SECURITIES AND EXCHANGE COMMISSION FORM 8-K Current report filing Filing Date: 2019-07-31 | Period of Report: 2019-07-31 SEC Accession No. 0001705696-19-000135 (HTML Version on secdatabase.com) FILER VICI PROPERTIES INC. Mailing Address Business Address 430 PARK AVENUE, 8TH 430 PARK AVENUE, 8TH CIK:1705696| IRS No.: 814177147 | State of Incorp.:MD | Fiscal Year End: 1231 FLOOR FLOOR Type: 8-K | Act: 34 | File No.: 001-38372 | Film No.: 19989056 NEW YORK NY 10022 NEW YORK NY 10022 SIC: 6798 Real estate investment trusts (646) 949-4631 Copyright © 2019 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 __________________________________________________ FORM 8-K __________________________________________________ CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 31, 2019 __________________________________________________ VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) __________________________________________________ Maryland 001-38372 81-4177147 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 430 Park Avenue, 8th Floor New York, New York 10022 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code: (646) 949-4631 Not Applicable (Former Name or Former Address, if Changed Since Last Report) __________________________________________________ Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol Name of each exchange on which registered Common stock, $0.01 par value VICI New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☐ Emerging growth company Copyright © 2019 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Copyright © 2019 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Item 2.02. Results of Operations and Financial Condition. On July 31, 2019, VICI Properties Inc. (the “Company”) issued a press release announcing its financial results for the three and six months ended June 30, 2019, and made available supplemental financial and operating information concerning the Company as of June 30, 2019. A copy of the press release and a copy of this supplemental information are furnished herewith as Exhibit 99.1 and Exhibit 99.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. Item 7.01. Regulation FD Disclosure. The disclosure contained in Item 2.02 is incorporated herein by reference. The information included in Item 2.02 and Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such a filing. The furnishing of the information included in Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by reason of Regulation FD. Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 99.1 Press Release, dated July 31, 2019 99.2 Supplemental Financial & Operating Data, Second Quarter Ended June 30, 2019 101 Cover Page Inline XBRL Instance Document Copyright © 2019 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. VICI PROPERTIES INC. Date: July 31, 2019 By: /s/ DAVID A. KIESKE David A. Kieske Chief Financial Officer Copyright © 2019 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES SECOND QUARTER 2019 RESULTS – Reports Second Quarter Net Income of $0.37 per Diluted Share – – Updates Guidance for Full Year 2019 – NEW YORK, NY – July 31, 2019 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties” or the “Company”), an experiential real estate investment trust, today reported results for the quarter ended June 30, 2019. Second Quarter 2019 Financial Results Summary • Total revenues were $220.7 million for the quarter ended June 30, 2019, compared to $221.0 million for the quarter ended June 30, 2018. The quarter ended June 30, 2018 included $18.9 million associated with tenant reimbursement of property taxes no longer recorded as revenue1. Excluding the impact of tenant reimbursement of property taxes, total revenues for the quarter ended June 30, 2019 increased 9.3% compared to the quarter ended June 30, 2018. • Leasing revenues were $212.5 million for the quarter ended June 30, 2019, representing a 9.2% increase compared to $194.5 million for the quarter ended June 30, 2018. • Net income attributable to common stockholders was $152.0 million, or $0.37 per diluted share, for the quarter ended June 30, 2019, compared to $139.0 million, or $0.38 per diluted share, for the quarter ended June 30, 2018. • NAREIT-defined Funds From Operations (“FFO”) attributable to common stockholders was $152.0 million, or $0.37 per diluted share, for the quarter ended June 30, 2019, compared to $139.0 million, or $0.38 per diluted share, for the quarter ended June 30, 2018. • Adjusted Funds From Operations (“AFFO”) attributable to common stockholders was $156.8 million, or $0.38 per diluted share, for the quarter ended June 30, 2019, compared to $128.8 million, or $0.35 per diluted share for the quarter ended June 30, 2018. Second Quarter 2019 Acquisitions and Portfolio Activity On April 5, 2019, we entered into definitive agreements to acquire the land and real estate assets of JACK Cincinnati Casino (“JACK Cincinnati Casino”), located in Cincinnati, Ohio from affiliates of JACK Entertainment LLC, for approximately $558.3 million, and a subsidiary of Hard Rock International (“Hard Rock”) has agreed to acquire the operating assets of the JACK Cincinnati Casino for $186.5 million (together, the “JACK Cincinnati Acquisition”). Simultaneous with the closing of the JACK Cincinnati Acquisition, we will enter into a triple-net lease agreement for the JACK Cincinnati Casino with a subsidiary of Hard Rock. The lease will have an initial total annual rent of $42.75 million, for an implied capitalization rate of 7.7%, and an initial term of 15 years, with four five-year tenant renewal options. The tenant’s obligations under the lease will be guaranteed by Seminole Hard Rock Entertainment, Inc. The transaction is subject to regulatory approvals and customary closing conditions and is expected to close by the end of 2019. On May 23, 2019, we completed the previously announced transaction to acquire from affiliates of JACK Entertainment LLC all of the land and real estate assets associated with Greektown Hotel Casino (“Greektown”), for $700.0 million in cash, and an affiliate of Penn National Gaming, Inc. (NASDAQ: PENN) (“Penn National”) acquired the operating assets of Greektown for $300.0 million in cash (together, the “Greektown Acquisition”). Simultaneous with the closing of the Greektown Acquisition, we entered into a triple-net lease agreement for Greektown with a subsidiary of Penn National. The lease has an initial total annual rent of $55.6 million, for an implied capitalization rate of 7.9%, and an initial term of 15 years, with four five-year tenant renewal options. The tenant’s obligations under the lease are guaranteed by Penn National and certain of its subsidiaries. ___________________________ 1 Upon the adoption of ASC 842 on January 1, 2019, we ceased recording tenant reimbursement of property taxes as these taxes are paid directly by our tenants to the applicable government entity. Copyright © 2019 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 1 Copyright © 2019 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document On June 17, 2019, we entered into definitive agreements to acquire the land and real estate assets of (i) Mountaineer Casino, Racetrack & Resort located in New Cumberland, West Virginia, (ii) Lady Luck Casino Caruthersville located in Caruthersville, Missouri and (iii) Isle Casino Cape Girardeau located in Cape Girardeau, Missouri (the “Century Portfolio”) from affiliates of Eldorado Resorts, Inc.