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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to VICI Properties Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| July 30, 2025 |
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 30, 2025 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Prop |
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| July 30, 2025 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES SECOND QUARTER 2025 RESULTS - Increased Investment Related to Development of One Beverly Hills by $150.0 Million - - Raises Guidance for Full Year 2025 - NEW YORK, NY – July 30, 2025 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties”, "VICI" or the “Company”), an experiential real estate investment trust, today reported results for the quarter ended |
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| July 30, 2025 |
Exhibit 10.1 THIRTEENTH AMENDMENT TO LEASE This THIRTEENTH AMENDMENT TO LEASE (this “Amendment”) is entered into as of June 27, 2025, by and among the entities listed on Schedule A attached hereto (collectively, and together with their respective successors and assigns, “Landlord”), the entities listed on Schedule B attached hereto (collectively, and together with their respective successors and a |
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| July 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc. |
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| July 30, 2025 |
vici2q25financialsupplem Supplemental Financial & Operating Data Second Quarter Ended June 30, 2025 Exhibit 99. |
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| April 30, 2025 |
Statement of Eligibility of Trustee on Form T-1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE UMB BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 44-0194180 (I.R.S. Employer Identification No.) 1010 Grand Blvd., Kansas City, Missouri 64106 (Address of principa |
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| April 30, 2025 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FIRST QUARTER 2025 RESULTS - Entered Agreement to Provide up to $510.0 Million for Development of Tribal Casino to be Managed by Red Rock Resorts - - Completed $1.3 Billion Investment Grade Senior Notes Offering - - Raises Guidance for Full Year 2025 - NEW YORK, NY – April 30, 2025 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties”, "VICI" or the “Co |
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| April 30, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc |
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| April 30, 2025 |
As filed with the Securities and Exchange Commission on April 30, 2025 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 30, 2025 Registration No. |
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| April 30, 2025 |
Table 1: Newly Registered and Carry Forward Securities Calculation of Filing Fee Tables S-3 VICI PROPERTIES INC. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date |
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| April 30, 2025 |
$1,666,776,068 VICI Properties Inc. Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-286854 PROSPECTUS SUPPLEMENT (To Prospectus dated April 30, 2025) $1,666,776,068 VICI Properties Inc. Common Stock VICI Properties Inc. and VICI Properties OP LLC, our operating partnership, entered into an equity distribution agreement, dated May 6, 2024 (the “equity distribution agreement”), with Goldman Sachs & Co. LLC, B |
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| April 30, 2025 |
Supplemental Financial & Operating Data First Quarter Ended March 31, 2025 Exhibit 99. |
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| April 30, 2025 |
Calculation of Registration Fee Table Calculation of Filing Fee Tables S-3 VICI PROPERTIES INC. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date |
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| April 30, 2025 |
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): April 30, 2025 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Pro |
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| April 29, 2025 |
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): April 29, 2025 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Pro |
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| April 7, 2025 |
Exhibit 4.2 VICI PROPERTIES L.P. AS ISSUER AND UMB BANK, NATIONAL ASSOCIATION AS TRUSTEE FOURTH SUPPLEMENTAL INDENTURE Dated as of April 7, 2025 $400,000,000 4.750% SENIOR NOTES DUE 2028 $900,000,000 5.625% SENIOR NOTES DUE 2035 SUPPLEMENT TO INDENTURE DATED AS OF APRIL 29, 2022, BETWEEN VICI PROPERTIES L.P. (AS ISSUER) AND UMB BANK, NATIONAL ASSOCIATION (AS TRUSTEE) |
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| April 7, 2025 |
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): April 7, 2025 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-3837 |
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| March 27, 2025 |
Exhibit 1.1 $1,300,000,000 VICI Properties L.P. (A Delaware limited partnership) $400,000,000 4.750% Notes due 2028 $900,000,000 5.625% Notes due 2035 UNDERWRITING AGREEMENT March 26, 2025 Wells Fargo Securities, LLC J.P. Morgan Securities LLC Barclays Capital Inc. Citigroup Global Markets Inc. as Representatives of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: VICI Pro |
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| March 27, 2025 |
Financial Statements and Exhibits, Other Events, Entry into a Material Definitive Agreement 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): March 26, 2025 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware(VICI Properties L.P.) 001-3837 |
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| March 17, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitte |
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| March 17, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| February 20, 2025 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2024 RESULTS - Announced Over $1 Billion in Capital Commitments in 2024 and Deployed Capital Every Month - - Announced Strategic Relationship with Cain International and Eldridge Industries - - Establishes Guidance for Full Year 2025 - NEW YORK, NY – February 20, 2025 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties”, "V |
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| February 20, 2025 |
Inside Information and Securities Trading Policy and Procedures of Exhibit 19.1 VICI PROPERTIES INC. INSIDE INFORMATION AND SECURITIES TRADING POLICY AND PROCEDURES (As of February 20, 2025) I.General As a public company, VICI Properties Inc. (together with its subsidiaries, the “Company”) is subject to various federal and state laws and regulations governing trading in its securities. This Inside Information and Securities Trading Policy and Procedures (this “Po |
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| February 20, 2025 |
Exhibit 4.41 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a summary of the rights and preferences of our common stock. This summary does not purport to be complete and is subject to and is qualified in its entirety by reference to our charter and bylaws and applicable provisions of the Maryland General Corporation |
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| February 20, 2025 |
Subsidiaries of VICI Properties Inc. Exhibit 21.1 Subsidiaries of VICI Properties Inc. Name of Entity State or Country of Incorporation or Organization 2474322 Alberta ULC Alberta, Canada Biloxi Hammond, LLC Delaware Bluegrass Downs Property Owner LLC Delaware Caesars Atlantic City LLC Delaware Caesars Southern Indiana Propco LLC Delaware Cape G LLC Delaware Cascata LLC Delaware Centaur Propco LLC Delaware Chariot Run LLC Delaware Ci |
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| February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission file number: 000-55791 (VICI Properti |
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| February 20, 2025 |
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): February 20, 2025 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI |
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| February 20, 2025 |
Supplemental Financial & Operating Data Fourth Quarter and Full Year Ended December 31, 2024 Exhibit 99. |
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| February 20, 2025 |
Subsidiaries of VICI Properties L.P. Exhibit 21.2 Subsidiaries of VICI Properties L.P. Name of Entity State or Country of Incorporation or Organization 2474322 Alberta ULC Alberta, Canada Biloxi Hammond, LLC Delaware Bluegrass Downs Property Owner LLC Delaware Caesars Atlantic City LLC Delaware Caesars Southern Indiana Propco LLC Delaware Cape G LLC Delaware Centaur Propco LLC Delaware Cincinnati Propco LLC Delaware Claudine Propco L |
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| February 4, 2025 |
Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT Dated as of February 3, 2025 Among VICI PROPERTIES L.P., as Borrower, The Several Lenders from Time to Time Parties Hereto, WELLS FARGO BANK, N.A., as Administrative Agent, WELLS FARGO SECURITIES, LLC, BOFA SECURITIES, INC., CITIBANK, N.A., JPMORGAN CHASE BANK, N.A., BARCLAYS BANK PLC, GOLDMAN SACHS BANK USA, MIZUHO BANK, LTD., SUMITOMO MITSUI BANKIN |
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| February 4, 2025 |
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): February 3, 2025 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-3 |
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| December 19, 2024 |
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): December 19, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001- |
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| December 19, 2024 |
Form of Global Note representing the 5.125% Senior Notes due 2031 (included in Exhibit 4.12) Exhibit 4.2 VICI PROPERTIES L.P. AS ISSUER AND UMB BANK, NATIONAL ASSOCIATION AS TRUSTEE THIRD SUPPLEMENTAL INDENTURE Dated as of December 19, 2024 $750,000,000 5.125% SENIOR NOTES DUE 2031 SUPPLEMENT TO INDENTURE DATED AS OF APRIL 29, 2022, BETWEEN VICI PROPERTIES L.P. (AS ISSUER) AND UMB BANK, NATIONAL ASSOCIATION (AS TRUSTEE) TABLE OF CONTENTS ARTICLE ONE DEFINITIONS, CREATION, FORM AND TERMS A |
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| December 10, 2024 |
