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Gaming & Leisure Properties, Inc. – ‘10-K’ for 12/31/18 – ‘EX-10.16’

On:  Wednesday, 2/13/19, at 7:35am ET   ·   For:  12/31/18   ·   Accession #:  1575965-19-5   ·   File #:  1-36124

Previous ‘10-K’:  ‘10-K/A’ on 5/4/18 for 12/31/17   ·   Next:  ‘10-K’ on 2/21/20 for 12/31/19   ·   Latest:  ‘10-K’ on 2/27/24 for 12/31/23   ·   15 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size

 2/13/19  Gaming & Leisure Properties, Inc. 10-K       12/31/18  124:22M

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Glpi Form 10-K 12.31.18                             HTML   1.89M 
 2: EX-10.16    Glpi Exhibit 10.16                                  HTML     47K 
 3: EX-10.17    Glpi Exhibit 10.17 12.31.18                         HTML     48K 
 4: EX-10.36    Glpi Exhibit 10.36 12.31.18                         HTML     40K 
 5: EX-21       Glpi Exhibit 21                                     HTML     36K 
 6: EX-23       Glpi Exhibit 23                                     HTML     34K 
 7: EX-31.1     Glpi Exhibit 31.1 12.31.18                          HTML     40K 
 8: EX-31.2     Glpi Exhibit 31.2 12.31.18                          HTML     40K 
 9: EX-32.1     Glpi Exhibit 32.1 12.31.18                          HTML     35K 
10: EX-32.2     Glpi Exhibit 32.2 12.31.18                          HTML     35K 
17: R1          Document and Entity Information                     HTML     67K 
18: R2          Consolidated Balance Sheets                         HTML    124K 
19: R3          Consolidated Balance Sheets (Parenthetical)         HTML     53K 
20: R4          Consolidated Statements of Income                   HTML    119K 
21: R5          Consolidated Statements of Changes in               HTML     79K 
                Shareholders' Equity (Deficit)                                   
22: R6          Consolidated Statements of Changes in               HTML     39K 
                Shareholders' Equity (Deficit) (Parenthetical)                   
23: R7          Consolidated Statements of Cash Flows               HTML    134K 
24: R8          Business and Basis of Presentation                  HTML     53K 
25: R9          New Accounting Pronouncements                       HTML     52K 
26: R10         Summary of Significant Accounting Policies          HTML    195K 
27: R11         Acquisitions                                        HTML     69K 
28: R12         Real Estate Investments                             HTML     48K 
29: R13         Land Rights                                         HTML     67K 
30: R14         Property and Equipment Used in Operations           HTML     49K 
31: R15         Receivables                                         HTML     59K 
32: R16         Goodwill and Intangible Assets                      HTML     52K 
33: R17         Long-term Debt                                      HTML     94K 
34: R18         Commitments and Contingencies                       HTML     85K 
35: R19         Revenue Recognition                                 HTML    100K 
36: R20         Income Taxes                                        HTML    117K 
37: R21         Shareholders' Equity                                HTML    142K 
38: R22         Stock-Based Compensation                            HTML     99K 
39: R23         Segment Information                                 HTML    142K 
40: R24         Summarized Quarterly Data (Unaudited)               HTML     93K 
41: R25         Supplemental Disclosures of Cash Flow Information   HTML     52K 
                and Noncash Activities                                           
42: R26         Supplementary Condensed Consolidating Financial     HTML   1.05M 
                Information of Parent Guarantor and Subsidiary                   
                Issuers                                                          
43: R27         Schedule III Real Estate Assets and Accumulated     HTML    436K 
                Depreciation                                                     
44: R28         Schedule IV Mortgage Loans on Real Estate           HTML     62K 
45: R29         Summary of Significant Accounting Policies          HTML    205K 
                (Policies)                                                       
46: R30         Summary of Significant Accounting Policies          HTML    133K 
                (Tables)                                                         
47: R31         Acquisitions (Tables)                               HTML     49K 
48: R32         Real Estate Investments (Tables)                    HTML     45K 
49: R33         Land Rights (Tables)                                HTML     51K 
50: R34         Property and Equipment Used in Operations (Tables)  HTML     49K 
51: R35         Receivables (Tables)                                HTML     41K 
52: R36         Goodwill and Intangible Assets (Tables)             HTML     45K 
53: R37         Long-term Debt (Tables)                             HTML     71K 
54: R38         Commitments and Contingencies (Tables)              HTML     43K 
55: R39         Revenue Recognition (Tables)                        HTML     77K 
56: R40         Income Taxes (Tables)                               HTML    119K 
57: R41         Shareholders' Equity (Tables)                       HTML    128K 
