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Gaming and Leisure Properties, Inc. Announces Proposed Private Offering of $2,050 Million of Senior Notes

  Gaming and Leisure Properties, Inc. Announces Proposed Private Offering of
  $2,050 Million of Senior Notes

Business Wire

WYOMISSING, Pa. -- October 11, 2013

In connection with its spin-off from Penn National Gaming, Inc. (“Penn”),
Gaming and Leisure Properties, Inc. (“GLPI”) today announced that it plans to
offer through its wholly owned subsidiaries GLP Capital L.P. and a corporate
co-issuer, subject to market and other conditions, $2,050 million aggregate
principal amount of senior notes.

GLPI intends to use proceeds of the proposed offering, together with proceeds
of certain other financings to make a distribution to Penn in connection with
the transfer of assets from Penn to GLPI in connection with the spin-off, to
pay fees and expenses, to fund its future earnings and profits distribution
and for working capital purposes.

The offering will be made only to qualified institutional buyers in reliance
on Rule 144A under the Securities Act of 1933, as amended, and to persons
outside the United States pursuant to Regulation S. The notes have not been
registered under the Securities Act or the securities laws of any other
jurisdiction and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements.

About Gaming and Leisure Properties, Inc.

GLPI is a newly formed company that was incorporated in Pennsylvania on
February 13, 2013 by Penn. Following the spin-off, GLPI intends to make an
election on its federal income tax return for its taxable year beginning on
January 1, 2014 to be treated as a real estate investment trust (“REIT”).
After such election, GLPI will be a publicly-traded, self-administered,
self-managed REIT primarily engaged in the property business, which will
consist of owning, acquiring, developing, expanding, managing and leasing
gaming and related facilities. GLPI expects to be the first gaming-focused
REIT, and expects to grow its portfolio by pursuing opportunities to acquire
additional gaming facilities to lease to gaming operators, which may include
Penn. GLPI also anticipates diversifying its portfolio over time, including by
acquiring properties outside the gaming industry to lease to third parties.

Forward-looking Statements

Forward-looking statements in this press release and in the public filings or
other public statements of GLPI are subject to known and unknown risks,
uncertainties and other factors that may cause actual results, performance or
achievements of GLPI to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements or other public statements. Forward-looking statements include
information concerning GLPI’s future financial performance, business strategy,
plans, goals and objectives and information concerning the Transactions
(including the forecasted and pro forma financial information contained
herein). Statements preceded by, followed by or that otherwise include the
words “believes,” “expects,” “anticipates,” “intends,” “projects,”
“estimates,” “plans,” “may increase,” “may fluctuate,” and similar expressions
or future or conditional verbs such as “will,” “should,” “would,” “may” and
“could” are generally forward-looking in nature and not historical facts. You
should understand that the following important factors could affect future
results and could cause actual results to differ materially from those
expressed in such forward-looking statements: the future impact of the
proposed transactions, including the spin-off of GLPI from Penn, GLPI’s
ability to raise the capital necessary to finance the spin-off and related
transactions, its ability to consummate the proposed transactions on the
timeline and at the costs expected and to achieve the expected benefits
thereof, its ability to successfully conduct our business following the
consummation of the transactions and the diversion of management’s attention
from our business; the effects of local and national economic, credit, capital
market, housing, and energy conditions on the economy in general and on the
gaming and lodging industries in particular; the ability and willingness of
GLPI’s tenants, operators and other third parties to meet and/or perform their
obligations under their respective contractual arrangements with GLPI,
including, in some cases, their obligations to indemnify, defend and hold GLPI
harmless from and against various claims, litigation and liabilities; the
ability of GLPI’s tenants and operators to maintain the financial strength and
liquidity necessary to satisfy their respective obligations and liabilities to
third parties, including without limitation obligations under their existing
credit facilities and other indebtedness; the ability of GLPI’s tenants and
operators to comply with laws, rules and regulations in the operation of our
properties, to deliver high quality services, to attract and retain qualified
personnel and to attract customers; the ability and willingness of our tenants
to renew their leases with GLPI upon expiration of the leases, GLPI’s ability
to reposition our properties on the same or better terms in the event of
nonrenewal or in the event GLPI exercises its right to replace an existing
tenant, and obligations, including indemnification obligations, it may incur
in connection with the replacement of an existing tenant; the availability of
and the ability to identify suitable and attractive acquisition and
development opportunities to acquire and the ability to acquire and lease
those properties on favorable terms; the willingness of gaming operators other
than Penn to enter into leasing transactions or other arrangements with GLPI;
the ability to diversify into different businesses in which Penn, as a
practical matter, could not diversify, such as hotels, entertainment
facilities and office space; the ability to receive, or delays in obtaining,
the regulatory approvals required to own and/or operate its properties, or
other delays or impediments to completing GLPI’s planned acquisitions or
projects; the degree and nature of GLPI’s competition; the ability to generate
sufficient cash flows to service GLPI’s outstanding indebtedness; the access
to debt and equity capital markets; fluctuating interest rates; the
availability of qualified personnel and GLPI’s ability to retain its key
management personnel; the outcome of any legal proceedings to which GLPI is a
party; the ability to qualify as a REIT or maintain our status as a REIT;
changes in the U.S. tax law and other state, federal or local laws, whether or
not specific to REITs or to the gaming or lodging industries; changes in
accounting standards; the impact of weather events or conditions, natural
disasters, acts of terrorism and other international hostilities, war or
political instability; other risks inherent in the real estate business,
including potential liability relating to environmental matters and
illiquidity of real estate investments; and other factors included in this
press release. All subsequent written and oral forward looking statements
attributable to GLP or persons acting on its behalf are expressly qualified in
their entirety by the cautionary statements included in this press release.
GLPI undertakes no obligation to publicly update or revise any forward looking
statements contained herein, whether as a result of new information, future
events or otherwise, except as required by law. In light of these risks,
uncertainties and assumptions, the forward looking events discussed in this
press release may not occur.

Contact:

Gaming and Leisure Properties, Inc.
William J. Clifford, 610-401-2900
Chief Financial Officer
 
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