Exhibit 1.1 VICI Properties L.P. (A Delaware limited partnership) $750,000,000 5.125% Notes due 2031 UNDERWRITING AGREEMENT December 9, 2024 J.P. Morgan Securities LLC Wells Fargo Securities, LLC Barclays Capital Inc. Deutsche Bank Securities Inc. as Representatives of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: VICI Properties Inc., a Maryland corporation (the “Compa |
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| December 10, 2024 |
Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits 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): December 9, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-3 |
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| November 12, 2024 |
SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties |
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| October 31, 2024 |
Supplemental Financial & Operating Data Third Quarter Ended September 30, 2024 Exhibit 99. |
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| October 31, 2024 |
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): October 31, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI P |
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| October 31, 2024 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES THIRD QUARTER 2024 RESULTS - Reports 6.7% Year-over-Year Revenue Growth - - Announced 7th Consecutive Annual Dividend Increase - - Deployed $230 million of Capital - - Updates Guidance for Full Year 2024 - NEW YORK, NY – October 31, 2024 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties”, "VICI" or the “Company”), an experiential real estate investme |
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| July 31, 2024 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES SECOND QUARTER 2024 RESULTS - Reports 6.6% Year-over-Year Revenue Growth - - Announced Capital Investment in the Venetian Resort through the Partner Property Growth Fund - - Announced $250 Million Great Wolf Mezzanine Loan - - Raises Guidance for Full Year 2024 - NEW YORK, NY – July 31, 2024 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties”, "VICI" |
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| July 31, 2024 |
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, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Prop |
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| July 31, 2024 |
Supplemental Financial & Operating Data Second Quarter Ended June 30, 2024 Exhibit 99. |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc. |
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| July 31, 2024 |
Exhibit 10.1 THIRD AMENDMENT This Third Amendment, dated as of June 17, 2024 (this “Amendment”), to the Credit Agreement dated as of February 8, 2022 (as amended by that certain First Amendment, dated as of July 15, 2022, that certain Second Amendment, dated as of August 4, 2023, and as further amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Cr |
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| May 6, 2024 |
Exhibit 1.1 VICI PROPERTIES INC. (A Maryland corporation) COMMON STOCK ($0.01 PAR VALUE PER SHARE) Equity Distribution Agreement May 6, 2024 Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 Barclays Capital Inc. 745 7th Avenue New York, New York 10019 BNP Paribas Securities Corp. 787 Seventh Avenue New York, New York 10019 BofA Securities, Inc. One Bryant Park New York, New York 10 |
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| May 6, 2024 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) VICI Properties Inc. |
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| May 6, 2024 |
Financial Statements and Exhibits, Other Events 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): May 6, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-38372 |
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| May 6, 2024 |
$2,000,000,000 VICI Properties Inc. Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-264352 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2022) $2,000,000,000 VICI Properties Inc. Common Stock VICI Properties Inc. and VICI Properties OP LLC, our Operating Partnership, entered into an equity distribution agreement, dated May 6, 2024 (the “equity distribution agreement”), with Goldman Sachs & Co. LLC, |
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| May 6, 2024 |
FORM OF REGISTERED FORWARD CONFIRMATION Exhibit 99.1 FORM OF REGISTERED FORWARD CONFIRMATION Date: [·], 20[·] To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: [DEALER NAME AND NOTICE INFORMATION] Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction entered into between us on the T |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc |
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| May 1, 2024 |
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): May 1, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Proper |
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| May 1, 2024 |
Supplemental Financial & Operating Data First Quarter Ended March 31, 2024 Exhibit 99. |
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| May 1, 2024 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FIRST QUARTER 2024 RESULTS - Reports 8.4% Year-over-Year Revenue Growth - - Completes $1.05 Billion Investment Grade Senior Notes Offering - - Announced Capital Investment in the Venetian Resort through the Partner Property Growth Fund - - Reaffirms Guidance for Full Year 2024 - NEW YORK, NY – May 1, 2024 – VICI Properties Inc. (NYSE: VICI) (“VICI Proper |
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| April 30, 2024 |
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): April 30, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Pro |
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| April 5, 2024 |
VICI / VICI Properties Inc. / BlackRock Inc. Passive Investment SC 13G/A 1 us9256521090040424.txt us9256521090040424.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 6) VICI PROPERTIES INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 925652109 - (CUSIP Number) March 31, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| March 18, 2024 |
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): March 18, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-383 |
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| March 18, 2024 |
Exhibit 4.2 VICI PROPERTIES L.P. AS ISSUER AND UMB BANK, NATIONAL ASSOCIATION AS TRUSTEE SECOND SUPPLEMENTAL INDENTURE Dated as of March 18, 2024 $550,000,000 5.750% SENIOR NOTES DUE 2034 $500,000,000 6.125% SENIOR NOTES DUE 2054 SUPPLEMENT TO INDENTURE DATED AS OF APRIL 29, 2022, BETWEEN VICI PROPERTIES L.P. (AS ISSUER) AND UMB BANK, NATIONAL ASSOCIATION (AS TRUSTEE) TABLE OF CONTENTS ARTICLE One |
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| March 14, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitte |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 8, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): March 7, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-3837 |
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| March 8, 2024 |
Exhibit 1.1 $1,050,000,000 VICI Properties L.P. (A Delaware limited partnership) $550,000,000 5.750% Notes due 2034 $500,000,000 6.125% Notes due 2054 UNDERWRITING AGREEMENT March 7, 2024 Wells Fargo Securities, LLC J.P. Morgan Securities LLC BofA Securities, Inc. Goldman Sachs & Co. LLC as Representatives of the several Underwriters named in Schedule I hereto Ladies and Gentlemen: VICI Properties |
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| February 22, 2024 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2023 RESULTS - Announced Nearly $2 Billion in Capital Commitments in 2023 and Deployed Capital Every Month - - Made First International Investments and Expanded into New Experiential Categories - - Establishes Guidance for Full Year 2024 - NEW YORK, NY – February 22, 2024 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties” |
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| February 22, 2024 |
VICI Properties Inc. Incentive Compensation Clawback Policy Exhibit 97.1 VICI Properties Inc. - Incentive Compensation Clawback Policy I.Introduction The Board of Directors (the “Board”) of VICI Properties Inc. (the “Company”) believes that it is in the best interests of the Company and its stockholders to create and maintain a culture that emphasizes accountability. The Board has therefore adopted this Incentive Compensation Clawback Policy (the “Policy”) |
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| February 22, 2024 |
Form of LTIP Performance-Based Restricted Stock Unit Agreement. Exhibit 10.48 VICI Properties Inc. Form of Performance-Based Restricted Stock Unit Agreement THIS AGREEMENT, is made as of [•], 20[•], between VICI Properties Inc., a Maryland corporation (the “Company”), and [•] (the “Grantee”). WHEREAS, the Company has adopted and maintains the VICI Properties Inc. 2017 Stock Incentive Plan (the “Plan”) to provide certain key persons, on whose initiative and eff |
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| February 22, 2024 |
Subsidiaries of VICI Properties Inc. Exhibit 21.1 Subsidiaries of VICI Properties Inc. Name of Entity State or Country of Incorporation or Organization 2474322 Alberta ULC Alberta, Canada Biloxi Hammond, LLC Delaware Bluegrass Downs Property Owner LLC Delaware Caesars Atlantic City LLC Delaware Caesars Southern Indiana Propco LLC Delaware Cape G LLC Delaware Cascata LLC Delaware Centaur Propco LLC Delaware Chariot Run LLC Delaware Ci |
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| February 22, 2024 |
Exhibit 4.2 SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 29, 2022, among VICI Properties L.P., a Delaware limited liability partnership (the “Company”), VICI Note Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), and UMB Bank, National Association, as Trustee under the Indenture referred to below (the “Trustee”). W I T N |
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| February 22, 2024 |
Supplemental Financial & Operating Data Fourth Quarter and Full Year Ended December 31, 2023 Exhibit 99. |
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| February 22, 2024 |
Form of LTIP Time-Based Restricted Stock Grant Agreement Exhibit 10.47 VICI Properties Inc. Form of Restricted Stock Grant Agreement THIS AGREEMENT, (the “Agreement”) made as of [•], 20[•], between VICI Properties Inc. (the “Company”) and [•] (the “Grantee”). WHEREAS, the Company has adopted and maintains the VICI Properties Inc. 2017 Stock Incentive Plan (the “Plan”) to provide certain key persons, on whose initiative and efforts the successful conduct |