58: R42         Stock-Based Compensation (Tables)                   HTML     89K 
59: R43         Segment Information (Tables)                        HTML    144K 
60: R44         Summarized Quarterly Data (Unaudited) (Tables)      HTML     93K 
61: R45         Supplemental Disclosures of Cash Flow Information   HTML     53K 
                and Noncash Activities (Tables)                                  
62: R46         Supplementary Condensed Consolidating Financial     HTML   1.05M 
                Information of Parent Guarantor and Subsidiary                   
                Issuers (Tables)                                                 
63: R47         Business and Basis of Presentation (Narrative)      HTML    101K 
                (Details)                                                        
64: R48         New Accounting Pronouncements (Details)             HTML     48K 
65: R49         Summary of Significant Accounting Policies (Cash    HTML     36K 
                and Cash Equivalents) (Details)                                  
66: R50         Summary of Significant Accounting Policies          HTML     47K 
                (Concentration of Credit Risk) (Details)                         
67: R51         Summary of Significant Accounting Policies (Fair    HTML     51K 
                Value of Financial Assets and LIabilities)                       
                (Details)                                                        
68: R52         Summary of Significant Accounting Policies (Assets  HTML     58K 
                Measured at Fair Value on a Nonrecurring Basis)                  
                (Details)                                                        
69: R53         Summary of Significant Accounting Policies (Real    HTML     40K 
                Estate Investments) (Details)                                    
70: R54         Summary of Significant Accounting Policies          HTML     45K 
                (Property and Equipment Used in Operations)                      
                (Details)                                                        
71: R55         Summary of Significant Accounting Policies (Income  HTML     40K 
                Taxes) (Details)                                                 
72: R56         Summary of Significant Accounting Policies (Gaming  HTML     35K 
                Taxes) (Details)                                                 
73: R57         Summary of Significant Accounting Policies          HTML     50K 
                (Earnings Per Share) (Weighted Average Common                    
                Shares Outstanding) (Details)                                    
74: R58         Summary of Significant Accounting Policies          HTML     70K 
                (Earnings Per Share) (EPS Calculations) (Details)                
75: R59         Summary of Significant Accounting Policies          HTML     35K 
                (Segment Information) (Details)                                  
76: R60         Acquisitions (Narrative) (Details)                  HTML    133K 
77: R61         Acquisitions (Consideration Transferred) (Details)  HTML     41K 
78: R62         Acquisitions (Purchase Price Allocation             HTML     50K 
                Components) (Details)                                            
79: R63         Acquisitions (Purchase Price Allocation)            HTML     39K 
                (Narrative) (Details)                                            
80: R64         Real Estate Investments (Details)                   HTML     47K 
81: R65         Land Rights (Details)                               HTML    161K 
82: R66         Property and Equipment Used in Operations           HTML     52K 
                (Schedule of Property and Equipment) (Details)                   
83: R67         Receivables (Mortgage Loans Receivable) (Details)   HTML     53K 
84: R68         Receivables (Investment in Direct Financing Lease,  HTML     50K 
                Net (Details)                                                    
85: R69         Receivables (Loan Receivable) (Details)             HTML     69K 
86: R70         Goodwill and Intangible Assets (Details)            HTML     54K 
87: R71         Long-term Debt (Schedule of Long-Term Debt)         HTML     88K 
                (Details)                                                        
88: R72         Long-term Debt (Maturities of Long-Term Debt)       HTML     50K 
                (Details)                                                        
89: R73         Long-term Debt (Senior Unsecured Credit Facility)   HTML     74K 
                (Narrative) (Details)                                            
90: R74         Long-term Debt (Senior Unsecured Notes)             HTML    117K 
                (Narrative) (Details)                                            
91: R75         Long-term Debt (Capital Lease) (Narrative)          HTML     36K 
                (Details)                                                        
92: R76         Commitments and Contingencies (Operating Lease      HTML    189K 
                Commitments) (Details)                                           
93: R77         Commitments and Contingencies (Future Minimum       HTML     54K 
