Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 21, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 000-55791 | ||
Entity Registrant Name | VICI Properties Inc. | ||
Entity Incorporation, State | MD | ||
Entity Tax Identification Number | 81-4177147 | ||
Entity Address, Street | 535 Madison Avenue, 20th Floor | ||
Entity Address, City | New York, | ||
Entity Address, State | NY | ||
Entity Address, Postal Zip Code | 10022 | ||
City Area Code | 646 | ||
Local Phone Number | 949-4631 | ||
Title of each class | Common stock, $0.01 par value | ||
Trading Symbol | VICI | ||
Name of each exchange on which registered | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 31,600,000,000 | ||
Entity Common Stock, Shares Outstanding | 1,042,679,525 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the VICI Properties Inc.’s definitive proxy statement relating to the 2024 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission within 120 days after the end of the calendar year to which this report relates, are incorporated by reference into Part III, Items 10-14 of this Annual Report on Form 10-K. | ||
Amendment Flag | false | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Entity Central Index Key | 0001705696 | ||
VICI Properties LP | |||
Document Information [Line Items] | |||
Entity File Number | 333-264352-01 | ||
Entity Registrant Name | VICI Properties L.P. | ||
Entity Incorporation, State | DE | ||
Entity Tax Identification Number | 35-2576503 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 0 | ||
Entity Central Index Key | 0001920791 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Line Items] | |
Auditor Firm ID | 34 |
Auditor Name | Deloitte & Touche LLP |
Auditor Location | New York, New York |
VICI Properties LP | |
Audit Information [Line Items] | |
Auditor Firm ID | 34 |
Auditor Name | Deloitte & Touche LLP |
Auditor Location | New York, New York |
VICI PROPERTIES INC. CONSOLIDAT
VICI PROPERTIES INC. CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Real estate portfolio: | |||
Investments in leases - sales-type, net | [1] | $ 23,015,931 | $ 17,172,325 |
Investment in unconsolidated affiliate | 0 | 1,460,775 | |
Land | 150,727 | 153,560 | |
Cash and cash equivalents | 522,574 | 208,933 | |
Short-term investments | 0 | 217,342 | |
Other assets | 1,015,330 | 936,328 | |
Total assets | 44,059,841 | 37,575,826 | |
Liabilities | |||
Debt, net | 16,724,125 | 13,739,675 | |
Accrued expenses and deferred revenue | 227,241 | 213,388 | |
Dividends and distributions payable | 437,599 | 380,178 | |
Other liabilities | 1,013,102 | 952,472 | |
Total liabilities | 18,402,067 | 15,285,713 | |
Commitments and contingent liabilities (Note 10) | |||
Stockholders’ equity | |||
Common stock, $0.01 par value, 1,350,000,000 shares authorized and 1,042,702,763 and 963,096,563 shares issued and outstanding at December 31, 2023 and December 31, 2022, respectively | 10,427 | 9,631 | |
Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at December 31, 2023 and 2022 | 0 | 0 | |
Additional paid-in capital | 24,125,872 | 21,645,499 | |
Accumulated other comprehensive income | 153,870 | 185,353 | |
Retained earnings | 965,762 | 93,154 | |
Total VICI stockholders’ equity | 25,255,931 | 21,933,637 | |
Non-controlling interests | 401,843 | 356,476 | |
Total stockholders’ equity | 25,657,774 | 22,290,113 | |
Total liabilities and stockholders’ equity | 44,059,841 | 37,575,826 | |
Investments in leases - financing receivables, net | |||
Real estate portfolio: | |||
Investments in leases and loans | [1] | 18,211,102 | 16,740,770 |
Investments in loans and securities, net | |||
Real estate portfolio: | |||
Investments in leases and loans | [1] | $ 1,144,177 | $ 685,793 |
[1]As of December 31, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and Other assets (sales-type sub-leases) are net of $701.1 million, $703.6 million, $29.8 million and $18.7 million, respectively, and $570.4 million, $726.7 million, $6.9 million, and $19.8 million, respectively, of Allowance for credit losses. Refer to Note 5 - Allowance for Credit Losses for further details. |
VICI PROPERTIES INC. CONSOLID_2
VICI PROPERTIES INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,350,000,000 | 1,350,000,000 |
Common stock, shares issued (in shares) | 1,042,702,763 | 963,096,563 |
Common stock, shares outstanding (in shares) | 1,042,702,763 | 963,096,563 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Sales-type and direct financing, allowance for credit losses | $ 701,129 | $ 570,387 |
Other assets (sales-type sub-leases), allowance for credit losses | 18,722 | 19,750 |
Investments in leases - financing receivables, net | ||
Financing and loans receivable, allowance for credit losses | 703,632 | 726,707 |
Investments in loans and securities, net | ||
Financing and loans receivable, allowance for credit losses | $ 29,772 | $ 6,865 |
VICI PROPERTIES INC. CONSOLID_3
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Income from sales-type leases | $ 1,980,178 | $ 1,464,245 | $ 1,167,972 |
Income from lease financing receivables, loans and securities | 1,519,516 | 1,041,229 | 283,242 |
Other income | 73,326 | 59,629 | 27,808 |
Golf revenues | 38,968 | 35,594 | 30,546 |
Total revenues | 3,611,988 | 2,600,697 | 1,509,568 |
Operating expenses | |||
General and administrative | 59,603 | 48,340 | 33,122 |
Depreciation | 4,298 | 3,182 | 3,091 |
Other expenses | 73,326 | 59,629 | 27,808 |
Golf expenses | 27,089 | 22,602 | 20,762 |
Change in allowance for credit losses | 102,824 | 834,494 | (19,554) |
Transaction and acquisition expenses | 8,017 | 22,653 | 10,402 |
Total operating expenses | 275,157 | 990,900 | 75,631 |
Income from unconsolidated affiliate | 1,280 | 59,769 | 0 |
Interest expense | (818,056) | (539,953) | (392,390) |
Interest income | 23,970 | 9,530 | 120 |
Loss from extinguishment of debt | 0 | 0 | (15,622) |
Other gains | 4,456 | 0 | 0 |
Income before income taxes | 2,548,481 | 1,139,143 | 1,026,045 |
Benefit from (provision for) income taxes | 6,141 | (2,876) | (2,887) |
Net income | 2,554,622 | 1,136,267 | 1,023,158 |
Less: Net income attributable to non-controlling interests | (41,082) | (18,632) | (9,307) |
Net income attributable to common stockholders | $ 2,513,540 | $ 1,117,635 | $ 1,013,851 |
Net income per common share | |||
Basic (in dollars per share) | $ 2.48 | $ 1.27 | $ 1.80 |
Diluted (in dollars per share) | $ 2.47 | $ 1.27 | $ 1.76 |
Weighted average number of shares of common stock outstanding | |||
Basic (in shares) | 1,014,513,195 | 877,508,388 | 564,467,362 |
Diluted (in shares) | 1,015,776,697 | 879,675,845 | 577,066,292 |
Other comprehensive income | |||
Net income | $ 2,554,622 | $ 1,136,267 | $ 1,023,158 |
Reclassification of derivative (gain) loss to Interest expense | (24,148) | (16,233) | 64,239 |
Unrealized (loss) gain on cash flow hedges | (9,655) | 200,550 | 29,166 |
Foreign currency translation adjustments, net | 1,952 | 0 | 0 |
Comprehensive income | 2,522,771 | 1,320,584 | 1,116,563 |
Comprehensive income attributable to non-controlling interests | (40,714) | (18,428) | (9,307) |
Comprehensive income attributable to common stockholders | $ 2,482,057 | $ 1,302,156 | $ 1,107,256 |
VICI PROPERTIES INC. CONSOLID_4
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Total VICI Stockholders’ Equity | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Non-controlling Interests |
Beginning balance at Dec. 31, 2020 | $ 9,493,745 | $ 9,415,839 | $ 5,367 | $ 9,363,539 | $ (92,521) | $ 139,454 | $ 77,906 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 1,023,158 | 1,013,851 | 1,013,851 | 9,307 | |||
Issuance of common stock, net | 2,384,815 | 2,384,815 | 919 | 2,383,896 | |||
Dividends and distributions declared | (815,586) | (807,279) | (807,279) | (8,307) | |||
Stock-based compensation, net of forfeitures | 7,637 | 7,637 | 3 | 7,634 | |||
Unrealized loss on cash flow hedges | 29,166 | 29,166 | 29,166 | ||||
Reclassification of derivative loss to Interest expense | 64,239 | 64,239 | 64,239 | ||||
Foreign currency translation adjustments, net | 0 | ||||||
Ending balance at Dec. 31, 2021 | 12,187,174 | 12,108,268 | 6,289 | 11,755,069 | 884 | 346,026 | 78,906 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 1,136,267 | 1,117,635 | 1,117,635 | 18,632 | |||
Issuance of common stock, net | 9,790,328 | 9,790,328 | 3,337 | 9,786,991 | |||
Noncontrolling interest, increase from subsidiary equity issuance | 374,769 | 374,769 | |||||
Reallocation of equity | 0 | 93,286 | 93,338 | (52) | (93,286) | ||
Dividends and distributions declared | (1,392,979) | (1,370,507) | (1,370,507) | (22,472) | |||
Stock-based compensation, net of forfeitures | 10,237 | 10,106 | 5 | 10,101 | 131 | ||
Unrealized loss on cash flow hedges | 200,550 | 200,550 | 200,550 | ||||
Reclassification of derivative loss to Interest expense | (16,233) | (16,029) | (16,029) | (204) | |||
Foreign currency translation adjustments, net | 0 | ||||||
Ending balance at Dec. 31, 2022 | 22,290,113 | 21,933,637 | 9,631 | 21,645,499 | 185,353 | 93,154 | 356,476 |
Increase (Decrease) in Stockholders' Equity | |||||||
Net income | 2,554,622 | 2,513,540 | 2,513,540 | 41,082 | |||
Issuance of common stock, net | 2,479,720 | 2,479,720 | 791 | 2,478,929 | |||
Noncontrolling interest, increase from subsidiary equity issuance | 24,390 | 24,390 | |||||
Reallocation of equity | 0 | (8,993) | (8,993) | 8,993 | |||
Dividends and distributions declared | (1,669,790) | (1,640,932) | (1,640,932) | (28,858) | |||
Stock-based compensation, net of forfeitures | 10,570 | 10,442 | 5 | 10,437 | 128 | ||
Unrealized loss on cash flow hedges | (9,655) | (9,551) | (9,551) | (104) | |||
Reclassification of derivative loss to Interest expense | (24,148) | (23,860) | (23,860) | (288) | |||
Foreign currency translation adjustments, net | 1,952 | 1,928 | 1,928 | 24 | |||
Ending balance at Dec. 31, 2023 | $ 25,657,774 | $ 25,255,931 | $ 10,427 | $ 24,125,872 | $ 153,870 | $ 965,762 | $ 401,843 |
VICI PROPERTIES INC. CONSOLID_5
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Stockholders' Equity [Abstract] | |||||||||||
Dividends declared (in dollars per share) | $ 0.4150 | $ 0.4150 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3600 | $ 0.3600 | $ 1.610 | $ 1.500 | $ 1.380 |
VICI PROPERTIES INC. CONSOLID_6
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Cash flows from operating activities | |||
Net income | $ 2,554,622 | $ 1,136,267 | $ 1,023,158 |
Adjustments to reconcile net income to cash flows provided by operating activities: | |||
Non-cash leasing and financing adjustments | (515,488) | (337,631) | (119,969) |
Stock-based compensation | 15,536 | 12,986 | 9,371 |
Non-cash transaction costs | 0 | 8,816 | 0 |
Depreciation | 4,298 | 3,182 | 3,091 |
Other gains | (4,456) | 0 | 0 |
Amortization of debt issuance costs and original issue discount | 46,123 | 32,363 | 71,452 |
Change in allowance for credit losses | 102,824 | 834,494 | (19,554) |
Income from unconsolidated affiliate | (1,280) | (59,769) | 0 |
Distributions from unconsolidated affiliate | 3,273 | 64,808 | 0 |
Net proceeds from settlement of derivatives | 0 | 201,434 | 0 |
Loss on extinguishment of debt | 0 | 0 | 15,622 |
Deferred income taxes | (10,426) | 0 | 0 |
Change in operating assets and liabilities: | |||
Other assets | 5,124 | (5,673) | 830 |
Accrued expenses and deferred revenue | (11,645) | 52,261 | (88,127) |
Other liabilities | (7,496) | (142) | 476 |
Net cash provided by operating activities | 2,181,009 | 1,943,396 | 896,350 |
Cash flows from investing activities | |||
Investments in leases - sales-type | (241,139) | (4,017,851) | 0 |
Investments in leases - financing receivables | (1,131,996) | (296,668) | (6,000) |
Investments in loans and securities | (959,135) | (193,733) | (33,614) |
Capitalized transaction costs | (1,468) | (7,704) | (20,697) |
Investments in short-term investments | 0 | (306,532) | 0 |
Maturities of short-term investments | 217,342 | 89,190 | 19,973 |
Proceeds from sale of real estate | 6,235 | 0 | 13,301 |
Acquisition of property and equipment | (4,035) | (1,876) | (2,505) |
Net cash (used in) provided by investing activities | (2,899,095) | (9,304,014) | 41,449 |
Cash flows from financing activities | |||
Proceeds from offering of common stock, net | 2,480,105 | 3,219,101 | 2,385,779 |
Proceeds from April 2022 Notes offering | 0 | 5,000,000 | 0 |
Proceeds from Revolving Credit Facility | 419,148 | 600,000 | 0 |
Repayment of Revolving Credit Facility | (250,000) | (600,000) | 0 |
Repayment of Term Loan B Facility | 0 | 0 | (2,100,000) |
Repurchase of stock for tax withholding | (4,966) | (6,156) | (1,734) |
Debt issuance costs | (105) | (146,189) | (31,126) |
Distributions to non-controlling interests | (28,552) | (17,702) | (8,307) |
Dividends paid | (1,583,840) | (1,219,117) | (758,790) |
Net cash provided by (used in) financing activities | 1,031,790 | 6,829,937 | (514,178) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (63) | 0 | 0 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 313,641 | (530,681) | 423,621 |
Cash, cash equivalents and restricted cash, beginning of period | 208,933 | 739,614 | 315,993 |
Cash, cash equivalents and restricted cash, end of period | 522,574 | 208,933 | 739,614 |
Supplemental cash flow information: | |||
Cash paid for interest | 762,610 | 466,806 | 323,219 |
Cash paid for income taxes | 4,915 | 3,024 | 1,790 |
Supplemental non-cash investing and financing activity: | |||
Dividends and distributions declared, not paid | 439,486 | 380,379 | 226,419 |
Issuance of stock based compensation subject to repurchase for tax withholding | 11,443 | 0 | 0 |
Deferred transaction costs payable | 2,311 | 2,526 | 3,877 |
Debt issuance costs payable | 45 | 0 | 43,005 |
Non-cash change in Investments in leases - financing receivables | 276,929 | 189,123 | 21,139 |
Obtaining right-of-use assets in exchange for lease liabilities | 82,099 | 541,676 | 0 |
Financing Receivable | |||
Cash flows from investing activities | |||
Principal repayments | 0 | 0 | 543 |
Loans and Securities Receivable | |||
Cash flows from investing activities | |||
Principal repayments | 482,006 | 5,696 | 70,448 |
MGP | |||
Cash flows from investing activities | |||
Net cash paid to acquire businesses | 0 | (4,574,536) | 0 |
MGM Grand Mandalay Bay JV | |||
Cash flows from investing activities | |||
Net cash paid to acquire businesses | $ (1,266,905) | $ 0 | $ 0 |
VICI PROPERTIES L.P. CONSOLIDAT
VICI PROPERTIES L.P. CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | |
Real estate portfolio: | |||
Investments in leases - sales-type, net | [1] | $ 23,015,931 | $ 17,172,325 |
Investment in unconsolidated affiliate | 0 | 1,460,775 | |
Land | 150,727 | 153,560 | |
Cash and cash equivalents | 522,574 | 208,933 | |
Short-term investments | 0 | 217,342 | |
Other assets | 1,015,330 | 936,328 | |
Total assets | 44,059,841 | 37,575,826 | |
Liabilities | |||
Debt, net | 16,724,125 | 13,739,675 | |
Accrued expenses and deferred revenue | 227,241 | 213,388 | |
Distributions payable | 437,599 | 380,178 | |
Other liabilities | 1,013,102 | 952,472 | |
Total liabilities | 18,402,067 | 15,285,713 | |
Commitments and contingent liabilities (Note 10) | |||
Partners’ capital | |||
Accumulated other comprehensive income | 153,870 | 185,353 | |
Total liabilities and stockholders’ equity | 44,059,841 | 37,575,826 | |
VICI Properties LP | |||
Real estate portfolio: | |||
Investments in leases - sales-type, net | [1] | 23,015,931 | 17,172,325 |
Investment in unconsolidated affiliate | 0 | 1,460,775 | |
Land | 150,727 | 153,560 | |
Cash and cash equivalents | 471,584 | 142,600 | |
Short-term investments | 0 | 217,342 | |
Other assets | 936,528 | 856,605 | |
Total assets | 43,930,049 | 37,429,770 | |
Liabilities | |||
Debt, net | 16,724,125 | 13,739,675 | |
Accrued expenses and deferred revenue | 222,333 | 206,643 | |
Distributions payable | 437,599 | 380,581 | |
Other liabilities | 998,363 | 937,655 | |
Total liabilities | 18,382,420 | 15,264,554 | |
Commitments and contingent liabilities (Note 10) | |||
Partners’ capital | |||
Partners’ capital, 1,054,934,136 and 975,327,936 operating partnership units issued and outstanding at December 31, 2023 and December 31, 2022, respectively | 25,288,647 | 21,900,511 | |
Accumulated other comprehensive income | 153,350 | 185,201 | |
Total VICI LP’s capital | 25,441,997 | 22,085,712 | |
Non-controlling interest | 105,632 | 79,504 | |
Total capital attributable to partners | 25,547,629 | 22,165,216 | |
Total liabilities and stockholders’ equity | 43,930,049 | 37,429,770 | |
Investments in leases - financing receivables, net | |||
Real estate portfolio: | |||
Investments in leases and loans | [1] | 18,211,102 | 16,740,770 |
Investments in leases - financing receivables, net | VICI Properties LP | |||
Real estate portfolio: | |||
Investments in leases and loans | [1] | 18,211,102 | 16,740,770 |
Investments in loans and securities, net | |||
Real estate portfolio: | |||
Investments in leases and loans | [1] | 1,144,177 | 685,793 |
Investments in loans and securities, net | VICI Properties LP | |||
Real estate portfolio: | |||
Investments in leases and loans | [1] | $ 1,144,177 | $ 685,793 |
[1]As of December 31, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and Other assets (sales-type sub-leases) are net of $701.1 million, $703.6 million, $29.8 million and $18.7 million, respectively, and $570.4 million, $726.7 million, $6.9 million, and $19.8 million, respectively, of Allowance for credit losses. Refer to Note 5 - Allowance for Credit Losses for further details. |
VICI PROPERTIES L.P. CONSOLID_2
VICI PROPERTIES L.P. CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Sales-type and direct financing, allowance for credit losses | $ 701,129 | $ 570,387 |
Other assets (sales-type sub-leases), allowance for credit losses | 18,722 | 19,750 |
Investments in leases - financing receivables, net | ||
Financing and loans receivable, allowance for credit losses | 703,632 | 726,707 |
Investments in loans and securities, net | ||
Financing and loans receivable, allowance for credit losses | $ 29,772 | $ 6,865 |
VICI Properties LP | ||
Operating partnership units issued (in shares) | 1,054,934,136 | 975,327,936 |
Operating partnership units outstanding (in shares) | 1,054,934,136 | 975,327,936 |
Sales-type and direct financing, allowance for credit losses | $ 701,100 | $ 570,400 |
Other assets (sales-type sub-leases), allowance for credit losses | 18,700 | 19,800 |
VICI Properties LP | Investments in leases - financing receivables, net | ||
Financing and loans receivable, allowance for credit losses | 703,600 | 726,700 |
VICI Properties LP | Investments in loans and securities, net | ||
Financing and loans receivable, allowance for credit losses | $ 29,800 | $ 6,900 |
VICI PROPERTIES L.P. CONSOLID_3
VICI PROPERTIES L.P. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Income from sales-type leases | $ 1,980,178 | $ 1,464,245 | $ 1,167,972 |
Income from lease financing receivables, loans and securities | 1,519,516 | 1,041,229 | 283,242 |
Other income | 73,326 | 59,629 | 27,808 |
Total revenues | 3,611,988 | 2,600,697 | 1,509,568 |
Operating expenses | |||
General and administrative | 59,603 | 48,340 | 33,122 |
Depreciation | 4,298 | 3,182 | 3,091 |
Other expenses | 73,326 | 59,629 | 27,808 |
Change in allowance for credit losses | 102,824 | 834,494 | (19,554) |
Transaction and acquisition expenses | 8,017 | 22,653 | 10,402 |
Total operating expenses | 275,157 | 990,900 | 75,631 |
Income from unconsolidated affiliate | 1,280 | 59,769 | 0 |
Interest expense | (818,056) | (539,953) | (392,390) |
Interest income | 23,970 | 9,530 | 120 |
Loss from extinguishment of debt | 0 | 0 | (15,622) |
Other gains | 4,456 | 0 | 0 |
Income before income taxes | 2,548,481 | 1,139,143 | 1,026,045 |
Benefit from (provision for) income taxes | 6,141 | (2,876) | (2,887) |
Net income | 2,554,622 | 1,136,267 | 1,023,158 |
Less: Net income attributable to non-controlling interests | $ (41,082) | $ (18,632) | $ (9,307) |
Net income per common share | |||
Basic (in dollars per share) | $ 2.48 | $ 1.27 | $ 1.80 |
Diluted (in dollars per share) | $ 2.47 | $ 1.27 | $ 1.76 |
Weighted average number of shares of common stock outstanding | |||
Basic (in shares) | 1,014,513,195 | 877,508,388 | 564,467,362 |
Diluted (in shares) | 1,015,776,697 | 879,675,845 | 577,066,292 |
Other comprehensive income | |||
Comprehensive income attributable to common stockholders | $ 2,482,057 | $ 1,302,156 | $ 1,107,256 |
VICI Properties LP | |||
Revenues | |||
Income from sales-type leases | 1,980,178 | 1,464,245 | 1,167,972 |
Income from lease financing receivables, loans and securities | 1,519,516 | 1,041,229 | 283,242 |
Other income | 73,326 | 59,629 | 27,808 |
Total revenues | 3,573,020 | 2,565,103 | 1,479,022 |
Operating expenses | |||
General and administrative | 59,570 | 48,332 | 33,122 |
Depreciation | 558 | 121 | 121 |
Other expenses | 73,326 | 59,629 | 27,808 |
Change in allowance for credit losses | 102,824 | 834,494 | (19,554) |
Transaction and acquisition expenses | 8,017 | 22,653 | 10,402 |
Total operating expenses | 244,295 | 965,229 | 51,899 |
Income from unconsolidated affiliate | 1,280 | 59,769 | 0 |
Interest expense | (818,056) | (539,953) | (392,390) |
Interest income | 21,444 | 8,481 | 103 |
Loss from extinguishment of debt | 0 | 0 | (15,622) |
Other gains | 4,456 | 0 | 0 |
Income before income taxes | 2,537,849 | 1,128,171 | 1,019,214 |
Benefit from (provision for) income taxes | 8,121 | (573) | (1,373) |
Net income | 2,545,970 | 1,127,598 | 1,017,841 |
Less: Net income attributable to non-controlling interests | (10,904) | (9,127) | (9,307) |
Net income attributable to common stockholders | $ 2,535,066 | $ 1,118,471 | $ 1,008,534 |
Net income per common share | |||
Basic (in dollars per share) | $ 2.47 | $ 1.26 | $ 1.79 |
Diluted (in dollars per share) | $ 2.47 | $ 1.26 | $ 1.75 |
Weighted average number of shares of common stock outstanding | |||
Basic (in shares) | 1,026,744,568 | 885,785,509 | 564,467,362 |
Diluted (in shares) | 1,028,008,070 | 887,952,966 | 577,066,292 |
Other comprehensive income | |||
Net income attributable to common stockholders | $ 2,535,066 | $ 1,118,471 | $ 1,008,534 |
Unrealized (loss) gain on cash flow hedges | (9,655) | 200,550 | 29,166 |
Reclassification of derivative (gain) loss to Interest expense | (24,148) | (16,233) | 64,239 |
Foreign currency translation adjustments, net | 1,952 | 0 | 0 |
Comprehensive income attributable to common stockholders | $ 2,503,215 | $ 1,302,788 | $ 1,101,939 |
VICI PROPERTIES L.P. CONSOLID_4
VICI PROPERTIES L.P. CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL - USD ($) $ in Thousands | Total | VICI Properties LP | VICI Properties LP Partners’ Capital | VICI Properties LP Accumulated Other Comprehensive Income (Loss) | VICI Properties LP Non-controlling Interests |
Beginning balance at Dec. 31, 2020 | $ 9,403,179 | $ 9,417,794 | $ (92,521) | $ 77,906 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net income | 1,017,841 | 1,008,534 | 9,307 | ||
Contributions from Parent | 2,405,602 | 2,405,602 | |||
Distributions to Parent | (830,498) | (830,498) | |||
Distributions to non-controlling interest | (8,307) | (8,307) | |||
Stock-based compensation, net of forfeitures | $ 7,637 | 9,266 | 9,266 | ||
Unrealized gain recorded in other comprehensive income | 29,166 | 29,166 | 29,166 | ||
Reclassification of derivative (gain) loss to Interest expense | 64,239 | 64,239 | 64,239 | ||
Foreign currency translation adjustments, net | 0 | ||||
Ending balance at Dec. 31, 2021 | 12,090,488 | 12,010,698 | 884 | 78,906 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net income | 1,127,598 | 1,118,471 | 9,127 | ||
Contributions from Parent | 10,178,426 | 10,178,426 | |||
Distributions to Parent | (1,419,825) | (1,419,825) | |||
Noncontrolling interest, increase from subsidiary equity issuance | 374,769 | ||||
Distributions to non-controlling interest | (8,529) | (8,529) | |||
Stock-based compensation, net of forfeitures | 10,237 | 12,741 | 12,741 | ||
Unrealized gain recorded in other comprehensive income | 200,550 | 200,550 | 200,550 | ||
Reclassification of derivative (gain) loss to Interest expense | (16,233) | (16,233) | (16,233) | ||
Foreign currency translation adjustments, net | 0 | ||||
Ending balance at Dec. 31, 2022 | 22,165,216 | 21,900,511 | 185,201 | 79,504 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net income | 2,545,970 | 2,535,066 | 10,904 | ||
Contributions from Parent | 2,516,109 | 2,516,109 | |||
Distributions to Parent | (1,673,609) | (1,673,609) | |||
Noncontrolling interest, increase from subsidiary equity issuance | 24,390 | 24,390 | 24,390 | ||
Distributions to non-controlling interest | (9,166) | (9,166) | |||
Stock-based compensation, net of forfeitures | 10,570 | 10,570 | 10,570 | ||
Unrealized gain recorded in other comprehensive income | (9,655) | (9,655) | (9,655) | ||
Reclassification of derivative (gain) loss to Interest expense | (24,148) | (24,148) | (24,148) | ||
Foreign currency translation adjustments, net | $ 1,952 | 1,952 | 1,952 | ||
Ending balance at Dec. 31, 2023 | $ 25,547,629 | $ 25,288,647 | $ 153,350 | $ 105,632 |
VICI PROPERTIES L.P. CONSOLID_5
VICI PROPERTIES L.P. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) $ in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Cash flows from operating activities | |||
Net income | $ 2,554,622 | $ 1,136,267 | $ 1,023,158 |
Adjustments to reconcile net income to cash flows provided by operating activities: | |||
Non-cash leasing and financing adjustments | (515,488) | (337,631) | (119,969) |
Stock-based compensation | 15,536 | 12,986 | 9,371 |
Depreciation | 4,298 | 3,182 | 3,091 |
Other gains | (4,456) | 0 | 0 |
Amortization of debt issuance costs and original issue discount | 46,123 | 32,363 | 71,452 |
Change in allowance for credit losses | 102,824 | 834,494 | (19,554) |
Income from unconsolidated affiliate | (1,280) | (59,769) | 0 |
Distributions from unconsolidated affiliate | 3,273 | 64,808 | 0 |
Net proceeds from settlement of derivatives | 0 | 201,434 | 0 |
Loss on extinguishment of debt | 0 | 0 | 15,622 |
Deferred income taxes | (10,426) | 0 | 0 |
Change in operating assets and liabilities: | |||
Other assets | 5,124 | (5,673) | 830 |
Accrued expenses and deferred revenue | (11,645) | 52,261 | (88,127) |
Other liabilities | (7,496) | (142) | 476 |
Net cash provided by operating activities | 2,181,009 | 1,943,396 | 896,350 |
Cash flows from investing activities | |||
Investments in leases - sales-type | (241,139) | (4,017,851) | 0 |
Investments in leases - financing receivables | (1,131,996) | (296,668) | (6,000) |
Investments in loans and securities | (959,135) | (193,733) | (33,614) |
Capitalized transaction costs | (1,468) | (7,704) | (20,697) |
Investments in short-term investments | 0 | (306,532) | 0 |
Maturities of short-term investments | 217,342 | 89,190 | 19,973 |
Proceeds from sale of real estate | 6,235 | 0 | 13,301 |
Acquisition of property and equipment | (4,035) | (1,876) | (2,505) |
Net cash (used in) provided by investing activities | (2,899,095) | (9,304,014) | 41,449 |
Cash flows from financing activities | |||
Proceeds from April 2022 Notes offering | 0 | 5,000,000 | 0 |
Proceeds from Revolving Credit Facility | 419,148 | 600,000 | 0 |
Repayment of Revolving Credit Facility | (250,000) | (600,000) | 0 |
Repayment of Term Loan B Facility | 0 | 0 | (2,100,000) |
Repurchase of stock for tax withholding | (4,966) | (6,156) | (1,734) |
Debt issuance costs | (105) | (146,189) | (31,126) |
Distributions to non-controlling interests | (28,552) | (17,702) | (8,307) |
Net cash provided by (used in) financing activities | 1,031,790 | 6,829,937 | (514,178) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (63) | 0 | 0 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 313,641 | (530,681) | 423,621 |
Cash, cash equivalents and restricted cash, beginning of period | 208,933 | 739,614 | 315,993 |
Cash, cash equivalents and restricted cash, end of period | 522,574 | 208,933 | 739,614 |
Supplemental cash flow information: | |||
Cash paid for interest | 762,610 | 466,806 | 323,219 |
Cash paid for income taxes | 4,915 | 3,024 | 1,790 |
Supplemental non-cash investing and financing activity: | |||
Issuance of stock based compensation subject to repurchase for tax withholding | 11,443 | 0 | 0 |
Debt issuance costs payable | 45 | 0 | 43,005 |
Deferred transaction costs payable | 2,311 | 2,526 | 3,877 |
Non-cash change in Investments in leases - financing receivables | 276,929 | 189,123 | 21,139 |
Obtaining right-of-use assets in exchange for lease liabilities | 82,099 | 541,676 | 0 |
Financing Receivable | |||
Cash flows from investing activities | |||
Principal repayments | 0 | 0 | 543 |
Loans and Securities Receivable | |||
Cash flows from investing activities | |||
Principal repayments | 482,006 | 5,696 | 70,448 |
MGP | |||
Cash flows from investing activities | |||
Net cash paid to acquire businesses | 0 | (4,574,536) | 0 |
MGM Grand Mandalay Bay JV | |||
Cash flows from investing activities | |||
Net cash paid to acquire businesses | (1,266,905) | 0 | 0 |
VICI Properties LP | |||
Cash flows from operating activities | |||
Net income | 2,545,970 | 1,127,598 | 1,017,841 |
Adjustments to reconcile net income to cash flows provided by operating activities: | |||
Non-cash leasing and financing adjustments | (515,488) | (337,631) | (119,969) |
Stock-based compensation | 15,536 | 12,683 | 9,266 |
Depreciation | 558 | 121 | 121 |
Other gains | (4,456) | 0 | 0 |
Amortization of debt issuance costs and original issue discount | 46,123 | 32,363 | 71,452 |
Change in allowance for credit losses | 102,824 | 834,494 | (19,554) |
Income from unconsolidated affiliate | (1,280) | (59,769) | 0 |
Distributions from unconsolidated affiliate | 3,273 | 64,808 | 0 |
Net proceeds from settlement of derivatives | 0 | 201,434 | 0 |
Loss on extinguishment of debt | 0 | 0 | 15,622 |
Deferred income taxes | (10,569) | 0 | 0 |
Change in operating assets and liabilities: | |||
Other assets | 5,469 | (2,717) | 2,143 |
Accrued expenses and deferred revenue | (12,323) | 46,837 | (91,026) |
Other liabilities | (7,274) | (392) | 308 |
Net cash provided by operating activities | 2,168,363 | 1,919,829 | 886,204 |
Cash flows from investing activities | |||
Investments in leases - sales-type | (241,139) | (4,017,851) | 0 |
Investments in leases - financing receivables | (1,131,996) | (296,668) | (6,000) |
Investments in loans and securities | (959,135) | (193,733) | (33,614) |
Capitalized transaction costs | (1,468) | (7,704) | (20,697) |
Investments in short-term investments | 0 | (306,532) | 0 |
Maturities of short-term investments | 217,342 | 89,190 | 19,973 |
Proceeds from sale of real estate | 6,235 | 0 | 13,301 |
Acquisition of property and equipment | (1,176) | (65) | (15) |
Net cash (used in) provided by investing activities | (2,896,236) | (9,302,203) | 43,939 |
Cash flows from financing activities | |||
Contributions from Parent | 2,507,511 | 3,219,202 | 2,386,911 |
Distributions to Parent | (1,605,502) | (1,238,920) | (758,300) |
Proceeds from April 2022 Notes offering | 0 | 5,000,000 | 0 |
Proceeds from Revolving Credit Facility | 419,148 | 600,000 | 0 |
Repayment of Revolving Credit Facility | (250,000) | (600,000) | 0 |
Repayment of Term Loan B Facility | 0 | 0 | (2,100,000) |
Repurchase of stock for tax withholding | (4,966) | (6,156) | 0 |
Debt issuance costs | (105) | (146,189) | (31,126) |
Distributions to non-controlling interests | (9,166) | (8,529) | (8,307) |
Net cash provided by (used in) financing activities | 1,056,920 | 6,819,408 | (510,822) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (63) | 0 | 0 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 328,984 | (562,966) | 419,321 |
Cash, cash equivalents and restricted cash, beginning of period | 142,600 | 705,566 | 286,245 |
Cash, cash equivalents and restricted cash, end of period | 471,584 | 142,600 | 705,566 |
Supplemental cash flow information: | |||
Cash paid for interest | 762,610 | 466,806 | 323,219 |
Cash paid for income taxes | 1,598 | 1,377 | 1,397 |
Supplemental non-cash investing and financing activity: | |||
Distributions payable | 439,486 | 380,581 | 226,309 |
Debt issuance costs payable | 45 | 0 | 43,005 |
Deferred transaction costs payable | 2,311 | 2,526 | 3,877 |
Non-cash change in Investments in leases - financing receivables | 276,929 | 189,123 | 21,139 |
Obtaining right-of-use assets in exchange for lease liabilities | 82,099 | 541,676 | 0 |
VICI Properties LP | Financing Receivable | |||
Cash flows from investing activities | |||
Principal repayments | 0 | 0 | 543 |
VICI Properties LP | Loans and Securities Receivable | |||
Cash flows from investing activities | |||
Principal repayments | 482,006 | 5,696 | 70,448 |
VICI Properties LP | MGP | |||
Cash flows from investing activities | |||
Net cash paid to acquire businesses | 0 | (4,574,536) | 0 |
VICI Properties LP | MGM Grand Mandalay Bay JV | |||
Cash flows from investing activities | |||
Net cash paid to acquire businesses | $ (1,266,905) | $ 0 | $ 0 |
Business and Organization
Business and Organization | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Organization | Business and Organization We are a Maryland corporation that is primarily engaged in the business of owning and acquiring gaming, hospitality and entertainment destinations, subject to long-term triple net leases. As of December 31, 2023, we own 93 experiential assets across a geographically diverse portfolio consisting of 54 gaming properties and 39 other experiential properties across the United States and Canada, including Caesars Palace Las Vegas, MGM Grand and the Venetian Resort. Our gaming and entertainment facilities are leased to leading brands that seek to drive consumer loyalty and value with guests through superior services, experiences, products and continuous innovation. VICI also owns four championship golf courses which are managed by CDN Golf Management Inc. and are located near certain of our properties. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as 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”). Certain prior period amounts have been reclassified to conform to the current period presentation. Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ materially from these estimates. Principles of Consolidation and Non-controlling Interest The accompanying Financial Statements include our accounts and the accounts of VICI LP, and the subsidiaries in which we or VICI LP has a controlling interest. All intercompany account balances and transactions have been eliminated in consolidation. We consolidate all subsidiaries in which we have a controlling financial interest and variable interest entities for which we or one of our consolidated subsidiaries is the primary beneficiary. Non-controlling Interests We present non-controlling interests and classify such interests as a component of consolidated stockholders’ equity or partners’ capital, separate from VICI stockholders’ equity and VICI LP partners’ capital. As of December 31, 2023, VICI’s non-controlling interests represent an approximately 1.2% third-party ownership of VICI OP in the form of limited liability company interests in VICI OP (“VICI OP Units”), a 20% third-party ownership of Harrah’s Joliet LandCo LLC, the entity that owns the Harrah’s Joliet facility and is the lessor under the related lease agreement with Caesars for such facility (“Joliet Lease”) and a 5.6% third-party equity ownership, in the form of Class A Units, of VICI Bowl HoldCo LLC, the entity that owns the Bowlero Portfolio and is the lessor under the related Bowlero Master Lease. As VICI OP is a parent entity of VICI LP, VICI LP’s non-controlling interests are that of third-party ownership of Harrah’s Joliet LandCo LLC and VICI Bowl HoldCo LLC. Reportable Segments Our operations consist of real property and real estate lending activities, which represent substantially all of our business. The operating results of both the real property and real estate lending activities are regularly reviewed, in the aggregate, by the chief operating decision maker and considered one operating segment. Our golf operations have been determined to be both quantitatively and qualitatively insignificant to the Company’s business. Accordingly, all operations have been considered to represent one reportable segment and no separate disclosures are required. Cash, Cash Equivalents and Restricted Cash Cash consists of cash-on-hand and cash-in-bank. Highly liquid investments with an original maturity of three months or less from the date of purchase are considered cash equivalents and are carried at cost, which approximates fair value. As of December 31, 2023 and 2022, we did not have any restricted cash. Short-Term Investments Investments with an original maturity of greater than three months and less than one year from the date of purchase are considered short-term investments and are stated at fair value. We may invest our excess cash in short-term investment grade commercial paper as well as discount notes issued by government-sponsored enterprises including the Federal Home Loan Mortgage Corporation and certain of the Federal Home Loan Banks. These investments generally have original maturities between 91 and 180 days and are accounted for as available for sale securities. Interest on our short-term investments is recognized as interest income in our Statement of Operations. We did not have any short-term investments as of December 31, 2023. We had $217.3 million of short-term investments as of December 31, 2022. Purchase Accounting We assess all of our property acquisitions under ASC 805 “Business Combinations” (“ASC 805”) to determine if such acquisitions should be accounted for as a business combination or an asset acquisition. Under ASC 805, an acquisition does not qualify as a business combination when (i) substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets or (ii) the acquisition does not include a substantive process in the form of an acquired workforce or (iii) an acquired contract that cannot be replaced without significant cost, effort or delay. Generally, and to date, all of our acquisitions have been determined to be asset acquisitions and, in accordance with ASC 805-50, all applicable transaction costs are capitalized as part of the purchase price of the acquisition. We allocate the purchase price to the identifiable assets acquired and liabilities assumed, as applicable, using the relative fair value. Generally, with the exception of the MGP Transactions and the MGM Grand/Mandalay Bay JV Interest Acquisition (each as defined in Note 3 - Real Estate Transaction ), our acquisitions consists of properties without existing tenant leases or debt and, accordingly, the assets acquired are comprised of land, building and site improvements. Further, since all the components of our leases are classified as sales-type leases or financing receivables, as further described below, the assets acquired are transferred into the net investment in lease or financing receivable, as applicable. Investments in Leases - Sales-type, Net We account for our investments in leases under ASC 842 “Leases” (“ASC 842”). Upon lease inception or lease modification, we assess lease classification to determine whether the lease should be classified as a direct financing, sales-type or operating lease. As required by ASC 842, we separately assess each lease component of the property, generally comprised of land and building, to determine the classification. If the lease component is determined to be a direct financing or sales-type lease, we record a net investment in the lease, which is equal to the sum of the lease receivable and the unguaranteed residual asset, discounted at the rate implicit in the lease. Any difference between the fair value of the asset and the net investment in the lease is considered selling profit or loss and is either recognized upon execution of the lease or deferred and recognized over the life of the lease, depending on the classification of the lease. Since we purchase properties and simultaneously enter into new leases directly with the tenants, the net investment in the lease is generally equal to the purchase price of the asset, and, due to the long-term nature of our leases, the land and building components of an investment generally have the same lease classification. Investments in Leases - Financing Receivables, Net In accordance with ASC 842, for transactions in which we enter into a contract to acquire an asset and lease it back to the seller under a lease classified as a sales-type lease (i.e., a sale leaseback transaction), control of the asset is not considered to have transferred to us. As a result, we do not recognize the net investment in the lease but instead recognize a financial asset in accordance with ASC 310 “Receivables” (“ASC 310”); however, the accounting for the financing receivable under ASC 310 is materially consistent with the accounting for our investments in leases - sales-type under ASC 842. Lease Term We assess the noncancelable lease term under ASC 842, which includes any reasonably certain renewal periods. All of our lease agreements provide for an initial term, with one or more tenant renewal options. In relation to our gaming assets and certain other irreplaceable real estate, we generally conclude that the lease term includes all of the periods covered by extension options as it is reasonably certain our tenants will renew the lease agreements. In these situations, we believe our tenants are economically compelled to renew the lease agreements due to the importance of our real estate to the operation of their business, the significant capital they have invested and are required to invest in our properties under the terms of the lease agreements and the lack of suitable replacement assets. Investments in Loans and Securities, net Investments in loans are held-for-investment and are carried at historical cost, inclusive of unamortized loan origination costs and fees and net of allowances for credit losses. Income is recognized on an effective interest basis at a constant rate of return over the life of the related loan. We classify our investments in securities on the date of acquisition of the investment as either trading, available-for-sale or held-to-maturity. We classify our debt securities as held-to-maturity, as we have the intent and ability to hold this security until maturity, the accounting of which is materially consistent with that of our Investments in loans. Income from Leases and Lease Financing Receivables We recognize the related income from our sales-type leases and lease financing receivables on an effective interest basis at a constant rate of return over the terms of the applicable leases. As a result, the cash payments accounted for under sales-type leases and lease financing receivables will not equal income from our lease agreements. Rather, a portion of the cash rent we receive is recorded as Income from sales-type leases or Income from lease financing receivables and loans, as applicable, in our Statement of Operations and a portion is recorded as a change to Investments in leases - sales-type, net or Investments in leases - financing receivables, net, as applicable. Initial direct costs incurred in connection with entering into investments classified as sales-type leases are included in the balance of the net investment in lease. Such amounts will be recognized as a reduction to Income from investments in leases over the life of the lease using the effective interest method. Costs that would have been incurred regardless of whether the lease was signed, such as legal fees and certain other third-party fees, are expensed as incurred to Transaction and acquisition expenses in our Statement of Operations. Loan origination fees and costs incurred in connection with entering into investments classified as lease financing receivables are included in the balance of the net investment and such amounts will be recognized as an adjustment to Income from investments in loans and lease financing receivables over the life of the lease using the effective interest method. Allowance for Credit Losses ASC 326 “Financial Instruments-Credit Losses” (“ASC 326”) requires that we measure and record current expected credit losses (“CECL”) for the majority of our investments, the scope of which includes our Investments in leases - sales-type, Investments in leases - financing receivables and Investments in loans and securities. Investments in Leases In relation to our lease portfolio, we have elected to use a discounted cash flow model to estimate the allowance for credit losses, or CECL allowance for our Investments in leases - sales-type and Investments in leases - financing receivables, which comprise the substantial majority of our CECL allowance. This model requires us to develop cash flows which project estimated credit losses over the life of the lease and discount these cash flows at the asset’s effective interest rate. We then record a CECL allowance equal to the difference between the amortized cost basis of the asset and the present value of the expected credit loss cash flows. Expected losses within our cash flows are determined by estimating the probability of default (“PD”) and loss given default (“LGD”) of our tenants and their parent guarantors, as applicable, over the life of each individual lease. We have engaged a nationally recognized data analytics firm to assist us with estimating both the PD and LGD of our tenants and their parent guarantors, as applicable. The PD and LGD are estimated during a reasonable and supportable period for which we believe we are able to estimate future economic conditions (the “R&S Period”) and a long-term period for which we revert to long-term historical averages (the “Long-Term Period”). The PD and LGD estimates for the R&S Period are developed using the current financial condition of the tenant and parent guarantor, as applicable, and applied to a projection of economic conditions over a two-year term. The PD and LGD for the Long-Term Period are estimated using the average historical default rates and historical loss rates, respectively, of public companies over approximately the past 40 years that have similar credit profiles or characteristics to our tenants and their parent guarantors, as applicable. We are unable to use our historical data to estimate losses as we have no loss history to date. Investments in Loans In relation to our loan portfolio, we engage a nationally recognized data analytics firm to provide loan level market data and a forward-looking commercial real estate loss forecasting tool. The credit loss model generates the PD and LGD using sub-market loan-level data and the fair value of collateral to generate net operating income and forecast the expected loss for each loan. Unfunded Commitments We are required to estimate a CECL allowance related to contractual commitments to extend credit, such as future funding commitments under a revolving credit facility, delayed draw term loan, construction loan or through commitments made to our tenants to fund the development and construction of improvements at our properties. We estimate the amount that we will fund for each contractual commitment based on (i) discussions with our borrowers and tenants, (ii) our borrowers’ and tenants’ business plans and financial condition and (iii) other relevant factors. Based on these considerations, we apply a CECL allowance to the estimated amount of credit we expect to extend. The CECL allowance for unfunded commitments is calculated using the same methodology as the allowance for the respective investments subject to the CECL model. The CECL allowance related to these future commitments is recorded as a component of Other liabilities on our Balance Sheets. Presentation The CECL allowance is recorded as a reduction to our net Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities and Sales-type sub-leases (included in Other assets) on our Balance Sheets. We are required to update our CECL allowance on a quarterly basis with the resulting change being recorded in the Statement of Operations for the relevant period. Finally, each time we make a new investment in an asset subject to ASC 326, we are required to record an initial CECL allowance for such asset, which will result in a non-cash charge to the Statement of Operations for the relevant period. Write-offs of our investments in leases and loans are deducted from the allowance in the period in which they are deemed uncollectible. Recoveries of amounts previously written off are recorded when received. There were no charge-offs or recoveries for the years ended December 31, 2023, 2022 and 2021. Refer to Note 5 - Allowance for Credit Losses for further information. Investments in Land Our investments in land are held at historical cost and comprised of the following: • Las Vegas Land. We own certain underdeveloped or undeveloped land adjacent to the Las Vegas strip . • Vacant, Non-Operating Land. We own certain vacant, non-operating land parcels located outside of Las Vegas. • Eastside Property. In 2017, we sold 18.4 acres of property located in Las Vegas, Nevada, east of Harrah’s Las Vegas, known as the Eastside Property, to Caesars Entertainment, Inc. (together with, as the context requires, its subsidiaries, “Caesars”) for a sales price of $73.6 million. It was determined that the transaction did not meet the requirements of a completed sale for accounting purposes due to a put-call option on the land parcels and the Caesars Forum Convention Center. The amount of $73.6 million is presented as land with a corresponding amount of $73.6 million recorded in Other liabilities in our Balance Sheets. Property and Equipment Used in Operations Property and equipment used in operations is included within Other assets on our Balance Sheets and represents assets primarily related to VICI Golf, our golf operations. We assign lives to our assets based on our standard policy, which is established by management as representative of the useful life of each category of asset. Additions to property used in operations are stated at cost. We capitalize the costs of improvements that extend the life of the asset and expense maintenance and repair costs as incurred. Gains or losses on the dispositions of property and equipment are recognized in the period of disposal. Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows: Depreciable land improvements 2-50 years Building and improvements 5-25 years Furniture and equipment 2-10 years Impairment We assess our investments in land and property and equipment used in operations for impairment under ASC 360 “Property, Plant and Equipment” (“ASC 360”) on a quarterly basis or whenever certain events or changes in circumstances indicate a possible impairment of the carrying value of the asset. Events or circumstances that may occur include changes in management’s intended holding period or potential sale to a third party, significant changes in real estate market conditions or tenant financial difficulties resulting in non-payment of the lease. Impairments are measured as the amount by which the current book value of the asset exceeds the estimated fair value of the asset. With respect to estimated expected future cash flows for determining whether an asset is impaired, assets are grouped at the lowest level of identifiable cash flows. Investment in Unconsolidated Affiliate Our equity method investment as of December 31, 2022, represented our 50.1% ownership interest in the joint venture that holds the real estate assets of MGM Grand Las Vegas and Mandalay Ba y (“ MGM Grand/Mandalay Bay JV”), which was acquired in the MGP Transactions and, as a result, was recorded at relative fair value. The difference in basis between our share of the carrying value of the MGM Grand/Mandalay Bay JV and the relative fair value upon acquisition was amortized into Income from unconsolidated affiliate over the estimated useful life of the respective underlying real estate assets, the remaining lease term of the MGM Grand/Mandalay Bay JV Lease, or the remaining term of the assumed debt, as applicable. On January 9, 2023, we acquired the remaining 49.9% interest from Blackstone Real Estate Income Trust, Inc. (“BREIT”) for cash consideration of approximately $1.3 billion and, accordingly, consolidated the operations of the MGM Grand/Mandalay Bay JV starting in the first quarter of 2023. Refer to Note 3 - Real Estate Transactions for further details. Foreign Currency Translation and Remeasurement Our investments in the PURE Portfolio, Century Canadian Portfolio and the Cabot Highlands Loan (each as defined in Note 3 - Real Estate Transactions ) are denominated in foreign currencies, and accordingly, we translate the financial statements of the subsidiaries that own the PURE Portfolio, Century Canadian Portfolio and Cabot Highlands Loan into U.S. Dollars (“USD” or “US$”) when we consolidate their financial results and position. Generally, assets and liabilities are translated at the exchange rate in effect at the date of the Balance Sheets and the resulting translation adjustments are included in Accumulated other comprehensive income in the Balance Sheets. Certain balance sheet items, primarily equity and capital-related accounts, are reflected at the historical exchange rate. Income Statement accounts are translated using the average exchange rate for the period. We and certain of our consolidated subsidiaries have intercompany and third-party debt that is denominated in foreign currencies, which is not our and our consolidated subsidiaries functional currency of USD. When the debt and related operating receivables and/or payables are remeasured to the functional currency of the entity, a gain or loss can result. The resulting adjustment is reflected in Other gains, net in the Statement of Operations. Other Income and Other Expenses Other income primarily represents sub-lease income related to certain ground and use leases. Under our lease agreements, the tenants are required to pay all costs associated with such ground and use leases and provides for their direct payment to the landlord. This income and the related expense are recorded on a gross basis in our Statement of Operations as required under GAAP as we are the primary obligor under the ground and use leases. Fair Value Measurements We measure the fair value of financial instruments based on assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, a fair value hierarchy distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. In accordance with the fair value hierarchy, Level 1 assets/liabilities are valued based on quoted prices for identical instruments in active markets, Level 2 assets/liabilities are valued based on quoted prices in active markets for similar instruments, on quoted prices in less active or inactive markets or on other “observable” market inputs, and Level 3 assets/liabilities are valued based significantly on “unobservable” market inputs. Refer to Note 9 - Fair Value for further information. Derivative Financial Instruments We record our derivative financial instruments as either Other assets or Other liabilities on our Balance Sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows are considered cash flow hedges. We formally document our hedge relationships and designation at the contract’s inception. This documentation includes the identification of the hedging instruments and the hedged items, its risk management objectives, strategy for undertaking the hedge transaction and our evaluation of the effectiveness of its hedged transaction. On a quarterly basis, we also assess whether the derivative we designated in each hedging relationship is expected to be, and has been, highly effective in offsetting changes in the value or cash flows of the hedged transactions. If it is determined that a derivative is not highly effective at hedging the designated exposure, hedge accounting is discontinued and the changes in fair value of the instrument are included in Net income prospectively. If the hedge relationship is terminated, then the value of the derivative previously recorded in Accumulated other comprehensive income (loss) is recognized in earnings when the hedged transactions affect earnings. Changes in the fair value of our derivative instruments that qualify as hedges are reported as a component of Accumulated other comprehensive income (loss) in our Balance Sheets with a corresponding change in Unrealized gain (loss) in cash flows hedges within Other comprehensive income on our Statement of Operations. We use derivative instruments to mitigate the effects of interest rate volatility, whether from variable rate debt or future forecasted transactions, which could unfavorably impact our future earnings and forecasted cash flows. We do not use derivative instruments for speculative or trading purposes. Golf Revenues VICI Golf and Caesars are party to a golf course use agreement (the “Golf Course Use Agreement”), whereby certain subsidiaries of Caesars are granted certain priority rights and privileges with respect to access and use of certain golf course properties. For the year ended December 31, 2023, payments under the Golf Course Use Agreement were comprised of a $11.6 million annual membership fee, $3.7 million of use fees and approximately $1.6 million of minimum rounds fees. The annual membership fee, use fees and minimum rounds fees are subject to an annual escalator beginning at the times provided under the Golf Course Use Agreement. Revenue from the Golf Course Use Agreement is recognized in accordance with ASC 606, “Revenue From Contracts With Customers” and recognized ratably over the performance period. Additional revenues from golf course operations, food and beverage and merchandise sales are recognized at the time of sale or when the service is provided and are reported net of sales tax. Golf memberships sold to individuals are not refundable and are deferred and recognized within golf revenue in the Statements of Operations over the expected life of an active membership, which is typically one year or less. Income Taxes-REIT Qualification We conduct our operations as a REIT for U.S. federal income tax purposes. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of our annual REIT taxable income to stockholders, determined without regard to the dividends paid deduction and excluding any net capital gains. As a REIT, we generally will not be subject to federal income tax on income that we pay as distributions to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to U.S. federal income tax on our taxable income at regular corporate income tax rates (including any alternative minimum tax or excise tax applicable to non-REIT corporations), and distributions paid to our stockholders would not be deductible by us in computing taxable income. Additionally, any resulting corporate liability created if we fail to qualify as a REIT could be substantial and could materially and adversely affect our net income and net cash available for distribution to stockholders. Unless we were entitled to relief under certain provisions of the Internal Revenue Code of 1986, as amended (the “Code”), we also would be disqualified from re-electing to be taxed as a REIT for the four taxable years following the year in which we failed to qualify to be taxed as a REIT. The operations of VICI Golf (represented by the four golf course businesses), which are held in a TRS and certain of our other subsidiaries that operate in various states and municipalities within North America and the United Kingdom, are subject to various local, state and/or federal income taxes. Accordingly, we provide for a provision for income taxes in relation to these jurisdictions, which includes current and deferred portions. We use the asset and liability method to provide for income taxes, which requires that our income tax expense reflect the expected future tax consequences of temporary differences between the carrying amounts of assets or liabilities for financial reporting versus income tax purposes. We recognize any interest and penalties, as incurred, in general and administrative expenses in our Statement of Operations. Debt Issuance Costs Debt issuance costs are deferred and amortized to interest expense over the contractual term of the underlying indebtedness. We present unamortized deferred financing costs as a direct deduction from the carrying amount of the associated debt liability. Transaction and Acquisition Expenses Transaction and acquisition-related expenses that are not capitalizable under GAAP, including most leasing costs under ASC 842, are expensed in the period they occur. Transaction and acquisition expenses also include dead deal costs. Stock-Based Compensation We account for stock-based compensation under ASC 718, Compensation - Stock Compensation (“ASC 718”), which requires us to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. This expense is recognized ratably over the requisite service period following the date of grant. For non-vested share awards that vest over a predetermined time period, we use the 10-day volume weighted average price using the 10 trading days ending on the grant date. For non-vested share awards that vest based on market conditions, we use a Monte Carlo simulation (risk-neutral approach) to determine the value of each tranche. The unrecognized compensation relating to awards under our stock incentive plan will be amortized to general and administrative expense over the awards’ remaining vesting periods. Vesting periods for award of equity instruments range from zero See Note 13—Stock-Based Compensation for further information related to the stock-based compensation. Earnings Per Share and Earnings Per Unit Earnings per share (”EPS”) or Earnings per unit (“EPU”) is calculated in accordance with ASC 260, “Earnings Per Share”. Basic EPS or EPU is computed by dividing net income applicable to common stockholders or unit holders, as the case may be, by the weighted-average number of shares of common stock or units, as the case may be, outstanding during the period. Diluted EPS or EPU reflects the additional dilution for all potentially dilutive securities including those from our stock incentive plan. See Note 12—Earnings Per Share and Earnings Per Unit for the detailed EPS and EPU calculations. Underwriting Commissions and Offering Costs Underwriting commissions and offering costs incurred in connection with common stock offerings are reflected as a reduction of additional paid-in capital. Costs incurred that are not directly associated with the completion of a common stock offering are expensed when incurred. Concentrations of Credit Risk Caesars and MGM Resorts International (together with, as the context requires, its subsidiaries, “MGM”) are the guarantors of all the lease payment obligations of the tenants under the applicable leases of the properties that they each respectively lease from us. Revenue from Caesars, which includes revenue from the Caesars leases and other agreements, represented 37%, 46%, and 85% of our lease revenues for the years ended December 31, 2023, 2022 and 2021, respectively. Revenue from MGM, which comprises revenue from the MGM leases, represented 39%, 34% and 0% of our lease revenues for the years ended December 31, 2023, 2022 and 2021, respectively. Additionally, our properties on the Las Vegas Strip generated approximately 49%, 45%, and 32% of our lease revenues for the years ended December 31, 2023, 2022 and 2021, respectively. Except as described above, we do not believe there are any other significant concentrations of credit risk. Caesars and MGM are publicly traded companies that are subject to the informational filing requirements of the Securities Exchange Act of 1934, as amended, and are required to file periodic reports on Form 10-K and Form 10-Q and current reports on Form 8-K with the SEC. Caesars’ and MGM’s SEC filings are available to the public from the SEC’s web site at www.sec.gov . We make no representation as to the accuracy or completeness of the information regarding Caesars and MGM that is available through the SEC’s website or otherwise made available by Caesars, MGM or any third party, and none of such information is incorporated by reference in this Annual Report on Form 10-K. Recent Account Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires entities to disclose additional information with respect to the effective tax rate reconciliation and to disclose the disaggregation by jurisdiction of income tax expense and income taxes paid. ASU 2023- |
Real Estate Transactions
Real Estate Transactions | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Real Estate Transactions | Real Estate Transactions 2023 Transactions Our significant activities in 2023, in reverse chronological order, are as follows: Property Acquisitions Chelsea Piers Transaction On December 18, 2023, we acquired the leasehold interest associated with Chelsea Piers from Chelsea Piers L.P. in a sale-leaseback transaction (the “Chelsea Piers Transaction”) for a purchase price of $342.9 million. We funded the transaction through cash on hand and the full repayment and termination of the $71.5 million outstanding Chelsea Piers loan. Simultaneous with the closing of the Chelsea Piers Transaction, we entered into a triple-net lease agreement with Chelsea Piers L.P. and North River Operating Company L.P. (the “Chelsea Piers Lease”). The Chelsea Piers Lease has an initial total annual rent of $24.0 million and an initial term of 32 years, with a 10-year extension option that the tenant under the Chelsea Piers Lease is obligated to extend provided all conditions are met. Annual rent under the Chelsea Piers Lease escalates at 1.25% commencing in lease year 3 and 1.50% from lease year 4 until the end of the term. The tenant’s obligations under the lease are guaranteed by certain subsidiaries of the tenant under the Chelsea Piers Lease. We determined that the Chelsea Piers Transaction should be accounted for as an asset acquisition under ASC 805-50 and further, that the Chelsea Piers Lease meet the definition of a sales-type lease. Since we purchased and leased the asset back to the seller under a sale leaseback transaction, control is not considered to have transferred to us under GAAP. Accordingly, the Chelsea Piers Lease is accounted for as Investments in leases – financing receivables on our Balance Sheets. Bowlero Transaction On October 19, 2023, we entered the family entertainment sector by acquiring the real estate assets of 38 bowling entertainment centers (the “Bowlero Portfolio”) from Bowlero in a sale-leaseback transaction for an aggregate purchase price of $432.9 million (the “Bowlero Transaction”). We financed the Bowlero Transaction through a combination of units in a newly formed VICI subsidiary issued to Bowlero, cash on hand, and a portion of proceeds from the settlement of the remaining shares under the January 2023 Forward Sale Agreements (as defined in Note 11 - Stockholders’ Equity ). Simultaneous with the closing of the Bowlero Transaction, we entered into a triple-net master lease agreement with Bowlero (the “Bowlero Master Lease”). The Bowlero Master Lease has an initial total annual rent of $31.6 million and an initial term of 25 years, with six 5-year tenant renewal options. Rent under the Bowlero Master Lease will escalate at the greater of 2.0% or CPI (subject to a 2.5% ceiling). The tenant’s obligations under the lease are guaranteed by Bowlero Corp. Additionally, the Bowlero Master Lease contains a right of first offer provision with respect to real estate assets of any current or future Bowlero properties in the event that Bowlero elects to enter into a sale-leaseback transaction for such properties during the first eight years of the initial term of the Bowlero Master Lease. We determined that the Bowlero Transaction should be accounted for as an asset acquisition under ASC 805-50 and further, that the land and building components of the Bowlero Master Lease meet the definition of a sales-type lease. Since we purchased and leased the assets back to the seller under a sale leaseback transaction, control is not considered to have transferred to us under GAAP. Accordingly, the Bowlero Master Lease is accounted for as Investments in leases – financing receivables on our Balance Sheets. Century Canadian Portfolio Transaction On September 6, 2023, we closed on the acquisition of the Century Casino & Hotel Edmonton, Century Casino St. Albert located in Edmonton, Alberta, Century Mile Racetrack and Casino and Century Downs Racetrack and Casino all of which are located in Alberta, Canada (the “Century Canadian Portfolio”) from Century Casinos, Inc. (together with, as the context requires, its subsidiaries,“Century Casinos”) for an aggregate purchase price of C$221.7 million (approximately US$162.5 million based on the exchange rate at the time of the acquisition) (the “Century Canadian Portfolio Transaction”). We financed the Century Canadian Portfolio Transaction with a combination of cash on hand, proceeds from the partial settlement of forward equity sale agreements and a C$75.0 million (approximately US$55.0 million based on the exchange rate at the time of the acquisition) draw under our Revolving Credit Facility (as defined in Note 7 - Debt ). Simultaneous with the closing of the transaction, the Century Canadian Portfolio was added to the existing triple-net master lease agreement between us and Century Casinos (“Century Master Lease”) and annual rent increased by C$17.3 million (approximately US$12.7 million based on the exchange rate at the time of the acquisition). Additionally, the term of the Century Master Lease was extended such that, upon closing of the transaction, the lease has a full 15-year initial base lease term, with three 5-year tenant renewal options. Century Casinos previously exercised one 5-year tenant renewal option. The tenants’ obligations under the Century Master Lease continue to be guaranteed by Century Casinos, Inc. We determined that the Century Canadian Portfolio component of the Century Master Lease meets the definition of a separate contract under ASC 842. In accordance with this guidance, we are required to separately assess the lease classification apart from the other assets in the Century Master Lease. Accordingly, we determined that the Century Canadian Portfolio Transaction should be accounted for as an asset acquisition under ASC 805-50 and further, that the land and building components of the Century Canadian Portfolio under the Century Master Lease meet the definition of a sales-type lease. Since we purchased and leased the assets back to the seller under a sale leaseback transaction, control is not considered to have transferred to us under GAAP. Accordingly, the Century Canadian Portfolio under the Century Master Lease is accounted for as Investments in leases – financing receivables on our Balance Sheets. Rocky Gap Casino Transaction On July 25, 2023, we closed on the previously announced acquisition of the leasehold interest in the land and buildings associated with Rocky Gap Casino Resort, located in Flintstone, Maryland (“Rocky Gap Casino”) with Century Casinos, from Golden Entertainment, Inc. for an aggregate purchase price of $260.0 million (the “Rocky Gap Casino Transaction”). Pursuant to the transaction agreements, we acquired the leasehold interest in the land and buildings associated with the Rocky Gap Casino for approximately $203.9 million and Century Casinos acquired the operating assets of the property for approximately $56.1 million. Simultaneous with the closing of the transaction, the Century Master Lease was amended to include Rocky Gap Casino, and annual rent under the Century Master Lease increased by $15.5 million. Additionally, the term of the Century Master Lease was extended such that, upon closing of the transaction, the lease had a full 15-year initial base lease term remaining. Century Casinos previously exercised one 5-year tenant renewal option and three additional 5-year tenant renewal options are remaining. The tenants’ obligations under the Century Master Lease continue to be guaranteed by Century Casinos, Inc. We determined that the Rocky Gap Casino component of the Century Master Lease meets the definition of a separate contract under ASC 842. In accordance with this guidance, we are required to separately assess the lease classification apart from the other assets in the Century Maser Lease. We determined that the Rocky Gap Casino Transaction should be accounted for as an asset acquisition under ASC 805-50 and further, that the land and building components of Rocky Gap Casino under the Century Master Lease meet the definition of a sales-type lease and accordingly is accounted for as Investments in leases – sales-type on our Balance Sheets. MGM Grand/Mandalay Bay JV Interest Acquisition On January 9, 2023, we closed on the previously announced acquisition of the remaining 49.9% interest in the MGM Grand/Mandalay Bay JV from BREIT for cash consideration of $1,261.9 million (the “MGM Grand/Mandalay Bay JV Interest Acquisition”). We also assumed BREIT’s $1,497.0 million pro rata share of an aggregate $3.0 billion of property-level debt, which matures in 2032 and bears interest at a fixed rate of 3.558% per annum through March 2030. The cash consideration was funded through a combination of cash on hand and proceeds from the settlement of certain forward sale agreements. The lease agreement for MGM Grand Las Vegas and Mandalay Bay (“MGM Grand/Mandalay Bay Lease”) currently has an annual rent of $309.9 million, all of which we are entitled to following the closing of the MGM Grand/Mandalay Bay JV Interest Acquisition. The MGM Grand/Mandalay Bay Lease has a remaining initial lease term of approximately 27 years (expiring in 2050), with two ten-year tenant renewal options. Rent under the MGM Grand/Mandalay Bay Lease escalates annually at 2.0% through 2035 (year 15 of the initial lease term) and thereafter at the greater of 2.0% or the Consumer Price Index (“CPI”) (subject to a 3.0% ceiling). As of December 31, 2022, the MGM Grand/Mandalay Bay JV was accounted for as an equity method investment under the voting interest model within Investment in unconsolidated affiliate on our Balance Sheets. Simultaneously with closing of the MGM Grand/Mandalay Bay JV Interest Acquisition, as a result of acquiring full ownership, we consolidated the joint venture and determined that the consolidation should be accounted for as an asset acquisition under ASC 805-50. In application of the asset acquisition guidance, we retained the prior cost basis of our 50.1% interest, which we previously acquired in connection with the MGP Transactions (as defined below), and combined such basis to the purchase price of the MGM Grand/Mandalay Bay JV Interest Acquisition. The following is a summary of our net assets acquired upon consolidation of the MGM Grand/Mandalay Bay JV: (In thousands) Amount Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions $ 1,458,782 Consideration paid for MGM Grand/Mandalay Bay JV Interest Acquisition 1,261,882 Transaction costs 14,630 Total net assets acquired $ 2,735,294 Under ASC 805-50, we allocated the net assets acquired by major categories of assets acquired and liabilities assumed using relative fair value. The following is a summary of the allocated relative fair values of the assets acquired and liabilities assumed in the consolidation of the MGM Grand/Mandalay Bay JV: (In thousands) Amount Investments in leases – sales-type $ 5,494,351 Cash and cash equivalents (1) 9,607 Debt, net (2) (2,747,877) Accrued expenses and deferred revenue (1) (20,787) Total net assets acquired $ 2,735,294 ____________________ (1) Amount represents their current carrying value, which is equal to fair value (2) Amount represents the fair value of the $3.0 billion principal amount of CMBS debt as of January 9, 2023, which was estimated as a $252.1 million discount to principal value. The fair value of the debt was estimated by modeling the contractual cash flows and discounting them back to the present value using an estimated market yield. Additionally, we considered current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the fair value measurement are considered Level 3 of the fair value hierarchy. Concurrent with the closing of the MGM Grand/Mandalay Bay JV Interest Acquisition and consolidation of the MGM Grand/Mandalay Bay Lease, we assessed the lease classification of the MGM Grand/Mandalay Bay Lease and determined that it met the definition of a sales-type lease. Accordingly, the relative fair value of the MGM Grand/Mandalay Bay Lease of $5.5 billion was recorded as an Investment in leases – sales-type on our Balance Sheets, net of an initial allowance for estimated credit losses in the amount of $210.0 million. PURE Canadian Gaming Transaction On January 6, 2023, we acquired the real estate assets of PURE Casino Edmonton, PURE Casino Yellowhead, PURE Casino Calgary, and PURE Casino Lethbridge, all of which are located in Alberta, Canada (the “PURE Portfolio”), from PURE Canadian Gaming, Corp. (“PURE Canadian Gaming”) for an aggregate purchase price in cash of approximately C$271.9 million (approximately US$200.8 million based on the exchange rate at the time of the acquisition) (the “PURE Canadian Gaming Transaction”). We financed the PURE Canadian Gaming Transaction with a combination of cash on hand and a C$140.0 million (approximately US$103.4 million based on the exchange rate at the time of the acquisition) draw under our Revolving Credit Facility. Simultaneous with the acquisition, we entered into a triple-net master lease agreement for the PURE Portfolio (“PURE Master Lease”). The PURE Master Lease has an initial total annual rent of approximately C$21.8 million (approximately US$16.1 million based on the exchange rate at the time of the acquisition), an initial term of 25 years, with four 5-year tenant renewal options, escalation of 1.25% per annum in lease years two and three (and thereafter at the greater of 1.5% and the Canadian Consumer Price Index, capped at 2.5%) and minimum capital expenditure requirements of 1.0% of annual net revenue (excluding gaming equipment). The tenant’s obligations under the PURE Master Lease are guaranteed by PURE Canadian Gaming Corp. We determined that the PURE Canadian Gaming Transaction should be accounted for as an asset acquisition under ASC 805-50 and further, that the land and building components of the PURE Master Lease meet the definition of a sales-type lease. Since we purchased and leased the assets back to the seller under a sale leaseback transaction, control is not considered to have transferred to us under GAAP. Accordingly, the PURE Master Lease is accounted for as Investments in leases – financing receivables on our Balance Sheets. Leasing Activity Gold Strike Severance Lease On February 15, 2023, in connection with the closing of MGM’s sale of the operations of Gold Strike Casino Resort, located in Tunica, Mississippi (“Gold Strike”), we entered into a lease agreement with Cherokee Nation Businesses, L.L.C. (“CNB”) related to the land and real estate assets of Gold Strike (“CNE Gold Strike Lease”), and entered into an amendment to the lease agreement for the properties leased to MGM, excluding the MGM Grand and Mandalay Bay properties (“MGM Master Lease”) in order to account for MGM’s divestiture of the operations of Gold Strike and to reduce the annual base rent by $40.0 million. The CNE Gold Strike Lease has initial annual base rent of $40.0 million with other economic terms substantially similar to the MGM Master Lease, including a base term of 25 years with three 10-year tenant renewal options, escalation of 2.0% per annum (with escalation of the greater of 2.0% and CPI, capped at 3.0%, beginning in lease year 11) and minimum capital expenditure requirements of 1.0% of annual net revenue. The tenant’s obligations under the CNE Gold Strike Lease are guaranteed by CNB. Real Estate Debt Investments The following table summarizes our 2023 real estate debt investment activity: ($ in thousands) Investment Name Maximum Investment Amount Investment Type Collateral Kalahari Virginia Loan $ 212,200 Mezzanine Loan 907-key indoor waterpark resort in Thornburg, VA under development Canyon Ranch Preferred Equity Investment 150,000 Preferred Equity Investment Equity interests in controlling entity of Canyon Ranch Canyon Ranch Lenox and Tucson Loan 140,135 Senior Secured Loan Canyon Ranch Tucson and Canyon Ranch Lenox Cabot Saint Lucia Loan 100,000 Senior Secured Loan Luxury golf resort in Saint Lucia, Virgin Islands Hard Rock Ottawa Notes 85,000 Senior Secured Note Hard Rock Ottawa Hotel & Casino Cabot Highlands Loan (1) 10,938 Senior Secured Loan Luxury golf resort in the Scottish Highlands Total $ 698,273 ____________________ (1) Amount represents USD equivalent to £9.0 million based on the exchange rate at the time of closing. Significant 2022 Transactions MGP Transactions On April 29, 2022, we closed on the acquisition of MGM Growth Properties LLC (“MGP”) in a series of transactions governed by the certain Master Transaction Agreement between us, MGP, MGM Growth Properties Operating Partnership LP (“MGP OP”), VICI LP, REIT Merger Sub (as defined therein), VICI OP, and MGM entered into on August 4, 2021 (“MGP Master Transaction Agreement”), pursuant to which we acquired MGP for total consideration of $11.6 billion, plus the assumption of approximately $5.7 billion principal amount of debt, inclusive of a 50.1% share of the MGM Grand/Mandalay Bay JV CMBS debt, at the time (“MGP Transactions”). Upon closing, the