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| February 22, 2024 |
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): February 22, 2024 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI |
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| February 22, 2024 |
Exhibit 4.8 SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 29, 2022, among VICI Properties L.P., a Delaware limited liability partnership (the “Company”), VICI Note Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), and UMB Bank, National Association, as Trustee under the Indenture referred to below (the “Trustee”). W I T N |
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| February 22, 2024 |
Exhibit 4.10 SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 29, 2022, among VICI Properties L.P., a Delaware limited liability partnership (the “Company”), VICI Note Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), and UMB Bank, National Association, as Trustee under the Indenture referred to below (the “Trustee”). W I T N |
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| February 22, 2024 |
Subsidiaries of VICI Properties L.P. Exhibit 21.2 Subsidiaries of VICI Properties L.P. Name of Entity State or Country of Incorporation or Organization 2474322 Alberta ULC Alberta, Canada Biloxi Hammond, LLC Delaware Bluegrass Downs Property Owner LLC Delaware Caesars Atlantic City LLC Delaware Caesars Southern Indiana Propco LLC Delaware Cape G LLC Delaware Centaur Propco LLC Delaware Cincinnati Propco LLC Delaware Claudine Propco L |
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| February 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission file number: 000-55791 (VICI Properti |
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| February 22, 2024 |
Exhibit 4.6 SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 29, 2022, among VICI Properties L.P., a Delaware limited liability partnership (the “Company”), VICI Note Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), and UMB Bank, National Association, as Trustee under the Indenture referred to below (the “Trustee”). W I T N |
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| February 22, 2024 |
Exhibit 4.42 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a summary of the rights and preferences of our common stock. This summary does not purport to be complete and is subject to and is qualified in its entirety by reference to our charter and bylaws and applicable provisions of the Maryland General Corporation |
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| February 22, 2024 |
Exhibit 4.4 SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 29, 2022, among VICI Properties L.P., a Delaware limited liability partnership (the “Company”), VICI Note Co. Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), and UMB Bank, National Association, as Trustee under the Indenture referred to below (the “Trustee”). W I T N |
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| February 13, 2024 |
VICI / VICI Properties Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv02219-vicipropertiesinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: VICI Properties Inc Title of Class of Securities: Common Stock CUSIP Number: 925652109 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to design |
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| February 9, 2024 |
SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| February 9, 2024 |
VICI / VICI Properties Inc. / Capital International Investors - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| October 25, 2023 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES THIRD QUARTER 2023 RESULTS - Reports 20.3% Year-over-Year Revenue Growth - - Completed First Sale-Leaseback Transaction in Family Entertainment Sector with Bowlero - - Completed Acquisition of Century Casinos' Four Gaming Properties in Alberta, Canada - - Announced Expansion of Partnership with Canyon Ranch - - Increases Guidance for Full Year 2023 - NEW |
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| October 25, 2023 |
Exhibit 10.1 SECOND AMENDMENT This Second Amendment, dated as of August 4, 2023 (this “Amendment”), to the Credit Agreement dated as of February 8, 2022 (as amended by that certain First Amendment, dated as of July 15, 2022, and as further amended, supplemented or otherwise modified from time to time prior to the date hereof, the “Existing Credit Agreement”), among VICI PROPERTIES L.P., a Delaware |
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| October 25, 2023 |
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): October 25, 2023 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI P |
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| October 25, 2023 |
Supplemental Financial & Operating Data Third Quarter Ended September 30, 2023 Exhibit 99. |
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| October 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties |
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| July 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc. |
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| July 26, 2023 |
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 26, 2023 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Prop |
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| July 26, 2023 |
vici2q23financialsupplem Supplemental Financial & Operating Data Second Quarter Ended June 30, 2023 Exhibit 99. |
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| July 26, 2023 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES SECOND QUARTER 2023 RESULTS - Reports 35.5% Year-over-Year Revenue Growth - - Expands International Footprint in Canada with Century Casinos - - Completed Acquisition of Rocky Gap Casino Resort - - Announced Expansion of Partnership with Canyon Ranch - - Updates Guidance for Full Year 2023 - NEW YORK, NY – July 26, 2023 – VICI Properties Inc. (NYSE: VICI |
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| May 1, 2023 |
vici1q23financialsupplem Supplemental Financial & Operating Data First Quarter Ended March 31, 2023 Exhibit 99. |
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| May 1, 2023 |
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): May 1, 2023 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Proper |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc |
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| May 1, 2023 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FIRST QUARTER 2023 RESULTS - Reports 110.7% Year-over-Year Revenue Growth - - Completed First International Acquisition in Canada - - Completed the Acquisition of the Remaining 49.9% Stake in MGM Grand / Mandalay Bay Joint Venture - - Reaffirms Guidance for Full Year 2023 - NEW YORK, NY – May 1, 2023 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties” |
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| May 1, 2023 |
Exhibit 10.1 TWELFTH AMENDMENT TO LEASE This TWELFTH AMENDMENT TO LEASE (this “Amendment”) is entered into as of April 7, 2023, by and among the entities listed on Schedule A attached hereto (collectively, and together with their respective successors and assigns, “Landlord”), the entities listed on Schedule B attached hereto (collectively, and together with their respective successors and assigns |
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| April 28, 2023 |
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): April 27, 2023 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Pro |
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| March 15, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitte |
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| March 15, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, For Use of the Commission Only (as permitted by Rule |
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| March 1, 2023 |
EX-99.1 Exhibit 99.1 FORM OF REGISTERED FORWARD CONFIRMATION Date: [•], 20[•] To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: [DEALER NAME AND NOTICE INFORMATION] Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction entered into between us |
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| March 1, 2023 |
Exhibit 1.1 VICI PROPERTIES INC. (A Maryland corporation) COMMON STOCK ($0.01 PAR VALUE PER SHARE) Equity Distribution Agreement February 28, 2023 Deutsche Bank Securities Inc. 1 Columbus Circle New York, New York 10019 Barclays Capital Inc. 745 7th Avenue New York, New York 10019 Robert W. Baird & Co. Incorporated 777 E. Wisconsin Avenue Milwaukee, Wisconsin 53202 BofA Securities, Inc. One Bryant |
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| March 1, 2023 |
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): February 28, 2023 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001- |
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| February 28, 2023 |
$1,500,000,000 VICI Properties Inc. Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. |
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| February 28, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) VICI Properties Inc. |
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| February 23, 2023 |
Exhibit 10.32 GUARANTY This GUARANTY OF LEASE DOCUMENTS (this “Guaranty”), is made and entered into as of the 14th day of February, 2020 by and among MGM RESORTS INTERNATIONAL, a Delaware corporation (“Guarantor”), Mandalay PropCo, LLC, a Delaware limited liability company (“MB Landlord”) and MGM Grand PropCo, LLC, a Delaware limited liability company (“Grand Landlord” and, together with the MB La |
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| February 23, 2023 |
Exhibit 4.25 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a summary of the rights and preferences of our common stock. This summary does not purport to be complete and is subject to and is qualified in its entirety by reference to our charter and bylaws and applicable provisions of the Maryland General Corporation |
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| February 23, 2023 |
Subsidiaries of VICI Properties Inc. Exhibit 21.1 Subsidiaries of VICI Properties Inc. Name of Entity State or Country of Incorporation or Organization 2474322 Alberta ULC Alberta, Canada Biloxi Hammond, LLC Delaware Bluegrass Downs Property Owner LLC Delaware Caesars Atlantic City LLC Delaware Caesars Southern Indiana Propco LLC Delaware Cape G LLC Delaware Cascata LLC Delaware Centaur Propco LLC Delaware Chariot Run LLC Delaware Ci |
