VICI PROPERTIES INC., 10-Q filed on 10/25/2023
Quarterly Report
v3.23.3
Cover Page - shares
9 Months Ended
Sep. 30, 2023
Oct. 23, 2023
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
Document Transition Report false  
Entity File Number 001-38372  
Entity Registrant Name VICI Properties Inc.  
Entity Incorporation, State or Country Code MD  
Entity Tax Identification Number 81-4177147  
Entity Address, Address Line One 535 Madison Avenue, 20th Floor  
Entity Address, City or Town New York  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 10022  
City Area Code 646  
Local Phone Number 949-4631  
Title of each class Common stock, $0.01 par value  
Trading Symbol VICI  
Name of each exchange on which registered NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   1,034,532,105
Amendment Flag false  
Document Fiscal Period Focus Q3  
Document Fiscal Year Focus 2023  
Entity Central Index Key 0001705696  
Current Fiscal Year End Date --12-31  
VICI Properties LP    
Document Information [Line Items]    
Entity File Number 333-264352-01  
Entity Registrant Name VICI Properties L.P.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 35-2576503  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   0
Entity Central Index Key 0001920791  
v3.23.3
VICI PROPERTIES INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Real estate portfolio:    
Investments in leases - sales-type, net [1] $ 22,889,984 $ 17,172,325
Investment in unconsolidated affiliate 0 1,460,775
Land 150,727 153,560
Cash and cash equivalents 510,884 208,933
Short-term investments 0 217,342
Other assets [1] 969,672 936,328
Total assets 42,832,149 37,575,826
Liabilities    
Debt, net 16,692,728 13,739,675
Accrued expenses and deferred revenue 222,430 213,388
Dividends and distributions payable 426,861 380,178
Other liabilities 954,448 952,472
Total liabilities 18,296,467 15,285,713
Commitments and contingent liabilities (Note 10)
Stockholders’ equity    
Common stock, $0.01 par value, 1,350,000,000 shares authorized and 1,016,827,883 and 963,096,563 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively 10,168 9,631
Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at September 30, 2023 and December 31, 2022 0 0
Additional paid-in capital 23,316,140 21,645,499
Accumulated other comprehensive income 186,241 185,353
Retained earnings 652,402 93,154
Total VICI stockholders’ equity 24,164,951 21,933,637
Non-controlling interests 370,731 356,476
Total stockholders’ equity 24,535,682 22,290,113
Total liabilities and stockholders’ equity 42,832,149 37,575,826
Investments in leases - financing receivables, net    
Real estate portfolio:    
Investments in leases and loans [1] 17,337,665 16,740,770
Investments in loans and securities, net    
Real estate portfolio:    
Investments in leases and loans [1] $ 973,217 $ 685,793
[1] Note: As of September 30, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities, and Other assets (sales-type sub-leases) are net of allowance for credit losses of $755.4 million, $707.0 million, $22.8 million and $19.3 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.
v3.23.3
VICI PROPERTIES INC. CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 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) 1,016,827,883 963,096,563
Common stock, shares outstanding (in shares) 1,016,827,883 963,096,563
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 $ 755,401 $ 570,387
Other assets (sales-type sub-leases), allowance for credit losses 19,300 19,800
Investments in leases - financing receivables, net    
Allowance for credit losses 706,976 726,707
Investments in loans and securities, net    
Allowance for credit losses $ 22,847 $ 6,865
v3.23.3
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Revenues        
Income from sales-type leases $ 500,212 $ 376,048 $ 1,473,961 $ 1,077,952
Income from lease financing receivables, loans and securities 378,502 350,945 1,122,703 685,544
Other income 18,179 17,862 55,043 41,811
Golf revenues 7,425 6,688 28,416 25,484
Total revenues 904,318 751,543 2,680,123 1,830,791
Operating expenses        
General and administrative 14,422 12,063 44,347 33,311
Depreciation 1,011 816 2,712 2,371
Other expenses 18,179 17,862 55,043 41,811
Golf expenses 6,332 5,186 18,874 16,330
Change in allowance for credit losses 95,997 232,763 166,119 865,459
Transaction and acquisition expenses 3,566 1,947 3,385 19,366
Total operating expenses 139,507 270,637 290,480 978,648
Income from unconsolidated affiliate 0 22,719 1,280 37,853
Interest expense (204,927) (169,354) (612,881) (370,624)
Interest income 7,341 3,024 16,194 3,897
Other (losses) gains (1,122) 0 4,295 0
Income before income taxes 566,103 337,295 1,798,531 523,269
Income tax expense (644) (417) (3,630) (1,844)
Net income 565,459 336,878 1,794,901 521,425
Less: Net income attributable to non-controlling interests (9,130) (5,973) (29,130) (7,843)
Net income attributable to common stockholders $ 556,329 $ 330,905 $ 1,765,771 $ 513,582
Net income per common share        
Basic (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.61
Diluted (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.60
Weighted average number of shares of common stock outstanding        
Basic (in shares) 1,012,986,784 962,573,646 1,007,110,068 848,839,357
Diluted (in shares) 1,013,589,640 964,134,340 1,008,437,452 850,823,037
Other comprehensive income        
Net income $ 565,459 $ 336,878 $ 1,794,901 $ 521,425
Reclassification of derivative gain to Interest expense (6,037) (6,037) (18,111) (10,196)
Unrealized gain on cash flow hedges 20,109 0 20,289 200,550
Foreign currency translation adjustments (1,348) 0 (1,280) 0
Comprehensive income 578,183 330,841 1,795,799 711,779
Comprehensive income attributable to non-controlling interest (9,283) (5,897) (29,140) (7,715)
Comprehensive income attributable to common stockholders $ 568,900 $ 324,944 $ 1,766,659 $ 704,064
v3.23.3
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($)
$ in Thousands
Total
Total VICI Stockholders’ Equity
Common Stock
Additional Paid-in Capital
Accumulated Other Comprehensive Income
Retained Earnings (Deficit)
Non-controlling Interests
Beginning 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 (loss) 242,688 240,383       240,383 2,305
Issuance of common stock, net 3,218,097 3,218,097 1,190 3,216,907      
Dividends and distributions declared (272,703) (270,600)       (270,600) (2,103)
Stock-based compensation, net of forfeitures (81) (81) 5 (86)      
Unrealized gain (loss) on cash flow hedges 108,611 108,611     108,611    
Ending balance at Mar. 31, 2022 15,483,786 15,404,678 7,484 14,971,890 109,495 315,809 79,108
Beginning balance at Dec. 31, 2021 12,187,174 12,108,268 6,289 11,755,069 884 346,026 78,906
Ending balance at Jun. 30, 2022 22,114,887 21,762,494 9,631 21,644,198 197,275 (88,610) 352,393
Beginning 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 (loss) 521,425            
Reclassification of derivative gain to Interest expense (10,196)            
Foreign currency translation adjustments 0            
Ending balance at Sep. 30, 2022 22,062,297 21,709,579 9,631 21,641,945 191,314 (133,311) 352,718
Beginning balance at Mar. 31, 2022 15,483,786 15,404,678 7,484 14,971,890 109,495 315,809 79,108
Increase (Decrease) in Stockholders' Equity              
Net income (loss) (58,141) (57,706)       (57,706) (435)
Issuance of common stock, net 6,572,231 6,572,231 2,147 6,570,084      
Issuance of VICI OP Units 374,769           374,769
Reallocation of equity 4,404 98,977   99,029 (52)   (94,573)
Dividends and distributions declared (353,178) (346,713)       (346,713) (6,465)
Stock-based compensation, net of forfeitures 3,236 3,195   3,195     41
Reclassification of derivative gain to Interest expense (4,159) (4,107)     (4,107)   (52)
Unrealized gain (loss) on cash flow hedges 91,939 91,939     91,939    
Ending balance at Jun. 30, 2022 22,114,887 21,762,494 9,631 21,644,198 197,275 (88,610) 352,393
Increase (Decrease) in Stockholders' Equity              
Net income (loss) 336,878 330,905       330,905 5,973
Reallocation of equity (4,404) (5,702)   (5,702)     1,298
Dividends and distributions declared (382,520) (375,606)       (375,606) (6,914)
Stock-based compensation, net of forfeitures 3,493 3,449   3,449     44
Reclassification of derivative gain to Interest expense (6,037) (5,961)     (5,961)   (76)
Foreign currency translation adjustments 0            
Ending balance at Sep. 30, 2022 22,062,297 21,709,579 9,631 21,641,945 191,314 (133,311) 352,718
Beginning 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 (loss) 527,861 518,740       518,740 9,121
Issuance of common stock, net 1,271,472 1,271,472 406 1,271,066      
Reallocation of equity 0 (4,936)   (4,936)     4,936
Dividends and distributions declared (398,688) (391,640)       (391,640) (7,048)
Stock-based compensation, net of forfeitures (1,129) (1,115) 5 (1,120)     (14)
Reclassification of derivative gain to Interest expense (6,037) (5,964)     (5,964)   (73)
Unrealized gain (loss) on cash flow hedges (7,393) (7,304)     (7,304)   (89)
Foreign currency translation adjustments (1,664) (1,644)     (1,644)   (20)
Ending balance at Mar. 31, 2023 23,674,535 23,311,246 10,042 22,910,509 170,441 220,254 363,289
Beginning balance at Dec. 31, 2022 22,290,113 21,933,637 9,631 21,645,499 185,353 93,154 356,476
Ending balance at Jun. 30, 2023 24,084,575 23,716,716 10,074 23,014,913 173,670 518,059 367,859
Beginning 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 (loss) 1,794,901            
Reclassification of derivative gain to Interest expense (18,111)            
Foreign currency translation adjustments (1,280)            
Ending balance at Sep. 30, 2023 24,535,682 24,164,951 10,168 23,316,140 186,241 652,402 370,731
Beginning balance at Mar. 31, 2023 23,674,535 23,311,246 10,042 22,910,509 170,441 220,254 363,289
Increase (Decrease) in Stockholders' Equity              
Net income (loss) 701,581 690,702       690,702 10,879
Issuance of common stock, net 101,467 101,467 32 101,435      
Reallocation of equity 0 (651)   (651)     651
Dividends and distributions declared (399,945) (392,897)       (392,897) (7,048)
Stock-based compensation, net of forfeitures 3,669 3,620   3,620     49
Reclassification of derivative gain to Interest expense (6,037) (5,964)     (5,964)   (73)
Unrealized gain (loss) on cash flow hedges 7,573 7,482     7,482   91
Foreign currency translation adjustments 1,732 1,711     1,711   21
Ending balance at Jun. 30, 2023 24,084,575 23,716,716 10,074 23,014,913 173,670 518,059 367,859
Increase (Decrease) in Stockholders' Equity              
Net income (loss) 565,459 556,329       556,329 9,130
Issuance of common stock, net 298,253 298,253 94 298,159      
Reallocation of equity 0 (897)   (897)     897
Dividends and distributions declared (429,340) (421,986)       (421,986) (7,354)
Stock-based compensation, net of forfeitures 4,011 3,965   3,965     46
Reclassification of derivative gain to Interest expense (6,037) (5,965)     (5,965)   (72)
Unrealized gain (loss) on cash flow hedges 20,109 19,870     19,870   239
Foreign currency translation adjustments (1,348) (1,334)     (1,334)   (14)
Ending balance at Sep. 30, 2023 $ 24,535,682 $ 24,164,951 $ 10,168 $ 23,316,140 $ 186,241 $ 652,402 $ 370,731
v3.23.3
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) (Parenthetical) - $ / shares
3 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]            
Dividends declared per common share (in dollars per share) $ 0.4150 $ 0.3900 $ 0.3900 $ 0.3900 $ 0.3600 $ 0.3600
v3.23.3
VICI PROPERTIES INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
$ in Thousands, $ in Millions
9 Months Ended
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Cash flows from operating activities    
Net income $ 1,794,901 $ 521,425
Adjustments to reconcile net income to cash flows provided by operating activities:    
Non-cash leasing and financing adjustments (383,688) (230,522)
Stock-based compensation 11,517 9,359
Non-cash transaction costs 0 8,816
Depreciation 2,712 2,371
Other (gains) losses (4,295) 0
Amortization of debt issuance costs and original issue discount 35,415 28,099
Change in allowance for credit losses 166,119 865,459
Income from unconsolidated affiliate (1,280) (37,853)
Distributions from unconsolidated affiliate 3,273 40,437
Net proceeds from settlement of derivatives 0 201,433
Change in operating assets and liabilities:    
Other assets 134 (4,052)
Accrued expenses and deferred revenue (14,230) 50,676
Other liabilities (6,061) (171)
Net cash provided by operating activities 1,604,517 1,455,477
Cash flows from investing activities    
Investments in leases - sales-type (231,215) (4,012,845)
Investments in leases - financing receivables (365,827) 0
Investments in loans and securities (702,112) (87,166)
Principal repayments of loans and receipts of deferred fees 400,250 1,130
Capitalized transaction costs (759) (6,801)
Investments in short-term investments 0 (207,722)
Maturities of short-term investments 217,342 0
Proceeds from sale of real estate 6,235 0
Acquisition of property and equipment (1,894) (1,158)
Net cash used in investing activities (1,944,885) (8,889,098)
Cash flows from financing activities    
Proceeds from offering of common stock, net 1,672,417 3,219,101
Proceeds from April 2022 Notes offering 0 5,000,000
Proceeds from Revolving Credit Facility 408,204 600,000
Repayment of Revolving Credit Facility (250,000) (600,000)
Debt issuance costs 0 (146,176)
Repurchase of stock for tax withholding (4,966) (6,118)
Distributions to non-controlling interests (21,450) (10,711)
Dividends paid (1,161,764) (843,706)
Net cash provided by financing activities 642,441 7,212,390
Effect of exchange rate changes on cash, cash equivalents and restricted cash (122) 0
Net increase (decrease) in cash, cash equivalents and restricted cash 301,951 (221,231)
Cash, cash equivalents and restricted cash, beginning of period 208,933 739,614
Cash, cash equivalents and restricted cash, end of period 510,884 518,383
Supplemental cash flow information:    
Cash paid for interest 563,935 290,119
Cash paid for income taxes 4,896 2,306
Supplemental non-cash investing and financing activity:    
Dividends and distributions declared, not paid 427,060 380,377
Debt issuance costs payable 0 13
Deferred transaction costs payable 4,418 1,479
Non-cash change in Investments in leases - financing receivables 206,771 120,709
Obtaining right-of-use assets in exchange for lease liabilities 22,968 541,676
MGP    
Cash flows from investing activities    
Net cash paid to acquire businesses 0 (4,574,536)
MGM Grand Mandalay Bay JV    
Cash flows from investing activities    
Net cash paid to acquire businesses $ (1,266,905) $ 0
v3.23.3
VICI PROPERTIES L.P. CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Real estate portfolio:    
Investments in leases - sales-type, net [1] $ 22,889,984 $ 17,172,325
Investment in unconsolidated affiliate 0 1,460,775
Land 150,727 153,560
Cash and cash equivalents 510,884 208,933
Short-term investments 0 217,342
Other assets [1] 969,672 936,328
Total assets 42,832,149 37,575,826
Liabilities    
Debt, net 16,692,728 13,739,675
Accrued expenses and deferred revenue 222,430 213,388
Distributions payable 426,861 380,178
Other liabilities 954,448 952,472
Total liabilities 18,296,467 15,285,713
Commitments and contingent liabilities (Note 10)
Partners’ Capital    
Accumulated other comprehensive income 186,241 185,353
Total liabilities and stockholders’ equity 42,832,149 37,575,826
VICI Properties LP    
Real estate portfolio:    
Investments in leases - sales-type, net [2] 22,889,984 17,172,325
Investment in unconsolidated affiliate 0 1,460,775
Land 150,727 153,560
Cash and cash equivalents 461,024 142,600
Short-term investments 0 217,342
Other assets [2] 890,442 856,605
Total assets 42,703,059 37,429,770
Liabilities    
Debt, net 16,692,728 13,739,675
Accrued expenses and deferred revenue 218,099 206,643
Distributions payable 427,461 380,581
Other liabilities 939,873 937,655
Total liabilities 18,278,161 15,264,554
Commitments and contingent liabilities (Note 10)
Partners’ Capital    
Partners’ capital, 1,029,059,256 and 975,327,936 operating partnership units issued and outstanding as of September 30, 2023 and December 31, 2022, respectively 24,158,382 21,900,511
Accumulated other comprehensive income 186,099 185,201
Total VICI LP’s capital 24,344,481 22,085,712
Non-controlling interest 80,417 79,504
Total capital attributable to partners 24,424,898 22,165,216
Total liabilities and stockholders’ equity 42,703,059 37,429,770
Investments in leases - financing receivables, net    
Real estate portfolio:    
Investments in leases and loans [1] 17,337,665 16,740,770
Investments in leases - financing receivables, net | VICI Properties LP    
Real estate portfolio:    
Investments in leases and loans [2] 17,337,665 16,740,770
Investments in loans and securities, net    
Real estate portfolio:    
Investments in leases and loans [1] 973,217 685,793
Investments in loans and securities, net | VICI Properties LP    
Real estate portfolio:    
Investments in leases and loans [2] $ 973,217 $ 685,793
[1] Note: As of September 30, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities, and Other assets (sales-type sub-leases) are net of allowance for credit losses of $755.4 million, $707.0 million, $22.8 million and $19.3 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.
[2] Note: As of September 30, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities, and Other assets (sales-type sub-leases) are net of allowance for credit losses of $755.4 million, $707.0 million, $22.8 million and $19.3 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.
v3.23.3
VICI PROPERTIES L.P. CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Sales-type and direct financing, allowance for credit losses $ 755,401 $ 570,387
Other assets (sales-type sub-leases), allowance for credit losses 19,300 19,800
Investments in leases - financing receivables, net    
Allowance for credit losses 706,976 726,707
Investments in loans and securities, net    
Allowance for credit losses $ 22,847 $ 6,865
VICI Properties LP    
Operating partnership units issued (in shares) 1,029,059,256 975,327,936
Operating partnership units outstanding (in shares) 1,029,059,256 975,327,936
Sales-type and direct financing, allowance for credit losses $ 755,400 $ 570,400
Other assets (sales-type sub-leases), allowance for credit losses 19,300 19,800
VICI Properties LP | Investments in leases - financing receivables, net    
Allowance for credit losses 707,000 726,700
VICI Properties LP | Investments in loans and securities, net    
Allowance for credit losses $ 22,800 $ 6,900
v3.23.3
VICI PROPERTIES L.P. CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (UNAUDITED) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Revenues        
Income from sales-type leases $ 500,212 $ 376,048 $ 1,473,961 $ 1,077,952
Income from lease financing receivables, loans and securities 378,502 350,945 1,122,703 685,544
Other income 18,179 17,862 55,043 41,811
Total revenues 904,318 751,543 2,680,123 1,830,791
Operating expenses        
General and administrative 14,422 12,063 44,347 33,311
Depreciation 1,011 816 2,712 2,371
Other expenses 18,179 17,862 55,043 41,811
Change in allowance for credit losses 95,997 232,763 166,119 865,459
Transaction and acquisition expenses 3,566 1,947 3,385 19,366
Total operating expenses 139,507 270,637 290,480 978,648
Income from unconsolidated affiliate 0 22,719 1,280 37,853
Interest expense (204,927) (169,354) (612,881) (370,624)
Interest income 7,341 3,024 16,194 3,897
Other (gains) losses (1,122) 0 4,295 0
Income before income taxes 566,103 337,295 1,798,531 523,269
Income tax expense (644) (417) (3,630) (1,844)
Net income 565,459 336,878 1,794,901 521,425
Less: Net income attributable to non-controlling interests $ (9,130) $ (5,973) $ (29,130) $ (7,843)
Net income per common share        
Basic (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.61
Diluted (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.60
Weighted average number of shares of common stock outstanding        
Basic (in shares) 1,012,986,784 962,573,646 1,007,110,068 848,839,357
Diluted (in shares) 1,013,589,640 964,134,340 1,008,437,452 850,823,037
Other comprehensive income        
Comprehensive income attributable to common stockholders $ 568,900 $ 324,944 $ 1,766,659 $ 704,064
VICI Properties LP        
Revenues        
Income from sales-type leases 500,212 376,048 1,473,961 1,077,952
Income from lease financing receivables, loans and securities 378,502 350,945 1,122,703 685,544
Other income 18,179 17,862 55,043 41,811
Total revenues 896,893 744,855 2,651,707 1,805,307
Operating expenses        
General and administrative 14,422 12,055 44,347 33,303
Depreciation 177 31 270 90
Other expenses 18,179 17,862 55,043 41,811
Change in allowance for credit losses 95,997 232,763 166,119 865,459
Transaction and acquisition expenses 3,566 1,947 3,385 19,366
Total operating expenses 132,341 264,658 269,164 960,029
Income from unconsolidated affiliate 0 22,719 1,280 37,853
Interest expense (204,927) (169,354) (612,881) (370,624)
Interest income 6,685 2,735 14,399 3,378
Other (gains) losses (1,122) 0 4,295 0
Income before income taxes 565,188 336,297 1,789,636 515,885
Income tax expense (417) (245) (1,981) (328)
Net income 564,771 336,052 1,787,655 515,557
Less: Net income attributable to non-controlling interests (2,421) (1,781) (7,747) (5,973)
Net income attributable to partners $ 562,350 $ 334,271 $ 1,779,908 $ 509,584
Net income per common share        
Basic (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.60
Diluted (in dollars per share) $ 0.55 $ 0.34 $ 1.74 $ 0.59
Weighted average number of shares of common stock outstanding        
Basic (in shares) 1,025,218,157 974,805,019 1,019,341,441 855,783,910
Diluted (in shares) 1,025,821,013 976,365,713 1,020,668,825 857,767,590
Other comprehensive income        
Net income attributable to partners $ 562,350 $ 334,271 $ 1,779,908 $ 509,584
Reclassification of derivative gain to Interest expense (6,037) (6,037) (18,111) (10,196)
Unrealized gain on cash flow hedges 20,109 0 20,289 200,550
Foreign currency translation adjustments (1,348) 0 (1,280) 0
Comprehensive income attributable to common stockholders $ 575,074 $ 328,234 $ 1,780,806 $ 699,938
v3.23.3
VICI PROPERTIES L.P. CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL (UNAUDITED) - USD ($)
$ in Thousands
Total
VICI Properties LP
VICI Properties LP
Partners’ Capital
VICI Properties LP
Accumulated Other Comprehensive Income
VICI Properties LP
Non-controlling Interests
Beginning balance at Dec. 31, 2021   $ 12,090,488 $ 12,010,698 $ 884 $ 78,906
Increase (Decrease) in Partners' Capital [Roll Forward]          
Net income (loss)   240,653 238,348   2,305
Contributions from Parent   3,229,165 3,229,165    
Distributions to Parent   (281,990) (281,990)    
Distributions to non-controlling interest   (2,103)     (2,103)
Stock-based compensation, net of forfeitures $ (81) 2,602 2,602    
Unrealized gain (loss) on cash flow hedges 108,611 108,611   108,611  
Ending balance at Mar. 31, 2022   15,387,426 15,198,823 109,495 79,108
Beginning balance at Dec. 31, 2021   12,090,488 12,010,698 884 78,906
Increase (Decrease) in Partners' Capital [Roll Forward]          
Reclassification of derivative gain to Interest expense (10,196)        
Foreign currency translation adjustments 0        
Ending balance at Sep. 30, 2022   21,939,027 21,669,219 191,238 78,570
Beginning balance at Mar. 31, 2022   15,387,426 15,198,823 109,495 79,108
Increase (Decrease) in Partners' Capital [Roll Forward]          
Net income (loss)   (61,148) (63,035)   1,887
Contributions from Parent   6,949,119 6,949,119    
Distributions to Parent   (375,626) (375,626)    
Distributions to non-controlling interest   (2,062)     (2,062)
Stock-based compensation, net of forfeitures 3,236 3,236 3,236    
Reclassification of derivative gain to Interest expense (4,159) (4,159)   (4,159)  
Unrealized gain (loss) on cash flow hedges 91,939 91,939   91,939  
Ending balance at Jun. 30, 2022   21,988,725 21,712,517 197,275 78,933
Increase (Decrease) in Partners' Capital [Roll Forward]          
Net income (loss)   336,052 334,271   1,781
Contributions from Parent   142 142    
Distributions to Parent   (381,204) (381,204)    
Distributions to non-controlling interest   (2,144)     (2,144)
Stock-based compensation, net of forfeitures 3,493 3,493 3,493    
Reclassification of derivative gain to Interest expense (6,037) (6,037)   (6,037)  
Foreign currency translation adjustments 0        
Ending balance at Sep. 30, 2022   21,939,027 21,669,219 191,238 78,570
Beginning balance at Dec. 31, 2022   22,165,216 21,900,511 185,201 79,504
Increase (Decrease) in Partners' Capital [Roll Forward]          
Net income (loss)   524,915 522,076   2,839
Contributions from Parent   1,303,243 1,303,243    
Distributions to Parent   (408,519) (408,519)    
Distributions to non-controlling interest   (2,278)     (2,278)
Stock-based compensation, net of forfeitures (1,129) (1,129) (1,129)    
Reclassification of derivative gain to Interest expense (6,037) (6,037)   (6,037)  
Unrealized gain (loss) on cash flow hedges (7,393) (7,393)   (7,393)  
Foreign currency translation adjustments (1,664) (1,664)   (1,664)  
Ending balance at Mar. 31, 2023   23,566,354 23,316,182 170,107 80,065
Beginning balance at Dec. 31, 2022   22,165,216 21,900,511 185,201 79,504
Increase (Decrease) in Partners' Capital [Roll Forward]          
Reclassification of derivative gain to Interest expense (18,111)        
Foreign currency translation adjustments (1,280)        
Ending balance at Sep. 30, 2023   24,424,898 24,158,382 186,099 80,417
Beginning balance at Mar. 31, 2023   23,566,354 23,316,182 170,107 80,065
Increase (Decrease) in Partners' Capital [Roll Forward]          
Net income (loss)   697,969 695,482   2,487
Contributions from Parent   103,053 103,053    
Distributions to Parent   (397,810) (397,810)    
Distributions to non-controlling interest   (2,278)     (2,278)
Stock-based compensation, net of forfeitures 3,669 3,669 3,669    
Reclassification of derivative gain to Interest expense (6,037) (6,037)   (6,037)  
Unrealized gain (loss) on cash flow hedges 7,573 7,573   7,573  
Foreign currency translation adjustments 1,732 1,732   1,732  
Ending balance at Jun. 30, 2023   23,974,225 23,720,576 173,375 80,274
Increase (Decrease) in Partners' Capital [Roll Forward]          
Net income (loss)   564,771 562,350   2,421
Contributions from Parent   298,718 298,718    
Distributions to Parent   (427,273) (427,273)    
Distributions to non-controlling interest   (2,278)     (2,278)
Stock-based compensation, net of forfeitures 4,011 4,011 4,011    
Reclassification of derivative gain to Interest expense (6,037) (6,037)   (6,037)  
Unrealized gain (loss) on cash flow hedges 20,109 20,109   20,109  
Foreign currency translation adjustments $ (1,348) (1,348)   (1,348)  
Ending balance at Sep. 30, 2023   $ 24,424,898 $ 24,158,382 $ 186,099 $ 80,417
v3.23.3
VICI PROPERTIES L.P. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
$ in Thousands, $ in Millions
9 Months Ended
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Cash flows from operating activities    
Net income $ 1,794,901 $ 521,425
Adjustments to reconcile net income to cash flows provided by operating activities:    
Non-cash leasing and financing adjustments (383,688) (230,522)
Stock-based compensation 11,517 9,359
Depreciation 2,712 2,371
Other (gains) losses (4,295) 0
Amortization of debt issuance costs and original issue discount 35,415 28,099
Change in allowance for credit losses 166,119 865,459
Income from unconsolidated affiliate (1,280) (37,853)
Distributions from unconsolidated affiliate 3,273 40,437
Net proceeds from settlement of derivatives 0 201,433
Change in operating assets and liabilities:    
Other assets 134 (4,052)
Accrued expenses and deferred revenue (14,230) 50,676
Other liabilities (6,061) (171)
Net cash provided by operating activities 1,604,517 1,455,477
Cash flows from investing activities    
Investments in leases - sales-type (231,215) (4,012,845)
Investments in leases - financing receivables (365,827) 0
Investments in loans and securities (702,112) (87,166)
Principal repayments of loans and receipts of deferred fees 400,250 1,130
Capitalized transaction costs (759) (6,801)