MGP Transactions added $1,012.2 million of annualized rent to our portfolio from 15 Class A entertainment casino resort properties spread across nine regions and comprising 36,000 hotel rooms, 3.6 million square feet of meeting and convention space and hundreds of food, beverage and entertainment venues. Under the terms of the MGP Master Transaction Agreement, each outstanding MGP Class A common share was converted into 1.366 (the “Exchange Ratio”) shares of VICI common stock. The fixed Exchange Ratio represented an agreed upon price of $43.00 per share of MGP Class A common shares based on VICI’s trailing 5-day volume weighted average price of $31.47 as of July 30, 2021. MGM received $43.00 per unit in cash for the redemption of the majority of its MGP OP units that it held for total cash consideration of approximately $4.404 billion and also acquired approximately 12.2 million units in VICI OP. The MGP Class B share that was held by MGM was cancelled and ceased to exist simultaneous with closing. The number of MGP Class A common shares converted to shares of VICI common stock was determined as follows: MGP Class A common shares outstanding as of April 29, 2022 156,757,773 Exchange Ratio 1.366 VICI common stock issued (1) 214,131,064 VICI common stock issued for MGP stock-based compensation awards 421,468 Total VICI common stock issued 214,552,532 ____________________ (1) Amount excludes the cash paid in lieu of approximately 54 fractional MGP Class A common shares. Simultaneous with the closing of the MGP Transactions on April 29, 2022, we entered into the MGM Master Lease. The MGM Master Lease has an initial term of 25 years, with three 10-year tenant renewal options and had an initial total annual rent of $860.0 million. Rent under the MGM Master Lease escalates at a rate of 2.0% per annum for the first 10 years and thereafter at the greater of 2.0% per annum or the increase in CPI, subject to a 3.0% cap. The total annual rent under the MGM Master Lease was reduced by $90.0 million upon the close of MGM’s sale of the operations of the Mirage to an affiliate of Seminole Hard Rock International LLC (“Hard Rock”) and entrance into a lease with Hard Rock for the Mirage property on December 19, 2022, and further reduced by $40.0 million upon the close of MGM’s sale of the operations of Gold Strike on February 15, 2023. Additionally, we retained a 50.1% ownership stake in the MGM Grand/Mandalay Bay JV, which owns the real estate assets of MGM Grand Las Vegas and Mandalay Bay. At the time of acquisition, the MGM Grand/Mandalay Bay Lease provided for total annual base rent of approximately $303.8 million, and had an initial term of thirty years with two 10-year tenant renewal options. Rent under the MGM Grand/Mandalay Bay Lease escalates at a rate of 2.0% per annum for the first 15 years and thereafter at the greater of 2.0% per annum or CPI, subject to a 3.0% cap. On January 9, 2023, we closed on the MGM Grand/Mandalay Bay JV Interest Acquisition and accordingly own 100% of the interest in the MGM Grand/Mandalay Bay JV, and assumed the full $3.0 billion of CMBS debt held by the joint venture. We assessed the MGP Transactions in accordance with ASC 805, and determined that the acquisition of MGP did not meet the definition of a business as substantially all the assets were concentrated in a group of similarly identifiable acquired assets, and did not include a substantive process in the form of an acquired workforce. Accordingly, the MGP Transactions were accounted for as an asset acquisition under ASC 805-50 and we determined the consideration transferred under the MGP Transactions was $11.6 billion, comprised of the following: (In thousands) Amount REIT merger consideration (1) $ 6,568,480 Redemption payment to MGM 4,404,000 VICI OP Units retained by MGM (2) 374,769 Repayment of MGP revolving credit facility (3) 90,000 Transactions costs (4) 119,741 Total consideration transferred $ 11,556,990 Assumption of MGP unsecured notes, at principal value 4,200,000 Assumption of our proportionate share of the MGM Grand/Mandalay Bay JV CMBS debt, at principal value 1,503,000 Total purchase price $ 17,259,990 ____________________ (1) Amount represents the dollar value of 214,375,990 shares of VICI common stock, multiplied by the VICI stock price at the time of closing of $30.64 per share, which were issued in exchange for the MGP Class A common shares outstanding immediately prior to the MGP Transactions and certain of the MGP stock-based compensation awards, converted to shares of VICI common stock. (2) Amount represents 12,231,373 VICI OP Units retained by MGM as non-controlling interest in VICI OP, multiplied by the VICI stock price at the time of closing of $30.64 per share. (3) Represents the total amount outstanding under MGP’s revolving credit facility as of April 29, 2022. In connection with the MGP Transactions, such amount was repaid in full and the related credit agreement was terminated. (4) In accordance with ASC 805-50, all direct and incremental costs related to the MGP Transactions, primarily related to success-based fees and third-party advisory fees, were included in the consideration transferred. Under ASC 805-50, we allocated the purchase price by major categories of assets acquired and liabilities assumed using relative fair value. The following is a summary of the allocated relative fair values of the assets acquired and liabilities assumed in the MGP Transactions valued as of April 29, 2022: (In thousands) Amount Investments in leases – financing receivables (1) (2) $ 14,245,868 Investment in unconsolidated affiliate (2) (3) 1,465,814 Cash and cash equivalents (4) 25,387 Other assets (4) 338,212 Debt, net (5) (4,106,082) Accrued expenses and deferred revenue (4) (79,482) Other liabilities (4) (332,727) Total net assets acquired $ 11,556,990 ____________________ (1) We valued the real estate portfolio at relative fair value using rent multiples taking into consideration a variety of factors, including (i) asset quality and location, (ii) property and lease-level operating performance and (iii) supply and demand dynamics of each property’s respective market. The multiples used ranged from 15.0x – 18.5x with a weighted average rent multiple of 16.7x, as determined using relative fair value. (2) The fair value of these assets is based on significant “unobservable” market inputs and, as such, these fair value measurements are considered Level 3 of the fair value hierarchy. (3) We value the Investment in unconsolidated affiliate at relative fair based on our percentage ownership of the net assets of the MGM Grand/Mandalay Bay JV. (4) Amounts represent their current carrying value which is equal to fair value. The Other assets and Other liabilities amounts include the gross presentation of certain MGP ground leases which we assumed in connection with the MGP Transactions. (5) Amount represents the fair value of debt as of April 29, 2022, which was estimated as a $93.9 million discount to the notional value. The fair value of our debt instruments was estimated using quoted prices for identical or similar liabilities in markets that are not active and, as such, these fair value measurements are considered Level 2 of the fair value hierarchy. Concurrent with the closing of the MGP Transactions and entry into the MGM Master Lease, we assessed the lease classification of the MGM Master Lease and determined that it met the definition of a sales-type lease. Further, since MGM controlled and consolidated MGP prior to the MGP Transactions, the lease was assessed under the sale-leaseback guidance and determined to be a failed sale-leaseback under which the lease is accounted for as a financing receivable under ASC 310. |
Real Estate Portfolio
Real Estate Portfolio | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate [Abstract] | |
Real Estate Portfolio | Real Estate Portfolio As of December 31, 2023, our real estate portfolio consisted of the following: • Investments in leases - sales-type, representing our investment in 26 casino assets leased on a triple-net basis to our tenants under ten separate lease agreements; • Investments in leases - financing receivables, representing our investment in 28 casino assets and 39 other experiential properties leased on a triple-net basis to our tenants under ten separate lease agreements; • Investments in loans and securities, representing our fourteen debt investments in senior secured and mezzanine loans, preferred equity and senior secured notes; and • Land, representing our investment in certain underdeveloped or undeveloped land adjacent to the Las Vegas strip and non-operating, vacant land parcels. The following is a summary of the balances of our real estate portfolio as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Investments in leases - sales-type, net (1) $ 23,015,931 $ 17,172,325 Investments in leases - financing receivables, net (1) 18,211,102 16,740,770 Total investments in leases, net 41,227,033 33,913,095 Investments in loans and securities, net 1,144,177 685,793 Investment in unconsolidated affiliate (2) — 1,460,775 Land 150,727 153,560 Total real estate portfolio $ 42,521,937 $ 36,213,223 ____________________ (1) At lease inception (or upon modification), we determine the estimated residual values of the leased property (not guaranteed) under the respective lease agreements, which has a material impact on the determination of the rate implicit in the lease and the lease classification. As of December 31, 2023 and 2022, the estimated residual values of the leased properties under our lease agreements were $15.9 billion and $11.5 billion, respectively. (2) Represents our 50.1% investment in the MGM Grand/Mandalay Bay JV prior to the MGM Grand/Mandalay Bay JV Interest Acquisition on January 9, 2023, which was accounted for as an equity method investment. Investments in Leases The following table details the components of our income from sales-type leases and lease financing receivables: Year Ended December 31, (In thousands) 2023 2022 2021 Income from sales-type leases - fixed rent $ 1,892,534 $ 1,436,945 $ 1,161,655 Income from sales-type leases - contingent rent (1) 87,644 27,300 6,317 Income from lease financing receivables - fixed rent 1,430,246 995,383 243,008 Income from lease financing receivables - contingent rent (1) 10,509 1,673 — Total lease revenue 3,420,933 2,461,301 1,410,980 Non-cash adjustment (2) (515,556) (337,631) (119,790) Total contractual lease revenue $ 2,905,377 $ 2,123,670 $ 1,291,190 ____________________ (1) At lease inception (or upon modification), we determine the minimum lease payments under ASC 842, which exclude amounts determined to be contingent rent. Contingent rent is generally amounts in excess of specified floors or the variable rent portion of our leases. The minimum lease payments are recognized on an effective interest basis at a constant rate of return over the life of the lease and the contingent rent portion of the lease payments are recognized as earned, both in accordance with ASC 842. (2) Amounts represent the non-cash adjustment to the minimum lease payments from sales-type leases and lease financing receivables in order to recognize income on an effective interest basis at a constant rate of return over the term of the leases. At December 31, 2023, minimum lease payments owed to us for each of the five succeeding years and thereafter under sales-type leases and our leases accounted for as financing receivables, are as follows: Minimum Lease Payments (1) (2) Investments in Leases (In thousands) Sales-Type Financing Receivables Total 2024 $ 1,682,826 $ 1,233,178 $ 2,916,004 2025 1,712,651 1,255,549 2,968,200 2026 1,738,942 1,278,819 3,017,761 2027 1,766,012 1,302,657 3,068,669 2028 1,794,287 1,327,211 3,121,498 Thereafter 77,503,679 89,787,503 167,291,182 Total $ 86,198,397 $ 96,184,917 $ 182,383,314 Weighted Average Lease Term (2) 38.5 years 48.8 years 43.0 years ____________________ (1) Minimum lease payments do not include contingent rent, as discussed below, that may be received under our lease agreements. (2) The minimum lease payments and weighted average remaining lease term includes the non-cancelable lease term and any tenant renewal options that we determined were reasonably assured, consistent with our conclusions under ASC 842 and ASC 310. Lease Provisions As of December 31, 2023 we owned 93 assets leased under 20 separate lease agreements with our tenants, certain of which are master lease agreements governing multiple properties and certain of which are for single assets. Our lease agreements are generally long-term in nature with initial terms ranging from 15 to 32 years and are structured with several tenant renewal options extending the term of the lease for another 5 to 30 years. All of our lease agreements provide for annual base rent escalations, which may be fixed or variable over the life of the lease. The rent escalation provisions range from providing for a flat annual increase of 1% to 2% to an annual increase of 1% in the earlier years and the greater of 2% or CPI in the later years, which may be subject to a maximum CPI-based cap with respect to each annual rent increase. Additionally, certain of our lease agreements provide for a variable rent component in which a portion of the annual rent, generally 20%, are subject to adjustment based on the revenues of the underlying asset in specified periods. The following is a summary of the material lease provisions of our leases with Caesars and MGM, our two most significant tenants: ($ In thousands) MGM Master Lease Caesars Regional Master Lease and Joliet Lease Caesars Las Vegas MGM Grand/Mandalay Bay Lease Lease Provision Initial term 25 years 18 years 18 years 30 years Initial term maturity 4/30/2047 7/31/2035 7/31/2035 2/28/2050 Renewal terms Three, 10-year terms Four, 5-year terms Four, 5-year terms Two, 10-year terms Current lease year 5/1/23-4/30/24 (Lease Year 2) 11/1/23 - 10/31/24 (Lease Year 7) 11/1/23 - 10/31/24 (Lease Year 7) 3/1/23 - 2/29/24 (Lease Year 4) Current annual rent $744,600 $728,407 (1) $469,219 $309,873 Annual escalator (2) Lease years 2-10 - 2% Lease years 11-end of term - >2% / change in CPI (capped at 3%) Lease years 2-5 - 1.5% Lease years 6-end of term - >2.0% / change in CPI > 2% / change in CPI Lease years 2-15 - 2% Lease years 16-end of term - >2% / change in CPI (capped at 3%) Variable rent adjustment (3) None Year 8 : 70% base rent / 30% variable rent Years 11 & 16 : 80% base rent / 20% variable rent Years 8, 11 & 16 : 80% base rent / 20% variable rent None Variable rent adjustment calculation None 4% of revenue increase/decrease: Year 8 : Avg. of years 5-7 less avg. of years 0-2 Year 11 : Avg. of years 8-10 less avg. of years 5-7 Year 16 : Avg. of years 13-15 less avg. of years 8-10 4% of revenue increase/decrease: Year 8 : Avg. of years 5-7 less avg. of years 0-2 Year 11 : Avg. of years 8-10 less avg. of years 5-7 Year 16 : Avg. of years 13-15 less avg. of years 8-10 None ____________________ (1) Current annual rent with respect to the Joliet Lease is presented prior to accounting for the non-controlling interest, or rent payable, to the 20% third-party ownership of Harrah’s Joliet LandCo LLC. After adjusting for the 20% non-controlling interest, combined current annual rent under the Caesars Regional Master Lease and Joliet Lease is $719.0 million. (2) Any amounts representing rents in excess of the CPI floors specified above are considered contingent rent in accordance with GAAP. (3) Variable rent is not subject to the escalator. Capital Expenditure Requirements We manage our residual asset risk through protective covenants in our lease agreements, which require the tenant to, among other things, hold specific insurance coverage, engage in ongoing maintenance of the property and invest in capital improvements. With respect to the capital improvements, the lease agreements specify certain minimum amounts that our tenants must spend on capital expenditures that constitute installation, restoration and repair or other improvements of items with respect to the leased properties. The following table summarizes the capital expenditure requirements of our gaming tenants under their respective lease agreements: Provision Caesars Regional Master Lease and Joliet Lease Caesars Las Vegas Master Lease MGM Grand/Mandalay Bay Lease Venetian Lease All Other Gaming Leases (1) Yearly minimum expenditure 1% of net revenues (2) 1% of net revenues (2) 3.5% of net revenues based on 5-year rolling test, 1.5% monthly reserves 2% of net revenues based on rolling three-year basis 1% of net revenues Rolling three-year minimum (3) $286 million $84 million N/A N/A N/A ____________________ (1) Represents the tenants under our other gaming lease agreements not specifically outlined in the table, as specified in their respective lease agreements. (2) The leases with Caesars require a $107.5 million floor on annual capital expenditures for Caesars Palace Las Vegas, Joliet and the Caesars Regional Master Lease properties in the aggregate. Additionally, annual building & improvement capital improvements must be equal to or greater than 1% of prior year net revenues. (3) Certain tenants under our leases with Caesars, as applicable, are required to spend $380.3 million on capital expenditures (excluding gaming equipment) over a rolling three-year period, with $286.0 million allocated to the regional assets, $84.0 million allocated to Caesars Palace Las Vegas and the remaining balance of $10.3 million to facilities (other than the Harrah’s Las Vegas Facility) covered by any Caesars Lease in such proportion as such tenants may elect. Additionally, the tenants under the Caesars Regional Master Lease and Joliet Lease are required to expend a minimum of $531.9 million on capital expenditures (including gaming equipment) across certain of its affiliates and other assets, together with the $380.3 million requirement. Investments in Loans and Securities The following is a summary of our investments in loans and securities as of December 31, 2023 and 2022: ($ In thousands) December 31, 2023 Investment Principal Balance Carrying Value (1) Future Funding Commitments (2) Weighted Average Interest Rate (3) Weighted Average Term (4) Senior Secured Notes (5) $ 85,000 $ 73,818 $ — 11.00 % 7.3 years Senior Secured Loans (6) 392,250 386,274 476,395 7.3 % 5.4 years Mezzanine Loans and Preferred Equity 698,861 684,085 278,848 9.8 % 4.6 years Total $ 1,176,111 $ 1,144,177 $ 755,243 9.0 % 5.1 years ($ In thousands) December 31, 2022 Investment Principal Balance Carrying Value (1) Future Funding Commitments (2) Weighted Average Interest Rate Weighted Average Term (3) Senior Secured Loans $ 495,901 $ 492,895 $ 584,049 7.8 % 3.2 years Mezzanine Loans 196,597 192,898 514,882 9.1 % 4.3 years Total $ 692,498 $ 685,793 $ 1,098,931 8.2 % 3.5 years ____________________ (1) Carrying value includes unamortized loan origination costs and are net of allowance for credit losses. (2) Our future funding commitments are subject to our borrowers' compliance with the financial covenants and other applicable provisions of each respective loan agreement. (3) The weighted average interest rate is based on current outstanding principal balance and SOFR, as applicable for floating rate loans, as of December 31, 2023. (4) Assumes all extension options are exercised; however, our loans may be repaid, subject to certain conditions, prior to such date. (5) Represents our investment in the Hard Rock Ottawa Notes, which are accounted for as held-to-maturity securities. (6) On May 1, 2023, the Caesars Forum Convention Center mortgage loan, representing $400.0 million in principal balance of our senior secured loans, was repaid in full. |
Allowance for Credit Losses
Allowance for Credit Losses | 12 Months Ended |
Dec. 31, 2023 | |
Credit Loss [Abstract] | |
Allowance for Credit Losses | Allowance for Credit Losses Under ASC 326, we are required to estimate and record non-cash credit losses related to our historical and any future investments in sales-type leases, lease financing receivables, loans and securities classified as held-to-maturity. The following tables detail the allowance for credit losses as of December 31, 2023 and December 31, 2022: December 31, 2023 ($ In thousands) Amortized Cost Allowance (1) Net Investment Allowance as a % of Amortized Cost Investments in leases - sales-type $ 23,717,060 $ (701,129) $ 23,015,931 2.96 % Investments in leases - financing receivables 18,914,734 (703,632) 18,211,102 3.72 % Investments in loans and securities 1,173,949 (29,772) 1,144,177 2.54 % Other assets - sales-type sub-leases 866,052 (18,722) 847,330 2.16 % Totals $ 44,671,795 $ (1,453,255) $ 43,218,540 3.25 % December 31, 2022 ($ In thousands) Amortized Cost Allowance Net Investment Allowance as a % of Amortized Cost Investments in leases - sales-type $ 17,742,712 $ (570,387) $ 17,172,325 3.21 % Investments in leases - financing receivables 17,467,477 (726,707) 16,740,770 4.16 % Investments in loans and securities 692,658 (6,865) 685,793 0.99 % Other assets - sales-type sub-leases 784,259 (19,750) 764,509 2.52 % Totals $ 36,687,106 $ (1,323,709) $ 35,363,397 3.61 % ____________________ (1) The total allowance excludes the CECL allowance for unfunded commitments of our loans and for unfunded commitments made to our tenants to fund the development and construction of improvements at our properties. As of December 31, 2023 and December 31, 2022, such allowance is $19.1 million and $45.1 million, respectively, and is recorded in Other liabilities. The following chart reflects the roll-forward of the allowance for credit losses on our real estate portfolio for the years ended December 31, 2023, 2022 and 2021: Year Ended December 31, (In thousands) 2023 2022 2021 Beginning Balance January 1, $ 1,368,819 $ 534,325 $ 553,879 Initial allowance from current period investments 293,033 573,624 1,725 Current period change in credit allowance (189,466) 260,870 (21,279) Charge-offs — — — Recoveries — — — Ending Balance December 31, $ 1,472,386 $ 1,368,819 $ 534,325 During the year ended December 31, 2023, we recognized a $103.6 million increase in our allowance for credit losses primarily driven by the following: • Initial CECL allowances of $279.0 million on our $4.1 billion property acquisition activity and $14.0 million on our $698.2 million of loan origination activity during such period; and • A net increase as a result of standard annual updates to the CECL model used and certain related inputs, including the Long-Term Period probability of default, or PD. • This increase was partially offset by an overall decrease in the reasonable and supportable period, or R&S Period PD of our tenants and their parent guarantors (as applicable) as a result of their market performance during the year and changes in the macroeconomic model used to scenario condition such inputs . During the year ended December 31, 2022, we recognized a $834.5 million increase in our allowance for credit losses primarily driven by the following: • Initial CECL allowances of $540.5 million on our $21.6 billion of property acquisition activity and $33.1 million on our $1.2 billion loan origination activity during such period; • An increase in the R&S Period PD of our tenants and their parent guarantors (as applicable) as a result of their market performance during the year and changes in the macroeconomic model used to scenario condition such inputs; and • A net increase as a result of standard annual updates to the CECL model used and certain related inputs, including the Long-Term Period PD. • These increases were partially offset by a decrease in the Long-Term Period PD, due to an upgrade of the credit rating of the senior secured debt used to determine the Long-Term Period PD for one of our tenants. During the year ended December 31, 2021, we recognized a $19.6 million decrease in our allowance for credit losses primarily driven by the following: • The decrease in the R&S Period PD of our tenants or borrowers and their parent guarantors as a result of an improvement in their economic outlook due to the reopening of all of their gaming operations and relative performance of such operations during 2021 a nd changes in the macroeconomic model used to scenario condition such input ; • The decrease in the Long-Term Period PD due to an upgrade of the credit rating of the senior secured debt used to determine the Long-Term Period PD for one of our tenants during 2021; and • A net decrease as a result of standard annual updates to the CECL model used and certain related inputs, including the Long-Term Period PD. Credit Quality Indicators We assess the credit quality of our investments through the credit ratings of the senior secured debt of the guarantors of our leases, as we believe that our lease agreements have a similar credit profile to a senior secured debt instrument. The credit quality indicators are reviewed by us on a quarterly basis as of quarter-end. In instances where the guarantor of one of our lease agreements does not have senior secured debt with a credit rating, we use either a comparable proxy company or the overall corporate credit rating, as applicable. We also use this credit rating to determine the Long-Term Period PD when estimating credit losses for each investment. The following tables detail the amortized cost basis of our investments by the credit quality indicator we assigned to each lease or loan guarantor as of December 31, 2023, 2022 and 2021: December 31, 2023 (In thousands) Ba2 Ba3 B1 B2 B3 N/A (2) Total Investments in leases - sales-type and financing receivable, Investments in loans and Other assets (1) $ 4,317,380 $ 32,976,433 $ 3,682,802 $ 881,917 $ 1,316,817 $ 1,496,446 $ 44,671,795 December 31, 2022 (In thousands) Ba2 Ba3 B1 B2 B3 N/A (2) Total Investments in leases - sales-type and financing receivable, Investments in loans and Other assets (1) $ 4,247,315 $ 28,095,234 $ 2,594,203 $ 875,749 $ 581,973 $ 292,632 $ 36,687,106 December 31, 2021 (In thousands) Ba2 Ba3 B1 B2 B3 N/A (2) Total Investments in leases - sales-type and financing receivable, Investments in loans and Other assets (1) $ — $ 951,033 $ 14,888,770 $ 868,629 $ 279,579 $ 98,739 $ 17,086,749 ____________________ (1) Excludes the CECL allowance for unfunded commitments recorded in Other liabilities as such commitments are not currently reflected on our Balance Sheets, rather the CECL allowance is based on our current best estimate of future funding commitments. (2) |
Other Assets and Other Liabilit
Other Assets and Other Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Other Assets and Other Liabilities | Other Assets and Other Liabilities Other Assets The following table details the components of our other assets as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Sales-type sub-leases, net (1) $ 847,330 $ 764,509 Property and equipment used in operations, net 66,946 67,209 Right of use assets and sub-lease right of use assets 38,345 45,008 Debt financing costs 11,332 18,646 Deferred acquisition costs 10,087 12,834 Other receivables 9,660 6,474 Deferred income taxes 9,423 — Interest receivable 9,351 6,911 Tenant receivables 6,236 5,498 Prepaid expenses 4,728 7,348 Forward-starting interest rate swaps 1,563 — Other 329 1,891 Total other assets $ 1,015,330 $ 936,328 ___________________________________________________ (1) As of December 31, 2023 and December 31, 2022, sales-type sub-leases are net of $18.7 million and $19.8 million of Allowance for credit losses, respectively. Refer to Note 5 - Allowance for Credit Losses for further details. Property and equipment used in operations, included within other assets, is primarily attributable to the land, building and improvements of our golf operations and consists of the following as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Land and land improvements $ 60,461 $ 60,332 Buildings and improvements 15,727 15,125 Furniture and equipment 12,432 9,563 Total property and equipment used in operations 88,620 85,020 Less: accumulated depreciation (21,674) (17,811) Total property and equipment used in operations, net $ 66,946 $ 67,209 Year Ended December 31, (In thousands) 2023 2022 2021 Depreciation expense $ 4,298 $ 3,182 $ 3,091 Other Liabilities The following table details the components of our other liabilities as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Finance sub-lease liabilities $ 866,052 $ 784,259 Deferred financing liabilities 73,600 73,600 Lease liabilities and sub-lease liabilities 38,345 45,039 CECL allowance for unfunded commitments 19,131 45,110 Derivative liability 11,218 — Deferred income taxes 4,506 4,339 Other 250 125 Total other liabilities $ 1,013,102 $ 952,472 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following tables detail our debt obligations (each as defined in the column titled “Description of Debt”) as of December 31, 2023 and 2022: ($ In thousands) December 31, 2023 Description of Debt Maturity Interest Rate Principal Amount Carrying Value (1) Revolving Credit Facility USD Borrowings (2) March 31, 2026 SOFR + 1.05% $ — $ — CAD Borrowings (2) (3) March 31, 2026 CDOR + 1.05% 162,346 162,346 GBP Borrowings (2) (3) March 31, 2026 SONIA + 1.05% 11,458 11,458 MGM Grand/Mandalay Bay CMBS Debt March 5, 2032 3.558% 3,000,000 2,773,758 November 2019 Notes 2026 Maturity December 1, 2026 4.250% 1,250,000 1,241,678 2029 Maturity December 1, 2029 4.625% 1,000,000 990,531 February 2020 Notes 2025 Maturity February 15, 2025 3.500% 750,000 747,364 2027 Maturity February 15, 2027 3.750% 750,000 744,762 2030 Maturity August 15, 2030 4.125% 1,000,000 990,111 April 2022 Notes 2025 Maturity May 15, 2025 4.375% 500,000 497,864 2028 Maturity February 15, 2028 4.516% (4) 1,250,000 1,239,594 2030 Maturity February 15, 2030 4.541% (4) 1,000,000 989,347 2032 Maturity May 15, 2032 3.980% (4) 1,500,000 1,482,836 2052 Maturity May 15, 2052 5.625% 750,000 735,854 Exchange Notes 2024 Maturity May 1, 2024 5.625% 1,024,169 1,025,431 2025 Maturity June 15, 2025 4.625% 799,368 790,019 2026 Maturity September 1, 2026 4.500% 480,524 467,728 2027 Maturity February 1, 2027 5.750% 729,466 736,277 2028 Maturity January 15, 2028 4.500% 349,325 339,043 2029 Maturity February 15, 2029 3.875% 727,114 670,939 MGP OP Notes 2024 Maturity May 1, 2024 5.625% 25,831 25,849 2025 Maturity June 15, 2025 4.625% 632 622 2026 Maturity September 1, 2026 4.500% 19,476 18,792 2027 Maturity February 1, 2027 5.750% 20,534 20,523 2028 Maturity January 15, 2028 4.500% 675 646 2029 Maturity February 15, 2029 3.875% 22,886 20,753 Total Debt 4.351% (5) $ 17,123,804 $ 16,724,125 ($ In thousands) December 31, 2022 Description of Debt Maturity Interest Rate Principal Amount Carrying Value (1) Revolving Credit Facility (2) March 31, 2026 SOFR + 1.05% $ — $ — Delayed Draw Term Loan (6) March 31, 2025 SOFR +1.20% — — November 2019 Notes 2026 Maturity December 1, 2026 4.250% 1,250,000 1,238,825 2029 Maturity December 1, 2029 4.625% 1,000,000 988,931 February 2020 Notes 2025 Maturity February 15, 2025 3.500% 750,000 745,020 2027 Maturity February 15, 2027 3.750% 750,000 743,086 2030 Maturity August 15, 2030 4.125% 1,000,000 988,626 April 2022 Notes 2025 Maturity May 15, 2025 4.375% 500,000 496,314 2028 Maturity February 15, 2028 4.516% (4) 1,250,000 1,237,082 2030 Maturity February 15, 2030 4.541% (4) 1,000,000 987,618 2032 Maturity May 15, 2032 3.980% (4) 1,500,000 1,480,799 2052 Maturity May 15, 2052 5.625% 750,000 735,360 Exchange Notes 2024 Maturity May 1, 2024 5.625% 1,024,169 1,029,226 2025 Maturity June 15, 2025 4.625% 799,368 783,659 2026 Maturity September 1, 2026 4.500% 480,524 463,018 2027 Maturity February 1, 2027 5.750% 729,466 738,499 2028 Maturity January 15, 2028 4.500% 349,325 336,545 2029 Maturity February 15, 2029 3.875% 727,114 660,489 MGP OP Notes 2024 Maturity May 1, 2024 5.625% 25,831 25,901 2025 Maturity June 15, 2025 4.625% 632 615 2026 Maturity September 1, 2026 4.500% 19,476 18,542 2027 Maturity February 1, 2027 5.750% 20,534 20,520 2028 Maturity January 15, 2028 4.500% 675 639 2029 Maturity February 15, 2029 3.875% 22,886 20,361 Total Debt 4.496% (5) $ 13,950,000 $ 13,739,675 ____________________ (1) Carrying value is net of unamortized original issue discount and unamortized debt issuance costs incurred in conjunction with debt. (2) Borrowings under the Revolving Credit Facility bear interest at a rate based on a credit rating-based pricing grid with a range of 0.775% to 1.325% margin plus SOFR (or CDOR or SONIA, as applicable), depending on our credit ratings, with an additional 0.10% adjustment. Additionally, the commitment fees under the Revolving Credit Facility are calculated on a credit rating-based pricing grid with a range of 0.15% to 0.375%, for both instruments depending on our credit ratings. For the year ended December 31, 2023, the commitment fees for the Revolving Credit Facility was 0.375%. (3) On January 3, 2023, we drew on the Revolving Credit Facility in the amount of C$140.0 million to fund a portion of the purchase price of the PURE Canadian Gaming Transaction. On August 31, 2023, we drew on the Revolving Credit Facility in the amount of C$75.0 million to fund a portion of the purchase price of the Century Canadian Portfolio Transaction. On October 24, 2023, we drew on the Revolving Credit Facility in the amount of £9.0 million to fund the Cabot Highlands Loan. The balances above are inclusive of foreign currency remeasurement. (4) Interest rates represent the contractual interest rates adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 - Derivatives ). The contractual interest rates on the April 2022 Notes maturing 2028, 2030 and 2032 are 4.750%, 4.950% and 5.125%, respectively. (5) The interest rate represents the weighted average interest rates of the outstanding debt adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 - Derivatives ), as applicable. The contractual weighted average interest rate as of December 31, 2023, which excludes the impact of the forward-starting interest rate swaps and treasury locks, was 4.49%. (6) The Delayed Draw Term Loan was available to be drawn up to 12 months following the effective date of February 8, 2022. On February 8, 2023, the Delayed Draw Term Loan facility expired undrawn in accordance with its terms. The following table is a schedule of future minimum payments of our debt obligations as of December 31, 2023: (In thousands) Future Minimum Payments 2024 $ 1,050,000 2025 2,050,000 2026 1,923,804 2027 1,500,000 2028 1,600,000 Thereafter 9,000,000 Total minimum repayments $ 17,123,804 Senior Unsecured Notes As set forth in the above table, our outstanding senior unsecured notes consist of (i) $2.25 billion aggregate principal amount of November 2019 Senior Notes issued on November 26, 2019, (ii) $2.5 billion aggregate principal amount of February 2020 Notes issued on February 5, 2020, (iii) $5.0 billion aggregate principal amount of April 2022 Notes issued on April 29, 2022, (iv) approximately $4.1 billion aggregate principal amount of Exchange Notes issued on April 29, 2022, in each case issued by the VICI LP and VICI Note Co. Inc., and (v) approximately $90.0 million aggregate principal amount of MGP OP Notes, which were originally issued by MGM Growth Properties Operating Partnership LP and a co-issuer and remain outstanding following the issuance of the Exchange Notes pursuant to the exchange offer and consent solicitation for the then-outstanding MGP OP Notes, which settled in connection with the completion of our acquisition of MGP on April 29, 2022 (collectively, the “Senior Unsecured Notes”). Subject to the terms and conditions of the respective indentures, each series of Senior Unsecured Notes is redeemable at our option, in whole or in part, at any time for a specified period prior to the maturity date of such series at the redemption prices set forth in the respective indenture governing such series. In addition, we may redeem some or all of such notes prior to such respective dates at a price equal to 100% of the principal amount thereof plus a “make-whole” premium. Guarantee and Financial Covenants None of the Senior Unsecured Notes are guaranteed by any subsidiaries of VICI LP. The Exchange Notes, the MGP OP Notes and the April 2022 Notes benefit from a pledge of the limited partnership interests of VICI LP directly owned by VICI OP (the “Limited Equity Pledge”). The Limited Equity Pledge has also been granted in favor of (i) the administrative agent and the lenders under the Credit Agreement and (ii) the trustee under the indentures governing, and the holders of, the November 2019 Notes and the February 2020 Notes. Pursuant to the terms of the respective indentures, in the event that the November 2019 Notes, February 2020 Notes and Exchange Notes (i) are rated investment grade by at least two of S&P, Moody’s and Fitch and (ii) no default or event of default has occurred and is continuing under the respective indentures, VICI LP and its restricted subsidiaries will no longer be subject to certain of the restrictive covenants under such indentures. On April 18, 2022, the November 2019 Notes, February 2020 Notes and Exchange Notes were rated investment grade by each of S&P and Fitch and VICI LP notified the trustee of such Suspension Date (as defined in the indentures). Accordingly, VICI LP and its restricted subsidiaries are no longer subject to certain of the restrictive covenants under such indentures, but are subject to a maintenance covenant requiring VICI LP and its restricted subsidiaries to maintain a certain total unencumbered assets to unsecured debt ratio. In the event that the November 2019 Notes, February 2020 Notes and Exchange Notes are no longer rated investment grade by at least two of S&P, Moody’s and Fitch, then VICI LP and its restricted subsidiaries will again be subject to all of the covenants of the respective indentures, as applicable, but will no longer be subject to the maintenance covenant. The indenture governing the April 2022 Notes contains certain covenants that limit the ability of VICI LP and its subsidiaries to incur secured and unsecured indebtedness and VICI LP to consummate a merger, consolidation or sale of all or substantially all of its assets. In addition, VICI LP is required to maintain total unencumbered assets of at least 150% of total unsecured indebtedness. These covenants are subject to a number of important exceptions and qualifications. Unsecured Credit Facilities On February 8, 2022, we entered into a credit agreement by and among VICI LP, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, as amended from time to time (“Credit Agreement”), providing for (i) a revolving credit facility in the amount of $2.5 billion scheduled to mature on March 31, 2026 (“Revolving Credit Facility”) and (ii) a delayed draw term loan in the amount of $1.0 billion scheduled to mature on March 31, 2025 (“Delayed Draw Term Loan”). The Delayed Draw Term Loan was available to be drawn up to 12 months following the effective date of February 8, 2022 and expired undrawn on February 8, 2023 in accordance with its terms. The Revolving Credit Facility includes two six-month maturity extension options the exercise of which is subject to customary conditions and the payment of an extension fee of 0.0625% on the extended commitments. Additionally, the Revolving Credit Facility includes the option to increase the revolving loan commitments by up to $1.0 billion to the extent that any one or more lenders (from the syndicate or otherwise) agree to provide such additional credit extensions. On July 15, 2022, the Credit Agreement was amended pursuant to a First Amendment among VICI LP and the lenders party thereto, in order to permit borrowings under the Revolving Credit Facility in certain foreign currencies in an aggregate principal amount of up to the equivalent of $1.25 billion. On August 4, 2023, the Credit Agreement was amended pursuant to a Second Amendment among VICI LP and the lenders party thereto, in order to replace certain of the participating lenders. Borrowings under the Revolving Credit Facility bear interest, at VICI LP’s option, at a benchmark rate based on SOFR (or CDOR for Canadian dollars or SONIA for Sterling) (including a credit spread adjustment) plus a margin ranging from 0.775% to 1.325% or a base rate (or Canadian prime rate for Canadian dollars) plus a margin ranging from 0.00% to 0.325%, in each case, with the actual margin determined according to VICI LP’s debt ratings. The base rate is the highest of (i) the prime rate of interest last quoted by the Wall Street Journal in the U.S. then in effect, (ii) the NYFRB rate from time to time plus 0.5% and (iii) the SOFR rate for a one-month interest period plus 1.0%, subject in each case to a floor of 1.0%. The Canadian prime rate is the highest of (i) the PRIMCAN Index rate and (ii) the average rate for thirty day Canadian Dollar bankers’ acceptance quoted by Reuters