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| February 23, 2023 |
Subsidiaries of VICI Properties L.P. Exhibit 21.2 Subsidiaries of VICI Properties L.P. Name of Entity State or Country of Incorporation or Organization 2474322 Alberta ULC Alberta, Canada Biloxi Hammond, LLC Delaware Bluegrass Downs Property Owner LLC Delaware Caesars Atlantic City LLC Delaware Caesars Southern Indiana Propco LLC Delaware Cape G LLC Delaware Centaur Propco LLC Delaware Cincinnati Propco LLC Delaware Claudine Propco L |
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| February 23, 2023 |
Exhibit 10.33 LOAN AGREEMENT Dated as of February 14, 2020 By and Among MANDALAY PROPCO, LLC and MGM GRAND PROPCO, LLC, collectively, as Borrower and CITI REAL ESTATE FUNDING INC., BARCLAYS CAPITAL REAL ESTATE INC., DEUTSCHE BANK AG, NEW YORK BRANCH and SOCIETE GENERALE FINANCIAL CORPORATION, collectively, as Lender and CITI REAL ESTATE FUNDING INC., as Administrative Agent TABLE OF CONTENTS Page |
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| February 23, 2023 |
Exhibit 10.24 SECOND AMENDMENT TO AMENDED AND RESTATED MASTER LEASE THIS SECOND AMENDMENT TO AMENDED AND RESTATED MASTER LEASE (this “Amendment”) is dated as of February 15, 2023 (the “Effective Date”), by and between MGP Lessor, LLC, a Delaware limited liability company (together with its permitted successors and assigns, “Landlord”), and MGM Lessee, LLC, a Delaware limited liability company (tog |
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| February 23, 2023 |
Exhibit 10.36 THIRD AMENDMENT TO LOAN AGREEMENT AND OTHER LOAN DOCUMENTS Dated as of July 15, 2020 among MANDALAY PROPCO, LLC and MGM GRAND PROPCO, LLC, collectively, as Borrower and WILMINGTON TRUST, NATIONAL ASSOCIATION, in its capacity as trustee on behalf of the holders of BX Commercial Mortgage Trust 2020-VIVA, Commercial Mortgage Pass- Through Certificates, Series 2020-VIVA, and on behalf of |
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| February 23, 2023 |
vici4q22financialsupplem VICI Q4 2022 Supplemental Financial & Operating Data 1 S U P P L E M E N TA L F I N A N C I A L & O P E R ATI N G DATA F O U R T H Q U A R T E R E N D E D D E C E M B E R 3 1 , 2 0 2 2 E x h i b i t 9 9 . |
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| February 23, 2023 |
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): February 23, 2023 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI |
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| February 23, 2023 |
Exhibit 10.31 MASTER LEASE TABLE OF CONTENTS Page ARTICLE I LEASED PROPERTY 1 1.1 Leased Property 1 1.2 Single, Indivisible Lease 4 1.3 Term 5 1.4 Renewal Terms 5 1.5 Separation of Leases 5 ARTICLE II DEFINITIONS 8 2.1 Definitions 8 ARTICLE III RENT 42 3.1 Rent 42 3.2 Late Payment of Rent 43 3.3 Method of Payment of Rent 43 3.4 Net Lease 43 3.5 Fair Market Rent 44 ARTICLE IV IMPOSITIONS 44 4.1 Imp |
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| February 23, 2023 |
Amended and Restated Bylaws of VICI Properties Inc. (as amended December 19, 2022). Exhibit 3.4 VICI PROPERTIES INC. AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of VICI Properties Inc. (the “Company”) in the State of Maryland shall be located at such place as the board of directors of the Company (the “Board of Directors”) may designate. Section 2. ADDITIONAL OFFICES. The Company may have additional offices, including a principa |
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| February 23, 2023 |
Exhibit 10.35 SECOND AMENDMENT TO LOAN AGREEMENT AND OTHER LOAN DOCUMENTS Dated as of May 1, 2020 among MANDALAY PROPCO, LLC and MGM GRAND PROPCO, LLC, collectively, as Borrower and CITI REAL ESTATE FUNDING INC., BARCLAYS CAPITAL REAL ESTATE INC., DEUTSCHE BANK AG, NEW YORK BRANCH and SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, collectively, as Lender SECOND AMENDMENT TO LOAN AGREEMENT AND OTHER LOAN |
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| February 23, 2023 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2022 RESULTS - Announces Record Financial Results Driven By 72% Full-Year Revenue Growth - - Closed on $22.8 Billion of Transactions in 2022 - - Establishes Guidance for Full Year 2023 - NEW YORK, NY – February 23, 2023 – VICI Properties Inc. (NYSE: VICI) (“VICI Properties” or the “Company”), an experiential real estate inves |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission file number: 000-55791 (VICI Properti |
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| February 23, 2023 |
Exhibit 10.34 FIRST AMENDMENT TO LOAN AGREEMENT AND OTHER LOAN DOCUMENTS Dated as of March 30, 2020 among MANDALAY PROPCO, LLC and MGM GRAND PROPCO, LLC, collectively, as Borrower and CITI REAL ESTATE FUNDING INC., BARCLAYS CAPITAL REAL ESTATE INC., DEUTSCHE BANK AG, NEW YORK BRANCH and SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, collectively, as Lender FIRST AMENDMENT TO LOAN AGREEMENT AND OTHER LOAN |
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| February 14, 2023 |
VICI / VICI Properties Inc / COHEN & STEERS, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (EXIT FILING)* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Fil |
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| February 13, 2023 |
VICI / VICI Properties Inc / Capital Research Global Investors - SEC SCHEDULE 13G Passive Investment SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de |
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| February 13, 2023 |
VICI / VICI Properties Inc / Capital World Investors - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| February 13, 2023 |
VICI / VICI Properties Inc / Capital International Investors - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t |
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| February 9, 2023 |
VICI / VICI Properties Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: VICI Properties Inc. Title of Class of Securities: REIT CUSIP Number: 925652109 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 1 |
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| January 18, 2023 |
Exhibit 1.2 Date: January 12, 2023 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036-8293 Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction entered into between us on the Trad |
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| January 18, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): January 12, 2023 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-3 |
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| January 18, 2023 |
EX-1.1 2 d465065dex11.htm EX-1.1 Exhibit 1.1 26,350,000 SHARES VICI PROPERTIES INC. (A Maryland corporation) COMMON STOCK ($0.01 PAR VALUE PER SHARE) UNDERWRITING AGREEMENT January 12, 2023 January 12, 2023 Morgan Stanley & Co. LLC BofA Securities, Inc. Citigroup Global Markets Inc. J.P. Morgan Securities LLC as Representatives of the several Underwriters named in Schedule I hereto Morgan Stanley |
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| January 18, 2023 |
EX-1.5 6 d465065dex15.htm EX-1.5 Exhibit 1.5 Date: January 12, 2023 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: JPMorgan Chase Bank, National Association 383 Madison Avenue New York, New York 10179 Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of t |
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| January 18, 2023 |
Forward Sale Agreement, dated January 12, 2023, by and between the Company and Citigroup, N.A. EX-1.4 5 d465065dex14.htm EX-1.4 Exhibit 1.4 Date: January 12, 2023 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: Citibank, N.A. 388 Greenwich Street, 8th Floor New York, New York 10013 Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the transaction |
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| January 18, 2023 |
Forward Sale Agreement, dated January 12, 2023, by and between the Company and Bank of America, N.A. Exhibit 1.3 Date: January 12, 2023 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: Bank of America, N.A. c/o BofA Securities, Inc. Bank of America Tower at One Bryant Park New York, New York 10036 Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the tr |
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| January 17, 2023 |
EX-FILING FEES 2 d426834dexfilingfees.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(2) Proposed Maximum Offering Price Per Unit Maximum Ag |
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| January 17, 2023 |
26,350,000 Shares VICI Properties Inc. Common Stock 424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264352 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2022) 26,350,000 Shares VICI Properties Inc. Common Stock We expect to enter into forward sale agreements with Morgan Stanley & Co. LLC, BofA Securities, Inc., Citibank, N.A. and J.P. Morgan Securities LLC, or their respective affiliates (the “forward purchasers |
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| January 12, 2023 |
Subject to Completion Preliminary Prospectus Supplement dated January 12, 2023 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264352 The information in this preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, as amended but is not complete and may be changed. Subject to Completion Preliminary Prospectus Supplement dated January 12, 2023 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, |
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| December 20, 2022 |
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): December 19, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI |
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| December 20, 2022 |
Amended and Restated Bylaws of VICI Properties Inc. (as amended December 19, 2022) (marked copy) Exhibit 3.1 VICI PROPERTIES INC. AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of VICI Properties Inc. (the ?Company?) in the State of Maryland shall be located at such place as the board of directors of the Company (the ?Board of Directors?) may designate. Section 2. ADDITIONAL OFFICES. The Company may have additional offices, including a principa |
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| December 19, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): December 19, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI |
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| December 19, 2022 |