Investments in short-term investments 0 (207,722)
Maturities of short-term investments 217,342 0
Proceeds from sale of real estate 6,235 0
Acquisition of property and equipment (1,894) (1,158)
Net cash used in investing activities (1,944,885) (8,889,098)
Cash flows from financing activities    
Proceeds from April 2022 Notes offering 0 5,000,000
Proceeds from Revolving Credit Facility 408,204 600,000
Repayment of Revolving Credit Facility (250,000) (600,000)
Debt issuance costs 0 (146,176)
Repurchase of stock for tax withholding (4,966) (6,118)
Distributions to non-controlling interests (21,450) (10,711)
Net cash provided by financing activities 642,441 7,212,390
Effect of exchange rate changes on cash, cash equivalents and restricted cash (122) 0
Net increase (decrease) in cash, cash equivalents and restricted cash 301,951 (221,231)
Cash, cash equivalents and restricted cash, beginning of period 208,933 739,614
Cash, cash equivalents and restricted cash, end of period 510,884 518,383
Supplemental cash flow information:    
Cash paid for interest 563,935 290,119
Cash paid for income taxes 4,896 2,306
Supplemental non-cash investing and financing activity:    
Debt issuance costs payable 0 13
Deferred transaction costs payable 4,418 1,479
Non-cash change in Investments in leases - financing receivables 206,771 120,709
Obtaining right-of-use assets in exchange for lease liabilities 22,968 541,676
MGP    
Cash flows from investing activities    
Net cash paid to acquire businesses 0 (4,574,536)
MGM Grand Mandalay Bay JV    
Cash flows from investing activities    
Net cash paid to acquire businesses (1,266,905) 0
VICI Properties LP    
Cash flows from operating activities    
Net income 1,787,655 515,557
Adjustments to reconcile net income to cash flows provided by operating activities:    
Non-cash leasing and financing adjustments (383,688) (230,522)
Stock-based compensation 11,517 9,272
Depreciation 270 90
Other (gains) losses (4,295) 0
Amortization of debt issuance costs and original issue discount 35,415 28,099
Change in allowance for credit losses 166,119 865,459
Income from unconsolidated affiliate (1,280) (37,853)
Distributions from unconsolidated affiliate 3,273 40,437
Net proceeds from settlement of derivatives 0 201,433
Change in operating assets and liabilities:    
Other assets 3,574 (2,182)
Accrued expenses and deferred revenue (25,655) 46,508
Other liabilities (5,818) (331)
Net cash provided by operating activities 1,587,087 1,435,967
Cash flows from investing activities    
Investments in leases - sales-type (231,215) (4,012,845)
Investments in leases - financing receivables (365,827) 0
Investments in loans and securities (702,112) (87,166)
Principal repayments of loans and receipts of deferred fees 400,250 1,130
Capitalized transaction costs (759) (6,801)
Investments in short-term investments 0 (207,722)
Maturities of short-term investments 217,342 0
Proceeds from sale of real estate 6,235 0
Acquisition of property and equipment (1,894) (65)
Net cash used in investing activities (1,944,885) (8,888,005)
Cash flows from financing activities    
Contributions from Parent 1,696,417 3,219,202
Distributions to Parent (1,166,477) (864,902)
Proceeds from April 2022 Notes offering 0 5,000,000
Proceeds from Revolving Credit Facility 408,204 600,000
Repayment of Revolving Credit Facility (250,000) (600,000)
Debt issuance costs 0 (146,176)
Repurchase of stock for tax withholding (4,966) 0
Distributions to non-controlling interests (6,834) (6,309)
Net cash provided by financing activities 676,344 7,201,815
Effect of exchange rate changes on cash, cash equivalents and restricted cash (122) 0
Net increase (decrease) in cash, cash equivalents and restricted cash 318,424 (250,223)
Cash, cash equivalents and restricted cash, beginning of period 142,600 705,566
Cash, cash equivalents and restricted cash, end of period 461,024 455,343
Supplemental cash flow information:    
Cash paid for interest 563,935 290,119
Cash paid for income taxes 1,598 996
Supplemental non-cash investing and financing activity:    
Distributions payable 427,060 380,377
Debt issuance costs payable 0 13
Deferred transaction costs payable 4,418 1,479
Non-cash change in Investments in leases - financing receivables 206,771 120,709
Obtaining right-of-use assets in exchange for lease liabilities 22,968 541,676
VICI Properties LP | MGP    
Cash flows from investing activities    
Net cash paid to acquire businesses 0 (4,574,536)
VICI Properties LP | MGM Grand Mandalay Bay JV    
Cash flows from investing activities    
Net cash paid to acquire businesses $ (1,266,905) $ 0
v3.23.3
Business and Organization
9 Months Ended
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Business and Organization Business and Organization
Business
We are primarily engaged in the business of owning and acquiring gaming, hospitality and entertainment destinations, subject to long-term triple-net leases. As of September 30, 2023, our geographically diverse real estate portfolio consisted of 54 gaming facilities in the United States and Canada, including Caesars Palace Las Vegas, MGM Grand and the Venetian Resort. Our properties are leased to, and our tenants are, subsidiaries of, or entities managed by, Apollo, Caesars, Century Casinos, CNB, EBCI, Foundation Gaming, JACK Entertainment, MGM, PENN Entertainment, PURE Canadian Gaming and Seminole Hard Rock, with Caesars and MGM being our largest tenants. VICI also owns four championship golf courses which are managed by CDN Golf Management Inc., and are located near certain of our properties. Subsequent to quarter-end, we also acquired the land and real estate assets of 38 bowling entertainment centers across the United States from Bowlero Corp. (“Bowlero”) in a sale leaseback transaction and entered into a long-term triple-net master lease with Bowlero with respect to such assets.
VICI, the parent company, is a Maryland corporation and internally managed real estate investment trust (“REIT”) for U.S. federal income tax purposes. Our real property business, which represents the substantial majority of our assets, is conducted through VICI OP and indirectly through VICI LP and our golf course business, VICI Golf, is conducted through a direct wholly owned taxable REIT subsidiary (“TRS”) of VICI. As a REIT, we generally will not be subject to U.S. federal income taxes on our taxable income to the extent that we annually distribute all of our net taxable income to stockholders and maintain our qualification as a REIT.
v3.23.3
Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 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 U.S. generally accepted accounting principles (“GAAP”) for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements, including the notes thereto, are unaudited and condense or exclude some of the disclosures and information normally required in audited financial statements.
We believe the disclosures made are adequate to prevent the information presented from being misleading. However, the accompanying unaudited Financial Statements and related notes should be read in conjunction with our audited financial statements and notes thereto included in our most recent Annual Report on Form 10-K, as updated from time to time in our other filings with the SEC.
All adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. 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.
Operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023.
Principles of Consolidation
The accompanying consolidated 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 September 30, 2023, VICI’s non-controlling interests represent an approximate 1.2% third-party ownership of VICI OP in the form of VICI OP Units and 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 Joliet Lease. As VICI OP is a parent entity of VICI LP, VICI LP’s only non-controlling interest is that of third-party ownership of Harrah’s Joliet LandCo LLC.
Cash, Cash Equivalents and Restricted Cash
Cash consists of cash-on-hand and cash-in-bank. Any 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 September 30, 2023 and December 31, 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 had $217.3 million of short-term investments as of December 31, 2022. We did not have any short-term investments as of September 30, 2023.
Purchase Price 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, (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 their relative fair value. Generally, with the exception of the MGP Transactions and the MGM Grand/Mandalay Bay JV Interest Acquisition (each as further described in Note 3 - Real Estate Transactions), our acquisitions consist of properties without existing 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 the land and building components of the property to determine the classification of each component. 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.
We have determined that the land and building components of all of the Caesars Leases (excluding the Harrah’s New Orleans, Harrah’s Laughlin and Harrah’s Atlantic City component (the “Harrah’s Call Properties”) of the Caesars Regional Master Lease), Century Master Lease (excluding the Century Canadian Portfolio component), Hard Rock Cincinnati Lease, MGM Grand/Mandalay Bay Lease, PENN Entertainment Leases, Southern Indiana Lease and Venetian Lease meet the definition of a sales-type lease under ASC 842.
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.
We determined that the land and building components of the Foundation Master Lease, Harrah’s Call Properties components of the Caesars Regional Master Lease, Gold Strike Lease, JACK Master Lease, MGM Master Lease, Mirage Lease, PURE Master Lease and the Century Canadian Portfolio component of the Century Master Lease meet the definition of a sales-type lease and, since we purchased and leased the assets back to the sellers under sale leaseback transactions, control is not considered to have transferred to us under GAAP. Accordingly, such leases are accounted for as Investments in leases - financing receivables on our Balance Sheet, net of allowance for credit losses, in accordance with ASC 310.
Lease Term
We assess the noncancelable lease term under ASC 842, which includes any reasonably assured renewal periods. All of our Lease Agreements provide for an initial term, with multiple tenant renewal options. We have individually assessed all of our Lease Agreements and concluded 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. 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.
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 a reduction to Income from investments in loans and lease financing receivables over the life of the lease using the effective interest method.
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 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.
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.
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, Investments in leases - financing receivables and certain of our loans and securities, 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, loan or security 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 borrowers and their parent guarantors, as applicable, over the life of each individual lease or financial asset. We have engaged a nationally recognized data analytics firm to assist us with estimating both the PD and LGD of our tenants and borrowers 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 or borrower 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, borrowers 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.
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 Sheet. 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.
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 through the Partner Property Growth Fund. 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 all of our other 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 Sheet.
Charge-offs are deducted from the allowance in the period in which they are deemed uncollectible. Recoveries previously written off are recorded when received. There were no charge-offs or recoveries for the three and nine months ended September 30, 2023 and 2022.
Refer to Note 5 - Allowance for Credit Losses for further information.
Foreign Currency Translation and Remeasurement
Our investments in the PURE Portfolio and Century Canadian Portfolio (as defined in Note 3 - Real Estate Transactions) are denominated in Canadian Dollars (“CAD” or “C$”), and accordingly, we translate the financial statements of the subsidiaries that own the PURE Portfolio and Century Canadian Portfolio 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 Sheet 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 CAD, 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 (losses) 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 the 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 these certain 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 Sheet 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 Sheet 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.
Concentrations of Credit Risk
Caesars and 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 the Caesars Leases represented 37% of our lease revenues for each of the three and nine months ended September 30, 2023 and 39% and 49% of our lease revenues for the three and nine months ended September 30, 2022, respectively. Revenue from the MGM Leases represented 39% of our lease revenues for each of the three and nine months ended September 30, 2023 and 43% and 30% of our lease revenues for the three and nine months ended September 30, 2022, respectively. Additionally, our properties on the Las Vegas Strip generated approximately
49% of our lease revenues for each of the three and nine months ended September 30, 2023, and 47% and 45% of our lease revenues for the three and nine months ended September 30, 2022, respectively. Other than having two tenants from which we derive and will continue to derive a substantial portion of our revenue and our concentration in the Las Vegas market, we do not believe there are any other significant concentrations of credit risk.
v3.23.3
Real Estate Transactions
9 Months Ended
Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Real Estate Transactions Real Estate Transactions
2023 Activity
Property Acquisitions
Bowlero Transaction
Subsequent to quarter-end, 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. Additionally, the Bowlero Master Lease contains a right of first offer provision under which, for a term of eight years, we have the right to acquire the real estate assets of any current or future Bowlero properties in the event that Bowlero elects to enter into a sale-leaseback transaction.
Century Canadian Portfolio Transaction
On September 6, 2023, we closed on the previously announced acquisition of the Century Canadian Portfolio from 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. Simultaneous with the closing of the transaction, the Century Canadian Portfolio was added to the 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.
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 Sheet, net of an initial allowance for estimated credit losses in the amount of $16.9 million.
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 has 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.
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 Sheet, net of an initial allowance for estimated credit losses in the amount of $15.0 million.
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 Blackstone Real Estate Income Trust, Inc. (“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 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 Transaction, 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 costs14,630 
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 Sheet, 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, from 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 the 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 the parent entity of PURE Canadian Gaming. 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 Sheet, net of an initial allowance for estimated credit losses in the amount of $19.6 million.
Leasing
Gold Strike Severance Lease
On February 15, 2023, in connection with the closing of MGM’s sale of the operations of Gold Strike, we entered into the Gold Strike Lease with CNB related to the land and real estate assets of Gold Strike, and entered into an amendment to the 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 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 Gold Strike Lease are guaranteed by CNB.
Loan, Security and Preferred Equity Investments
Canyon Ranch Transactions
On August 22, 2023, we closed on the previously announced $140.1 million mortgage loan to a subsidiary of Canyon Ranch, a leading provider of holistic, integrative health and wellness guest experiences (“Canyon Ranch”), secured by Canyon Ranch Tucson, located in Tucson, Arizona (“Canyon Ranch Tucson”), and Canyon Ranch Lenox, located in Lenox, Massachusetts (“Canyon Ranch Lenox”). Proceeds of the loan were used by Canyon Ranch to refinance its existing CMBS debt secured by Canyon Ranch Tucson and Canyon Ranch Lenox. The loan has an initial term of two years with three one-year extensions, exercisable at Canyon Ranch’s option, subject to satisfying certain customary extension conditions.
On July 26, 2023, we committed up to $150.0 million in a preferred equity investment into the controlling entity of Canyon Ranch. The preferred equity has a term of 10 years and may be redeemed by Canyon Ranch at any time, subject to a redemption premium in the first three years. In connection with this investment, we entered into (i) a call right agreement whereby we will have the option to call the real estate assets of each of Canyon Ranch Tucson and Canyon Ranch Lenox subject to certain
conditions, and (ii) a right of first financing agreement pursuant to which we will have the right, but not the obligation, to serve as the real estate capital financing partner for Canyon Ranch with respect to the acquisition, build-out and redevelopment of future wellness resorts. If the call right(s) are exercised, Canyon Ranch would continue to operate the applicable wellness resort(s) subject to a long-term triple net master lease with the Company. We assessed the Canyon Ranch preferred equity investment and determined that such investment is accounted for as a loan, and accordingly, is recorded in Investments in loans and securities on our Balance Sheet.
Hard Rock Ottawa Secured Notes
On March 28, 2023, we purchased $85.0 million of senior secured notes issued by H.R. Ottawa, L.P. (“Hard Rock Ottawa Notes”), which owns and operates the Hard Rock Ottawa Casino. H.R. Ottawa, L.P. intends to use the proceeds of the Hard Rock Ottawa Notes to fund a portion of (i) the redevelopment and rebrand of the existing Rideau Carleton Raceway Casino, located in Ottawa, Canada, (ii) the development of an integrated “Hard Rock” branded hotel with approximately 150 rooms, and (iii) the repayment of existing debt. The Hard Rock Ottawa Notes are denominated and issued in USD.
Significant 2022 Transactions
MGP Transactions
On April 29, 2022, we closed on the previously announced MGP Transactions governed by the 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. 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, 2022156,757,773 
Exchange Ratio1.366
VICI common stock issued (1)
214,131,064 
VICI common stock issued for MGP stock-based compensation awards421,468 
Total VICI common stock issued214,552,532 
____________________
(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 Hard Rock and entrance into the Mirage Lease 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, including 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 MGM4,404,000 
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 OP Notes and Exchange Notes, at principal value4,200,000 
Assumption of our proportionate share of the MGM Grand/Mandalay Bay JV CMBS debt, at principal value1,503,000 
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 REIT Merger 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. In relation to the MGM Grand/Mandalay Bay JV, we determined that such investment should be accounted for as an equity method investment and, accordingly, recorded the relative fair value as an Investment in unconsolidated affiliate on our Balance Sheet. The requirement to record our investment in the MGM Grand/Mandalay Bay JV at relative fair value under ASC 805 resulted in a difference in our acquired basis from that of the underlying records, or historical cost basis, of the MGM Grand/Mandalay Bay JV. Accordingly, we compared our proportionate share of the historical cost basis of the MGM Grand/Mandalay Bay JV as of April 29, 2022 to our proportionate share of the relative fair value, the difference of which was amortized through Income from unconsolidated affiliate over the life of the related asset or liability. On January 9, 2023, we acquired the remaining 49.9% interest in the MGM Grand/Mandalay Bay JV from BREIT and consolidated the operations of the joint venture. Refer to “MGM Grand/Mandalay Bay JV Interest Acquisition” above for further details.
v3.23.3
Real Estate Portfolio
9 Months Ended
Sep. 30, 2023
Real Estate [Abstract]  
Real Estate Portfolio Real Estate Portfolio
As of September 30, 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, Apollo, Caesars, Century Casinos, EBCI, Hard Rock, MGM and PENN Entertainment under ten separate lease agreements;
Investments in leases – financing receivables, representing our investment in 28 casino assets leased on a triple-net basis to our tenants, Caesars, CNB, Century Casinos, Foundation Gaming, Hard Rock, JACK Entertainment, MGM and PURE Canadian Gaming under eight separate lease agreements;
Investments in loans and securities, representing our investments in twelve senior secured and mezzanine loans, preferred equity and the Hard Rock Ottawa 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 September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Investments in leases – sales-type, net (1)
$22,889,984 $17,172,325 
Investments in leases – financing receivables, net (1)
17,337,665 16,740,770 
Total investments in leases, net40,227,649 33,913,095 
Investments in loans and securities, net973,217 685,793 
Investment in unconsolidated affiliate (2)
— 1,460,775 
Land150,727 153,560 
Total real estate portfolio$41,351,593 $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 September 30, 2023 and December 31, 2022, the estimated residual values of the leased properties under our Lease Agreements were $15.7 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:
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Income from sales-type leases – fixed rent$478,419 $371,541 $1,410,692 $1,064,463 
Income from sales-type leases – contingent rent (1)
21,793 4,506 63,269 13,489 
Income from lease financing receivables – fixed rent356,206 339,544 1,062,508 653,908 
Income from lease financing receivables – contingent rent (1)
2,511 — 7,532 — 
Total lease revenue858,929 715,591 2,544,001 1,731,860 
Non-cash adjustment (2)
(131,351)(108,556)(383,735)(230,516)
     Total contractual lease revenue$727,578 $607,035 $2,160,266 $1,501,344 
____________________
(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. As of September 30, 2023, we have recognized contingent rent from our PENN Entertainment Leases in relation to the variable rent portion of the respective leases and from the Caesars Las Vegas Master Lease, Caesars Regional Master Lease, Joliet Lease, Century Master Lease, and Venetian Lease in relation to the CPI portion of the annual escalator.
(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 September 30, 2023, minimum lease payments owed to us for each of the five succeeding years 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-TypeFinancing Receivables
Total
2023 (remaining)$416,216 $290,407 $706,623 
20241,682,826 1,176,742 2,859,568 
20251,712,651 1,198,470 2,911,121 
20261,738,942 1,220,782 2,959,724 
20271,766,012 1,243,586 3,009,598 
20281,794,287 1,267,086 3,061,373 
Thereafter77,503,679 87,666,277 165,169,956 
Total$86,614,613 $94,063,350 $180,677,963 
Weighted Average Lease Term (2)
38.2 years49.7 years43.2 years
____________________
(1) Minimum lease payments do not include contingent rent, as discussed above, that may be received under the Lease Agreements.
(2) The minimum lease payments and weighted average remaining lease term assumes the exercise of all tenant renewal options, consistent with our conclusions under ASC 842 and ASC 310.
Lease Provisions
As of September 30, 2023, we owned 54 properties leased under 16 separate Lease Agreements, certain of which are master lease agreements governing multiple properties and certain of which are for single assets. Our Lease Agreements are generally long-term in nature with initial terms ranging from 15 to 30 years and are structured with several tenant renewal options extending the term of the lease for another 5 to 30 years. All of our Lease Agreements provide for annual base rent escalations, which range from 1% in the earlier years to the greater of 2% or CPI in later years, with certain of our leases providing for a cap with respect to the maximum CPI-based increase. Additionally, certain of our Lease Agreements provide for a variable rent component in which a portion of the annual rent, generally 20%, is subject to adjustment based on the revenues of the underlying asset in specified periods.
The following is a summary of the material lease provisions of our Caesars Leases and MGM Leases, our two most significant tenants:
($ In thousands)MGM Master LeaseCaesars Regional Master Lease and Joliet LeaseCaesars Las Vegas
Master Lease
MGM Grand/
Mandalay Bay Lease
Lease Provision
Initial term25 years18 years18 years30 years
Initial term maturity4/30/20477/31/20357/31/20352/28/2050
Renewal terms
Three, ten-year terms
Four, five-year terms
Four, five-year terms
Two, ten-year terms
Current lease year5/1/23-4/30/24 (Lease Year 2)11/1/22 – 10/31/23
(Lease Year 6)
11/1/22 – 10/31/23
(Lease Year 6)
3/1/23 – 2/29/24 (Lease Year 4)
Current annual rent$744,600
$703,678 (1)
$454,478
$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 – CPI subject to 2.0% floor
> 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 calculationNone
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 $694.6 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 annual 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 tenants under their respective Lease Agreements:
ProvisionCaesars Regional Master Lease and Joliet LeaseCaesars Las Vegas Master LeaseMGM Grand/ Mandalay Bay LeaseVenetian Lease
All Other 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 millionN/AN/AN/A
____________________
(1) Represents the tenants under our other Lease Agreements not specifically outlined in the table, as specified in the respective Lease Agreements.
(2) The Caesars Leases require a $107.5 million floor on annual capital expenditures for Caesars Palace Las Vegas, Joliet and the 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 the Caesars Leases, 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 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 September 30, 2023 and December 31, 2022:
September 30, 2023
Investment TypePrincipal Balance
Carrying Value (1)
Future Funding Commitments (2)
Weighted Average Interest Rate (3)
Weighted Average Term (4)
Senior Secured Notes (5)
$85,000 $76,348 $— 11.0 %7.5 years
Senior Secured Loans (6)
333,793 329,431 582,262 7.1 %5.2 years
Mezzanine Loans and Preferred Equity579,471 567,438 186,037 9.5 %4.9 years
Total$998,264 $973,217 $768,299 8.8 %5.2 years
December 31, 2022
Investment TypePrincipal Balance
Carrying Value (1)
Future Funding Commitments (2)
Weighted Average Interest Rate (3)
Weighted Average Term (4)
Senior Secured Loans$495,901 $492,895 $584,049 7.8 %3.2 years
Mezzanine Loans196,597 192,898 514,882 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 September 30, 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 Forum Convention Center Mortgage Loan, representing $400.0 million in principal balance of our senior secured loans, was repaid in full.
v3.23.3
Allowance for Credit Losses
9 Months Ended
Sep. 30, 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.
