partnership | Empire CityMGP Operating PartnershipLimited Partners | Park MGM Lease TransactionMGP Operating Partnership | Park MGM Lease TransactionMGP Operating PartnershipLimited Partners |
Balance at Dec. 31, 2017 | $ 6,067,739 | $ 0 | $ 6,067,739 | |||||
Changes in partners' capital: | ||||||||
Net income | $ 58,169 | 58,169 | 58,169 | |||||
Deemed contribution - tax sharing agreement | 1,231 | 1,231 | 1,231 | |||||
Dividends and distributions declared ($0.4650 per Class A share) | (111,733) | (111,733) | (111,733) | |||||
Share-based compensation | 384 | 384 | 384 | |||||
Other comprehensive income - cash flow hedges | 16,355 | 16,355 | 16,355 | |||||
Other | 401 | 401 | ||||||
Balance at Mar. 31, 2018 | 6,032,546 | 0 | 6,032,546 | |||||
Balance at Dec. 31, 2018 | 5,845,506 | 0 | 5,845,506 | |||||
Changes in partners' capital: | ||||||||
Net income | 66,364 | 66,364 | 66,364 | |||||
Deemed contribution - tax sharing agreement | 1,345 | 1,345 | 1,345 | |||||
Dividends and distributions declared ($0.4650 per Class A share) | (139,279) | (139,279) | (139,279) | |||||
Issuance of Operating Partnership units | 548,391 | 548,391 | ||||||
Acquisitions | $ 379,050 | $ 379,050 | $ 31,875 | $ 31,875 | ||||
Share-based compensation | 565 | 565 | 565 | |||||
Other comprehensive income - cash flow hedges | $ (15,612) | (15,612) | (15,612) | |||||
Other | (1,288) | (1,288) | ||||||
Balance at Mar. 31, 2019 | $ 6,716,917 | $ 0 | $ 6,716,917 |
Business
Business | 3 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BUSINESS | BUSINESS Organization. MGM Growth Properties LLC (“MGP” or the “Company”) is a limited liability company that was organized in Delaware in October 2015. MGP conducts its operations through MGM Growth Properties Operating Partnership LP (the “Operating Partnership”), a Delaware limited partnership that was formed in January 2016 and acquired by MGP in April 2016. The Company elected to be treated as a real estate investment trust (“REIT”) commencing with its taxable year ended December 31, 2016. MGP is a publicly traded REIT primarily engaged through its investment in the Operating Partnership in the real property business, which consists of owning, acquiring and leasing large-scale destination entertainment and leisure properties, whose tenants generally offer casino gaming, hotel, convention, dining, entertainment and retail. One of the Company’s wholly-owned taxable REIT subsidiaries (“TRS”), MGP OH, Inc. owned the Hard Rock Rocksino Northfield Park (the “Rocksino”) in Northfield, Ohio until April 1, 2019 as discussed below. A wholly owned subsidiary of the Operating Partnership (the “Landlord”) leases all of its real estate properties to a wholly owned subsidiary (the “Tenant”) of MGM Resorts International (“MGM”) under a master lease agreement (the “Master Lease”). As of March 31, 2019 , there were approximately 299.5 million Operating Partnership units outstanding in the Operating Partnership, of which MGM owned approximately 209.1 million, or 69.8% , and MGP owned the remaining 30.2% . MGM’s Operating Partnership units are exchangeable into Class A shares of MGP on a one -to-one basis, or cash at the fair value of a Class A share. MGP’s independent conflicts committee determines the settlement method for such exchanges. MGM’s indirect ownership of these Operating Partnership units is recognized as a noncontrolling interest in MGP’s financial statements. A wholly owned subsidiary of MGP is the general partner of the Operating Partnership and operates and controls all of its business affairs. As a result, MGP consolidates the Operating Partnership and its subsidiaries. MGM also has ownership of MGP’s outstanding Class B share. The Class B share is a non-economic interest in MGP which does not provide its holder any rights to profits or losses or any rights to receive distributions from the operations of MGP or upon liquidation or winding up of MGP but which represents a majority of the voting power of MGP’s shares. As a result, MGP continues to be controlled by MGM through its majority voting rights and is consolidated by MGM. Empire City Transaction On January 29, 2019, the Company acquired the developed real property associated with Empire City Casino (“Empire City”) from MGM upon its acquisition of Empire City (“Empire City Transaction”). Empire City was added to the existing Master Lease between the Landlord and Tenant. As a result, the annual rent payment to MGP increased by $50 million , prorated for the remainder of the lease year. Consistent with the Master Lease terms, 90% of this rent is fixed and will contractually grow at 2% per year until 2022. In addition, pursuant to the Master Lease, MGP has a right of first offer with respect to certain undeveloped land adjacent to the property to the extent MGM develops additional gaming facilities and chooses to sell or transfer the property in the future. Refer to Note 3 for further discussion. Park MGM Transaction On March 7, 2019, the Company completed the transaction relating to renovations undertaken by MGM Resorts regarding the Park MGM and NoMad Las Vegas property (the “Park MGM Transaction”) for total consideration of $637.5 million . MGP funded the transaction with $605.6 million in cash and the issuance of approximately 1.0 million of Operating Partnership units to a subsidiary of MGM. As a result of the transaction, the Company recorded a lease incentive asset and annual rent payment to MGP increased by $50 million , prorated for the remainder of the lease year. Consistent with the Master Lease terms, 90% of this rent is fixed and will contractually grow at 2% per year until 2022. Refer to Note 6 for further discussion. Northfield OpCo Disposition Subsequent to quarter end, on April 1, 2019, a subsidiary of MGM acquired the membership interests of Northfield Park Associates, LLC (“Northfield”), the entity that owned the real estate assets and operations of the Hard Rock Rocksino Northfield Park in Northfield, Ohio, from the Company for consideration consisting of Operating Partnership units that were ultimately redeemed by the Operating Partnership, and the Company retained the real estate assets, thereafter dissolving the TRS. Subsequently, MGM rebranded the operations it acquired (“Northfield OpCo”) to MGM Northfield Park, which was then added to the existing Master Lease between the Landlord and Tenant. As a result, the annual rent payment to MGP increased by $60.0 million . Consistent with the Master Lease terms, 90% of this rent is fixed and will contractually grow at 2% |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. All adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Certain reclassifications have been made to conform the prior period presentation. The accompanying condensed consolidated financial statements and related notes should be read in conjunction with the audited financial statements and notes thereto included in the Company’s most recent Annual Report on Form 10-K. Variable Interest Entities. The condensed consolidated financial statements of MGP include the accounts of the Operating Partnership, a variable interest entity (“VIE”) of which the Company is the primary beneficiary, as well as its wholly owned and majority-owned subsidiaries, which represents all of MGP’s assets and liabilities. As MGP holds what is deemed a majority voting interest in the Operating Partnership through its ownership of the Operating Partnership’s sole general partner, it qualifies for the exemption from providing certain of the required disclosures associated with investments in VIEs. The condensed consolidated financial statements of the Operating Partnership include the accounts of its wholly owned subsidiary, the Landlord, which owns the real estate, a VIE of which the Operating Partnership is the primary beneficiary. As of March 31, 2019 , on a consolidated basis the Landlord had total assets of $11.2 billion primarily related to its real estate assets, and total liabilities of $437.6 million primarily related to its deferred revenue and operating lease liabilities. Noncontrolling interest. The Company presents noncontrolling interest and classifies such interest as a component of consolidated shareholders’ equity, separate from the Company’s Class A shareholders’ equity. Noncontrolling interest in the Company represents Operating Partnership units currently held by subsidiaries of MGM. Net income or loss of the Operating Partnership is allocated to its noncontrolling interest based on the noncontrolling interest’s ownership percentage in the Operating Partnership except for income tax expenses. Ownership percentage is calculated by dividing the number of Operating Partnership units held by the noncontrolling interest by the total Operating Partnership units held by the noncontrolling interest and the Company. Issuance of additional Class A shares and Operating Partnership units changes the ownership interests of both the noncontrolling interest and the Company. Such transactions and the related proceeds are treated as capital transactions. MGM may tender its Operating Partnership units for redemption by the Operating Partnership in exchange for cash equal to the market price of MGP’s Class A shares at the time of redemption or for unregistered Class A shares on a one-for-one basis. Such selection to pay cash or issue Class A shares to satisfy an Operating Partnership unitholder’s redemption request is solely within the control of MGP’s independent conflicts committee. Fair value measurements. Fair value measurements are utilized in the accounting and impairment assessments of its long-lived assets, assets acquired and liabilities assumed in a business combination, and goodwill and other intangible assets. Fair value measurements also affect the Company’s accounting for certain of its financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: Level 1 inputs, such as quoted prices in an active market; Level 2 inputs, which are observable inputs for similar assets; or Level 3 inputs, which are unobservable inputs. The Company used the following inputs in its fair value measurements: • Level 2 inputs for its long-term debt fair value disclosures. See Note 7; • Level 2 inputs when measuring the fair value of its interest rate swaps. See Note 8; and • Level 2 and Level 3 inputs when assessing the fair value of assets acquired and liabilities assumed during the Company’s acquisitions. See Note 3. Real estate investments. Real estate investments consist of land, buildings, improvements and integral equipment related to the Landlord. The contribution or acquisition of the real property by the Operating Partnership from MGM represent transactions between entities under common control, and as a result, such real estate was initially recorded by the Company at MGM’s historical cost basis, less accumulated depreciation (i.e., there was no change in the basis of the contributed assets), as of the contribution or acquisition dates. Costs of maintenance and repairs to real estate investments are the responsibility of the Tenant under the Master Lease. Although the Tenant is responsible for all capital expenditures during the term of the Master Lease, if, in the future, a deconsolidation event occurs, the Company will be required to pay the Tenant, should the Tenant so elect, for certain capital improvements that would not constitute “normal tenant improvements” in accordance with U.S. GAAP (“Non-Normal Tenant Improvements”), subject to an initial cap of $100 million in the first year of the Master Lease increasing annually by $75 million each year thereafter. The Company will be entitled to receive additional rent based on the 10 -year Treasury yield plus 600 basis points multiplied by the value of the new capital improvements the Company is required to pay for in connection with a deconsolidation event and such capital improvements will be subject to the terms of the Master Lease. Examples of Non-Normal Tenant Improvements include the costs of structural elements at the properties, including capital improvements that expand the footprint or square footage of any of the properties or extend the useful life of the properties, as well as equipment that would be a necessary improvement at any of the properties, including initial installation of elevators, air conditioning systems or electrical wiring. Such Non-Normal Tenant Improvements are capitalized and depreciated over the asset’s remaining life. Non-Normal Tenant Improvements were $48.4 million at March 31, 2019 . Lease incentive asset. The Company’s lease incentive asset consists of the consideration paid to MGM as part of the Park MGM Transaction, net of the deferred revenue balance associated with Non-Normal Tenant Improvements related to Park MGM, which was derecognized. The Company amortizes the lease incentive asset as a reduction of rental income over the remaining term of the Master Lease. Property and Equipment used in operations. Property and equipment used in operations are stated at cost. The property and equipment used in operations were acquired through the Company’s acquisition of Northfield in 2018 and therefore recognized at fair value at the acquisition date. Property and equipment used in operations are generally depreciated over the following useful lives on a straight-line basis: Buildings and improvements 20 to 40 years Land improvements 10 to 20 years Furniture, fixtures and equipment 3 to 20 years The Company evaluates its property and equipment and other long-lived assets for impairment based on its classification as held for sale or to be held and used. Several criteria must be met before an asset is classified as held for sale, including that management with the appropriate authority commits to a plan to sell the asset to a third-party at a reasonable price in relation to its fair value and is actively seeking a buyer. For assets held for sale, the Company recognizes the asset at the lower of carrying value or fair market value less costs to sell, as estimated based on comparable asset sales, offers received, or a discounted cash flow model. For assets to be held and used, the Company reviews for impairment whenever indicators of impairment exist. The Company then compares the estimated future cash flows of the asset, on an undiscounted basis, to the carrying value of the asset. If the undiscounted cash flows exceed the carrying value, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying value, then an impairment charge is recorded based on the fair value of the asset, typically measured using a discounted cash flow model. All recognized impairment losses, whether for assets held for sale or assets to be held and used, are recorded as operating expenses. There were no impairment charges related to long lived assets recognized during the quarters ended March 31, 2019 and March 31, 2018 . Deferred revenue. The Company receives nonmonetary consideration related to Non-Normal Tenant Improvements as they become MGP’s property pursuant to the Master Lease and recognizes the cost basis of Non-Normal Tenant Improvements as real estate investments and deferred revenue. The Company depreciates the real estate investments over their estimated useful lives and amortizes the deferred revenue as additional rental revenue over the remaining term of the Master Lease once the related real estate assets are placed in service. Ground lease and other reimbursable expenses. Ground lease and other reimbursable expenses arise from costs which upon adoption of ASC 842, includes ground lease rent paid directly by the Tenant to the third-party lessor on behalf of the Company. Prior to the adoption of ASC 842 on January 1, 2019, as further described below, reimbursable expenses also included property taxes paid for by the Tenant on behalf of the Company pursuant to