Exhibit 10.1 FIRST AMENDMENT TO AMENDED AND RESTATED MASTER LEASE THIS FIRST AMENDMENT TO AMENDED AND RESTATED MASTER LEASE (this ?Amendment?) is dated as of December 19, 2022 (the ?Effective Date?), by and between MGP Lessor, LLC, a Delaware limited liability company (together with its permitted successors and assigns, ?Landlord?), and MGM Lessee, LLC, a Delaware limited liability company (togeth |
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| November 8, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): November 3, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-3 |
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| November 8, 2022 |
EX-1.2 3 d419132dex12.htm EX-1.2 Exhibit 1.2 Date: November 3, 2022 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: Bank of America, N.A. c/o BofA Securities, Inc. Bank of America Tower at One Bryant Park New York, New York 10036 Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm t |
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| November 8, 2022 |
EX-1.1 2 d419132dex11.htm EX-1.1 Exhibit 1.1 16,500,000 Shares VICI PROPERTIES INC. (A Maryland corporation) COMMON STOCK ($0.01 PAR VALUE PER SHARE) UNDERWRITING AGREEMENT November 3, 2022 November 3, 2022 BofA Securities, Inc. Citigroup Global Markets Inc. as Underwriters BofA Securities, Inc. Citigroup Global Markets Inc. As Forward Sellers Bank of America, N.A. Citibank, N.A. As Forward Purcha |
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| November 8, 2022 |
Exhibit 1.3 Date: November 3, 2022 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: Citibank, N.A. 388 Greenwich Street, 8th Floor New York, New York 10013 Attention: Theodore Finkelstein Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this ?Confirmation?) is to confirm the terms and conditions of the transaction |
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| November 7, 2022 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) VICI Properties Inc. |
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| November 7, 2022 |
16,500,000 Shares VICI Properties Inc. Common Stock Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264352 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, 2022) 16,500,000 Shares VICI Properties Inc. Common Stock We expect to enter into forward sale agreements with BofA Securities, Inc. and Citibank, N.A. (or their respective affiliates), who we refer to in this capacity as the forward purchasers. In connection with the |
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| November 3, 2022 |
Subject to Completion Preliminary Prospectus Supplement dated November 3, 2022 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-264352 The information in this preliminary prospectus supplement relates to an effective registration statement under the Securities Act of 1933, as amended but is not complete and may be changed. Subject to Completion Preliminary Prospectus Supplement dated November 3, 2022 PROSPECTUS SUPPLEMENT (To Prospectus dated April 18, |
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| October 27, 2022 |
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): October 27, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI P |
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| October 27, 2022 |
VICI Q3 2022 Supplemental Financial & Operating Data 1 SUP P L E M ENTA L F I NA NC I A L & O P ERAT I NG DATA T H I R D Q U A R T E R E N D E D S E P T E M B E R 3 0 , 2 0 2 2 E x h i b i t 9 9 . |
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| October 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties |
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| October 27, 2022 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES THIRD QUARTER 2022 RESULTS - Increased Dividend by 8.3% - - Announced Acquisition of Rocky Gap Casino Resort - - Expanded Partnership with Great Wolf Resorts - - Updates Guidance for Full Year 2022 - NEW YORK, NY ? October 27, 2022 ? VICI Properties Inc. (NYSE: VICI) (?VICI Properties? or the ?Company?), an experiential real estate investment trust, toda |
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| October 27, 2022 |
Exhibit 10.1 ELEVENTH AMENDMENT TO LEASE This ELEVENTH AMENDMENT TO LEASE (this ?Amendment?) is entered into as of August 25, 2022, by and among the entities listed on Schedule A attached hereto (collectively, and together with their respective successors and assigns, ?Landlord?), the entities listed on Schedule B attached hereto (collectively, and together with their respective successors and ass |
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| July 27, 2022 |
Exhibit 10.1 FIRST AMENDMENT This First Amendment, dated as of July 15, 2022 (this ?Amendment?), to the Credit Agreement dated as of February 8, 2022 (as amended, supplemented or otherwise modified from time to time prior to the date hereof, the ?Existing Credit Agreement?), among VICI PROPERTIES L.P., a Delaware limited partnership (the ?Borrower?), the several banks and other financial instituti |
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| July 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc. |
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| July 27, 2022 |
VICI Q2 2022 Supplemental Financial & Operating Data 1 SUP P L EMENTAL F I NANCI AL & OP ERAT I NG DATA S E C O N D Q U A R T E R E N D E D J U N E 3 0 , 2 0 2 2 Exhibit 99. |
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| July 27, 2022 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES SECOND QUARTER 2022 RESULTS - Completed the Strategic Acquisition of MGM Growth Properties LLC - - Completed Inaugural $5.0 Billion Investment Grade Senior Notes Offering - - Added to the S&P 500 Index on June 8, 2022 - - Reaffirms Guidance for Full Year 2022 - NEW YORK, NY ? July 27, 2022 ? VICI Properties Inc. (NYSE: VICI) (?VICI Properties? or the ?Co |
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| July 27, 2022 |
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 27, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Prop |
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| May 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 (VICI Properties Inc |
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| May 4, 2022 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FIRST QUARTER 2022 RESULTS - Reports 11.3% Revenue Growth - - Completed the $17.2 Billion Strategic Acquisition of MGM Growth Properties LLC - - Completed Inaugural Investment Grade $5.0 Billion Senior Notes Offering - - Completed the $4.0 Billion Venetian Resort Las Vegas Real Estate Acquisition - - Updates Guidance for Full Year 2022 - NEW YORK, NY ? M |
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| May 4, 2022 |
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): May 4, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Proper |
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| May 4, 2022 |
VICI Q1 2022 Supplemental Financial & Operating Data SUP P L EMENTAL F I NANCI AL & OP ERAT I NG DATA F I R S T Q U A R T E R E N D E D M A R C H 3 1 , 2 0 2 2 Exhibit 99. |
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| April 29, 2022 |
Exhibit 4.13 Execution Version VICI PROPERTIES L.P. and VICI NOTE CO. INC., as Issuers, and UMB BANK, NATIONAL ASSOCIATION, as Trustee 3.875% SENIOR NOTES DUE 2029 INDENTURE DATED AS OF APRIL 29, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 53 Section 1.03 Incorporation by Reference of Trust Indenture Act. 53 |
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| April 29, 2022 |
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): April 29, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-383 |
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| April 29, 2022 |
VICI Properties Inc. Announces Final Results and Settlement of Exchange Offers Exhibit 99.1 VICI Properties Inc. Announces Final Results and Settlement of Exchange Offers New York, NY, April 28, 2022 ? VICI Properties Inc. (NYSE: VICI) (the ?Company?) announced today the expiration and final results of VICI Properties L.P.?s, a Delaware limited partnership (?VICI LP?), and VICI Note Co. Inc.?s, a Delaware corporation (together with VICI LP, the ?VICI Issuers?), private offer |
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| April 29, 2022 |
Second Amended and Restated Agreement of Limited Partnership of VICI Properties L.P. Exhibit 10.5 SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF VICI PROPERTIES L.P. THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (as may be further amended, supplemented or restated from time to time, this ?Agreement?) of VICI Properties L.P., a Delaware limited partnership (the ?Partnership?), is entered into as of April 29, 2022 (the ?Effective Date?) between VICI Pro |
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| April 29, 2022 |
Exhibit 4.10 Execution Version VICI PROPERTIES L.P. and VICI NOTE CO. INC., as Issuers, and UMB BANK, NATIONAL ASSOCIATION, as Trustee 4.500% SENIOR NOTES DUE 2026 INDENTURE DATED AS OF APRIL 29, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 53 Section 1.03 Incorporation by Reference of Trust Indenture Act 53 S |
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| April 29, 2022 |
Exhibit 4.11 Execution Version VICI PROPERTIES L.P. and VICI NOTE CO. INC., as Issuers, and UMB BANK, NATIONAL ASSOCIATION, as Trustee 5.750% SENIOR NOTES DUE 2027 INDENTURE DATED AS OF APRIL 29, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 53 Section 1.03 Incorporation by Reference of Trust Indenture Act 53 S |
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| April 29, 2022 |
Amended and Restated Limited Liability Company Agreement of VICI Properties OP LLC. Exhibit 10.4 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF VICI PROPERTIES OP LLC April 29, 2022 TABLE OF CONTENTS Page ARTICLE I DEFINED TERMS 1 ARTICLE II ORGANIZATIONAL MATTERS 16 Section 2.1 Organization 16 Section 2.2 Name 17 Section 2.3 Registered Office and Agent; Principal Office 17 Section 2.4 Term 17 ARTICLE III PURPOSE 17 Section 3.1 Purpose and Business 17 Section 3.2 Pow |
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| April 29, 2022 |
Exhibit 10.1 EXECUTION VERSION AMENDED AND RESTATED MASTER LEASE TABLE OF CONTENTS TO MASTER LEASE Page ARTICLE I LEASED PROPERTY 2 1.1 Leased Property 2 1.2 Single, Indivisible Lease 3 1.3 Term 4 1.4 Renewal Terms 4 1.5 Separation of Leases 4 ARTICLE II DEFINITIONS 6 2.1 Definitions 6 ARTICLE III RENT 36 3.1 Rent 36 3.2 Late Payment of Rent or Additional Charges 36 3.3 Method of Payment of Rent 3 |