plus 1.0%, subject in each case to a floor of 1.0%. In addition, the Revolving Credit Facility requires the payment of a facility fee ranging from 0.15% to 0.375% (depending on VICI LP’s debt rating) of total revolving commitments. Pursuant to the terms of the Credit Agreement, VICI LP is subject to, among other things, customary covenants and the maintenance of various financial covenants. The Credit Agreement is consistent with certain tax-related requirements related to security for the Company’s debt. Our draw and repayment activity for the Revolving Credit Facility during the years ended December 31, 2023 and 2022 is set forth below: • On October 24, 2023, we drew on the Revolving Credit Facility in the amount of £9.0 million (approximately US$10.9 million based on the exchange rate at the time of funding) to fund the Cabot Highlands Loan. • On August 31, 2023, we drew on the Revolving Credit Facility in the amount of C$75.0 million (approximately US$55.0 million based on the exchange rate at the time of the acquisition) to fund a portion of the purchase price of the Century Canadian Portfolio Transaction. • On January 3, 2023, we drew on the Revolving Credit Facility in the amount of C$140.0 million (approximately US$103.4 million based on the exchange rate at the time of the acquisition) to fund a portion of the purchase price of the PURE Canadian Gaming Transaction. • On February 18, 2022, we drew on the Revolving Credit Facility in the amount of $600.0 million to fund a portion of the purchase price of the acquisition of the Venetian Resort, which closed on February 23, 2022 (“Venetian Acquisition”). On April 29, 2022, we repaid the outstanding balance of the Revolving Credit Facility using the proceeds from the April 2022 Notes offering. Senior Secured Credit Facilities In December 2017, VICI Properties 1 LLC (“VICI PropCo”) entered into a credit agreement (as amended, amended and restated and otherwise modified, the “2017 Credit Agreement”), comprised of a $2.2 billion seven-year senior secured first lien term loan facility (“Term Loan B Facility”) and a $1.0 billion secured revolving credit facility (the Term Loan B Facility and the secured revolving credit facility, as amended, are referred to together as the “Senior Secured Credit Facilities”). The Term Loan B Facility was repaid in full on September 15, 2021, resulting in recognition of a loss on extinguishment of debt of $15.6 million during the year ended December 31, 2021, representing the write-off of the remaining unamortized deferred financing costs. On February 8, 2022, we terminated the secured revolving credit facility (including the first priority lien on substantially all of VICI PropCo’s material assets and those of its existing and subsequently acquired wholly owned material domestic restricted subsidiaries) and the 2017 Credit Agreement and entered into the Credit Agreement, as described above. MGM Grand/Mandalay Bay CMBS Debt On January 9, 2023, as a result of the MGM Grand/Mandalay Bay JV Interest Acquisition, we consolidated the assets and liabilities of the MGM Grand/Mandalay Bay JV, which includes the $3.0 billion in principal amount of outstanding CMBS debt (the “MGM Grand/ Mandalay Bay CMBS Debt”). The MGM Grand/Mandalay Bay CMBS Debt was originally incurred on February 14, 2020 pursuant to a loan agreement (as amended from time to time, the “MGM Grand/Mandalay Bay CMBS Loan Agreement”), and is secured primarily by mortgages on certain affiliates of the MGM Grand/Mandalay Bay JV’s fee interest in the real estate assets related to the MGM Grand Las Vegas and the Mandalay Bay Resort and Casino. The MGM Grand/Mandalay Bay CMBS Debt matures in March 2032 and bears interest at 3.558% per annum until March 2030 at which time the rate can change in accordance with the terms of the MGM Grand Mandalay Bay CMBS Loan Agreement until maturity. The MGM Grand/Mandalay Bay CMBS Loan Agreement contains certain customary affirmative and negative covenants and events of default, including, among other things, restrictions on the ability of the MGM Grand/Mandalay Bay JV and certain of its affiliates to incur additional debt and transfer, pledge or assign certain equity interests or its assets, and covenants requiring certain affiliates of the MGM Grand/Mandalay Bay JV to exist as “special purpose entities,” maintain certain ongoing reserve funds and comply with other customary obligations for commercial mortgage-backed securities loan financings. Bridge Facilities In connection with our acquisitions, from time to time, we enter into agreements with certain lenders pursuant to which they provide financing commitments, typically consisting of a 364-day first lien secured bridge facility, for the purpose of providing all or a portion of financing necessary in connection with the closing of such transactions. A description of our previous bridge facilities is included below: • MGP Transactions Bridge Facility : On August 4, 2021, VICI PropCo entered into a Commitment Letter with certain lenders pursuant to which they provided commitments in an amount up to $9.3 billion in the aggregate for the purpose of providing a portion of the financing necessary in connection with the closing of the MGP Transactions, which was fully terminated on April 29, 2022 in connection with such closing. • Venetian Acquisition Bridge Facility : On March 2, 2021, VICI PropCo entered into a Commitment Letter with certain lenders pursuant to which they provided commitments in an amount up to $4.0 billion in the aggregate for the purpose of providing a portion of the financing necessary to fund the consideration in connection with the closing of the Venetian Acquisition, which was fully terminated on February 23, 2022 in connection with such closing. In each case the commitments were subject to a tiered commitment fee based on the period the respective commitment was outstanding and a structuring fee. The following table shows the amount of such fees recognized in Interest expense on our Statement of Operations for the years ended December 31, 2023, 2022 and 2021: Year Ended December 31, (In thousands) 2023 2022 2021 MGP Transactions Bridge Facility $ — $ 15,338 $ 38,762 Venetian Acquisition Bridge Facility — 968 16,387 Financial Covenants As described above, our debt obligations are subject to certain customary financial and protective covenants that restrict VICI LP, VICI PropCo and its subsidiaries’ ability to incur additional debt, sell certain asset and restrict certain payments, among other things. These covenants are subject to a number of exceptions and qualifications, including the ability to make restricted payments to maintain our REIT status. At December 31, 2023, we are in compliance with all financial covenants under our debt obligations. |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives Forward-Starting Derivatives From March through December 2023, we entered into seven forward-starting interest rate swap agreements with an aggregate notional amount of $500.0 million to hedge against changes in future cash flows resulting from changes in interest rates from the trade date through the forecasted issuance of $500.0 million of senior unsecured notes. We hedged our exposure to the variability in future cash flows for a forecasted issuance of long-term debt over a maximum period ending December 2024. The forward-starting interest rate swaps are designated as cash-flow hedges. The following tables detail our outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of December 31, 2023. As of December 31, 2022, there were no derivative instruments outstanding. ($ in thousands) December 31, 2023 Instrument Number of Instruments Weighted Average Rate Notional Index Maturity Forward-starting interest rate swap 7 3.6685% $500,000 USD SOFR- COMPOUND March 6, 2034 From December 2021 through April 2022, we entered into five forward-starting interest rate swap agreements with an aggregate notional amount of $2.5 billion and two U.S. Treasury Rate Lock agreements with an aggregate notional amount of $500.0 million to hedge against changes in future cash flows resulting from changes in interest rates from the trade date through the forecasted issuance date of $3.0 billion of long-term debt. The forward-starting interest rate swaps and treasury locks were designated as cash-flow hedges. In April 2022, in connection with the April 2022 Notes offering, we settled the outstanding forward-starting interest rate swaps for total net proceeds of $202.3 million and the treasury locks for total net proceeds of $4.5 million. Since the forward-starting swaps and treasury locks were hedging the interest rate risk on the April 2022 Notes, the unrealized gain in Accumulated other comprehensive income will be amortized over the term of the respective derivative instruments, which matches that of the underlying note, as a reduction in interest expense. The following table presents the effect of our forward-starting derivative financial instruments on our Statement of Operations: Year Ended December 31, (In thousands) 2023 2022 2021 Unrealized (loss) gain recorded in other comprehensive income $ (9,655) $ 200,550 $ — Reduction in interest expense related to the amortization of the forward-starting interest rate swaps and treasury locks (24,148) (16,233) — Net Investment Hedges The C$140.0 million, C$75.0 million and £9.0 million draws on the Revolving Credit Facility in connection with the PURE Canadian Gaming Transaction, Century Canadian Portfolio Transaction and Cabot Highlands loan, respectively, reduce the impact of exchange rate variations associated with our investments in such entities, and, accordingly, has been designated as a hedge of the net investment in the PURE Canadian Gaming entities, Century Canadian Portfolio entities and Cabot Highlands entity, respectively. As non-derivative net investment hedges, the impact of changes in foreign currency exchange rates on the principal balances are recognized as a cumulative translation adjustment within accumulated other comprehensive income. For the year ended December 31, 2023, we recognized $6.2 million in unrealized losses related to such net investment hedges, which were recorded as a component of Foreign currency translation adjustments in the Statement of Operations. Interest Rate Swaps In April 2018 and January 2019, we entered into six interest rate swap agreements with third party financial institutions having an aggregate notional amount of $2.0 billion which were designated as cash flow hedges that effectively fixed the LIBOR component of the interest rate on a portion of the outstanding debt under the Term Loan B Facility. On September 15, 2021, in connection with the full repayment of the Term Loan B Facility, we unwound and settled all of our outstanding interest rate swap agreements resulting in a cash payment of $66.9 million, inclusive of accrued interest of $2.7 million. The full amount held in Other comprehensive income, $64.2 million, was immediately reclassified to Interest expense. The following table presents the effect of our interest rate swaps on our Statement of Operations: Year Ended December 31, (In thousands) 2023 2022 2021 Unrealized gain recorded in other comprehensive income $ — $ — $ 29,166 Interest from interest rate swaps recorded in interest expense — — 29,960 Interest rate swap settlement recorded in interest expense — — 64,239 |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value | Fair Value The following tables summarize our assets and liabilities measured at fair value on a recurring basis as of December 31, 2023 and 2022: December 31, 2023 Fair Value (In thousands) Carrying Amount Level 1 Level 2 Level 3 Financial assets: Derivative instruments - forward-starting interest rate swap (1) $ 1,563 $ — $ 1,563 $ — Financial liabilities: Derivative instruments - forward-starting interest rate swap (1) $ 11,218 $ — $ 11,218 $ — December 31, 2022 Fair Value (In thousands) Carrying Amount Level 1 Level 2 Level 3 Financial assets: Short-term investments (2) $ 217,342 $ — $ 217,342 $ — ____________________ (1) The fair values of our interest rate swap derivative instruments were estimated using advice from a third-party derivative specialist, based on contractual cash flows and observable inputs comprising interest rate curves and credit spreads, which are Level 2 measurements as defined under ASC 820. (2) The carrying value of these investments is equal to their fair value due to the short-term nature of the investments as well as their credit quality. The estimated fair values of our financial instruments at December 31, 2023 and 2022 for which fair value is only disclosed are as follows: December 31, 2023 December 31, 2022 (In thousands) Carrying Amount Fair Value Carrying Amount Fair Value Financial assets: Investments in leases - financing receivables (1) $ 18,211,102 $ 17,717,435 $ 16,740,770 $ 17,871,771 Investments in loans and securities (2) 1,144,177 1,060,249 685,793 675,456 Cash and cash equivalents 522,574 522,574 208,933 208,933 Financial liabilities: Debt (3) Revolving Credit Facility $ 173,804 $ 173,804 $ — $ — MGM Grand/Mandalay Bay CMBS Debt 2,773,758 2,627,984 — — Senior Unsecured Notes 13,776,563 13,469,176 13,739,675 13,020,636 ____________________ (1) Represents our asset acquisitions structured as sale leaseback transactions. In accordance with ASC 842, since the lease agreements were determined to meet the definition of a sales-type lease and control of the asset is not considered to have been transferred to us, such lease agreements are accounted for as financings under ASC 310. Except as noted below, the fair value of these assets is based on significant “unobservable” market inputs and, as such, these fair value measurements are considered Level 3 of the fair value hierarchy. In relation to the Century Canadian Portfolio component of the Century Master Lease, the Bowlero Master Lease and the Chelsea Piers Lease, given the proximity of the date of our investment to the date of the financial statements, we determined that the fair value materially approximates the purchase price of the acquisition of these financial assets. (2) The fair value of investments in loans is based on significant “unobservable” market inputs and, as such, these fair value measurements are considered Level 3 of the fair value hierarchy. The fair value of our senior secured notes was estimated using quoted prices for identical or similar liabilities in markets that are not active and, as such, these fair value measurements are considered Level 2 of the fair value hierarchy. (3) The fair value of our debt instruments was estimated using quoted prices for identical or similar liabilities in markets that are not active and, as such, these fair value measurements are considered Level 2 of the fair value hierarchy. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | Commitments and Contingent Liabilities Litigation In the ordinary course of business, from time to time, we may be subject to legal claims and administrative proceedings. As of December 31, 2023, we are not subject to any litigation that we believe could have, individually or in the aggregate, a material adverse effect on our business, financial condition or results of operations, liquidity or cash flows. Lease Commitments • Operating Lease Commitments. We are liable under various operating leases for: (i) land at the Cascata golf course, which expires in 2038 and has three 10-year extension options and (ii) our corporate headquarters in New York, NY, which expires in 2035 and has one five-year renewal option. • Sub-Lease Commitments. Certain of our acquisitions necessitate that we assume, as the lessee, ground and use leases that are integral to the operations of the property, the cost of which is passed to our tenants through our lease agreements, which require the tenants to pay all costs associated with such ground and use leases and provide for their direct payment to the landlord. We have determined we are the primary obligor of certain of such ground and use leases and, accordingly, have presented these leases on a gross basis on our Balance Sheets and Statement of Operations. For the ground and use leases determined to be operating leases, we recorded sub-lease right-of-use assets in Other assets and sub-lease liabilities in Other liabilities. For ground and lease uses determined to be finance leases, we recorded a sales-type sub-lease in Other assets and finance sub-lease liability in Other liabilities. The following table details the balance and location in our Balance Sheets of the ground and use sub-leases as of December 31, 2023 and December 31, 2022: (In thousands) December 31, 2023 December 31, 2022 Others assets (operating lease and sub-leases right-of-use assets) $ 38,345 $ 45,008 Other liabilities (operating lease and sub-lease liabilities) 38,345 45,039 Others assets (sales-type sub-leases, net) (1) 847,330 764,509 Other liabilities (finance sub-lease liabilities) 866,052 784,259 ___________________ (1) As of December 31, 2023 and December 31, 2022, sales-type sub-leases are net of $18.7 million and $19.8 million of allowance for credit losses, respectively. Refer to Note 5 – Allowance for Credit Losses for further details. Total rental expense for operating lease commitments and total rental income and rental expense for operating and Finance sub-lease commitments and contractual rent expense under these agreements were as follows: Year Ended December 31, (In thousands) 2023 2022 2021 Operating leases Rental expense (1) $ 2,004 $ 2,006 $ 2,009 Contractual rent $ 1,905 $ 1,901 $ 1,881 Operating sub-leases Rental income and expense (2) $ 6,849 $ 5,707 $ — Contractual rent $ 6,585 $ 5,338 $ — Finance sub-leases Rental income and expense (2) $ 58,240 $ 47,819 $ 22,484 Contractual rent $ 59,094 $ 52,191 $ 26,350 ___________________ (1) Total rental expense is included in golf operations and general and administrative expenses in our Statement of Operations. (2) Total rental income and rental expense for operating and finance sub-lease commitments are presented gross and included in Other income and Other expenses in our Statement of Operations. The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at December 31, 2023 are as follows: (In thousands) Operating Lease Commitments Operating Sub-Lease Commitments Financing Sub-Lease Commitments 2024 $ 1,347 $ 6,553 $ 65,538 2025 2,025 5,129 65,715 2026 2,772 3,934 65,715 2027 2,792 4,010 65,715 2028 2,814 3,034 65,800 Thereafter 23,515 2,094 2,783,264 Total minimum lease commitments $ 35,265 $ 24,754 $ 3,111,747 Discounting factor 20,030 1,644 2,245,695 Lease liability $ 15,235 $ 23,110 $ 866,052 Discount rates (1) 5.3% -7.0% 2.6% - 2.9% 5.6% - 8.3% Weighted average remaining lease term 13.0 years 4.7 years 52.5 years ____________________ (1) The discount rates for the leases were determined based on the yield of our then current secured borrowings, adjusted to match borrowings of similar terms. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity Stock Authorized As of December 31, 2023, we had the authority to issue 1,400,000,000 shares of stock, consisting of 1,350,000,000 shares of common stock, $0.01 par value per share and 50,000,000 shares of Preferred Stock, $0.01 par value per share. Public Offerings From time to time, we offer shares of our common stock through public offerings registered with the SEC. In connection with such offerings, we may issue and sell the offered shares of common stock upon settlement of the offering or, alternatively, enter into forward sale agreements with respect to all or a portion of the shares of common stock sold in such public offerings, pursuant to which the offered shares are borrowed by the forward sale purchasers and the issuance of such shares takes place upon settlement of the applicable forward sale agreement in accordance with its terms. Forward Offerings The following table summarizes our public offering activity subject to forward sale agreements during the years ended December 31, 2023, 2022 and 2021: ($ In thousands, except share and per share data) Effective Date (1) Total Shares Sold (2) Public Offering Price Per Share Aggregate Offering Value Initial Forward Sale Price Per Share Initial Net Value 2023 January 2023 Offering January 18, 2023 30,302,500 $ 33.00 $ 1,000,000 $ 31.85 $ 964,400 2022 November 2022 Offering November 8, 2022 18,975,000 30.90 580,000 30.57 579,600 2021 September 2021 Offering September 14, 2021 50,000,000 29.50 1,475,000 28.62 1,431,000 March 2021 Offering March 8, 2021 69,000,000 29.00 2,001,000 28.06 1,935,000 ____________________ (1) All forward sale agreements require settlement within one-year of the Effective Date. (2) The amounts are inclusive of shares sold pursuant to the exercise in full of the underwriters’ option to purchase additional common stock, which includes (i) 3,952,500 shares with respect to the January 2023 Offering, (ii) 2,475,000 shares with respect to the November 2022 Offering and (iii) 9,000,000 shares with respect to the March 2021 Offering. As of December 31, 2023, we did not have any shares outstanding from our marketed public forward offerings subject to forward sale agreements. Refer to “Forward Settlement Activity” below for information regarding the settlement of the forward offerings. We did not receive any proceeds from the sale of shares at the time we entered into each of the respective forward sale agreements. We determined that the forward sale agreements meet the criteria for equity classification and, therefore, are exempt from derivative accounting. We recorded the forward sale agreements at fair value at inception, which we determined to be zero. Subsequent changes to fair value are not required under equity classification. At-the-Market Offering Program On February 28, 2023, we entered into an equity distribution agreement, pursuant to which we may sell, from time to time, up to an aggregate sales price of $1,500.0 million of our common stock and concurrently terminated our previous equity distribution agreement (collectively under both equity distribution agreements, the “ATM Program”). Sales of common stock, if any, made pursuant to the ATM Program may be sold in negotiated transactions or transactions that are deemed to be “at the market” offerings, as defined in Rule 415 of the Securities Act. The ATM Program also provides that the Company may sell shares of its common stock under the ATM Program through forward sale contracts. Actual sales under the ATM Program will depend on a variety of factors including market conditions, the trading price of our common stock, our capital needs, and our determination of the appropriate sources of funding to meet such needs. The following table summarizes our activity under the ATM Program during the years ended December 31, 2023, 2022 and 2021: ($ In thousands, except share and per share data) Number of Shares Weighted Average Share Price Aggregate Value Forward Sales Price Per Share Aggregate Net Value Year Ended December 31, 2023 21,365,397 $ 30.10 $ 643,045 $ 29.70 $ 634,594 Year Ended December 31, 2022 21,617,592 33.12 715,880 32.53 703,100 Year Ended December 31, 2021 — — — — — Total 42,982,989 $ 31.62 $ 1,358,925 $ 31.12 $ 1,337,694 We did not receive any proceeds from the sale of shares at the time we entered into each of the ATM Forward Sale Agreements. We determined that the ATM Forward Sale Agreements meet the criteria for equity classification and, therefore, are exempt from derivative accounting. We recorded the ATM Forward Sale Agreements at fair value at inception, which we determined to be zero. Subsequent changes to fair value are not required under equity classification. As of December 31, 2023, we had 13.2 million forward shares outstanding under our ATM program. The net forward sales price per share of forward shares under the ATM program was $28.97 and would result in us receiving approximately $382.2 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under ATM program, it would result in a cash inflow of $38.5 million, or, if we were to net share settle the shares under the June 2023 ATM Forward Sale Agreements, it would result in us receiving approximately 1.2 million shares. Subsequent to the year ended December 31, 2023, we sold a total of approximately 9.7 million shares under the ATM Program at a weighted average price per share of $31.61 for an aggregate value of $305.5 million, all of which were sold subject to the ATM Forward Sale Agreement. After fees and other adjustments calculated in accordance with the forward sale agreement, the aggregate net value of $302.4 million yielded a net initial forward sales price per share of $31.30. Forward Settlement Activity The following table summarizes our settlement activity of the outstanding forward shares under our public offerings and the ATM Program during the years ended December 31, 2023, 2022 and 2021: ($ In thousands, except share and per share data) Settlement Date Settlement Type Number of Shares Settled Forward Share Price Upon Settlement Total Net Proceeds 2023 January 2023 Forward Sale Agreements Various Physical 30,302,500 $ 31.70 $ 960,500 November 2022 Forward Sale Agreements January 6, 2023 Physical 18,975,000 30.34 575,600 ATM Forward Shares Various Physical 29,788,250 31.75 945,700 2022 September 2021 Forward Sale Agreements February 18, 2022 Physical 50,000,000 27.81 1,390,600 March 2021 Forward Sale Agreements February 18, 2022 Physical 69,000,000 26.50 1,828,600 2021 June 2020 Forward Sale Agreement September 9, 2021 Physical 26,900,000 19.59 526,900 Total 224,965,750 $ 27.68 $ 6,227,900 Common Stock Outstanding The following table details the issuance of outstanding shares of common stock, including restricted common stock: Common Stock Outstanding 2023 2022 2021 Beginning Balance January 1 963,096,563 628,942,092 536,669,722 Issuance of common stock in primary follow-on offerings — — 65,000,000 Issuance of common stock upon physical settlement of forward sale agreements 79,065,750 119,000,000 26,900,000 Issuance of common stock in connection with the MGP Transactions — 214,552,532 — Issuance of restricted and unrestricted common stock under the stock incentive program, net of forfeitures 540,450 601,939 372,370 Ending Balance December 31 1,042,702,763 963,096,563 628,942,092 Distributions Dividends declared (on a per share basis) during the years ended December 31, 2023 and 2022 were as follows: Year Ended December 31, 2023 Declaration Date Record Date Payment Date Period Dividend March 9, 2023 March 23, 2023 April 6, 2023 January 1, 2023 – March 31, 2023 $ 0.3900 June 8, 2023 June 22, 2023 July 6, 2023 April 1, 2023 – June 30, 2023 $ 0.3900 September 7, 2023 September 21, 2023 October 5, 2023 July 1, 2023 – September 30, 2023 $ 0.4150 December 7, 2023 December 21, 2023 January 5, 2024 October 1, 2023 - December 31, 2023 $ 0.4150 Year Ended December 31, 2022 Declaration Date Record Date Payment Date Period Dividend March 10, 2022 March 24, 2022 April 7, 2022 January 1, 2022 - March 31, 2022 $ 0.3600 June 9, 2022 June 23, 2022 July 7, 2022 April 1, 2022 - June 30, 2022 $ 0.3600 September 8, 2022 September 22, 2022 October 6, 2022 July 1, 2022 - September 30, 2022 $ 0.3900 December 8, 2022 December 22, 2022 January 5, 2023 October 1, 2022 - December 31, 2022 $ 0.3900 |
Earnings Per Share and Earnings
Earnings Per Share and Earnings Per Unit | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Earnings Per Share and Earnings Per Unit | Earnings Per Share and Earnings Per Unit Earnings Per Share Basic earnings per share is computed by dividing net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share reflects the additional dilution for all potentially dilutive securities such as stock options, unvested restricted shares, unvested performance-based restricted shares and the shares to be issued by us upon settlement of any outstanding forward sale agreements for the period such dilutive security is outstanding. The shares issuable upon settlement of any outstanding forward sale agreements, as described in Note 11 - Stockholders' Equity , are reflected in the diluted earnings per share calculations using the treasury stock method for the period outstanding prior to settlement. Under this method, the number of shares of our common stock used in calculating diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of common stock that would be issued upon full physical settlement of the shares under any outstanding forward sale agreements for the period prior to settlement over the number of shares of common stock that could be purchased by us in the market (based on the average market price during the period prior to settlement) using the proceeds receivable upon full physical settlement (based on the adjusted forward sales price immediately prior to settlement). The following tables reconcile the weighted-average shares of common stock outstanding used in the calculation of basic earnings per share to the weighted-average shares of common stock outstanding used in the calculation of diluted earnings per share: Year Ended December 31, (In thousands) 2023 2022 2021 Determination of shares: Weighted-average shares of common stock outstanding 1,014,513 877,508 564,467 Assumed conversion of restricted stock 784 955 924 Assumed settlement of forward sale agreements 480 1,213 11,675 Diluted weighted-average shares of common stock outstanding 1,015,777 879,676 577,066 Year Ended December 31, (In thousands, except per share data) 2023 2022 2021 Basic: Net income attributable to common stockholders $ 2,513,540 $ 1,117,635 $ 1,013,851 Weighted-average shares of common stock outstanding 1,014,513 877,508 564,467 Basic EPS $ 2.48 $ 1.27 $ 1.80 Diluted: Net income attributable to common stockholders $ 2,513,540 $ 1,117,635 $ 1,013,851 Diluted weighted-average shares of common stock outstanding 1,015,777 879,676 577,066 Diluted EPS $ 2.47 $ 1.27 $ 1.76 Earnings Per Unit The following section presents the basic earnings per unit and diluted EPU of VICI OP, our operating partnership and the direct parent and 100% interest holder in VICI LP. VICI LP’s interests are not expressed in units. However, given that VICI OP has a unit ownership structure and the financial information of VICI OP is substantially identical with that of VICI LP, we have elected to present the EPU of VICI OP. Basic EPU is computed by dividing net income attributable to partners’ capital by the weighted-average number of units outstanding during the period. In accordance with the VICI OP limited liability company agreement, for each share of common stock issued at VICI, a corresponding unit is issued by VICI OP. Accordingly, diluted EPU reflects the additional dilution for all potentially dilutive units resulting from potentially dilutive VICI stock issuances, such as options, unvested restricted stock awards, unvested performance-based restricted stock unit awards and the units to be issued by us upon settlement of any outstanding forward sale agreements of VICI for the period such dilutive security is outstanding. The units issuable upon settlement of any outstanding forward sale agreements of VICI are reflected in the diluted EPU calculations using the treasury stock method for the period outstanding prior to settlement. Under this method, the number of units used in calculating diluted EPU is deemed to be increased by the excess, if any, of the number of units that would be issued upon full physical settlement of the units under any outstanding forward sale agreements for the period prior to settlement over the number of shares of VICI common stock that could be purchased by us in the market (based on the average market price during the period prior to settlement) using the proceeds receivable upon full physical settlement (based on the adjusted forward sales price immediately prior to settlement). Upon VICI’s physical settlement of the shares of VICI common stock under the outstanding forward sale agreement, the delivery of shares of VICI common stock resulted in an increase in the number of VICI OP units outstanding and resulting dilution to EPU. The following tables reconcile the weighted-average units outstanding used in the calculation of basic EPU to the weighted-average units outstanding used in the calculation of diluted EPU: Year Ended December 31, (In thousands) 2023 2022 2021 Determination of units: Weighted-average units outstanding 1,026,745 885,786 564,467 Assumed conversion of VICI restricted stock 784 955 924 Assumed settlement of VICI forward sale agreements 480 1,213 11,675 Diluted weighted-average units outstanding 1,028,008 887,953 577,066 Year Ended December 31, (In thousands, except per share data) 2023 2022 2021 Basic: Net income attributable to partners $ 2,535,066 $ 1,118,471 $ 1,008,534 Weighted-average units outstanding 1,026,745 885,786 564,467 Basic EPU $ 2.47 $ 1.26 $ 1.79 Diluted: Net income attributable to partners $ 2,535,066 $ 1,118,471 $ 1,008,534 Diluted weighted-average units outstanding 1,028,008 887,953 577,066 Diluted EPU $ 2.47 $ 1.26 $ 1.75 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The 2017 Stock Incentive Plan (the “Plan”) is designed to provide long-term equity-based compensation to our directors and employees. It is administered by the Compensation Committee of the Board of Directors. Awards under the Plan may be granted with respect to an aggregate of 12,750,000 shares of common stock and may be issued in the form of: (a) incentive stock options, (b) non-qualified stock options, (c) stock appreciation rights, (d) dividend equivalent rights, (e) restricted stock, (f) restricted stock units or (g) unrestricted stock. In addition, the Plan limits the total number of shares of common stock with respect to which awards may be granted to any employee or director during any one calendar year. At December 31, 2023, 10,202,301 shares of common stock remained available for issuance by us as equity awards under the Plan. Time-Based Restricted Stock During the years ended December 31, 2023, 2022 and 2021, the Company granted approximately 203,000, 384,000, and 172,000 shares of restricted stock, respectively, under the Plan, respectively, subject to vesting restrictions based on service. Such restricted time-based stock awards vest ratably on an annual basis over a service period of one Performance-Based Restricted Stock Units During the years ended December 31, 2023, 2022 and 2021 the Company granted approximately 235,000, 336,000, and 188,000 performance-based restricted stock units, respectively, at target level of performance under the Plan, which are subject to vesting restrictions based on specified absolute and relative total stockholder return goals measured over a three-year performance period. We used a Monte Carlo Simulation (risk-neutral approach) to determine the number of shares that may be earned and vested pursuant to the award as these awards were deemed to have a market condition. The risk-free interest rate assumptions used in the Monte Carlo Simulation were determined based on the zero-coupon risk-free rate of 0.2% - 4.5% and an expected price volatility of 30.0% - 35.0%. The expected price volatility was calculated based on both historical and implied volatility. The following table details the stock-based compensation expense recorded as General and administrative expense in the Statement of Operations: Year Ended December 31, (In thousands) 2023 2022 2021 Stock-based compensation expense $ 15,536 $ 12,986 $ 9,371 The following table details the activity of our incentive stock and time-based restricted stock and performance-based restricted stock units: Incentive and Time-Based Restricted Stock Performance-Based Restricted Stock Units (In thousands, except for per share data) Stock Weighted Average Grant Date Fair Value Stock Units Weighted Average Grant Date Fair Value Outstanding as of December 31, 2020 324,865 $ 23.34 530,440 $ 20.35 Granted 176,023 18.79 318,312 16.85 Vested (177,120) 19.19 (220,084) 18.39 Forfeited (23,737) 19.58 (40,534) 18.39 Canceled — — — — Outstanding as of December 31, 2021 300,031 24.72 588,134 19.32 Granted 389,715 28.84 489,207 27.03 Vested (167,465) 25.91 (227,166) 22.68 Forfeited (14,942) 25.46 (80,586) 22.68 Canceled — — — — Outstanding as of December 31, 2022 507,339 27.47 769,589 22.88 Granted 209,901 28.22 474,867 28.59 Vested (211,887) 28.13 (363,267) 19.90 Forfeited (32,718) 28.44 (115,607) 19.90 Canceled — — — — Outstanding as of December 31, 2023 472,635 $ 27.44 765,582 $ 28.28 As of December 31, 2023, there was $18.2 million of unrecognized compensation cost related to non-vested stock-based compensation arrangements under the Plan. This cost is expected to be recognized over a weighted average period of 1.6 years. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes We conduct our operations as a REIT for U.S. federal income tax purposes. U.S. federal income tax law generally requires that a REIT distribute annually at least 90% of its REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that it pays taxes at regular corporate income tax rates to the extent that it annually distributes less than 100% of its taxable income. We intend to meet those requirements and as a result, we generally will not be subject to federal income tax except for the TRS operations. The operations of VICI Golf (represented by the four golf course businesses), which are held in a TRS and certain of our other subsidiaries that operate in various states and municipalities within North America and the United Kingdom, are subject to various local, state and/or federal income taxes. Accordingly, we provide for a provision for income taxes in relation to these jurisdictions, which includes current and deferred portions. We use the asset and liability method to provide for income taxes, which requires that our income tax expense reflect the expected future tax consequences of temporary differences between the carrying amounts of assets or liabilities for financial reporting versus income tax purposes. The composition of our income tax expense (benefit) was as follows: Year Ended December 31, 2023 2022 2021 (In thousands) Current Deferred Total Current Deferred Total Current Deferred Total Federal $ 1,755 $ 129 $ 1,884 $ 1,758 $ 469 $ 2,227 $ 1,066 $ 358 $ 1,424 State 2,481 13 2,494 658 (9) 649 1,475 (12) 1,463 Foreign 49 (10,568) (10,519) — — — — — — Income tax expense (benefit) $ 4,285 $ (10,426) $ (6,141) $ 2,416 $ 460 $ 2,876 $ 2,541 $ 346 $ 2,887 At December 31, 2023 and 2022, the net effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were: (In thousands) December 31, 2023 December 31, 2022 Deferred tax assets: CECL allowance - foreign investments $ 13,777 $ — Lease liability 2,255 2310 Accruals, reserves and other 222 221 Cumulative translation adjustment 726 — Total deferred tax assets 16,980 2,531 Deferred tax liabilities: Fixed assets - foreign investments (5,080) — Land, buildings and equipment, net (4,728) (4,560) Right of use asset (2,255) (2,310) Total deferred tax liabilities (12,063) (6,870) Net deferred tax asset (liability) $ 4,917 $ (4,339) The following table reconciles our effective income tax rate to the historical federal statutory rate of 21% for the years ended December 31, 2023, 2022 and 2021: Year Ended December 31, 2023 2022 2021 ($ in thousands) Amount Percent Amount Percent Amount Percent Federal income tax expense at statutory rate $ 526,579 21.0 % $ 239,220 21.0 % $ 215,469 21.0 % REIT income not subject to federal income tax (524,791) (20.9) (237,069) (20.8) (214,037) (20.9) Pre-tax gain attributable to taxable subsidiaries 1,788 0.1 2,151 0.2 1,432 0.1 State income taxes, net of federal benefits 2,474 0.1 648 0.1 1,444 0.1 Foreign income taxes (10,519) (0.4) — — — — Non-deductible expenses and other 116 — 77 — 11 — (Benefit from) provision for income taxes $ (6,141) (0.2) % $ 2,876 0.3 % $ 2,887 0.2 % We declared dividends of $1.610, $1.500 and $1.380 per common share during the years ended December 31, 2023, 2022 and 2021, respectively. For U.S. federal income tax purposes, the portion of the dividends allocated to stockholders for the years ended December 31, 2023, 2022 and 2021 are characterized as follows: Year Ended December 31, ($ per share) 2023 2022 2021 Ordinary dividends $ 1.4500 $ 1.5787 $ 0.7108 Section 199A dividends (1) $ 1.4265 $ 1.5787 $ 0.7108 Non-dividend distribution $ 0.0263 $ — $ 0.6392 ____________________ (1) These amounts are a subset of, and are included in, the ordinary dividend amounts. As of December 31, 2023, we had NOLs of $151.6 million, generated by our REIT, that will expire in 2029, unless they are utilized by us prior to expiration. As of December 31, 2023, the 2020, 2021, and 2022 tax years remain subject to examination by federal, state and local tax authorities. The tax filings for tax year 2023 have not yet been filed, and once made, will be subject to examination by taxing authorities for a period of three years. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ materially from these estimates. |