During the three months ended September 30, 2023, we recognized a $96.0 million increase in our allowance for credit losses primarily driven by (i) the initial CECL allowances in relation to (a) the Century Canadian Portfolio Transaction and related classification of the Century Canadian Portfolio component of the Century Master Lease as a lease financing receivable, (b) the Rocky Gap Casino Transaction and related classification of the Rocky Gap Casino component of the Century Master Lease as a sales-type lease, and (c) the origination of the Canyon Ranch preferred equity investment and Canyon Ranch Tucson and Canyon Ranch Lenox mortgage loan, and (ii) an increase in the reasonable and supportable period, or R&S Period, probability of default, or PD, of our tenants and their parent guarantors as a result of their market performance during the current quarter.
During the nine months ended September 30, 2023, we recognized a $166.1 million increase in our allowance for credit losses primarily driven by (i) initial CECL allowances in relation to (a) the consolidation of the MGM Grand/Mandalay Bay JV in connection with the MGM Grand/Mandalay Bay JV Interest Acquisition and related classification of the MGM Grand/Mandalay Bay Lease as a sales-type lease, (b) the PURE Canadian Gaming Transaction and related classification of the PURE Master Lease as a lease financing receivable, (c) the purchase of the Hard Rock Ottawa Notes and (d) the initial allowances for the three months ended September 30, 2023 as described in the above paragraph, and (ii) an increase in the Long-Term Period PD as a result of a standard annual update made to the Long-Term PD default study we utilize to estimate our CECL allowance. This increase was partially offset by an overall decrease in the R&S Period PD of our tenants and their parent guarantors as a result of their market performance during the nine-month period.
During the three months ended September 30, 2022, we recognized a $232.8 million increase in our allowance for credit losses primarily driven by (i) changes in the macroeconomic model used to scenario condition our R&S Period PD due to uncertain and potentially negative future market conditions, (ii) an increase in the R&S Period PD of our tenants and their parent guarantors as a result of market volatility during the current quarter, (iii) an increase in the R&S Period PD and loss given default, or LGD, as a result of standard annual updates that were made to the inputs and assumptions in the model that we utilize to estimate our CECL allowance, and (iv) the initial CECL allowance on the future funding commitments from the origination of the Great Wolf Gulf Coast Texas loan and the Great Wolf South Florida loan.
During the nine months ended September 30, 2022, we recognized a $865.5 million increase in our allowance for credit losses primarily driven by initial CECL allowances on our acquisition activity during such period in the amount of $523.2 million, representing 60.5% of the total allowance for the nine months ended September 30, 2022. The initial CECL allowances were in relation to (i) the closing of the MGP Transactions on April 29, 2022, which included the (a) classification of the MGM Master Lease as a lease financing receivable and (b) the sales-type sub-lease agreements we assumed in connection with the closing of the MGP Transactions, (ii) the closing of the Venetian Acquisition on February 23, 2022, which included (a) the classification of the Venetian Lease as a sales-type lease, (b) the estimated future funding commitments under the Partner Property Growth Fund Agreement with the Venetian and (c) the sales-type sub-lease agreements we assumed in connection with the closing of the Venetian Acquisition, and (iii) the future funding commitments from the origination of the BigShots Loan, the Cabot Citrus Farms loan, the Great Wolf South Florida loan and the Great Wolf Gulf Coast Texas Loan. Additional increases were attributable to the increase for the three months ended September 30, 2022 as described above. These increases were partially offset by a decrease in the Long-Term Period PD as a result of standard annual updates that were made to the Long-Term Period PD default study we utilize to estimate our CECL allowance.
As of September 30, 2023 and December 31, 2022, and since our formation on October 6, 2017, all of our Lease Agreements and loan and security investments are current in payment of their obligations to us and no investments are on non-accrual status.
The following tables detail the allowance for credit losses as of September 30, 2023 and December 31, 2022:
September 30, 2023
($ In thousands)Amortized Cost
Allowance (1)
Net InvestmentAllowance as a % of Amortized Cost
Investments in leases – sales-type$23,645,385 $(755,401)$22,889,984 3.19 %
Investments in leases – financing receivables18,044,641 (706,976)17,337,665 3.92 %
Investments in loans and securities996,064 (22,847)973,217 2.29 %
Other assets – sales-type sub-leases806,178 (19,283)786,895 2.39 %
Totals$43,492,268 $(1,504,507)$41,987,761 3.46 %
December 31, 2022
($ In thousands)Amortized Cost
Allowance (1)
Net InvestmentAllowance as a % of Amortized Cost
Investments in leases – sales-type$17,742,712 $(570,387)$17,172,325 3.21 %
Investments in leases – financing receivables17,467,477 (726,707)16,740,770 4.16 %
Investments in loans and securities692,658 (6,865)685,793 0.99 %
Other assets – sales-type sub-leases784,259 (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 senior secured and mezzanine loans and for unfunded commitments of our Partner Property Growth Fund. As of September 30, 2023 and December 31, 2022, such allowance is $30.1 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 nine months ended September 30, 2023 and 2022:
Nine Months Ended September 30,
(In thousands)20232022
Beginning Balance December 31,$1,368,819 $534,326 
Initial allowance from current period investments271,642 523,235 
Current period change in credit allowance(105,865)342,224 
Charge-offs— — 
Recoveries— — 
Ending Balance September 30,
$1,534,596 $1,399,785 
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 September 30, 2023 and 2022:
September 30, 2023
(In thousands)Ba2Ba3B1B2B3
N/A (2)
Total
Investments in leases – sales-type and financing receivable, Investments in loans and securities and Other assets (1)
$4,299,350 $32,877,396 $3,227,870 $880,347 $1,293,816 $913,489 $43,492,268 
September 30, 2022
(In thousands)Ba2Ba3B1B2B3
N/A (2)
Total
Investments in leases – sales-type and financing receivable, Investments in loans and securities and Other assets (1)
$4,230,599 $15,624,832 $14,975,981 $874,054 $280,075 $185,790 $36,171,331 
____________________
(1)Excludes the CECL allowance for unfunded commitments recorded in Other liabilities as such commitments are not currently reflected on our Balance Sheet, rather the CECL allowance is based on our current best estimate of future funding commitments.
(2)We estimate the CECL allowance for our senior secured and mezzanine loans and preferred equity investment using a traditional commercial real estate model based on standardized credit metrics to estimate potential losses.
v3.23.3
Other Assets and Other Liabilities
9 Months Ended
Sep. 30, 2023
Other Liabilities [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 September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Sales-type sub-leases, net (1)
$786,895 $764,509 
Property and equipment used in operations, net66,391 67,209 
Right of use assets and sub-lease right of use assets40,052 45,008 
Forward-starting interest rate swaps20,289 — 
Debt financing costs12,147 18,646 
Deferred acquisition costs11,491 12,834 
Tenant receivables10,710 5,498 
Interest receivable8,783 6,911 
Other receivables8,074 6,474 
Prepaid expenses3,685 7,348 
Other1,155 1,891 
Total other assets$969,672 $936,328 
_______________________________________________________
(1) As of September 30, 2023 and December 31, 2022, sales-type sub-leases are net of $19.3 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 September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Land and land improvements$60,380 $60,332 
Buildings and improvements15,698 15,125 
Furniture and equipment 10,836 9,563 
Total property and equipment used in operations86,914 85,020 
Less: accumulated depreciation(20,523)(17,811)
Total property and equipment used in operations, net$66,391 $67,209 
Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2023202220232022
Depreciation expense$1,011 $816 $2,712 $2,371 
Other Liabilities
The following table details the components of our other liabilities as of September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Finance sub-lease liabilities$806,178 $784,259 
Deferred financing liabilities73,600 73,600 
Lease liabilities and sub-lease liabilities40,052 45,039 
CECL allowance for unfunded commitments30,089 45,110 
Deferred income taxes4,279 4,339 
Other250 125 
Total other liabilities$954,448 $952,472 
v3.23.3
Debt
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Debt Debt
The following tables detail our debt obligations as of September 30, 2023 and December 31, 2022:
($ In thousands)September 30, 2023
Description of DebtMaturityInterest RatePrincipal Amount
Carrying Value (1)
Revolving Credit Facility
USD Borrowings (2)
2026
SOFR + 1.05%
$— $— 
CAD Borrowings (2) (3)
2026
CDOR + 1.05%
158,348 158,348 
MGM Grand/Mandalay Bay CMBS Debt (4)
2032
3.558%
3,000,000 2,767,065 
November 2019 Notes (5)
2026 Maturity20264.250%1,250,000 1,240,965 
2029 Maturity20294.625%1,000,000 990,131 
February 2020 Notes (5)
2025 Maturity20253.500%750,000 746,778 
2027 Maturity20273.750%750,000 744,343 
2030 Maturity20304.125%1,000,000 989,745 
April 2022 Notes (5)
2025 Maturity20254.375%500,000 497,476 
2028 Maturity2028
4.516% (6)
1,250,000 1,238,965 
2030 Maturity2030
4.541% (6)
1,000,000 988,915 
2032 Maturity2032
3.980% (6)
1,500,000 1,482,327 
2052 Maturity20525.625%750,000 735,730 
Exchange Notes (5)
2024 Maturity20245.625%1,024,169 1,026,378 
2025 Maturity20254.625%799,368 788,424 
2026 Maturity20264.500%480,524 466,546 
2027 Maturity20275.750%729,466 736,832 
2028 Maturity20284.500%349,325 338,417 
2029 Maturity20293.875%727,114 668,311 
MGP OP Notes (5)
2024 Maturity20245.625%25,831 25,862 
2025 Maturity20254.625%632 620 
2026 Maturity20264.500%19,476 18,729 
2027 Maturity20275.750%20,534 20,523 
2028 Maturity20284.500%675 644 
2029 Maturity20293.875%22,886 20,654 
Total Debt
4.349% (7)
$17,108,348 $16,692,728 
($ In thousands)December 31, 2022
Description of Debt
Maturity
Interest RatePrincipal Amount
Carrying Value (1)
Revolving Credit Facility (2)
2026
SOFR + 1.05%
$— $— 
Delayed Draw Term Loan (8)
2025
SOFR + 1.20%
— — 
November 2019 Notes (5)
2026 Maturity20264.250%1,250,000 1,238,825 
2029 Maturity20294.625%1,000,000 988,931 
February 2020 Notes (5)
2025 Maturity20253.500%750,000 745,020 
2027 Maturity20273.750%750,000 743,086 
2030 Maturity20304.125%1,000,000 988,626 
April 2022 Notes (5)
2025 Maturity20254.375%500,000 496,314 
2028 Maturity2028
4.516% (6)
1,250,000 1,237,082 
2030 Maturity2030
4.541% (6)
1,000,000 987,618 
2032 Maturity2032
3.980% (6)
1,500,000 1,480,799 
2052 Maturity20525.625%750,000 735,360 
Exchange Notes (5)
2024 Maturity20245.625%1,024,169 1,029,226 
2025 Maturity20254.625%799,368 783,659 
2026 Maturity20264.500%480,524 463,018 
2027 Maturity20275.750%729,466 738,499 
2028 Maturity20284.500%349,325 336,545 
2029 Maturity20293.875%727,114 660,489 
MGP OP Notes (5)
2024 Maturity20245.625%25,831 25,901 
2025 Maturity20254.625%632 615 
2026 Maturity20264.500%19,476 18,542 
2027 Maturity20275.750%20,534 20,520 
2028 Maturity20284.500%675 639 
2029 Maturity20293.875%22,886 20,361 
Total Debt
4.496% (7)
$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)Interest on any outstanding balance is payable monthly. 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, as applicable) with an additional 0.10% adjustment for SOFR loans, as applicable. 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%, depending on our credit ratings. For the three and nine months ended September 30, 2023, the commitment fee for the Revolving Credit Facility was 0.250%.
(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$75.0 million to fund a portion of the purchase price of the Century Canadian Portfolio Transaction. The balance above is inclusive of foreign currency remeasurement.
(4)Interest is payable monthly.
(5)Interest is payable semi-annually.
(6)Interest rates represent the contractual interest rates adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 – Derivatives). The contractual interest rates on the April 2022 Notes maturing 2028, 2030 and 2032 are 4.750%, 4.950% and 5.125%, respectively.
(7)The interest rate represents the weighted average interest rates of the Senior Unsecured Notes adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 – Derivatives), as applicable. The contractual weighted average interest rate as of September 30, 2023, which excludes the impact of the forward-starting interest rate swaps and treasury locks, is 4.49%.
(8)The Delayed Draw Term Loan was available to be drawn up to 12 months following the effective date of February 8, 2022. On February 8, 2023, the Delayed Draw Term Loan facility expired undrawn in accordance with its terms.
The following table is a schedule of future minimum principal payments of our debt obligations as of September 30, 2023:
(In thousands)Future Minimum Principal Payments
2023 (remaining)$— 
20241,050,000 
20252,050,000 
20261,908,348 
20271,500,000 
20281,600,000 
Thereafter9,000,000 
Total minimum principal payments$17,108,348 
Senior Unsecured Notes
Exchange Notes
On September 13, 2021, we announced that the VICI Issuers commenced (i) private exchange offers to certain eligible holders (collectively, the “Exchange Offers”) for any and all of each series of the MGP OP Notes for up to an aggregate principal amount of $4.2 billion of new notes issued by the VICI Issuers and (ii) consent solicitations with respect to each series of MGP OP Notes (collectively, the “Consent Solicitations”) to adopt certain proposed amendments to each of the indentures governing the MGP OP Notes (collectively, the “MGP OP Notes Indentures”), which, among other things, eliminated or modified certain of the covenants, restrictions, provisions and events of default in each of the MGP OP Notes Indentures. Upon settlement of the Exchange Offers and Consent Solicitations on April 29, 2022, supplemental indentures to each of the MGP OP Notes Indentures that effected the proposed amendments became operative.
On April 29, 2022, the VICI Issuers issued $1,024.2 million in aggregate principal amount of 5.625% Senior Notes due May 1, 2024, $799.4 million in aggregate principal amount of 4.625% Senior Notes due June 15, 2025, $480.5 million in aggregate principal amount of 4.500% Senior Notes due September 1, 2026, $729.5 million in aggregate principal amount of 5.750% Senior Notes due February 1, 2027, $349.3 million in aggregate principal amount of 4.500% Senior Notes due January 15, 2028 and $727.1 million in aggregate principal amount of 3.875% Senior Notes due February 15, 2029 in exchange for the validly tendered and not validly withdrawn MGP OP Notes, originally issued by the MGP Issuers, pursuant to the settlement of the Exchange Offers and Consent Solicitations in connection with the closing of the MGP Transactions. The Exchange Notes were issued with the same interest rate, maturity date and redemption terms as the corresponding series of MGP OP Notes, in each case under a supplemental indenture dated as of April 29, 2022, between the VICI Issuers and UMB Bank, National Association, as trustee (the “Trustee”).
The Exchange Notes due 2025, 2026, 2027, 2028, and 2029 are redeemable at our option, in whole or in part, at any time on or after February 1, 2024, March 15, 2025, June 1, 2026, November 1, 2026, October 15, 2027 and November 15, 2028, respectively, at the redemption prices set forth in the respective indenture governing such Exchange Notes. 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.
MGP OP Notes
Following the issuance of the Exchange Notes pursuant to the settlement of the Exchange Offers and Consent Solicitations, $25.8 million in aggregate principal amount of MGP OP Notes due 2024, $0.6 million in aggregate principal amount of MGP OP Notes due 2025, $19.5 million in aggregate principal amount of MGP OP Notes due 2026, $20.5 million in aggregate principal amount of MGP OP Notes due 2027, $0.7 million in aggregate principal amount of MGP OP Notes due 2028 and $22.9 million in aggregate principal amount of MGP OP Notes due 2029 remain outstanding.
Each series of the MGP OP Notes is redeemable at our option, in whole or in part, at any time on or after the same dates as set forth above with respect to the corresponding maturity series of the Exchange Notes. 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.
April 2022 Notes
On April 29, 2022, VICI LP, our wholly owned subsidiary, issued (i) $500.0 million in aggregate principal amount of 4.375% Senior Notes due 2025, which mature on May 15, 2025, (ii) $1,250.0 million in aggregate principal amount of 4.750% Senior Notes due 2028, which mature on February 15, 2028, (iii) $1,000.0 million in aggregate principal amount of 4.950% Senior Notes due 2030, which mature on February 15, 2030, (iv) $1,500.0 million in aggregate principal amount of 5.125% Senior Notes due 2032, which mature on May 15, 2032, and (v) $750.0 million in aggregate principal amount of 5.625% Senior Notes due 2052, which mature on May 15, 2052, (collectively, the “April 2022 Notes”) in each case under a supplemental indenture dated as of April 29, 2022, between VICI LP and the Trustee. We used the net proceeds of the offering to (i) fund the consideration for the redemption of a majority of the VICI OP Units received by MGM in the Partnership Merger for $4,404.0 million in cash in connection with the closing of the MGP Transactions on April 29, 2022, and (ii) pay down the outstanding $600.0 million balance on our Revolving Credit Facility.
Prior to their maturity date, in the case of the April 2022 Notes due 2025, and January 15, 2028 (one month prior to the maturity date of the April 2022 Notes due 2028), December 15, 2029 (two months prior to the maturity date of the April 2022 Notes due 2030), February 15, 2032 (three months prior to the maturity date of the April 2022 Notes due 2032) and November 15, 2051 (six months prior to the maturity date of the April 2022 Notes due 2052), respectively, in the case of the April 2022 Notes due 2028, 2030, 2032 and 2052, we may redeem the April 2022 Notes at our option, in whole or in part, at any time and from time to time, at a price equal to 100% of the principal amount thereof plus a “make-whole” premium. On or after January 15, 2028, December 15, 2029, February 15, 2032 and November 15, 2051, respectively, we may redeem the April 2022 Notes due 2028, 2030, 2032 and 2052 at a redemption price equal to 100% of the principal amount of such Notes to be redeemed, plus accrued and unpaid interest thereon to the redemption date.
February 2020 Notes
On February 5, 2020, the VICI Issuers issued (i) $750.0 million in aggregate principal amount of 3.500% Senior Notes due 2025, which mature on February 15, 2025, (ii) $750.0 million in aggregate principal amount of 3.750% Senior Notes due 2027, which mature on February 15, 2027, and (iii) $1,000.0 million in aggregate principal amount of 4.125% Senior Notes due 2030, which mature on August 15, 2030 (collectively, the “February 2020 Notes”), under separate indentures, each dated as of February 5, 2020, among the VICI Issuers, the subsidiary guarantors party thereto and the Trustee.
The February 2020 Notes due 2025, 2027 and 2030 are redeemable at our option, in whole or in part, at any time on or after February 15, 2022, February 15, 2023, and February 15, 2025, respectively, at the redemption prices set forth in the respective indenture. We may redeem some or all of the February 2020 Notes due 2025, 2027 and 2030 prior to such respective dates at a price equal to 100% of the principal amount thereof plus a “make-whole” premium. Prior to February 15, 2022, with respect to the February 2020 Notes due 2025, and February 15, 2023, with respect to the February 2020 Notes due 2027 and 2030, we may redeem up to 40% of the aggregate principal amount of the February 2020 Notes due 2025, 2027 and 2030 using the proceeds of certain equity offerings at the redemption price set forth in the respective indenture.
November 2019 Notes
On November 26, 2019, the VICI Issuers issued (i) $1,250.0 million in aggregate principal amount of 4.250% Senior Notes due 2026, which mature on December 1, 2026, and (ii) $1,000.0 million in aggregate principal amount of 4.625% Senior Notes due 2029, which mature on December 1, 2029 (collectively, the “November 2019 Notes”), under separate indentures, each dated as of November 26, 2019, among the VICI Issuers, the subsidiary guarantors party thereto and the Trustee.
The November 2019 Notes due 2026 and 2029 are redeemable at our option, in whole or in part, at any time on or after December 1, 2022 and December 1, 2024, respectively, at the redemption prices set forth in the respective indenture. We may redeem some or all of the November 2019 Notes due 2026 or 2029 prior to such respective dates at a price equal to 100% of the principal amount thereof plus a “make-whole” premium. Prior to December 1, 2022, we may redeem up to 40% of the aggregate principal amount of the November 2019 Notes due 2026 or 2029 using the proceeds of certain equity offerings at the redemption price set forth in the respective indenture.
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, VICI LP entered into the Credit Agreement providing for (i) the Revolving Credit Facility in the amount of $2.5 billion scheduled to mature on March 31, 2026 and (ii) the Delayed Draw Term Loan in the amount of $1.0 billion scheduled to mature on March 31, 2025. The Delayed Draw Term Loan was available to be drawn for up to 12 months following the effective date and, accordingly, expired undrawn in accordance with its terms on February 8, 2023.
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 to the Credit Agreement, 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.   
Borrowings under the Revolving Credit Facility will bear interest, at VICI LP’s option, at a rate based on SOFR (or CDOR for Canadian dollars) (including a credit spread adjustment for SOFR) 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 for USD 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.
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 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.
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
On March 2, 2021 and August 4, 2021, in connection with the completion of the Venetian Acquisition and MGP Transactions, respectively, VICI PropCo entered into Commitment Letters with certain lenders pursuant to which they provided commitments in an amount up to $4.0 billion and $9.3 billion, respectively, in the aggregate, each consisting of a 364-day first lien secured bridge facility (the “Venetian Acquisition Bridge Facility” and the “MGP Transactions Bridge Facility,” respectively), for the purpose of providing a portion of the financing necessary in connection with the closing of the Venetian Acquisition and MGP Transactions, as applicable. 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. During the nine months ended September 30, 2022, we recognized $16.3 million in such fees, which were recorded in Interest expense in our Statement of Operations. We did not recognize any such fees during the three months ended September 30, 2022 and the three and nine months ended September 30, 2023, since the Venetian Acquisition Bridge Facility and MGP Transactions Bridge Facility were fully terminated on February 23, 2022 and April 29, 2022, respectively, in connection with such closings.
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 September 30, 2023, we were in compliance with all financial covenants under our debt obligations.
v3.23.3
Derivatives
9 Months Ended
Sep. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivatives Derivatives
Forward-Starting Derivatives
From March through September 2023, we entered into five forward-starting interest rate swap agreements with an aggregate notional amount of $400.0 million to hedge against changes in future cash flows resulting from changes in interest rates from the trade date through the forecasted issuance of $400.0 million of senior unsecured notes, including three forward-starting interest rate swap agreements for an aggregate notional amount of $150.0 million during the quarter ended September 30, 2023. Subsequent to quarter-end, we entered into one forward-starting interest rate swap agreement for an additional notional amount of $50.0 million. We hedged our exposure to the variability in future cash flows for a forecasted issuance of long-term debt over a maximum period ending December 2024. The forward-starting interest rate swaps are designated as cash-flow hedges.
The following table details our outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of September 30, 2023. As of December 31, 2022, there were no derivative instruments outstanding.
($ In thousands)September 30, 2023
InstrumentNumber of InstrumentsFixed RateNotionalIndexMaturity
Forward-starting interest rate swap13.4565%$200,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap13.0615%50,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap13.4520%50,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap13.9775%50,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap14.1660%50,000 USD-SOFR-COMPOUNDMarch 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:
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Unrealized gain recorded in other comprehensive income$20,109 $— $20,289 $200,550 
Reduction in interest expense related to the amortization of the forward-starting interest rate swaps and treasury locks(6,037)(6,037)(18,111)(10,196)
Net Investment Hedges
The C$140.0 million and C$75.0 million draws on the Revolving Credit Facility in connection with the PURE Canadian Gaming Transaction and Century Canadian Portfolio Transaction, 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 and Century Canadian Portfolio entities, 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 three and nine months ended September 30, 2023, we recognized $2.9 million and $1.7 million, respectively, 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.
v3.23.3
Fair Value
9 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
Fair Value Fair Value
The following table summarizes our assets and liabilities measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022:
September 30, 2023
(In thousands)Fair Value
Carrying AmountLevel 1Level 2Level 3
Financial assets:
Derivative instruments – forward-starting interest rate swaps (1)
$20,289 $— $20,289 $— 
December 31, 2022
(In thousands)Fair Value
Carrying AmountLevel 1Level 2Level 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 as of September 30, 2023 and December 31, 2022 for which fair value is only disclosed are as follows:
September 30, 2023December 31, 2022
(In thousands)Carrying AmountFair ValueCarrying AmountFair Value
Financial assets:
Investments in leases – financing receivables (1)
$17,337,665 $17,955,365 $16,740,770 $17,871,771 
Investments in loans and securities (2)
973,217 915,899 685,793 675,456 
Cash and cash equivalents510,884 510,884 208,933 208,933 
Financial liabilities:
Debt (3)
Revolving Credit Facility158,348 158,348 — — 
MGM Grand/Mandalay Bay CMBS Debt2,767,065 2,495,347 — — 
Senior Unsecured Notes13,767,315 12,825,517 13,739,675 13,020,636 
____________________
(1)These investments represent the JACK Master Lease, the Harrah’s Call Properties, the MGM Master Lease, the Foundation Master Lease, the Mirage Lease, the Gold Strike Lease, the PURE Master Lease and the Century Canadian Portfolio component of the Century Master Lease. In relation to the Harrah’s Call Properties, JACK Master Lease, Mirage Lease, Gold Strike Lease and MGM Master Lease, 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 Foundation Master Lease, PURE Master Lease and the Century Canadian Portfolio component of the Century Master 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)These investments represent our investments in twelve senior secured and mezzanine loans and one series of senior secured notes. 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.
v3.23.3
Commitments and Contingent Liabilities
9 Months Ended
Sep. 30, 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 September 30, 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 the 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 Sheet and Statement of Operations.