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| April 29, 2022 |
Exhibit 4.8 Execution Version VICI PROPERTIES L.P. and VICI NOTE CO. INC., as Issuers, and UMB BANK, NATIONAL ASSOCIATION, as Trustee 5.625% SENIOR NOTES DUE 2024 INDENTURE DATED AS OF APRIL 29, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 53 Section 1.03 Incorporation by Reference of Trust Indenture Act 53 Se |
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| April 29, 2022 |
Exhibit 4.9 Execution Version VICI PROPERTIES L.P. and VICI NOTE CO. INC., as Issuers, and UMB BANK, NATIONAL ASSOCIATION, as Trustee 4.625% SENIOR NOTES DUE 2025 INDENTURE DATED AS OF APRIL 29, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 53 Section 1.03 Incorporation by Reference of Trust Indenture Act 53 Se |
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| April 29, 2022 |
Exhibit 10.3 TAX PROTECTION AGREEMENT by and among VICI PROPERTIES OP LLC, VICI PROPERTIES INC., AND THE INITIAL PROTECTED PARTIES, dated as of April 29, 2022 TABLE OF CONTENTS Section 1. Definitions 2 Section 2. Protected Period Prohibited Activity 10 (a) Restrictions on Disposition of Protected Property 10 (b) Restrictions on Fundamental Transactions 11 (c) Company Obligations to Maintain Nonrec |
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| April 29, 2022 |
Exhibit 10.2 EXECUTION VERSION AMENDED AND RESTATED GUARANTY This AMENDED AND RESTATED GUARANTY OF MASTER LEASE (this ?Guaranty?), is made and entered into as of the 29th day of April, 2022 by and between MGM RESORTS INTERNATIONAL, a Delaware corporation, (?Guarantor ?), and MGP Lessor, LLC, a Delaware limited liability company (?Landlord?). RECITALS A. Landlord and MGM Lessee, LLC (?Tenant?) have |
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| April 29, 2022 |
Exhibit 4.12 Execution Version VICI PROPERTIES L.P. and VICI NOTE CO. INC., as Issuers, and UMB BANK, NATIONAL ASSOCIATION, as Trustee 4.500% SENIOR NOTES DUE 2028 INDENTURE DATED AS OF APRIL 29, 2022 TABLE OF CONTENTS ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 53 Section 1.03 Incorporation by Reference of Trust Indenture Act 53 S |
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| April 29, 2022 |
Exhibit 4.2 Execution Version VICI PROPERTIES L.P. AS ISSUER AND UMB BANK, NATIONAL ASSOCIATION AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE Dated as of April 29, 2022 $500,000,000 4.375% SENIOR NOTES DUE 2025 $1,250,000,000 4.750% SENIOR NOTES DUE 2028 $1,000,000,000 4.950% SENIOR NOTES DUE 2030 $1,500,000,000 5.125% SENIOR NOTES DUE 2032 $750,000,000 5.625% SENIOR NOTES DUE 2052 SUPPLEMENT TO INDENTU |
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| April 29, 2022 |
Exhibit 99.2 VICI PROPERTIES INC. COMPLETES $17.2 BILLION STRATEGIC ACQUISITION OF MGM GROWTH PROPERTIES LLC ? Adds 15 Marquee Assets Expanding Real Estate Portfolio to 43 Class-A Properties ? ? Increases Annual Rent by Over $1.0 Billion ? ? Diversifies Tenant Base to Eight Best-In-Class Operators ? ? Closes on $5.0 Billion of Investment Grade Senior Unsecured Notes ? ? Settles the Exchange Offer |
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| April 29, 2022 |
Exhibit 4.1 Execution Version VICI PROPERTIES L.P., as Issuer ? and ? UMB Bank, National Association, as Trustee INDENTURE DATED AS OF APRIL 29, 2022 Debt Securities Certain Sections of this Indenture relating to the Trust Indenture Act of 1939 Trust Indenture Act Section Indenture Section ?310(a)(1) 607 (a)(2) 607 (b) 608 ?312(a) 701, 702(1) (b) 702 (c) 702 ?313(a) 703 (b)(2) 703 (c) 703 (d) 703 |
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| April 27, 2022 |
Submission of Matters to a Vote of Security Holders 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): April 27, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) 001-38372 81-4177147 Delaware (VICI Pro |
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| April 25, 2022 |
EX-1.1 2 d515791dex11.htm EX-1.1 Exhibit 1.1 $5,000,000,000 VICI PROPERTIES L.P. (A Delaware limited partnership) $500,000,000 4.375% Notes due 2025 $1,250,000,000 4.750% Notes due 2028 $1,000,000,000 4.950% Notes due 2030 $1,500,000,000 5.125% Notes due 2032 $750,000,000 5.625% Notes due 2052 UNDERWRITING AGREEMENT April 20, 2022 Deutsche Bank Securities Inc. Goldman Sachs & Co. LLC J.P. Morgan S |
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| April 25, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): April 20, 2022 VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Maryland (VICI Properties Inc.) Delaware (VICI Properties L.P.) 001-383 |
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| April 18, 2022 |
EX-4.9 Exhibit 4.9 VICI PROPERTIES L.P., as Issuer — and — UMB Bank, National Association, as Trustee INDENTURE DATED AS OF [ ], 2022 Debt Securities Certain Sections of this Indenture relating to the Trust Indenture Act of 1939 Trust Indenture Act Section Indenture Section §310(a)(1) 607 (a)(2) 607 (b) 608 §312(a) 701, 702(1) (b) 702 (c) 702 §313(a) 703 (b)(2) 703 (c) 703 (d) 703 §314(a) 704 (c)( |
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| April 18, 2022 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS – VICI PROPERTIES INC. Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS ? VICI PROPERTIES INC. Unless otherwise stated in these unaudited pro forma condensed combined financial statements or the context otherwise requires, references to: ? ?BREIT JV? refers to the joint venture of MGP with Blackstone Real Estate Income Trust, Inc. ? ?Cancelled Shares? refers to each MGP Class A Common Share held |
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| April 18, 2022 |
As filed with the Securities and Exchange Commission on April 18, 2022 Table of Contents As filed with the Securities and Exchange Commission on April 18, 2022 Registration No. |
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| April 18, 2022 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 99.1 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Financial Statements. Reports of Independent Registered Public Accounting Firm on MGM Growth Properties LLC (PCAOB ID: 34) 2 Report of Independent Registered Public Accounting Firm on MGM Growth Properties Operating Partnership (PCAOB ID: 34) 5 MGM Growth Properties LLC: Consolidated Balance Sheets - December 31, 2021 and 2020 7 Year |
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| April 18, 2022 |
Statement of Eligibility of Trustee on Form T-1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE UMB BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) 44-0194180 (I.R.S. Employer Identification No.) 1010 Grand Blvd., Kansas City, Missouri 64106 (Address of principa |
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| April 18, 2022 |
Exhibit 99.3 VICI PROPERTIES L.P. Consolidated financial statements as of December 31, 2021 and 2020 and for the years ended December 31, 2021, 2020 and 2019 With report of Independent Auditors INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Reports of Independent Registered Public Accounting Firm (PCAOB ID No. 34) 2 Consolidated Balance Sheets as of December 31, 2021 and 2020 3 Years Ended December 31 |
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| April 18, 2022 |
Calculation of Registration Fee Table Exhibit 107 Calculation of Filing Fee Tables S-3 (Form Type) VICI Properties Inc. VICI Properties L.P. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Reg |
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| April 18, 2022 |
SUMMARY OF SIGNIFICANT 2021 ACTIVITIES Exhibit 99.4 VICI Properties LP and Subsidiaries - Management?s Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis of the financial condition and results of operations of VICI Properties L.P. should be read in conjunction with the audited consolidated Financial Statements and notes thereto included in Exhibit 99.1 of this Current Report o |
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| April 18, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): April 18, 2022 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 14, 2022 |
VICI Properties Inc. Announces Extension of Exchange Offers Exhibit 99.1 VICI Properties Inc. Announces Extension of Exchange Offers New York, NY, April 14, 2022 ? VICI Properties Inc. (NYSE: VICI) (the ?Company?) announced today that its wholly owned subsidiaries, VICI Properties L.P., a Delaware limited partnership (?VICI LP?), and VICI Note Co. Inc., a Delaware corporation (the ?VICI Co-Issuer? and, together with VICI LP, the ?VICI Issuers?), have exten |
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| April 14, 2022 |
Financial Statements and Exhibits, Other Events 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): April 14, 2022 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| April 1, 2022 |
VICI Properties Inc. Announces Extension of Exchange Offers Exhibit 99.1 VICI Properties Inc. Announces Extension of Exchange Offers New York, NY, March 31, 2022 ? VICI Properties Inc. (NYSE: VICI) (the ?Company?) announced today that its wholly owned subsidiaries, VICI Properties L.P., a Delaware limited partnership (?VICI LP?), and VICI Note Co. Inc., a Delaware corporation (the ?VICI Co-Issuer? and, together with VICI LP, the ?VICI Issuers?), have exten |
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| April 1, 2022 |
Financial Statements and Exhibits, Other Events 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): March 31, 2022 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| March 14, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitte |
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| March 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| February 23, 2022 |
Subsidiaries of VICI Properties Inc. Exhibit 21.1 Subsidiaries of VICI Properties Inc. Name of Entity State of Incorporation or Organization Biloxi Hammond LLC Delaware Bluegrass Downs Property Owner LLC Delaware Caesars Atlantic City LLC Delaware Caesars Southern Indiana Propco LLC Delaware Cape G LLC Delaware Cascata LLC Delaware Centaur Propco LLC Delaware Chariot Run LLC Delaware Cincinnati Propco LLC Delaware Claudine Propco LLC |
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| February 23, 2022 |
EX-10.5 3 exhibit105-amendmenttolasv.htm EX-10.5 Exhibit 10.5 SIXTH AMENDMENT TO LEASE This SIXTH AMENDMENT TO LEASE (this “Amendment”) is entered into as of November 1, 2021, by and among CPLV PROPERTY OWNER LLC and CLAUDINE PROPCO LLC, each a Delaware limited liability company (collectively, and together with their respective successors and assigns, “Landlord”), DESERT PALACE LLC, a Nevada limit |