                Lease Payments) (Details)                                        
94: R78         Commitments and Contingencies (Employee Benefit     HTML     51K 
                Plans) (Details)                                                 
95: R79         Commitments and Contingencies (Labor Agreements)    HTML     41K 
                (Details)                                                        
96: R80         Revenue Recognition (Narrative) (Details)           HTML    111K 
97: R81         Revenue Recognition (Future Minimum Lease Payments  HTML     91K 
                Receivable - Operating Leases (Details)                          
98: R82         Revenue Recognition (Components of Gaming Revenue)  HTML     58K 
                (Details)                                                        
99: R83         Income Taxes (Narrative) (Details)                  HTML     35K 
100: R84         Income Taxes (Deferred Tax Assets and Liabilities)  HTML     57K  
                (Details)                                                        
101: R85         Income Taxes (Provision for Income Taxes - Current  HTML     58K  
                and Deferred) (Details)                                          
102: R86         Income Taxes (Effective Income Tax Rate             HTML     53K  
                Reconciliation, Percent) (Details)                               
103: R87         Income Taxes (Effective Income Tax Rate             HTML     57K  
                Reconciliation, Amount) (Details)                                
104: R88         Shareholders' Equity (Common Stock) (Details)       HTML     72K  
105: R89         Shareholders' Equity (Dividends Declared)           HTML     48K  
                (Details)                                                        
106: R90         Shareholders' Equity (Dividends) (Narrative)        HTML     35K  
                (Details)                                                        
107: R91         Shareholders' Equity (Dividend Classification)      HTML     58K  
                (Details)                                                        
108: R92         Stock-Based Compensation (Narrative) (Details)      HTML    104K  
109: R93         Stock-Based Compensation (Stock Options Issued and  HTML     59K  
                Outstanding) (Details)                                           
110: R94         Stock-Based Compensation (Restricted Stock Award    HTML     60K  
                Activity) (Details)                                              
111: R95         Stock-Based Compensation (Performance-Based         HTML     60K  
                Restricted Stock Awards Activity) (Details)                      
112: R96         Segment Information (Details)                       HTML     98K  
113: R97         Summarized Quarterly Data (Unaudited) (Details)     HTML     76K  
114: R98         Supplemental Disclosures of Cash Flow Information   HTML     39K  
                and Noncash Activities (Supplemental Cash Flow                   
                Information) (Details)                                           
115: R99         Supplemental Disclosures of Cash Flow Information   HTML     45K  
                and Noncash Activities (Noncash Investing and                    
                Financing Activities) (Details)                                  
116: R100        Supplementary Condensed Consolidating Financial     HTML    228K  
                Information of Parent Guarantor and Subsidiary                   
                Issuers (Balance Sheet) (Details)                                
117: R101        Supplementary Condensed Consolidating Financial     HTML    194K  
                Information of Parent Guarantor and Subsidiary                   
                Issuers (Income Statement) (Details)                             
118: R102        Supplementary Condensed Consolidating Financial     HTML    283K  
                Information of Parent Guarantor and Subsidiary                   
                Issuers (Cash Flow) (Details)                                    
119: R103        Schedule III Real Estate Assets and Accumulated     HTML    427K  
                Depreciation (Details)                                           
120: R104        Schedule IV Mortgage Loans on Real Estate Loans on  HTML     55K  
                Real Estate (Details)                                            
121: R105        Schedule IV Mortgage Loans on Real Estate           HTML     40K  
                Reconciliation of Loans on Real Estate (Details)                 
123: XML         IDEA XML File -- Filing Summary                      XML    222K  
122: EXCEL       IDEA Workbook of Financial Reports                  XLSX    183K  
11: EX-101.INS  XBRL Instance -- glpi-20181231                       XML   7.44M 
13: EX-101.CAL  XBRL Calculations -- glpi-20181231_cal               XML    353K 
14: EX-101.DEF  XBRL Definitions -- glpi-20181231_def                XML   1.37M 
15: EX-101.LAB  XBRL Labels -- glpi-20181231_lab                     XML   2.54M 
16: EX-101.PRE  XBRL Presentations -- glpi-20181231_pre              XML   1.83M 
12: EX-101.SCH  XBRL Schema -- glpi-20181231                         XSD    324K 
124: ZIP         XBRL Zipped Folder -- 0001575965-19-000005-xbrl      Zip    507K