For the ground and use leases determined to be operating leases, we recorded a 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 Sheet of the ground and use sub-leases as of September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Others assets (operating lease and sub-leases)$40,052 $28,953 
Other liabilities (operating lease and sub-lease liabilities)40,052 28,953 
Others assets (sales-type sub-leases, net) (1)
786,895 764,509 
Other liabilities (finance sub-lease liabilities)806,178 784,259 
___________________
(1) As of September 30, 2023 and December 31, 2022, sales-type sub-leases are net of $19.3 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:
Three Months Ended
 September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Operating leases
Rent expense(1)
$508 $503 $1,515 $1,504 
Contractual rent483 475 1,438 1,424 
Operating sub-leases
Rental income and expense(2)
1,712 1,712 5,137 3,995 
Contractual rent1,650 1,602 4,918 3,720 
Finance sub-leases
Rental income and expense(2)
14,490 14,466 43,349 33,392 
Contractual rent15,925 18,925 44,488 37,910 
___________________
(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 and ground and use sub-leases at September 30, 2023 are as follows:
(In thousands)Operating Lease CommitmentsOperating Sub-Lease CommitmentsFinancing Sub-Lease Commitments
2023 (remaining)$466 $1,667 $14,700 
20241,347 6,553 61,132 
20252,025 5,129 61,308 
20262,772 3,934 61,308 
20272,792 4,010 61,308 
20282,814 3,034 61,394 
Thereafter23,515 2,094 2,595,488 
Total minimum lease commitments$35,731 $26,421 $2,916,638 
Discounting factor20,286 1,815 2,110,460 
Lease liability$15,445 $24,606 $806,178 
Discount rates (1)
5.3% – 5.5%
2.6% – 2.9%
6.0% – 8.0%
Weighted average remaining lease term13.2 years4.9 years53.5 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.
v3.23.3
Stockholder's Equity
9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
Stockholder's Equity Stockholder’s Equity
Stock
Authorized
As of September 30, 2023, we have 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
On January 12, 2023, we completed a primary forward offering of 30,302,500 shares of common stock (inclusive of 3,952,500 shares sold pursuant to the exercise in full of the underwriters’ option to purchase additional shares of common stock) at a public offering price of $33.00 per share for an aggregate offering value of $1,000.0 million, resulting in net proceeds, after deduction of the underwriting discount and expenses, of $964.4 million, subject to forward sale agreements (the “January 2023 Forward Sale Agreements”).
The following table summarizes the terms of the forward sale agreements outstanding as of September 30, 2023:
(In thousands, except share and per share data)
Effective Date (1)
Total Shares RemainingPublic Offering Price Per ShareAggregate Offering ValueInitial Net Forward Sales Price Per ShareInitial Net Value
January 2023 Forward Sale Agreements (2) (3)
January 18, 202317,702,500$33.00 $584,183 $31.85 $563,186 
____________________
(1)The forward sale agreements generally require settlement within twelve months of the trade date, which is January 16, 2024 with respect to the January 2023 Forward Sale Agreements.
(2)As of September 30, 2023, the net forward sales price per share under the January 2023 Forward Sale Agreements was $31.58 and would result in us receiving approximately $559.1 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the January 2023 Forward Sale Agreements, it would result in a cash inflow of $44.0 million, or, if we were to net share settle the shares under the January 2023 Forward Sale Agreements, it would result in us receiving approximately 1.5 million shares.
(3)Subsequent to quarter-end, on October 17, 2023, we physically settled all of the remaining 17,702,500 shares of common stock under the January 2023 Forward Sale Agreements at a forward sale price of $31.65 per share in exchange for total net proceeds of approximately $560.3 million to fund a portion of the purchase price of the Bowlero Transaction and for general corporate purposes.
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.
The following table summarizes settlement activity of the outstanding forward sale agreements during the nine months ended September 30, 2023:
(In thousands, except share and per share data)Settlement DateSettlement TypeNumber of Shares SettledNet Forward Sales Price Upon SettlementTotal Net Proceeds
January 2023 Forward Sale AgreementsAugust 31, 2023Physical3,400,000 $31.88 $108,393 
January 2023 Forward Sale AgreementsJuly 20, 2023Physical6,000,000 31.71 190,287 
January 2023 Forward Sale AgreementsApril 4, 2023Physical3,200,000 31.71 101,467 
November 2022 Forward Sale AgreementsJanuary 6, 2023Physical18,975,000 30.34 575,628 
The following table summarizes settlement activity of the outstanding forward sale agreements during the nine months ended September 30, 2022:
(In thousands, except share and per share data)Settlement DateSettlement TypeNumber of Shares SettledNet Forward Share Price Upon SettlementTotal Net Proceeds
September 2021 Forward Sale AgreementsFebruary 18, 2022Physical50,000,000 $27.81 $1,390,600 
March 2021 Forward Sale AgreementsFebruary 18, 2022Physical69,000,000 26.50 1,828,600 
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 terminated our prior equity distribution agreement, pursuant to which we previously sold, from time to time, shares of our common stock (collectively, 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 equity distribution agreement 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 nine months ended September 30, 2023 and 2022, all of which were sold subject to forward sale agreements.
(In thousands, except share and per share data)Number of SharesWeighted Average Share PriceAggregate ValueInitial Net Forward Sales Price Per ShareAggregate Net Value
June 2022 ATM Forward Sale Agreement11,380,980 $32.28 $367,400 $31.64 $360,000 
August 2022 ATM Forward Sale Agreement3,918,807 34.73 136,082 34.40 134,800 
June 2023 ATM Forward Sale Agreement (1)
327,306 32.36 10,600 31.71 10,400 
July 2023 ATM Forward Sale Agreement (2)
271,071 32.13 8,709 31.81 8,624 
September 2023 ATM Forward Sale Agreement (3)
7,572,281 30.85 233,577 30.26 229,129 
____________________
(1)As of September 30, 2023, the net forward sales price per share under the June 2023 ATM Forward Sale Agreement was $31.67 and would result in us receiving approximately $10.4 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the June 2023 ATM Forward Sale Agreements, it would result in a cash inflow of $0.8 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 28,858 shares.
(2)As of September 30, 2023, the net forward sales price per share under the July 2023 ATM Forward Sale Agreement was $31.71 and would result in us receiving approximately $8.6 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the July 2023 ATM Forward Sale Agreements, it would result in a cash inflow of $0.7 million, or, if we were to net share settle the shares under the July 2023 ATM Forward Sale Agreements, it would result in us receiving approximately 24,300 shares.
(3)As of September 30, 2023, the net forward sales price per share under the September 2023 ATM Forward Sale Agreement was $30.26 and would result in us receiving approximately $229.2 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the September 2023 ATM Forward Sale Agreements, it would result in a cash inflow of $8.8 million, or, if we were to net share settle the shares under the September 2023 ATM Forward Sale Agreements, it would result in us receiving approximately 302,553 shares.

We did not receive any proceeds from the sale of shares at the time we entered into each of the respective ATM Program forward sale agreements. We determined that the ATM Program forward sale agreements meet the criteria for equity classification and, therefore, are exempt from derivative accounting. We recorded the ATM Program 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.
The following table summarizes our settlement activity of the outstanding forward shares under the ATM Program, all of which were sold subject to the ATM Program forward sale agreements and the previous equity distribution agreement, as applicable, during the nine months ended September 30, 2023. There was no settlement activity of the outstanding forward shares under the ATM Program during the nine months ended September 30, 2022.
(In thousands, except share and per share data)Settlement DateSettlement TypeNumber of Shares SettledNet Forward Share Price Upon SettlementTotal Net Proceeds
December 2022 ATM Forward Sale AgreementJanuary 6, 2023Physical6,317,805 $32.99 $208,402 
August 2022 ATM Forward Sale AgreementJanuary 6, 2023Physical3,918,807 33.96 133,073 
June 2022 ATM Forward Sale AgreementJanuary 3, 2023Physical11,380,980 31.20 355,168 
As of September 30, 2023, we have 8,170,658 forward shares outstanding under the ATM Program.
Common Stock Outstanding
The following table details the issuance of outstanding shares of common stock, including restricted common stock:
Nine Months Ended September 30,
Common Stock Outstanding20232022
Beginning Balance January 1,963,096,563 628,942,092 
Issuance of common stock upon physical settlement of forward sale agreements53,192,592 119,000,000 
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 forfeitures538,728 598,800 
Ending Balance September 30,
1,016,827,883 963,093,424 
Distributions
Dividends declared (on a per share basis) during the nine months ended September 30, 2023 and 2022 were as follows:
Nine Months Ended September 30, 2023
Declaration DateRecord DatePayment DatePeriodDividend
March 9, 2023March 23, 2023April 6, 2023January 1, 2023 – March 31, 2023$0.3900 
June 8, 2023June 22, 2023July 6, 2023April 1, 2023 – June 30, 2023$0.3900 
September 7, 2023September 21, 2023October 5, 2023July 1, 2023 – September 30, 2023$0.4150 
Nine Months Ended September 30, 2022
Declaration DateRecord DatePayment DatePeriodDividend
March 10, 2022March 24, 2022April 7, 2022January 1, 2022 – March 31, 2022$0.3600 
June 9, 2022June 23, 2022July 7, 2022April 1, 2022 – June 30, 2022$0.3600 
September 8, 2022September 22, 2022October 6, 2022July 1, 2022 – September 30, 2022$0.3900 
v3.23.3
Earnings Per Share and Earnings Per Unit
9 Months Ended
Sep. 30, 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, excluding net income attributable to participating securities (unvested restricted stock awards). 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 – Stockholder’s 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:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
Determination of shares: 
Weighted-average shares of common stock outstanding1,012,986,784 962,573,646 1,007,110,068 848,839,357 
Assumed conversion of restricted stock602,856 988,518 790,478 795,370 
Assumed settlement of forward sale agreements— 572,176 536,906 1,188,310 
Diluted weighted-average shares of common stock outstanding1,013,589,640 964,134,340 1,008,437,452 850,823,037 
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands, except share and per share data)2023202220232022
Basic:
Net income attributable to common stockholders$556,329 $330,905 $1,765,771 $513,582 
Weighted-average shares of common stock outstanding1,012,986,784 962,573,646 1,007,110,068 848,839,357 
Net income basic EPS$0.55 $0.34 $1.75 $0.61 
 
Diluted:
Net income attributable to common stockholders$556,329 $330,905 $1,765,771 $513,582 
Diluted weighted-average shares of common stock outstanding1,013,589,640 964,134,340 1,008,437,452 850,823,037 
Net income diluted EPS$0.55 $0.34 $1.75 $0.60 
Earnings Per Unit
The following section presents the basic earnings per unit (“EPU”) 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:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
Determination of units:
Weighted-average units outstanding1,025,218,157 974,805,019 1,019,341,441 855,783,910 
Assumed conversion of VICI restricted stock602,856 988,518 790,478 795,370 
Assumed settlement of VICI forward sale agreements— 572,176 536,906 1,188,310 
Diluted weighted-average units outstanding1,025,821,013 976,365,713 1,020,668,825 857,767,590 
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands, except share and per share data)2023202220232022
Basic:
Net income attributable to partners$562,350 $334,271 $1,779,908 $509,584 
Weighted-average units outstanding1,025,218,157 974,805,019 1,019,341,441 855,783,910 
Net income basic EPU$0.55 $0.34 $1.75 $0.60 
 
Diluted:
Net income attributable to partners$562,350 $334,271 $1,779,908 $509,584 
Weighted-average units outstanding1,025,821,013 976,365,713 1,020,668,825 857,767,590 
Net income diluted EPU$0.55 $0.34 $1.74 $0.59 
v3.23.3
Stock-Based Compensation
9 Months Ended
Sep. 30, 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. The Plan 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 September 30, 2023, 10.2 million shares of common stock remained available for issuance by us as equity awards under the Plan.
The following table details the stock-based compensation expense recorded as General and administrative expense in the Statement of Operations:
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Stock-based compensation expense$4,019 $3,493 $11,517 $9,359 
The following table details the activity of our time-based restricted stock and performance-based restricted stock units:
Nine Months Ended September 30, 2023
Incentive and Time-Based Restricted StockPerformance-Based Restricted Stock Units
SharesWeighted Average Grant Date Fair ValueUnitsWeighted Average Grant Date Fair Value
Outstanding at beginning of period507,339 $27.47 769,589 $22.88 
Granted208,179 28.46 474,867 28.59 
Vested(210,165)28.12 (363,267)19.90 
Forfeited(32,718)28.44 (115,607)19.90 
Canceled— — — — 
Outstanding at end of period472,635 $27.55 765,582 $28.28 
Nine Months Ended September 30, 2022
Incentive and Time-Based Restricted StockPerformance-Based Restricted Stock Units
SharesWeighted Average Grant Date Fair ValueUnitsWeighted Average Grant Date Fair Value
Outstanding at beginning of period300,031 $24.72 588,134 $19.32 
Granted385,291 28.61 488,252 27.03 
Vested(157,785)25.78 (227,166)22.68 
Forfeited(13,657)25.26 (80,586)22.68 
Canceled— — — — 
Outstanding at end of period513,880 $27.30 768,634 $22.87 
As of September 30, 2023, there was $22.1 million of unrecognized compensation cost related to non-vested stock-based compensation arrangements under the Plan. This cost is expected to be recognized over a weighted average period of 1.8 years.
v3.23.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Pay vs Performance Disclosure        
Net Income (Loss) $ 556,329 $ 330,905 $ 1,765,771 $ 513,582
v3.23.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.23.3
Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The accompanying Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements, including the notes thereto, are unaudited and condense or exclude some of the disclosures and information normally required in audited financial statements.
We believe the disclosures made are adequate to prevent the information presented from being misleading. However, the accompanying unaudited Financial Statements and related notes should be read in conjunction with our audited financial statements and notes thereto included in our most recent Annual Report on Form 10-K, as updated from time to time in our other filings with the SEC.
All adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of results for the interim period have been included. Certain prior period amounts have been reclassified to conform to the current period 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.
Operating results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023.
Principles of Consolidation and Non-controlling Interest
Principles of Consolidation
The accompanying consolidated 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 September 30, 2023, VICI’s non-controlling interests represent an approximate 1.2% third-party ownership of VICI OP in the form of VICI OP Units and 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 Joliet Lease. As VICI OP is a parent entity of VICI LP, VICI LP’s only non-controlling interest is that of third-party ownership of Harrah’s Joliet LandCo LLC.
Cash, Cash Equivalents and Restricted Cash Cash, Cash Equivalents and Restricted CashCash consists of cash-on-hand and cash-in-bank. Any 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 September 30, 2023 and December 31, 2022, we did not have any 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.
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.
Purchase Price Accounting
Purchase Price 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, (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 their relative fair value. Generally, with the exception of the MGP Transactions and the MGM Grand/Mandalay Bay JV Interest Acquisition (each as further described in Note 3 - Real Estate Transactions), our acquisitions consist of properties without existing 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 and Financing Receivables, Net, Lease Term 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 the land and building components of the property to determine the classification of each component. 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.
We have determined that the land and building components of all of the Caesars Leases (excluding the Harrah’s New Orleans, Harrah’s Laughlin and Harrah’s Atlantic City component (the “Harrah’s Call Properties”) of the Caesars Regional Master Lease), Century Master Lease (excluding the Century Canadian Portfolio component), Hard Rock Cincinnati Lease, MGM Grand/Mandalay Bay Lease, PENN Entertainment Leases, Southern Indiana Lease and Venetian Lease meet the definition of a sales-type lease under ASC 842.
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.
We determined that the land and building components of the Foundation Master Lease, Harrah’s Call Properties components of the Caesars Regional Master Lease, Gold Strike Lease, JACK Master Lease, MGM Master Lease, Mirage Lease, PURE Master Lease and the Century Canadian Portfolio component of the Century Master Lease meet the definition of a sales-type lease and, since we purchased and leased the assets back to the sellers under sale leaseback transactions, control is not considered to have transferred to us under GAAP. Accordingly, such leases are accounted for as Investments in leases - financing receivables on our Balance Sheet, net of allowance for credit losses, in accordance with ASC 310.
Lease Term
We assess the noncancelable lease term under ASC 842, which includes any reasonably assured renewal periods. All of our Lease Agreements provide for an initial term, with multiple tenant renewal options. We have individually assessed all of our Lease Agreements and concluded 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. 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.
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 a reduction to Income from investments in loans and lease financing receivables over the life of the lease using the effective interest method.
Investments in Loans and Securities, net
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 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.
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.
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, Investments in leases - financing receivables and certain of our loans and securities, 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, loan or security 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 borrowers and their parent guarantors, as applicable, over the life of each individual lease or financial asset. We have engaged a nationally recognized data analytics firm to assist us with estimating both the PD and LGD of our tenants and borrowers 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 or borrower 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, borrowers 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.
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 Sheet. 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.
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 through the Partner Property Growth Fund. 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 all of our other 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 Sheet.
Charge-offs are deducted from the allowance in the period in which they are deemed uncollectible. Recoveries previously written off are recorded when received. There were no charge-offs or recoveries for the three and nine months ended September 30, 2023 and 2022.
Foreign Currency Translation and Remeasurement
Foreign Currency Translation and Remeasurement
Our investments in the PURE Portfolio and Century Canadian Portfolio (as defined in Note 3 - Real Estate Transactions) are denominated in Canadian Dollars (“CAD” or “C$”), and accordingly, we translate the financial statements of the subsidiaries that own the PURE Portfolio and Century Canadian Portfolio into U.S. Dollars (“USD” or “US$”) 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 Sheet 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 CAD, 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 (losses) gains, net in the Statement of Operations.
Other Income and Other Expenses Other Income and Other ExpensesOther income primarily represents sub-lease income related to certain ground and use leases. Under the 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 these certain 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 Sheet 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 Sheet 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.
Concentrations of Credit Risk
Concentrations of Credit Risk
Caesars and 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 the Caesars Leases represented 37% of our lease revenues for each of the three and nine months ended September 30, 2023 and 39% and 49% of our lease revenues for the three and nine months ended September 30, 2022, respectively. Revenue from the MGM Leases represented 39% of our lease revenues for each of the three and nine months ended September 30, 2023 and 43% and 30% of our lease revenues for the three and nine months ended September 30, 2022, respectively. Additionally, our properties on the Las Vegas Strip generated approximately
49% of our lease revenues for each of the three and nine months ended September 30, 2023, and 47% and 45% of our lease revenues for the three and nine months ended September 30, 2022, respectively. Other than having two tenants from which we derive and will continue to derive a substantial portion of our revenue and our concentration in the Las Vegas market, we do not believe there are any other significant concentrations of credit risk.
v3.23.3
Real Estate Transactions (Tables)
9 Months Ended
Sep. 30, 2023
Business Combination and Asset Acquisition [Abstract]  
Asset 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 costs14,630 
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, 2022156,757,773 
Exchange Ratio1.366
VICI common stock issued (1)
214,131,064 
VICI common stock issued for MGP stock-based compensation awards421,468 
Total VICI common stock issued214,552,532 
____________________
(1) Amount excludes the cash paid in lieu of approximately 54 fractional MGP Class A common shares.
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 MGM4,404,000 
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 OP Notes and Exchange Notes, at principal value4,200,000 
Assumption of our proportionate share of the MGM Grand/Mandalay Bay JV CMBS debt, at principal value1,503,000 
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 REIT Merger 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.
v3.23.3
Real Estate Portfolio (Tables)
9 Months Ended
Sep. 30, 2023
Real Estate [Abstract]  
Schedule Real Estate Portfolio Balances
The following is a summary of the balances of our real estate portfolio as of September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Investments in leases – sales-type, net (1)
$22,889,984 $17,172,325 
Investments in leases – financing receivables, net (1)
17,337,665 16,740,770 
Total investments in leases, net40,227,649 33,913,095 
Investments in loans and securities, net973,217 685,793 
Investment in unconsolidated affiliate (2)
— 1,460,775 
Land150,727 153,560 
Total real estate portfolio$41,351,593 $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 September 30, 2023 and December 31, 2022, the estimated residual values of the leased properties under our Lease Agreements were $15.7 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
The following table details the components of our income from sales-type leases and lease financing receivables:
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Income from sales-type leases – fixed rent$478,419 $371,541 $1,410,692 $1,064,463 
Income from sales-type leases – contingent rent (1)
21,793 4,506 63,269 13,489 
Income from lease financing receivables – fixed rent356,206 339,544 1,062,508 653,908 
Income from lease financing receivables – contingent rent (1)
2,511 — 7,532 — 
Total lease revenue858,929 715,591 2,544,001 1,731,860 
Non-cash adjustment (2)
(131,351)(108,556)(383,735)(230,516)
     Total contractual lease revenue$727,578 $607,035 $2,160,266 $1,501,344 
____________________
(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. As of September 30, 2023, we have recognized contingent rent from our PENN Entertainment Leases in relation to the variable rent portion of the respective leases and from the Caesars Las Vegas Master Lease, Caesars Regional Master Lease, Joliet Lease, Century Master Lease, and Venetian Lease in relation to the CPI portion of the annual escalator.
(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.
Schedule of Future Minimum Lease Payments for Operating and Capital Leases
At September 30, 2023, minimum lease payments owed to us for each of the five succeeding years 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-TypeFinancing Receivables
Total
2023 (remaining)$416,216 $290,407 $706,623 
20241,682,826 1,176,742 2,859,568 
20251,712,651 1,198,470 2,911,121 
20261,738,942 1,220,782 2,959,724 
20271,766,012 1,243,586 3,009,598 
20281,794,287 1,267,086 3,061,373 
Thereafter77,503,679 87,666,277 165,169,956 
Total$86,614,613 $94,063,350 $180,677,963 
Weighted Average Lease Term (2)
38.2 years49.7 years43.2 years
____________________
(1) Minimum lease payments do not include contingent rent, as discussed above, that may be received under the Lease Agreements.
(2) The minimum lease payments and weighted average remaining lease term assumes the exercise of all tenant renewal options, consistent with our conclusions under ASC 842 and ASC 310.
Schedule of Lease Agreements
The following is a summary of the material lease provisions of our Caesars Leases and MGM Leases, our two most significant tenants:
($ In thousands)MGM Master LeaseCaesars Regional Master Lease and Joliet LeaseCaesars Las Vegas
Master Lease
MGM Grand/
Mandalay Bay Lease
Lease Provision
Initial term25 years18 years18 years30 years
Initial term maturity4/30/20477/31/20357/31/20352/28/2050
Renewal terms
Three, ten-year terms
Four, five-year terms
Four, five-year terms
Two, ten-year terms
Current lease year5/1/23-4/30/24 (Lease Year 2)11/1/22 – 10/31/23
(Lease Year 6)
11/1/22 – 10/31/23
(Lease Year 6)
3/1/23 – 2/29/24 (Lease Year 4)
Current annual rent$744,600
$703,678 (1)
$454,478
$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 – CPI subject to 2.0% floor
> 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 calculationNone
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 $694.6 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 annual escalator.
Schedule of Capital Expenditure Requirements Under Lease Agreements The following table summarizes the capital expenditure requirements of our tenants under their respective Lease Agreements:
ProvisionCaesars Regional Master Lease and Joliet LeaseCaesars Las Vegas Master LeaseMGM Grand/ Mandalay Bay LeaseVenetian Lease
All Other 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 millionN/AN/AN/A
____________________
(1) Represents the tenants under our other Lease Agreements not specifically outlined in the table, as specified in the respective Lease Agreements.
(2) The Caesars Leases require a $107.5 million floor on annual capital expenditures for Caesars Palace Las Vegas, Joliet and the 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 the Caesars Leases, 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 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.
Summary of Investments In Loans
The following is a summary of our investments in loans and securities as of September 30, 2023 and December 31, 2022:
September 30, 2023
Investment TypePrincipal Balance
Carrying Value (1)
Future Funding Commitments (2)
Weighted Average Interest Rate (3)
Weighted Average Term (4)
Senior Secured Notes (5)
$85,000 $76,348 $— 11.0 %7.5 years
Senior Secured Loans (6)
333,793 329,431 582,262 7.1 %5.2 years
Mezzanine Loans and Preferred Equity579,471 567,438 186,037 9.5 %4.9 years
Total$998,264 $973,217 $768,299 8.8 %5.2 years
December 31, 2022
Investment TypePrincipal Balance
Carrying Value (1)
Future Funding Commitments (2)
Weighted Average Interest Rate (3)
Weighted Average Term (4)
Senior Secured Loans$495,901 $492,895 $584,049 7.8 %3.2 years
Mezzanine Loans196,597 192,898 514,882 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 September 30, 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 Forum Convention Center Mortgage Loan, representing $400.0 million in principal balance of our senior secured loans, was repaid in full.
v3.23.3
Allowance for Credit Losses (Tables)
9 Months Ended
Sep. 30, 2023
Credit Loss [Abstract]  
Net Investment in Lease, Allowance for Credit Loss
The following tables detail the allowance for credit losses as of September 30, 2023 and December 31, 2022:
September 30, 2023
($ In thousands)Amortized Cost
Allowance (1)
Net InvestmentAllowance as a % of Amortized Cost
Investments in leases – sales-type$23,645,385 $(755,401)$22,889,984 3.19 %
Investments in leases – financing receivables18,044,641 (706,976)17,337,665 3.92 %
Investments in loans and securities996,064 (22,847)973,217 2.29 %
Other assets – sales-type sub-leases806,178 (19,283)786,895 2.39 %
Totals$43,492,268 $(1,504,507)$41,987,761 3.46 %
December 31, 2022
($ In thousands)Amortized Cost
Allowance (1)
Net InvestmentAllowance as a % of Amortized Cost
Investments in leases – sales-type$17,742,712 $(570,387)$17,172,325 3.21 %
Investments in leases – financing receivables17,467,477 (726,707)16,740,770 4.16 %
Investments in loans and securities692,658 (6,865)685,793 0.99 %
Other assets – sales-type sub-leases784,259 (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 senior secured and mezzanine loans and for unfunded commitments of our Partner Property Growth Fund. As of September 30, 2023 and December 31, 2022, such allowance is $30.1 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 nine months ended September 30, 2023 and 2022:
Nine Months Ended September 30,
(In thousands)20232022
Beginning Balance December 31,$1,368,819 $534,326 
Initial allowance from current period investments271,642 523,235 
Current period change in credit allowance(105,865)342,224 
Charge-offs— — 
Recoveries— — 
Ending Balance September 30,
$1,534,596 $1,399,785 
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 September 30, 2023 and 2022:
September 30, 2023
(In thousands)Ba2Ba3B1B2B3
N/A (2)
Total
Investments in leases – sales-type and financing receivable, Investments in loans and securities and Other assets (1)
$4,299,350 $32,877,396 $3,227,870 $880,347 $1,293,816 $913,489 $43,492,268 
September 30, 2022
(In thousands)Ba2Ba3B1B2B3
N/A (2)
Total
Investments in leases – sales-type and financing receivable, Investments in loans and securities and Other assets (1)
$4,230,599 $15,624,832 $14,975,981 $874,054 $280,075 $185,790 $36,171,331 
____________________
(1)Excludes the CECL allowance for unfunded commitments recorded in Other liabilities as such commitments are not currently reflected on our Balance Sheet, rather the CECL allowance is based on our current best estimate of future funding commitments.