the triple-net lease terms of the Master Lease. Revenue recognition. Rental revenue under the Master Lease is recognized on a straight-line basis over the non-cancelable term and reasonably assured renewal periods, which includes the initial lease term of ten years and all four additional five -year terms under the Master Lease, for all contractual revenues that are determined to be fixed and measurable. The difference between such rental revenue earned and the cash rent due under the provisions of the Master Lease is recorded as deferred rent receivable and included as a component of tenant and other receivables, net or as deferred revenue if cash rent due exceeds rental revenue earned. Tenant reimbursement revenue and other reflects the amortization of deferred revenue relating to Non-Normal Tenant Improvements as well as the non-cash ground lease reimbursement revenue from the Tenant. Prior to the adoption of ASC 842 in 2019, the Company also reflected within this amount the revenue that arises from costs for which the Company is the primary obligor that are required to be paid by the Tenant or reimbursed to the Company pursuant to the Master Lease such as property taxes. This revenue is recognized in the same periods as the expense is incurred. Northfield generates gaming, food, beverage and other revenue, which primarily consists of video lottery terminal (“VLT”) wager transactions and food and beverage transactions. The transaction price for a VLT wager is the difference between gaming wins and losses (net win). The Company accounts for VLT revenue on a portfolio basis given the similar characteristics of wagers by recognizing net win per gaming day versus on an individual wager basis. The transaction price of food and beverage contracts is the amount collected from the customer or stand-alone selling price for such goods and services and is recorded when the delivery is made. Sales and usage-based taxes are excluded from revenues. Lessee leases. The Company determines if an arrangement is or contains a lease at inception or modification of the arrangement. An arrangement is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. For leases with terms greater than twelve months, the operating lease right-of-use (“ROU”) assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. The initial measurement of the operating lease ROU assets also include any prepaid lease payments and are reduced by any previously accrued deferred rent. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, most of the Company’s leases do not provide a readily determinable implicit rate. Therefore, the Company uses its incremental borrowing rate to discount the lease payments based on the information available at commencement date. Certain of the Company’s leases include fixed rental escalation clauses that are factored into the determination of lease payments. Lease terms include options to extend or terminate the lease when it is reasonably certain that such option will be exercised. Lease expense for minimum lease payments is recognized on a straight-line basis over the expected lease term. Income tax provision. For interim income tax reporting the Company estimates its annual effective tax rate and applies it to its year-to-date ordinary income. The tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur. The Company’s effective income tax rate was 3.9% for the three months ended March 31, 2019 . The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company is subject to federal, state and local income tax on its TRS operations and recorded a tax provision of $1.3 million on the TRS operations for the three months ended March 31, 2019 . The Landlord is required to join in the filing of a New Jersey consolidated corporation business tax return under the New Jersey Casino Control Act and include in such return its income and expenses associated with its New Jersey assets and is thus subject to an entity level tax in New Jersey. Although the consolidated New Jersey return also includes MGM and certain of its subsidiaries, the Company is required to record New Jersey state income taxes in the accompanying financial statements as if the Landlord was taxed for state purposes on a stand-alone basis. The Company and MGM have entered into a tax sharing agreement providing for an allocation of taxes due in the consolidated New Jersey return. Pursuant to this agreement, the Landlord will only be responsible for New Jersey taxes on any gain that may be realized upon a future sale of the New Jersey assets resulting solely from an appreciation in value of such assets over their value on the date they were contributed to the Landlord by a subsidiary of MGM. MGM is responsible for all other taxes reported in the New Jersey consolidated return and, accordingly, the related income tax balances related to such taxes is reflected within noncontrolling interest within the accompanying financial statements. No amounts were due to MGM under the tax sharing agreement as of March 31, 2019 and December 31, 2018 . Recently issued accounting standards. In February 2016, the FASB issued ASC 842 “Leases (Topic 842)”, which replaces the existing guidance in Topic 840, “Leases”, (“ASC 842”). ASC 842 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. ASC 842 requires a dual approach for lessee accounting under which a lessee would classify and account for its lease agreements as either finance or operating. Both finance and operating leases will result in the lessee recognizing a ROU asset and a corresponding lease liability. For finance leases, the lessee will recognize interest expense associated with the lease liability and depreciation expense associated with the ROU asset; and for operating leases, the lessee will recognize straight-line rent expense. The Company adopted ASC 842 on January 1, 2019 utilizing the simplified transition method and accordingly did not recast comparative period financial information. The Company elected the package of practical expedients available under ASC 842, which includes that the Company need not reassess the lease classification for existing contracts. Accordingly, the Master Lease continues to be classified as an operating lease as of January 1, 2019. ASC 842 requires lessors to exclude from variable payments, and therefore from revenue, lessor costs paid by lessees directly to third parties. Under the Master Lease, the lessee pays property tax directly to third parties; accordingly, the Company no longer reflect such costs as “Tenant reimbursements and other” within revenues or “Ground lease and other reimbursable expenses” within expenses as of January 1, 2019. The Company is also a lessee in lease arrangements, primarily for land underlying certain of its properties. As a result of adoption, the Company recognized approximately $279.9 million of operating ROU assets and approximately $333.5 million |
Acquisitions Acquisitions
Acquisitions Acquisitions | 3 Months Ended |
Mar. 31, 2019 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Empire City Acquisition As discussed in Note 1, on January 29, 2019, the Company acquired the developed real property associated with Empire City from MGM for fair value consideration of approximately $634.4 million and leased it back to a subsidiary of MGM that will operate the property. The Company funded the acquisition of the developed real property from MGM through the assumption of approximately $246.0 million of indebtedness, which was repaid with borrowings under its senior secured credit facility, and the issuance of approximately 12.9 million Operating Partnership units to MGM. The Empire City Transaction was accounted for as a transaction between entities under common control, and therefore, the Company recorded the Empire City real estate assets at the carryover value of $625.0 million from MGM with the difference between the purchase price and carrying value of assets recorded, which was approximately $9.4 million , recorded as a reduction to additional paid-in-capital. Northfield Acquisition and OpCo Transaction On July 6, 2018 the TRS completed its acquisition of 100% of the membership interests of Northfield for a purchase price of approximately $1.1 billion . The Company recognized 100% of the assets and liabilities of Northfield at fair value at the date of the acquisition. As of March 31, 2019 , the Company is finalizing valuation work related to the asset classes that comprise the property and equipment acquired. As discussed in Note 1, on April 1, 2019, a subsidiary of MGM acquired the membership interests of Northfield, which reflects the operations of Northfield (“Northfield OpCo”), from the Company for fair value consideration transferred of approximately $301 million consisting of approximately 9.4 million Operating Partnership units that were ultimately redeemed by the Operating Partnership, subject to working capital adjustments, and the Company retained the real estate assets. Concurrent with the closing of the transaction, the TRS liquidated, the real estate assets of Northfield were transferred to the Landlord, and the real estate assets of Northfield were added to the existing Master Lease. As a result, the annual rent payment increased by $60 million . Consistent with the Master Lease terms, 90% of this rent is fixed and will contractually grow at 2% |
Real Estate Investments
Real Estate Investments | 3 Months Ended |
Mar. 31, 2019 | |
Real Estate [Abstract] | |
REAL ESTATE INVESTMENTS | REAL ESTATE INVESTMENTS The carrying value of real estate investments is as follows: March 31, 2019 December 31, 2018 (in thousands) Land $ 4,238,513 $ 4,143,513 Buildings, building improvements, land improvements and integral equipment 8,919,660 8,405,479 13,158,173 12,548,992 Less: Accumulated depreciation (2,861,740 ) (2,806,767 ) $ 10,296,433 $ 9,742,225 |
Property and Equipment Used In
Property and Equipment Used In Operations | 3 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT USED IN OPERATIONS | PROPERTY AND EQUIPMENT USED IN OPERATIONS The carrying value of property and equipment used in operations of the TRS is as follows: March 31, 2019 December 31, 2018 (in thousands) Land $ 392,500 $ 392,500 Buildings, building improvements and land improvements 382,845 382,843 Furniture, fixtures and equipment 18,715 18,770 794,060 794,113 Less: Accumulated depreciation (17,341 ) (9,818 ) $ 776,719 $ 784,295 |
Leases
Leases | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Leases | LEASES Master Lease. Pursuant to the Master Lease, the Tenant has leased the Company’s real estate properties, other than the real estate associated with Northfield until April 1, 2019 as discussed in Note 3. The Master Lease is accounted for as an operating lease and has an initial lease term of ten years that began on April 25, 2016 (other than with respect to MGM National Harbor, as described below) with the potential to extend the term for four additional five -year terms thereafter at the option of the Tenant. With respect to MGM National Harbor, the initial lease term ends on August 31, 2024. Thereafter, the initial term of the Master Lease with respect to MGM National Harbor may be renewed at the option of the Tenant for an initial renewal period lasting until the earlier of the end of the then-current term of the Master Lease or the next renewal term (depending on whether MGM elects to renew the other properties under the Master Lease in connection with the expiration of the initial ten-year term). If, however, the Tenant chooses not to renew the lease with respect to MGM National Harbor after the initial MGM National Harbor term under the Master Lease, the Tenant would also lose the right to renew the Master Lease with respect to the rest of the properties when the initial ten-year lease term ends related to the rest of the properties in 2026. As discussed in Note 1, on March 7, 2019, the Company completed the Park MGM Transaction and amended the existing Master Lease between the Landlord and Tenant concurrent with which the Company paid $637.5 million , of which $605.6 million was cash and the remainder was the issuance of approximately 1.0 million of Operating Partnership unit, to a subsidiary of MGM and as a result, the annual rent payment to the Company increased by $50 million , prorated for the remainder of the lease year. The Company recorded a lease incentive asset which represents the consideration paid, less the existing deferred revenue balance of $94.0 million relating to the non-normal tenant improvements recorded for Park MGM, which was derecognized. The Company was required to reassess the lease classification of the Master Lease and concluded that the Master Lease continued to be an operating lease. The annual rent payments under the Master Lease for the third lease year increased from $770.3 million to $870.3 million as a result of the $50 million in additional rent for each of the Park MGM Transaction and Empire City. In connection with the commencement of the fourth lease year on April 1, 2019 on which date the third 2.0% fixed annual rent escalator went into effect, as well as the addition of MGM Northfield Park to the Master Lease on April 1, 2019, which increased rent by $60 million to $946.1 million from $870.3 million . Straight-line rental revenues from the Master Lease, which includes the lease incentive asset amortization, for the three months ended March 31, 2019 and March 31, 2018 were $196.9 million and $186.6 million , respectively. The Company also recognized revenue related to tenant reimbursements and other of $6.5 million and $29.3 million for the three months ended March 31, 2019 and March 31, 2018 , respectively. Under the Master Lease, future non-cancelable minimum rental payments, which are the payments under the initial 10-year term and do not include the four five-year renewal options and, with respect to National Harbor, through August 31, 2024, are as follows as of March 31, 2019 : Year ending December 31, (in thousands) 2019 $ 664,546 2020 898,084 2021 914,356 2022 855,069 2023 833,944 Thereafter 1,791,622 $ 5,957,621 The above table excludes the impact of the addition of MGM Northfield Park to the Master Lease on April 1, 2019. Lessee Leases. The Company is a lessee of land underlying certain of its properties and, to a lesser extent, certain real estate and equipment under operating lease arrangements. Components of lease expense for the three months ended March 31, 2019 include operating lease cost of $6.0 million . Other information related to the Company’s operating leases was as follows (in thousands, except for lease term and discount rate information): Supplemental balance sheet information Balance at March 31, 2019 Operating lease right-of-use assets $ 280,401 Operating lease liabilities 335,461 Weighted-average remaining lease term (years) 59.14 Weighted-average discount rate (%) 7.21 % Supplemental cash flows information Three Months Ended March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities - operating cash flows from operating leases $ 4,482 Maturities of operating lease liabilities were as follows: Year ending December 31, (in thousands) 2019 (excluding the three months ended March 31, 2019) $ 15,164 2020 21,223 2021 25,108 2022 25,130 2023 24,993 Thereafter 1,357,660 Total future minimum lease payments 1,469,278 Less: Amount of lease payments representing interest (1,133,817 ) Total $ 335,461 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Debt consists of the following: March 31, December 31, 2019 2018 (in thousands) Senior secured credit facility: Senior secured term loan A facility $ 470,000 $ 470,000 Senior secured term loan B facility 1,794,500 1,799,125 Senior secured revolving credit facility 85,000 550,000 $1,050 million 5.625% senior notes, due 2024 1,050,000 1,050,000 $500 million 4.50% senior notes, due 2026 500,000 500,000 $750 million 5.75% senior notes, due 2027 750,000 — $350 million 4.50% senior notes, due 2028 350,000 350,000 4,999,500 4,719,125 Less: Unamortized discount and debt issuance costs (59,798 ) (52,176 ) $ 4,939,702 $ 4,666,949 Operating Partnership credit agreement. At March 31, 2019 , the Operating Partnership senior credit facility consisted of a $470 million term loan A facility, a $1.8 billion term loan B facility, and a $1.4 billion revolving credit facility. The Operating Partnership permanently repaid $4.6 million of the term loan B facility in the three months ended March 31, 2019 , in accordance with the scheduled amortization. At March 31, 2019 , $85 million was drawn on the revolving credit facility. At March 31, 2019 , the interest rates on the term loan A facility and the term loan B facility were both 4.50% and the interest rate on the revolving credit facility was 4.41% . The Operating Partnership was in compliance with its financial covenants at March 31, 2019 . Refer to Note 8 for further discussion of the Company’s interest rate swap agreements related to the term loan B facility. Bridge Facility. In connection with the Empire City transaction, the Operating Partnership assumed $246.0 million of indebtedness under a bridge facility from MGM. The Operating Partnership repaid the bridge facility with a combination of cash on hand and a draw on its revolving credit facility. Operating Partnership senior notes. In January 2019, the Operating Partnership issued $750 million in aggregate principal amount of 5.75% senior notes due 2027. The senior notes mature on February 1, 2027. Interest on the senior notes is payable on February 1 and August 1 of each year, commencing on August 1, 2019. Fair value of long-term debt. The estimated fair value of the Company’s long-term debt was $5.0 billion at March 31, 2019 and $4.5 billion at December 31, 2018 . Fair value was estimated using quoted prices for identical or similar liabilities in markets that are not active (level 2 inputs). Deferred financing costs. The Company recognized non-cash interest expense related to the amortization of deferred financing costs of $3.1 million and $3.0 million and during the three months ended March 31, 2019 and March 31, 2018 |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 3 Months Ended |
Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES AND HEDGING ACTIVITIES | DERIVATIVES AND HEDGING ACTIVITIES The Company uses derivative instruments to mitigate the effects of interest rate volatility inherent in its variable rate debt, which could unfavorably impact our future earnings and forecasted cash flows. The Company does not use derivative instruments for speculative or trading purposes. The Operating Partnership is party to interest rate swaps to mitigate the interest rate risk inherent in its senior secured term loan B facility. As of March 31, 2019 , the Company pays a weighted average fixed rate of 1.844% on total notional amount of $1.2 billion and the variable rate received will reset monthly to the one-month LIBOR, with no minimum floor, and mature in November 2021. As of March 31, 2019 and December 31, 2018 , all of the Company’s derivative financial instruments have been designated as cash flow hedges and qualify for hedge accounting. The fair values of the Company's interest rate swaps are $10.6 million and $20.5 million , recorded as an asset with prepaid expenses and other assets, as of March 31, 2019 and December 31, 2018 , respectively and $11.5 million and $5.6 million recorded as a liability within accounts payable, accrued expenses and other liabilities as of March 31, 2019 and December 31, 2018 |
Shareholders' Equity and Partne
Shareholders' Equity and Partners' Capital | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY AND PARTNERS' CAPITAL | SHAREHOLDERS’ EQUITY AND PARTNERS’ CAPITAL MGP shareholders. On January 31, 2019, the Company completed an offering of 19.6 million Class A shares representing limited liability company interests in a registered public offering, including 2.6 million Class A shares sold pursuant to the exercise in full by the underwriters of their over-allotment option, for net proceeds of approximately $548.4 million after deducting underwriting discounts and commissions. Operating Partnership capital. On January 29, 2019, in connection with the Empire City Transaction, the Operating Partnership issued 12.9 million Operating Partnership units to a subsidiary of MGM. MGP’s indirect ownership percentage in the Operating Partnership decreased from 26.7% to 25.4% . On January 31, 2019, in connection with the Company’s registered offering of Class A shares, the Operating Partnership issued 19.6 million Operating Partnership units to the Company. MGP’s indirect ownership percentage in the Operating Partnership increased from 25.4% to 30.3% . On March 7, 2019, in connection with the Park MGM Transaction, the Operating Partnership issued 1.0 million Operating Partnership units to a subsidiary of MGM. MGP’s indirect ownership percentage in the Operating Partnership decreased from 30.3% to 30.2% . Subsequent to quarter end on April 1, 2019, in connection with the purchase of the Northfield OpCo by a subsidiary of MGM from the Company for consideration of 9.4 million Operating Partnership units, which were ultimately redeemed by the Operating Partnership, MGP’s indirect ownership percentage in the Operating Partnership increased from 30.2% to 31.2% . Accumulated Other Comprehensive Income. Comprehensive income includes net income and all other non-shareholder changes in equity, or other comprehensive income. Elements of the Company’s accumulated other comprehensive income are reported in the accompanying condensed consolidated statement of shareholders’ equity. The following table summarizes the changes in accumulated other comprehensive income by component for the three months ended March 31, 2019 : Cash Flow Hedges Other Total (in thousands) Balance at December 31, 2018 $ 4,208 $ — $ 4,208 Other comprehensive income before reclassifications (13,765 ) — (13,765 ) Amounts reclassified from accumulated other comprehensive income to interest expense (1,847 ) — (1,847 ) Empire City Transaction — (195 ) (195 ) Class A share issuance — 774 774 Park MGM Transaction — (16 ) (16 ) Other comprehensive income (15,612 ) 563 (15,049 ) Less: Other comprehensive loss attributable to noncontrolling interest 10,895 — 10,895 Balance at March 31, 2019 $ (509 ) $ 563 $ 54 MGP dividends and Operating Partnership distributions. On April 15, 2019, the Company paid the previously announced $0.465 per Class A share dividend upon receipt of its share of the Operating Partnership $0.465 distribution made the same day. Dividends with respect to MGP’s Class A shares are characterized for federal income tax purposes as taxable ordinary dividends, capital gains dividends, non-dividend distributions or a combination thereof. At-The-Market Offering. Subsequent to quarter end, on April 30, 2019, the Company entered into an “at-the-market” equity distribution program (“ATM”) where the Company can offer and sell up to an aggregate sales price of $300 million |
Net Income Per Class A Share
Net Income Per Class A Share | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
NET INCOME PER CLASS A SHARE | NET INCOME PER CLASS A SHARE The table below provides net income and the number of Class A shares used in the computations of “basic” net income per share, which utilizes the weighted-average number of Class A shares outstanding without regard to dilutive potential Class A shares, and “diluted” net income per share, which includes all such shares. Net income per share has not been presented for the Class B shareholder as the Class B share is not entitled to any economic rights in the Company. Three Months Ended March 31, 2019 2018 (in thousands, except share amounts) Numerator: Net income attributable to Class A shares - basic and diluted $ 19,955 $ 15,830 Denominator: Weighted average Class A shares outstanding (1) - basic 84,043,706 70,970,141 Effect of dilutive shares for diluted net income per Class A share (2)(3) 259,335 160,779 Weighted average Class A shares outstanding (1) - diluted 84,303,041 71,130,920 (1) Includes weighted average deferred share units granted to certain members of the board of directors. (2) No shares related to outstanding share-based compensation awards were excluded due to being antidilutive. The table below provides net income and the number of Operating Partnership units used in the computations of “basic” net income per Operating Partnership unit, which utilizes the weighted-average number of Operating Partnership units outstanding without regard to dilutive potential Operating Partnership units, and “diluted” net income per Operating Partnership units, which includes all such Operating Partnership units. Three Months Ended March 31, 2019 2018 (in thousands, except share amounts) Numerator: Net income - basic and diluted $ 66,364 $ 58,169 Denominator: Weighted average Operating Partnership units outstanding (1) - basic 288,351,486 266,104,264 Effect of dilutive shares for diluted net income per Operating Partnership unit (2) 259,335 160,779 Weighted average Operating Partnership units outstanding (1) - diluted 288,610,821 266,265,043 (1) Includes weighted average deferred share units granted to certain members of the Board of Directors. (2) No |
Net Income Per Operating Partne
Net Income Per Operating Partnership Unit | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
NET INCOME PER OPERATING PARTNERSHIP UNIT | NET INCOME PER CLASS A SHARE The table below provides net income and the number of Class A shares used in the computations of “basic” net income per share, which utilizes the weighted-average number of Class A shares outstanding without regard to dilutive potential Class A shares, and “diluted” net income per share, which includes all such shares. Net income per share has not been presented for the Class B shareholder as the Class B share is not entitled to any economic rights in the Company. Three Months Ended March 31, 2019 2018 (in thousands, except share amounts) Numerator: Net income attributable to Class A shares - basic and diluted $ 19,955 $ 15,830 Denominator: Weighted average Class A shares outstanding (1) - basic 84,043,706 70,970,141 Effect of dilutive shares for diluted net income per Class A share (2)(3) 259,335 160,779 Weighted average Class A shares outstanding (1) - diluted 84,303,041 71,130,920 (1) Includes weighted average deferred share units granted to certain members of the board of directors. (2) No shares related to outstanding share-based compensation awards were excluded due to being antidilutive. The table below provides net income and the number of Operating Partnership units used in the computations of “basic” net income per Operating Partnership unit, which utilizes the weighted-average number of Operating Partnership units outstanding without regard to dilutive potential Operating Partnership units, and “diluted” net income per Operating Partnership units, which includes all such Operating Partnership units. Three Months Ended March 31, 2019 2018 (in thousands, except share amounts) Numerator: Net income - basic and diluted $ 66,364 $ 58,169 Denominator: Weighted average Operating Partnership units outstanding (1) - basic 288,351,486 266,104,264 Effect of dilutive shares for diluted net income per Operating Partnership unit (2) 259,335 160,779 Weighted average Operating Partnership units outstanding (1) - diluted 288,610,821 266,265,043 (1) Includes weighted average deferred share units granted to certain members of the Board of Directors. (2) No |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Litigation. |
Segments
Segments | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENTS | SEGMENTS Consistent with how the Company’s management reviews and assesses the Company’s financial performance, the Company and the Operating Partnership have two reportable segments, REIT and TRS. The REIT reportable segment consists of all other operations of the Company excluding Northfield and represents the majority of the Company’s business. The TRS reportable segment consists of MGP OH, Inc. and Northfield. The following tables present the Company and Operating Partnership’s segment information (in thousands) : Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 REIT TRS Total REIT TRS Total Total revenues $ 203,423 $ 67,841 $ 271,264 $ 215,839 $ — $ 215,839 Operating income 117,194 14,070 131,264 109,782 — 109,782 Income before income taxes (1) 54,955 14,070 69,025 59,400 — 59,400 Income tax expense 1,344 1,317 2,661 1,231 — 1,231 Net Income (1) 53,611 12,753 66,364 58,169 — 58,169 Depreciation and amortization 66,527 8,482 75,009 68,991 — 68,991 Interest income (1) 1,846 — 1,846 1,032 — 1,032 Interest expense (1) 63,948 — 63,948 49,230 — 49,230 (1) Income before income taxes, net income, interest income and interest expense are net of intercompany interest eliminations of $5.6 million for the three months ended March 31, 2019 . Balance at March 31, 2019 Balance at December 31, 2018 REIT TRS Total REIT TRS Total Total assets $ 11,197,246 $ 1,129,439 $ 12,326,685 $ 9,831,714 $ 1,119,593 $ 10,951,307 |
Condensed Consolidating Financi
Condensed Consolidating Financial Information | 3 Months Ended |
Mar. 31, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
CONDENSED CONSOLIDATING FINANCIAL INFORMATION | CONDENSED CONSOLIDATING FINANCIAL INFORMATION The Operating Partnership’s senior notes were co-issued by MGP Finance Co-Issuer, Inc., a 100% owned finance subsidiary of the Operating Partnership. Obligations to pay principal and interest on the senior notes are currently guaranteed by all of the Operating Partnership’s subsidiaries, other than MGP Finance Co-Issuer, Inc., each of which is directly or indirectly 100% owned by the Operating Partnership. Such guarantees are full and unconditional, and joint and several and are subject to release in accordance with the events described below. Separate condensed financial information for the subsidiary guarantors as of March 31, 2019 and December 31, 2018 and for the three months ended March 31, 2019 and March 31, 2018 are presented below. The guarantee of a subsidiary guarantor will be automatically released upon (i) a sale or other disposition (including by way of consolidation or merger) of the subsidiary guarantor, or the capital stock of the subsidiary guarantor; (ii) the sale or disposition of all or substantially all of the assets of the subsidiary guarantor; (iii) the designation in accordance with the indenture of a subsidiary guarantor as an unrestricted subsidiary; (iv) at such time as such subsidiary guarantor is no longer a subsidiary guarantor or other obligor with respect to any credit facilities or capital markets indebtedness of the Operating Partnership; or (v) defeasance or discharge of the notes. CONSOLIDATING BALANCE SHEET INFORMATION March 31, 2019 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Real estate investments, net $ 550 $ — $ 10,295,883 $ — $ 10,296,433 Property and equipment, used in operations, net — — 776,719 — 776,719 Lease incentive asset — — 542,195 — 542,195 Cash and cash equivalents 2,650 — 71,400 — 74,050 Tenant and other receivables, net 110 — 9,762 — 9,872 Intercompany 1,868,131 — — (1,868,131 ) — Prepaid expenses and other assets 24,080 — 12,078 — 36,158 Investments in subsidiaries 9,957,957 — — (9,957,957 ) — Above market lease, asset — — 42,621 — 42,621 Goodwill — — 17,915 — 17,915 Other intangible assets, net — — 250,321 — 250,321 Operating lease right-of-use assets 541 — 279,860 — 280,401 Total assets $ 11,854,019 $ — $ 12,298,754 $ (11,826,088 ) $ 12,326,685 Debt, net 4,939,702 — — — 4,939,702 Due to MGM