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| February 23, 2022 |
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): February 23, 2022 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 23, 2022 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets 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): February 23, 2022 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to Commission file number: 000-55791 VICI PROPERTIE |
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| February 23, 2022 |
EX-10.16 6 exhibit1016-amendmenttojol.htm EX-10.16 Exhibit 10.16 SIXTH AMENDMENT TO LEASE This SIXTH AMENDMENT TO LEASE (this “Amendment”) is entered into as of November 1, 2021, by and among HARRAH’S JOLIET LANDCO LLC, a Delaware limited liability company (together with its successors and assigns, “Landlord”), DES PLAINES DEVELOPMENT LIMITED PARTNERSHIP, a Delaware limited partnership (together w |
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| February 23, 2022 |
Exhibit 10.10 NINTH AMENDMENT TO LEASE This NINTH AMENDMENT TO LEASE (this ?Amendment?) is entered into as of November 1, 2021, by and among the entities listed on Schedule A attached hereto (collectively, and together with their respective successors and assigns, ?Landlord?), the entities listed on Schedule B attached hereto (collectively, and together with their respective successors and assigns |
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| February 23, 2022 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES FOURTH QUARTER AND FULL YEAR 2021 RESULTS - Announces Completion of the $4.0 Billion Venetian Resort Las Vegas Real Estate Acquisition - - Announced Record Acquisition Volume in 2021 - - Establishes Preliminary Guidance for Full Year 2022 - NEW YORK, NY ? February 23, 2022 ? VICI Properties Inc. (NYSE: VICI) (?VICI Properties? or the ?Company?), an exper |
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| February 23, 2022 |
EX-4.6 2 descriptionofregisteredsec.htm EX-4.6 Exhibit 4.6 DESCRIPTION OF REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following is a summary of the rights and preferences of our common stock. This summary does not purport to be complete and is subject to and is qualified in its entirety by reference to our charter and bylaws and applicable p |
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| February 23, 2022 |
Exhibit 10.11 TENTH AMENDMENT TO LEASE This TENTH AMENDMENT TO LEASE (this ?Amendment?) is entered into as of December 30, 2021, by and among the entities listed on Schedule A attached hereto (collectively, and together with their respective successors and assigns, ?Landlord?), the entities listed on Schedule B attached hereto (collectively, and together with their respective successors and assign |
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| February 23, 2022 |
VICI Q4 2021 Supplemental Financial & Operating Data SUP P L EMENTAL F I NANCI AL & OP ERAT I NG DATA F O U R T H Q U A R T E R E N D E D D E C E M B E R 3 1 , 2 0 2 1 Exhibit 99. |
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| February 14, 2022 |
VICI / VICI Properties Inc / COHEN & STEERS, INC. Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G* (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (Initial Filing)* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires |
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| February 14, 2022 |
VICI Properties Inc. Announces Extension of Exchange Offers EX-99.1 2 exchangeoffer-pressrelease.htm EX-99.1 Exhibit 99.1 VICI Properties Inc. Announces Extension of Exchange Offers New York, NY, February 14, 2022 – VICI Properties Inc. (NYSE: VICI) (the “Company”) announced today that its wholly owned subsidiaries, VICI Properties L.P., a Delaware limited partnership (“VICI LP”), and VICI Note Co. Inc., a Delaware corporation (the “VICI Co-Issuer” and, to |
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| February 14, 2022 |
Financial Statements and Exhibits, Other Events 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): February 14, 2022 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| February 11, 2022 |
VICI / VICI Properties Inc / Capital World Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch |
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| February 11, 2022 |
VICI / VICI Properties Inc / Capital International Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* VICI Properties Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 925652109 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S |
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| February 10, 2022 |
VICI / VICI Properties Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: VICI Properties Inc. Title of Class of Securities: REIT CUSIP Number: 925652109 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 1 |
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| February 9, 2022 |
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): February 8, 2022 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission F |
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| February 9, 2022 |
Exhibit 10.1 CREDIT AGREEMENT Dated as of February 8, 2022 Among VICI PROPERTIES L.P., as Borrower, The Several Lenders from Time to Time Parties Hereto, JPMORGAN CHASE BANK, N.A., as Administrative Agent, JPMORGAN CHASE BANK, N.A., WELLS FARGO SECURITIES, LLC, BOFA SECURITIES, INC. and CITIBANK, N.A., as Joint Lead Arrangers, JPMORGAN CHASE BANK, N.A. and WELLS FARGO SECURITIES, LLC, as Joint Boo |
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| December 28, 2021 |
Financial Statements and Exhibits, Other Events 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): December 28, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| December 28, 2021 |
VICI Properties Inc. Announces Extension of Exchange Offers Exhibit 99.1 VICI Properties Inc. Announces Extension of Exchange Offers New York, NY, December 28, 2021 ? VICI Properties Inc. (NYSE: VICI) (the ?Company?) announced today that its wholly owned subsidiaries, VICI Properties L.P., a Delaware limited partnership (?VICI LP?), and VICI Note Co. Inc., a Delaware corporation (the ?VICI Co-Issuer? and, together with VICI LP, the ?VICI Issuers?), have ex |
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| November 19, 2021 |
Financial Statements and Exhibits, Other Events 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): November 18, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 19, 2021 |
Exhibit 1.1 VICI PROPERTIES INC. COMMON STOCK (PAR VALUE $0.01 PER SHARE) AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENT November 18, 2021 AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENT AMENDMENT NO. 1, dated as of the 18th day of November, 2021 (the ?Amendment No. 1?), by and among VICI Properties Inc., a Maryland corporation (the ?Company?), VICI Properties L.P., a Delaware limited partnersh |
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| November 19, 2021 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration Statement No. 333-261180 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered(1) Proposed Maximum Aggregate Offering Price(2) Amount of Registration Fee(3) Common Stock, $0.01 par value per share $1,000,000,000 $92,700 (1) The securities registered herein are offered pursuant to an automatic shelf registr |
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| November 18, 2021 |
Regulation FD Disclosure, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 22, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 18, 2021 |
Exhibit 99.1 Part I. FINANCIAL INFORMATION Item 1. Financial Statements MGM GROWTH PROPERTIES LLC CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share amounts) (unaudited) September 30, 2021 December 31, 2020 ASSETS Real estate investments, net $ 8,147,627 $ 8,310,737 Lease incentive asset 492,146 507,161 Investment in unconsolidated affiliate 815,399 810,066 Cash and cash equivalents |
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| November 18, 2021 |
Financial Statements and Exhibits, Other Events 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): November 18, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| November 18, 2021 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS – VICI PROPERTIES INC. Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS ? VICI PROPERTIES INC. Unless otherwise stated in these pro forma condensed combined financial statements or the context otherwise requires, references in these pro forma condensed combined financial statements to: ? ?2025 Notes? refers to $750.0 million aggregate principal amount of 3.500% senior unsecured notes due 2025 iss |
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| November 18, 2021 |
As filed with the Securities and Exchange Commission on November 18, 2021 Table of Contents As filed with the Securities and Exchange Commission on November 18, 2021 Registration No. |
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| October 29, 2021 |
Exhibit 99.1 VICI PROPERTIES STOCKHOLDERS APPROVE ISSUANCE OF COMMON STOCK FOR ACQUISITION OF MGM GROWTH PROPERTIES LLC NEW YORK, NY ? October 29, 2021 ? VICI Properties Inc. (NYSE: VICI) (?VICI Properties? or the ?Company?) announced today that VICI Properties stockholders approved the proposal to issue VICI common stock in connection with the closing of the previously announced strategic acquisi |
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| October 29, 2021 |
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): October 29, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 27, 2021 |
Exhibit 10.6 FIFTH AMENDMENT TO LEASE This FIFTH AMENDMENT TO LEASE (this ?Amendment?) is entered into as of September 3, 2021, by and among HARRAH?S JOLIET LANDCO LLC, a Delaware limited liability company (together with its successors and assigns, ?Landlord?), DES PLAINES DEVELOPMENT LIMITED PARTNERSHIP, a Delaware limited partnership (together with its successors and assigns, ?Tenant?) and, sole |
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| October 27, 2021 |
Exhibit 10.4 FIFTH AMENDMENT TO LEASE This FIFTH AMENDMENT TO LEASE (this ?Amendment?) is entered into as of September 3, 2021, by and among CPLV PROPERTY OWNER LLC and CLAUDINE PROPCO LLC, each a Delaware limited liability company (collectively, and together with their respective successors and assigns, ?Landlord?), DESERT PALACE LLC, a Nevada limited liability company, CEOC, LLC, a Delaware limi |