(2)We estimate the CECL allowance for our senior secured and mezzanine loans and preferred equity investment using a traditional commercial real estate model based on standardized credit metrics to estimate potential losses.
v3.23.3
Other Assets and Other Liabilities (Tables)
9 Months Ended
Sep. 30, 2023
Other Liabilities [Abstract]  
Schedule of Other Assets
The following table details the components of our other assets as of September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Sales-type sub-leases, net (1)
$786,895 $764,509 
Property and equipment used in operations, net66,391 67,209 
Right of use assets and sub-lease right of use assets40,052 45,008 
Forward-starting interest rate swaps20,289 — 
Debt financing costs12,147 18,646 
Deferred acquisition costs11,491 12,834 
Tenant receivables10,710 5,498 
Interest receivable8,783 6,911 
Other receivables8,074 6,474 
Prepaid expenses3,685 7,348 
Other1,155 1,891 
Total other assets$969,672 $936,328 
_______________________________________________________
(1) As of September 30, 2023 and December 31, 2022, sales-type sub-leases are net of $19.3 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
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 September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Land and land improvements$60,380 $60,332 
Buildings and improvements15,698 15,125 
Furniture and equipment 10,836 9,563 
Total property and equipment used in operations86,914 85,020 
Less: accumulated depreciation(20,523)(17,811)
Total property and equipment used in operations, net$66,391 $67,209 
Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2023202220232022
Depreciation expense$1,011 $816 $2,712 $2,371 
Schedule of Other Liabilities
The following table details the components of our other liabilities as of September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Finance sub-lease liabilities$806,178 $784,259 
Deferred financing liabilities73,600 73,600 
Lease liabilities and sub-lease liabilities40,052 45,039 
CECL allowance for unfunded commitments30,089 45,110 
Deferred income taxes4,279 4,339 
Other250 125 
Total other liabilities$954,448 $952,472 
v3.23.3
Debt (Tables)
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Schedule of Debt
The following tables detail our debt obligations as of September 30, 2023 and December 31, 2022:
($ In thousands)September 30, 2023
Description of DebtMaturityInterest RatePrincipal Amount
Carrying Value (1)
Revolving Credit Facility
USD Borrowings (2)
2026
SOFR + 1.05%
$— $— 
CAD Borrowings (2) (3)
2026
CDOR + 1.05%
158,348 158,348 
MGM Grand/Mandalay Bay CMBS Debt (4)
2032
3.558%
3,000,000 2,767,065 
November 2019 Notes (5)
2026 Maturity20264.250%1,250,000 1,240,965 
2029 Maturity20294.625%1,000,000 990,131 
February 2020 Notes (5)
2025 Maturity20253.500%750,000 746,778 
2027 Maturity20273.750%750,000 744,343 
2030 Maturity20304.125%1,000,000 989,745 
April 2022 Notes (5)
2025 Maturity20254.375%500,000 497,476 
2028 Maturity2028
4.516% (6)
1,250,000 1,238,965 
2030 Maturity2030
4.541% (6)
1,000,000 988,915 
2032 Maturity2032
3.980% (6)
1,500,000 1,482,327 
2052 Maturity20525.625%750,000 735,730 
Exchange Notes (5)
2024 Maturity20245.625%1,024,169 1,026,378 
2025 Maturity20254.625%799,368 788,424 
2026 Maturity20264.500%480,524 466,546 
2027 Maturity20275.750%729,466 736,832 
2028 Maturity20284.500%349,325 338,417 
2029 Maturity20293.875%727,114 668,311 
MGP OP Notes (5)
2024 Maturity20245.625%25,831 25,862 
2025 Maturity20254.625%632 620 
2026 Maturity20264.500%19,476 18,729 
2027 Maturity20275.750%20,534 20,523 
2028 Maturity20284.500%675 644 
2029 Maturity20293.875%22,886 20,654 
Total Debt
4.349% (7)
$17,108,348 $16,692,728 
($ In thousands)December 31, 2022
Description of Debt
Maturity
Interest RatePrincipal Amount
Carrying Value (1)
Revolving Credit Facility (2)
2026
SOFR + 1.05%
$— $— 
Delayed Draw Term Loan (8)
2025
SOFR + 1.20%
— — 
November 2019 Notes (5)
2026 Maturity20264.250%1,250,000 1,238,825 
2029 Maturity20294.625%1,000,000 988,931 
February 2020 Notes (5)
2025 Maturity20253.500%750,000 745,020 
2027 Maturity20273.750%750,000 743,086 
2030 Maturity20304.125%1,000,000 988,626 
April 2022 Notes (5)
2025 Maturity20254.375%500,000 496,314 
2028 Maturity2028
4.516% (6)
1,250,000 1,237,082 
2030 Maturity2030
4.541% (6)
1,000,000 987,618 
2032 Maturity2032
3.980% (6)
1,500,000 1,480,799 
2052 Maturity20525.625%750,000 735,360 
Exchange Notes (5)
2024 Maturity20245.625%1,024,169 1,029,226 
2025 Maturity20254.625%799,368 783,659 
2026 Maturity20264.500%480,524 463,018 
2027 Maturity20275.750%729,466 738,499 
2028 Maturity20284.500%349,325 336,545 
2029 Maturity20293.875%727,114 660,489 
MGP OP Notes (5)
2024 Maturity20245.625%25,831 25,901 
2025 Maturity20254.625%632 615 
2026 Maturity20264.500%19,476 18,542 
2027 Maturity20275.750%20,534 20,520 
2028 Maturity20284.500%675 639 
2029 Maturity20293.875%22,886 20,361 
Total Debt
4.496% (7)
$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)Interest on any outstanding balance is payable monthly. 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, as applicable) with an additional 0.10% adjustment for SOFR loans, as applicable. 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%, depending on our credit ratings. For the three and nine months ended September 30, 2023, the commitment fee for the Revolving Credit Facility was 0.250%.
(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$75.0 million to fund a portion of the purchase price of the Century Canadian Portfolio Transaction. The balance above is inclusive of foreign currency remeasurement.
(4)Interest is payable monthly.
(5)Interest is payable semi-annually.
(6)Interest rates represent the contractual interest rates adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 – Derivatives). The contractual interest rates on the April 2022 Notes maturing 2028, 2030 and 2032 are 4.750%, 4.950% and 5.125%, respectively.
(7)The interest rate represents the weighted average interest rates of the Senior Unsecured Notes adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 – Derivatives), as applicable. The contractual weighted average interest rate as of September 30, 2023, which excludes the impact of the forward-starting interest rate swaps and treasury locks, is 4.49%.
(8)The Delayed Draw Term Loan was available to be drawn up to 12 months following the effective date of February 8, 2022. On February 8, 2023, the Delayed Draw Term Loan facility expired undrawn in accordance with its terms.
Schedule of Contractual Obligation, Fiscal Year Maturity Schedule
The following table is a schedule of future minimum principal payments of our debt obligations as of September 30, 2023:
(In thousands)Future Minimum Principal Payments
2023 (remaining)$— 
20241,050,000 
20252,050,000 
20261,908,348 
20271,500,000 
20281,600,000 
Thereafter9,000,000 
Total minimum principal payments$17,108,348 
v3.23.3
Derivatives (Tables)
9 Months Ended
Sep. 30, 2023
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Schedule of Derivatives
The following table details our outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of September 30, 2023. As of December 31, 2022, there were no derivative instruments outstanding.
($ In thousands)September 30, 2023
InstrumentNumber of InstrumentsFixed RateNotionalIndexMaturity
Forward-starting interest rate swap13.4565%$200,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap13.0615%50,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap13.4520%50,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap13.9775%50,000 USD-SOFR-COMPOUNDMarch 6, 2034
Forward-starting interest rate swap14.1660%50,000 USD-SOFR-COMPOUNDMarch 6, 2034
The following table presents the effect of our forward-starting derivative financial instruments on our Statement of Operations:
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Unrealized gain recorded in other comprehensive income$20,109 $— $20,289 $200,550 
Reduction in interest expense related to the amortization of the forward-starting interest rate swaps and treasury locks(6,037)(6,037)(18,111)(10,196)
v3.23.3
Fair Value (Tables)
9 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
Schedule of Fair Value, Net Derivative Measured on Recurring Basis, Unobservable Input Reconciliation
The following table summarizes our assets and liabilities measured at fair value on a recurring basis as of September 30, 2023 and December 31, 2022:
September 30, 2023
(In thousands)Fair Value
Carrying AmountLevel 1Level 2Level 3
Financial assets:
Derivative instruments – forward-starting interest rate swaps (1)
$20,289 $— $20,289 $— 
December 31, 2022
(In thousands)Fair Value
Carrying AmountLevel 1Level 2Level 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 as of September 30, 2023 and December 31, 2022 for which fair value is only disclosed are as follows:
September 30, 2023December 31, 2022
(In thousands)Carrying AmountFair ValueCarrying AmountFair Value
Financial assets:
Investments in leases – financing receivables (1)
$17,337,665 $17,955,365 $16,740,770 $17,871,771 
Investments in loans and securities (2)
973,217 915,899 685,793 675,456 
Cash and cash equivalents510,884 510,884 208,933 208,933 
Financial liabilities:
Debt (3)
Revolving Credit Facility158,348 158,348 — — 
MGM Grand/Mandalay Bay CMBS Debt2,767,065 2,495,347 — — 
Senior Unsecured Notes13,767,315 12,825,517 13,739,675 13,020,636 
____________________
(1)These investments represent the JACK Master Lease, the Harrah’s Call Properties, the MGM Master Lease, the Foundation Master Lease, the Mirage Lease, the Gold Strike Lease, the PURE Master Lease and the Century Canadian Portfolio component of the Century Master Lease. In relation to the Harrah’s Call Properties, JACK Master Lease, Mirage Lease, Gold Strike Lease and MGM Master Lease, 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 Foundation Master Lease, PURE Master Lease and the Century Canadian Portfolio component of the Century Master 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)These investments represent our investments in twelve senior secured and mezzanine loans and one series of senior secured notes. 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.
v3.23.3
Commitments and Contingent Liabilities (Tables)
9 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Assets And Liabilities, Lessor
The following table details the balance and location in our Balance Sheet of the ground and use sub-leases as of September 30, 2023 and December 31, 2022:
(In thousands)September 30, 2023December 31, 2022
Others assets (operating lease and sub-leases)$40,052 $28,953 
Other liabilities (operating lease and sub-lease liabilities)40,052 28,953 
Others assets (sales-type sub-leases, net) (1)
786,895 764,509 
Other liabilities (finance sub-lease liabilities)806,178 784,259 
___________________
(1) As of September 30, 2023 and December 31, 2022, sales-type sub-leases are net of $19.3 million and $19.8 million of allowance for credit losses, respectively. Refer to Note 5 – Allowance for Credit Losses for further details.
Summary of Lease Cost
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:
Three Months Ended
 September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Operating leases
Rent expense(1)
$508 $503 $1,515 $1,504 
Contractual rent483 475 1,438 1,424 
Operating sub-leases
Rental income and expense(2)
1,712 1,712 5,137 3,995 
Contractual rent1,650 1,602 4,918 3,720 
Finance sub-leases
Rental income and expense(2)
14,490 14,466 43,349 33,392 
Contractual rent15,925 18,925 44,488 37,910 
___________________
(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 and ground and use sub-leases at September 30, 2023 are as follows:
(In thousands)Operating Lease CommitmentsOperating Sub-Lease CommitmentsFinancing Sub-Lease Commitments
2023 (remaining)$466 $1,667 $14,700 
20241,347 6,553 61,132 
20252,025 5,129 61,308 
20262,772 3,934 61,308 
20272,792 4,010 61,308 
20282,814 3,034 61,394 
Thereafter23,515 2,094 2,595,488 
Total minimum lease commitments$35,731 $26,421 $2,916,638 
Discounting factor20,286 1,815 2,110,460 
Lease liability$15,445 $24,606 $806,178 
Discount rates (1)
5.3% – 5.5%
2.6% – 2.9%
6.0% – 8.0%
Weighted average remaining lease term13.2 years4.9 years53.5 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, Maturity
The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases and ground and use sub-leases at September 30, 2023 are as follows:
(In thousands)Operating Lease CommitmentsOperating Sub-Lease CommitmentsFinancing Sub-Lease Commitments
2023 (remaining)$466 $1,667 $14,700 
20241,347 6,553 61,132 
20252,025 5,129 61,308 
20262,772 3,934 61,308 
20272,792 4,010 61,308 
20282,814 3,034 61,394 
Thereafter23,515 2,094 2,595,488 
Total minimum lease commitments$35,731 $26,421 $2,916,638 
Discounting factor20,286 1,815 2,110,460 
Lease liability$15,445 $24,606 $806,178 
Discount rates (1)
5.3% – 5.5%
2.6% – 2.9%
6.0% – 8.0%
Weighted average remaining lease term13.2 years4.9 years53.5 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.
v3.23.3
Stockholder's Equity (Tables)
9 Months Ended
Sep. 30, 2023
Equity [Abstract]  
Schedule of Forward Contracts Indexed to Issuer's Equity
The following table summarizes the terms of the forward sale agreements outstanding as of September 30, 2023:
(In thousands, except share and per share data)
Effective Date (1)
Total Shares RemainingPublic Offering Price Per ShareAggregate Offering ValueInitial Net Forward Sales Price Per ShareInitial Net Value
January 2023 Forward Sale Agreements (2) (3)
January 18, 202317,702,500$33.00 $584,183 $31.85 $563,186 
____________________
(1)The forward sale agreements generally require settlement within twelve months of the trade date, which is January 16, 2024 with respect to the January 2023 Forward Sale Agreements.
(2)As of September 30, 2023, the net forward sales price per share under the January 2023 Forward Sale Agreements was $31.58 and would result in us receiving approximately $559.1 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the January 2023 Forward Sale Agreements, it would result in a cash inflow of $44.0 million, or, if we were to net share settle the shares under the January 2023 Forward Sale Agreements, it would result in us receiving approximately 1.5 million shares.
(3)Subsequent to quarter-end, on October 17, 2023, we physically settled all of the remaining 17,702,500 shares of common stock under the January 2023 Forward Sale Agreements at a forward sale price of $31.65 per share in exchange for total net proceeds of approximately $560.3 million to fund a portion of the purchase price of the Bowlero Transaction and for general corporate purposes.
The following table summarizes settlement activity of the outstanding forward sale agreements during the nine months ended September 30, 2023:
(In thousands, except share and per share data)Settlement DateSettlement TypeNumber of Shares SettledNet Forward Sales Price Upon SettlementTotal Net Proceeds
January 2023 Forward Sale AgreementsAugust 31, 2023Physical3,400,000 $31.88 $108,393 
January 2023 Forward Sale AgreementsJuly 20, 2023Physical6,000,000 31.71 190,287 
January 2023 Forward Sale AgreementsApril 4, 2023Physical3,200,000 31.71 101,467 
November 2022 Forward Sale AgreementsJanuary 6, 2023Physical18,975,000 30.34 575,628 
The following table summarizes settlement activity of the outstanding forward sale agreements during the nine months ended September 30, 2022:
(In thousands, except share and per share data)Settlement DateSettlement TypeNumber of Shares SettledNet Forward Share Price Upon SettlementTotal Net Proceeds
September 2021 Forward Sale AgreementsFebruary 18, 2022Physical50,000,000 $27.81 $1,390,600 
March 2021 Forward Sale AgreementsFebruary 18, 2022Physical69,000,000 26.50 1,828,600 
Schedule of Shares Sold Activity
The following table summarizes our activity under the ATM Program during the nine months ended September 30, 2023 and 2022, all of which were sold subject to forward sale agreements.
(In thousands, except share and per share data)Number of SharesWeighted Average Share PriceAggregate ValueInitial Net Forward Sales Price Per ShareAggregate Net Value
June 2022 ATM Forward Sale Agreement11,380,980 $32.28 $367,400 $31.64 $360,000 
August 2022 ATM Forward Sale Agreement3,918,807 34.73 136,082 34.40 134,800 
June 2023 ATM Forward Sale Agreement (1)
327,306 32.36 10,600 31.71 10,400 
July 2023 ATM Forward Sale Agreement (2)
271,071 32.13 8,709 31.81 8,624 
September 2023 ATM Forward Sale Agreement (3)
7,572,281 30.85 233,577 30.26 229,129 
____________________
(1)As of September 30, 2023, the net forward sales price per share under the June 2023 ATM Forward Sale Agreement was $31.67 and would result in us receiving approximately $10.4 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the June 2023 ATM Forward Sale Agreements, it would result in a cash inflow of $0.8 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 28,858 shares.
(2)As of September 30, 2023, the net forward sales price per share under the July 2023 ATM Forward Sale Agreement was $31.71 and would result in us receiving approximately $8.6 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the July 2023 ATM Forward Sale Agreements, it would result in a cash inflow of $0.7 million, or, if we were to net share settle the shares under the July 2023 ATM Forward Sale Agreements, it would result in us receiving approximately 24,300 shares.
(3)As of September 30, 2023, the net forward sales price per share under the September 2023 ATM Forward Sale Agreement was $30.26 and would result in us receiving approximately $229.2 million in net cash proceeds if we were to physically settle the shares. Alternatively, if we were to cash settle the shares under the September 2023 ATM Forward Sale Agreements, it would result in a cash inflow of $8.8 million, or, if we were to net share settle the shares under the September 2023 ATM Forward Sale Agreements, it would result in us receiving approximately 302,553 shares.
The following table summarizes our settlement activity of the outstanding forward shares under the ATM Program, all of which were sold subject to the ATM Program forward sale agreements and the previous equity distribution agreement, as applicable, during the nine months ended September 30, 2023. There was no settlement activity of the outstanding forward shares under the ATM Program during the nine months ended September 30, 2022.