Principles of Consolidation and Non-controlling Interest | Principles of Consolidation and Non-controlling Interest The accompanying Financial Statements include our accounts and the accounts of VICI LP, and the subsidiaries in which we or VICI LP has a controlling interest. All intercompany account balances and transactions have been eliminated in consolidation. We consolidate all subsidiaries in which we have a controlling financial interest and variable interest entities for which we or one of our consolidated subsidiaries is the primary beneficiary. Non-controlling Interests We present non-controlling interests and classify such interests as a component of consolidated stockholders’ equity or partners’ capital, separate from VICI stockholders’ equity and VICI LP partners’ capital. As of December 31, 2023, VICI’s non-controlling interests represent an approximately 1.2% third-party ownership of VICI OP in the form of limited liability company interests in VICI OP (“VICI OP Units”), a 20% third-party ownership of Harrah’s Joliet LandCo LLC, the entity that owns the Harrah’s Joliet facility and is the lessor under the related lease agreement with Caesars for such facility (“Joliet Lease”) and a 5.6% third-party equity ownership, in the form of Class A Units, of VICI Bowl HoldCo LLC, the entity that owns the Bowlero Portfolio and is the lessor under the related Bowlero Master Lease. As VICI OP is a parent entity of VICI LP, VICI LP’s non-controlling interests are that of third-party ownership of Harrah’s Joliet LandCo LLC and VICI Bowl HoldCo LLC. |
Reportable Segments | Reportable Segments Our operations consist of real property and real estate lending activities, which represent substantially all of our business. The operating results of both the real property and real estate lending activities are regularly reviewed, in the aggregate, by the chief operating decision maker and considered one operating segment. Our golf operations have been determined to be both quantitatively and qualitatively insignificant to the Company’s business. Accordingly, all operations have been considered to represent one reportable segment and no separate disclosures are required. |
Cash, Cash Equivalents, and Restricted Cash | Cash, Cash Equivalents and Restricted Cash |
Short-Term Investments | Short-Term Investments Investments with an original maturity of greater than three months and less than one year from the date of purchase are considered short-term investments and are stated at fair value. |
Purchase Accounting | Purchase Accounting We assess all of our property acquisitions under ASC 805 “Business Combinations” (“ASC 805”) to determine if such acquisitions should be accounted for as a business combination or an asset acquisition. Under ASC 805, an acquisition does not qualify as a business combination when (i) substantially all of the fair value is concentrated in a single identifiable asset or group of similar identifiable assets or (ii) the acquisition does not include a substantive process in the form of an acquired workforce or (iii) an acquired contract that cannot be replaced without significant cost, effort or delay. Generally, and to date, all of our acquisitions have been determined to be asset acquisitions and, in accordance with ASC 805-50, all applicable transaction costs are capitalized as part of the purchase price of the acquisition. We allocate the purchase price to the identifiable assets acquired and liabilities assumed, as applicable, using the relative fair value. Generally, with the exception of the MGP Transactions and the MGM Grand/Mandalay Bay JV Interest Acquisition (each as defined in Note 3 - Real Estate Transaction |
Investments in Leases - Sales-type, Net, Investments in Leases - Financing Receivables, Net, Lease Term, Investments in Loans and Securities, net, and Income from Leases and Lease Financing Receivables | Investments in Leases - Sales-type, Net We account for our investments in leases under ASC 842 “Leases” (“ASC 842”). Upon lease inception or lease modification, we assess lease classification to determine whether the lease should be classified as a direct financing, sales-type or operating lease. As required by ASC 842, we separately assess each lease component of the property, generally comprised of land and building, to determine the classification. If the lease component is determined to be a direct financing or sales-type lease, we record a net investment in the lease, which is equal to the sum of the lease receivable and the unguaranteed residual asset, discounted at the rate implicit in the lease. Any difference between the fair value of the asset and the net investment in the lease is considered selling profit or loss and is either recognized upon execution of the lease or deferred and recognized over the life of the lease, depending on the classification of the lease. Since we purchase properties and simultaneously enter into new leases directly with the tenants, the net investment in the lease is generally equal to the purchase price of the asset, and, due to the long-term nature of our leases, the land and building components of an investment generally have the same lease classification. Investments in Leases - Financing Receivables, Net In accordance with ASC 842, for transactions in which we enter into a contract to acquire an asset and lease it back to the seller under a lease classified as a sales-type lease (i.e., a sale leaseback transaction), control of the asset is not considered to have transferred to us. As a result, we do not recognize the net investment in the lease but instead recognize a financial asset in accordance with ASC 310 “Receivables” (“ASC 310”); however, the accounting for the financing receivable under ASC 310 is materially consistent with the accounting for our investments in leases - sales-type under ASC 842. Lease Term We assess the noncancelable lease term under ASC 842, which includes any reasonably certain renewal periods. All of our lease agreements provide for an initial term, with one or more tenant renewal options. In relation to our gaming assets and certain other irreplaceable real estate, we generally conclude that the lease term includes all of the periods covered by extension options as it is reasonably certain our tenants will renew the lease agreements. In these situations, we believe our tenants are economically compelled to renew the lease agreements due to the importance of our real estate to the operation of their business, the significant capital they have invested and are required to invest in our properties under the terms of the lease agreements and the lack of suitable replacement assets. Investments in Loans and Securities, net Investments in loans are held-for-investment and are carried at historical cost, inclusive of unamortized loan origination costs and fees and net of allowances for credit losses. Income is recognized on an effective interest basis at a constant rate of return over the life of the related loan. We classify our investments in securities on the date of acquisition of the investment as either trading, available-for-sale or held-to-maturity. We classify our debt securities as held-to-maturity, as we have the intent and ability to hold this security until maturity, the accounting of which is materially consistent with that of our Investments in loans. Income from Leases and Lease Financing Receivables We recognize the related income from our sales-type leases and lease financing receivables on an effective interest basis at a constant rate of return over the terms of the applicable leases. As a result, the cash payments accounted for under sales-type leases and lease financing receivables will not equal income from our lease agreements. Rather, a portion of the cash rent we receive is recorded as Income from sales-type leases or Income from lease financing receivables and loans, as applicable, in our Statement of Operations and a portion is recorded as a change to Investments in leases - sales-type, net or Investments in leases - financing receivables, net, as applicable. Initial direct costs incurred in connection with entering into investments classified as sales-type leases are included in the balance of the net investment in lease. Such amounts will be recognized as a reduction to Income from investments in leases over the life of the lease using the effective interest method. Costs that would have been incurred regardless of whether the lease was signed, such as legal fees and certain other third-party fees, are expensed as incurred to Transaction and acquisition expenses in our Statement of Operations. Loan origination fees and costs incurred in connection with entering into investments classified as lease financing receivables are included in the balance of the net investment and such amounts will be recognized as an adjustment to Income from investments in loans and lease financing receivables over the life of the lease using the effective interest method. |
Allowance for Credit Losses | Allowance for Credit Losses ASC 326 “Financial Instruments-Credit Losses” (“ASC 326”) requires that we measure and record current expected credit losses (“CECL”) for the majority of our investments, the scope of which includes our Investments in leases - sales-type, Investments in leases - financing receivables and Investments in loans and securities. Investments in Leases In relation to our lease portfolio, we have elected to use a discounted cash flow model to estimate the allowance for credit losses, or CECL allowance for our Investments in leases - sales-type and Investments in leases - financing receivables, which comprise the substantial majority of our CECL allowance. This model requires us to develop cash flows which project estimated credit losses over the life of the lease and discount these cash flows at the asset’s effective interest rate. We then record a CECL allowance equal to the difference between the amortized cost basis of the asset and the present value of the expected credit loss cash flows. Expected losses within our cash flows are determined by estimating the probability of default (“PD”) and loss given default (“LGD”) of our tenants and their parent guarantors, as applicable, over the life of each individual lease. We have engaged a nationally recognized data analytics firm to assist us with estimating both the PD and LGD of our tenants and their parent guarantors, as applicable. The PD and LGD are estimated during a reasonable and supportable period for which we believe we are able to estimate future economic conditions (the “R&S Period”) and a long-term period for which we revert to long-term historical averages (the “Long-Term Period”). The PD and LGD estimates for the R&S Period are developed using the current financial condition of the tenant and parent guarantor, as applicable, and applied to a projection of economic conditions over a two-year term. The PD and LGD for the Long-Term Period are estimated using the average historical default rates and historical loss rates, respectively, of public companies over approximately the past 40 years that have similar credit profiles or characteristics to our tenants and their parent guarantors, as applicable. We are unable to use our historical data to estimate losses as we have no loss history to date. Investments in Loans In relation to our loan portfolio, we engage a nationally recognized data analytics firm to provide loan level market data and a forward-looking commercial real estate loss forecasting tool. The credit loss model generates the PD and LGD using sub-market loan-level data and the fair value of collateral to generate net operating income and forecast the expected loss for each loan. Unfunded Commitments We are required to estimate a CECL allowance related to contractual commitments to extend credit, such as future funding commitments under a revolving credit facility, delayed draw term loan, construction loan or through commitments made to our tenants to fund the development and construction of improvements at our properties. We estimate the amount that we will fund for each contractual commitment based on (i) discussions with our borrowers and tenants, (ii) our borrowers’ and tenants’ business plans and financial condition and (iii) other relevant factors. Based on these considerations, we apply a CECL allowance to the estimated amount of credit we expect to extend. The CECL allowance for unfunded commitments is calculated using the same methodology as the allowance for the respective investments subject to the CECL model. The CECL allowance related to these future commitments is recorded as a component of Other liabilities on our Balance Sheets. Presentation The CECL allowance is recorded as a reduction to our net Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities and Sales-type sub-leases (included in Other assets) on our Balance Sheets. We are required to update our CECL allowance on a quarterly basis with the resulting change being recorded in the Statement of Operations for the relevant period. Finally, each time we make a new investment in an asset subject to ASC 326, we are required to record an initial CECL allowance for such asset, which will result in a non-cash charge to the Statement of Operations for the relevant period. Write-offs of our investments in leases and loans are deducted from the allowance in the period in which they are deemed uncollectible. Recoveries of amounts previously written off are recorded when received. There were no charge-offs or recoveries for the years ended December 31, 2023, 2022 and 2021. |
Investments in Land | Investments in Land Our investments in land are held at historical cost and comprised of the following: • Las Vegas Land. We own certain underdeveloped or undeveloped land adjacent to the Las Vegas strip . • Vacant, Non-Operating Land. We own certain vacant, non-operating land parcels located outside of Las Vegas. • Eastside Property. In 2017, we sold 18.4 acres of property located in Las Vegas, Nevada, east of Harrah’s Las Vegas, known as the Eastside Property, to Caesars Entertainment, Inc. (together with, as the context requires, its subsidiaries, “Caesars”) for a sales price of $73.6 million. It was determined that the transaction did not meet the requirements of a completed sale for accounting purposes due to a put-call option on the land parcels and the Caesars Forum Convention Center. The amount of $73.6 million is presented as land with a corresponding amount of $73.6 million recorded in Other liabilities in our Balance Sheets. |
Property and Equipment Used in Operations | Property and Equipment Used in Operations Property and equipment used in operations is included within Other assets on our Balance Sheets and represents assets primarily related to VICI Golf, our golf operations. We assign lives to our assets based on our standard policy, which is established by management as representative of the useful life of each category of asset. Additions to property used in operations are stated at cost. We capitalize the costs of improvements that extend the life of the asset and expense maintenance and repair costs as incurred. Gains or losses on the dispositions of property and equipment are recognized in the period of disposal. Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows: Depreciable land improvements 2-50 years Building and improvements 5-25 years Furniture and equipment 2-10 years |
Impairment | Impairment We assess our investments in land and property and equipment used in operations for impairment under ASC 360 “Property, Plant and Equipment” (“ASC 360”) on a quarterly basis or whenever certain events or changes in circumstances indicate a possible impairment of the carrying value of the asset. Events or circumstances that may occur include changes in management’s intended holding period or potential sale to a third party, significant changes in real estate market conditions or tenant financial difficulties resulting in non-payment of the lease. Impairments are measured as the amount by which the current book value of the asset exceeds the estimated fair value of the asset. With respect to estimated expected future cash flows for determining whether an asset is impaired, assets are grouped at the lowest level of identifiable cash flows. |
Investment in Unconsolidated Affiliate | Investment in Unconsolidated Affiliate Our equity method investment as of December 31, 2022, represented our 50.1% ownership interest in the joint venture that holds the real estate assets of MGM Grand Las Vegas and Mandalay Ba y (“ MGM Grand/Mandalay Bay JV”), which was acquired in the MGP Transactions and, as a result, was recorded at relative fair value. The difference in basis between our share of the carrying value of the MGM Grand/Mandalay Bay JV and the relative fair value upon acquisition was amortized into Income from unconsolidated affiliate over the estimated useful life of the respective underlying real estate assets, the remaining lease term of the MGM Grand/Mandalay Bay JV Lease, or the remaining term of the assumed debt, as applicable. On January 9, 2023, we acquired the remaining 49.9% interest from Blackstone Real Estate Income Trust, Inc. (“BREIT”) for cash consideration of approximately $1.3 billion and, accordingly, consolidated the operations of the MGM Grand/Mandalay Bay JV starting in the first quarter of 2023. Refer to Note 3 - Real Estate Transactions for further details. |
Foreign Currency Translation and Remeasurement | Foreign Currency Translation and Remeasurement Our investments in the PURE Portfolio, Century Canadian Portfolio and the Cabot Highlands Loan (each as defined in Note 3 - Real Estate Transactions ) are denominated in foreign currencies, and accordingly, we translate the financial statements of the subsidiaries that own the PURE Portfolio, Century Canadian Portfolio and Cabot Highlands Loan into U.S. Dollars (“USD” or “US$”) when we consolidate their financial results and position. Generally, assets and liabilities are translated at the exchange rate in effect at the date of the Balance Sheets and the resulting translation adjustments are included in Accumulated other comprehensive income in the Balance Sheets. Certain balance sheet items, primarily equity and capital-related accounts, are reflected at the historical exchange rate. Income Statement accounts are translated using the average exchange rate for the period. We and certain of our consolidated subsidiaries have intercompany and third-party debt that is denominated in foreign currencies, which is not our and our consolidated subsidiaries functional currency of USD. When the debt and related operating receivables and/or payables are remeasured to the functional currency of the entity, a gain or loss can result. The resulting adjustment is reflected in Other gains, net in the Statement of Operations. |
Other Income and Other Expenses | Other Income and Other Expenses Other income primarily represents sub-lease income related to certain ground and use leases. Under our lease agreements, the tenants are required to pay all costs associated with such ground and use leases and provides for their direct payment to the landlord. This income and the related expense are recorded on a gross basis in our Statement of Operations as required under GAAP as we are the primary obligor under the ground and use leases. |
Fair Value Measurements | Fair Value Measurements We measure the fair value of financial instruments based on assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, a fair value hierarchy distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. In accordance with the fair value hierarchy, Level 1 assets/liabilities are valued based on quoted prices for identical instruments in active markets, Level 2 assets/liabilities are valued based on quoted prices in active markets for similar instruments, on quoted prices in less active or inactive markets or on other “observable” market inputs, and Level 3 assets/liabilities are valued based significantly on “unobservable” market inputs. |
Derivative Financial Instruments | Derivative Financial Instruments We record our derivative financial instruments as either Other assets or Other liabilities on our Balance Sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows are considered cash flow hedges. We formally document our hedge relationships and designation at the contract’s inception. This documentation includes the identification of the hedging instruments and the hedged items, its risk management objectives, strategy for undertaking the hedge transaction and our evaluation of the effectiveness of its hedged transaction. On a quarterly basis, we also assess whether the derivative we designated in each hedging relationship is expected to be, and has been, highly effective in offsetting changes in the value or cash flows of the hedged transactions. If it is determined that a derivative is not highly effective at hedging the designated exposure, hedge accounting is discontinued and the changes in fair value of the instrument are included in Net income prospectively. If the hedge relationship is terminated, then the value of the derivative previously recorded in Accumulated other comprehensive income (loss) is recognized in earnings when the hedged transactions affect earnings. Changes in the fair value of our derivative instruments that qualify as hedges are reported as a component of Accumulated other comprehensive income (loss) in our Balance Sheets with a corresponding change in Unrealized gain (loss) in cash flows hedges within Other comprehensive income on our Statement of Operations. We use derivative instruments to mitigate the effects of interest rate volatility, whether from variable rate debt or future forecasted transactions, which could unfavorably impact our future earnings and forecasted cash flows. We do not use derivative instruments for speculative or trading purposes. |
Golf Revenues | Golf Revenues VICI Golf and Caesars are party to a golf course use agreement (the “Golf Course Use Agreement”), whereby certain subsidiaries of Caesars are granted certain priority rights and privileges with respect to access and use of certain golf course properties. For the year ended December 31, 2023, payments under the Golf Course Use Agreement were comprised of a $11.6 million annual membership fee, $3.7 million of use fees and approximately $1.6 million of minimum rounds fees. The annual membership fee, use fees and minimum rounds fees are subject to an annual escalator beginning at the times provided under the Golf Course Use Agreement. Revenue from the Golf Course Use Agreement is recognized in accordance with ASC 606, “Revenue From Contracts With Customers” and recognized ratably over the performance period. Additional revenues from golf course operations, food and beverage and merchandise sales are recognized at the time of sale or when the service is provided and are reported net of sales tax. Golf memberships sold to individuals are not refundable and are deferred and recognized within golf revenue in the Statements of Operations over the expected life of an active membership, which is typically one year or less. |
Income Taxes - REIT Qualification | Income Taxes-REIT Qualification We conduct our operations as a REIT for U.S. federal income tax purposes. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of our annual REIT taxable income to stockholders, determined without regard to the dividends paid deduction and excluding any net capital gains. As a REIT, we generally will not be subject to federal income tax on income that we pay as distributions to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to U.S. federal income tax on our taxable income at regular corporate income tax rates (including any alternative minimum tax or excise tax applicable to non-REIT corporations), and distributions paid to our stockholders would not be deductible by us in computing taxable income. Additionally, any resulting corporate liability created if we fail to qualify as a REIT could be substantial and could materially and adversely affect our net income and net cash available for distribution to stockholders. Unless we were entitled to relief under certain provisions of the Internal Revenue Code of 1986, as amended (the “Code”), we also would be disqualified from re-electing to be taxed as a REIT for the four taxable years following the year in which we failed to qualify to be taxed as a REIT. The operations of VICI Golf (represented by the four golf course businesses), which are held in a TRS and certain of our other subsidiaries that operate in various states and municipalities within North America and the United Kingdom, are subject to various local, state and/or federal income taxes. Accordingly, we provide for a provision for income taxes in relation to these jurisdictions, which includes current and deferred portions. We use the asset and liability method to provide for income taxes, which requires that our income tax expense reflect the expected future tax consequences of temporary differences between the carrying amounts of assets or liabilities for financial reporting versus income tax purposes. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs are deferred and amortized to interest expense over the contractual term of the underlying indebtedness. We present unamortized deferred financing costs as a direct deduction from the carrying amount of the associated debt liability. |
Transaction and Acquisition Expenses | Transaction and Acquisition Expenses |
Stock-Based Compensation | Stock-Based Compensation We account for stock-based compensation under ASC 718, Compensation - Stock Compensation (“ASC 718”), which requires us to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. This expense is recognized ratably over the requisite service period following the date of grant. For non-vested share awards that vest over a predetermined time period, we use the 10-day volume weighted average price using the 10 trading days ending on the grant date. For non-vested share awards that vest based on market conditions, we use a Monte Carlo simulation (risk-neutral approach) to determine the value of each tranche. The unrecognized compensation relating to awards under our stock incentive plan will be amortized to general and administrative expense over the awards’ remaining vesting periods. Vesting periods for award of equity instruments range from zero |
Earnings Per Share and Earnings Per Unit | Earnings Per Share and Earnings Per Unit |
Underwriting Commissions and Offering Costs | Underwriting Commissions and Offering Costs Underwriting commissions and offering costs incurred in connection with common stock offerings are reflected as a reduction of additional paid-in capital. Costs incurred that are not directly associated with the completion of a common stock offering are expensed when incurred. |
Concentrations of Credit Risk | Concentrations of Credit Risk Caesars and MGM Resorts International (together with, as the context requires, its subsidiaries, “MGM”) are the guarantors of all the lease payment obligations of the tenants under the applicable leases of the properties that they each respectively lease from us. Revenue from Caesars, which includes revenue from the Caesars leases and other agreements, represented 37%, 46%, and 85% of our lease revenues for the years ended December 31, 2023, 2022 and 2021, respectively. Revenue from MGM, which comprises revenue from the MGM leases, represented 39%, 34% and 0% of our lease revenues for the years ended December 31, 2023, 2022 and 2021, respectively. Additionally, our properties on the Las Vegas Strip generated approximately 49%, 45%, and 32% of our lease revenues for the years ended December 31, 2023, 2022 and 2021, respectively. Except as described above, we do not believe there are any other significant concentrations of credit risk. Caesars and MGM are publicly traded companies that are subject to the informational filing requirements of the Securities Exchange Act of 1934, as amended, and are required to file periodic reports on Form 10-K and Form 10-Q and current reports on Form 8-K with the SEC. Caesars’ and MGM’s SEC filings are available to the public from the SEC’s web site at www.sec.gov . We make no representation as to the accuracy or completeness of the information regarding Caesars and MGM that is available through the SEC’s website or otherwise made available by Caesars, MGM or any third party, and none of such information is incorporated by reference in this Annual Report on Form 10-K. |
Recent Accounting Pronouncements | Recent Account Pronouncements In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 requires entities to disclose additional information with respect to the effective tax rate reconciliation and to disclose the disaggregation by jurisdiction of income tax expense and income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact of ASU 2023-09 on our Financial Statements. In November 2023, FASB issued ASU 2023-07 Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which provides for additional disclosures as they relate to a company’s segments. Additional requirements per the update include disclosures for significant segment expenses, measures of profit or loss used by the Chief Operating Decision Maker and how these measures are used to allocate resources and assess segment performance. The amendments in this ASU will also apply to entities with a single reportable segment and is effective for all public entities for fiscal years beginning after December 15, 2023. We are currently evaluating the impact of ASU 2023-07 on our Financial Statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule Of Depreciation | Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows: Depreciable land improvements 2-50 years Building and improvements 5-25 years Furniture and equipment 2-10 years Property and equipment used in operations, included within other assets, is primarily attributable to the land, building and improvements of our golf operations and consists of the following as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Land and land improvements $ 60,461 $ 60,332 Buildings and improvements 15,727 15,125 Furniture and equipment 12,432 9,563 Total property and equipment used in operations 88,620 85,020 Less: accumulated depreciation (21,674) (17,811) Total property and equipment used in operations, net $ 66,946 $ 67,209 Year Ended December 31, (In thousands) 2023 2022 2021 Depreciation expense $ 4,298 $ 3,182 $ 3,091 |
Real Estate Transactions (Table
Real Estate Transactions (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Summary of Asset Acquisitions | The following is a summary of our net assets acquired upon consolidation of the MGM Grand/Mandalay Bay JV: (In thousands) Amount Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions $ 1,458,782 Consideration paid for MGM Grand/Mandalay Bay JV Interest Acquisition 1,261,882 Transaction costs 14,630 Total net assets acquired $ 2,735,294 Under ASC 805-50, we allocated the net assets acquired by major categories of assets acquired and liabilities assumed using relative fair value. The following is a summary of the allocated relative fair values of the assets acquired and liabilities assumed in the consolidation of the MGM Grand/Mandalay Bay JV: (In thousands) Amount Investments in leases – sales-type $ 5,494,351 Cash and cash equivalents (1) 9,607 Debt, net (2) (2,747,877) Accrued expenses and deferred revenue (1) (20,787) Total net assets acquired $ 2,735,294 ____________________ (1) Amount represents their current carrying value, which is equal to fair value (2) Amount represents the fair value of the $3.0 billion principal amount of CMBS debt as of January 9, 2023, which was estimated as a $252.1 million discount to principal value. The fair value of the debt was estimated by modeling the contractual cash flows and discounting them back to the present value using an estimated market yield. Additionally, we considered current market rates and conditions by evaluating similar borrowing agreements with comparable loan-to-value ratios and credit profiles. The inputs used in determining the fair value measurement are considered Level 3 of the fair value hierarchy. The number of MGP Class A common shares converted to shares of VICI common stock was determined as follows: MGP Class A common shares outstanding as of April 29, 2022 156,757,773 Exchange Ratio 1.366 VICI common stock issued (1) 214,131,064 VICI common stock issued for MGP stock-based compensation awards 421,468 Total VICI common stock issued 214,552,532 ____________________ (1) Amount excludes the cash paid in lieu of approximately 54 fractional MGP Class A common shares. (In thousands) Amount REIT merger consideration (1) $ 6,568,480 Redemption payment to MGM 4,404,000 VICI OP Units retained by MGM (2) 374,769 Repayment of MGP revolving credit facility (3) 90,000 Transactions costs (4) 119,741 Total consideration transferred $ 11,556,990 Assumption of MGP unsecured notes, at principal value 4,200,000 Assumption of our proportionate share of the MGM Grand/Mandalay Bay JV CMBS debt, at principal value 1,503,000 Total purchase price $ 17,259,990 ____________________ (1) Amount represents the dollar value of 214,375,990 shares of VICI common stock, multiplied by the VICI stock price at the time of closing of $30.64 per share, which were issued in exchange for the MGP Class A common shares outstanding immediately prior to the MGP Transactions and certain of the MGP stock-based compensation awards, converted to shares of VICI common stock. (2) Amount represents 12,231,373 VICI OP Units retained by MGM as non-controlling interest in VICI OP, multiplied by the VICI stock price at the time of closing of $30.64 per share. (3) Represents the total amount outstanding under MGP’s revolving credit facility as of April 29, 2022. In connection with the MGP Transactions, such amount was repaid in full and the related credit agreement was terminated. (4) In accordance with ASC 805-50, all direct and incremental costs related to the MGP Transactions, primarily related to success-based fees and third-party advisory fees, were included in the consideration transferred. Under ASC 805-50, we allocated the purchase price by major categories of assets acquired and liabilities assumed using relative fair value. The following is a summary of the allocated relative fair values of the assets acquired and liabilities assumed in the MGP Transactions valued as of April 29, 2022: (In thousands) Amount Investments in leases – financing receivables (1) (2) $ 14,245,868 Investment in unconsolidated affiliate (2) (3) 1,465,814 Cash and cash equivalents (4) 25,387 Other assets (4) 338,212 Debt, net (5) (4,106,082) Accrued expenses and deferred revenue (4) (79,482) Other liabilities (4) (332,727) Total net assets acquired $ 11,556,990 ____________________ (1) We valued the real estate portfolio at relative fair value using rent multiples taking into consideration a variety of factors, including (i) asset quality and location, (ii) property and lease-level operating performance and (iii) supply and demand dynamics of each property’s respective market. The multiples used ranged from 15.0x – 18.5x with a weighted average rent multiple of 16.7x, as determined using relative fair value. (2) The fair value of these assets is based on significant “unobservable” market inputs and, as such, these fair value measurements are considered Level 3 of the fair value hierarchy. (3) We value the Investment in unconsolidated affiliate at relative fair based on our percentage ownership of the net assets of the MGM Grand/Mandalay Bay JV. (4) Amounts represent their current carrying value which is equal to fair value. The Other assets and Other liabilities amounts include the gross presentation of certain MGP ground leases which we assumed in connection with the MGP Transactions. (5) Amount represents the fair value of debt as of April 29, 2022, which was estimated as a $93.9 million discount to the notional value. The fair value of our debt instruments was estimated using quoted prices for identical or similar liabilities in markets that are not active and, as such, these fair value measurements are considered Level 2 of the fair value hierarchy. |
Summary Of Loan Originations | The following table summarizes our 2023 real estate debt investment activity: ($ in thousands) Investment Name Maximum Investment Amount Investment Type Collateral Kalahari Virginia Loan $ 212,200 Mezzanine Loan 907-key indoor waterpark resort in Thornburg, VA under development Canyon Ranch Preferred Equity Investment 150,000 Preferred Equity Investment Equity interests in controlling entity of Canyon Ranch Canyon Ranch Lenox and Tucson Loan 140,135 Senior Secured Loan Canyon Ranch Tucson and Canyon Ranch Lenox Cabot Saint Lucia Loan 100,000 Senior Secured Loan Luxury golf resort in Saint Lucia, Virgin Islands Hard Rock Ottawa Notes 85,000 Senior Secured Note Hard Rock Ottawa Hotel & Casino Cabot Highlands Loan (1) 10,938 Senior Secured Loan Luxury golf resort in the Scottish Highlands Total $ 698,273 ____________________ (1) Amount represents USD equivalent to £9.0 million based on the exchange rate at the time of closing. |
Real Estate Portfolio (Tables)
Real Estate Portfolio (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Real Estate [Abstract] | |
Schedule Real Estate Portfolio | The following is a summary of the balances of our real estate portfolio as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Investments in leases - sales-type, net (1) $ 23,015,931 $ 17,172,325 Investments in leases - financing receivables, net (1) 18,211,102 16,740,770 Total investments in leases, net 41,227,033 33,913,095 Investments in loans and securities, net 1,144,177 685,793 Investment in unconsolidated affiliate (2) — 1,460,775 Land 150,727 153,560 Total real estate portfolio $ 42,521,937 $ 36,213,223 ____________________ (1) At lease inception (or upon modification), we determine the estimated residual values of the leased property (not guaranteed) under the respective lease agreements, which has a material impact on the determination of the rate implicit in the lease and the lease classification. As of December 31, 2023 and 2022, the estimated residual values of the leased properties under our lease agreements were $15.9 billion and $11.5 billion, respectively. (2) Represents our 50.1% investment in the MGM Grand/Mandalay Bay JV prior to the MGM Grand/Mandalay Bay JV Interest Acquisition on January 9, 2023, which was accounted for as an equity method investment. |
Schedule of Components of Direct Financing and Operating Leases | Year Ended December 31, (In thousands) 2023 2022 2021 Income from sales-type leases - fixed rent $ 1,892,534 $ 1,436,945 $ 1,161,655 Income from sales-type leases - contingent rent (1) 87,644 27,300 6,317 Income from lease financing receivables - fixed rent 1,430,246 995,383 243,008 Income from lease financing receivables - contingent rent (1) 10,509 1,673 — Total lease revenue 3,420,933 2,461,301 1,410,980 Non-cash adjustment (2) (515,556) (337,631) (119,790) Total contractual lease revenue $ 2,905,377 $ 2,123,670 $ 1,291,190 ____________________ (1) At lease inception (or upon modification), we determine the minimum lease payments under ASC 842, which exclude amounts determined to be contingent rent. Contingent rent is generally amounts in excess of specified floors or the variable rent portion of our leases. The minimum lease payments are recognized on an effective interest basis at a constant rate of return over the life of the lease and the contingent rent portion of the lease payments are recognized as earned, both in accordance with ASC 842. |
Schedule of Future Minimum Lease Payments for Operating and Capital Leases | At December 31, 2023, minimum lease payments owed to us for each of the five succeeding years and thereafter under sales-type leases and our leases accounted for as financing receivables, are as follows: Minimum Lease Payments (1) (2) Investments in Leases (In thousands) Sales-Type Financing Receivables Total 2024 $ 1,682,826 $ 1,233,178 $ 2,916,004 2025 1,712,651 1,255,549 2,968,200 2026 1,738,942 1,278,819 3,017,761 2027 1,766,012 1,302,657 3,068,669 2028 1,794,287 1,327,211 3,121,498 Thereafter 77,503,679 89,787,503 167,291,182 Total $ 86,198,397 $ 96,184,917 $ 182,383,314 Weighted Average Lease Term (2) 38.5 years 48.8 years 43.0 years ____________________ (1) Minimum lease payments do not include contingent rent, as discussed below, that may be received under our lease agreements. |