Resorts International and affiliates 335 — 90 — 425 Intercompany — — 1,868,131 (1,868,131 ) — Accounts payable, accrued expenses and other liabilities 18,477 — 30,224 — 48,701 Accrued interest 38,768 — — — 38,768 Dividend and distribution payable 139,279 — — — 139,279 Deferred revenue — — 72,790 — 72,790 Deferred income taxes, net — — 34,642 — 34,642 Operating lease liabilities 541 — 334,920 — 335,461 Total liabilities 5,137,102 — 2,340,797 (1,868,131 ) 5,609,768 General partner — — — — — Limited partners 6,716,917 — 9,957,957 (9,957,957 ) 6,716,917 Total partners' capital 6,716,917 — 9,957,957 (9,957,957 ) 6,716,917 Total liabilities and partners’ capital $ 11,854,019 $ — $ 12,298,754 $ (11,826,088 ) $ 12,326,685 CONSOLIDATING BALANCE SHEET INFORMATION December 31, 2018 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Real estate investments, net $ 572 $ — $ 9,741,653 $ — $ 9,742,225 Property and equipment, used in operations, net — — 784,295 — 784,295 Cash and cash equivalents 3,995 — 55,822 — 59,817 Tenant and other receivables, net 26 — 14,964 — 14,990 Intercompany 841,179 — — (841,179 ) — Prepaid expenses and other assets 34,813 — 3,024 — 37,837 Investments in subsidiaries 9,790,350 — — (9,790,350 ) — Above market lease, asset — — 43,014 — 43,014 Goodwill — — 17,915 — 17,915 Other intangible assets, net — — 251,214 — 251,214 Total assets $ 10,670,935 $ — $ 10,911,901 $ (10,631,529 ) $ 10,951,307 Debt, net 4,666,949 — — — 4,666,949 Due to MGM Resorts International and affiliates 227 — 80 — 307 Intercompany — — 841,179 (841,179 ) — Accounts payable, accrued expenses and other liabilities 13,102 — 36,500 — 49,602 Above market lease, liability — — 46,181 — 46,181 Accrued interest 26,096 — — — 26,096 Dividend and distribution payable 119,055 — — — 119,055 Deferred revenue — — 163,977 — 163,977 Deferred income taxes, net — — 33,634 — 33,634 Total liabilities 4,825,429 — 1,121,551 (841,179 ) 5,105,801 General partner — — — — — Limited partners 5,845,506 — 9,790,350 (9,790,350 ) 5,845,506 Total partners' capital 5,845,506 — 9,790,350 (9,790,350 ) 5,845,506 Total liabilities and partners’ capital $ 10,670,935 $ — $ 10,911,901 $ (10,631,529 ) $ 10,951,307 CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME INFORMATION Three Months Ended March 31, 2019 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Revenues Rental revenue $ — $ — $ 196,882 $ — $ 196,882 Tenant reimbursements and other — — 6,541 — 6,541 Gaming, food, beverage and other — — 67,841 — 67,841 — — 271,264 — 271,264 Expenses Gaming, food, beverage and other — — 44,929 — 44,929 Depreciation and amortization 22 — 74,987 — 75,009 Property transactions, net — — 1,113 — 1,113 Ground lease and other reimbursable expenses — — 5,920 — 5,920 Amortization of above market lease, net — — — — — Acquisition-related expenses 8,532 — 260 — 8,792 General and administrative 4,137 — 100 — 4,237 12,691 — 127,309 — 140,000 Operating income (loss) (12,691 ) — 143,955 — 131,264 Equity in earnings of subsidiaries 135,677 — — (135,677 ) — Non-operating income (expense) Interest income 7,463 — — (5,617 ) 1,846 Interest expense (63,948 ) — (5,617 ) 5,617 (63,948 ) Other non-operating expenses (137 ) — — — (137 ) (56,622 ) — (5,617 ) — (62,239 ) Income before income taxes 66,364 — 138,338 (135,677 ) 69,025 Provision for income taxes — — (2,661 ) — (2,661 ) Net income $ 66,364 $ — $ 135,677 $ (135,677 ) $ 66,364 Other comprehensive income Net income 66,364 — 135,677 (135,677 ) 66,364 Unrealized loss on cash flow hedges, net (15,612 ) — — — (15,612 ) Comprehensive income $ 50,752 $ — $ 135,677 $ (135,677 ) $ 50,752 CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME INFORMATION Three Months Ended March 31, 2018 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Revenues Rental revenue $ — $ — $ 186,563 $ — $ 186,563 Tenant reimbursements and other — — 29,276 — 29,276 — — 215,839 — 215,839 Expenses Depreciation — — 68,991 — 68,991 Property transactions, net — — 4,086 — 4,086 Reimbursable expenses — — 28,360 — 28,360 Amortization of above market lease, net — — 171 — 171 Acquisition-related expenses 541 — — — 541 General and administrative 3,908 — — — 3,908 4,449 — 101,608 — 106,057 Operating income (loss) (4,449 ) — 114,231 — 109,782 Equity in earnings of subsidiaries 113,000 — — (113,000 ) — Non-operating income (expense) Interest income 1,032 — — — 1,032 Interest expense (49,230 ) — — — (49,230 ) Other non-operating expenses (2,184 ) — — — (2,184 ) (50,382 ) — — — (50,382 ) Income before income taxes 58,169 — 114,231 (113,000 ) 59,400 Provision for income taxes — — (1,231 ) — (1,231 ) Net income $ 58,169 $ — $ 113,000 $ (113,000 ) $ 58,169 Other comprehensive income Net income 58,169 — 113,000 (113,000 ) 58,169 Unrealized gain on cash flow hedges, net 16,355 — — — 16,355 Comprehensive income $ 74,524 $ — $ 113,000 $ (113,000 ) $ 74,524 CONSOLIDATING STATEMENT OF CASH FLOWS INFORMATION Three Months Ended March 31, 2019 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Cash flows from operating activities Net cash provided by (used in) operating activities $ (54,181 ) $ — $ (385,352 ) $ — $ (439,533 ) Cash flows from investing activities Capital expenditures for property and equipment — — (12 ) — (12 ) Net cash used in investing activities — — (12 ) — (12 ) Cash flows from financing activities Net repayments under bank credit facility (469,625 ) — — — (469,625 ) Proceeds from issuance of debt 750,000 — — — 750,000 Deferred financing costs (9,983 ) — — — (9,983 ) Repayment of assumed bridge facility (245,950 ) — — — (245,950 ) Issuance of Operating Partnership units 548,391 — — — 548,391 Distributions paid (119,055 ) — — — (119,055 ) Cash received by Parent on behalf of Guarantor Subsidiaries, net (400,942 ) — 400,942 — — Net cash provided by (used in) financing activities 52,836 — 400,942 — 453,778 Cash and cash equivalents Net increase for the period (1,345 ) — 15,578 — 14,233 Balance, beginning of period 3,995 — 55,822 — 59,817 Balance, end of period $ 2,650 $ — $ 71,400 $ — $ 74,050 CONSOLIDATING STATEMENT OF CASH FLOWS INFORMATION Three Months Ended March 31, 2018 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Cash flows from operating activities Net cash provided by (used in) operating activities $ (43,951 ) $ — $ 189,175 $ — $ 145,224 Cash flows from investing activities Capital expenditures for property and equipment (177 ) — — — (177 ) Net cash used in investing activities (177 ) — — — (177 ) Cash flows from financing activities Deferred financing costs (4,544 ) — — — (4,544 ) Repayment of debt principal (8,375 ) — — — (8,375 ) Distributions paid (111,733 ) — — — (111,733 ) Cash received by Parent on behalf of Guarantor Subsidiaries 189,175 — (189,175 ) — — Net cash provided by (used in) financing activities 64,523 — (189,175 ) — (124,652 ) Cash and cash equivalents Net increase for the period 20,395 — — — 20,395 Balance, beginning of period 259,722 — — — 259,722 Balance, end of period $ 280,117 $ — $ — $ — $ 280,117 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of presentation. The accompanying condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. All adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Certain reclassifications have been made to conform the prior period presentation. |
Variable Interest Entities | Variable Interest Entities. The condensed consolidated financial statements of MGP include the accounts of the Operating Partnership, a variable interest entity (“VIE”) of which the Company is the primary beneficiary, as well as its wholly owned and majority-owned subsidiaries, which represents all of MGP’s assets and liabilities. As MGP holds what is deemed a majority voting interest in the Operating Partnership through its ownership of the Operating Partnership’s sole general partner, it qualifies for the exemption from providing certain of the required disclosures associated with investments in VIEs. The condensed consolidated financial statements of the Operating Partnership include the accounts of its wholly owned subsidiary, the Landlord, which owns the real estate, a VIE of which the Operating Partnership is the primary beneficiary. |
Noncontrolling Interest | Noncontrolling interest. The Company presents noncontrolling interest and classifies such interest as a component of consolidated shareholders’ equity, separate from the Company’s Class A shareholders’ equity. Noncontrolling interest in the Company represents Operating Partnership units currently held by subsidiaries of MGM. Net income or loss of the Operating Partnership is allocated to its noncontrolling interest based on the noncontrolling interest’s ownership percentage in the Operating Partnership except for income tax expenses. Ownership percentage is calculated by dividing the number of Operating Partnership units held by the noncontrolling interest by the total Operating Partnership units held by the noncontrolling interest and the Company. Issuance of additional Class A shares and Operating Partnership units changes the ownership interests of both the noncontrolling interest and the Company. Such transactions and the related proceeds are treated as capital transactions. |
Fair Value Measurements | Fair value measurements. Fair value measurements are utilized in the accounting and impairment assessments of its long-lived assets, assets acquired and liabilities assumed in a business combination, and goodwill and other intangible assets. Fair value measurements also affect the Company’s accounting for certain of its financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: Level 1 inputs, such as quoted prices in an active market; Level 2 inputs, which are observable inputs for similar assets; or Level 3 inputs, which are unobservable inputs. The Company used the following inputs in its fair value measurements: • Level 2 inputs for its long-term debt fair value disclosures. See Note 7; • Level 2 inputs when measuring the fair value of its interest rate swaps. See Note 8; and • |
Real Estate Investments | Real estate investments. Real estate investments consist of land, buildings, improvements and integral equipment related to the Landlord. The contribution or acquisition of the real property by the Operating Partnership from MGM represent transactions between entities under common control, and as a result, such real estate was initially recorded by the Company at MGM’s historical cost basis, less accumulated depreciation (i.e., there was no change in the basis of the contributed assets), as of the contribution or acquisition dates. Costs of maintenance and repairs to real estate investments are the responsibility of the Tenant under the Master Lease. |
Lease Incentive Asset | Lease incentive asset. The Company’s lease incentive asset consists of the consideration paid to MGM as part of the Park MGM Transaction, net of the deferred revenue balance associated with Non-Normal Tenant Improvements related to Park MGM, which was derecognized. The Company amortizes the lease incentive asset as a reduction of rental income over the remaining term of the Master Lease. |
Property and Equipment Used in Operations | Property and Equipment used in operations. Property and equipment used in operations are stated at cost. The property and equipment used in operations were acquired through the Company’s acquisition of Northfield in 2018 and therefore recognized at fair value at the acquisition date. Property and equipment used in operations are generally depreciated over the following useful lives on a straight-line basis: Buildings and improvements 20 to 40 years Land improvements 10 to 20 years Furniture, fixtures and equipment 3 to 20 years |
Deferred Revenue | Deferred revenue. The Company receives nonmonetary consideration related to Non-Normal Tenant Improvements as they become MGP’s property pursuant to the Master Lease and recognizes the cost basis of Non-Normal Tenant Improvements as real estate investments and deferred revenue. The Company depreciates the real estate investments over their estimated useful lives and amortizes the deferred revenue as additional rental revenue over the remaining term of the Master Lease once the related real estate assets are placed in service. Ground lease and other reimbursable expenses. Ground lease and other reimbursable expenses arise from costs which upon adoption of ASC 842, includes ground lease rent paid directly by the Tenant to the third-party lessor on behalf of the Company. Prior to the adoption of ASC 842 on January 1, 2019, as further described below, reimbursable expenses also included property taxes paid for by the Tenant on behalf of the Company pursuant to the triple-net lease terms of the Master Lease. Revenue recognition. Rental revenue under the Master Lease is recognized on a straight-line basis over the non-cancelable term and reasonably assured renewal periods, which includes the initial lease term of ten years and all four additional five -year terms under the Master Lease, for all contractual revenues that are determined to be fixed and measurable. The difference between such rental revenue earned and the cash rent due under the provisions of the Master Lease is recorded as deferred rent receivable and included as a component of tenant and other receivables, net or as deferred revenue if cash rent due exceeds rental revenue earned. Tenant reimbursement revenue and other reflects the amortization of deferred revenue relating to Non-Normal Tenant Improvements as well as the non-cash ground lease reimbursement revenue from the Tenant. Prior to the adoption of ASC 842 in 2019, the Company also reflected within this amount the revenue that arises from costs for which the Company is the primary obligor that are required to be paid by the Tenant or reimbursed to the Company pursuant to the Master Lease such as property taxes. This revenue is recognized in the same periods as the expense is incurred. |
Lessee Leases | Lessee leases. The Company determines if an arrangement is or contains a lease at inception or modification of the arrangement. An arrangement is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period in exchange for consideration. Control over the use of the identified asset means the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset. |
Income Tax Provision | Income tax provision. For interim income tax reporting the Company estimates its annual effective tax rate and applies it to its year-to-date ordinary income. The tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur. The Company’s effective income tax rate was 3.9% for the three months ended March 31, 2019 . The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, the Company determines deferred tax assets and liabilities on the basis of the differences between the financial statement and tax bases of assets and liabilities by using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. The Company is subject to federal, state and local income tax on its TRS operations and recorded a tax provision of $1.3 million on the TRS operations for the three months ended March 31, 2019 . The Landlord is required to join in the filing of a New Jersey consolidated corporation business tax return under the New Jersey Casino Control Act and include in such return its income and expenses associated with its New Jersey assets and is thus subject to an entity level tax in New Jersey. Although the consolidated New Jersey return also includes MGM and certain of its subsidiaries, the Company is required to record New Jersey state income taxes in the accompanying financial statements as if the Landlord was taxed for state purposes on a stand-alone basis. The Company and MGM have entered into a tax sharing agreement providing for an allocation of taxes due in the consolidated New Jersey return. Pursuant to this agreement, the Landlord will only be responsible for New Jersey taxes on any gain that may be realized upon a future sale of the New Jersey assets resulting solely from an appreciation in value of such assets over their value on the date they were contributed to the Landlord by a subsidiary of MGM. MGM is responsible for all other taxes reported in the New Jersey consolidated return and, accordingly, the related income tax balances related to such taxes is reflected within noncontrolling interest within the accompanying financial statements. No amounts were due to MGM under the tax sharing agreement as of March 31, 2019 and December 31, 2018 |