(In thousands, except share and per share data)Settlement DateSettlement TypeNumber of Shares SettledNet Forward Share Price Upon SettlementTotal Net Proceeds
December 2022 ATM Forward Sale AgreementJanuary 6, 2023Physical6,317,805 $32.99 $208,402 
August 2022 ATM Forward Sale AgreementJanuary 6, 2023Physical3,918,807 33.96 133,073 
June 2022 ATM Forward Sale AgreementJanuary 3, 2023Physical11,380,980 31.20 355,168 
Schedule of Common Stock Shares Outstanding
The following table details the issuance of outstanding shares of common stock, including restricted common stock:
Nine Months Ended September 30,
Common Stock Outstanding20232022
Beginning Balance January 1,963,096,563 628,942,092 
Issuance of common stock upon physical settlement of forward sale agreements53,192,592 119,000,000 
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 forfeitures538,728 598,800 
Ending Balance September 30,
1,016,827,883 963,093,424 
Schedule of Dividends Declared
Dividends declared (on a per share basis) during the nine months ended September 30, 2023 and 2022 were as follows:
Nine Months Ended September 30, 2023
Declaration DateRecord DatePayment DatePeriodDividend
March 9, 2023March 23, 2023April 6, 2023January 1, 2023 – March 31, 2023$0.3900 
June 8, 2023June 22, 2023July 6, 2023April 1, 2023 – June 30, 2023$0.3900 
September 7, 2023September 21, 2023October 5, 2023July 1, 2023 – September 30, 2023$0.4150 
Nine Months Ended September 30, 2022
Declaration DateRecord DatePayment DatePeriodDividend
March 10, 2022March 24, 2022April 7, 2022January 1, 2022 – March 31, 2022$0.3600 
June 9, 2022June 23, 2022July 7, 2022April 1, 2022 – June 30, 2022$0.3600 
September 8, 2022September 22, 2022October 6, 2022July 1, 2022 – September 30, 2022$0.3900 
v3.23.3
Earnings Per Share and Earnings Per Unit (Tables)
9 Months Ended
Sep. 30, 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:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
Determination of shares: 
Weighted-average shares of common stock outstanding1,012,986,784 962,573,646 1,007,110,068 848,839,357 
Assumed conversion of restricted stock602,856 988,518 790,478 795,370 
Assumed settlement of forward sale agreements— 572,176 536,906 1,188,310 
Diluted weighted-average shares of common stock outstanding1,013,589,640 964,134,340 1,008,437,452 850,823,037 
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands, except share and per share data)2023202220232022
Basic:
Net income attributable to common stockholders$556,329 $330,905 $1,765,771 $513,582 
Weighted-average shares of common stock outstanding1,012,986,784 962,573,646 1,007,110,068 848,839,357 
Net income basic EPS$0.55 $0.34 $1.75 $0.61 
 
Diluted:
Net income attributable to common stockholders$556,329 $330,905 $1,765,771 $513,582 
Diluted weighted-average shares of common stock outstanding1,013,589,640 964,134,340 1,008,437,452 850,823,037 
Net income diluted EPS$0.55 $0.34 $1.75 $0.60 
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:
Three Months Ended
September 30,
Nine Months Ended
September 30,
2023202220232022
Determination of units:
Weighted-average units outstanding1,025,218,157 974,805,019 1,019,341,441 855,783,910 
Assumed conversion of VICI restricted stock602,856 988,518 790,478 795,370 
Assumed settlement of VICI forward sale agreements— 572,176 536,906 1,188,310 
Diluted weighted-average units outstanding1,025,821,013 976,365,713 1,020,668,825 857,767,590 
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands, except share and per share data)2023202220232022
Basic:
Net income attributable to partners$562,350 $334,271 $1,779,908 $509,584 
Weighted-average units outstanding1,025,218,157 974,805,019 1,019,341,441 855,783,910 
Net income basic EPU$0.55 $0.34 $1.75 $0.60 
 
Diluted:
Net income attributable to partners$562,350 $334,271 $1,779,908 $509,584 
Weighted-average units outstanding1,025,821,013 976,365,713 1,020,668,825 857,767,590 
Net income diluted EPU$0.55 $0.34 $1.74 $0.59 
v3.23.3
Stock-Based Compensation (Tables)
9 Months Ended
Sep. 30, 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:
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands)2023202220232022
Stock-based compensation expense$4,019 $3,493 $11,517 $9,359 
Schedule of Share-based Compensation Arrangements by Share-based Payment Award
The following table details the activity of our time-based restricted stock and performance-based restricted stock units:
Nine Months Ended September 30, 2023
Incentive and Time-Based Restricted StockPerformance-Based Restricted Stock Units
SharesWeighted Average Grant Date Fair ValueUnitsWeighted Average Grant Date Fair Value
Outstanding at beginning of period507,339 $27.47 769,589 $22.88 
Granted208,179 28.46 474,867 28.59 
Vested(210,165)28.12 (363,267)19.90 
Forfeited(32,718)28.44 (115,607)19.90 
Canceled— — — — 
Outstanding at end of period472,635 $27.55 765,582 $28.28 
Nine Months Ended September 30, 2022
Incentive and Time-Based Restricted StockPerformance-Based Restricted Stock Units
SharesWeighted Average Grant Date Fair ValueUnitsWeighted Average Grant Date Fair Value
Outstanding at beginning of period300,031 $24.72 588,134 $19.32 
Granted385,291 28.61 488,252 27.03 
Vested(157,785)25.78 (227,166)22.68 
Forfeited(13,657)25.26 (80,586)22.68 
Canceled— — — — 
Outstanding at end of period513,880 $27.30 768,634 $22.87 
v3.23.3
Business and Organization (Details) - property
Oct. 19, 2023
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements    
Number of real estate properties   54
Golf Courses    
Organization, Consolidation and Presentation of Financial Statements    
Number of real estate properties   4
Bowling Entertain Center | Subsequent Event    
Organization, Consolidation and Presentation of Financial Statements    
Number of real estate properties 38  
v3.23.3
Summary of Significant Accounting Policies - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
New Accounting Pronouncements or Change in Accounting Principle          
Short-term investments $ 0   $ 0   $ 217,342
Customer Concentration Risk | Sales Revenue, Net | Caesars Entertainment Corporation          
New Accounting Pronouncements or Change in Accounting Principle          
Concentration risk, percentage 37.00% 39.00% 37.00% 49.00%  
Customer Concentration Risk | Sales Revenue, Net | MGM Resorts International          
New Accounting Pronouncements or Change in Accounting Principle          
Concentration risk, percentage 39.00% 43.00% 39.00% 30.00%  
Property, Las Vegas Strip | Customer Concentration Risk | Sales Revenue, Net          
New Accounting Pronouncements or Change in Accounting Principle          
Concentration risk, percentage 49.00% 47.00% 49.00% 45.00%  
VICI OP          
New Accounting Pronouncements or Change in Accounting Principle          
Ownership percentage by noncontrolling owners 1.20%   1.20%    
Harrah’s Joliet LandCo LLC          
New Accounting Pronouncements or Change in Accounting Principle          
Ownership percentage by noncontrolling owners 20.00%   20.00%    
v3.23.3
Real Estate Transactions (Details)
$ / shares in Units, hotelRoom in Thousands, $ in Thousands, ft² in Millions, $ in Millions
9 Months Ended
Oct. 19, 2023
USD ($)
renewal
property
Sep. 06, 2023
USD ($)
renewal
Sep. 06, 2023
CAD ($)
renewal
Aug. 31, 2023
USD ($)
Aug. 31, 2023
CAD ($)
Jul. 25, 2023
USD ($)
renewal
Mar. 28, 2023
USD ($)
room
Feb. 15, 2023
USD ($)
renewal
Jan. 09, 2023
USD ($)
renewal
Jan. 06, 2023
USD ($)
renewal
Jan. 06, 2023
CAD ($)
renewal
Jan. 03, 2023
USD ($)
Jan. 03, 2023
CAD ($)
Dec. 19, 2022
USD ($)
Apr. 29, 2022
USD ($)
ft²
property
d
region
renewal
hotelRoom
$ / shares
shares
Sep. 30, 2023
USD ($)
renewal
property
Sep. 30, 2022
USD ($)
Sep. 30, 2023
CAD ($)
property
Aug. 22, 2023
USD ($)
renewal
Jul. 26, 2023
USD ($)
Jan. 08, 2023
Jan. 06, 2023
CAD ($)
Dec. 31, 2022
USD ($)
Jul. 30, 2021
$ / shares
Business Acquisition                                                
Number of real estate properties | property                               54   54            
Draw on credit facility   $ 55,000 $ 75.0 $ 55,000 $ 75.0         $ 103,400 $ 140.0 $ 103,400 $ 140.0     $ 408,204 $ 600,000              
Investments in leases - sales-type, net [1]                               $ 22,889,984             $ 17,172,325  
Share price (in dollars per share) | $ / shares                             $ 43.00                  
Period of volume of weighted average price | d                             5                  
Asset acquisition, consideration transferred                             $ 4,404,000                  
Bowling Entertain Center | Subsequent Event                                                
Business Acquisition                                                
Number of real estate properties | property 38                                              
Canyon Ranch                                                
Business Acquisition                                                
Secured debt, mortgage financing                                     $ 140,100          
Mortgage financing, initial term                                     2 years          
Mortgage financing, number of renewal options | renewal                                     3          
Mortgage financing, extension term                                     1 year          
Preferred equity investment                                       $ 150,000        
Preferred equity term                                       10 years        
Century Casinos                                                
Business Acquisition                                                
Number of renewal options | renewal           1                   1                
Lessor, sales-type lease, renewal term           5 years                   5 years   5 years            
MGM Grand Mandalay Bay JV                                                
Business Acquisition                                                
Equity method investment ownership percentage                                         50.10%      
MGM Grand Mandalay Bay Note due 2030                                                
Business Acquisition                                                
Interest rate, stated percentage                 3.558%                              
Investments in leases - financing receivables, net                                                
Business Acquisition                                                
Investments in leases and loans [1]                               $ 17,337,665             $ 16,740,770  
Minimum                                                
Business Acquisition                                                
Lessor, sales-type lease, renewal term                               5 years   5 years            
Maximum                                                
Business Acquisition                                                
Lessor, sales-type lease, renewal term                               30 years   30 years            
Weighted Average                                                
Business Acquisition                                                
Share price (in dollars per share) | $ / shares                                               $ 31.47
Bowlero Master Lease | Subsequent Event                                                
Business Acquisition                                                
Contractual rent amount $ 31,600                                              
Initial lease term 25 years                                              
Number of renewal options | renewal 6                                              
Lessor, sales-type lease, renewal term 5 years                                              
Annual rent increase, cap percent 250.00%                                              
Bowlero Master Lease | Minimum | Subsequent Event                                                
Business Acquisition                                                
Annual escalator 2.00%                                              
Century Master Lease                                                
Business Acquisition                                                
Contractual rent amount                               $ 12,700   $ 17.3            
Initial lease term           15 years                   15 years   15 years            
Number of renewal options | renewal   3 3     3                                    
Lessor, sales-type lease, renewal term           5 years                   5 years   5 years            
Increase (decrease) in annual rent payments           $ 15,500                                    
MGM Grand Mandalay Bay Lease                                                
Business Acquisition                                                
Contractual rent amount                 $ 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                 3.00%           3.00%                  
Annual escalation rate period                             15 years                  
MGM Grand Mandalay Bay Lease | Minimum                                                
Business Acquisition                                                
Annual escalator                 2.00%           2.00%                  
PURE Master Lease                                                
Business Acquisition                                                
Contractual rent amount                   $ 16,100                       $ 21.8    
Initial lease term                   25 years                       25 years    
Number of renewal options | renewal                   4 4                          
Lessor, sales-type lease, renewal term                   5 years                       5 years    
Annual escalator                   1.50% 1.50%                          
Yearly minimum expenditure                   1.00% 1.00%                          
PURE Master Lease | Investments in leases - financing receivables, net                                                
Business Acquisition                                                
Investments in leases and loans                               $ 19,600                
PURE Master Lease | Minimum                                                
Business Acquisition                                                
Annual escalator                   1.25% 1.25%                          
PURE Master Lease | Maximum                                                
Business Acquisition                                                
Annual escalator                   2.50% 2.50%                          
MGM Master Lease Agreement                                                
Business Acquisition                                                
Initial lease term                             25 years                  
Number of renewal options | renewal                             3                  
Lessor, sales-type lease, renewal term                             10 years                  
Annual rent increase, cap percent                             3.00%                  
Increase (decrease) in annual rent payments               $ (40,000)           $ (90,000)                    
Annual escalation rate period                             10 years                  
MGM Master Lease Agreement | Minimum                                                
Business Acquisition                                                
Annual escalator                             2.00%                  
MGM Master Lease Agreement | Maximum                                                
Business Acquisition                                                
Contractual rent amount                             $ 860,000                  
Increase (decrease) in annual rent payments               $ (40,000)                                
Gold Strike Lease                                                
Business Acquisition                                                
Initial lease term               25 years                                
Number of renewal options | renewal               3                                
Lessor, sales-type lease, renewal term               10 years                                
Annual rent increase, cap percent               3.00%                                
Yearly minimum expenditure               1.00%                                
Gold Strike Lease | Minimum                                                
Business Acquisition                                                
Annual escalator               2.00%                                
Gold Strike Lease | Maximum                                                
Business Acquisition                                                
Contractual rent amount               $ 40,000                                
Bowlero | Subsequent Event                                                
Business Acquisition                                                
Asset acquisition, consideration transferred $ 432,900                                              
Century Casino Portfolio Assets                                                
Business Acquisition                                                
Asset acquisition, consideration transferred   $ 162,500 $ 221.7                                          
Century Casino Portfolio Assets | Investments in leases - financing receivables, net                                                
Business Acquisition                                                
Investments in leases and loans                               16,900                
Rocky Gap Casino Resort                                                
Business Acquisition                                                
Asset acquisition, consideration transferred           260,000                                    
Investments in leases - sales-type, net                               $ 15,000                
Rocky Gap Casino Resort | Century Casinos                                                
Business Acquisition                                                
Payments to acquire productive assets           56,100                                    
Rocky Gap Casino Resort | Land and Building                                                
Business Acquisition                                                
Asset acquisition, consideration transferred           $ 203,900                                    
MGM Grand Mandalay Bay JV                                                
Business Acquisition                                                
Asset acquisition, consideration transferred                 $ 1,261,882                              
Investments in leases - sales-type, net                 $ 210,000                              
Percentage of voting interests acquired                 49.90%                              
Investments in leases – sales-type                 $ 5,494,351                              
Asset acquisition, consideration transferred                 1,458,782                              
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                              
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2030 | MGM Grand/Mandalay Bay JV                                                
Business Acquisition                                                
Liabilities incurred                 $ 3,000,000                              
PURE Portfolio Assets                                                
Business Acquisition                                                
Asset acquisition, consideration transferred                   $ 200,800 $ 271.9                          
Hard Rock Ottawa Secured Notes                                                
Business Acquisition                                                
Senior secured notes purchased             $ 85,000                                  
Number of rooms | room             150                                  
MGP                                                
Business Acquisition                                                
Number of real estate properties | property                             15                  
Asset acquisition, consideration transferred                             $ 11,556,990                  
Liabilities incurred                             $ 5,700,000                  
Number or regions in which entity operates | region                             9                  
Number of hotel rooms | hotelRoom                             36                  
Area of real estate property (in square feet) | ft²                             3.6                  
Exchange ratio (in shares) | shares                             1.366                  
Share price (in dollars per share) | $ / shares                             $ 30.64                  
Asset acquisition, consideration transferred                             $ 6,568,480                  
Asset acquisition, number of units retained noncontrolling interests (in shares) | shares                             12,231,373                  
MGP | MGM Grand Mandalay Bay JV                                                
Business Acquisition                                                
Equity method investment ownership percentage                             50.10%                  
MGP | MGM Grand/Mandalay Bay JV                                                
Business Acquisition                                                
Equity method investment ownership percentage                 100.00%           50.10%           50.10%      
MGP | MGM Leases                                                
Business Acquisition                                                
Contractual rent amount                             $ 1,012,200                  
[1] Note: As of September 30, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities, and Other assets (sales-type sub-leases) are net of allowance for credit losses of $755.4 million, $707.0 million, $22.8 million and $19.3 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.
v3.23.3
Real Estate Transactions - Asset Acquisition (Details)
$ / shares in Units, $ in Thousands
9 Months Ended
Jan. 09, 2023
USD ($)
Apr. 29, 2022
USD ($)
$ / shares
shares
Sep. 30, 2023
shares
Sep. 30, 2022
shares
Jan. 08, 2023
Jul. 30, 2021
$ / shares
Asset Acquisition [Line Items]            
Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions   $ 4,404,000        
Total VICI common stock issued (in shares) | shares     0 214,552,532    
Share price (in dollars per share) | $ / shares   $ 43.00        
Minimum            
Asset Acquisition [Line Items]            
Rent multiple   15.0        
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        
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          
Total consideration transferred 1,261,882          
Transaction costs 14,630          
Total net assets acquired 2,735,294          
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)          
Debt, gross 3,000,000          
Debt discount $ 252,100          
MGP            
Asset Acquisition [Line Items]            
Carrying value of prior 50.1% interest acquired in connection with the MGP Transactions   $ 6,568,480        
Total consideration transferred   11,556,990        
Transaction costs   119,741        
Total net assets acquired   11,556,990        
Cash and cash equivalents   25,387        
Debt, net   (4,106,082)        
Accrued expenses and deferred revenue   $ (79,482)        
MGP Class A 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        
Total VICI common stock issued (in shares) | shares   214,552,532        
Fractional common shares excluded (in shares) | shares   54        
Redemption payment to MGM   $ 4,404,000        
VICI OP Units retained by MGM   374,769        
Repayment of MGP revolving credit facility   90,000        
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        
Other assets   338,212        
Other liabilities   (332,727)        
Debt discount   $ 93,900        
MGP | MGM Grand/Mandalay Bay JV            
Asset Acquisition [Line Items]            
Equity method investment ownership percentage 100.00% 50.10%     50.10%  
MGP | MGP OP Notes and Exchange Notes            
Asset Acquisition [Line Items]            
Assumption of debt   $ 4,200,000        
MGP | MGM Grand/Mandalay Bay JV CMBS Debt            
Asset Acquisition [Line Items]            
Assumption of debt   $ 1,503,000        
v3.23.3
Real Estate Portfolio - Narrative (Details)
9 Months Ended
Sep. 30, 2023
property
casino
leaseArrangement
loan
Dec. 31, 2022
loan
Real Estate    
Number of casinos | casino 26  
Number of lease arrangements 10  
Financing receivable, investment in lease, number of casinos | casino 28  
Financing receivable, investment in lease, number of lease arrangements 8  
Number of loans and securities | loan 12 12
Number of properties | property 54  
Number of lease agreement 16  
Variable Rent    
Real Estate    
Variable rent adjustment 20.00%  
Minimum    
Real Estate    
Initial term 15 years  
Lessor, sales-type lease, renewal term 5 years  
Annual escalation rate 1.00%  
Maximum    
Real Estate    
Initial term 30 years  
Lessor, sales-type lease, renewal term 30 years  
Annual escalation rate 2.00%  
v3.23.3
Real Estate Portfolio - Schedule Real Estate Portfolio (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Jan. 09, 2023
Jan. 08, 2023
Dec. 31, 2022
Apr. 29, 2022
Accounts, Notes, Loans and Financing Receivable          
Investments in leases - sales-type, net [1] $ 22,889,984     $ 17,172,325  
Total investments in leases, net 40,227,649     33,913,095  
Investment in unconsolidated affiliate 0     1,460,775  
Land 150,727     153,560  
Total real estate portfolio 41,351,593     36,213,223  
Estimated residual value of leased properties and financing receivables 15,700,000     11,500,000  
MGM Grand/Mandalay Bay JV | MGP          
Accounts, Notes, Loans and Financing Receivable          
Equity method investment ownership percentage   100.00% 50.10%   50.10%
Investments in leases - financing receivables, net          
Accounts, Notes, Loans and Financing Receivable          
Investments in leases and loans [1] 17,337,665     16,740,770  
Investments in loans and securities, net          
Accounts, Notes, Loans and Financing Receivable          
Investments in leases and loans [1] $ 973,217     $ 685,793  
[1] Note: As of September 30, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities, and Other assets (sales-type sub-leases) are net of allowance for credit losses of $755.4 million, $707.0 million, $22.8 million and $19.3 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.
v3.23.3
Real Estate Portfolio - Schedule of Components of Direct Financing and Operating Leases (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Real Estate        
Income from sales-type leases, - fixed rent, contingent rent $ 500,212 $ 376,048 $ 1,473,961 $ 1,077,952
Income from lease financing receivables - fixed rent, contingent rent 378,502 350,945 1,122,703 685,544
Total lease revenue 858,929 715,591 2,544,001 1,731,860
Non-cash adjustment (131,351) (108,556) (383,735) (230,516)
Total contractual lease revenue 727,578 607,035 2,160,266 1,501,344
Fixed Rent        
Real Estate        
Income from sales-type leases, - fixed rent, contingent rent 478,419 371,541 1,410,692 1,064,463
Income from lease financing receivables - fixed rent, contingent rent 356,206 339,544 1,062,508 653,908
Contingent Rent        
Real Estate        
Income from sales-type leases, - fixed rent, contingent rent 21,793 4,506 63,269 13,489
Income from lease financing receivables - fixed rent, contingent rent $ 2,511 $ 0 $ 7,532 $ 0
v3.23.3
Real Estate Portfolio - Schedule of Future Minimum Lease Payments (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2023
USD ($)
Sales-Type  
2023 (remaining) $ 416,216
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 86,614,613
Financing Receivables  
2023 (remaining) 290,407
2024 1,176,742
2025 1,198,470
2026 1,220,782
2027 1,243,586
2028 1,267,086
Thereafter 87,666,277
Total 94,063,350
2023 (remaining) 706,623
2024 2,859,568
2025 2,911,121
2026 2,959,724
2027 3,009,598
2028 3,061,373
Thereafter 165,169,956
Total $ 180,677,963
Sales-type lease, weighted average lease term 38 years 2 months 12 days
Financing receivable, weighted average remaining lease term 49 years 8 months 12 days
Sales-type lease and financing receivables, weighted average lease term 43 years 2 months 12 days
v3.23.3
Real Estate Portfolio - Schedule of Lease Agreement (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2023
USD ($)
option
Harrah’s Joliet LandCo LLC  
Property Subject to or Available for Operating Lease  
Ownership percentage by noncontrolling owners 20.00%
Minimum  
Property Subject to or Available for Operating Lease  
Initial term 15 years
Lessor, sales-type lease, renewal term 5 years
Maximum  
Property Subject to or Available for Operating Lease  
Initial term 30 years
Lessor, sales-type lease, renewal term 30 years
Variable Rent  
Property Subject to or Available for Operating Lease  
Variable rent adjustment 20.00%
MGM Master Lease Properties | MGM Master Lease Agreement  
Property Subject to or Available for Operating Lease  
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 Agreement | Lease Years 2 Through 10 | Minimum  
Property Subject to or Available for Operating Lease  
Annual escalator 2.00%
MGM Master Lease Properties | MGM Master Lease Agreement | Lease Years 11 Through 25 | Minimum  
Property Subject to or Available for Operating Lease  
Annual escalator 2.00%
MGM Master Lease Properties | MGM Master Lease Agreement | Lease Years 11 Through 25 | Maximum  
Property Subject to or Available for Operating Lease  
Annual rent increase, cap percent 3.00%
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease  
Property Subject to or Available for Operating Lease  
Initial term 18 years
Number of renewal options | option 4
Lessor, sales-type lease, renewal term 5 years
Current annual rent $ 703,678
Variable rent percentage 4.00%
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease | Harrah’s Joliet LandCo LLC  
Property Subject to or Available for Operating Lease  
Current annual rent $ 694,600
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease | Lease Years 2-5  
Property Subject to or Available for Operating Lease  
Annual escalator 1.50%
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease | Lease Years 6 Through 18  
Property Subject to or Available for Operating Lease  
Annual escalator 2.00%
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease | Lease Years 8-10 | Base Rent  
Property Subject to or Available for Operating Lease  
Variable rent adjustment 70.00%
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease | Lease Years 8-10 | Variable Rent  
Property Subject to or Available for Operating Lease  
Variable rent adjustment 30.00%
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease | Lease Years 11-15 | Base Rent  
Property Subject to or Available for Operating Lease  
Variable rent adjustment 80.00%
Caesars Regional Master and Joliet Lease Properties | Regional Master Lease and Joliet Lease | Lease Years 11-15 | Variable Rent  
Property Subject to or Available for Operating Lease  
Variable rent adjustment 20.00%
Caesars Las Vegas Master Lease Properties | Caesars Las Vegas Master Lease  
Property Subject to or Available for Operating Lease  
Initial term 18 years
Number of renewal options | option 4
Lessor, sales-type lease, renewal term 5 years
Current annual rent $ 454,478
Annual escalator 2.00%
Variable rent percentage 4.00%
Caesars Las Vegas Master Lease Properties | Caesars Las Vegas Master Lease | Base Rent  
Property Subject to or Available for Operating Lease  
Variable rent adjustment 80.00%
Caesars Las Vegas Master Lease Properties | Caesars Las Vegas Master Lease | Variable Rent  
Property Subject to or Available for Operating Lease  
Variable rent adjustment 20.00%
MGM Grand/Mandalay Bay Lease Agreement Properties | MGM Grand Mandalay Bay Lease  
Property Subject to or Available for Operating Lease  
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 Agreement Properties | MGM Grand Mandalay Bay Lease | Lease Years 2 Through 15 | Minimum  
Property Subject to or Available for Operating Lease  
Annual escalator 2.00%
MGM Grand/Mandalay Bay Lease Agreement Properties | MGM Grand Mandalay Bay Lease | Lease Years 16 Through 30 | Minimum  
Property Subject to or Available for Operating Lease  
Annual escalator 2.00%
MGM Grand/Mandalay Bay Lease Agreement Properties | MGM Grand Mandalay Bay Lease | Lease Years 16 Through 30 | Maximum  
Property Subject to or Available for Operating Lease  
Annual rent increase, cap percent 3.00%
v3.23.3
Real Estate Portfolio - Schedule of Capital Expenditure Requirements (Details)
$ in Millions
9 Months Ended
Sep. 30, 2023
USD ($)
CEOC  
Real Estate  
Rolling three-year minimum $ 380.3
Minimum amount to be expended across certain affiliates and other assets $ 531.9
Regional Master Lease and Joliet Lease  
Real Estate  
Yearly minimum expenditure 1.00%
Rolling three-year minimum $ 286.0
Caesars Las Vegas Master Lease  
Real Estate  
Yearly minimum expenditure 1.00%
Rolling three-year minimum $ 84.0
Caesars Las Vegas Master Lease | CEOC  
Real Estate  
Rolling three-year minimum $ 84.0
MGM Grand Mandalay Bay Lease  
Real Estate  
Yearly minimum expenditure 3.50%
Yearly minimum expenditure, percentage of monthly reserves 1.50%
Venetian Lease Agreement  
Real Estate  
Yearly minimum expenditure 2.00%
All Other Leases  
Real Estate  
Yearly minimum expenditure 1.00%
CPLV, Joliet And Non-CPLV Lease Agreement  
Real Estate  
Capital expenditures $ 107.5
Percentage of prior year net revenues 1.00%
CPLV, Joliet And Non-CPLV Lease Agreement | CEOC  
Real Estate  
Additional capital expenditure requirement $ 10.3
Non-CPLV Lease Agreement | CEOC  
Real Estate  
Rolling three-year minimum $ 286.0
v3.23.3
Real Estate Portfolio - Summary of Investment in Loans (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2023
Dec. 31, 2022
May 01, 2023
Loans and Leases Receivable Disclosure      
Principal Balance $ 998,264 $ 692,498  
Future funding commitments $ 768,299 $ 1,098,931  
Weighted Average Interest Rate 8.80% 8.20%  
Weighted Average Term 5 years 2 months 12 days 3 years 6 months  
Investments in loans and securities, net      
Loans and Leases Receivable Disclosure      
Carrying Value $ 973,217 $ 685,793  
Senior Notes      
Loans and Leases Receivable Disclosure      
Principal Balance 85,000    
Future funding commitments $ 0    
Weighted Average Interest Rate 11.00%    
Weighted Average Term 7 years 6 months    
Senior Notes | Investments in loans and securities, net      
Loans and Leases Receivable Disclosure      
Carrying Value $ 76,348    
Senior Loan      
Loans and Leases Receivable Disclosure      
Principal Balance 333,793 495,901  
Future funding commitments $ 582,262 $ 584,049  
Weighted Average Interest Rate 7.10% 7.80%  
Weighted Average Term 5 years 2 months 12 days 3 years 2 months 12 days  
Senior Loan | Investments in loans and securities, net      
Loans and Leases Receivable Disclosure      
Carrying Value $ 329,431 $ 492,895  
Senior Loan | Forum Convention Center Mortgage Loan      
Loans and Leases Receivable Disclosure      
Principal Balance     $ 400,000
Mezzanine Loan      
Loans and Leases Receivable Disclosure      
Principal Balance 579,471 196,597  
Future funding commitments $ 186,037 $ 514,882  
Weighted Average Interest Rate 9.50% 9.10%  
Weighted Average Term 4 years 10 months 24 days 4 years 3 months 18 days  
Mezzanine Loan | Investments in loans and securities, net      
Loans and Leases Receivable Disclosure      
Carrying Value $ 567,438 $ 192,898  
v3.23.3
Allowance for Credit Losses - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Credit Loss [Abstract]          
Increase in allowance for credit losses $ 95,997 $ 232,763 $ 166,119 $ 865,459  
Initial allowance from current period investments     $ 271,642 $ 523,235  
Allowance as a percentage of amortized cost, total     3.46% 60.50% 3.61%
v3.23.3
Allowance for Credit Losses - Net Investment in Lease, Allowance for Credit Loss (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Amortized Cost      
Investments in leases – sales-type $ 23,645,385   $ 17,742,712
Other assets – sales-type sub-leases 806,178   784,259
Amortized cost, total 43,492,268 $ 36,171,331 36,687,106
Allowance      
Investments in leases – sales-type (755,401)   (570,387)
Allowance, total (1,504,507)   (1,323,709)
Net Investment      
Investments in leases – sales-type [1] 22,889,984   17,172,325
Other assets – sales-type sub-leases 786,895   764,509
Net investment total $ 41,987,761   $ 35,363,397
Allowance as a % of Amortized Cost      
Investments in leases – sales-type 3.19%   3.21%
Other assets – sales-type sub-leases 2.39%   2.52%
Allowance as a percentage of amortized cost, total 3.46% 60.50% 3.61%
CECL allowance for unfunded commitments $ 30,089   $ 45,110
Finance and Sales-Type Sub-Lease      
Allowance      
Other assets – sales-type sub-leases (19,283)   (19,750)
Investments in leases - financing receivables, net      
Amortized Cost      
Investments in leases, loans and securities 18,044,641   17,467,477
Allowance      
Investments in leases, loans and securities (706,976)   (726,707)
Net Investment      
Investments in leases, loans and securities [1] $ 17,337,665   $ 16,740,770
Allowance as a % of Amortized Cost      
Investments in leases, loans and securities 3.92%   4.16%
Investments in loans and securities, net      
Amortized Cost      
Investments in leases, loans and securities $ 996,064   $ 692,658
Allowance      
Investments in leases, loans and securities (22,847)   (6,865)
Net Investment      
Investments in leases, loans and securities [1] $ 973,217   $ 685,793
Allowance as a % of Amortized Cost      
Investments in leases, loans and securities 2.29%   0.99%
[1] Note: As of September 30, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities, and Other assets (sales-type sub-leases) are net of allowance for credit losses of $755.4 million, $707.0 million, $22.8 million and $19.3 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.