Schedule of Lease Agreements | The following is a summary of the material lease provisions of our leases with Caesars and MGM, our two most significant tenants: ($ In thousands) MGM Master Lease Caesars Regional Master Lease and Joliet Lease Caesars Las Vegas MGM Grand/Mandalay Bay Lease Lease Provision Initial term 25 years 18 years 18 years 30 years Initial term maturity 4/30/2047 7/31/2035 7/31/2035 2/28/2050 Renewal terms Three, 10-year terms Four, 5-year terms Four, 5-year terms Two, 10-year terms Current lease year 5/1/23-4/30/24 (Lease Year 2) 11/1/23 - 10/31/24 (Lease Year 7) 11/1/23 - 10/31/24 (Lease Year 7) 3/1/23 - 2/29/24 (Lease Year 4) Current annual rent $744,600 $728,407 (1) $469,219 $309,873 Annual escalator (2) Lease years 2-10 - 2% Lease years 11-end of term - >2% / change in CPI (capped at 3%) Lease years 2-5 - 1.5% Lease years 6-end of term - >2.0% / change in CPI > 2% / change in CPI Lease years 2-15 - 2% Lease years 16-end of term - >2% / change in CPI (capped at 3%) Variable rent adjustment (3) None Year 8 : 70% base rent / 30% variable rent Years 11 & 16 : 80% base rent / 20% variable rent Years 8, 11 & 16 : 80% base rent / 20% variable rent None Variable rent adjustment calculation None 4% of revenue increase/decrease: Year 8 : Avg. of years 5-7 less avg. of years 0-2 Year 11 : Avg. of years 8-10 less avg. of years 5-7 Year 16 : Avg. of years 13-15 less avg. of years 8-10 4% of revenue increase/decrease: Year 8 : Avg. of years 5-7 less avg. of years 0-2 Year 11 : Avg. of years 8-10 less avg. of years 5-7 Year 16 : Avg. of years 13-15 less avg. of years 8-10 None ____________________ (1) Current annual rent with respect to the Joliet Lease is presented prior to accounting for the non-controlling interest, or rent payable, to the 20% third-party ownership of Harrah’s Joliet LandCo LLC. After adjusting for the 20% non-controlling interest, combined current annual rent under the Caesars Regional Master Lease and Joliet Lease is $719.0 million. (2) Any amounts representing rents in excess of the CPI floors specified above are considered contingent rent in accordance with GAAP. (3) Variable rent is not subject to the escalator. |
Schedule Of Capital Expenditure Requirements Under Lease Agreements | summarizes the capital expenditure requirements of our gaming tenants under their respective lease agreements: Provision Caesars Regional Master Lease and Joliet Lease Caesars Las Vegas Master Lease MGM Grand/Mandalay Bay Lease Venetian Lease All Other Gaming Leases (1) Yearly minimum expenditure 1% of net revenues (2) 1% of net revenues (2) 3.5% of net revenues based on 5-year rolling test, 1.5% monthly reserves 2% of net revenues based on rolling three-year basis 1% of net revenues Rolling three-year minimum (3) $286 million $84 million N/A N/A N/A ____________________ (1) Represents the tenants under our other gaming lease agreements not specifically outlined in the table, as specified in their respective lease agreements. (2) The leases with Caesars require a $107.5 million floor on annual capital expenditures for Caesars Palace Las Vegas, Joliet and the Caesars Regional Master Lease properties in the aggregate. Additionally, annual building & improvement capital improvements must be equal to or greater than 1% of prior year net revenues. |
Summary of Investments In Loans | The following is a summary of our investments in loans and securities as of December 31, 2023 and 2022: ($ In thousands) December 31, 2023 Investment Principal Balance Carrying Value (1) Future Funding Commitments (2) Weighted Average Interest Rate (3) Weighted Average Term (4) Senior Secured Notes (5) $ 85,000 $ 73,818 $ — 11.00 % 7.3 years Senior Secured Loans (6) 392,250 386,274 476,395 7.3 % 5.4 years Mezzanine Loans and Preferred Equity 698,861 684,085 278,848 9.8 % 4.6 years Total $ 1,176,111 $ 1,144,177 $ 755,243 9.0 % 5.1 years ($ In thousands) December 31, 2022 Investment Principal Balance Carrying Value (1) Future Funding Commitments (2) Weighted Average Interest Rate Weighted Average Term (3) Senior Secured Loans $ 495,901 $ 492,895 $ 584,049 7.8 % 3.2 years Mezzanine Loans 196,597 192,898 514,882 9.1 % 4.3 years Total $ 692,498 $ 685,793 $ 1,098,931 8.2 % 3.5 years ____________________ (1) Carrying value includes unamortized loan origination costs and are net of allowance for credit losses. (2) Our future funding commitments are subject to our borrowers' compliance with the financial covenants and other applicable provisions of each respective loan agreement. (3) The weighted average interest rate is based on current outstanding principal balance and SOFR, as applicable for floating rate loans, as of December 31, 2023. (4) Assumes all extension options are exercised; however, our loans may be repaid, subject to certain conditions, prior to such date. (5) Represents our investment in the Hard Rock Ottawa Notes, which are accounted for as held-to-maturity securities. (6) On May 1, 2023, the Caesars Forum Convention Center mortgage loan, representing $400.0 million in principal balance of our senior secured loans, was repaid in full. |
Allowance for Credit Losses (Ta
Allowance for Credit Losses (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Credit Loss [Abstract] | |
Net Investment in Lease, Allowance for Credit Loss | The following tables detail the allowance for credit losses as of December 31, 2023 and December 31, 2022: December 31, 2023 ($ In thousands) Amortized Cost Allowance (1) Net Investment Allowance as a % of Amortized Cost Investments in leases - sales-type $ 23,717,060 $ (701,129) $ 23,015,931 2.96 % Investments in leases - financing receivables 18,914,734 (703,632) 18,211,102 3.72 % Investments in loans and securities 1,173,949 (29,772) 1,144,177 2.54 % Other assets - sales-type sub-leases 866,052 (18,722) 847,330 2.16 % Totals $ 44,671,795 $ (1,453,255) $ 43,218,540 3.25 % December 31, 2022 ($ In thousands) Amortized Cost Allowance Net Investment Allowance as a % of Amortized Cost Investments in leases - sales-type $ 17,742,712 $ (570,387) $ 17,172,325 3.21 % Investments in leases - financing receivables 17,467,477 (726,707) 16,740,770 4.16 % Investments in loans and securities 692,658 (6,865) 685,793 0.99 % Other assets - sales-type sub-leases 784,259 (19,750) 764,509 2.52 % Totals $ 36,687,106 $ (1,323,709) $ 35,363,397 3.61 % ____________________ (1) The total allowance excludes the CECL allowance for unfunded commitments of our loans and for unfunded commitments made to our tenants to fund the development and construction of improvements at our properties. As of December 31, 2023 and December 31, 2022, such allowance is $19.1 million and $45.1 million, respectively, and is recorded in Other liabilities. The following chart reflects the roll-forward of the allowance for credit losses on our real estate portfolio for the years ended December 31, 2023, 2022 and 2021: Year Ended December 31, (In thousands) 2023 2022 2021 Beginning Balance January 1, $ 1,368,819 $ 534,325 $ 553,879 Initial allowance from current period investments 293,033 573,624 1,725 Current period change in credit allowance (189,466) 260,870 (21,279) Charge-offs — — — Recoveries — — — Ending Balance December 31, $ 1,472,386 $ 1,368,819 $ 534,325 |
Financing Receivable Credit Quality Indicators | The following tables detail the amortized cost basis of our investments by the credit quality indicator we assigned to each lease or loan guarantor as of December 31, 2023, 2022 and 2021: December 31, 2023 (In thousands) Ba2 Ba3 B1 B2 B3 N/A (2) Total Investments in leases - sales-type and financing receivable, Investments in loans and Other assets (1) $ 4,317,380 $ 32,976,433 $ 3,682,802 $ 881,917 $ 1,316,817 $ 1,496,446 $ 44,671,795 December 31, 2022 (In thousands) Ba2 Ba3 B1 B2 B3 N/A (2) Total Investments in leases - sales-type and financing receivable, Investments in loans and Other assets (1) $ 4,247,315 $ 28,095,234 $ 2,594,203 $ 875,749 $ 581,973 $ 292,632 $ 36,687,106 December 31, 2021 (In thousands) Ba2 Ba3 B1 B2 B3 N/A (2) Total Investments in leases - sales-type and financing receivable, Investments in loans and Other assets (1) $ — $ 951,033 $ 14,888,770 $ 868,629 $ 279,579 $ 98,739 $ 17,086,749 ____________________ (1) Excludes the CECL allowance for unfunded commitments recorded in Other liabilities as such commitments are not currently reflected on our Balance Sheets, rather the CECL allowance is based on our current best estimate of future funding commitments. (2) |
Other Assets and Other Liabil_2
Other Assets and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Assets | The following table details the components of our other assets as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Sales-type sub-leases, net (1) $ 847,330 $ 764,509 Property and equipment used in operations, net 66,946 67,209 Right of use assets and sub-lease right of use assets 38,345 45,008 Debt financing costs 11,332 18,646 Deferred acquisition costs 10,087 12,834 Other receivables 9,660 6,474 Deferred income taxes 9,423 — Interest receivable 9,351 6,911 Tenant receivables 6,236 5,498 Prepaid expenses 4,728 7,348 Forward-starting interest rate swaps 1,563 — Other 329 1,891 Total other assets $ 1,015,330 $ 936,328 ___________________________________________________ (1) As of December 31, 2023 and December 31, 2022, sales-type sub-leases are net of $18.7 million and $19.8 million of Allowance for credit losses, respectively. Refer to Note 5 - Allowance for Credit Losses for further details. |
Schedule Of Property and Equipment Used in Operations, Net | Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows: Depreciable land improvements 2-50 years Building and improvements 5-25 years Furniture and equipment 2-10 years Property and equipment used in operations, included within other assets, is primarily attributable to the land, building and improvements of our golf operations and consists of the following as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Land and land improvements $ 60,461 $ 60,332 Buildings and improvements 15,727 15,125 Furniture and equipment 12,432 9,563 Total property and equipment used in operations 88,620 85,020 Less: accumulated depreciation (21,674) (17,811) Total property and equipment used in operations, net $ 66,946 $ 67,209 Year Ended December 31, (In thousands) 2023 2022 2021 Depreciation expense $ 4,298 $ 3,182 $ 3,091 |
Schedule of Other Liabilities | The following table details the components of our other liabilities as of December 31, 2023 and 2022: (In thousands) December 31, 2023 December 31, 2022 Finance sub-lease liabilities $ 866,052 $ 784,259 Deferred financing liabilities 73,600 73,600 Lease liabilities and sub-lease liabilities 38,345 45,039 CECL allowance for unfunded commitments 19,131 45,110 Derivative liability 11,218 — Deferred income taxes 4,506 4,339 Other 250 125 Total other liabilities $ 1,013,102 $ 952,472 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following tables detail our debt obligations (each as defined in the column titled “Description of Debt”) as of December 31, 2023 and 2022: ($ In thousands) December 31, 2023 Description of Debt Maturity Interest Rate Principal Amount Carrying Value (1) Revolving Credit Facility USD Borrowings (2) March 31, 2026 SOFR + 1.05% $ — $ — CAD Borrowings (2) (3) March 31, 2026 CDOR + 1.05% 162,346 162,346 GBP Borrowings (2) (3) March 31, 2026 SONIA + 1.05% 11,458 11,458 MGM Grand/Mandalay Bay CMBS Debt March 5, 2032 3.558% 3,000,000 2,773,758 November 2019 Notes 2026 Maturity December 1, 2026 4.250% 1,250,000 1,241,678 2029 Maturity December 1, 2029 4.625% 1,000,000 990,531 February 2020 Notes 2025 Maturity February 15, 2025 3.500% 750,000 747,364 2027 Maturity February 15, 2027 3.750% 750,000 744,762 2030 Maturity August 15, 2030 4.125% 1,000,000 990,111 April 2022 Notes 2025 Maturity May 15, 2025 4.375% 500,000 497,864 2028 Maturity February 15, 2028 4.516% (4) 1,250,000 1,239,594 2030 Maturity February 15, 2030 4.541% (4) 1,000,000 989,347 2032 Maturity May 15, 2032 3.980% (4) 1,500,000 1,482,836 2052 Maturity May 15, 2052 5.625% 750,000 735,854 Exchange Notes 2024 Maturity May 1, 2024 5.625% 1,024,169 1,025,431 2025 Maturity June 15, 2025 4.625% 799,368 790,019 2026 Maturity September 1, 2026 4.500% 480,524 467,728 2027 Maturity February 1, 2027 5.750% 729,466 736,277 2028 Maturity January 15, 2028 4.500% 349,325 339,043 2029 Maturity February 15, 2029 3.875% 727,114 670,939 MGP OP Notes 2024 Maturity May 1, 2024 5.625% 25,831 25,849 2025 Maturity June 15, 2025 4.625% 632 622 2026 Maturity September 1, 2026 4.500% 19,476 18,792 2027 Maturity February 1, 2027 5.750% 20,534 20,523 2028 Maturity January 15, 2028 4.500% 675 646 2029 Maturity February 15, 2029 3.875% 22,886 20,753 Total Debt 4.351% (5) $ 17,123,804 $ 16,724,125 ($ In thousands) December 31, 2022 Description of Debt Maturity Interest Rate Principal Amount Carrying Value (1) Revolving Credit Facility (2) March 31, 2026 SOFR + 1.05% $ — $ — Delayed Draw Term Loan (6) March 31, 2025 SOFR +1.20% — — November 2019 Notes 2026 Maturity December 1, 2026 4.250% 1,250,000 1,238,825 2029 Maturity December 1, 2029 4.625% 1,000,000 988,931 February 2020 Notes 2025 Maturity February 15, 2025 3.500% 750,000 745,020 2027 Maturity February 15, 2027 3.750% 750,000 743,086 2030 Maturity August 15, 2030 4.125% 1,000,000 988,626 April 2022 Notes 2025 Maturity May 15, 2025 4.375% 500,000 496,314 2028 Maturity February 15, 2028 4.516% (4) 1,250,000 1,237,082 2030 Maturity February 15, 2030 4.541% (4) 1,000,000 987,618 2032 Maturity May 15, 2032 3.980% (4) 1,500,000 1,480,799 2052 Maturity May 15, 2052 5.625% 750,000 735,360 Exchange Notes 2024 Maturity May 1, 2024 5.625% 1,024,169 1,029,226 2025 Maturity June 15, 2025 4.625% 799,368 783,659 2026 Maturity September 1, 2026 4.500% 480,524 463,018 2027 Maturity February 1, 2027 5.750% 729,466 738,499 2028 Maturity January 15, 2028 4.500% 349,325 336,545 2029 Maturity February 15, 2029 3.875% 727,114 660,489 MGP OP Notes 2024 Maturity May 1, 2024 5.625% 25,831 25,901 2025 Maturity June 15, 2025 4.625% 632 615 2026 Maturity September 1, 2026 4.500% 19,476 18,542 2027 Maturity February 1, 2027 5.750% 20,534 20,520 2028 Maturity January 15, 2028 4.500% 675 639 2029 Maturity February 15, 2029 3.875% 22,886 20,361 Total Debt 4.496% (5) $ 13,950,000 $ 13,739,675 ____________________ (1) Carrying value is net of unamortized original issue discount and unamortized debt issuance costs incurred in conjunction with debt. (2) Borrowings under the Revolving Credit Facility bear interest at a rate based on a credit rating-based pricing grid with a range of 0.775% to 1.325% margin plus SOFR (or CDOR or SONIA, as applicable), depending on our credit ratings, with an additional 0.10% adjustment. Additionally, the commitment fees under the Revolving Credit Facility are calculated on a credit rating-based pricing grid with a range of 0.15% to 0.375%, for both instruments depending on our credit ratings. For the year ended December 31, 2023, the commitment fees for the Revolving Credit Facility was 0.375%. (3) On January 3, 2023, we drew on the Revolving Credit Facility in the amount of C$140.0 million to fund a portion of the purchase price of the PURE Canadian Gaming Transaction. On August 31, 2023, we drew on the Revolving Credit Facility in the amount of C$75.0 million to fund a portion of the purchase price of the Century Canadian Portfolio Transaction. On October 24, 2023, we drew on the Revolving Credit Facility in the amount of £9.0 million to fund the Cabot Highlands Loan. The balances above are inclusive of foreign currency remeasurement. (4) Interest rates represent the contractual interest rates adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 - Derivatives ). The contractual interest rates on the April 2022 Notes maturing 2028, 2030 and 2032 are 4.750%, 4.950% and 5.125%, respectively. (5) The interest rate represents the weighted average interest rates of the outstanding debt adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 - Derivatives ), as applicable. The contractual weighted average interest rate as of December 31, 2023, which excludes the impact of the forward-starting interest rate swaps and treasury locks, was 4.49%. (6) The Delayed Draw Term Loan was available to be drawn up to 12 months following the effective date of February 8, 2022. On February 8, 2023, the Delayed Draw Term Loan facility expired undrawn in accordance with its terms. Year Ended December 31, (In thousands) 2023 2022 2021 MGP Transactions Bridge Facility $ — $ 15,338 $ 38,762 Venetian Acquisition Bridge Facility — 968 16,387 |
Schedule of Contractual Obligation, Fiscal Year Maturity Schedule | The following table is a schedule of future minimum payments of our debt obligations as of December 31, 2023: (In thousands) Future Minimum Payments 2024 $ 1,050,000 2025 2,050,000 2026 1,923,804 2027 1,500,000 2028 1,600,000 Thereafter 9,000,000 Total minimum repayments $ 17,123,804 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivatives | The following tables detail our outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of December 31, 2023. As of December 31, 2022, there were no derivative instruments outstanding. ($ in thousands) December 31, 2023 Instrument Number of Instruments Weighted Average Rate Notional Index Maturity Forward-starting interest rate swap 7 3.6685% $500,000 USD SOFR- COMPOUND March 6, 2034 The following table presents the effect of our forward-starting derivative financial instruments on our Statement of Operations: Year Ended December 31, (In thousands) 2023 2022 2021 Unrealized (loss) gain recorded in other comprehensive income $ (9,655) $ 200,550 $ — Reduction in interest expense related to the amortization of the forward-starting interest rate swaps and treasury locks (24,148) (16,233) — |
Schedule of Debt Securities, Available-for-sale, Unrealized Loss Position, Fair Value | The following table presents the effect of our interest rate swaps on our Statement of Operations: Year Ended December 31, (In thousands) 2023 2022 2021 Unrealized gain recorded in other comprehensive income $ — $ — $ 29,166 Interest from interest rate swaps recorded in interest expense — — 29,960 Interest rate swap settlement recorded in interest expense — — 64,239 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Net Derivative Measured on Recurring Basis, Unobservable Input Reconciliation | The following tables summarize our assets and liabilities measured at fair value on a recurring basis as of December 31, 2023 and 2022: December 31, 2023 Fair Value (In thousands) Carrying Amount Level 1 Level 2 Level 3 Financial assets: Derivative instruments - forward-starting interest rate swap (1) $ 1,563 $ — $ 1,563 $ — Financial liabilities: Derivative instruments - forward-starting interest rate swap (1) $ 11,218 $ — $ 11,218 $ — December 31, 2022 Fair Value (In thousands) Carrying Amount Level 1 Level 2 Level 3 Financial assets: Short-term investments (2) $ 217,342 $ — $ 217,342 $ — ____________________ (1) The fair values of our interest rate swap derivative instruments were estimated using advice from a third-party derivative specialist, based on contractual cash flows and observable inputs comprising interest rate curves and credit spreads, which are Level 2 measurements as defined under ASC 820. (2) The carrying value of these investments is equal to their fair value due to the short-term nature of the investments as well as their credit quality. |
Schedule Of Estimated Fair Value | The estimated fair values of our financial instruments at December 31, 2023 and 2022 for which fair value is only disclosed are as follows: December 31, 2023 December 31, 2022 (In thousands) Carrying Amount Fair Value Carrying Amount Fair Value Financial assets: Investments in leases - financing receivables (1) $ 18,211,102 $ 17,717,435 $ 16,740,770 $ 17,871,771 Investments in loans and securities (2) 1,144,177 1,060,249 685,793 675,456 Cash and cash equivalents 522,574 522,574 208,933 208,933 Financial liabilities: Debt (3) Revolving Credit Facility $ 173,804 $ 173,804 $ — $ — MGM Grand/Mandalay Bay CMBS Debt 2,773,758 2,627,984 — — Senior Unsecured Notes 13,776,563 13,469,176 13,739,675 13,020,636 ____________________ (1) Represents our asset acquisitions structured as sale leaseback transactions. In accordance with ASC 842, since the lease agreements were determined to meet the definition of a sales-type lease and control of the asset is not considered to have been transferred to us, such lease agreements are accounted for as financings under ASC 310. Except as noted below, the fair value of these assets is based on significant “unobservable” market inputs and, as such, these fair value measurements are considered Level 3 of the fair value hierarchy. In relation to the Century Canadian Portfolio component of the Century Master Lease, the Bowlero Master Lease and the Chelsea Piers Lease, given the proximity of the date of our investment to the date of the financial statements, we determined that the fair value materially approximates the purchase price of the acquisition of these financial assets. (2) The fair value of investments in loans is based on significant “unobservable” market inputs and, as such, these fair value measurements are considered Level 3 of the fair value hierarchy. The fair value of our senior secured notes was estimated using quoted prices for identical or similar liabilities in markets that are not active and, as such, these fair value measurements are considered Level 2 of the fair value hierarchy. (3) The fair value of our debt instruments was estimated using quoted prices for identical or similar liabilities in markets that are not active and, as such, these fair value measurements are considered Level 2 of the fair value hierarchy. |
Commitments and Contingent Li_2
Commitments and Contingent Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Assets And Liabilities | The following table details the balance and location in our Balance Sheets of the ground and use sub-leases as of December 31, 2023 and December 31, 2022: (In thousands) December 31, 2023 December 31, 2022 Others assets (operating lease and sub-leases right-of-use assets) $ 38,345 $ 45,008 Other liabilities (operating lease and sub-lease liabilities) 38,345 45,039 Others assets (sales-type sub-leases, net) (1) 847,330 764,509 Other liabilities (finance sub-lease liabilities) 866,052 784,259 ___________________ (1) As of December 31, 2023 and December 31, 2022, sales-type sub-leases are net of $18.7 million and $19.8 million of allowance for credit losses, respectively. Refer to Note 5 – Allowance for Credit Losses for further details. |
Schedule of Rent Expenses | Year Ended December 31, (In thousands) 2023 2022 2021 Operating leases Rental expense (1) $ 2,004 $ 2,006 $ 2,009 Contractual rent $ 1,905 $ 1,901 $ 1,881 Operating sub-leases Rental income and expense (2) $ 6,849 $ 5,707 $ — Contractual rent $ 6,585 $ 5,338 $ — Finance sub-leases Rental income and expense (2) $ 58,240 $ 47,819 $ 22,484 Contractual rent $ 59,094 $ 52,191 $ 26,350 ___________________ (1) Total rental expense is included in golf operations and general and administrative expenses in our Statement of Operations. (2) Total rental income and rental expense for operating and finance sub-lease commitments are presented gross and included in Other income and Other expenses in our Statement of Operations. |
Schedule of Future Minimum Rental Payments for Operating Leases | The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at December 31, 2023 are as follows: (In thousands) Operating Lease Commitments Operating Sub-Lease Commitments Financing Sub-Lease Commitments 2024 $ 1,347 $ 6,553 $ 65,538 2025 2,025 5,129 65,715 2026 2,772 3,934 65,715 2027 2,792 4,010 65,715 2028 2,814 3,034 65,800 Thereafter 23,515 2,094 2,783,264 Total minimum lease commitments $ 35,265 $ 24,754 $ 3,111,747 Discounting factor 20,030 1,644 2,245,695 Lease liability $ 15,235 $ 23,110 $ 866,052 Discount rates (1) 5.3% -7.0% 2.6% - 2.9% 5.6% - 8.3% Weighted average remaining lease term 13.0 years 4.7 years 52.5 years ____________________ (1) The discount rates for the leases were determined based on the yield of our then current secured borrowings, adjusted to match borrowings of similar terms. |
Schedule of Finance Lease, Liability, Fiscal Year Maturity | The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at December 31, 2023 are as follows: (In thousands) Operating Lease Commitments Operating Sub-Lease Commitments Financing Sub-Lease Commitments 2024 $ 1,347 $ 6,553 $ 65,538 2025 2,025 5,129 65,715 2026 2,772 3,934 65,715 2027 2,792 4,010 65,715 2028 2,814 3,034 65,800 Thereafter 23,515 2,094 2,783,264 Total minimum lease commitments $ 35,265 $ 24,754 $ 3,111,747 Discounting factor 20,030 1,644 2,245,695 Lease liability $ 15,235 $ 23,110 $ 866,052 Discount rates (1) 5.3% -7.0% 2.6% - 2.9% 5.6% - 8.3% Weighted average remaining lease term 13.0 years 4.7 years 52.5 years ____________________ (1) The discount rates for the leases were determined based on the yield of our then current secured borrowings, adjusted to match borrowings of similar terms. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Forward Contracts Indexed to Issuer's Equity | The following table summarizes our public offering activity subject to forward sale agreements during the years ended December 31, 2023, 2022 and 2021: ($ In thousands, except share and per share data) Effective Date (1) Total Shares Sold (2) Public Offering Price Per Share Aggregate Offering Value Initial Forward Sale Price Per Share Initial Net Value 2023 January 2023 Offering January 18, 2023 30,302,500 $ 33.00 $ 1,000,000 $ 31.85 $ 964,400 2022 November 2022 Offering November 8, 2022 18,975,000 30.90 580,000 30.57 579,600 2021 September 2021 Offering September 14, 2021 50,000,000 29.50 1,475,000 28.62 1,431,000 March 2021 Offering March 8, 2021 69,000,000 29.00 2,001,000 28.06 1,935,000 ____________________ (1) All forward sale agreements require settlement within one-year of the Effective Date. (2) |
Schedule of Shares Sold Activity | The following table summarizes our activity under the ATM Program during the years ended December 31, 2023, 2022 and 2021: ($ In thousands, except share and per share data) Number of Shares Weighted Average Share Price Aggregate Value Forward Sales Price Per Share Aggregate Net Value Year Ended December 31, 2023 21,365,397 $ 30.10 $ 643,045 $ 29.70 $ 634,594 Year Ended December 31, 2022 21,617,592 33.12 715,880 32.53 703,100 Year Ended December 31, 2021 — — — — — Total 42,982,989 $ 31.62 $ 1,358,925 $ 31.12 $ 1,337,694 The following table summarizes our settlement activity of the outstanding forward shares under our public offerings and the ATM Program during the years ended December 31, 2023, 2022 and 2021: ($ In thousands, except share and per share data) Settlement Date Settlement Type Number of Shares Settled Forward Share Price Upon Settlement Total Net Proceeds 2023 January 2023 Forward Sale Agreements Various Physical 30,302,500 $ 31.70 $ 960,500 November 2022 Forward Sale Agreements January 6, 2023 Physical 18,975,000 30.34 575,600 ATM Forward Shares Various Physical 29,788,250 31.75 945,700 2022 September 2021 Forward Sale Agreements February 18, 2022 Physical 50,000,000 27.81 1,390,600 March 2021 Forward Sale Agreements February 18, 2022 Physical 69,000,000 26.50 1,828,600 2021 June 2020 Forward Sale Agreement September 9, 2021 Physical 26,900,000 19.59 526,900 Total 224,965,750 $ 27.68 $ 6,227,900 |
Schedule of Common Stock Shares Outstanding | The following table details the issuance of outstanding shares of common stock, including restricted common stock: Common Stock Outstanding 2023 2022 2021 Beginning Balance January 1 963,096,563 628,942,092 536,669,722 Issuance of common stock in primary follow-on offerings — — 65,000,000 Issuance of common stock upon physical settlement of forward sale agreements 79,065,750 119,000,000 26,900,000 Issuance of common stock in connection with the MGP Transactions — 214,552,532 — Issuance of restricted and unrestricted common stock under the stock incentive program, net of forfeitures 540,450 601,939 372,370 Ending Balance December 31 1,042,702,763 963,096,563 628,942,092 |
Summary of Dividends Declared | Dividends declared (on a per share basis) during the years ended December 31, 2023 and 2022 were as follows: Year Ended December 31, 2023 Declaration Date Record Date Payment Date Period Dividend March 9, 2023 March 23, 2023 April 6, 2023 January 1, 2023 – March 31, 2023 $ 0.3900 June 8, 2023 June 22, 2023 July 6, 2023 April 1, 2023 – June 30, 2023 $ 0.3900 September 7, 2023 September 21, 2023 October 5, 2023 July 1, 2023 – September 30, 2023 $ 0.4150 December 7, 2023 December 21, 2023 January 5, 2024 October 1, 2023 - December 31, 2023 $ 0.4150 Year Ended December 31, 2022 Declaration Date Record Date Payment Date Period Dividend March 10, 2022 March 24, 2022 April 7, 2022 January 1, 2022 - March 31, 2022 $ 0.3600 June 9, 2022 June 23, 2022 July 7, 2022 April 1, 2022 - June 30, 2022 $ 0.3600 September 8, 2022 September 22, 2022 October 6, 2022 July 1, 2022 - September 30, 2022 $ 0.3900 December 8, 2022 December 22, 2022 January 5, 2023 October 1, 2022 - December 31, 2022 $ 0.3900 |
Earnings Per Share and Earnin_2
Earnings Per Share and Earnings Per Unit (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Earnings Per Share | The following tables reconcile the weighted-average shares of common stock outstanding used in the calculation of basic earnings per share to the weighted-average shares of common stock outstanding used in the calculation of diluted earnings per share: Year Ended December 31, (In thousands) 2023 2022 2021 Determination of shares: Weighted-average shares of common stock outstanding 1,014,513 877,508 564,467 Assumed conversion of restricted stock 784 955 924 Assumed settlement of forward sale agreements 480 1,213 11,675 Diluted weighted-average shares of common stock outstanding 1,015,777 879,676 577,066 Year Ended December 31, (In thousands, except per share data) 2023 2022 2021 Basic: Net income attributable to common stockholders $ 2,513,540 $ 1,117,635 $ 1,013,851 Weighted-average shares of common stock outstanding 1,014,513 877,508 564,467 Basic EPS $ 2.48 $ 1.27 $ 1.80 Diluted: Net income attributable to common stockholders $ 2,513,540 $ 1,117,635 $ 1,013,851 Diluted weighted-average shares of common stock outstanding 1,015,777 879,676 577,066 Diluted EPS $ 2.47 $ 1.27 $ 1.76 The following tables reconcile the weighted-average units outstanding used in the calculation of basic EPU to the weighted-average units outstanding used in the calculation of diluted EPU: Year Ended December 31, (In thousands) 2023 2022 2021 Determination of units: Weighted-average units outstanding 1,026,745 885,786 564,467 Assumed conversion of VICI restricted stock 784 955 924 Assumed settlement of VICI forward sale agreements 480 1,213 11,675 Diluted weighted-average units outstanding 1,028,008 887,953 577,066 Year Ended December 31, (In thousands, except per share data) 2023 2022 2021 Basic: Net income attributable to partners $ 2,535,066 $ 1,118,471 $ 1,008,534 Weighted-average units outstanding 1,026,745 885,786 564,467 Basic EPU $ 2.47 $ 1.26 $ 1.79 Diluted: Net income attributable to partners $ 2,535,066 $ 1,118,471 $ 1,008,534 Diluted weighted-average units outstanding 1,028,008 887,953 577,066 Diluted EPU $ 2.47 $ 1.26 $ 1.75 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Allocated Share-based Compensation Expense | The following table details the stock-based compensation expense recorded as General and administrative expense in the Statement of Operations: Year Ended December 31, (In thousands) 2023 2022 2021 Stock-based compensation expense $ 15,536 $ 12,986 $ 9,371 |
Schedule of Share-based Compensation Arrangements by Share-based Payment Award | The following table details the activity of our incentive stock and time-based restricted stock and performance-based restricted stock units: Incentive and Time-Based Restricted Stock Performance-Based Restricted Stock Units (In thousands, except for per share data) Stock Weighted Average Grant Date Fair Value Stock Units Weighted Average Grant Date Fair Value Outstanding as of December 31, 2020 324,865 $ 23.34 530,440 $ 20.35 Granted 176,023 18.79 318,312 16.85 Vested (177,120) 19.19 (220,084) 18.39 Forfeited (23,737) 19.58 (40,534) 18.39 Canceled — — — — Outstanding as of December 31, 2021 300,031 24.72 588,134 19.32 Granted 389,715 28.84 489,207 27.03 Vested (167,465) 25.91 (227,166) 22.68 Forfeited (14,942) 25.46 (80,586) 22.68 Canceled — — — — Outstanding as of December 31, 2022 507,339 27.47 769,589 22.88 Granted 209,901 28.22 474,867 28.59 Vested (211,887) 28.13 (363,267) 19.90 Forfeited (32,718) 28.44 (115,607) 19.90 Canceled — — — — Outstanding as of December 31, 2023 472,635 $ 27.44 765,582 $ 28.28 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The composition of our income tax expense (benefit) was as follows: Year Ended December 31, 2023 2022 2021 (In thousands) Current Deferred Total Current Deferred Total Current Deferred Total Federal $ 1,755 $ 129 $ 1,884 $ 1,758 $ 469 $ 2,227 $ 1,066 $ 358 $ 1,424 State 2,481 13 2,494 658 (9) 649 1,475 (12) 1,463 Foreign 49 (10,568) (10,519) — — — — — — Income tax expense (benefit) $ 4,285 $ (10,426) $ (6,141) $ 2,416 $ 460 $ 2,876 $ 2,541 $ 346 $ 2,887 |
Schedule of Deferred Tax Assets and Liabilities | At December 31, 2023 and 2022, the net effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were: (In thousands) December 31, 2023 December 31, 2022 Deferred tax assets: CECL allowance - foreign investments $ 13,777 $ — Lease liability 2,255 2310 Accruals, reserves and other 222 221 Cumulative translation adjustment 726 — Total deferred tax assets 16,980 2,531 Deferred tax liabilities: Fixed assets - foreign investments (5,080) — Land, buildings and equipment, net (4,728) (4,560) Right of use asset (2,255) (2,310) Total deferred tax liabilities (12,063) (6,870) Net deferred tax asset (liability) $ 4,917 $ (4,339) |
Schedule of Effective Income Tax Rate Reconciliation | The following table reconciles our effective income tax rate to the historical federal statutory rate of 21% for the years ended December 31, 2023, 2022 and 2021: Year Ended December 31, 2023 2022 2021 ($ in thousands) Amount Percent Amount Percent Amount Percent Federal income tax expense at statutory rate $ 526,579 21.0 % $ 239,220 21.0 % $ 215,469 21.0 % REIT income not subject to federal income tax (524,791) (20.9) (237,069) (20.8) (214,037) (20.9) Pre-tax gain attributable to taxable subsidiaries 1,788 0.1 2,151 0.2 1,432 0.1 State income taxes, net of federal benefits 2,474 0.1 648 0.1 1,444 0.1 Foreign income taxes (10,519) (0.4) — — — — Non-deductible expenses and other 116 — 77 — 11 — (Benefit from) provision for income taxes $ (6,141) (0.2) % $ 2,876 0.3 % $ 2,887 0.2 % |
Summary of Federal Income Tax Note | For U.S. federal income tax purposes, the portion of the dividends allocated to stockholders for the years ended December 31, 2023, 2022 and 2021 are characterized as follows: Year Ended December 31, ($ per share) 2023 2022 2021 Ordinary dividends $ 1.4500 $ 1.5787 $ 0.7108 Section 199A dividends (1) $ 1.4265 $ 1.5787 $ 0.7108 Non-dividend distribution $ 0.0263 $ — $ 0.6392 ____________________ (1) |
Business and Organization (Deta
Business and Organization (Details) | Dec. 31, 2023 property |
Organization, Consolidation and Presentation of Financial Statements | |
Number of real estate properties | 93 |
Gaming Properties | |
Organization, Consolidation and Presentation of Financial Statements | |
Number of real estate properties | 54 |
Other Experiential Properties | |
Organization, Consolidation and Presentation of Financial Statements | |
Number of real estate properties | 39 |
Golf Courses | |
Organization, Consolidation and Presentation of Financial Statements | |
Number of real estate properties | 4 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | 12 Months Ended | ||||||||||
Jan. 09, 2023 USD ($) | Dec. 31, 2023 USD ($) property | Dec. 31, 2023 USD ($) property | Dec. 31, 2023 USD ($) property | Dec. 31, 2023 USD ($) segment property | Dec. 31, 2023 USD ($) property tradingDay | Dec. 31, 2023 USD ($) d property | Dec. 31, 2022 USD ($) | Dec. 31, 2021 | Dec. 31, 2017 USD ($) a | Jan. 08, 2023 | |
Real Estate Properties | |||||||||||
Number of operating segments | segment | 1 | ||||||||||
Number of reportable segments | segment | 1 | ||||||||||
Restricted cash | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Short-term investments | $ 0 | $ 0 | 0 | $ 0 | $ 0 | $ 0 | $ 217,342,000 | ||||
Variable golf fees | 11,600,000 | ||||||||||
Use fees | 3,700,000 | ||||||||||
Minimum rounds fees | $ 1,600,000 | ||||||||||
Number of golf courses | property | 93 | 93 | 93 | 93 | 93 | 93 | |||||
MGM Grand Mandalay Bay JV | |||||||||||
Real Estate Properties | |||||||||||
Interest acquired | 49.90% | ||||||||||
Consideration paid for MGM Grand/Mandalay Bay JV Interest Acquisition | $ 1,261,882,000 | ||||||||||
MGM Grand Mandalay Bay JV | |||||||||||
Real Estate Properties | |||||||||||
Equity method investment, ownership percentage | 50.10% | 50.10% | 50.10% | ||||||||
Eastside Property | |||||||||||
Real Estate Properties | |||||||||||
Area of real estate property | a | 18.4 | ||||||||||
Proceeds from sale of land held-for-investment | $ 73,600,000 | ||||||||||
Deposit liability | $ 73,600,000 | ||||||||||
Property, Las Vegas Strip | Geographic Concentration Risk | Revenue Benchmark | |||||||||||
Real Estate Properties | |||||||||||
Concentration risk percentage | 49% | 45% | 32% | ||||||||
Caesars Entertainment Corporation | Customer Concentration Risk | Revenue Benchmark | |||||||||||
Real Estate Properties | |||||||||||
Concentration risk percentage | 37% | 46% | 85% | ||||||||
MGM Resorts International | Geographic Concentration Risk | Revenue Benchmark | |||||||||||
Real Estate Properties | |||||||||||
Concentration risk percentage | 39% | 34% | 0% | ||||||||
Minimum | |||||||||||
Real Estate Properties | |||||||||||
Award vesting period (in years) | 0 years | ||||||||||
Maximum | |||||||||||
Real Estate Properties | |||||||||||
Award vesting period (in years) | 3 years | ||||||||||
VICI OP | |||||||||||
Real Estate Properties | |||||||||||
Noncontrolling interest, ownership percentage | 1.20% | 1.20% | 1.20% | 1.20% | 1.20% | 1.20% | |||||
Harrah’s Joliet LandCo LLC | |||||||||||
Real Estate Properties | |||||||||||
Noncontrolling interest, ownership percentage | 20% | 20% | 20% | 20% | 20% | 20% | |||||
Vici Bowl HoldCo LLC | |||||||||||
Real Estate Properties | |||||||||||
Noncontrolling interest, ownership percentage | 5.60% | 5.60% | 5.60% | 5.60% | 5.60% | 5.60% | |||||
Time-Based Restricted Shares | |||||||||||
Real Estate Properties | |||||||||||
Period of volume of weighted average price | 10 | 10 | |||||||||
Trading days | tradingDay | 10 | ||||||||||
Time-Based Restricted Shares | Minimum | |||||||||||
Real Estate Properties | |||||||||||
Award vesting period (in years) | 1 year | ||||||||||
Time-Based Restricted Shares | Maximum | |||||||||||
Real Estate Properties | |||||||||||
Award vesting period (in years) | 3 years | ||||||||||
Golf Courses | |||||||||||
Real Estate Properties | |||||||||||
Number of golf courses | property | 4 | 4 | 4 | 4 | 4 | 4 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Depreciation (Details) | Dec. 31, 2023 |
Depreciable land improvements | Minimum | |
Property, Plant and Equipment | |
Useful life | 2 years |
Depreciable land improvements | Maximum | |
Property, Plant and Equipment | |
Useful life | 50 years |
Building and improvements | Minimum | |
Property, Plant and Equipment | |
Useful life | 5 years |
Building and improvements | Maximum | |
Property, Plant and Equipment | |
Useful life | 25 years |
Furniture and equipment | Minimum | |
Property, Plant and Equipment | |
Useful life | 2 years |
Furniture and equipment | Maximum | |
Property, Plant and Equipment | |
Useful life | 10 years |
Real Estate Transactions - Chel
Real Estate Transactions - Chelsea Piers Transaction (Details) $ in Millions | Dec. 18, 2023 USD ($) |
Chelsea Piers | |
Business Acquisition | |
Contractual annual rent amounts | $ 24 |
Initial lease term | 32 years |
Lessor, sales-type lease, renewal term | 10 years |
Annual escalation rate, year 3, percent | 0.0125 |
Annual escalation rate, year 4 and thereafter, percent | 0.0150 |
Chelsea Piers | |
Business Acquisition | |
Consideration paid for asset acquisition | $ 342.9 |
Repayment and termination of outstanding Chelsea Piers loan | $ 71.5 |
Real Estate Transactions - Bowl
Real Estate Transactions - Bowlero Transaction (Details) $ in Millions | Oct. 19, 2023 USD ($) renewal property | Dec. 31, 2023 property |
Business Acquisition | ||
Number of golf courses | property | 93 | |
Minimum | ||
Business Acquisition | ||
Lessor, sales-type lease, renewal term | 5 years | |
Bowlero Master Lease | ||
Business Acquisition | ||