Recently Issued Accounting Pronouncements | Recently issued accounting standards. In February 2016, the FASB issued ASC 842 “Leases (Topic 842)”, which replaces the existing guidance in Topic 840, “Leases”, (“ASC 842”). ASC 842 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. ASC 842 requires a dual approach for lessee accounting under which a lessee would classify and account for its lease agreements as either finance or operating. Both finance and operating leases will result in the lessee recognizing a ROU asset and a corresponding lease liability. For finance leases, the lessee will recognize interest expense associated with the lease liability and depreciation expense associated with the ROU asset; and for operating leases, the lessee will recognize straight-line rent expense. The Company adopted ASC 842 on January 1, 2019 utilizing the simplified transition method and accordingly did not recast comparative period financial information. The Company elected the package of practical expedients available under ASC 842, which includes that the Company need not reassess the lease classification for existing contracts. Accordingly, the Master Lease continues to be classified as an operating lease as of January 1, 2019. ASC 842 requires lessors to exclude from variable payments, and therefore from revenue, lessor costs paid by lessees directly to third parties. Under the Master Lease, the lessee pays property tax directly to third parties; accordingly, the Company no longer reflect such costs as “Tenant reimbursements and other” within revenues or “Ground lease and other reimbursable expenses” within expenses as of January 1, 2019. The Company is also a lessee in lease arrangements, primarily for land underlying certain of its properties. As a result of adoption, the Company recognized approximately $279.9 million of operating ROU assets and approximately $333.5 million |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Useful Lives of Property and Equipment Used in Operations | Property and equipment used in operations are generally depreciated over the following useful lives on a straight-line basis: Buildings and improvements 20 to 40 years Land improvements 10 to 20 years Furniture, fixtures and equipment 3 to 20 years March 31, 2019 December 31, 2018 (in thousands) Land $ 392,500 $ 392,500 Buildings, building improvements and land improvements 382,845 382,843 Furniture, fixtures and equipment 18,715 18,770 794,060 794,113 Less: Accumulated depreciation (17,341 ) (9,818 ) $ 776,719 $ 784,295 |
Real Estate Investments (Tables
Real Estate Investments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Real Estate [Abstract] | |
Carrying Value of Real Estate Investments | The carrying value of real estate investments is as follows: March 31, 2019 December 31, 2018 (in thousands) Land $ 4,238,513 $ 4,143,513 Buildings, building improvements, land improvements and integral equipment 8,919,660 8,405,479 13,158,173 12,548,992 Less: Accumulated depreciation (2,861,740 ) (2,806,767 ) $ 10,296,433 $ 9,742,225 |
Property and Equipment Used I_2
Property and Equipment Used In Operations (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Carrying Value of Property and Equipment Used In Operations | Property and equipment used in operations are generally depreciated over the following useful lives on a straight-line basis: Buildings and improvements 20 to 40 years Land improvements 10 to 20 years Furniture, fixtures and equipment 3 to 20 years March 31, 2019 December 31, 2018 (in thousands) Land $ 392,500 $ 392,500 Buildings, building improvements and land improvements 382,845 382,843 Furniture, fixtures and equipment 18,715 18,770 794,060 794,113 Less: Accumulated depreciation (17,341 ) (9,818 ) $ 776,719 $ 784,295 |
Leases - (Tables)
Leases - (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Leases [Abstract] | |
Lease Cost | Other information related to the Company’s operating leases was as follows (in thousands, except for lease term and discount rate information): Supplemental balance sheet information Balance at March 31, 2019 Operating lease right-of-use assets $ 280,401 Operating lease liabilities 335,461 Weighted-average remaining lease term (years) 59.14 Weighted-average discount rate (%) 7.21 % Supplemental cash flows information Three Months Ended March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities - operating cash flows from operating leases $ 4,482 |
Operating Lease Maturities | Maturities of operating lease liabilities were as follows: Year ending December 31, (in thousands) 2019 (excluding the three months ended March 31, 2019) $ 15,164 2020 21,223 2021 25,108 2022 25,130 2023 24,993 Thereafter 1,357,660 Total future minimum lease payments 1,469,278 Less: Amount of lease payments representing interest (1,133,817 ) Total $ 335,461 March 31, 2019 : Year ending December 31, (in thousands) 2019 $ 664,546 2020 898,084 2021 914,356 2022 855,069 2023 833,944 Thereafter 1,791,622 $ 5,957,621 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt consists of the following: March 31, December 31, 2019 2018 (in thousands) Senior secured credit facility: Senior secured term loan A facility $ 470,000 $ 470,000 Senior secured term loan B facility 1,794,500 1,799,125 Senior secured revolving credit facility 85,000 550,000 $1,050 million 5.625% senior notes, due 2024 1,050,000 1,050,000 $500 million 4.50% senior notes, due 2026 500,000 500,000 $750 million 5.75% senior notes, due 2027 750,000 — $350 million 4.50% senior notes, due 2028 350,000 350,000 4,999,500 4,719,125 Less: Unamortized discount and debt issuance costs (59,798 ) (52,176 ) $ 4,939,702 $ 4,666,949 |
Shareholders' Equity and Part_2
Shareholders' Equity and Partners' Capital (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Income | The following table summarizes the changes in accumulated other comprehensive income by component for the three months ended March 31, 2019 : Cash Flow Hedges Other Total (in thousands) Balance at December 31, 2018 $ 4,208 $ — $ 4,208 Other comprehensive income before reclassifications (13,765 ) — (13,765 ) Amounts reclassified from accumulated other comprehensive income to interest expense (1,847 ) — (1,847 ) Empire City Transaction — (195 ) (195 ) Class A share issuance — 774 774 Park MGM Transaction — (16 ) (16 ) Other comprehensive income (15,612 ) 563 (15,049 ) Less: Other comprehensive loss attributable to noncontrolling interest 10,895 — 10,895 Balance at March 31, 2019 $ (509 ) $ 563 $ 54 |
Net Income Per Class A Share (T
Net Income Per Class A Share (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Income and Number of Class A Shares Used in the Calculation of Basic and Diluted Income Per Share | The table below provides net income and the number of Class A shares used in the computations of “basic” net income per share, which utilizes the weighted-average number of Class A shares outstanding without regard The table below provides net income and the number of Operating Partnership units used in the computations of “basic” net income per Operating Partnership unit, which utilizes the weighted-average number of Operating Partnership units outstanding without regard to dilutive potential Operating Partnership units, and “diluted” net income per Operating Partnership units, which includes all such Operating Partnership units. Three Months Ended March 31, 2019 2018 (in thousands, except share amounts) Numerator: Net income - basic and diluted $ 66,364 $ 58,169 Denominator: Weighted average Operating Partnership units outstanding (1) - basic 288,351,486 266,104,264 Effect of dilutive shares for diluted net income per Operating Partnership unit (2) 259,335 160,779 Weighted average Operating Partnership units outstanding (1) - diluted 288,610,821 266,265,043 (1) Includes weighted average deferred share units granted to certain members of the Board of Directors. (2) No |
Net Income Per Operating Part_2
Net Income Per Operating Partnership Unit (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Income and Number of Operating Partnership Units Used in the Calculation of Basic and Diluted Income Per Share | The table below provides net income and the number of Class A shares used in the computations of “basic” net income per share, which utilizes the weighted-average number of Class A shares outstanding without regard The table below provides net income and the number of Operating Partnership units used in the computations of “basic” net income per Operating Partnership unit, which utilizes the weighted-average number of Operating Partnership units outstanding without regard to dilutive potential Operating Partnership units, and “diluted” net income per Operating Partnership units, which includes all such Operating Partnership units. Three Months Ended March 31, 2019 2018 (in thousands, except share amounts) Numerator: Net income - basic and diluted $ 66,364 $ 58,169 Denominator: Weighted average Operating Partnership units outstanding (1) - basic 288,351,486 266,104,264 Effect of dilutive shares for diluted net income per Operating Partnership unit (2) 259,335 160,779 Weighted average Operating Partnership units outstanding (1) - diluted 288,610,821 266,265,043 (1) Includes weighted average deferred share units granted to certain members of the Board of Directors. (2) No |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Company's Income Statement Segment Information | The following tables present the Company and Operating Partnership’s segment information (in thousands) : Three Months Ended March 31, 2019 Three Months Ended March 31, 2018 REIT TRS Total REIT TRS Total Total revenues $ 203,423 $ 67,841 $ 271,264 $ 215,839 $ — $ 215,839 Operating income 117,194 14,070 131,264 109,782 — 109,782 Income before income taxes (1) 54,955 14,070 69,025 59,400 — 59,400 Income tax expense 1,344 1,317 2,661 1,231 — 1,231 Net Income (1) 53,611 12,753 66,364 58,169 — 58,169 Depreciation and amortization 66,527 8,482 75,009 68,991 — 68,991 Interest income (1) 1,846 — 1,846 1,032 — 1,032 Interest expense (1) 63,948 — 63,948 49,230 — 49,230 (1) Income before income taxes, net income, interest income and interest expense are net of intercompany interest eliminations of $5.6 million for the three months ended March 31, 2019 . Balance at March 31, 2019 Balance at December 31, 2018 REIT TRS Total REIT TRS Total Total assets $ 11,197,246 $ 1,129,439 $ 12,326,685 $ 9,831,714 $ 1,119,593 $ 10,951,307 |
Condensed Consolidating Finan_2
Condensed Consolidating Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2019 | |
Condensed Financial Information Disclosure [Abstract] | |
Consolidating Balance Sheet Information | CONSOLIDATING BALANCE SHEET INFORMATION March 31, 2019 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Real estate investments, net $ 550 $ — $ 10,295,883 $ — $ 10,296,433 Property and equipment, used in operations, net — — 776,719 — 776,719 Lease incentive asset — — 542,195 — 542,195 Cash and cash equivalents 2,650 — 71,400 — 74,050 Tenant and other receivables, net 110 — 9,762 — 9,872 Intercompany 1,868,131 — — (1,868,131 ) — Prepaid expenses and other assets 24,080 — 12,078 — 36,158 Investments in subsidiaries 9,957,957 — — (9,957,957 ) — Above market lease, asset — — 42,621 — 42,621 Goodwill — — 17,915 — 17,915 Other intangible assets, net — — 250,321 — 250,321 Operating lease right-of-use assets 541 — 279,860 — 280,401 Total assets $ 11,854,019 $ — $ 12,298,754 $ (11,826,088 ) $ 12,326,685 Debt, net 4,939,702 — — — 4,939,702 Due to MGM Resorts International and affiliates 335 — 90 — 425 Intercompany — — 1,868,131 (1,868,131 ) — Accounts payable, accrued expenses and other liabilities 18,477 — 30,224 — 48,701 Accrued interest 38,768 — — — 38,768 Dividend and distribution payable 139,279 — — — 139,279 Deferred revenue — — 72,790 — 72,790 Deferred income taxes, net — — 34,642 — 34,642 Operating lease liabilities 541 — 334,920 — 335,461 Total liabilities 5,137,102 — 2,340,797 (1,868,131 ) 5,609,768 General partner — — — — — Limited partners 6,716,917 — 9,957,957 (9,957,957 ) 6,716,917 Total partners' capital 6,716,917 — 9,957,957 (9,957,957 ) 6,716,917 Total liabilities and partners’ capital $ 11,854,019 $ — $ 12,298,754 $ (11,826,088 ) $ 12,326,685 CONSOLIDATING BALANCE SHEET INFORMATION December 31, 2018 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Real estate investments, net $ 572 $ — $ 9,741,653 $ — $ 9,742,225 Property and equipment, used in operations, net — — 784,295 — 784,295 Cash and cash equivalents 3,995 — 55,822 — 59,817 Tenant and other receivables, net 26 — 14,964 — 14,990 Intercompany 841,179 — — (841,179 ) — Prepaid expenses and other assets 34,813 — 3,024 — 37,837 Investments in subsidiaries 9,790,350 — — (9,790,350 ) — Above market lease, asset — — 43,014 — 43,014 Goodwill — — 17,915 — 17,915 Other intangible assets, net — — 251,214 — 251,214 Total assets $ 10,670,935 $ — $ 10,911,901 $ (10,631,529 ) $ 10,951,307 Debt, net 4,666,949 — — — 4,666,949 Due to MGM Resorts International and affiliates 227 — 80 — 307 Intercompany — — 841,179 (841,179 ) — Accounts payable, accrued expenses and other liabilities 13,102 — 36,500 — 49,602 Above market lease, liability — — 46,181 — 46,181 Accrued interest 26,096 — — — 26,096 Dividend and distribution payable 119,055 — — — 119,055 Deferred revenue — — 163,977 — 163,977 Deferred income taxes, net — — 33,634 — 33,634 Total liabilities 4,825,429 — 1,121,551 (841,179 ) 5,105,801 General partner — — — — — Limited partners 5,845,506 — 9,790,350 (9,790,350 ) 5,845,506 Total partners' capital 5,845,506 — 9,790,350 (9,790,350 ) 5,845,506 Total liabilities and partners’ capital $ 10,670,935 $ — $ 10,911,901 $ (10,631,529 ) $ 10,951,307 |
Consolidating Statement of Operations and Comprehensive Income Information | CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME INFORMATION Three Months Ended March 31, 2019 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Revenues Rental revenue $ — $ — $ 196,882 $ — $ 196,882 Tenant reimbursements and other — — 6,541 — 6,541 Gaming, food, beverage and other — — 67,841 — 67,841 — — 271,264 — 271,264 Expenses Gaming, food, beverage and other — — 44,929 — 44,929 Depreciation and amortization 22 — 74,987 — 75,009 Property transactions, net — — 1,113 — 1,113 Ground lease and other reimbursable expenses — — 5,920 — 5,920 Amortization of above market lease, net — — — — — Acquisition-related expenses 8,532 — 260 — 8,792 General and administrative 4,137 — 100 — 4,237 12,691 — 127,309 — 140,000 Operating income (loss) (12,691 ) — 143,955 — 131,264 Equity in earnings of subsidiaries 135,677 — — (135,677 ) — Non-operating income (expense) Interest income 7,463 — — (5,617 ) 1,846 Interest expense (63,948 ) — (5,617 ) 5,617 (63,948 ) Other non-operating expenses (137 ) — — — (137 ) (56,622 ) — (5,617 ) — (62,239 ) Income before income taxes 66,364 — 138,338 (135,677 ) 69,025 Provision for income taxes — — (2,661 ) — (2,661 ) Net income $ 66,364 $ — $ 135,677 $ (135,677 ) $ 66,364 Other comprehensive income Net income 66,364 — 135,677 (135,677 ) 66,364 Unrealized loss on cash flow hedges, net (15,612 ) — — — (15,612 ) Comprehensive income $ 50,752 $ — $ 135,677 $ (135,677 ) $ 50,752 CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME INFORMATION Three Months Ended March 31, 2018 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Revenues Rental revenue $ — $ — $ 186,563 $ — $ 186,563 Tenant reimbursements and other — — 29,276 — 29,276 — — 215,839 — 215,839 Expenses Depreciation — — 68,991 — 68,991 Property transactions, net — — 4,086 — 4,086 Reimbursable expenses — — 28,360 — 28,360 Amortization of above market lease, net — — 171 — 171 Acquisition-related expenses 541 — — — 541 General and administrative 3,908 — — — 3,908 4,449 — 101,608 — 106,057 Operating income (loss) (4,449 ) — 114,231 — 109,782 Equity in earnings of subsidiaries 113,000 — — (113,000 ) — Non-operating income (expense) Interest income 1,032 — — — 1,032 Interest expense (49,230 ) — — — (49,230 ) Other non-operating expenses (2,184 ) — — — (2,184 ) (50,382 ) — — — (50,382 ) Income before income taxes 58,169 — 114,231 (113,000 ) 59,400 Provision for income taxes — — (1,231 ) — (1,231 ) Net income $ 58,169 $ — $ 113,000 $ (113,000 ) $ 58,169 Other comprehensive income Net income 58,169 — 113,000 (113,000 ) 58,169 Unrealized gain on cash flow hedges, net 16,355 — — — 16,355 Comprehensive income $ 74,524 $ — $ 113,000 $ (113,000 ) $ 74,524 |