v3.23.3
Allowance for Credit Losses - Allowance for Credit Losses Rollforward (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Net Investment in Lease, Allowance for Credit Loss    
Beginning balance $ 1,368,819 $ 534,326
Initial allowance from current period investments 271,642 523,235
Current period change in credit allowance (105,865) 342,224
Charge-offs 0 0
Recoveries 0 0
Ending balance $ 1,534,596 $ 1,399,785
v3.23.3
Allowance for Credit Losses - Financing Receivable Credit Quality (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Sep. 30, 2022
Financing Receivable, Credit Quality Indicator      
Investments in leases - sales-type and financing receivable, Investments in loans and securities and Other assets $ 43,492,268 $ 36,687,106 $ 36,171,331
Ba2      
Financing Receivable, Credit Quality Indicator      
Investments in leases - sales-type and financing receivable, Investments in loans and securities and Other assets 4,299,350   4,230,599
Ba3      
Financing Receivable, Credit Quality Indicator      
Investments in leases - sales-type and financing receivable, Investments in loans and securities and Other assets 32,877,396   15,624,832
B1      
Financing Receivable, Credit Quality Indicator      
Investments in leases - sales-type and financing receivable, Investments in loans and securities and Other assets 3,227,870   14,975,981
B2      
Financing Receivable, Credit Quality Indicator      
Investments in leases - sales-type and financing receivable, Investments in loans and securities and Other assets 880,347   874,054
B3      
Financing Receivable, Credit Quality Indicator      
Investments in leases - sales-type and financing receivable, Investments in loans and securities and Other assets 1,293,816   280,075
N/A      
Financing Receivable, Credit Quality Indicator      
Investments in leases - sales-type and financing receivable, Investments in loans and securities and Other assets $ 913,489   $ 185,790
v3.23.3
Other Assets and Other Liabilities - Schedule of Other Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Other Liabilities [Abstract]    
Other assets (sales-type sub-leases, net) $ 786,895 $ 764,509
Property and equipment used in operations, net 66,391 67,209
Right of use assets and sub-lease right of use assets 40,052 45,008
Forward-starting interest rate swaps 20,289 0
Debt financing costs 12,147 18,646
Deferred acquisition costs 11,491 12,834
Tenant receivables 10,710 5,498
Interest receivable 8,783 6,911
Other receivables 8,074 6,474
Prepaid expenses 3,685 7,348
Other 1,155 1,891
Total other assets [1] 969,672 936,328
Other assets (sales-type sub-leases), allowance for credit losses $ 19,300 $ 19,800
[1] Note: As of September 30, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities, and Other assets (sales-type sub-leases) are net of allowance for credit losses of $755.4 million, $707.0 million, $22.8 million and $19.3 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.
v3.23.3
Other Assets and Other Liabilities - Schedule of Property and Equipment Used in Operations (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Property, Plant and Equipment          
Total property and equipment used in operations $ 86,914   $ 86,914   $ 85,020
Less: accumulated depreciation (20,523)   (20,523)   (17,811)
Total property and equipment used in operations, net 66,391   66,391   67,209
Depreciation expense 1,011 $ 816 2,712 $ 2,371  
Land and land improvements          
Property, Plant and Equipment          
Total property and equipment used in operations 60,380   60,380   60,332
Buildings and improvements          
Property, Plant and Equipment          
Total property and equipment used in operations 15,698   15,698   15,125
Furniture and equipment          
Property, Plant and Equipment          
Total property and equipment used in operations $ 10,836   $ 10,836   $ 9,563
v3.23.3
Other Assets and Other Liabilities - Schedule of Other Liabilities (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Other Liabilities [Abstract]    
Finance sub-lease liabilities   $ 784,259
Deferred financing liabilities $ 73,600 73,600
Lease liabilities and sub-lease liabilities 40,052 45,039
CECL allowance for unfunded commitments 30,089 45,110
Deferred income taxes 4,279 4,339
Other 250 125
Total other liabilities $ 954,448 $ 952,472
v3.23.3
Debt - Schedule Of Outstanding Indebtedness (Details)
$ in Thousands, $ in Millions
3 Months Ended 9 Months Ended 12 Months Ended
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. 08, 2022
Sep. 30, 2023
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Dec. 31, 2022
USD ($)
Apr. 29, 2022
USD ($)
Feb. 05, 2020
Nov. 26, 2019
Debt Instrument                                
Weighted average interest rate                   4.349% 4.349%   4.496%      
Principal Amount                   $ 17,108,348 $ 17,108,348   $ 13,950,000      
Carrying Value                   $ 16,692,728 16,692,728   13,739,675      
Draw on credit facility $ 55,000 $ 75.0 $ 55,000 $ 75.0 $ 103,400 $ 140.0 $ 103,400 $ 140.0     $ 408,204 $ 600,000        
Secured Overnight Financing Rate (SOFR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                 1.00%              
Secured Overnight Financing Rate (SOFR) | USD                                
Debt Instrument                                
Basis spread on variable rate (percent)                     1.05%          
Canadian Dollar Offered Rate (CDOR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                 1.00%              
Canadian Dollar Offered Rate (CDOR) | CAD                                
Debt Instrument                                
Basis spread on variable rate (percent)                     1.05%          
Unsecured Debt                                
Debt Instrument                                
Weighted average interest rate                   4.49% 4.49%          
Unsecured Debt | Delayed Draw Term Loan                                
Debt Instrument                                
Principal Amount                         0      
Carrying Value                         $ 0      
Unsecured Debt | Delayed Draw Term Loan | Secured Overnight Financing Rate (SOFR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                         1.20%      
Unsecured Debt | MGM Grand/Mandalay Bay CMBS Debt                                
Debt Instrument                                
Interest rate, stated percentage                   3.558% 3.558%          
Principal Amount                   $ 3,000,000 $ 3,000,000          
Carrying Value                   $ 2,767,065 $ 2,767,065          
Unsecured Debt | November 2019 Notes Senior Unsecured Notes due 2026                                
Debt Instrument                                
Interest rate, stated percentage                   4.25% 4.25%   4.25%     4.25%
Principal Amount                   $ 1,250,000 $ 1,250,000   $ 1,250,000      
Carrying Value                   $ 1,240,965 $ 1,240,965   $ 1,238,825      
Unsecured Debt | November 2019 Notes Senior Unsecured Notes due 2029                                
Debt Instrument                                
Interest rate, stated percentage                   4.625% 4.625%   4.625%     4.625%
Principal Amount                   $ 1,000,000 $ 1,000,000   $ 1,000,000      
Carrying Value                   $ 990,131 $ 990,131   $ 988,931      
Unsecured Debt | February 2020 Notes Senior Unsecured Notes due 2025                                
Debt Instrument                                
Interest rate, stated percentage                   3.50% 3.50%   3.50%   3.50%  
Principal Amount                   $ 750,000 $ 750,000   $ 750,000      
Carrying Value                   $ 746,778 $ 746,778   $ 745,020      
Unsecured Debt | February 2020 Notes Senior Unsecured Notes due 2027                                
Debt Instrument                                
Interest rate, stated percentage                   3.75% 3.75%   3.75%   3.75%  
Principal Amount                   $ 750,000 $ 750,000   $ 750,000      
Carrying Value                   $ 744,343 $ 744,343   $ 743,086      
Unsecured Debt | February 2020 Notes Senior Unsecured Notes due 2030                                
Debt Instrument                                
Interest rate, stated percentage                   4.125% 4.125%   4.125%   4.125%  
Principal Amount                   $ 1,000,000 $ 1,000,000   $ 1,000,000      
Carrying Value                   $ 989,745 $ 989,745   $ 988,626      
Unsecured Debt | April 2022 Notes Due 2025                                
Debt Instrument                                
Interest rate, stated percentage                   4.375% 4.375%   4.375% 4.375%    
Principal Amount                   $ 500,000 $ 500,000   $ 500,000 $ 500,000    
Carrying Value                   $ 497,476 $ 497,476   $ 496,314      
Unsecured Debt | April 2022 Notes Due 2028                                
Debt Instrument                                
Interest rate, stated percentage                   4.75% 4.75%     4.75%    
Hedge adjusted interest rate                     4.516%   4.516%      
Principal Amount                   $ 1,250,000 $ 1,250,000   $ 1,250,000 $ 1,250,000    
Carrying Value                   $ 1,238,965 $ 1,238,965   $ 1,237,082      
Unsecured Debt | April 2022 Notes Due 2030                                
Debt Instrument                                
Interest rate, stated percentage                   4.95% 4.95%     4.95%    
Hedge adjusted interest rate                     4.541%   4.541%      
Principal Amount                   $ 1,000,000 $ 1,000,000   $ 1,000,000 $ 1,000,000    
Carrying Value                   $ 988,915 $ 988,915   $ 987,618      
Unsecured Debt | April 2022 Notes Due 2032                                
Debt Instrument                                
Interest rate, stated percentage                   5.125% 5.125%     5.125%    
Hedge adjusted interest rate                     3.98%   3.98%      
Principal Amount                   $ 1,500,000 $ 1,500,000   $ 1,500,000 $ 1,500,000    
Carrying Value                   $ 1,482,327 $ 1,482,327   $ 1,480,799      
Unsecured Debt | April 2022 Notes Due 2052                                
Debt Instrument                                
Interest rate, stated percentage                   5.625% 5.625%   5.625% 5.625%    
Principal Amount                   $ 750,000 $ 750,000   $ 750,000 $ 750,000    
Carrying Value                   $ 735,730 $ 735,730   $ 735,360      
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2024                                
Debt Instrument                                
Interest rate, stated percentage                   5.625% 5.625%   5.625% 5.625%    
Principal Amount                   $ 1,024,169 $ 1,024,169   $ 1,024,169 $ 1,024,200    
Carrying Value                   $ 1,026,378 $ 1,026,378   $ 1,029,226      
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2025                                
Debt Instrument                                
Interest rate, stated percentage                   4.625% 4.625%   4.625% 4.625%    
Principal Amount                   $ 799,368 $ 799,368   $ 799,368 $ 799,400    
Carrying Value                   $ 788,424 $ 788,424   $ 783,659      
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2026                                
Debt Instrument                                
Interest rate, stated percentage                   4.50% 4.50%   4.50% 4.50%    
Principal Amount                   $ 480,524 $ 480,524   $ 480,524 $ 480,500    
Carrying Value                   $ 466,546 $ 466,546   $ 463,018      
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2027                                
Debt Instrument                                
Interest rate, stated percentage                   5.75% 5.75%   5.75% 5.75%    
Principal Amount                   $ 729,466 $ 729,466   $ 729,466 $ 729,500    
Carrying Value                   $ 736,832 $ 736,832   $ 738,499      
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2028                                
Debt Instrument                                
Interest rate, stated percentage                   4.50% 4.50%   4.50% 4.50%    
Principal Amount                   $ 349,325 $ 349,325   $ 349,325 $ 349,300    
Carrying Value                   $ 338,417 $ 338,417   $ 336,545      
Unsecured Debt | Exchange Notes Senior Unsecured Notes due 2029                                
Debt Instrument                                
Interest rate, stated percentage                   3.875% 3.875%   3.875% 3.875%    
Principal Amount                   $ 727,114 $ 727,114   $ 727,114 $ 727,100    
Carrying Value                   $ 668,311 $ 668,311   $ 660,489      
Unsecured Debt | MGP OP Notes due 2024                                
Debt Instrument                                
Interest rate, stated percentage                   5.625% 5.625%   5.625%      
Principal Amount                   $ 25,831 $ 25,831   $ 25,831 25,800    
Carrying Value                   $ 25,862 $ 25,862   $ 25,901      
Unsecured Debt | MGP OP Notes due 2025                                
Debt Instrument                                
Interest rate, stated percentage                   4.625% 4.625%   4.625%      
Principal Amount                   $ 632 $ 632   $ 632 600    
Carrying Value                   $ 620 $ 620   $ 615      
Unsecured Debt | MGP OP Notes due 2026                                
Debt Instrument                                
Interest rate, stated percentage                   4.50% 4.50%   4.50%      
Principal Amount                   $ 19,476 $ 19,476   $ 19,476 19,500    
Carrying Value                   $ 18,729 $ 18,729   $ 18,542      
Unsecured Debt | MGP OP Notes due 2027                                
Debt Instrument                                
Interest rate, stated percentage                   5.75% 5.75%   5.75%      
Principal Amount                   $ 20,534 $ 20,534   $ 20,534 20,500    
Carrying Value                   $ 20,523 $ 20,523   $ 20,520      
Unsecured Debt | MGP OP Notes due 2028                                
Debt Instrument                                
Interest rate, stated percentage                   4.50% 4.50%   4.50%      
Principal Amount                   $ 675 $ 675   $ 675 700    
Carrying Value                   $ 644 $ 644   $ 639      
Unsecured Debt | MGP OP Notes due 2029                                
Debt Instrument                                
Interest rate, stated percentage                   3.875% 3.875%   3.875%      
Principal Amount                   $ 22,886 $ 22,886   $ 22,886 $ 22,900    
Carrying Value                   $ 20,654 $ 20,654   20,361      
Senior Notes | Secured Overnight Financing Rate (SOFR)                                
Debt Instrument                                
Basis spread on variable rate adjustment (percent)                     0.10%          
Senior Notes | Delayed Draw Term Loan                                
Debt Instrument                                
Commitment fee percentage                   0.25% 0.25%          
Senior Notes | Delayed Draw Term Loan | Minimum                                
Debt Instrument                                
Commitment fee percentage                     0.15%          
Senior Notes | Delayed Draw Term Loan | Maximum                                
Debt Instrument                                
Commitment fee percentage                     0.375%          
Revolving Credit Facility | Minimum                                
Debt Instrument                                
Basis spread on variable rate (percent)                     0.775%          
Revolving Credit Facility | Minimum | Secured Overnight Financing Rate (SOFR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                 0.775%              
Revolving Credit Facility | Minimum | Canadian Dollar Offered Rate (CDOR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                 0.00%              
Revolving Credit Facility | Maximum                                
Debt Instrument                                
Basis spread on variable rate (percent)                     1.325%          
Revolving Credit Facility | Maximum | Secured Overnight Financing Rate (SOFR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                 1.325%              
Revolving Credit Facility | Maximum | Canadian Dollar Offered Rate (CDOR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                 0.325%              
Revolving Credit Facility | Unsecured Debt | USD                                
Debt Instrument                                
Principal Amount                   $ 0 $ 0          
Carrying Value                   0 0          
Revolving Credit Facility | Unsecured Debt | CAD                                
Debt Instrument                                
Principal Amount                   158,348 158,348          
Carrying Value                   158,348 158,348          
Revolving Credit Facility | Senior Notes                                
Debt Instrument                                
Principal Amount                   $ 600,000 $ 600,000          
Commitment fee percentage                   0.25% 0.25%          
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%          
Secured Revolving Credit Facility | Senior Notes                                
Debt Instrument                                
Principal Amount                         0      
Carrying Value                         $ 0      
Draw on credit facility       $ 75.0       $ 140.0                
Secured Revolving Credit Facility | Senior Notes | Secured Overnight Financing Rate (SOFR)                                
Debt Instrument                                
Basis spread on variable rate (percent)                         1.05%      
v3.23.3
Debt - Schedule of Future Minimum Repayment (Details)
$ in Thousands
Sep. 30, 2023
USD ($)
Long-term Debt, Fiscal Year Maturity  
2023 (remaining) $ 0
2024 1,050,000
2025 2,050,000
2026 1,908,348
2027 1,500,000
2028 1,600,000
Thereafter 9,000,000
Total minimum principal payments $ 17,108,348
v3.23.3
Debt - Senior Unsecured Notes (Details) - USD ($)
$ in Thousands
9 Months Ended
Apr. 29, 2022
Sep. 30, 2023
Dec. 31, 2022
Feb. 05, 2020
Nov. 26, 2019
Debt Instrument          
Debt instrument, face amount   $ 17,108,348 $ 13,950,000    
MGP          
Debt Instrument          
Liabilities incurred $ 5,700,000        
MGP          
Debt Instrument          
Cash consideration 4,404,000        
MGP OP Notes | MGP          
Debt Instrument          
Liabilities incurred $ 4,200,000        
Unsecured Debt          
Debt Instrument          
Redemption price, percentage (equal to)   100.00%      
Senior Notes | Revolving Credit Facility          
Debt Instrument          
Debt instrument, face amount   $ 600,000      
MGP OP Notes | Unsecured Debt          
Debt Instrument          
Redemption price, percentage (equal to) 100.00%        
Exchange Notes Senior Unsecured Notes due 2024 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 1,024,200 $ 1,024,169 $ 1,024,169    
Interest rate, stated percentage 5.625% 5.625% 5.625%    
Exchange Notes Senior Unsecured Notes due 2025 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 799,400 $ 799,368 $ 799,368    
Interest rate, stated percentage 4.625% 4.625% 4.625%    
Exchange Notes Senior Unsecured Notes due 2026 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 480,500 $ 480,524 $ 480,524    
Interest rate, stated percentage 4.50% 4.50% 4.50%    
Exchange Notes Senior Unsecured Notes due 2027 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 729,500 $ 729,466 $ 729,466    
Interest rate, stated percentage 5.75% 5.75% 5.75%    
Exchange Notes Senior Unsecured Notes due 2028 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 349,300 $ 349,325 $ 349,325    
Interest rate, stated percentage 4.50% 4.50% 4.50%    
Exchange Notes Senior Unsecured Notes due 2029 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 727,100 $ 727,114 $ 727,114    
Interest rate, stated percentage 3.875% 3.875% 3.875%    
Exchange Notes | Unsecured Debt          
Debt Instrument          
Redemption price, percentage (equal to) 100.00%        
MGP OP Notes due 2024 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 25,800 $ 25,831 $ 25,831    
Interest rate, stated percentage   5.625% 5.625%    
MGP OP Notes due 2025 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount 600 $ 632 $ 632    
Interest rate, stated percentage   4.625% 4.625%    
MGP OP Notes due 2026 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount 19,500 $ 19,476 $ 19,476    
Interest rate, stated percentage   4.50% 4.50%    
MGP OP Notes due 2027 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount 20,500 $ 20,534 $ 20,534    
Interest rate, stated percentage   5.75% 5.75%    
MGP OP Notes due 2028 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount 700 $ 675 $ 675    
Interest rate, stated percentage   4.50% 4.50%    
MGP OP Notes due 2029 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount 22,900 $ 22,886 $ 22,886    
Interest rate, stated percentage   3.875% 3.875%    
4.375% Senior Unsecured Notes Due 2025 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 500,000 $ 500,000 $ 500,000    
Interest rate, stated percentage 4.375% 4.375% 4.375%    
4.750% Senior Unsecured Notes Due 2028 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 1,250,000 $ 1,250,000 $ 1,250,000    
Interest rate, stated percentage 4.75% 4.75%      
4.950% Senior Unsecured Notes Due 2030 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 1,000,000 $ 1,000,000 1,000,000    
Interest rate, stated percentage 4.95% 4.95%      
5.125% Senior Unsecured Notes Due 2032 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 1,500,000 $ 1,500,000 1,500,000    
Interest rate, stated percentage 5.125% 5.125%      
5.625% Senior Unsecured Notes Due 2052 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount $ 750,000 $ 750,000 $ 750,000    
Interest rate, stated percentage 5.625% 5.625% 5.625%    
February 2020 Notes Senior Unsecured Notes due 2025 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount   $ 750,000 $ 750,000    
Interest rate, stated percentage   3.50% 3.50% 3.50%  
Redemption price, percentage (equal to)   100.00%      
February 2020 Notes Senior Unsecured Notes due 2025 | Unsecured Debt | Debt Instrument, Redemption, Period One          
Debt Instrument          
Debt instrument, face amount       $ 750,000  
February 2020 Notes Senior Unsecured Notes due 2027 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount   $ 750,000 $ 750,000    
Interest rate, stated percentage   3.75% 3.75% 3.75%  
February 2020 Notes Senior Unsecured Notes due 2027 | Unsecured Debt | Debt Instrument, Redemption, Period Two          
Debt Instrument          
Debt instrument, face amount       $ 750,000  
February 2020 Notes Senior Unsecured Notes due 2030 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount   $ 1,000,000 $ 1,000,000    
Interest rate, stated percentage   4.125% 4.125% 4.125%  
February 2020 Notes Senior Unsecured Notes due 2030 | Unsecured Debt | Debt Instrument, Redemption, Period Three          
Debt Instrument          
Debt instrument, face amount       $ 1,000,000  
February 2020 Notes Senior Unsecured Notes | Unsecured Debt | Debt Instrument, Redemption, Period One          
Debt Instrument          
Percentage of aggregate principal redeemable (percent)   40.00%      
November 2019 Notes Senior Unsecured Notes due 2026 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount   $ 1,250,000 $ 1,250,000    
Interest rate, stated percentage   4.25% 4.25%   4.25%
Redemption price, percentage (equal to)   100.00%      
November 2019 Notes Senior Unsecured Notes due 2026 | Unsecured Debt | Debt Instrument, Redemption, Period One          
Debt Instrument          
Debt instrument, face amount         $ 1,250,000
November 2019 Notes Senior Unsecured Notes due 2029 | Unsecured Debt          
Debt Instrument          
Debt instrument, face amount   $ 1,000,000 $ 1,000,000    
Interest rate, stated percentage   4.625% 4.625%   4.625%
November 2019 Notes Senior Unsecured Notes due 2029 | Unsecured Debt | Debt Instrument, Redemption, Period Two          
Debt Instrument          
Debt instrument, face amount         $ 1,000,000
November 2019 Notes Senior Unsecured Notes | Unsecured Debt          
Debt Instrument          
Percentage of aggregate principal redeemable (percent)   40.00%      
Senior Unsecured April 2022 Notes          
Debt Instrument          
Ratio of unencumbered assets to unsecured indebtedness   1.50      
v3.23.3
Debt - Unsecured Credit Facilities (Details)
$ in Thousands, $ in Millions
9 Months Ended
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. 08, 2022
USD ($)
option
Sep. 30, 2023
USD ($)
Sep. 30, 2022
USD ($)
Jul. 15, 2022
USD ($)
Line of Credit Facility [Line Items]                        
Draw on credit facility $ 55,000 $ 75.0 $ 55,000 $ 75.0 $ 103,400 $ 140.0 $ 103,400 $ 140.0   $ 408,204 $ 600,000  
Secured Overnight Financing Rate (SOFR)                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 1.00%      
Canadian Dollar Offered Rate (CDOR)                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 1.00%      
Federal Reserve Bank Of New York Rate                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 0.50%      
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      
Revolving Credit Facility | Minimum                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                   0.775%    
Facility fee percentage                 0.15%      
Revolving Credit Facility | Minimum | Secured Overnight Financing Rate (SOFR)                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 0.775%      
Revolving Credit Facility | Minimum | Base Rate                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 0.00%      
Revolving Credit Facility | Minimum | Canadian Dollar Offered Rate (CDOR)                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 0.00%      
Revolving Credit Facility | Maximum                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                   1.325%    
Facility fee percentage                 0.375%      
Revolving Credit Facility | Maximum | Secured Overnight Financing Rate (SOFR)                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 1.325%      
Revolving Credit Facility | Maximum | Base Rate                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 0.325%      
Revolving Credit Facility | Maximum | Canadian Dollar Offered Rate (CDOR)                        
Line of Credit Facility [Line Items]                        
Basis spread on variable rate (percent)                 0.325%      
Delayed Draw Term Loan                        
Line of Credit Facility [Line Items]                        
Maximum borrowing capacity                 $ 1,000,000      
v3.23.3
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 $ 1,497.0
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2032  
Debt Instrument  
Liabilities incurred 3,000.0
MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay JV | MGM Grand Mandalay Bay Note due 2030  
Debt Instrument  
Liabilities incurred $ 3,000.0
v3.23.3
Debt - Bridge Facilities (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Aug. 04, 2021
Mar. 02, 2021
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Debt Instrument            
Interest expense     $ 204,927 $ 169,354 $ 612,881 $ 370,624
Venetian Acquisition Bridge Facility            
Debt Instrument            
Maximum borrowing capacity   $ 4,000,000        
MGP Transactions Bridge Facility            
Debt Instrument            
Maximum borrowing capacity $ 9,300,000          
MGP Transactions Bridge Facility | First Lien Secured Bridge Facility            
Debt Instrument            
Debt instrument, term 364 days          
Venetian Acquisition Bridge Facility and MGP Transactions Bridge Facility            
Debt Instrument            
Interest expense     $ 0 $ 0 $ 0 $ 16,300