Contractual annual rent amounts | $ | $ 31.6 | |
Initial lease term | 25 years | |
Number of renewal options | renewal | 6 | |
Lessor, sales-type lease, renewal term | 5 years | |
Annual rent increase, cap percent | 2.50% | |
Right of first offer provision, term | 8 years | |
Bowlero Master Lease | Minimum | ||
Business Acquisition | ||
Annual escalation rate | 2% | |
Bowlero | ||
Business Acquisition | ||
Consideration paid for asset acquisition | $ | $ 432.9 | |
Bowling Entertainment Center | ||
Business Acquisition | ||
Number of golf courses | property | 38 |
Real Estate Transactions - Cent
Real Estate Transactions - Century Canadian Portfolio Transaction (Details) $ in Thousands, $ in Millions | 12 Months Ended | ||||||||||||
Sep. 06, 2023 USD ($) renewal | Sep. 06, 2023 CAD ($) renewal | Aug. 31, 2023 USD ($) | Aug. 31, 2023 CAD ($) | Jul. 25, 2023 renewal | Jan. 06, 2023 USD ($) | Jan. 06, 2023 CAD ($) | Jan. 03, 2023 USD ($) | Jan. 03, 2023 CAD ($) | Dec. 31, 2023 USD ($) renewal | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2023 CAD ($) | |
Business Acquisition | |||||||||||||
Proceeds from revolving credit facility | $ 55,000 | $ 75 | $ 55,000 | $ 75 | $ 103,400 | $ 140 | $ 103,400 | $ 140 | $ 419,148 | $ 600,000 | $ 0 | ||
Century Casinos | |||||||||||||
Business Acquisition | |||||||||||||
Number of renewal options | 1 | 1 | |||||||||||
Lessor, sales-type lease, renewal term | 5 years | 5 years | 5 years | ||||||||||
Century Master Lease | |||||||||||||
Business Acquisition | |||||||||||||
Contractual annual rent amounts | $ 12,700 | $ 17.3 | |||||||||||
Initial lease term | 15 years | 15 years | 15 years | ||||||||||
Number of renewal options | 3 | 3 | 3 | ||||||||||
Lessor, sales-type lease, renewal term | 5 years | 5 years | 5 years | ||||||||||
Century Casino Portfolio Assets | |||||||||||||
Business Acquisition | |||||||||||||
Consideration paid for asset acquisition | $ 162,500 | $ 221.7 |
Real Estate Transactions - Rock
Real Estate Transactions - Rocky Gap Casino (Details) $ in Millions | 12 Months Ended | ||
Sep. 06, 2023 renewal | Jul. 25, 2023 USD ($) renewal | Dec. 31, 2023 renewal | |
Century Master Lease | |||
Asset Acquisition [Line Items] | |||
Increase in annual rent payments | $ 15.5 | ||
Initial lease term | 15 years | 15 years | |
Number of renewal options | renewal | 3 | 3 | |
Lessor, sales-type lease, renewal term | 5 years | 5 years | |
Century Casinos | |||
Asset Acquisition [Line Items] | |||
Number of renewal options | renewal | 1 | 1 | |
Lessor, sales-type lease, renewal term | 5 years | 5 years | |
Rocky Gap Casino Resort | |||
Asset Acquisition [Line Items] | |||
Consideration paid for asset acquisition | $ 260 | ||
Rocky Gap Casino Resort | Century Casinos | |||
Asset Acquisition [Line Items] | |||
Payments to acquire productive assets | 56.1 | ||
Rocky Gap Casino Resort | Land and Building | |||
Asset Acquisition [Line Items] | |||
Consideration paid for asset acquisition | $ 203.9 |
Real Estate Transactions - MGM
Real Estate Transactions - MGM Grand/Mandalay Bay JV (Details) $ in Thousands | Jan. 09, 2023 USD ($) renewal | Apr. 29, 2022 USD ($) renewal | Dec. 31, 2023 USD ($) | Jan. 08, 2023 | Dec. 31, 2022 USD ($) | |
Business Acquisition | ||||||
Investments in leases - sales-type, net | [1] | $ 23,015,931 | $ 17,172,325 | |||
Minimum | ||||||
Business Acquisition | ||||||
Lessor, sales-type lease, renewal term | 5 years | |||||
MGM Grand/Mandalay Bay Lease | ||||||
Business Acquisition | ||||||
Contractual annual rent amounts | $ 309,900 | $ 303,800 | ||||
Initial lease term | 27 years | 30 years | ||||
Number of renewal options | renewal | 2 | 2 | ||||
Lessor, sales-type lease, renewal term | 10 years | 10 years | ||||
Annual rent increase, cap percent | 3% | 3% | ||||
MGM Grand/Mandalay Bay Lease | Minimum | ||||||
Business Acquisition | ||||||
Annual escalation rate | 2% | 2% | ||||
MGM Grand Mandalay Bay JV | ||||||
Business Acquisition | ||||||
Equity method investment, ownership percentage | 50.10% | 50.10% | 50.10% | |||
MGM Grand Mandalay Bay Note due 2030 | ||||||
Business Acquisition | ||||||
Interest rate, stated percentage | 3.558% | |||||
MGM Grand Mandalay Bay JV | ||||||
Business Acquisition | ||||||
Interest acquired | 49.90% | |||||
Consideration paid for asset acquisition | $ 1,261,882 | |||||
Investments in leases – sales-type | 5,494,351 | |||||
Investments in leases - sales-type, net | 210,000 | |||||
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2030 | ||||||
Business Acquisition | ||||||
Liabilities incurred | 1,497,000 | |||||
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2030 | MGM Grand Mandalay Bay JV | ||||||
Business Acquisition | ||||||
Liabilities incurred | $ 3,000,000 | |||||
[1]As of December 31, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and Other assets (sales-type sub-leases) are net of $701.1 million, $703.6 million, $29.8 million and $18.7 million, respectively, and $570.4 million, $726.7 million, $6.9 million, and $19.8 million, respectively, of Allowance for credit losses. Refer to Note 5 - Allowance for Credit Losses for further details. |
Real Estate Transactions - Asse
Real Estate Transactions - Asset Acquisitions (Details) - USD ($) $ in Thousands | Jan. 09, 2023 | Apr. 29, 2022 | Jan. 08, 2023 | Dec. 31, 2022 |
Asset Acquisition [Line Items] | ||||
Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions | $ 4,404,000 | |||
MGM Grand Mandalay Bay JV | ||||
Asset Acquisition [Line Items] | ||||
Equity method investment, ownership percentage | 50.10% | 50.10% | 50.10% | |
MGM Grand Mandalay Bay JV | ||||
Asset Acquisition [Line Items] | ||||
Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions | $ 1,458,782 | |||
Consideration paid for asset acquisition | 1,261,882 | |||
Transaction costs | 14,630 | |||
Investments in leases – sales-type | 5,494,351 | |||
Cash and cash equivalents | 9,607 | |||
Debt, net | (2,747,877) | |||
Accrued expenses and deferred revenue | (20,787) | |||
Total net assets acquired | 2,735,294 | |||
Asset acquisition, long-term debt, gross | 3,000,000 | |||
Asset acquisition, long-term debt, debt discount | $ 252,100 |
Real Estate Transactions - PURE
Real Estate Transactions - PURE Canadian Gaming Transaction (Details) $ in Thousands, $ in Millions | 12 Months Ended | |||||||||||
Sep. 06, 2023 USD ($) | Sep. 06, 2023 CAD ($) | Aug. 31, 2023 USD ($) | Aug. 31, 2023 CAD ($) | Jan. 06, 2023 USD ($) renewal | Jan. 06, 2023 CAD ($) renewal | Jan. 03, 2023 USD ($) | Jan. 03, 2023 CAD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jan. 06, 2023 CAD ($) | |
Business Acquisition | ||||||||||||
Proceeds from revolving credit facility | $ 55,000 | $ 75 | $ 55,000 | $ 75 | $ 103,400 | $ 140 | $ 103,400 | $ 140 | $ 419,148 | $ 600,000 | $ 0 | |
Minimum | ||||||||||||
Business Acquisition | ||||||||||||
Lessor, sales-type lease, renewal term | 5 years | |||||||||||
Maximum | ||||||||||||
Business Acquisition | ||||||||||||
Lessor, sales-type lease, renewal term | 30 years | |||||||||||
PURE Master Lease | ||||||||||||
Business Acquisition | ||||||||||||
Contractual annual rent amounts | $ 16,100 | $ 21.8 | ||||||||||
Initial lease term | 25 years | 25 years | ||||||||||
Number of renewal options | 4 | 4 | ||||||||||
Lessor, sales-type lease, renewal term | 5 years | 5 years | ||||||||||
Annual escalation rate | 1.50% | 1.50% | ||||||||||
Yearly minimum expenditure | 1% | 1% | ||||||||||
PURE Master Lease | Minimum | ||||||||||||
Business Acquisition | ||||||||||||
Annual escalation rate | 1.25% | 1.25% | ||||||||||
PURE Master Lease | Maximum | ||||||||||||
Business Acquisition | ||||||||||||
Annual escalation rate | 2.50% | 2.50% | ||||||||||
PURE Portfolio Assets | ||||||||||||
Business Acquisition | ||||||||||||
Consideration paid for asset acquisition | $ 200,800 | $ 271.9 |
Real Estate Transactions - Rece
Real Estate Transactions - Recent Leasing Activity (Details) $ in Millions | Feb. 15, 2023 USD ($) renewal | Dec. 19, 2022 USD ($) | Apr. 29, 2022 USD ($) renewal | Dec. 31, 2023 |
MGM Master Lease | ||||
Asset Acquisition [Line Items] | ||||
Initial lease term | 25 years | |||
Number of renewal options | renewal | 3 | |||
Lessor, sales-type lease, renewal term | 10 years | |||
Annual rent increase, cap percent | 3% | |||
Gold Strike Lease | ||||
Asset Acquisition [Line Items] | ||||
Initial lease term | 25 years | |||
Number of renewal options | renewal | 3 | |||
Lessor, sales-type lease, renewal term | 10 years | |||
Annual rent increase, cap percent | 3% | |||
Yearly minimum expenditure | 1% | |||
Maximum | ||||
Asset Acquisition [Line Items] | ||||
Lessor, sales-type lease, renewal term | 30 years | |||
Maximum | MGM Master Lease | ||||
Asset Acquisition [Line Items] | ||||
Reduction in annual base rent | $ 40 | $ 90 | ||
Contractual annual rent amounts | $ 860 | |||
Maximum | Gold Strike Lease | ||||
Asset Acquisition [Line Items] | ||||
Contractual annual rent amounts | 40 | |||
Minimum | ||||
Asset Acquisition [Line Items] | ||||
Lessor, sales-type lease, renewal term | 5 years | |||
Minimum | MGM Master Lease | ||||
Asset Acquisition [Line Items] | ||||
Reduction in annual base rent | $ 40 | |||
Annual escalation rate | 2% | |||
Minimum | Gold Strike Lease | ||||
Asset Acquisition [Line Items] | ||||
Annual escalation rate | 2% |
Real Estate Transactions - Sche
Real Estate Transactions - Schedule of Loan Originations (Details) - Dec. 31, 2023 $ in Thousands, £ in Millions | USD ($) | GBP (£) |
2023 Loan Originations | ||
Business Acquisition | ||
Maximum Investment Amount | $ 698,273 | |
Kalahari Virginia Loan | ||
Business Acquisition | ||
Maximum Investment Amount | 212,200 | |
Canyon Ranch Preferred Equity Investment | ||
Business Acquisition | ||
Maximum Investment Amount | 150,000 | |
Canyon Ranch Lenox and Tucson Loan | ||
Business Acquisition | ||
Maximum Investment Amount | 140,135 | |
Cabot Saint Lucia Loan | ||
Business Acquisition | ||
Maximum Investment Amount | 100,000 | |
Hard Rock Ottawa Notes | ||
Business Acquisition | ||
Maximum Investment Amount | 85,000 | |
Cabot Highlands Loan | ||
Business Acquisition | ||
Maximum Investment Amount | $ 10,938 | £ 9 |
Real Estate Transactions - Sign
Real Estate Transactions - Significant 2022 Transactions Narrative (Details) $ / shares in Units, $ in Thousands, ft² in Millions | Feb. 15, 2023 USD ($) | Jan. 09, 2023 USD ($) renewal | Dec. 19, 2022 USD ($) | Apr. 29, 2022 USD ($) ft² d property renewal region hotelRoom $ / shares shares | Dec. 31, 2023 property | Jul. 30, 2021 $ / shares |
Asset Acquisition [Line Items] | ||||||
Number of real estate properties | property | 93 | |||||
Share price (in dollars per share) | $ / shares | $ 43 | |||||
Volume weighted average price, period | d | 5 | |||||
Cash consideration transferred | $ 4,404,000 | |||||
Maximum | ||||||
Asset Acquisition [Line Items] | ||||||
Lessor, sales-type lease, renewal term | 30 years | |||||
Minimum | ||||||
Asset Acquisition [Line Items] | ||||||
Lessor, sales-type lease, renewal term | 5 years | |||||
Weighted Average | ||||||
Asset Acquisition [Line Items] | ||||||
Share price (in dollars per share) | $ / shares | $ 31.47 | |||||
MGM Master Lease | ||||||
Asset Acquisition [Line Items] | ||||||
Initial lease term | 25 years | |||||
Number of renewal options | renewal | 3 | |||||
Lessor, sales-type lease, renewal term | 10 years | |||||
Annual escalation rate period | 10 years | |||||
Annual rent increase, cap percent | 3% | |||||
MGM Master Lease | Maximum | ||||||
Asset Acquisition [Line Items] | ||||||
Contractual annual rent amounts | $ 860,000 | |||||
Reduction in annual base rent | $ 40,000 | $ 90,000 | ||||
MGM Master Lease | Minimum | ||||||
Asset Acquisition [Line Items] | ||||||
Annual escalation rate | 2% | |||||
Reduction in annual base rent | $ 40,000 | |||||
MGM Grand/Mandalay Bay Lease | ||||||
Asset Acquisition [Line Items] | ||||||
Contractual annual rent amounts | $ 309,900 | $ 303,800 | ||||
Initial lease term | 27 years | 30 years | ||||
Number of renewal options | renewal | 2 | 2 | ||||
Lessor, sales-type lease, renewal term | 10 years | 10 years | ||||
Annual escalation rate period | 15 years | |||||
Annual rent increase, cap percent | 3% | 3% | ||||
MGM Grand/Mandalay Bay Lease | Minimum | ||||||
Asset Acquisition [Line Items] | ||||||
Annual escalation rate | 2% | 2% | ||||
MGP | ||||||
Asset Acquisition [Line Items] | ||||||
Consideration paid for asset acquisition | $ 11,556,990 | |||||
Liabilities incurred | $ 5,700,000 | |||||
Number of real estate properties | property | 15 | |||||
Number of regions in which entity operates | region | 9 | |||||
Number of hotel rooms | hotelRoom | 36,000 | |||||
Area of real estate property | ft² | 3.6 | |||||
Exchange ratio (in shares) | shares | 1.366 | |||||
Share price (in dollars per share) | $ / shares | $ 30.64 | |||||
Cash consideration transferred | $ 6,568,480 | |||||
Asset acquisition, number of units retained noncontrolling interests (in shares) | shares | 12,231,373 | |||||
MGP | MGM Master Lease Agreement and BREIT JV Lease Agreement | ||||||
Asset Acquisition [Line Items] | ||||||
Contractual annual rent amounts | $ 1,012,200 | |||||
MGP | BREIT JV | ||||||
Asset Acquisition [Line Items] | ||||||
Equity method investment, ownership percentage | 100% | 50.10% | ||||
MGM Grand Mandalay Bay JV | ||||||
Asset Acquisition [Line Items] | ||||||
Consideration paid for asset acquisition | $ 1,261,882 | |||||
Cash consideration transferred | $ 1,458,782 | |||||
Interest acquired | 49.90% | |||||
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2030 | ||||||
Asset Acquisition [Line Items] | ||||||
Liabilities incurred | $ 1,497,000 | |||||
MGM Grand Mandalay Bay JV | BREIT JV | MGM Grand Mandalay Bay Note due 2030 | ||||||
Asset Acquisition [Line Items] | ||||||
Liabilities incurred | $ 3,000,000 |
Real Estate Transactions - Sc_2
Real Estate Transactions - Schedule of Significant 2022 Transactions (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Apr. 29, 2022 USD ($) $ / shares shares | Dec. 31, 2023 shares | Dec. 31, 2022 shares | Dec. 31, 2021 shares | Jul. 30, 2021 $ / shares | |
Asset Acquisition [Line Items] | |||||
Issuance of common stock in connection with the MGP Transactions (in shares) | shares | 0 | 214,552,532 | 0 | ||
Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions | $ 4,404,000 | ||||
Share price (in dollars per share) | $ / shares | $ 43 | ||||
Minimum | |||||
Asset Acquisition [Line Items] | |||||
Rent multiple | 15 | ||||
Maximum | |||||
Asset Acquisition [Line Items] | |||||
Rent multiple | 18.5 | ||||
Weighted Average | |||||
Asset Acquisition [Line Items] | |||||
Share price (in dollars per share) | $ / shares | $ 31.47 | ||||
Rent multiple | 16.7 | ||||
MGP | |||||
Asset Acquisition [Line Items] | |||||
MGP Common Shares outstanding as of April 29, 2022 (in shares) | shares | 156,757,773 | ||||
Exchange ratio (in shares) | shares | 1.366 | ||||
VICI common stock issued (in shares) | shares | 214,131,064 | ||||
VICI common stock issued for MGP stock-based compensation awards (in shares) | shares | 421,468 | ||||
Issuance of common stock in connection with the MGP Transactions (in shares) | shares | 214,552,532 | ||||
Fractional common shares excluded (in shares) | shares | 54 | ||||
Consideration paid for MGM Grand/Mandalay Bay JV Interest Acquisition | $ 11,556,990 | ||||
Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions | 6,568,480 | ||||
Redemption payment to MGM | 4,404,000 | ||||
VICI OP Units retained by MGM | 374,769 | ||||
Repayment of MGP revolving credit facility | 90,000 | ||||
Transaction costs | 119,741 | ||||
Total purchase price | $ 17,259,990 | ||||
Asset acquisition, number of shares issued (in shares) | shares | 214,375,990 | ||||
Share price (in dollars per share) | $ / shares | $ 30.64 | ||||
Asset acquisition, number of units retained noncontrolling interests (in shares) | shares | 12,231,373 | ||||
Investment in leases - financing receivables | $ 14,245,868 | ||||
Investment in unconsolidated affiliate | 1,465,814 | ||||
Cash and cash equivalents | 25,387 | ||||
Other assets | 338,212 | ||||
Debt, net | (4,106,082) | ||||
Accrued expenses and deferred revenue | (79,482) | ||||
Other liabilities | (332,727) | ||||
Total net assets acquired | 11,556,990 | ||||
Debt discount | 93,900 | ||||
MGP | MGP OP Notes and Exchange Notes | |||||
Asset Acquisition [Line Items] | |||||
Assumption of debt | 4,200,000 | ||||
MGP | BREIT CMBS Debt | |||||
Asset Acquisition [Line Items] | |||||
Assumption of debt | $ 1,503,000 |
Real Estate Portfolio - Narrati
Real Estate Portfolio - Narrative (Details) | 12 Months Ended | |
Dec. 31, 2023 loan property leaseArrangement casino | Apr. 29, 2022 property | |
Real Estate | ||
Number of casinos | casino | 26 | |
Number of lease arrangements | leaseArrangement | 10 | |
Number of real estate properties | 93 | |
Financing receivable, investment in lease, number of lease arrangements | leaseArrangement | 10 | |
Number of loans | loan | 14 | |
Number of properties | 93 | |
Number of lease agreement | leaseArrangement | 20 | |
Casino | ||
Real Estate | ||
Financing receivable, investment in lease, number of properties | 28 | |
Other Experiential Properties | ||
Real Estate | ||
Financing receivable, investment in lease, number of properties | 39 | |
Number of real estate properties | 39 | |
Variable Rent | ||
Real Estate | ||
Variable rent split | 20% | |
Minimum | ||
Real Estate | ||
Initial term | 15 years | |
Lessor, sales-type lease, renewal term | 5 years | |
Annual escalation rate | 1% | |
Annual escalation rate, earlier years | 0.01 | |
Maximum | ||
Real Estate | ||
Initial term | 32 years | |
Lessor, sales-type lease, renewal term | 30 years | |
Annual escalation rate | 2% | |
Annual escalation rate, later years | 0.02 | |
MGP | ||
Real Estate | ||
Number of real estate properties | 15 |
Real Estate Portfolio - Schedul
Real Estate Portfolio - Schedule Of Real Estate Portfolio (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Jan. 09, 2023 | Jan. 08, 2023 | Dec. 31, 2022 | |
Accounts, Notes, Loans and Financing Receivable | |||||
Total investments in leases, net | $ 41,227,033 | $ 33,913,095 | |||
Investment in unconsolidated affiliate | 0 | 1,460,775 | |||
Land | 150,727 | 153,560 | |||
Total real estate portfolio | 42,521,937 | 36,213,223 | |||
Estimated residual values of leased property (not guaranteed) | 15,900,000 | $ 11,500,000 | |||
MGM Grand Mandalay Bay JV | |||||
Accounts, Notes, Loans and Financing Receivable | |||||
Equity method investment, ownership percentage | 50.10% | 50.10% | 50.10% | ||
Investments in leases - sales-type, net | |||||
Accounts, Notes, Loans and Financing Receivable | |||||
Investments in leases - sales-type, net | 23,015,931 | $ 17,172,325 | |||
Investments in leases - financing receivables, net | |||||
Accounts, Notes, Loans and Financing Receivable | |||||
Investments in leases and loans | [1] | 18,211,102 | 16,740,770 | ||
Investments in loans and securities, net | |||||
Accounts, Notes, Loans and Financing Receivable | |||||
Investments in leases and loans | [1] | $ 1,144,177 | $ 685,793 | ||
[1]As of December 31, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and Other assets (sales-type sub-leases) are net of $701.1 million, $703.6 million, $29.8 million and $18.7 million, respectively, and $570.4 million, $726.7 million, $6.9 million, and $19.8 million, respectively, of Allowance for credit losses. Refer to Note 5 - Allowance for Credit Losses for further details. |
Real Estate Portfolio - Sched_2
Real Estate Portfolio - Schedule of Components of Direct Financing and Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Real Estate [Abstract] | |||
Income from sales-type leases - fixed rent | $ 1,892,534 | $ 1,436,945 | $ 1,161,655 |
Income from sales-type leases - contingent rent | 87,644 | 27,300 | 6,317 |
Income from lease financing receivables - fixed rent | 1,430,246 | 995,383 | 243,008 |
Income from lease financing receivables - contingent rent | 10,509 | 1,673 | 0 |
Total lease revenue | 3,420,933 | 2,461,301 | 1,410,980 |
Non-cash adjustment | (515,556) | (337,631) | (119,790) |
Total contractual lease revenue | $ 2,905,377 | $ 2,123,670 | $ 1,291,190 |
Real Estate Portfolio - Sched_3
Real Estate Portfolio - Schedule Of Future Minimum Lease Payments (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Sales-Type | |
2024 | $ 1,682,826 |
2025 | 1,712,651 |
2026 | 1,738,942 |
2027 | 1,766,012 |
2028 | 1,794,287 |
Thereafter | 77,503,679 |
Total | 86,198,397 |
Financing Receivables | |
2024 | 1,233,178 |
2025 | 1,255,549 |
2026 | 1,278,819 |
2027 | 1,302,657 |
2028 | 1,327,211 |
Thereafter | 89,787,503 |
Total | 96,184,917 |
2024 | 2,916,004 |
2025 | 2,968,200 |
2026 | 3,017,761 |
2027 | 3,068,669 |
2028 | 3,121,498 |
Thereafter | 167,291,182 |
Total | $ 182,383,314 |
Sales-type lease, weighted average lease term | 38 years 6 months |
Financing receivable, weighted average remaining lease term | 48 years 9 months 18 days |
Sales-type lease and financing receivables, weighted average lease term | 43 years |
Real Estate Portfolio - Sched_4
Real Estate Portfolio - Schedule of Lease Agreement (Details) $ in Thousands | 12 Months Ended | |
Feb. 15, 2023 | Dec. 31, 2023 USD ($) option | |
Gold Strike Lease | ||
Operating Leased Assets [Line Items] | ||
Lessor, sales-type lease, renewal term | 10 years | |
Annual rent increase, cap percent | 3% | |
Harrah’s Joliet LandCo LLC | ||
Operating Leased Assets [Line Items] | ||
Noncontrolling interest, ownership percentage | 20% | |
Variable Rent | ||
Operating Leased Assets [Line Items] | ||
Variable rent split | 20% | |
Minimum | ||
Operating Leased Assets [Line Items] | ||
Initial term | 15 years | |
Lessor, sales-type lease, renewal term | 5 years | |
Minimum | Gold Strike Lease | ||
Operating Leased Assets [Line Items] | ||
Annual escalation rate | 2% | |
Maximum | ||
Operating Leased Assets [Line Items] | ||
Initial term | 32 years | |
Lessor, sales-type lease, renewal term | 30 years | |
MGM Master Lease Properties | MGM Master Lease | ||
Operating Leased Assets [Line Items] | ||
Initial term | 25 years | |
Number of renewal options | option | 3 | |
Lessor, sales-type lease, renewal term | 10 years | |
Current annual rent | $ 744,600 | |
MGM Master Lease Properties | MGM Master Lease | Lease Years 2 Through 10 | Minimum | ||
Operating Leased Assets [Line Items] | ||
Annual escalation rate | 2% | |
MGM Master Lease Properties | MGM Master Lease | Lease Years 11 Through 25 | Minimum | ||
Operating Leased Assets [Line Items] | ||
Annual escalation rate | 2% | |
MGM Master Lease Properties | MGM Master Lease | Lease Years 11 Through 25 | Maximum | ||
Operating Leased Assets [Line Items] | ||
Annual rent increase, cap percent | 3% | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | ||
Operating Leased Assets [Line Items] | ||
Initial term | 18 years | |
Number of renewal options | option | 4 | |
Lessor, sales-type lease, renewal term | 5 years | |
Current annual rent | $ 728,407 | |
Variable rent percentage | 4% | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | Harrah’s Joliet LandCo LLC | ||
Operating Leased Assets [Line Items] | ||
Current annual rent | $ 719,000 | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | Lease Years 2-5 | ||
Operating Leased Assets [Line Items] | ||
Annual escalation rate | 1.50% | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | Lease Years 6 Through 18 | ||
Operating Leased Assets [Line Items] | ||
Annual escalation rate | 2% | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | Lease Years 8-10 | Base Rent | ||
Operating Leased Assets [Line Items] | ||
Variable rent split | 70% | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | Lease Years 8-10 | Variable Rent | ||
Operating Leased Assets [Line Items] | ||
Variable rent split | 30% | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | Lease Years 11-15 | Base Rent | ||
Operating Leased Assets [Line Items] | ||
Variable rent split | 80% | |
Caesars Lease Agreements | Caesars Regional Master Lease and Joliet Lease | Lease Years 11-15 | Variable Rent | ||
Operating Leased Assets [Line Items] | ||
Variable rent split | 20% | |
Caesars Lease Agreements | Caesars Las Vegas Master Lease | ||
Operating Leased Assets [Line Items] | ||
Initial term | 18 years | |
Number of renewal options | option | 4 | |
Lessor, sales-type lease, renewal term | 5 years | |
Current annual rent | $ 469,219 | |
Annual escalation rate | 2% | |
Variable rent percentage | 4% | |
Caesars Lease Agreements | Caesars Las Vegas Master Lease | Base Rent | ||
Operating Leased Assets [Line Items] | ||
Variable rent split | 80% | |
Caesars Lease Agreements | Caesars Las Vegas Master Lease | Variable Rent | ||
Operating Leased Assets [Line Items] | ||
Variable rent split | 20% | |
MGM Grand Mandalay Bay Lease Properties | MGM Grand/Mandalay Bay Lease | ||
Operating Leased Assets [Line Items] | ||
Initial term | 30 years | |
Number of renewal options | option | 2 | |
Lessor, sales-type lease, renewal term | 10 years | |
Current annual rent | $ 309,873 | |
MGM Grand Mandalay Bay Lease Properties | MGM Grand/Mandalay Bay Lease | Lease Years 2 Through 15 | Minimum | ||
Operating Leased Assets [Line Items] | ||
Annual escalation rate | 2% | |
MGM Grand Mandalay Bay Lease Properties | MGM Grand/Mandalay Bay Lease | Lease Years 16 Through 30 | Minimum | ||
Operating Leased Assets [Line Items] | ||
Annual escalation rate | 2% | |
MGM Grand Mandalay Bay Lease Properties | MGM Grand/Mandalay Bay Lease | Lease Years 16 Through 30 | Maximum | ||
Operating Leased Assets [Line Items] | ||
Annual rent increase, cap percent | 3% |
Real Estate Portfolio - Sched_5
Real Estate Portfolio - Schedule of Capital Expenditure Requirements (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Real Estate | |
Rolling three-year minimum | $ 380.3 |
Minimum amount to be expended across certain affiliates and other assets | $ 531.9 |
Caesars Regional Master Lease and Joliet Lease | |
Real Estate | |
Yearly minimum expenditure | 1% |
Rolling three-year minimum | $ 286 |
Caesars Las Vegas Master Lease | |
Real Estate | |
Yearly minimum expenditure | 1% |
Rolling three-year minimum | $ 84 |
MGM Grand/Mandalay Bay Lease | |
Real Estate | |
Yearly minimum expenditure | 3.50% |
Percentage of monthly reverse | 1.50% |
Venetian Lease | |
Real Estate | |
Yearly minimum expenditure | 2% |
All Other Leases | |
Real Estate | |
Yearly minimum expenditure | 1% |
Caesars Leases | |
Real Estate | |
Capital expenditures | $ 107.5 |
Percentage of prior year net revenues | 1% |
Capital expenditures allocated to regional assets | $ 286 |
Additional capital expenditure requirement | $ 10.3 |
Real Estate Portfolio - Summary
Real Estate Portfolio - Summary of Investment in Loans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | May 01, 2023 | |
Investments in loans and securities, net | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Principal Balance | $ 1,176,111 | $ 692,498 | |
Carrying Value | 1,144,177 | 685,793 | |
Maximum Investment Amount | $ 755,243 | $ 1,098,931 | |
Weighted Average Interest Rate | 9% | 8.20% | |
Weighted Average Term | 5 years 1 month 6 days | 3 years 6 months | |
Senior Notes | Investments in loans and securities, net | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Principal Balance | $ 85,000 | ||
Carrying Value | 73,818 | ||
Maximum Investment Amount | $ 0 | ||
Weighted Average Interest Rate | 11% | ||
Weighted Average Term | 7 years 3 months 18 days | ||
Senior Loans | Investments in loans and securities, net | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Principal Balance | $ 392,250 | $ 495,901 | |
Carrying Value | 386,274 | 492,895 | |
Maximum Investment Amount | $ 476,395 | $ 584,049 | |
Weighted Average Interest Rate | 7.30% | 7.80% | |
Weighted Average Term | 5 years 4 months 24 days | 3 years 2 months 12 days | |
Senior Loans | Forum Convention Center Mortgage Loan | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Principal Balance | $ 400,000 | ||
Mezzanine Loans | Investments in loans and securities, net | |||
Other than Temporary Impairment, Credit Losses Recognized in Earnings [Line Items] | |||
Principal Balance | $ 698,861 | $ 196,597 | |
Carrying Value | 684,085 | 192,898 | |
Maximum Investment Amount | $ 278,848 | $ 514,882 | |
Weighted Average Interest Rate | 9.80% | 9.10% | |
Weighted Average Term | 4 years 7 months 6 days | 4 years 3 months 18 days |
Allowance for Credit Losses - N
Allowance for Credit Losses - Net Investment in Lease, Allowance for Credit Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | ||
Amortized Cost | ||||
Investments in leases - sales-type, amortized cost | $ 23,717,060 | $ 17,742,712 | ||
Other assets - sales-type sub-leases, amortized cost | 866,052 | 784,259 | ||
Amortized cost, total | 44,671,795 | 36,687,106 | $ 17,086,749 | |
Allowance | ||||
Investments in leases - sales-type, allowance for credit losses | (701,129) | (570,387) | ||
Other assets - sales-type sub-leases, allowance for credit losses | (18,722) | (19,750) | ||
Allowance, total | (1,453,255) | (1,323,709) | ||
Net Investment | ||||
Investments in leases - sales-type, net | [1] | 23,015,931 | 17,172,325 | |
Other assets - sales-type sub-leases | 847,330 | 764,509 | ||
Net investment total | $ 43,218,540 | $ 35,363,397 | ||
Allowance as a % of Amortized Cost | ||||
Investments in leases - sales-type, allowance as a percentage of amortized cost | 2.96% | 3.21% | ||
Other assets - sales-type sub-leases, allowance as a percentage of amortized cost, total | 2.16% | 2.52% | ||
Allowance as a percentage of amortized cost, total | 3.25% | 3.61% | ||
CECL allowance for unfunded commitments | $ 19,131 | $ 45,110 | ||
Investments in leases - financing receivables, net | ||||
Amortized Cost | ||||
Leases and loans receivable, amortized cost | 18,914,734 | 17,467,477 | ||
Allowance | ||||
Investments in leases and loans, allowance for credit losses | (703,632) | (726,707) | ||
Net Investment | ||||
Investments in leases and loans | [1] | $ 18,211,102 | $ 16,740,770 | |
Allowance as a % of Amortized Cost | ||||
Investments in leases and loans as a percentage of amortized cost, total | 3.72% | 4.16% | ||
Investments in loans and securities, net | ||||
Amortized Cost | ||||
Leases and loans receivable, amortized cost | $ 1,173,949 | $ 692,658 | ||
Allowance | ||||
Investments in leases and loans, allowance for credit losses | (29,772) | (6,865) | ||
Net Investment | ||||
Investments in leases and loans | [1] | $ 1,144,177 | $ 685,793 | |
Allowance as a % of Amortized Cost | ||||
Investments in leases and loans as a percentage of amortized cost, total | 2.54% | 0.99% | ||
[1]As of December 31, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and Other assets (sales-type sub-leases) are net of $701.1 million, $703.6 million, $29.8 million and $18.7 million, respectively, and $570.4 million, $726.7 million, $6.9 million, and $19.8 million, respectively, of Allowance for credit losses. Refer to Note 5 - Allowance for Credit Losses for further details. |
Allowance for Credit Losses - A
Allowance for Credit Losses - Allowance for Credit Losses Rollforward (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net Investment in Lease, Allowance for Credit Loss | |||
Beginning balance | $ 1,368,819 | $ 534,325 | $ 553,879 |
Initial allowance from current period investments | 293,033 | 573,624 | 1,725 |
Current period change in credit allowance | (189,466) | 260,870 | (21,279) |
Charge-offs | 0 | 0 | 0 |
Recoveries | 0 | 0 | 0 |
Ending balance | $ 1,472,386 | $ 1,368,819 | $ 534,325 |
Allowance for Credit Losses -_2
Allowance for Credit Losses - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Credit Loss [Abstract] | |||
Change in allowance for credit losses | $ 103.6 | $ 834.5 | $ (19.6) |
Initial CECL allowances on property acquisition activity | 279 | 540.5 | |
Property acquisition activity | 4,100 | 21,600 | |
Initial CECL allowances on loan origination activity | 14 | 33.1 | |
Loan origination activity | $ 698.2 | $ 1,200 |
Allowance for Credit Losses - F
Allowance for Credit Losses - Financing Receivable Credit Quality (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Financing Receivable, Credit Quality Indicator | |||
Investments in leases - sales-type and financing receivable, Investments in loans and Other assets | $ 44,671,795 | $ 36,687,106 | $ 17,086,749 |
Ba2 | |||
Financing Receivable, Credit Quality Indicator | |||
Investments in leases - sales-type and financing receivable, Investments in loans and Other assets | 4,317,380 | 4,247,315 | 0 |
Ba3 | |||
Financing Receivable, Credit Quality Indicator | |||
Investments in leases - sales-type and financing receivable, Investments in loans and Other assets | 32,976,433 | 28,095,234 | 951,033 |
B1 | |||
Financing Receivable, Credit Quality Indicator | |||
Investments in leases - sales-type and financing receivable, Investments in loans and Other assets | 3,682,802 | 2,594,203 | 14,888,770 |
B2 | |||
Financing Receivable, Credit Quality Indicator | |||
Investments in leases - sales-type and financing receivable, Investments in loans and Other assets | 881,917 | 875,749 | 868,629 |
B3 | |||
Financing Receivable, Credit Quality Indicator | |||
Investments in leases - sales-type and financing receivable, Investments in loans and Other assets | 1,316,817 | 581,973 | 279,579 |
N/A | |||
Financing Receivable, Credit Quality Indicator | |||
Investments in leases - sales-type and financing receivable, Investments in loans and Other assets | $ 1,496,446 | $ 292,632 | $ 98,739 |
Other Assets and Other Liabil_3
Other Assets and Other Liabilities - Schedule of Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other Liabilities Disclosure [Abstract] | ||
Other assets (sales-type sub-leases, net) | $ 847,330 | $ 764,509 |
Property and equipment used in operations, net | 66,946 | 67,209 |
Right of use assets and sub-lease right of use assets | 38,345 | 45,008 |
Debt financing costs | 11,332 | 18,646 |
Deferred acquisition costs | 10,087 | 12,834 |
Other receivables | 9,660 | 6,474 |
Deferred income taxes | 9,423 | 0 |
Interest receivable | 9,351 | 6,911 |
Tenant receivables | 6,236 | 5,498 |
Prepaid expenses | 4,728 | 7,348 |
Forward-starting interest rate swaps | 1,563 | 0 |
Other | 329 | 1,891 |
Total other assets | 1,015,330 | 936,328 |
Other assets (sales-type sub-leases), allowance for credit losses | $ 18,722 | $ 19,750 |
Other Assets and Other Liabil_4
Other Assets and Other Liabilities - Schedule of Property and Equipment Used in Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment | |||
Total property and equipment used in operations | $ 88,620 | $ 85,020 | |
Less: accumulated depreciation | (21,674) | (17,811) | |
Total property and equipment used in operations, net | 66,946 | 67,209 | |
Depreciation expense | 4,298 | 3,182 | $ 3,091 |
Land and land improvements | |||
Property, Plant and Equipment | |||
Total property and equipment used in operations | 60,461 | 60,332 | |
Buildings and improvements | |||
Property, Plant and Equipment | |||
Total property and equipment used in operations | 15,727 | 15,125 | |
Furniture and equipment | |||
Property, Plant and Equipment | |||
Total property and equipment used in operations | $ 12,432 | $ 9,563 |
Other Assets and Other Liabil_5
Other Assets and Other Liabilities - Schedule of Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other Liabilities Disclosure [Abstract] | ||
Deferred financing liabilities | $ 73,600 | $ 73,600 |
Lease liabilities and sub-lease liabilities | 38,345 | 45,039 |
CECL allowance for unfunded commitments | 19,131 | 45,110 |
Derivative liability | 11,218 | 0 |
Deferred income taxes | 4,506 | 4,339 |
Other | 250 | 125 |
Other liabilities | $ 1,013,102 | $ 952,472 |
Debt - Schedule Of Outstanding
Debt - Schedule Of Outstanding Indebtedness (Details) $ in Thousands, £ in Millions, $ in Millions | 12 Months Ended | ||||||||||||||
Oct. 24, 2023 USD ($) | Oct. 24, 2023 GBP (£) | Sep. 06, 2023 USD ($) | Sep. 06, 2023 CAD ($) | Aug. 31, 2023 USD ($) | Aug. 31, 2023 CAD ($) | Jan. 06, 2023 USD ($) | Jan. 06, 2023 CAD ($) | Jan. 03, 2023 USD ($) | Jan. 03, 2023 CAD ($) | Feb. 18, 2022 USD ($) | Feb. 08, 2022 | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Debt Instrument | |||||||||||||||
Weighted average interest rate | 4.351% | 4.496% | |||||||||||||
Principal Amount | $ 17,123,804 | $ 13,950,000 | |||||||||||||
Carrying Value | 16,724,125 | 13,739,675 | |||||||||||||
Proceeds from revolving credit facility | $ 55,000 | $ 75 | $ 55,000 | $ 75 | $ 103,400 | $ 140 | $ 103,400 | $ 140 | $ 419,148 | 600,000 | $ 0 | ||||
Secured Overnight Financing Rate (SOFR) | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 1% | ||||||||||||||
Secured Overnight Financing Rate (SOFR) | United States of America, Dollars | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 1.05% | ||||||||||||||
Canadian Dollar Offered Rate (CDOR) | Canada, Dollars | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 1.05% | ||||||||||||||
Sterling Overnight Index Average (SONIA) | United Kingdom, Pounds | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 1.05% | ||||||||||||||
Senior Notes | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate adjustment (percent) | 0.10% | ||||||||||||||
Senior Notes | MGM Grand/Mandalay Bay CMBS Debt | |||||||||||||||
Debt Instrument | |||||||||||||||
Principal Amount | 0 | ||||||||||||||
Carrying Value | $ 0 | ||||||||||||||
Senior Notes | Secured Overnight Financing Rate (SOFR) | MGM Grand/Mandalay Bay CMBS Debt | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 1.20% | ||||||||||||||
Unsecured Debt | |||||||||||||||
Debt Instrument | |||||||||||||||
Weighted average interest rate | 4.49% | ||||||||||||||
Unsecured Debt | November 2019 Notes Senior Unsecured Notes due 2026 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.25% | 4.25% | |||||||||||||
Principal Amount | $ 1,250,000 | $ 1,250,000 | |||||||||||||
Carrying Value | $ 1,241,678 | $ 1,238,825 | |||||||||||||
Unsecured Debt | November 2019 Notes Senior Unsecured Notes due 2029 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.625% | 4.625% | |||||||||||||
Principal Amount | $ 1,000,000 | $ 1,000,000 | |||||||||||||
Carrying Value | $ 990,531 | $ 988,931 | |||||||||||||
Unsecured Debt | February 2020 Notes Senior Unsecured Notes due 2025 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 3.50% | 3.50% | |||||||||||||
Principal Amount | $ 750,000 | $ 750,000 | |||||||||||||
Carrying Value | $ 747,364 | $ 745,020 | |||||||||||||
Unsecured Debt | February 2020 Notes Senior Unsecured Notes due 2027 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 3.75% | 3.75% | |||||||||||||
Principal Amount | $ 750,000 | $ 750,000 | |||||||||||||
Carrying Value | $ 744,762 | $ 743,086 | |||||||||||||
Unsecured Debt | February 2020 Notes Senior Unsecured Notes due 2030 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.125% | 4.125% | |||||||||||||
Principal Amount | $ 1,000,000 | $ 1,000,000 | |||||||||||||
Carrying Value | $ 990,111 | $ 988,626 | |||||||||||||
Unsecured Debt | April 2022 Notes due 2025 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.375% | 4.375% | |||||||||||||
Principal Amount | $ 500,000 | $ 500,000 | |||||||||||||
Carrying Value | $ 497,864 | $ 496,314 | |||||||||||||
Unsecured Debt | April 2022 Notes due 2028 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.75% | ||||||||||||||
Hedge adjusted interest rate | 4.516% | 4.516% | |||||||||||||
Principal Amount | $ 1,250,000 | $ 1,250,000 | |||||||||||||
Carrying Value | $ 1,239,594 | $ 1,237,082 | |||||||||||||
Unsecured Debt | April 2022 Notes due 2030 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.95% | ||||||||||||||
Hedge adjusted interest rate | 4.541% | 4.541% | |||||||||||||
Principal Amount | $ 1,000,000 | $ 1,000,000 | |||||||||||||
Carrying Value | $ 989,347 | $ 987,618 | |||||||||||||
Unsecured Debt | April 2022 Notes due 2032 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 5.125% | ||||||||||||||
Hedge adjusted interest rate | 3.98% | 3.98% | |||||||||||||
Principal Amount | $ 1,500,000 | $ 1,500,000 | |||||||||||||
Carrying Value | $ 1,482,836 | $ 1,480,799 | |||||||||||||
Unsecured Debt | April 2022 Notes due 2052 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 5.625% | 5.625% | |||||||||||||
Principal Amount | $ 750,000 | $ 750,000 | |||||||||||||
Carrying Value | $ 735,854 | $ 735,360 | |||||||||||||
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2024 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 5.625% | 5.625% | |||||||||||||
Principal Amount | $ 1,024,169 | $ 1,024,169 | |||||||||||||
Carrying Value | $ 1,025,431 | $ 1,029,226 | |||||||||||||
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2025 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.625% | 4.625% | |||||||||||||
Principal Amount | $ 799,368 | $ 799,368 | |||||||||||||