‘EX-10.16’   —   Glpi Exhibit 10.16

This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]

 <!   C:   C: 
  Exhibit  


Exhibit 10.16

SEVENTH AMENDMENT TO MASTER LEASE

THIS SEVENTH AMENDMENT TO MASTER LEASE (this “Amendment”) is being entered into on this 31st day of October, 2018 (the "Effective Date"), by and between Landlord and Tenant, as more fully set forth herein, and shall amend that certain Master Lease, dated November 1, 2013, as amended to the date hereof (collectively, the “Master Lease”), by and among GLP Capital, L.P. (together with its permitted successors and assigns, “Landlord”) and Penn Tenant, LLC (together with its permitted successors and assigns, “Tenant”), pursuant to which Tenant leases certain Leased Property, as further defined in the Master Lease (the “Existing Leased Property”).  Landlord and Tenant each desire to remove certain portions of the Existing Leased Property as identified and defined in Annex A attached hereto and incorporated herein (the “Removed Leased Property”) from the terms, covenants and conditions of the Master Lease.  Capitalized terms used herein and not otherwise defined herein shall have the meaning ascribed to them in the Master Lease.


BACKGROUND:


WHEREAS, Landlord and Tenant each desire to amend the Master Lease as more fully described herein.

NOW, THEREFORE, in consideration of the provisions set forth in the Master Lease as amended by this Amendment, including, but not limited to, the mutual representations, warranties, covenants and agreements contained therein and herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby respectively acknowledged, and subject to the terms and conditions thereof and hereof, the parties, intending to be legally bound, hereby agree that the Master Lease shall be amended as follows:


ARTICLE I
REMOVAL OF REMOVED LEASED PROPERTY

1.1       Exhibit B to the Master Lease is hereby amended to remove the description of the Removed Leased Property as set forth in Annex A attached hereto and incorporated hereby by this reference from the description of the Land.


ARTICLE II

AMENDMENT TO MEMORANDUM OF LEASE

Landlord and Tenant shall enter into an amendment to any memorandum of lease which may have been recorded in accordance with Article XXXIII of the Master Lease against the Removed Leased Property, in form suitable for recording in the county or other application location in which a Removed Leased Property is located which amendment is pursuant to this Amendment.  Landlord shall pay all costs and expenses of recording any such amendment to memorandum.




 



 





 




ARTICLE III
AUTHORITY TO ENTER INTO AMENDMENT

Each party represents and warrants to the other that: (i) this Amendment and all other documents executed or to be executed by it in connection herewith have been duly authorized and shall be binding upon it; (ii) it is duly organized, validly existing and in good standing under the laws of the state of its formation and is duly authorized and qualified to perform this Amendment and the Master Lease, as amended hereby, within the State(s) where any portion of the Leased Property is located, and (iii) neither this Amendment, the Master Lease, as amended hereby, nor any other document executed or to be executed in connection herewith violates the terms of any other agreement of such party.

ARTICLE IV
MISCELLANEOUS

4.1       Brokers.  Tenant warrants that it has not had any contact or dealings with any Person or real estate broker which would give rise to the payment of any fee or brokerage commission in connection with this Amendment, and Tenant shall indemnify, protect, hold harmless and defend Landlord from and against any liability with respect to any fee or brokerage commission arising out of any act or omission of Tenant. Landlord warrants that it has not had any contact or dealings with any Person or real estate broker which would give rise to the payment of any fee or brokerage commission in connection with this Amendment, and Landlord shall indemnify, protect, hold harmless and defend Tenant from and against any liability with respect to any fee or brokerage commission arising out of any act or omission of Landlord.

4.2       Costs and Expenses; Fees.  Each party shall be responsible for and bear all of its own expenses incurred in connection with pursuing or consummating this Amendment and the transactions contemplated by this Amendment, including, but not limited to, fees and expenses, legal counsel, accountants, and other facilitators and advisors.

4.3       Choice of Law and Forum Selection Clause.  This Amendment shall be construed and interpreted, and the rights of the parties shall be determined, in accordance with the substantive Laws of the State of New York without regard to the conflict of law principles thereof or of any other jurisdiction.

4.4       Counterparts; Facsimile Signatures.  This Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  In proving this Amendment, it shall not be necessary to produce or account for more than one such counterpart signed by the party against whom enforcement is sought.  Any counterpart may be executed by facsimile signature and such facsimile signature shall be deemed an original.

4.5       No Further Modification.  Except as modified hereby, the Master Lease remains in full force and effect.



[Signature Page to Follow]
 


2


IN WITNESS WHEREOF, this Amendment has been duly executed and delivered by each of the undersigned as of the date first above written.
 
LANDLORD:
 
 
 
GLP CAPITAL, L.P.
 