Venetian Acquisition Bridge Facility and MGP Transactions Bridge Facility | First Lien Secured Bridge Facility            
Debt Instrument            
Debt instrument, term   364 days        
v3.23.3
Derivatives - Narrative (Details)
$ in Thousands, $ in Millions
1 Months Ended 3 Months Ended 9 Months Ended
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 ($)
Jan. 03, 2023
CAD ($)
Apr. 30, 2022
USD ($)
instrument
Sep. 30, 2023
USD ($)
instrument
Jun. 30, 2023
USD ($)
Mar. 31, 2023
USD ($)
instrument
Sep. 30, 2022
USD ($)
Sep. 30, 2023
USD ($)
instrument
Sep. 30, 2022
USD ($)
Oct. 25, 2023
USD ($)
instrument
Derivative                                
Draw on credit facility $ 55,000 $ 75.0 $ 55,000 $ 75.0 $ 103,400 $ 140.0 $ 103,400 $ 140.0           $ 408,204 $ 600,000  
Unrealized losses                   $ 1,348 $ (1,732) $ 1,664 $ 0 1,280 $ 0  
Secured Revolving Credit Facility | Senior Notes                                
Derivative                                
Draw on credit facility       $ 75.0       $ 140.0                
Net Investment Hedging                                
Derivative                                
Unrealized losses                   $ 2,900       $ 1,700    
Forward-Starting Interest Rate Swap                                
Derivative                                
Number of Instruments | instrument                 5 3   5   3    
Notional amount                 $ 2,500,000 $ 150,000   $ 400,000   $ 150,000    
Derivative debt                 3,000,000     $ 400,000        
Net proceeds from derivative instruments                 $ 202,300              
Forward-Starting Interest Rate Swap | Subsequent Event                                
Derivative                                
Number of Instruments | instrument                               1
Notional amount                               $ 50,000
Treasury Lock                                
Derivative                                
Number of Instruments | instrument                 2              
Notional amount                 $ 500,000              
Net proceeds from derivative instruments                 $ 4,500              
v3.23.3
Derivatives - Schedule of Derivatives (Details)
Sep. 30, 2023
USD ($)
instrument
3.4565% Forward-Starting Interest Rate Swap Maturing March 6, 2034  
Derivative  
Number of Instruments | instrument 1
Fixed Rate 3.4565%
Notional | $ $ 200,000,000
3.0615% Forward-Starting Interest Rate Swap Maturing March 6, 2034  
Derivative  
Number of Instruments | instrument 1
Fixed Rate 3.0615%
Notional | $ $ 50,000,000
3.4520% Forward-Starting Interest Rate Swap Maturing March 6, 2034  
Derivative  
Number of Instruments | instrument 1
Fixed Rate 3.452%
Notional | $ $ 50,000,000
3.9775% Forward-Starting Interest Rate Swap Maturing March 6, 2034  
Derivative  
Number of Instruments | instrument 1
Fixed Rate 3.9775%
Notional | $ $ 50,000,000
4.1660% Forward-Starting Interest Rate Swap Maturing March 6, 2034  
Derivative  
Number of Instruments | instrument 1
Fixed Rate 4.166%
Notional | $ $ 50,000,000
v3.23.3
Derivatives - Schedule of Derivatives on Income Statement (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Sep. 30, 2023
Sep. 30, 2022
Derivative                
Unrealized gain recorded in other comprehensive income $ 20,109 $ 7,573 $ (7,393)   $ 91,939 $ 108,611    
Reclassification of derivative gain to Interest expense (6,037) $ (6,037) $ (6,037) $ (6,037) $ (4,159)   $ (18,111) $ (10,196)
Forward-Starting Interest Rate Swap                
Derivative                
Unrealized gain recorded in other comprehensive income 20,109     0     20,289 200,550
Reclassification of derivative gain to Interest expense $ (6,037)     $ (6,037)     $ (18,111) $ (10,196)
v3.23.3
Fair Value - Recurring Basis (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Financial assets:    
Derivative instruments - forward-starting interest rate swaps $ 20,289 $ 0
Carrying Amount | Recurring | Short-Term Investments    
Financial assets:    
Short-term investments   217,342
Carrying Amount | Recurring | Interest Rate Swaps    
Financial assets:    
Derivative instruments - forward-starting interest rate swaps 20,289  
Level 1 | Fair Value | Recurring | Short-Term Investments    
Financial assets:    
Short-term investments   0
Level 1 | Fair Value | Recurring | Interest Rate Swaps    
Financial assets:    
Derivative instruments - forward-starting interest rate swaps 0  
Level 2 | Fair Value | Recurring | Short-Term Investments    
Financial assets:    
Short-term investments   217,342
Level 2 | Fair Value | Recurring | Interest Rate Swaps    
Financial assets:    
Derivative instruments - forward-starting interest rate swaps 20,289  
Level 3 | Fair Value | Recurring | Short-Term Investments    
Financial assets:    
Short-term investments   $ 0
Level 3 | Fair Value | Recurring | Interest Rate Swaps    
Financial assets:    
Derivative instruments - forward-starting interest rate swaps $ 0  
v3.23.3
Fair Value - Schedule Of Estimated Fair Values (Details)
$ in Thousands
Sep. 30, 2023
USD ($)
loan
Dec. 31, 2022
USD ($)
loan
Financial liabilities:    
Number of loans and securities | loan 12 12
Carrying Amount    
Financial assets:    
Cash and cash equivalents $ 510,884 $ 208,933
Carrying Amount | Lease Financing Receivable    
Financial assets:    
Investments in leases, loans and securities 17,337,665 16,740,770
Carrying Amount | Loans Receivables and Securities    
Financial assets:    
Investments in leases, loans and securities 973,217 685,793
Carrying Amount | Revolving Credit Facility    
Financial liabilities:    
Debt 158,348 0
Carrying Amount | MGM Grand/Mandalay Bay CMBS Debt    
Financial liabilities:    
Debt 2,767,065 0
Carrying Amount | Senior Unsecured Notes    
Financial liabilities:    
Debt 13,767,315 13,739,675
Fair Value    
Financial assets:    
Cash and cash equivalents 510,884 208,933
Fair Value | Lease Financing Receivable    
Financial assets:    
Investments in leases, loans and securities 17,955,365 17,871,771
Fair Value | Loans Receivables and Securities    
Financial assets:    
Investments in leases, loans and securities 915,899 675,456
Fair Value | Revolving Credit Facility    
Financial liabilities:    
Debt 158,348 0
Fair Value | MGM Grand/Mandalay Bay CMBS Debt    
Financial liabilities:    
Debt 2,495,347 0
Fair Value | Senior Unsecured Notes    
Financial liabilities:    
Debt $ 12,825,517 $ 13,020,636
v3.23.3
Commitments and Contingent Liabilities - Narrative (Details)
9 Months Ended
Sep. 30, 2023
option
Cascata Golf Course  
Loss Contingencies  
Number of extension options 3
Renewal term 10 years
Corporate Headquarters  
Loss Contingencies  
Number of extension options 1
Renewal term 5 years
v3.23.3
Commitment and Contingencies - Schedule of Assets and Liabilities (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Lessee, Lease, Description [Line Items]    
Others assets (operating lease and sub-leases) $ 40,052 $ 45,008
Other liabilities (operating lease and sub-lease liabilities) 40,052 45,039
Other assets (sales-type sub-leases, net) 786,895 764,509
Other liabilities (finance sub-lease liabilities)   $ 784,259
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]   Other assets
Operating Lease, Liability, Statement of Financial Position [Extensible List]   Other liabilities
Other assets (sales-type sub-leases), allowance for credit losses 19,300 $ 19,800
Operating Sub-Lease    
Lessee, Lease, Description [Line Items]    
Others assets (operating lease and sub-leases) 40,052 28,953
Other liabilities (operating lease and sub-lease liabilities) $ 40,052 $ 28,953
v3.23.3
Commitments and Contingent Liabilities - Schedule of Rent Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Leases, Operating [Abstract]        
Rent expense $ 508 $ 503 $ 1,515 $ 1,504
Contractual rent 483 475 1,438 1,424
Operating Sub-Lease        
Leases, Operating [Abstract]        
Rent expense 1,712 1,712 5,137 3,995
Rental income 1,712 1,712 5,137 3,995
Contractual rent 1,650 1,602 4,918 3,720
Finance and Sales-Type Sub-Lease        
Leases, Finance [Abstract]        
Rental income 14,490 14,466 43,349 33,392
Rental expense 14,490 14,466 43,349 33,392
Contractual rent $ 15,925 $ 18,925 $ 44,488 $ 37,910
v3.23.3
Commitments and Contingent Liabilities - Schedule Of Future Minimum Lease Payments (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Operating Leases    
2023 (remaining) $ 466  
2024 1,347  
2025 2,025  
2026 2,772  
2027 2,792  
2028 2,814  
Thereafter 23,515  
Total minimum lease commitments 35,731  
Discounting factor 20,286  
Lease liability $ 15,445  
Weighted average remaining lease term 13 years 2 months 12 days  
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]    
Lease liability   $ 784,259
Minimum    
Operating Leases    
Discount rates 5.30%  
Maximum    
Operating Leases    
Discount rates 5.50%  
Operating Sub-Lease    
Operating Leases    
2023 (remaining) $ 1,667  
2024 6,553  
2025 5,129  
2026 3,934  
2027 4,010  
2028 3,034  
Thereafter 2,094  
Total minimum lease commitments 26,421  
Discounting factor 1,815  
Lease liability $ 24,606  
Weighted average remaining lease term 4 years 10 months 24 days  
Operating Sub-Lease | Minimum    
Operating Leases    
Discount rates 2.60%  
Operating Sub-Lease | Maximum    
Operating Leases    
Discount rates 2.90%  
Finance and Sales-Type Sub-Lease    
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]    
2023 (remaining) $ 14,700  
2024 61,132  
2025 61,308  
2026 61,308  
2027 61,308  
2028 61,394  
Thereafter 2,595,488  
Total minimum lease commitments 2,916,638  
Discounting factor 2,110,460  
Lease liability $ 806,178  
Weighted average remaining lease term 53 years 6 months  
Finance and Sales-Type Sub-Lease | Minimum    
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]    
Discount rates 6.00%  
Finance and Sales-Type Sub-Lease | Maximum    
Finance Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]    
Discount rates 8.00%  
v3.23.3
Stockholder's Equity - Narrative (Details) - USD ($)
3 Months Ended 9 Months Ended
Feb. 28, 2023
Jan. 18, 2023
Jan. 12, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Class of Stock                        
Total number of common and preferred shares authorized (in shares)       1,400,000,000           1,400,000,000    
Common stock, shares authorized (in shares)       1,350,000,000           1,350,000,000   1,350,000,000
Common stock, par value (in dollars per share)       $ 0.01           $ 0.01   $ 0.01
Preferred stock, shares authorized (in shares)       50,000,000           50,000,000   50,000,000
Preferred stock, par value (in dollars per share)       $ 0.01           $ 0.01   $ 0.01
Issuance of common stock, net       $ 298,253,000 $ 101,467,000 $ 1,271,472,000   $ 6,572,231,000 $ 3,218,097,000      
Public Stock Offering And Forward Sales Agreement | January 2023 Forward Sales Agreement                        
Class of Stock                        
Forward shares outstanding (in shares)   17,702,500 30,302,500                  
Number of shares settled (in shares)                   3,200,000    
Share price (in dollars per share)   $ 33.00 $ 33.00                  
Issuance of common stock, net   $ 584,183,000 $ 1,000,000,000                  
Forward contract indexed to issuer's equity, value   $ 563,186,000 $ 964,400,000                  
Public Stock Offering And Forward Sales Agreement | January 2023 Forward Sales Settlement                        
Class of Stock                        
Number of shares settled (in shares)     3,952,500                  
January 2023 Forward Sales Settlement                        
Class of Stock                        
Offering fair value       0     $ 0     $ 0 $ 0  
ATM Stock Offering Program                        
Class of Stock                        
Forward shares outstanding (in shares)                   8,170,658    
Offering fair value       $ 0     $ 0     $ 0 $ 0  
Maximum amount of shares to be sold $ 1,500,000,000                      
ATM Stock Offering Program | September 2023 ATM Forward Sale Agreement                        
Class of Stock                        
Forward shares outstanding (in shares)                   7,572,281    
Share price (in dollars per share)       $ 30.85           $ 30.85    
Issuance of common stock, net                   $ 233,577,000    
Forward contract indexed to issuer's equity, value       $ 229,129,000           $ 229,129,000    
v3.23.3
Stockholder's Equity - Forward Offerings (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended 9 Months Ended
Oct. 17, 2023
Jan. 18, 2023
Jan. 12, 2023
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
Sep. 30, 2023
Sep. 30, 2022
Class of Stock                      
Aggregate Offering Value       $ 298,253 $ 101,467 $ 1,271,472 $ 6,572,231 $ 3,218,097      
Proceeds from offering of common stock, net                   $ 1,672,417 $ 3,219,101
Public Stock Offering And Forward Sales Agreement | January 2023 Forward Sales Agreement                      
Class of Stock                      
Total Shares Remaining (in shares)   17,702,500 30,302,500                
Public Offering Price Per Share (in dollars per share)   $ 33.00 $ 33.00                
Aggregate Offering Value   $ 584,183 $ 1,000,000                
Initial Forward Sale Price Per Share (in dollars per share)   $ 31.85                  
Initial Net Value   $ 563,186 $ 964,400                
Number of shares settled (in shares)                   3,200,000  
Net forward share price upon settlement (in dollars per share)       $ 31.71           $ 31.71  
Proceeds from offering of common stock, net                   $ 101,467  
Public Stock Offering And Forward Sales Agreement | January 2023 Forward Sales Settlement                      
Class of Stock                      
Offering forward price, net (in dollars per share)       31.58           $ 31.58  
Forward agreement on the proceeds from issuance of common stock                   $ 559,100  
Forward share agreements, payments for repurchase of common stock                   $ 44,000  
Shares received from issuance of common stock (in shares)                   1,500,000  
Number of shares settled (in shares)     3,952,500                
Public Stock Offering And Forward Sales Agreement | January 2023 Forward Sales Settlement | Subsequent Event                      
Class of Stock                      
Offering forward price, net (in dollars per share) $ 31.65                    
Forward agreement on the proceeds from issuance of common stock $ 560,300                    
Number of shares settled (in shares) 17,702,500                    
Public Stock Offering And Forward Sales Agreement | January 2023 Forward Sales Agreement, August 2023 Settlement                      
Class of Stock                      
Number of shares settled (in shares)                   3,400,000  
Net forward share price upon settlement (in dollars per share)       31.88           $ 31.88  
Proceeds from offering of common stock, net                   $ 108,393  
Public Stock Offering And Forward Sales Agreement | January 2023 Forward Sales Agreement, July 2023 Settlement                      
Class of Stock                      
Number of shares settled (in shares)                   6,000,000  
Net forward share price upon settlement (in dollars per share)       31.71           $ 31.71  
Proceeds from offering of common stock, net                   $ 190,287  
Public Stock Offering And Forward Sales Agreement | November 2022 Forward Sales Agreement                      
Class of Stock                      
Number of shares settled (in shares)                   18,975,000  
Net forward share price upon settlement (in dollars per share)       30.34           $ 30.34  
Proceeds from offering of common stock, net                   $ 575,628  
Public Stock Offering And Forward Sales Agreement | September 2021 Forward Sales Agreement                      
Class of Stock                      
Number of shares settled (in shares)                     50,000,000
Net forward share price upon settlement (in dollars per share)                     $ 27.81
Proceeds from offering of common stock, net                     $ 1,390,600
Public Stock Offering And Forward Sales Agreement | March 2021 Forward Sales Agreement                      
Class of Stock                      
Number of shares settled (in shares)                     69,000,000
Net forward share price upon settlement (in dollars per share)                     $ 26.50
Proceeds from offering of common stock, net                     $ 1,828,600
Public Stock Offering And Forward Sales Agreement | June 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Offering forward price, net (in dollars per share)       $ 31.67           $ 31.67  
Forward agreement on the proceeds from issuance of common stock                   $ 10,400  
Forward share agreements, payments for repurchase of common stock                   $ 800  
Shares received from issuance of common stock (in shares)                   28,858  
ATM Stock Offering Program                      
Class of Stock                      
Total Shares Remaining (in shares)                   8,170,658  
ATM Stock Offering Program | June 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Total Shares Remaining (in shares)                 327,306    
Public Offering Price Per Share (in dollars per share)         $ 32.36       $ 32.36    
Aggregate Offering Value                 $ 10,600    
Initial Forward Sale Price Per Share (in dollars per share)         $ 31.71       $ 31.71    
Initial Net Value         $ 10,400       $ 10,400    
v3.23.3
Stockholder's Equity - ATM Program Activity (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended 7 Months Ended 8 Months Ended 9 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
Jun. 30, 2022
Jul. 31, 2023
Aug. 31, 2022
Sep. 30, 2023
Sep. 30, 2022
Class of Stock                      
Aggregate Value $ 298,253 $ 101,467 $ 1,271,472 $ 6,572,231 $ 3,218,097            
Total Net Proceeds                   $ 1,672,417 $ 3,219,101
Public Stock Offering And Forward Sales Agreement | June 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Offering forward price, net (in dollars per share) $ 31.67                 $ 31.67  
Forward agreement on the proceeds from issuance of common stock                   $ 10,400  
Forward share agreements, payments for repurchase of common stock                   $ 800  
Shares received from issuance of common stock (in shares)                   28,858  
Public Stock Offering And Forward Sales Agreement | July 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Offering forward price, net (in dollars per share) 31.71                 $ 31.71  
Forward agreement on the proceeds from issuance of common stock                   $ 8,600  
Forward share agreements, payments for repurchase of common stock                   $ 700  
Shares received from issuance of common stock (in shares)                   24,300  
Public Stock Offering And Forward Sales Agreement | September 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Offering forward price, net (in dollars per share) 30.26                 $ 30.26  
Forward agreement on the proceeds from issuance of common stock                   $ 229,200  
Forward share agreements, payments for repurchase of common stock                   $ 8,800  
Shares received from issuance of common stock (in shares)                   302,553  
ATM Stock Offering Program                      
Class of Stock                      
Number of Shares (in shares)                   8,170,658  
ATM Stock Offering Program | June 2022 ATM Forward Sale Agreement                      
Class of Stock                      
Number of Shares (in shares)             11,380,980        
Weighted Average Share Price (in dollars per share)       $ 32.28     $ 32.28        
Aggregate Value             $ 367,400        
Initial Forward Sales Price Per Share (in dollars per share)       $ 31.64     $ 31.64        
Aggregate Net Value       $ 360,000     $ 360,000        
Number of shares settled (in shares)                   11,380,980  
Net forward share price upon settlement (in dollars per share) 31.20                 $ 31.20  
Total Net Proceeds                   $ 355,168  
ATM Stock Offering Program | August 2022 ATM Forward Sale Agreement                      
Class of Stock                      
Number of Shares (in shares)                 3,918,807    
Weighted Average Share Price (in dollars per share)                 $ 34.73    
Aggregate Value                 $ 136,082    
Initial Forward Sales Price Per Share (in dollars per share)                 $ 34.40    
Aggregate Net Value                 $ 134,800    
Number of shares settled (in shares)                   3,918,807  
Net forward share price upon settlement (in dollars per share) 33.96                 $ 33.96  
Total Net Proceeds                   $ 133,073  
ATM Stock Offering Program | June 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Number of Shares (in shares)           327,306          
Weighted Average Share Price (in dollars per share)   $ 32.36       $ 32.36          
Aggregate Value           $ 10,600          
Initial Forward Sales Price Per Share (in dollars per share)   $ 31.71       $ 31.71          
Aggregate Net Value   $ 10,400       $ 10,400          
ATM Stock Offering Program | July 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Number of Shares (in shares)               271,071      
Weighted Average Share Price (in dollars per share)               $ 32.13      
Aggregate Value               $ 8,709      
Initial Forward Sales Price Per Share (in dollars per share)               $ 31.81      
Aggregate Net Value               $ 8,624      
ATM Stock Offering Program | September 2023 ATM Forward Sale Agreement                      
Class of Stock                      
Number of Shares (in shares)                   7,572,281  
Weighted Average Share Price (in dollars per share) 30.85                 $ 30.85  
Aggregate Value                   $ 233,577  
Initial Forward Sales Price Per Share (in dollars per share) $ 30.26                 $ 30.26  
Aggregate Net Value $ 229,129                 $ 229,129  
ATM Stock Offering Program | December 2022 ATM Forward Sale Agreement                      
Class of Stock                      
Number of shares settled (in shares)                   6,317,805  
Net forward share price upon settlement (in dollars per share) $ 32.99                 $ 32.99  
Total Net Proceeds                   $ 208,402  
v3.23.3
Stockholder's Equity - Schedule of Common Stock Outstanding (Details) - shares
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Increase (Decrease) in Stockholders' Equity    
Beginning balance (in shares) 963,096,563 628,942,092
Issuance of common stock upon physical settlement of forward sale agreements (in shares) 53,192,592 119,000,000
Issuance of common stock in connection with the MGP Transactions (in shares) 0 214,552,532
Ending balance (in shares) 1,016,827,883 963,093,424
Stock Incentive Plan    
Increase (Decrease) in Stockholders' Equity    
Issuance of restricted and unrestricted common stock under the stock incentive program, net of forfeitures (in shares) 538,728 598,800
v3.23.3
Stockholder's Equity - Schedule of Dividends Declared (Details) - $ / shares
3 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Equity [Abstract]            
Dividends declared per common share (in dollars per share) $ 0.4150 $ 0.3900 $ 0.3900 $ 0.3900 $ 0.3600 $ 0.3600
v3.23.3
Earnings Per Share and Earnings Per Unit - Schedule Of Weighted Average Earnings Per Share (Details) - shares
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]        
Weighted-average common stock outstanding (in shares) 1,012,986,784 962,573,646 1,007,110,068 848,839,357
Assumed conversion of restricted stock (in shares) 602,856 988,518 790,478 795,370
Assumed settlement of forward sale agreements (in shares) 0 572,176 536,906 1,188,310
Diluted weighted-average shares of common stock outstanding (in shares) 1,013,589,640 964,134,340 1,008,437,452 850,823,037
VICI Properties LP        
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]        
Weighted-average common stock outstanding (in shares) 1,025,218,157 974,805,019 1,019,341,441 855,783,910
Assumed conversion of restricted stock (in shares) 602,856 988,518 790,478 795,370
Assumed settlement of forward sale agreements (in shares) 0 572,176 536,906 1,188,310
Diluted weighted-average shares of common stock outstanding (in shares) 1,025,821,013 976,365,713 1,020,668,825 857,767,590
v3.23.3
Earnings Per Share and Earnings Per Unit - Schedule Of Basic And Diluted Earnings Per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Basic:        
Net income attributable to common stockholders $ 556,329 $ 330,905 $ 1,765,771 $ 513,582
Weighted-average common stock outstanding (in shares) 1,012,986,784 962,573,646 1,007,110,068 848,839,357
Net income basic EPS (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.61
Diluted:        
Net income attributable to common stockholders $ 556,329 $ 330,905 $ 1,765,771 $ 513,582
Diluted weighted-average shares of common stock outstanding (in shares) 1,013,589,640 964,134,340 1,008,437,452 850,823,037
Net income diluted EPS (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.60
VICI Properties LP        
Basic:        
Net income attributable to common stockholders $ 562,350 $ 334,271 $ 1,779,908 $ 509,584
Weighted-average common stock outstanding (in shares) 1,025,218,157 974,805,019 1,019,341,441 855,783,910
Net income basic EPS (in dollars per share) $ 0.55 $ 0.34 $ 1.75 $ 0.60
Diluted:        
Net income attributable to common stockholders $ 562,350 $ 334,271 $ 1,779,908 $ 509,584
Diluted weighted-average shares of common stock outstanding (in shares) 1,025,821,013 976,365,713 1,020,668,825 857,767,590
Net income diluted EPS (in dollars per share) $ 0.55 $ 0.34 $ 1.74 $ 0.59
v3.23.3
Earnings Per Share and Earnings Per Unit - Narrative (Details)
Sep. 30, 2023
Earnings Per Share [Abstract]  
Ownership percentage 100.00%
v3.23.3
Stock-Based Compensation - Narrative (Details)
$ in Millions
9 Months Ended
Sep. 30, 2023
USD ($)
shares
Share-based Compensation Arrangement by Share-based Payment Award  
Unrecognized compensation costs | $ $ 22.1
Weighted average period (in years) 1 year 9 months 18 days
Stock Incentive Plan  
Share-based Compensation Arrangement by Share-based Payment Award  
Number of shares authorized (in shares) 12,750,000
Number of remaining shares authorized (in shares) 10,200,000
v3.23.3
Stock-Based Compensation - Schedule of Compensation Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
General and administrative expense        
Share-based Compensation Arrangement by Share-based Payment Award        
Stock-based compensation expense $ 4,019 $ 3,493 $ 11,517 $ 9,359
v3.23.3
Stock-Based Compensation - Schedule Of Restricted Stock (Details) - $ / shares
shares in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Incentive And Time-Based Restricted Stock    
Units    
Beginning balance (in shares) 507,339 300,031
Granted (in shares) 208,179 385,291
Vested (in shares) (210,165) (157,785)
Forfeited (in shares) (32,718) (13,657)
Canceled (in shares) 0 0
Ending balance (in shares) 472,635 513,880
Weighted Average Grant Date Fair Value    
Beginning balance (in dollars per share) $ 27.47 $ 24.72
Granted (in dollars per share) 28.46 28.61
Vested (in dollars per share) 28.12 25.78
Forfeited (in dollars per share) 28.44 25.26
Canceled (in dollars per share) 0 0
Ending balance (in dollars per share) $ 27.55 $ 27.30
Performance-Based Restricted Stock Units    
Units    
Beginning balance (in shares) 769,589 588,134
Granted (in shares) 474,867 488,252
Vested (in shares) (363,267) (227,166)
Forfeited (in shares) (115,607) (80,586)
Canceled (in shares) 0 0
Ending balance (in shares) 765,582 768,634
Weighted Average Grant Date Fair Value    
Beginning balance (in dollars per share) $ 22.88 $ 19.32
Granted (in dollars per share) 28.59 27.03
Vested (in dollars per share) 19.90 22.68
Forfeited (in dollars per share) 19.90 22.68
Canceled (in dollars per share) 0 0
Ending balance (in dollars per share) $ 28.28 $ 22.87