Consolidating Statement of Cash Flows Information | CONSOLIDATING STATEMENT OF CASH FLOWS INFORMATION Three Months Ended March 31, 2019 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Cash flows from operating activities Net cash provided by (used in) operating activities $ (54,181 ) $ — $ (385,352 ) $ — $ (439,533 ) Cash flows from investing activities Capital expenditures for property and equipment — — (12 ) — (12 ) Net cash used in investing activities — — (12 ) — (12 ) Cash flows from financing activities Net repayments under bank credit facility (469,625 ) — — — (469,625 ) Proceeds from issuance of debt 750,000 — — — 750,000 Deferred financing costs (9,983 ) — — — (9,983 ) Repayment of assumed bridge facility (245,950 ) — — — (245,950 ) Issuance of Operating Partnership units 548,391 — — — 548,391 Distributions paid (119,055 ) — — — (119,055 ) Cash received by Parent on behalf of Guarantor Subsidiaries, net (400,942 ) — 400,942 — — Net cash provided by (used in) financing activities 52,836 — 400,942 — 453,778 Cash and cash equivalents Net increase for the period (1,345 ) — 15,578 — 14,233 Balance, beginning of period 3,995 — 55,822 — 59,817 Balance, end of period $ 2,650 $ — $ 71,400 $ — $ 74,050 CONSOLIDATING STATEMENT OF CASH FLOWS INFORMATION Three Months Ended March 31, 2018 Operating Guarantor Partnership Co-Issuer Subsidiaries Eliminations Consolidated (in thousands) Cash flows from operating activities Net cash provided by (used in) operating activities $ (43,951 ) $ — $ 189,175 $ — $ 145,224 Cash flows from investing activities Capital expenditures for property and equipment (177 ) — — — (177 ) Net cash used in investing activities (177 ) — — — (177 ) Cash flows from financing activities Deferred financing costs (4,544 ) — — — (4,544 ) Repayment of debt principal (8,375 ) — — — (8,375 ) Distributions paid (111,733 ) — — — (111,733 ) Cash received by Parent on behalf of Guarantor Subsidiaries 189,175 — (189,175 ) — — Net cash provided by (used in) financing activities 64,523 — (189,175 ) — (124,652 ) Cash and cash equivalents Net increase for the period 20,395 — — — 20,395 Balance, beginning of period 259,722 — — — 259,722 Balance, end of period $ 280,117 $ — $ — $ — $ 280,117 |
Business (Details)
Business (Details) - USD ($) $ in Millions | Apr. 01, 2019 | Mar. 07, 2019 | Jan. 29, 2019 | Jul. 06, 2018 | Mar. 31, 2019 | Dec. 31, 2018 |
Business And Organization [Line Items] | ||||||
Ownership percentage acquired ( as a percent ) | 30.20% | |||||
Empire City | ||||||
Business And Organization [Line Items] | ||||||
Increase in annual rent received | $ 50 | |||||
Percentage of rent under fixed rate ( as a percent ) | 90.00% | |||||
Annual contractual rent growth rate ( as a percent ) | 2.00% | |||||
Business Acquisition, Transaction Costs | $ 634.4 | |||||
Park MGM Lease Transaction | ||||||
Business And Organization [Line Items] | ||||||
Percentage of rent under fixed rate ( as a percent ) | 90.00% | |||||
Annual contractual rent growth rate ( as a percent ) | 2.00% | |||||
Business Acquisition, Transaction Costs | $ 637.5 | |||||
Business Combination, Consideration Transferred, Other | 605.6 | |||||
Rent payments due under master lease | $ 50 | $ 60 | ||||
Northfield | ||||||
Business And Organization [Line Items] | ||||||
Business Acquisition, Transaction Costs | $ 301 | $ 1,100 | ||||
Exchange of Operating Partnership Units to MGP's Class A Shares | ||||||
Business And Organization [Line Items] | ||||||
Operating Partnership unit conversion ratio | 1 | |||||
MGM | ||||||
Business And Organization [Line Items] | ||||||
Operating Partnership units held (in shares) | 209.1 | |||||
Increase in ownership interest in operating partnership ( as a percent ) | 69.80% | |||||
MGP Operating Partnership | ||||||
Business And Organization [Line Items] | ||||||
Operating Partnership units outstanding (in shares) | 299,526,035 | 266,045,289 | ||||
Subsequent Event | ||||||
Business And Organization [Line Items] | ||||||
Percentage of rent under fixed rate ( as a percent ) | 90.00% | |||||
Annual contractual rent growth rate ( as a percent ) | 2.00% | |||||
Subsequent Event | Northfield | ||||||
Business And Organization [Line Items] | ||||||
Percentage of rent under fixed rate ( as a percent ) | 90.00% | |||||
Annual contractual rent growth rate ( as a percent ) | 2.00% | |||||
Rent payments due under master lease | $ 60 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | 3 Months Ended | |||
Mar. 31, 2019USD ($)extension | Mar. 31, 2018USD ($) | Jan. 01, 2019USD ($) | Dec. 31, 2018USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Treasury yield term | 10 years | |||
Percentage points used in calculation for additional rent ( as a percent ) | 6.00% | |||
Non-normal tenant improvements | $ 48,400,000 | |||
Number of lease extension options | extension | 4 | |||
Effective tax rate | 3.90% | |||
Operating lease right-of-use assets | $ 280,401,000 | $ 279,900,000 | $ 0 | |
Operating lease liabilities | 335,461,000 | $ 333,500,000 | 0 | |
Income Tax Expense (Benefit) | $ 2,661,000 | $ 1,231,000 | ||
Master Lease | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Initial lease term ( In years ) | 10 years | |||
Lease extension term | 5 years | |||
Tenant | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Initial cap of non-normal tenant improvements in the first year | $ 100,000,000 | |||
Annual increase in non-normal tenant improvements | 75,000,000 | |||
MGP Operating Partnership | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Operating lease right-of-use assets | 280,401,000 | 0 | ||
Operating lease liabilities | 335,461,000 | $ 0 | ||
Income Tax Expense (Benefit) | 2,661,000 | $ 1,231,000 | ||
MGP Operating Partnership | Variable Interest Entity | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Maximum exposure to loss, assets | 11,200,000,000 | |||
Maximum exposure to loss, liabilities | 437,600,000 | |||
Subsidiaries [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Income Tax Expense (Benefit) | $ 1,300,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Useful Lives of Property and Equipment used in Operations (Details) | 3 Months Ended |
Mar. 31, 2019 | |
Buildings and improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Depreciable lives ( in years ) | 40 years |
Buildings and improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Depreciable lives ( in years ) | 20 years |
Land improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Depreciable lives ( in years ) | 20 years |
Land improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Depreciable lives ( in years ) | 10 years |
Furniture, fixtures and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Depreciable lives ( in years ) | 20 years |
Furniture, fixtures and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Depreciable lives ( in years ) | 3 years |
Acquisitions - (Details)
Acquisitions - (Details) - USD ($) $ in Thousands | Apr. 01, 2019 | Jan. 29, 2019 | Jul. 06, 2018 | Mar. 31, 2019 | Mar. 31, 2018 |
Business Acquisition [Line Items] | |||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ 9,400 | ||||
Amounts drawn on debt instruments during period | $ 750,000 | $ 0 | |||
Empire City | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 246,000 | ||||
Partnership Interest ( in units ) | 12,900,000 | ||||
Business Combination, Consideration Transferred Carryover Value | $ 625,000 | ||||
Purchase price | $ 634,400 | ||||
Northfield | |||||
Business Acquisition [Line Items] | |||||
Membership interest acquired ( as a percent ) | 100.00% | ||||
Purchase price | $ 301,000 | $ 1,100,000 |
Acquisitions - Fair Value of As
Acquisitions - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||
Goodwill | $ 17,915 | $ 17,915 |
Acquisitions - Northfield Sale
Acquisitions - Northfield Sale (Details) - Subsequent Event $ in Millions | Apr. 01, 2019USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Percentage of rent under fixed rate ( as a percent ) | 90.00% |
Annual contractual rent growth rate ( as a percent ) | 2.00% |
Northfield Real Estate Leased Assets | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Increase in annual rent payments | $ 60 |
Real Estate Investments (Detail
Real Estate Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Real Estate Properties [Line Items] | ||
Real estate investments, gross | $ 13,158,173 | $ 12,548,992 |
Less: Accumulated depreciation | (2,861,740) | (2,806,767) |
Real estate investments, net | 10,296,433 | 9,742,225 |
Land | ||
Real Estate Properties [Line Items] | ||
Real estate investments, gross | 4,238,513 | 4,143,513 |
Buildings, building improvements, land improvements and integral equipment | ||
Real Estate Properties [Line Items] | ||
Real estate investments, gross | $ 8,919,660 | $ 8,405,479 |
Property and Equipment Used I_3
Property and Equipment Used In Operations (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 794,060 | $ 794,113 |
Less: Accumulated depreciation | (17,341) | (9,818) |
Property, plant and equipment, net | 776,719 | 784,295 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 392,500 | 392,500 |
Buildings, building improvements and land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 382,845 | 382,843 |
Furniture, fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 18,715 | $ 18,770 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets - Composition of Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Dec. 31, 2018 |
Schedule Of Goodwill And Intangible Assets [Line Items] | ||
Goodwill | $ 17,915 | $ 17,915 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets - Summary of Changes in Goodwill by Reportable Segment (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Changes in goodwill: | |
Balance at January 1 | $ 17,915 |
Balance at March 31 | $ 17,915 |
Leases (Details)
Leases (Details) $ in Thousands | Apr. 01, 2019USD ($) | Mar. 07, 2019USD ($) | Jul. 06, 2018USD ($) | Mar. 31, 2019USD ($)extension | Mar. 31, 2018USD ($) | Mar. 06, 2019USD ($) |
Leases [Line Items] | ||||||
Number of lease extension options | extension | 4 | |||||
Lessor, operating lease, payments to be received in year three | $ 914,356 | |||||
Lessor, operating lease, payments to be received in year four | 855,069 | |||||
Revenues | 271,264 | $ 215,839 | ||||
Operating Lease, Cost | 6,000 | |||||
Rental Properties | ||||||
Leases [Line Items] | ||||||
Revenues | 196,882 | 186,563 | ||||
Tenant Reimbursements | ||||||
Leases [Line Items] | ||||||
Operating Leases, Income Statement, Lease Revenue | 6,500 | 29,300 | ||||
Revenues | $ 6,541 | 29,276 | ||||
Master Lease | ||||||
Leases [Line Items] | ||||||
Initial lease term ( In years ) | 10 years | |||||
Lease extension term | 5 years | |||||
Operating Leases, Income Statement, Lease Revenue | $ 196,900 | $ 186,600 | ||||
Master Lease Base Rent | ||||||
Leases [Line Items] | ||||||
Lessor, operating lease, payments to be received in year four | 946,100 | |||||
Subsequent Event | Master Lease Base Rent | ||||||
Leases [Line Items] | ||||||
Annual contractual rent growth rate ( as a percent ) | 2.00% | |||||
Lessor, operating lease, payments to be received in year four | $ 870,300 | |||||
Park MGM Lease Transaction | ||||||
Leases [Line Items] | ||||||
Business Acquisition, Transaction Costs | $ 637,500 | |||||
Business Combination, Consideration Transferred, Other | 605,600 | |||||
Rent payments due under master lease | 50,000 | 60,000 | ||||
Lessor, operating lease, payments to be received in year three | $ 870,300 | $ 770,300 | ||||
Park MGM Lease Transaction | Tenant Reimbursements | ||||||
Leases [Line Items] | ||||||
Operating Leases, Income Statement, Lease Revenue | $ 94,000 | |||||
Northfield | ||||||
Leases [Line Items] | ||||||
Business Acquisition, Transaction Costs | 301,000 | $ 1,100,000 | ||||
Northfield | Subsequent Event | ||||||
Leases [Line Items] | ||||||
Rent payments due under master lease | $ 60,000 |
Leases Operating Lease Minimum
Leases Operating Lease Minimum Rental Payments (Details) $ in Thousands | Mar. 31, 2019USD ($) |
Leases [Abstract] | |
2019 | $ 664,546 |
2020 | 898,084 |
2021 | 914,356 |
2022 | 855,069 |
2023 | 833,944 |
Thereafter | 1,791,622 |
Total | $ 5,957,621 |
Leases Lease Cost (Details)
Leases Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | |||
Operating lease right-of-use assets | $ 280,401 | ||
Operating lease liabilities | $ 335,461 | $ 333,500 | $ 0 |
Weighted-average remaining lease term (years) | 59 years 1 month 20 days | ||
Weighted-average discount rate (%) | 7.21% | ||
Cash paid for amounts included in the measurement of lease liabilities - operating cash flows from operating leases | $ 4,482 |
Leases Operating Lease Maturiti
Leases Operating Lease Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Leases [Abstract] | |||
2019 (excluding the three months ended March 31, 2019) | $ 15,164 | ||
2020 | 21,223 | ||
2021 | 25,108 | ||
2022 | 25,130 | ||
2023 | 24,993 | ||
Thereafter | 1,357,660 | ||
Total future minimum lease payments | 1,469,278 | ||
Less: Amount of lease payments representing interest | (1,133,817) | ||
Operating Lease, Liability | $ 335,461 | $ 333,500 | $ 0 |
- Debt (Details)
- Debt (Details) - USD ($) | Mar. 31, 2019 | Jan. 31, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||
Long-term debt | $ 4,999,500,000 | $ 4,719,125,000 | |
Less: Unamortized discount and debt issuance costs | (59,798,000) | (52,176,000) | |
Long-term debt, net | 4,939,702,000 | 4,666,949,000 | |
5.625% Senior Notes Due 2024 [Member] | Senior Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | 1,050,000,000 | ||
Senior notes | $ 1,050,000,000 | 1,050,000,000 | |
Interest rate | 5.625% | ||
Senior secured term loan A facility | Term Loan | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 470,000,000 | ||
Senior secured term loan | $ 470,000,000 | 470,000,000 | |
Interest rate | 4.50% | ||
Senior secured term loan B facility | Term Loan | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 1,800,000,000 | ||
Senior secured term loan | 1,794,500,000 | 1,799,125,000 | |
Senior secured revolving credit facility | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility | $ 85,000,000 | 550,000,000 | |
Interest rate | 4.41% | ||
4.50% senior notes, due 2026 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 500,000,000 | ||
Senior notes | $ 500,000,000 | 500,000,000 | |
Interest rate | 4.50% | ||
4.50% senior notes, due 2028 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 350,000,000 | ||
Senior notes | $ 350,000,000 | 350,000,000 | |
Interest rate | 4.50% | ||