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| October 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38372 VICI Properties |
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| October 27, 2021 |
VICI Q3 2021 Supplemental Financial & Operating Data SUP P L EMENTAL F I NANCI AL & OP ERAT I NG DATA T H I R D Q U A R T E R E N D E D S E P T E M B E R 3 0 , 2 0 2 1 Exhibit 99. |
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| October 27, 2021 |
Exhibit 10.5 EIGHTH AMENDMENT TO LEASE This EIGHTH AMENDMENT TO LEASE (this ?Amendment?) is entered into as of September 3, 2021, by and among the entities listed on Schedule A attached hereto (collectively, and together with their respective successors and assigns, ?Landlord?), the entities listed on Schedule B attached hereto (collectively, and together with their respective successors and assig |
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| October 27, 2021 |
Exhibit 10.3 October 7, 2021 Pioneer OpCo, LLC c/o Apollo Management Holdings, L.P. 9 West 57th Street, 34th Floor New York, NY 10019 Attention: Alex Van Hoek David Sambur email: [email protected] [email protected] VICI Properties L.P. 535 Madison Avenue, 20th Floor New York, NY 10022 Attention: Samantha S. Gallagher email: [email protected] Re: Project Pioneer: Amendment to Letter Agre |
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| October 27, 2021 |
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): October 27, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 27, 2021 |
Exhibit 10.2 August 3, 2021 Pioneer OpCo, LLC c/o Apollo Management Holdings, L.P. 9 West 57th Street, 34th Floor New York, NY 10019 Attention: Alex Van Hoek David Sambur email: [email protected] [email protected] VICI Properties L.P. 535 Madison Avenue, 20th Floor New York, NY 10022 Attention: Samantha S. Gallagher email: [email protected] Re: Project Pioneer: Letter Agreement Re Raide |
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| October 27, 2021 |
Exhibit 99.1 VICI PROPERTIES INC. ANNOUNCES THIRD QUARTER 2021 RESULTS - Reports 10.6% Revenue Growth - - Announced the Strategic Acquisition of MGM Growth Properties LLC - - Announced a Strategic Arrangement with BigShots Golf - - Updates Guidance for Full Year 2021 - NEW YORK, NY ? October 27, 2021 ? VICI Properties Inc. (NYSE: VICI) (?VICI Properties? or the ?Company?), an experiential real est |
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| October 22, 2021 |
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): October 22, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 22, 2021 |
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): October 22, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission F |
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| October 22, 2021 |
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): October 22, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission F |
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| September 27, 2021 |
EX-99.1 2 viciexchangeoffer-earlyten.htm EX-99.1 Exhibit 99.1 VICI Properties Inc. Announces Results of Early Participation in Exchange Offers and Consent Solicitations and Extension of Exchange Offers New York, NY, September 27, 2021 – VICI Properties Inc. (NYSE: VICI) (the “Company”) announced that its wholly owned subsidiaries, VICI Properties L.P., a Delaware limited partnership (“VICI LP”), a |
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| September 27, 2021 |
Financial Statements and Exhibits, Other Events 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): September 24, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 23, 2021 |
PROXY STATEMENT/INFORMATION STATEMENT/PROSPECTUS MERGER PROPOSED—YOUR VOTE IS VERY IMPORTANT Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-259386 PROXY STATEMENT/INFORMATION STATEMENT/PROSPECTUS MERGER PROPOSED?YOUR VOTE IS VERY IMPORTANT September 23, 2021 To the Stockholders of VICI Properties Inc.: The board of directors of VICI Properties Inc. (the ?VICI Board?), a Maryland corporation (?VICI?), approved a Master Transaction Agreement, dated as of August 4, 2 |
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| September 21, 2021 |
VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, NY, 10022 VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, NY, 10022 September 21, 2021 VIA EDGAR Stacie Gorman Office of Real Estate & Construction Division of Corporation Finance Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Re: VICI Properties Inc. Registration Statement on Form S-4 (File No. 333-259386) Request for Acceleration of Effective Date Dear Ms. Gorman: P |
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| September 21, 2021 |
Consent of Evercore Group L.L.C. EX-99.2 10 d214293dex992.htm EX-99.2 Exhibit 99.2 CONSENT OF EVERCORE GROUP L.L.C. September 21, 2021 The Conflicts Committee of the Board of Directors MGM Growth Properties LLC 1980 Festival Plaza Drive, Suite 750 Las Vegas, NV 89135 Members of the Conflicts Committee of the Board of Directors: We hereby consent to the inclusion of our opinion letter, dated August 4, 2021, to the Conflicts Commit |
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| September 21, 2021 |
As filed with the Securities and Exchange Commission on September 21, 2021 Table of Contents As filed with the Securities and Exchange Commission on September 21, 2021 Registration No. |
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| September 21, 2021 |
Form of Proxy Card of VICI Properties Inc. Exhibit 99.3 VICI PROPERTIES INC. 535 MADISON AVENUE 20TH FLOOR NEW YORK, NY 10022 VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 11:59 P.M. Eastern Time on the day prior to the meeting. Have your proxy card in hand when you access the web site and follow the instructions to obt |
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| September 21, 2021 |
Consent of Deloitte & Touche LLP for MGP BREIT Venture 1 LLC EX-23.8 Exhibit 23.8 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in this Joint Proxy/Registration Statement No. 333-259386 on Form S-4/A of VICI Properties Inc. of our report dated February 15, 2021 relating to the financial statements of MGP BREIT Venture 1 LLC, appearing in the combined Annual Report on Form 10-K of MGM Growth Properties LLC and MGM Growth Proper |
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| September 21, 2021 |
Consent of Deloitte & Touche LLP for MGM Growth Properties Operating Partnership LP EX-23.7 Exhibit 23.7 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We consent to the incorporation by reference in this Joint Proxy/Registration Statement No. 333-259386 on Form S-4/A of VICI Properties Inc. of our report dated February 23, 2021 relating to the financial statements of MGM Growth Properties Operating Partnership LP, appearing in the Annual Report on Form 10-K of MGM Grow |
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| September 21, 2021 |
Consent of Weil, Gotshal & Manges, LLP for legality opinion (included in Exhibit 8.3) EX-8.3 Exhibit 8.3 767 Fifth Avenue New York, NY 10153-0119 +1 212 310 8000 tel +1 212 310 8007 fax September 21, 2021 MGM Growth Properties LLC 1980 Festival Plaza Drive, Suite #750 Las Vegas, NV 89135 Ladies and Gentlemen: We have acted as counsel to MGM Growth Properties LLC, a Delaware limited liability company (the “Company”), in connection with the preparation and filing with the Securities |
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| September 21, 2021 |
Consent of Morgan Stanley & Co. LLC EX-99.1 9 d214293dex991.htm EX-99.1 Exhibit 99.1 Consent of Morgan Stanley & Co. LLC We hereby consent to the use in the Registration Statement (the “Registration Statement”) of VICI Properties, Inc. on Form S-4/A and in the related proxy statement/information statement/prospectus, which are part of the Registration Statement, of our written opinion dated August 3, 2021, appearing as Annex B to su |
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| September 15, 2021 |
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): September 15, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
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| September 14, 2021 |
Exhibit 1.4 Date: September 9, 2021 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: Goldman Sachs & Co. LLC 200 West Street New York, New York 10282-2198 Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this ?Confirmation?) is to confirm the terms and conditions of the transaction entered into between us on the Tr |
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| September 14, 2021 |
Exhibit 3.1 VICI PROPERTIES INC. ARTICLES OF AMENDMENT VICI Properties Inc., a Maryland corporation (the ?Corporation?), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The Articles of Amendment and Restatement (the ?Charter?) of the Corporation are hereby amended by amending ARTICLE VI, Section 6.1 of the Charter by changing (i) the authorized number |
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| September 14, 2021 |
Exhibit 1.1 100,000,000 Shares VICI PROPERTIES INC. (A Maryland corporation) COMMON STOCK ($0.01 PAR VALUE PER SHARE) UNDERWRITING AGREEMENT September 9, 2021 September 9, 2021 Morgan Stanley & Co. LLC Citigroup Global Markets Inc. J.P. Morgan Securities LLC Goldman Sachs & Co. LLC as Representatives of the several Underwriters named in Schedule I hereto Morgan Stanley & Co. LLC Citigroup Global M |
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| September 14, 2021 |
Forward Sale Agreement, dated September 9, 2021, by and between the Company and Citibank, N.A. Exhibit 1.3 Date: September 9, 2021 To: VICI Properties Inc. 535 Madison Avenue, 20th Floor New York, New York 10022 From: Citibank, N.A. 388 Greenwich Street, 8th Floor New York, New York 10013 Attention: Dustin Sheppard Re: Registered Forward Transaction Ladies and Gentlemen: The purpose of this letter agreement (this ?Confirmation?) is to confirm the terms and conditions of the transaction ente |
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| September 14, 2021 |
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): September 9, 2021 VICI Properties Inc. (Exact Name of Registrant as Specified in its Charter) Maryland 001-38372 81-4177147 (State or Other Jurisdiction of Incorporation) (Commission |