Carrying Value | $ 790,019 | $ 783,659 | |||||||||||||
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2026 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.50% | 4.50% | |||||||||||||
Principal Amount | $ 480,524 | $ 480,524 | |||||||||||||
Carrying Value | $ 467,728 | $ 463,018 | |||||||||||||
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2027 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 5.75% | 5.75% | |||||||||||||
Principal Amount | $ 729,466 | $ 729,466 | |||||||||||||
Carrying Value | $ 736,277 | $ 738,499 | |||||||||||||
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2028 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.50% | 4.50% | |||||||||||||
Principal Amount | $ 349,325 | $ 349,325 | |||||||||||||
Carrying Value | $ 339,043 | $ 336,545 | |||||||||||||
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2029 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 3.875% | 3.875% | |||||||||||||
Principal Amount | $ 727,114 | $ 727,114 | |||||||||||||
Carrying Value | $ 670,939 | $ 660,489 | |||||||||||||
Unsecured Debt | MGP OP Notes due 2024 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 5.625% | 5.625% | |||||||||||||
Principal Amount | $ 25,831 | $ 25,831 | |||||||||||||
Carrying Value | $ 25,849 | $ 25,901 | |||||||||||||
Unsecured Debt | MGP OP Notes due 2025 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.625% | 4.625% | |||||||||||||
Principal Amount | $ 632 | $ 632 | |||||||||||||
Carrying Value | $ 622 | $ 615 | |||||||||||||
Unsecured Debt | MGP OP Notes due 2026 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.50% | 4.50% | |||||||||||||
Principal Amount | $ 19,476 | $ 19,476 | |||||||||||||
Carrying Value | $ 18,792 | $ 18,542 | |||||||||||||
Unsecured Debt | MGP OP Notes due 2027 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 5.75% | 5.75% | |||||||||||||
Principal Amount | $ 20,534 | $ 20,534 | |||||||||||||
Carrying Value | $ 20,523 | $ 20,520 | |||||||||||||
Unsecured Debt | MGP OP Notes due 2028 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 4.50% | 4.50% | |||||||||||||
Principal Amount | $ 675 | $ 675 | |||||||||||||
Carrying Value | $ 646 | $ 639 | |||||||||||||
Unsecured Debt | MGP OP Notes due 2029 | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 3.875% | 3.875% | |||||||||||||
Principal Amount | $ 22,886 | $ 22,886 | |||||||||||||
Carrying Value | $ 20,753 | 20,361 | |||||||||||||
Unsecured Debt | MGM Grand/Mandalay Bay CMBS Debt | |||||||||||||||
Debt Instrument | |||||||||||||||
Interest rate, stated percentage | 3.558% | ||||||||||||||
Principal Amount | $ 3,000,000 | ||||||||||||||
Carrying Value | $ 2,773,758 | ||||||||||||||
Revolving Credit Facility | |||||||||||||||
Debt Instrument | |||||||||||||||
Proceeds from revolving credit facility | $ 600,000 | ||||||||||||||
Revolving Credit Facility | Minimum | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 0.775% | 0.775% | |||||||||||||
Revolving Credit Facility | Maximum | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 1.325% | 1.325% | |||||||||||||
Revolving Credit Facility | Senior Notes | |||||||||||||||
Debt Instrument | |||||||||||||||
Principal Amount | 0 | ||||||||||||||
Carrying Value | $ 0 | ||||||||||||||
Commitment fee percentage | 0.375% | ||||||||||||||
Revolving Credit Facility | Senior Notes | Minimum | |||||||||||||||
Debt Instrument | |||||||||||||||
Commitment fee percentage | 0.15% | ||||||||||||||
Revolving Credit Facility | Senior Notes | Maximum | |||||||||||||||
Debt Instrument | |||||||||||||||
Commitment fee percentage | 0.375% | ||||||||||||||
Revolving Credit Facility | Senior Notes | Secured Overnight Financing Rate (SOFR) | |||||||||||||||
Debt Instrument | |||||||||||||||
Basis spread on variable rate (percent) | 1.05% | ||||||||||||||
Revolving Credit Facility | Unsecured Debt | United States of America, Dollars | |||||||||||||||
Debt Instrument | |||||||||||||||
Principal Amount | $ 0 | ||||||||||||||
Carrying Value | 0 | ||||||||||||||
Revolving Credit Facility | Unsecured Debt | Canada, Dollars | |||||||||||||||
Debt Instrument | |||||||||||||||
Principal Amount | 162,346 | ||||||||||||||
Carrying Value | 162,346 | ||||||||||||||
Revolving Credit Facility | Unsecured Debt | United Kingdom, Pounds | |||||||||||||||
Debt Instrument | |||||||||||||||
Principal Amount | 11,458 | ||||||||||||||
Carrying Value | $ 11,458 | ||||||||||||||
Revolving Credit Facility | |||||||||||||||
Debt Instrument | |||||||||||||||
Proceeds from revolving credit facility | $ 10,900 | £ 9 | |||||||||||||
Revolving Credit Facility | Senior Notes | |||||||||||||||
Debt Instrument | |||||||||||||||
Proceeds from revolving credit facility | £ 9 | $ 75 | $ 140 |
Debt - Schedule of Future Minim
Debt - Schedule of Future Minimum Repayment (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Long-term Debt, Fiscal Year Maturity | |
2024 | $ 1,050,000 |
2025 | 2,050,000 |
2026 | 1,923,804 |
2027 | 1,500,000 |
2028 | 1,600,000 |
Thereafter | 9,000,000 |
Total minimum repayments | $ 17,123,804 |
Debt - Senior Unsecured Debt (D
Debt - Senior Unsecured Debt (Details) $ in Thousands | Apr. 29, 2022 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Feb. 05, 2020 USD ($) | Nov. 26, 2019 USD ($) |
Debt Instrument | |||||
Principal Amount | $ 17,123,804 | $ 13,950,000 | |||
Unsecured Debt | |||||
Debt Instrument | |||||
Redemption price, percentage (equal to) | 100% | ||||
November 2019 Notes Senior Unsecured Notes | Unsecured Debt | |||||
Debt Instrument | |||||
Principal Amount | $ 2,250,000 | ||||
February 2020 Notes Senior Unsecured Notes | Unsecured Debt | |||||
Debt Instrument | |||||
Principal Amount | $ 2,500,000 | ||||
Senior Unsecured April 2022 Notes | |||||
Debt Instrument | |||||
Ratio of unencumbered assets to unsecured indebtedness | 1.50 | ||||
Senior Unsecured April 2022 Notes | Unsecured Debt | |||||
Debt Instrument | |||||
Principal Amount | $ 5,000,000 | ||||
Exchange Notes | Unsecured Debt | |||||
Debt Instrument | |||||
Principal Amount | 4,100,000 | ||||
MGP OP Notes | Unsecured Debt | |||||
Debt Instrument | |||||
Principal Amount | $ 90,000 |
Debt - New Unsecured Credit Fac
Debt - New Unsecured Credit Facilities (Details) $ in Thousands, £ in Millions, $ in Millions | 12 Months Ended | |||||||||||||||
Oct. 24, 2023 USD ($) | Oct. 24, 2023 GBP (£) | Sep. 06, 2023 USD ($) | Sep. 06, 2023 CAD ($) | Aug. 31, 2023 USD ($) | Aug. 31, 2023 CAD ($) | Jan. 06, 2023 USD ($) | Jan. 06, 2023 CAD ($) | Jan. 03, 2023 USD ($) | Jan. 03, 2023 CAD ($) | Feb. 18, 2022 USD ($) | Feb. 08, 2022 USD ($) option | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jul. 15, 2022 USD ($) | |
Line of Credit Facility [Line Items] | ||||||||||||||||
Proceeds from revolving credit facility | $ 55,000 | $ 75 | $ 55,000 | $ 75 | $ 103,400 | $ 140 | $ 103,400 | $ 140 | $ 419,148 | $ 600,000 | $ 0 | |||||
Secured Overnight Financing Rate (SOFR) | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Basis spread on variable rate (percent) | 1% | |||||||||||||||
Federal Reserve Bank Of New York Rate | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Basis spread on variable rate (percent) | 0.50% | |||||||||||||||
PRIMCAN Index Rate | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Basis spread on variable rate (percent) | 1% | |||||||||||||||
Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 2,500,000 | $ 1,250,000 | ||||||||||||||
Number of extension options | option | 2 | |||||||||||||||
Extension term | 6 months | |||||||||||||||
Extension fee percentage | 0.0625% | |||||||||||||||
Increase in borrowing capacity | $ 1,000,000 | |||||||||||||||
Proceeds from revolving credit facility | $ 600,000 | |||||||||||||||
Revolving Credit Facility | Minimum | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Basis spread on variable rate (percent) | 0.775% | 0.775% | ||||||||||||||
Facility fee percentage | 0.15% | |||||||||||||||
Revolving Credit Facility | Minimum | Base Rate | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Basis spread on variable rate (percent) | 0% | |||||||||||||||
Revolving Credit Facility | Maximum | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Basis spread on variable rate (percent) | 1.325% | 1.325% | ||||||||||||||
Facility fee percentage | 0.375% | |||||||||||||||
Revolving Credit Facility | Maximum | Base Rate | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Basis spread on variable rate (percent) | 0.325% | |||||||||||||||
MGM Grand/Mandalay Bay CMBS Debt | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Maximum borrowing capacity | $ 1,000,000 | |||||||||||||||
Revolving Credit Facility | ||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||
Proceeds from revolving credit facility | $ 10,900 | £ 9 |
Debt - Senior Secured Credit Fa
Debt - Senior Secured Credit Facilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2017 | |
Debt Instrument | ||||
Principal Amount | $ 17,123,804 | $ 13,950,000 | ||
Loss on extinguishment of debt | $ 0 | $ 0 | $ 15,622 | |
Revolving Credit Facility | Senior Notes | ||||
Debt Instrument | ||||
Maximum borrowing capacity | $ 1,000,000 | |||
MGM Grand/Mandalay Bay CMBS Debt | ||||
Debt Instrument | ||||
Principal Amount | $ 2,200,000 | |||
Debt instrument, term | 7 years | |||
Loss on extinguishment of debt | $ 15,600 |
Debt - MGM Grand_Mandalay Bay C
Debt - MGM Grand/Mandalay Bay CMBS Debt (Details) $ in Millions | Jan. 09, 2023 USD ($) |
MGM Grand Mandalay Bay Note due 2030 | |
Debt Instrument | |
Interest rate, stated percentage | 3.558% |
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2030 | |
Debt Instrument | |
Liabilities incurred | $ 1,497 |
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2032 | |
Debt Instrument | |
Liabilities incurred | 3,000 |
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2030 | |
Debt Instrument | |
Liabilities incurred | $ 3,000 |
Debt - Bridge Facilities (Detai
Debt - Bridge Facilities (Details) - USD ($) $ in Billions | Aug. 04, 2021 | Mar. 02, 2021 |
MGP Transactions Bridge Facility | ||
Debt Instrument | ||
Maximum borrowing capacity | $ 9.3 | |
Venetian Acquisition Bridge Facility | ||
Debt Instrument | ||
Maximum borrowing capacity | $ 4 |
Debt - Schedule of Interest Exp
Debt - Schedule of Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument | |||
Interest expense | $ 818,056 | $ 539,953 | $ 392,390 |
MGP Transactions Bridge Facility | |||
Debt Instrument | |||
Interest expense | 0 | 15,338 | 38,762 |
Venetian Acquisition Bridge Facility | |||
Debt Instrument | |||
Interest expense | $ 0 | $ 968 | $ 16,387 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) £ in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | |||||||||||||||
Oct. 24, 2023 USD ($) | Oct. 24, 2023 GBP (£) | Sep. 06, 2023 USD ($) | Sep. 06, 2023 CAD ($) | Aug. 31, 2023 USD ($) | Aug. 31, 2023 CAD ($) | Jan. 06, 2023 USD ($) | Jan. 06, 2023 CAD ($) | Jan. 03, 2023 USD ($) | Jan. 03, 2023 CAD ($) | Sep. 15, 2021 USD ($) | Apr. 30, 2022 USD ($) instrument | Dec. 31, 2023 USD ($) instrument | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jan. 31, 2019 USD ($) instrument | Apr. 30, 2018 USD ($) instrument | |
Derivative | |||||||||||||||||
Number of instruments | instrument | 7 | ||||||||||||||||
Notional amount | $ 500,000,000 | ||||||||||||||||
Proceeds from revolving credit facility | $ 55,000,000 | $ 75 | $ 55,000,000 | $ 75 | $ 103,400,000 | $ 140 | $ 103,400,000 | $ 140 | 419,148,000 | $ 600,000,000 | $ 0 | ||||||
Foreign currency translation adjustments, net | (1,952,000) | 0 | 0 | ||||||||||||||
Reclassification of derivative gain to Interest expense | 24,148,000 | 16,233,000 | (64,239,000) | ||||||||||||||
Net Investment Hedging | |||||||||||||||||
Derivative | |||||||||||||||||
Foreign currency translation adjustments, net | $ 6,200,000 | ||||||||||||||||
Revolving Credit Facility | |||||||||||||||||
Derivative | |||||||||||||||||
Proceeds from revolving credit facility | $ 10,900,000 | £ 9 | |||||||||||||||
Revolving Credit Facility | Senior Notes | |||||||||||||||||
Derivative | |||||||||||||||||
Proceeds from revolving credit facility | £ 9 | $ 75 | $ 140 | ||||||||||||||
Forward-Starting Interest Rate Swap | |||||||||||||||||
Derivative | |||||||||||||||||
Number of instruments | instrument | 5 | 7 | |||||||||||||||
Notional amount | $ 2,500,000,000 | $ 500,000,000 | |||||||||||||||
Derivative debt | 3,000,000,000 | 500,000,000 | |||||||||||||||
Proceeds from derivative instrument | $ 202,300,000 | ||||||||||||||||
Reclassification of derivative gain to Interest expense | $ 24,148,000 | $ 16,233,000 | $ 0 | ||||||||||||||
Treasury Lock | |||||||||||||||||
Derivative | |||||||||||||||||
Number of instruments | instrument | 2 | ||||||||||||||||
Notional amount | $ 500,000,000 | ||||||||||||||||
Proceeds from derivative instrument | $ 4,500,000 | ||||||||||||||||
Interest Rate Swap | |||||||||||||||||
Derivative | |||||||||||||||||
Number of instruments | instrument | 6 | 6 | |||||||||||||||
Notional amount | $ 2,000,000,000 | $ 2,000,000,000 | |||||||||||||||
Payments for derivative instrument | $ 66,900,000 | ||||||||||||||||
Accrued interest | 2,700,000 | ||||||||||||||||
Reclassification of derivative gain to Interest expense | $ 64,200,000 |
Derivatives - Schedule of Deriv
Derivatives - Schedule of Derivatives (Details) | Dec. 31, 2023 USD ($) instrument |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Number of instruments | instrument | 7 |
Weighted Average Rate | 3.6685% |
Notional amount | $ | $ 500,000,000 |
Derivatives - Schedule of Der_2
Derivatives - Schedule of Derivatives of Income Statement (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Sep. 15, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Derivative | ||||
Unrealized gain recorded in other comprehensive income | $ (9,655) | $ 200,550 | $ 29,166 | |
Reclassification of derivative loss to Interest expense | (24,148) | (16,233) | 64,239 | |
Interest from interest rate swaps recorded in interest expense | 818,056 | 539,953 | 392,390 | |
Termination Fee | ||||
Derivative | ||||
Interest from interest rate swaps recorded in interest expense | 0 | 0 | 64,239 | |
Forward-Starting Interest Rate Swap | ||||
Derivative | ||||
Unrealized gain recorded in other comprehensive income | (9,655) | 200,550 | 0 | |
Reclassification of derivative loss to Interest expense | (24,148) | (16,233) | 0 | |
Interest Rate Swap | ||||
Derivative | ||||
Unrealized gain recorded in other comprehensive income | 0 | 0 | 29,166 | |
Reclassification of derivative loss to Interest expense | $ (64,200) | |||
Interest from interest rate swaps recorded in interest expense | $ 0 | $ 0 | $ 29,960 |
Fair Value - Recurring Basis (D
Fair Value - Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Financial assets: | ||
Forward-starting interest rate swaps | $ 1,563 | $ 0 |
Financial liabilities: | ||
Derivative liability | 11,218 | 0 |
Fair Value, Recurring | Carrying Amount | ||
Financial assets: | ||
Short-term investments | 217,342 | |
Fair Value, Recurring | Carrying Amount | Forward-Starting Interest Rate Swap | ||
Financial assets: | ||
Forward-starting interest rate swaps | 1,563 | |
Financial liabilities: | ||
Derivative liability | 11,218 | |
Fair Value, Recurring | Level 1 | Fair Value | ||
Financial assets: | ||
Short-term investments | 0 | |
Fair Value, Recurring | Level 1 | Fair Value | Forward-Starting Interest Rate Swap | ||
Financial assets: | ||
Forward-starting interest rate swaps | 0 | |
Financial liabilities: | ||
Derivative liability | 0 | |
Fair Value, Recurring | Level 2 | Fair Value | ||
Financial assets: | ||
Short-term investments | 217,342 | |
Fair Value, Recurring | Level 2 | Fair Value | Forward-Starting Interest Rate Swap | ||
Financial assets: | ||
Forward-starting interest rate swaps | 1,563 | |
Financial liabilities: | ||
Derivative liability | 11,218 | |
Fair Value, Recurring | Level 3 | Fair Value | ||
Financial assets: | ||
Short-term investments | $ 0 | |
Fair Value, Recurring | Level 3 | Fair Value | Forward-Starting Interest Rate Swap | ||
Financial assets: | ||
Forward-starting interest rate swaps | 0 | |
Financial liabilities: | ||
Derivative liability | $ 0 |
Fair Value - Schedule of Estima
Fair Value - Schedule of Estimated Fair Values (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Cash and cash equivalents | $ 522,574 | $ 208,933 |
Carrying Amount | Revolving Credit Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Debt | 173,804 | 0 |
Carrying Amount | MGM Grand/Mandalay Bay CMBS Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Debt | 2,773,758 | 0 |
Carrying Amount | Unsecured Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Debt | 13,776,563 | 13,739,675 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Cash and cash equivalents | 522,574 | 208,933 |
Fair Value | Revolving Credit Facility | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Debt | 173,804 | 0 |
Fair Value | MGM Grand/Mandalay Bay CMBS Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Debt | 2,627,984 | 0 |
Fair Value | Unsecured Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Debt | 13,469,176 | 13,020,636 |
Investments in leases - financing receivables | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Investments in leases and loans | 18,211,102 | 16,740,770 |
Investments in leases - financing receivables | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Investments in leases and loans | 17,717,435 | 17,871,771 |
Investments in loans and securities, net | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Investments in leases and loans | 1,144,177 | 685,793 |
Investments in loans and securities, net | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions | ||
Investments in leases and loans | $ 1,060,249 | $ 675,456 |
Commitments and Contingent Li_3
Commitments and Contingent Liabilities - Narrative (Details) | 12 Months Ended |
Dec. 31, 2023 option | |
Cascata Golf Course | |
Lessee, Lease, Description [Line Items] | |
Number of extension options | 3 |
Renewal terms (in years) | 10 years |
Corporate Headquarters | |
Lessee, Lease, Description [Line Items] | |
Number of extension options | 1 |
Renewal terms (in years) | 5 years |
Commitments and Contingent Li_4
Commitments and Contingent Liabilities - Schedule of Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Lessee, Lease, Description [Line Items] | ||
Right of use assets and sub-lease right of use assets | $ 38,345 | $ 45,008 |
Lease liabilities and sub-lease liabilities | 38,345 | 45,039 |
Other assets (sales-type sub-leases, net) | 847,330 | 764,509 |
Other assets - sales-type sub-leases, allowance for credit losses | $ (18,722) | $ (19,750) |
Operating Lease, Liability, Statement of Financial Position | Other liabilities | Other liabilities |
Finance and Sales-Type Sub-Lease | ||
Lessee, Lease, Description [Line Items] | ||
Other liabilities (finance sub-lease liabilities) | $ 866,052 | $ 784,259 |
Commitments and Contingent Li_5
Commitments and Contingent Liabilities - Schedule of Rent Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases, Operating | |||
Rent expense | $ 2,004 | $ 2,006 | $ 2,009 |
Contractual rent | 1,905 | 1,901 | 1,881 |
Operating Sub-Lease | |||
Leases, Operating | |||
Rent expense | 6,849 | 5,707 | 0 |
Rental income | 6,849 | 5,707 | 0 |
Contractual rent | 6,585 | 5,338 | 0 |
Finance and Sales-Type Sub-Lease | |||
Leases, Finance | |||
Rental income | 58,240 | 47,819 | 22,484 |
Rental expense | 58,240 | 47,819 | 22,484 |
Contractual rent | $ 59,094 | $ 52,191 | $ 26,350 |
Commitments and Contingent Li_6
Commitments and Contingent Liabilities - Schedule Of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Lease | ||
2024 | $ 1,347 | |
2025 | 2,025 | |
2026 | 2,772 | |
2027 | 2,792 | |
2028 | 2,814 | |
Thereafter | 23,515 | |
Total minimum lease commitments | 35,265 | |
Discounting factor | 20,030 | |
Lease liability | $ 15,235 | |
Weighted average remaining lease term (in years) | 13 years | |
Maximum | ||
Operating Lease | ||
Operating lease, discount rate (in percent) | 7% | |
Minimum | ||
Operating Lease | ||
Operating lease, discount rate (in percent) | 5.30% | |
Operating Sub-Lease | ||
Operating Lease | ||
2024 | $ 6,553 | |
2025 | 5,129 | |
2026 | 3,934 | |
2027 | 4,010 | |
2028 | 3,034 | |
Thereafter | 2,094 | |
Total minimum lease commitments | 24,754 | |
Discounting factor | 1,644 | |
Lease liability | $ 23,110 | |
Weighted average remaining lease term (in years) | 4 years 8 months 12 days | |
Operating Sub-Lease | Maximum | ||
Operating Lease | ||
Operating lease, discount rate (in percent) | 2.90% | |
Operating Sub-Lease | Minimum | ||
Operating Lease | ||
Operating lease, discount rate (in percent) | 2.60% | |
Finance and Sales-Type Sub-Lease | ||
Finance Lease | ||
2024 | $ 65,538 | |
2025 | 65,715 | |
2026 | 65,715 | |
2027 | 65,715 | |
2028 | 65,800 | |
Thereafter | 2,783,264 | |
Total minimum lease commitments | 3,111,747 | |
Discounting factor | 2,245,695 | |
Finance sub-lease liabilities | $ 866,052 | $ 784,259 |
Finance lease, weighted average remaining lease term (in years) | 52 years 6 months | |
Finance and Sales-Type Sub-Lease | Maximum | ||
Finance Lease | ||
Discount rates | 8.30% | |
Finance and Sales-Type Sub-Lease | Minimum | ||
Finance Lease | ||
Discount rates | 5.60% |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 2 Months Ended | 12 Months Ended | ||||
Feb. 28, 2023 | Feb. 22, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Subsidiary or Equity Method Investee | ||||||
Common and preferred shares authorized (in shares) | 1,400,000,000 | |||||
Common stock, shares authorized (in shares) | 1,350,000,000 | 1,350,000,000 | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||||
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | ||||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||||
Common stock, shares outstanding (in shares) | 1,042,702,763 | 963,096,563 | 628,942,092 | 536,669,722 | ||
ATM Stock Offering Program | ||||||
Subsidiary or Equity Method Investee | ||||||
Stock allowed to be issued during period, value | $ 1,500 | |||||
Common stock, shares outstanding (in shares) | 13,200,000 | |||||
Forward share price upon settlement (in dollars per share) | $ 28.97 | |||||
Forward agreement on the proceeds from issuance of common stock | $ 382.2 | |||||
Forward share agreements, payments for repurchase of common stock | $ 38.5 | |||||
Shares received from issuance of common stock (in shares) | 1,200,000 | |||||
ATM Stock Offering Program | Subsequent Event | ||||||
Subsidiary or Equity Method Investee | ||||||
Forward share price upon settlement (in dollars per share) | $ 31.30 | |||||
Number of shares issued in transaction (in shares) | 9,700,000 | |||||
Sale of stock (in dollar per share) | $ 31.61 | |||||
Shares sold under ATM Program, gross value | $ 305.5 | |||||
Sale of stock, consideration received on transaction | $ 302.4 |
Stockholders' Equity - Forward
Stockholders' Equity - Forward Offerings (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||
Jan. 18, 2023 | Nov. 08, 2022 | Sep. 14, 2021 | Mar. 08, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | |||||||
Aggregate Value | $ 2,479,720 | $ 9,790,328 | $ 2,384,815 | ||||
January 2023 Offering | Public Stock Offering and Forward Sales Agreement | |||||||
Class of Stock [Line Items] | |||||||
Total Shares Sold (in shares) | 30,302,500 | ||||||
Public Offering Price Per Share (in dollars per share) | $ 33 | ||||||
Aggregate Value | $ 1,000,000 | ||||||
Initial Forward Sale Price Per Share (in dollars per share) | $ 31.85 | ||||||
Aggregate Net Value | $ 964,400 | ||||||
Underwriter's Option (in shares) | 3,952,500 | ||||||
November 2022 Forward Sale Agreements | Public Stock Offering and Forward Sales Agreement | |||||||
Class of Stock [Line Items] | |||||||
Total Shares Sold (in shares) | 18,975,000 | ||||||
Public Offering Price Per Share (in dollars per share) | $ 30.90 | ||||||
Aggregate Value | $ 580,000 | ||||||
Initial Forward Sale Price Per Share (in dollars per share) | $ 30.57 | ||||||
Aggregate Net Value | $ 579,600 | ||||||
Underwriter's Option (in shares) | 2,475,000 | ||||||
September 2021 Forward Sale Agreements | Public Stock Offering and Forward Sales Agreement | |||||||
Class of Stock [Line Items] | |||||||
Total Shares Sold (in shares) | 50,000,000 | ||||||
Public Offering Price Per Share (in dollars per share) | $ 29.50 | ||||||
Aggregate Value | $ 1,475,000 | ||||||
Initial Forward Sale Price Per Share (in dollars per share) | $ 28.62 | ||||||
Aggregate Net Value | $ 1,431,000 | ||||||
March 2021 Forward Sale Agreements | Public Stock Offering and Forward Sales Agreement | |||||||
Class of Stock [Line Items] | |||||||
Total Shares Sold (in shares) | 69,000,000 | ||||||
Public Offering Price Per Share (in dollars per share) | $ 29 | ||||||
Aggregate Value | $ 2,001,000 | ||||||
Initial Forward Sale Price Per Share (in dollars per share) | $ 28.06 | ||||||
Aggregate Net Value | $ 1,935,000 | ||||||
Underwriter's Option (in shares) | 9,000,000 |
Stockholders' Equity - ATM Prog
Stockholders' Equity - ATM Program Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||||
Jan. 18, 2023 | Nov. 08, 2022 | Sep. 14, 2021 | Mar. 08, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | |||||||
Aggregate Value | $ 2,479,720 | $ 9,790,328 | $ 2,384,815 | ||||
Total Net Proceeds | $ 2,480,105 | $ 3,219,101 | $ 2,385,779 | ||||
ATM Stock Offering Program | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 42,982,989 | ||||||
Weighted Average Share Price (in dollars per share) | $ 31.62 | ||||||
Aggregate Value | $ 1,358,925 | ||||||
Forward Sales Price (in dollars per share) | $ 31.12 | ||||||
Aggregate Net Value | $ 1,337,694 | ||||||
ATM Stock Offering Program | Year Ended December 31, 2023 | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 21,365,397 | ||||||
Weighted Average Share Price (in dollars per share) | $ 30.10 | ||||||
Aggregate Value | $ 643,045 | ||||||
Forward Sales Price (in dollars per share) | $ 29.70 | ||||||
Aggregate Net Value | $ 634,594 | ||||||
Number of Shares Settled (in shares) | 29,788,250 | ||||||
Forward Share Price Upon Settlement (in dollars per share) | $ 31.75 | ||||||
Total Net Proceeds | $ 945,700 | ||||||
ATM Stock Offering Program | Year Ended December 31, 2022 | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 21,617,592 | ||||||
Weighted Average Share Price (in dollars per share) | $ 33.12 | ||||||
Aggregate Value | $ 715,880 | ||||||
Forward Sales Price (in dollars per share) | $ 32.53 | ||||||
Aggregate Net Value | $ 703,100 | ||||||
ATM Stock Offering Program | Year Ended December 31, 2021 | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 0 | ||||||
Weighted Average Share Price (in dollars per share) | $ 0 | ||||||
Aggregate Value | $ 0 | ||||||
Forward Sales Price (in dollars per share) | $ 0 | ||||||
Aggregate Net Value | $ 0 | ||||||
Public Stock Offering and Forward Sales Agreement | January 2023 Forward Sale Agreements | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 30,302,500 | ||||||
Weighted Average Share Price (in dollars per share) | $ 33 | ||||||
Aggregate Value | $ 1,000,000 | ||||||
Forward Sales Price (in dollars per share) | $ 31.85 | ||||||
Aggregate Net Value | $ 964,400 | ||||||
Number of Shares Settled (in shares) | 30,302,500 | ||||||
Forward Share Price Upon Settlement (in dollars per share) | $ 31.70 | ||||||
Total Net Proceeds | $ 960,500 | ||||||
Public Stock Offering and Forward Sales Agreement | November 2022 Forward Sale Agreements | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 18,975,000 | ||||||
Weighted Average Share Price (in dollars per share) | $ 30.90 | ||||||
Aggregate Value | $ 580,000 | ||||||
Forward Sales Price (in dollars per share) | $ 30.57 | ||||||
Aggregate Net Value | $ 579,600 | ||||||
Number of Shares Settled (in shares) | 18,975,000 | ||||||
Forward Share Price Upon Settlement (in dollars per share) | $ 30.34 | ||||||
Total Net Proceeds | $ 575,600 | ||||||
Public Stock Offering and Forward Sales Agreement | September 2021 Forward Sale Agreements | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 50,000,000 | ||||||
Weighted Average Share Price (in dollars per share) | $ 29.50 | ||||||
Aggregate Value | $ 1,475,000 | ||||||
Forward Sales Price (in dollars per share) | $ 28.62 | ||||||
Aggregate Net Value | $ 1,431,000 | ||||||
Number of Shares Settled (in shares) | 50,000,000 | ||||||
Forward Share Price Upon Settlement (in dollars per share) | $ 27.81 | ||||||
Total Net Proceeds | $ 1,390,600 | ||||||
Public Stock Offering and Forward Sales Agreement | March 2021 Forward Sale Agreements | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares (in shares) | 69,000,000 | ||||||
Weighted Average Share Price (in dollars per share) | $ 29 | ||||||
Aggregate Value | $ 2,001,000 | ||||||
Forward Sales Price (in dollars per share) | $ 28.06 | ||||||
Aggregate Net Value | $ 1,935,000 | ||||||
Number of Shares Settled (in shares) | 69,000,000 | ||||||
Forward Share Price Upon Settlement (in dollars per share) | $ 26.50 | ||||||
Total Net Proceeds | $ 1,828,600 | ||||||
Public Stock Offering and Forward Sales Agreement | June 2020 Forward Sale Agreement | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares Settled (in shares) | 26,900,000 | ||||||
Forward Share Price Upon Settlement (in dollars per share) | $ 19.59 | ||||||
Total Net Proceeds | $ 526,900 | ||||||
Forward Sale Agreements and ATM Forward Shares | |||||||
Class of Stock [Line Items] | |||||||
Number of Shares Settled (in shares) | 224,965,750 | ||||||
Forward Share Price Upon Settlement (in dollars per share) | $ 27.68 | ||||||
Total Net Proceeds | $ 6,227,900 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Outstanding (Details) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Increase (Decrease) in Stockholders' Equity | |||
Beginning balance (in shares) | 963,096,563 | 628,942,092 | 536,669,722 |
Issuance of common stock in connection with the MGP Transactions (in shares) | 0 | 214,552,532 | 0 |
Ending balance (in shares) | 1,042,702,763 | 963,096,563 | 628,942,092 |
Stock Incentive Plan | |||
Increase (Decrease) in Stockholders' Equity | |||
Stock issued during period (in shares) | 540,450 | 601,939 | 372,370 |
Follow-On Offerings | |||
Increase (Decrease) in Stockholders' Equity | |||
Stock issued during period (in shares) | 0 | 0 | 65,000,000 |
Forward Sales Agreement | |||
Increase (Decrease) in Stockholders' Equity | |||
Stock issued during period (in shares) | 79,065,750 | 119,000,000 | 26,900,000 |
Stockholders' Equity - Dividend
Stockholders' Equity - Dividends Declared (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | |||||||||||
Dividends declared (in dollars per share) | $ 0.4150 | $ 0.4150 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3600 | $ 0.3600 | $ 1.610 | $ 1.500 | $ 1.380 |
Earnings Per Share and Earnin_3
Earnings Per Share and Earnings Per Unit - Schedule Of Weighted Average Earnings Per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Weighted-average shares of common stock outstanding (in shares) | 1,014,513,195 | 877,508,388 | 564,467,362 |
Assumed conversion of restricted stock (in shares) | 784,000 | 955,000 | 924,000 |
Assumed settlement of forward sale agreements (in shares) | 480,000 | 1,213,000 | 11,675,000 |
Diluted weighted-average units outstanding (in shares) | 1,015,776,697 | 879,675,845 | 577,066,292 |
VICI Properties LP | |||
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | |||
Weighted-average shares of common stock outstanding (in shares) | 1,026,744,568 | 885,785,509 | 564,467,362 |
Assumed conversion of restricted stock (in shares) | 784,000 | 955,000 | 924,000 |
Assumed settlement of forward sale agreements (in shares) | 480,000 | 1,213,000 | 11,675,000 |
Diluted weighted-average units outstanding (in shares) | 1,028,008,070 | 887,952,966 | 577,066,292 |
Earnings Per Share and Earnin_4
Earnings Per Share and Earnings Per Unit - Schedule Of Basic And Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Basic: | |||
Net income attributable to common stockholders | $ 2,513,540 | $ 1,117,635 | $ 1,013,851 |
Weighted-average shares of common stock outstanding (in shares) | 1,014,513,195 | 877,508,388 | 564,467,362 |
Basic EPS (in dollars per share) | $ 2.48 | $ 1.27 | $ 1.80 |
Diluted: | |||
Net income attributable to common stockholders | $ 2,513,540 | $ 1,117,635 | $ 1,013,851 |
Diluted weighted-average shares of common stock outstanding (in shares) | 1,015,776,697 | 879,675,845 | 577,066,292 |
Diluted EPS (in dollars per share) | $ 2.47 | $ 1.27 | $ 1.76 |
VICI Properties LP | |||
Basic: | |||
Net income attributable to common stockholders | $ 2,535,066 | $ 1,118,471 | $ 1,008,534 |
Weighted-average shares of common stock outstanding (in shares) | 1,026,744,568 | 885,785,509 | 564,467,362 |
Basic EPS (in dollars per share) | $ 2.47 | $ 1.26 | $ 1.79 |
Diluted: | |||
Net income attributable to common stockholders | $ 2,535,066 | $ 1,118,471 | $ 1,008,534 |
Diluted weighted-average shares of common stock outstanding (in shares) | 1,028,008,070 | 887,952,966 | 577,066,292 |
Diluted EPS (in dollars per share) | $ 2.47 | $ 1.26 | $ 1.75 |
Earnings Per Share and Earnin_5
Earnings Per Share and Earnings Per Unit - Narrative (Details) | Dec. 31, 2023 |
Earnings Per Share [Abstract] | |
Ownership percentage | 100% |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) $ in Millions | 12 Months Ended | ||||||
Dec. 31, 2023 USD ($) shares | Dec. 31, 2023 USD ($) tradingDay shares | Dec. 31, 2023 USD ($) shares | Dec. 31, 2023 USD ($) d shares | Dec. 31, 2023 USD ($) shares | Dec. 31, 2022 shares | Dec. 31, 2021 shares | |
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Unrecognized compensation costs | $ | $ 18.2 | $ 18.2 | $ 18.2 | $ 18.2 | $ 18.2 | ||
Weighted-average period (in years) | 1 year 7 months 6 days | ||||||
Stock Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Shares authorized (in shares) | 12,750,000 | 12,750,000 | 12,750,000 | 12,750,000 | 12,750,000 | ||
Remaining shares authorized (in shares) | 10,202,301 | ||||||
Time-Based Restricted Shares | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Granted (in shares) | 203,000 | 384,000 | 172,000 | ||||
Period of volume of weighted average price | 10 | 10 | |||||
Trading days | tradingDay | 10 | ||||||
Performance-Based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Granted (in shares) | 474,867 | 489,207 | 318,312 | ||||
Granted (in shares) | 235,000 | 336,000 | 188,000 | ||||
Performance period (years) | 3 years | ||||||
Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Award vesting period (in years) | 0 years | ||||||
Minimum | Time-Based Restricted Shares | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Award vesting period (in years) | 1 year | ||||||
Minimum | Performance-Based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Risk-free interest rate (in percent) | 0.20% | ||||||
Expected volatility rate (in percent) | 30% | ||||||
Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Award vesting period (in years) | 3 years | ||||||
Maximum | Time-Based Restricted Shares | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Award vesting period (in years) | 3 years | ||||||
Maximum | Performance-Based Restricted Stock Units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||||
Risk-free interest rate (in percent) | 4.50% | ||||||
Expected volatility rate (in percent) | 35% |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
General and Administrative Expense | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Stock-based compensation expense | $ 15,536 | $ 12,986 | $ 9,371 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule Of Restricted Stock (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Incentive and Time-Based Restricted Stock | |||
Stock | |||
Beginning balance (in shares) | 507,339 | 300,031 | 324,865 |
Granted (in shares) | 209,901 | 389,715 | 176,023 |
Vested (in shares) | (211,887) | (167,465) | (177,120) |
Forfeited (in shares) | (32,718) | (14,942) | (23,737) |
Canceled (in shares) | 0 | 0 | 0 |
Ending balance (in shares) | 472,635 | 507,339 | 300,031 |
Weighted Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 27.47 | $ 24.72 | $ 23.34 |
Granted (in dollars per share) | 28.22 | 28.84 | 18.79 |
Vested (in dollars per share) | 28.13 | 25.91 | 19.19 |
Forfeited (in dollars per share) | 28.44 | 25.46 | 19.58 |
Canceled (in dollars per share) | 0 | 0 | 0 |
Ending balance (in dollars per share) | $ 27.44 | $ 27.47 | $ 24.72 |
Performance-Based Restricted Stock Units | |||
Stock | |||
Beginning balance (in shares) | 769,589 | 588,134 | 530,440 |
Granted (in shares) | 474,867 | 489,207 | 318,312 |
Vested (in shares) | (363,267) | (227,166) | (220,084) |
Forfeited (in shares) | (115,607) | (80,586) | (40,534) |
Canceled (in shares) | 0 | 0 | 0 |
Ending balance (in shares) | 765,582 | 769,589 | 588,134 |
Weighted Average Grant Date Fair Value | |||
Beginning balance (in dollars per share) | $ 22.88 | $ 19.32 | $ 20.35 |
Granted (in dollars per share) | 28.59 | 27.03 | 16.85 |
Vested (in dollars per share) | 19.90 | 22.68 | 18.39 |
Forfeited (in dollars per share) | 19.90 | 22.68 | 18.39 |
Canceled (in dollars per share) | 0 | 0 | 0 |
Ending balance (in dollars per share) | $ 28.28 | $ 22.88 | $ 19.32 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2023 USD ($) property $ / shares | Sep. 30, 2023 $ / shares | Jun. 30, 2023 $ / shares | Mar. 31, 2023 $ / shares | Dec. 31, 2022 $ / shares | Sep. 30, 2022 $ / shares | Jun. 30, 2022 $ / shares | Mar. 31, 2022 $ / shares | Dec. 31, 2023 USD ($) property $ / shares | Dec. 31, 2022 $ / shares | Dec. 31, 2021 $ / shares | |
Income Tax Contingency | |||||||||||
Undistributed net taxable income subject to income corporate tax rate | 100% | ||||||||||
Number of golf courses | 93 | 93 | |||||||||
Expected federal tax at the statutory tax rate (percent) | 21% | 21% | 21% | ||||||||
Dividends declared (in dollars per share) | $ / shares | $ 0.4150 | $ 0.4150 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3900 | $ 0.3600 | $ 0.3600 | $ 1.610 | $ 1.500 | $ 1.380 |
NOL carryforwards | $ | $ 151.6 | $ 151.6 | |||||||||
Golf Courses | |||||||||||
Income Tax Contingency | |||||||||||
Number of golf courses | 4 | 4 |
Income Taxes - Schedule Of Inco
Income Taxes - Schedule Of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current | |||
Federal | $ 1,755 | $ 1,758 | $ 1,066 |
State | 2,481 | 658 | 1,475 |
Foreign | 49 | 0 | 0 |
Income tax expense, current | 4,285 | 2,416 | 2,541 |
Deferred | |||
Federal | 129 | 469 | 358 |
State | 13 | (9) | (12) |
Foreign | (10,568) | 0 | 0 |
Income tax expense, deferred | (10,426) | 460 | 346 |
Total | |||
Federal | 1,884 | 2,227 | 1,424 |
State | 2,494 | 649 | 1,463 |
Foreign | (10,519) | 0 | 0 |
(Benefit from) provision for income taxes | $ (6,141) | $ 2,876 | $ 2,887 |
Income Taxes - Schedule Of Defe
Income Taxes - Schedule Of Deferred Tax Assets And Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
CECL allowance - foreign investments | $ 13,777 | $ 0 |
Lease liability | 2,255 | 2,310 |
Accruals, reserves and other | 222 | 221 |
Cumulative translation adjustment | 726 | 0 |
Total deferred tax assets | 16,980 | 2,531 |
Deferred tax liabilities: | ||
Fixed assets - foreign investments | (5,080) | 0 |
Land, buildings and equipment, net | (4,728) | (4,560) |
Right of use asset | (2,255) | (2,310) |
Total deferred tax liabilities | (12,063) | (6,870) |
Net deferred tax asset (liability) | $ 4,917 | |
Net deferred tax asset (liability) | $ (4,339) |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Federal income tax expense at statutory rate | $ 526,579 | $ 239,220 | $ 215,469 |
Federal income tax expense at statutory rate, percent | 21% | 21% | 21% |
REIT income not subject to federal income tax | $ (524,791) | $ (237,069) | $ (214,037) |
REIT income not subject to federal income tax, percent | (20.90%) | (20.80%) | (20.90%) |
Pre-tax gain attributable to taxable subsidiaries | $ 1,788 | $ 2,151 | $ 1,432 |
Pre-tax gain attributable to taxable subsidiaries, percent | 0.10% | 0.20% | 0.10% |
State income taxes, net of federal benefits | $ 2,474 | $ 648 | $ 1,444 |
State income taxes, net of federal benefits, percent | 0.10% | 0.10% | 0.10% |
Foreign income taxes | $ (10,519) | $ 0 | $ 0 |
Foreign income taxes, percent | (0.40%) | 0% | 0% |
Non-deductible expenses and other | $ 116 | $ 77 | $ 11 |
Non-deductible expenses and other, percent | 0% | 0% | 0% |
(Benefit from) provision for income taxes | $ (6,141) | $ 2,876 | $ 2,887 |
Income tax expense (benefit), percent | (0.20%) | 0.30% | 0.20% |
Income Taxes - Federal Income T
Income Taxes - Federal Income Tax Note (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Ordinary dividends (in dollars per share) | $ 1.4500 | $ 1.5787 | $ 0.7108 |
Section 199A dividends (in dollars per share) | 1.4265 | 1.5787 | 0.7108 |
Non-dividend distribution (in dollars per share) | $ 0.0263 | $ 0 | $ 0.6392 |