5.75% senior notes due 2027 | Senior Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 750,000,000 | ||
Senior notes | $ 750,000,000 | $ 0 | |
Interest rate | 5.75% | ||
Operating Partnership Senior Notes | 5.75% senior notes due 2027 | |||
Debt Instrument [Line Items] | |||
Senior notes | $ 750,000,000 | ||
Interest rate | 5.75% |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Estimated fair value of long-term debt | $ 5,000,000,000 | $ 4,500,000,000 | |
Amortization of deferred financing costs | 3,100,000 | $ 3,000,000 | |
Term Loan | Senior Secured Term Loan A Facility | |||
Debt Instrument [Line Items] | |||
Principal amount under term loan facility | $ 470,000,000 | ||
Interest rate | 4.50% | ||
Term Loan | Senior Secured Term Loan B Facility | |||
Debt Instrument [Line Items] | |||
Principal amount under term loan facility | $ 1,800,000,000 | ||
Repayments of long-term debt | 4,600,000 | ||
Revolving Credit Facility | Senior Secured Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Borrowing capacity under credit facility | $ 1,400,000,000 | ||
Interest rate | 4.41% | ||
Amounts drawn on credit facility | $ 85,000,000 | $ 550,000,000 |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Details) - Interest Rate Swaps - USD ($) $ in Millions | Mar. 31, 2019 | Dec. 31, 2018 |
Derivative [Line Items] | ||
Weighted average fixed rate ( as a percent ) | 1.844% | |
Notional amount | $ 1,200 | |
Derivative liability | 11.5 | $ 5.6 |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Fair value of derivative instruments | $ 10.6 | $ 20.5 |
Shareholders' Equity and Part_3
Shareholders' Equity and Partners' Capital (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 15, 2019 | Apr. 01, 2019 | Mar. 07, 2019 | Jan. 31, 2019 | Apr. 30, 2019 | Apr. 02, 2019 | Mar. 06, 2019 | Jan. 30, 2019 | Jan. 29, 2019 | Jan. 28, 2019 |
Public Stock Offering | Class A Shares | ||||||||||
Class of Stock [Line Items] | ||||||||||
Sale of Stock, Number of Shares Issued in Transaction ( in shares ) | 19,600,000 | |||||||||
Sale of Stock, Consideration Received on Transaction | $ 548.4 | |||||||||
Equity Method Investment, Ownership Percentage | 30.30% | 25.40% | ||||||||
Over-Allotment Option | Class A Shares | ||||||||||
Class of Stock [Line Items] | ||||||||||
Sale of Stock, Number of Shares Issued in Transaction ( in shares ) | 2,600,000 | |||||||||
Empire City | ||||||||||
Class of Stock [Line Items] | ||||||||||
Partnership Interest ( in units ) | 12,900,000 | |||||||||
Equity Method Investment, Ownership Percentage | 25.40% | 26.70% | ||||||||
Park MGM Lease Transaction | ||||||||||
Class of Stock [Line Items] | ||||||||||
Equity Method Investment, Ownership Percentage | 30.20% | 30.30% | ||||||||
Subsequent Event | Class A Shares | ||||||||||
Class of Stock [Line Items] | ||||||||||
Dividends | $ 0.465 | |||||||||
Common Stock, Dividends, Per Share, Cash Received | $ 0.465 | |||||||||
Common Stock, Value, Subscriptions | $ 300 | |||||||||
Subsequent Event | Northfield | ||||||||||
Class of Stock [Line Items] | ||||||||||
Equity Method Investment, Ownership Percentage | 30.20% | 31.20% | ||||||||
Operating Partnership Units | Park MGM Lease Transaction | ||||||||||
Class of Stock [Line Items] | ||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 1 | |||||||||
Operating Partnership Units | Subsequent Event | Northfield | ||||||||||
Class of Stock [Line Items] | ||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | $ 9.4 |
Shareholders' Equity and Part_4
Shareholders' Equity and Partners' Capital Changes in Accumulated Other Comprehensive Income (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2019USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance | $ 5,845,506 |
Balance | 6,716,917 |
AOCI Attributable to Parent | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance | 4,208 |
Balance | 54 |
MGP Operating Partnership | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Issuance of Operating Partnership units | 548,391 |
MGP Operating Partnership | Limited Partners | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Issuance of Operating Partnership units | 548,391 |
Empire City | MGP Operating Partnership | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | 379,050 |
Empire City | MGP Operating Partnership | Limited Partners | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | 379,050 |
Park MGM Lease Transaction | MGP Operating Partnership | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | 31,875 |
Park MGM Lease Transaction | MGP Operating Partnership | Limited Partners | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | 31,875 |
Other Comprehensive Income (Loss) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance | 4,208 |
Other comprehensive income before reclassifications | (13,765) |
Amounts reclassified from accumulated other comprehensive income to interest expense | (1,847) |
Less: Other comprehensive income | (15,049) |
Balance | 54 |
Other Comprehensive Income (Loss) | AOCI Attributable to Parent | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance | 4,208 |
Balance | (509) |
Other Comprehensive Income (Loss) | Accumulated Net Gain (Loss) from Cash Flow Hedges Including Portion Attributable to Noncontrolling Interest | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Other comprehensive income before reclassifications | (13,765) |
Amounts reclassified from accumulated other comprehensive income to interest expense | (1,847) |
Less: Other comprehensive income | (15,612) |
Other Comprehensive Income (Loss) | AOCI Attributable to Noncontrolling Interest | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Less: Other comprehensive income | 10,895 |
Other Comprehensive Income (Loss) | Limited Partners | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Less: Other comprehensive income | 563 |
Balance | 563 |
Other Comprehensive Income (Loss) | MGP Operating Partnership | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Issuance of Operating Partnership units | 774 |
Other Comprehensive Income (Loss) | MGP Operating Partnership | Limited Partners | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Issuance of Operating Partnership units | 774 |
Other Comprehensive Income (Loss) | Empire City | MGP Operating Partnership | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | (195) |
Other Comprehensive Income (Loss) | Empire City | MGP Operating Partnership | Limited Partners | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | (195) |
Other Comprehensive Income (Loss) | Park MGM Lease Transaction | MGP Operating Partnership | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | (16) |
Other Comprehensive Income (Loss) | Park MGM Lease Transaction | MGP Operating Partnership | Limited Partners | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Acquisitions | $ (16) |
Net Income Per Class A Share (D
Net Income Per Class A Share (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Numerator: | ||
Net income attributable to Class A shares - basic and diluted | $ 19,955 | $ 15,830 |
Denominator: | ||
Basic weighted average Class A shares outstanding (in shares) | 84,043,706 | 70,970,141 |
Effect of dilutive shares for diluted net income per Class A share (in shares) | 259,335 | 160,779 |
Weighted average shares for diluted net income per Class A share (in shares) | 84,303,041 | 71,130,920 |
Net Income Per Operating Part_3
Net Income Per Operating Partnership Unit (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Numerator: | ||
Net income - basic and diluted | $ 66,364 | $ 58,169 |
Denominator: | ||
Effect of dilutive shares for diluted net income per Operating Partnership unit (in shares) | 259,335 | 160,779 |
MGP Operating Partnership | ||
Numerator: | ||
Net income - basic and diluted | $ 66,364 | $ 58,169 |
Denominator: | ||
Weighted average Operating Partnership units outstanding - basic (in shares) | 288,351,486 | 266,104,264 |
Effect of dilutive shares for diluted net income per Operating Partnership unit (in shares) | 259,335 | 160,779 |
Weighted average Operating Partnership units outstanding - diluted (in shares) | 288,610,821 | 266,265,043 |
Segments - Company and Operatin
Segments - Company and Operating Partnership Segment Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2019USD ($)segment | Mar. 31, 2018USD ($) | Dec. 31, 2018USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 2 | ||
Statement of Operations | |||
Revenues | $ 271,264 | $ 215,839 | |
Operating income | 131,264 | 109,782 | |
Income before income taxes | 69,025 | 59,400 | |
Income tax expense | 2,661 | 1,231 | |
Net income | 66,364 | 58,169 | |
Depreciation and amortization | 75,009 | 68,991 | |
Interest income | 1,846 | 1,032 | |
Interest expense | 63,948 | 49,230 | |
Capital expenditures | (12) | (177) | |
Balance Sheets | |||
Total assets | 12,326,685 | $ 10,951,307 | |
Intercompany Eliminations | |||
Statement of Operations | |||
Interest eliminations | 5,600 | ||
REIT | Operating Segments | |||
Statement of Operations | |||
Revenues | 203,423 | 215,839 | |
Operating income | 117,194 | 109,782 | |
Income before income taxes | 54,955 | 59,400 | |
Income tax expense | 1,344 | 1,231 | |
Net income | 53,611 | 58,169 | |
Depreciation and amortization | 66,527 | 68,991 | |
Interest income | 1,846 | 1,032 | |
Interest expense | 63,948 | 49,230 | |
Balance Sheets | |||
Total assets | 11,197,246 | 9,831,714 | |
TRS | Operating Segments | |||
Statement of Operations | |||
Revenues | 67,841 | 0 | |
Operating income | 14,070 | 0 | |
Income before income taxes | 14,070 | 0 | |
Income tax expense | 1,317 | 0 | |
Net income | 12,753 | 0 | |
Depreciation and amortization | 8,482 | 0 | |
Interest income | 0 | 0 | |
Interest expense | 0 | $ 0 | |
Balance Sheets | |||
Total assets | $ 1,129,439 | $ 1,119,593 |
Condensed Consolidating Finan_3
Condensed Consolidating Financial Information - Consolidating Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 |
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Real estate investments, net | $ 10,296,433 | $ 9,742,225 | |||
Property and equipment, used in operations, net | 776,719 | 784,295 | |||
Cash and cash equivalents | 74,050 | 59,817 | $ 280,117 | $ 259,722 | |
Tenant and other receivables, net | 9,872 | 14,990 | |||
Prepaid expenses and other assets | 36,158 | 37,837 | |||
Above market lease, asset | 42,621 | 43,014 | |||
Goodwill | 17,915 | 17,915 | |||
Other intangible assets, net | 250,321 | 251,214 | |||
Lease incentive asset | 542,195 | 0 | |||
Operating lease right-of-use assets | 280,401 | $ 279,900 | 0 | ||
Total assets | 12,326,685 | 10,951,307 | |||
Debt, net | 4,939,702 | 4,666,949 | |||
Due to MGM Resorts International and affiliates | 425 | 307 | |||
Accounts payable, accrued expenses and other liabilities | 48,701 | 49,602 | |||
Above market lease, liability | 0 | 46,181 | |||
Accrued interest | 38,768 | 26,096 | |||
Dividend and distribution payable | 139,279 | 119,055 | |||
Deferred revenue | 72,790 | 163,977 | |||
Deferred income taxes, net | 34,642 | 33,634 | |||
Operating lease liabilities | 335,461 | $ 333,500 | 0 | ||
Total liabilities | 5,609,768 | 5,105,801 | |||
Total liabilities and shareholders’ equity | 12,326,685 | 10,951,307 | |||
MGP Operating Partnership | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Real estate investments, net | 10,296,433 | 9,742,225 | |||
Property and equipment, used in operations, net | 776,719 | 784,295 | |||
Cash and cash equivalents | 74,050 | 59,817 | 280,117 | 259,722 | |
Tenant and other receivables, net | 9,872 | 14,990 | |||
Intercompany | 0 | 0 | |||
Prepaid expenses and other assets | 36,158 | 37,837 | |||
Investments in subsidiaries | 0 | 0 | |||
Above market lease, asset | 42,621 | 43,014 | |||
Goodwill | 17,915 | 17,915 | |||
Other intangible assets, net | 250,321 | 251,214 | |||
Lease incentive asset | 542,195 | ||||
Operating lease right-of-use assets | 280,401 | 0 | |||
Total assets | 12,326,685 | 10,951,307 | |||
Debt, net | 4,939,702 | 4,666,949 | |||
Due to MGM Resorts International and affiliates | 425 | 307 | |||
Intercompany | 0 | 0 | |||
Accounts payable, accrued expenses and other liabilities | 48,701 | 49,602 | |||
Above market lease, liability | 0 | 46,181 | |||
Accrued interest | 38,768 | 26,096 | |||
Dividend and distribution payable | 139,279 | 119,055 | |||
Deferred revenue | 72,790 | 163,977 | |||
Deferred income taxes, net | 34,642 | 33,634 | |||
Operating lease liabilities | 335,461 | 0 | |||
Total liabilities | 5,609,768 | 5,105,801 | |||
General partner | 0 | 0 | |||
Limited partners | 6,716,917 | 5,845,506 | |||
Total partners' capital | 6,716,917 | 5,845,506 | 6,032,546 | 6,067,739 | |
Total liabilities and shareholders’ equity | 12,326,685 | 10,951,307 | |||
MGP Operating Partnership | Eliminations | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Real estate investments, net | 0 | 0 | |||
Property and equipment, used in operations, net | 0 | 0 | |||
Cash and cash equivalents | 0 | 0 | 0 | 0 | |
Tenant and other receivables, net | 0 | 0 | |||
Intercompany | (1,868,131) | (841,179) | |||
Prepaid expenses and other assets | 0 | 0 | |||
Investments in subsidiaries | (9,957,957) | (9,790,350) | |||
Above market lease, asset | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Lease incentive asset | 0 | ||||
Operating lease right-of-use assets | 0 | ||||
Total assets | (11,826,088) | (10,631,529) | |||
Debt, net | 0 | 0 | |||
Due to MGM Resorts International and affiliates | 0 | 0 | |||
Intercompany | (1,868,131) | (841,179) | |||
Accounts payable, accrued expenses and other liabilities | 0 | 0 | |||
Above market lease, liability | 0 | ||||
Accrued interest | 0 | 0 | |||
Dividend and distribution payable | 0 | 0 | |||
Deferred revenue | 0 | 0 | |||
Deferred income taxes, net | 0 | 0 | |||
Operating lease liabilities | 0 | ||||
Total liabilities | (1,868,131) | (841,179) | |||
General partner | 0 | 0 | |||
Limited partners | (9,957,957) | (9,790,350) | |||
Total partners' capital | (9,957,957) | (9,790,350) | |||
Total liabilities and shareholders’ equity | (11,826,088) | (10,631,529) | |||
MGP Operating Partnership | Operating Partnership | Reportable Legal Entities | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Real estate investments, net | 550 | 572 | |||
Property and equipment, used in operations, net | 0 | 0 | |||
Cash and cash equivalents | 2,650 | 3,995 | 280,117 | 259,722 | |
Tenant and other receivables, net | 110 | 26 | |||
Intercompany | 1,868,131 | 841,179 | |||
Prepaid expenses and other assets | 24,080 | 34,813 | |||
Investments in subsidiaries | 9,957,957 | 9,790,350 | |||
Above market lease, asset | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Lease incentive asset | 0 | ||||
Operating lease right-of-use assets | 541 | ||||
Total assets | 11,854,019 | 10,670,935 | |||
Debt, net | 4,939,702 | 4,666,949 | |||
Due to MGM Resorts International and affiliates | 335 | 227 | |||
Intercompany | 0 | 0 | |||
Accounts payable, accrued expenses and other liabilities | 18,477 | 13,102 | |||
Above market lease, liability | 0 | ||||
Accrued interest | 38,768 | 26,096 | |||
Dividend and distribution payable | 139,279 | 119,055 | |||
Deferred revenue | 0 | 0 | |||
Deferred income taxes, net | 0 | 0 | |||
Operating lease liabilities | 541 | ||||
Total liabilities | 5,137,102 | 4,825,429 | |||
General partner | 0 | 0 | |||
Limited partners | 6,716,917 | 5,845,506 | |||
Total partners' capital | 6,716,917 | 5,845,506 | |||
Total liabilities and shareholders’ equity | 11,854,019 | 10,670,935 | |||
MGP Operating Partnership | Co-Issuer | Reportable Legal Entities | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Real estate investments, net | 0 | 0 | |||
Property and equipment, used in operations, net | 0 | 0 | |||
Cash and cash equivalents | 0 | 0 | 0 | 0 | |
Tenant and other receivables, net | 0 | 0 | |||
Intercompany | 0 | 0 | |||