 
 
By: /s/ Brandon J. Moore
 
Name: Brandon J. Moore
 
Title: Senior Vice President, General Counsel and Secretary
 
 
 
TENANT:
 
 
 
PENN TENANT, LLC
 
 
 
By: /s/ Carl Sottosanti
 
Name: Carl Sottosanti
 
Title: Executive Vice President, General Counsel and Secretary




ANNEX A

LEGAL DESCRIPTIONS REMOVED FROM EXHIBIT B

From Hollywood Casino Joliet:

THAT PART OF LOT 14 IN CHICAGO GRAVEL COMPANY'S SUBDIVISION OF PART OF SECTIONS 24, 25, 26, 35 AND 36, TOWNSHIP 35 NORTH, RANGE 9 EAST OF THIRD PRINCIPAL MERIDIAN AND PART OF THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 19, TOWNSHIP 35 NORTH, RANGE 10 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE PLAT THEREOF RECORDED JUNE 20, 1924, AS DOCUMENT NUMBER 368583, AND THAT PART OF SAID SECTION 36 LYING NORTH OF THE THREAD OF THE DESPLAINES RIVER, AND LYING SOUTH OF THE DESPLAINES RIVER MEANDER LINE, ACCORDING TO SAID CHICAGO GRAVEL COMPANY’S SUBDIVISION, AND LYING EAST OF THE SOUTHERLY PROJECTION OF THE EAST LINE OF LOT 11 IN SAID CHICAGO GRAVEL COMPANY’S SUBDIVISION, DESCRIBED AS FOLLOWS: COMMENCING AT THE NORTHEAST CORNER OF SAID LOT 11, THENCE SOUTH 02 DEGREES 14 MINUTES 00 SECONDS EAST ALONG SAID EAST LINE AND ALONG SAID SOUTHERLY PROJECTION, 4307.03 FEET TO A POINT ON A LINE LYING 75.00 FEET NORTHEASTERLY OF AND PARALLEL WITH AN ALIGNMENT CENTERLINE, SAID POINT BEING THE POINT OF BEGINNING; THENCE CONTINUING SOUTH 02 DEGREES 14 MINUTES 00 SECONDS EAST ALONG SAID SOUTHERLY PROJECTION, 426.13 FEET TO A POINT ON THE AFORESAID THREAD; THENCE NORTH 76 DEGREES 12 MINUTES 15 SECONDS EAST ALONG SAID THREAD, 154.58 FEET TO A POINT ON A THE AFORESAID PARALLEL LINE; THENCE NORTH 23 DEGREES 12 MINUTES 11 SECONDS WEST ALONG SAID PARALLEL LINE, 423.18 FEET TO THE POINT OF BEGINNING, IN WILL COUNTY, ILLINOIS.

P.I.N. 06-36-100-003

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/13/198-K
For Period end:12/31/18
11/1/134,  8-K
 List all Filings 

15 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/27/24  Gaming & Leisure Properties, Inc. 10-K       12/31/23  120:14M
 2/23/23  Gaming & Leisure Properties, Inc. 10-K       12/31/22  110:17M
 6/30/22  Gaming & Leisure Properties, Inc. 424B2                  2:769K                                   Donnelley … Solutions/FA
 6/28/22  Gaming & Leisure Properties, Inc. 424B5                  1:743K                                   Donnelley … Solutions/FA
 2/24/22  Gaming & Leisure Properties, Inc. 10-K       12/31/21  128:16M
12/29/21  Gaming & Leisure Properties, Inc. POSASR     12/29/21    1:629K                                   Donnelley … Solutions/FA
12/09/21  Gaming & Leisure Properties, Inc. 424B2                  1:957K                                   Donnelley … Solutions/FA
12/08/21  Gaming & Leisure Properties, Inc. 424B2                  1:694K                                   Donnelley … Solutions/FA
12/07/21  Gaming & Leisure Properties, Inc. 424B5                  1:945K                                   Donnelley … Solutions/FA
12/06/21  Gaming & Leisure Properties, Inc. 424B5                  1:692K                                   Donnelley … Solutions/FA
 2/19/21  Gaming & Leisure Properties, Inc. 10-K       12/31/20  112:14M
11/02/20  Gaming & Leisure Properties, Inc. 424B2                  1:750K                                   Donnelley … Solutions/FA
10/29/20  Gaming & Leisure Properties, Inc. 424B5                  1:735K                                   Donnelley … Solutions/FA
 8/12/20  Gaming & Leisure Properties, Inc. 424B2                  1:952K                                   Donnelley … Solutions/FA
 8/11/20  Gaming & Leisure Properties, Inc. 424B5                  1:948K                                   Donnelley … Solutions/FA
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