Prepaid expenses and other assets | 0 | 0 | |||
Investments in subsidiaries | 0 | 0 | |||
Above market lease, asset | 0 | 0 | |||
Goodwill | 0 | 0 | |||
Other intangible assets, net | 0 | 0 | |||
Lease incentive asset | 0 | ||||
Operating lease right-of-use assets | 0 | ||||
Total assets | 0 | 0 | |||
Debt, net | 0 | 0 | |||
Due to MGM Resorts International and affiliates | 0 | 0 | |||
Intercompany | 0 | 0 | |||
Accounts payable, accrued expenses and other liabilities | 0 | 0 | |||
Above market lease, liability | 0 | ||||
Accrued interest | 0 | 0 | |||
Dividend and distribution payable | 0 | 0 | |||
Deferred revenue | 0 | 0 | |||
Deferred income taxes, net | 0 | 0 | |||
Operating lease liabilities | 0 | ||||
Total liabilities | 0 | 0 | |||
General partner | 0 | 0 | |||
Limited partners | 0 | 0 | |||
Total partners' capital | 0 | 0 | |||
Total liabilities and shareholders’ equity | 0 | 0 | |||
MGP Operating Partnership | Guarantor Subsidiaries | Reportable Legal Entities | |||||
Condensed Balance Sheet Statements, Captions [Line Items] | |||||
Real estate investments, net | 10,295,883 | 9,741,653 | |||
Property and equipment, used in operations, net | 776,719 | 784,295 | |||
Cash and cash equivalents | 71,400 | 55,822 | $ 0 | $ 0 | |
Tenant and other receivables, net | 9,762 | 14,964 | |||
Intercompany | 0 | 0 | |||
Prepaid expenses and other assets | 12,078 | 3,024 | |||
Investments in subsidiaries | 0 | 0 | |||
Above market lease, asset | 42,621 | 43,014 | |||
Goodwill | 17,915 | 17,915 | |||
Other intangible assets, net | 250,321 | 251,214 | |||
Lease incentive asset | 542,195 | ||||
Operating lease right-of-use assets | 279,860 | ||||
Total assets | 12,298,754 | 10,911,901 | |||
Debt, net | 0 | 0 | |||
Due to MGM Resorts International and affiliates | 90 | 80 | |||
Intercompany | 1,868,131 | 841,179 | |||
Accounts payable, accrued expenses and other liabilities | 30,224 | 36,500 | |||
Above market lease, liability | 46,181 | ||||
Accrued interest | 0 | 0 | |||
Dividend and distribution payable | 0 | 0 | |||
Deferred revenue | 72,790 | 163,977 | |||
Deferred income taxes, net | 34,642 | 33,634 | |||
Operating lease liabilities | 334,920 | ||||
Total liabilities | 2,340,797 | 1,121,551 | |||
General partner | 0 | 0 | |||
Limited partners | 9,957,957 | 9,790,350 | |||
Total partners' capital | 9,957,957 | 9,790,350 | |||
Total liabilities and shareholders’ equity | $ 12,298,754 | $ 10,911,901 |
Condensed Consolidating Finan_4
Condensed Consolidating Financial Information - Consolidating Statement of Operations and Comprehensive Income Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Condensed Income Statements, Captions [Line Items] | ||
Revenues | $ 271,264 | $ 215,839 |
Expenses | ||
Depreciation and amortization | 75,009 | 68,991 |
Property transactions, net | 1,113 | 4,086 |
Ground lease and other reimbursable expenses | 5,920 | 28,360 |
Amortization of above market lease, net | 0 | 171 |
Acquisition-related expenses | 8,792 | 541 |
General and administrative | 4,237 | 3,908 |
Expenses, net | 140,000 | 106,057 |
Operating income | 131,264 | 109,782 |
Non-operating income (expense) | ||
Interest income | 1,846 | 1,032 |
Interest expense | (63,948) | (49,230) |
Other non-operating expenses | (137) | (2,184) |
Non-operating income (expense) | (62,239) | (50,382) |
Income before income taxes | 69,025 | 59,400 |
Provision for income taxes | (2,661) | (1,231) |
Net income | 66,364 | 58,169 |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | (15,612) | 16,355 |
Comprehensive income | 50,752 | 74,524 |
Rental revenue | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 196,882 | 186,563 |
Tenant reimbursements and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 6,541 | 29,276 |
Gaming, food, beverage and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 67,841 | 0 |
Expenses | ||
Cost of revenues | 44,929 | 0 |
MGP Operating Partnership | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 271,264 | 215,839 |
Expenses | ||
Cost of revenues | 44,929 | |
Depreciation and amortization | 75,009 | 68,991 |
Property transactions, net | 1,113 | 4,086 |
Ground lease and other reimbursable expenses | 5,920 | 28,360 |
Amortization of above market lease, net | 0 | 171 |
Acquisition-related expenses | 8,792 | 541 |
General and administrative | 4,237 | 3,908 |
Expenses, net | 140,000 | 106,057 |
Operating income | 131,264 | 109,782 |
Equity in earnings of subsidiaries | 0 | 0 |
Non-operating income (expense) | ||
Interest income | 1,846 | 1,032 |
Interest expense | (63,948) | (49,230) |
Other non-operating expenses | (137) | (2,184) |
Non-operating income (expense) | (62,239) | (50,382) |
Income before income taxes | 69,025 | 59,400 |
Provision for income taxes | (2,661) | (1,231) |
Net income | 66,364 | 58,169 |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | (15,612) | 16,355 |
Comprehensive income | 50,752 | 74,524 |
MGP Operating Partnership | Rental revenue | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 196,882 | 186,563 |
MGP Operating Partnership | Tenant reimbursements and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 6,541 | 29,276 |
MGP Operating Partnership | Gaming, food, beverage and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 67,841 | 0 |
Expenses | ||
Cost of revenues | 44,929 | 0 |
MGP Operating Partnership | Eliminations | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
Expenses | ||
Cost of revenues | 0 | |
Depreciation and amortization | 0 | 0 |
Property transactions, net | 0 | 0 |
Ground lease and other reimbursable expenses | 0 | 0 |
Amortization of above market lease, net | 0 | 0 |
Acquisition-related expenses | 0 | 0 |
General and administrative | 0 | 0 |
Expenses, net | 0 | 0 |
Operating income | 0 | 0 |
Equity in earnings of subsidiaries | (135,677) | (113,000) |
Non-operating income (expense) | ||
Interest income | (5,617) | 0 |
Interest expense | 5,617 | 0 |
Other non-operating expenses | 0 | 0 |
Non-operating income (expense) | 0 | 0 |
Income before income taxes | (135,677) | (113,000) |
Provision for income taxes | 0 | 0 |
Net income | (135,677) | (113,000) |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | 0 | 0 |
Comprehensive income | (135,677) | (113,000) |
MGP Operating Partnership | Eliminations | Rental revenue | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
MGP Operating Partnership | Eliminations | Tenant reimbursements and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
MGP Operating Partnership | Eliminations | Gaming, food, beverage and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | |
MGP Operating Partnership | Operating Partnership | Reportable Legal Entities | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
Expenses | ||
Cost of revenues | 0 | |
Depreciation and amortization | 22 | 0 |
Property transactions, net | 0 | 0 |
Ground lease and other reimbursable expenses | 0 | 0 |
Amortization of above market lease, net | 0 | 0 |
Acquisition-related expenses | 8,532 | 541 |
General and administrative | 4,137 | 3,908 |
Expenses, net | 12,691 | 4,449 |
Operating income | (12,691) | (4,449) |
Equity in earnings of subsidiaries | 135,677 | 113,000 |
Non-operating income (expense) | ||
Interest income | 7,463 | 1,032 |
Interest expense | (63,948) | (49,230) |
Other non-operating expenses | (137) | (2,184) |
Non-operating income (expense) | (56,622) | (50,382) |
Income before income taxes | 66,364 | 58,169 |
Provision for income taxes | 0 | 0 |
Net income | 66,364 | 58,169 |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | (15,612) | 16,355 |
Comprehensive income | 50,752 | 74,524 |
MGP Operating Partnership | Operating Partnership | Reportable Legal Entities | Rental revenue | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
MGP Operating Partnership | Operating Partnership | Reportable Legal Entities | Tenant reimbursements and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
MGP Operating Partnership | Operating Partnership | Reportable Legal Entities | Gaming, food, beverage and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | |
MGP Operating Partnership | Co-Issuer | Reportable Legal Entities | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
Expenses | ||
Cost of revenues | 0 | |
Depreciation and amortization | 0 | 0 |
Property transactions, net | 0 | 0 |
Ground lease and other reimbursable expenses | 0 | 0 |
Amortization of above market lease, net | 0 | 0 |
Acquisition-related expenses | 0 | 0 |
General and administrative | 0 | 0 |
Expenses, net | 0 | 0 |
Operating income | 0 | 0 |
Equity in earnings of subsidiaries | 0 | 0 |
Non-operating income (expense) | ||
Interest income | 0 | 0 |
Interest expense | 0 | 0 |
Other non-operating expenses | 0 | 0 |
Non-operating income (expense) | 0 | 0 |
Income before income taxes | 0 | 0 |
Provision for income taxes | 0 | 0 |
Net income | 0 | 0 |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | 0 | 0 |
Comprehensive income | 0 | 0 |
MGP Operating Partnership | Co-Issuer | Reportable Legal Entities | Rental revenue | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
MGP Operating Partnership | Co-Issuer | Reportable Legal Entities | Tenant reimbursements and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | 0 |
MGP Operating Partnership | Co-Issuer | Reportable Legal Entities | Gaming, food, beverage and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 0 | |
MGP Operating Partnership | Guarantor Subsidiaries | Reportable Legal Entities | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 271,264 | 215,839 |
Expenses | ||
Cost of revenues | 44,929 | |
Depreciation and amortization | 74,987 | 68,991 |
Property transactions, net | 1,113 | 4,086 |
Ground lease and other reimbursable expenses | 5,920 | 28,360 |
Amortization of above market lease, net | 0 | 171 |
Acquisition-related expenses | 260 | 0 |
General and administrative | 100 | 0 |
Expenses, net | 127,309 | 101,608 |
Operating income | 143,955 | 114,231 |
Equity in earnings of subsidiaries | 0 | 0 |
Non-operating income (expense) | ||
Interest income | 0 | 0 |
Interest expense | (5,617) | 0 |
Other non-operating expenses | 0 | 0 |
Non-operating income (expense) | (5,617) | 0 |
Income before income taxes | 138,338 | 114,231 |
Provision for income taxes | (2,661) | (1,231) |
Net income | 135,677 | 113,000 |
Other comprehensive income (loss) | ||
Unrealized gain (loss) on cash flow hedges, net | 0 | 0 |
Comprehensive income | 135,677 | 113,000 |
MGP Operating Partnership | Guarantor Subsidiaries | Reportable Legal Entities | Rental revenue | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 196,882 | 186,563 |
MGP Operating Partnership | Guarantor Subsidiaries | Reportable Legal Entities | Tenant reimbursements and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | 6,541 | $ 29,276 |
MGP Operating Partnership | Guarantor Subsidiaries | Reportable Legal Entities | Gaming, food, beverage and other | ||
Condensed Income Statements, Captions [Line Items] | ||
Revenues | $ 67,841 |
Condensed Consolidating Finan_5
Condensed Consolidating Financial Information - Consolidating Statement of Cash Flows Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | $ (439,533) | $ 145,224 |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | (12) | (177) |
Park MGM Transaction | (605,625) | 0 |
Net cash used in investing activities | (12) | (177) |
Cash flows from financing activities | ||
Net repayments under bank credit facility | (469,625) | (8,375) |
Proceeds from issuance of debt | 750,000 | 0 |
Deferred financing costs | (9,983) | (4,544) |
Repayment of assumed bridge facility | (245,950) | 0 |
Issuance of Class A shares | 571,838 | 0 |
Dividends and distributions paid | (119,055) | (111,733) |
Net cash provided by (used in) financing activities | 453,778 | (124,652) |
Cash and cash equivalents | ||
Net increase for the period | 14,233 | 20,395 |
Balance, beginning of period | 59,817 | 259,722 |
Balance, end of period | 74,050 | 280,117 |
MGP Operating Partnership | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | (439,533) | 145,224 |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | (12) | (177) |
Net cash used in investing activities | (12) | (177) |
Cash flows from financing activities | ||
Net repayments under bank credit facility | (469,625) | (8,375) |
Proceeds from issuance of debt | 750,000 | 0 |
Deferred financing costs | (9,983) | (4,544) |
Repayment of assumed bridge facility | (245,950) | 0 |
Issuance of Class A shares | 548,391 | 0 |
Dividends and distributions paid | (119,055) | (111,733) |
Cash received by Parent on behalf of Guarantor Subsidiaries | 0 | 0 |
Net cash provided by (used in) financing activities | 453,778 | (124,652) |
Cash and cash equivalents | ||
Net increase for the period | 14,233 | 20,395 |
Balance, beginning of period | 59,817 | 259,722 |
Balance, end of period | 74,050 | 280,117 |
MGP Operating Partnership | Eliminations | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Cash flows from financing activities | ||
Net repayments under bank credit facility | 0 | 0 |
Deferred financing costs | 0 | 0 |
Dividends and distributions paid | 0 | 0 |
Cash received by Parent on behalf of Guarantor Subsidiaries | 0 | 0 |
Net cash provided by (used in) financing activities | 0 | 0 |
Cash and cash equivalents | ||
Net increase for the period | 0 | 0 |
Balance, beginning of period | 0 | 0 |
Balance, end of period | 0 | 0 |
MGP Operating Partnership | Operating Partnership | Reportable Legal Entities | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | (54,181) | (43,951) |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | 0 | (177) |
Net cash used in investing activities | 0 | (177) |
Cash flows from financing activities | ||
Net repayments under bank credit facility | (469,625) | (8,375) |
Proceeds from issuance of debt | 750,000 | |
Deferred financing costs | (9,983) | (4,544) |
Repayment of assumed bridge facility | (245,950) | |
Issuance of Class A shares | 548,391 | |
Dividends and distributions paid | (119,055) | (111,733) |
Cash received by Parent on behalf of Guarantor Subsidiaries | (400,942) | 189,175 |
Net cash provided by (used in) financing activities | 52,836 | 64,523 |
Cash and cash equivalents | ||
Net increase for the period | (1,345) | 20,395 |
Balance, beginning of period | 3,995 | 259,722 |
Balance, end of period | 2,650 | 280,117 |
MGP Operating Partnership | Co-Issuer | Reportable Legal Entities | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | 0 | 0 |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | 0 | 0 |
Net cash used in investing activities | 0 | 0 |
Cash flows from financing activities | ||
Net repayments under bank credit facility | 0 | 0 |
Deferred financing costs | 0 | 0 |
Dividends and distributions paid | 0 | 0 |
Cash received by Parent on behalf of Guarantor Subsidiaries | 0 | 0 |
Net cash provided by (used in) financing activities | 0 | 0 |
Cash and cash equivalents | ||
Net increase for the period | 0 | 0 |
Balance, beginning of period | 0 | 0 |
Balance, end of period | 0 | 0 |
MGP Operating Partnership | Guarantor Subsidiaries | Reportable Legal Entities | ||
Cash flows from operating activities | ||
Net cash provided by (used in) operating activities | (385,352) | 189,175 |
Cash flows from investing activities | ||
Capital expenditures for property and equipment | (12) | 0 |
Net cash used in investing activities | (12) | 0 |
Cash flows from financing activities | ||
Net repayments under bank credit facility | 0 | 0 |
Deferred financing costs | 0 | 0 |
Dividends and distributions paid | 0 | 0 |
Cash received by Parent on behalf of Guarantor Subsidiaries | 400,942 | (189,175) |
Net cash provided by (used in) financing activities | 400,942 | (189,175) |
Cash and cash equivalents | ||
Net increase for the period | 15,578 | 0 |
Balance, beginning of period | 55,822 | 0 |
Balance, end of period | $ 71,400 | $ 0 |