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.)

Commission file number: 333-264352-01 (VICI Properties L.P.)

_____________________________

VICI Properties Inc.

VICI Properties L.P.

(Exact name of registrant as specified in its charter)

_____________________________

Maryland	(VICI Properties Inc.)	81-4177147
Delaware	(VICI Properties L.P.)	35-2576503
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

535 Madison Avenue, 20th Floor New York, New York 10022

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (646) 949-4631

_____________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock, $0.01 par value	VICI	New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   

VICI Properties Inc. Yes  ☒    No  ☐ VICI Properties L.P.  Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  

VICI Properties Inc. Yes  ☒    No  ☐ VICI Properties L.P.  Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

VICI Properties Inc.				VICI Properties L.P.
Large Accelerated Filer	☒	Accelerated filer	☐	Large Accelerated Filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐	Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☐			Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

VICI Properties Inc.  ☐   VICI Properties L.P.  ☐ 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    

VICI Properties Inc. Yes   ☐   No  ☒  VICI Properties L.P.  Yes  ☐   No  ☒ 

As of April 28, 2023, VICI Properties Inc. had 1,004,238,490 shares of common stock, $0.01 par value per share, outstanding. VICI Properties L.P. has no common stock outstanding.

EXPLANATORY NOTE

This report combines the quarterly reports on Form 10-Q for the three months ended March 31, 2023 of VICI Properties Inc. and VICI Properties L.P. Unless stated otherwise or the context otherwise requires, references to “VICI” mean VICI Properties Inc. and its consolidated subsidiaries, including VICI Properties OP LLC (“VICI OP”), and references to “VICI LP” mean VICI Properties L.P. and its consolidated subsidiaries. Unless stated otherwise or the context otherwise requires, the terms “the Company,” “we,” “our” and “us” mean VICI and VICI LP, including, collectively, their consolidated subsidiaries.

In order to highlight the differences between VICI and VICI LP, the separate sections in this report for VICI and VICI LP described below specifically refer to VICI and VICI LP. In the sections that combine disclosure of VICI and VICI LP, this report refers to actions or holdings of VICI and VICI LP as being “our” actions or holdings. Although VICI LP is generally the entity that directly or indirectly enters into contracts and joint ventures, holds assets and incurs debt, we believe that references to “we,” “us” or “our” in this context is appropriate because the business is one enterprise and we operate substantially all of our business and own, either directly or through subsidiaries, substantially all of our assets through VICI LP.

VICI is a real estate investment trust (“REIT”) that is the sole owner of VICI Properties GP LLC (the “General Partner”), the sole general partner of VICI LP. As of March 31, 2023, VICI owns 100% of the limited liability company interests of VICI Properties HoldCo LLC (“HoldCo”), which in turn owns approximately 98.8% of the limited liability company interest of VICI OP (such interests, “VICI OP Units”), our operating partnership, which in turns owns 100% of the limited partnership interest in VICI LP. The balance of the VICI OP Units not held by HoldCo are held by MGM Resorts International or its affiliates.

The following diagram details VICI’s organizational structure as of March 31, 2023.

We believe combining the quarterly reports on Form 10-Q of VICI and VICI LP into this single report:

•enhances investors’ understanding of VICI and VICI LP by enabling investors to view the business as a whole in the same manner as management views and operates the business;

•eliminates duplicative disclosure and provides a more streamlined and readable presentation; and

•creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.

We operate VICI and VICI LP as one business. Because VICI LP is managed by VICI, and VICI conducts substantially all of its operations and owns, either directly or through subsidiaries, substantially all of its assets indirectly through VICI LP, VICI’s executive officers are VICI LP’s executive officers, although, as a partnership, VICI LP does not have a board of directors.

We believe it is important to understand the few differences between VICI and VICI LP in the context of how VICI and VICI LP operate as a consolidated company. VICI is a REIT whose only material assets are its indirect interest in VICI LP, through which it conducts its real property business. VICI also conducts its golf course business through a taxable REIT subsidiary (a “TRS”), VICI Golf LLC, a Delaware limited liability company (“VICI Golf”). As a result, VICI does not conduct business itself other than issuing public equity from time to time and does not directly incur any material indebtedness, rather VICI LP

2

holds substantially all of our assets, except for those held in VICI Golf. Except for net proceeds from public equity issuances by VICI, VICI LP generates all capital required by the Company’s business, which sources include VICI LP’s operations and its direct or indirect incurrence of indebtedness.

VICI consolidates VICI LP for financial reporting purposes, and VICI does not have material assets other than its indirect investment in VICI LP. Therefore, while there are some areas of difference between the unaudited Consolidated Financial Statements of VICI and those of VICI LP, the assets and liabilities of VICI and VICI LP are materially the same on their respective financial statements. As of March 31, 2023, the primary areas of difference between the unaudited Consolidated Financial Statements of VICI and those of VICI LP were cash and cash equivalents, stockholders’ equity and partners’ capital, non-controlling interests and golf operations, which include the assets and liabilities and income and expenses of VICI Golf.

To help investors understand the differences between VICI and VICI LP, this report provides:

•separate consolidated financial statements for VICI and VICI LP;

•a single set of notes to such consolidated financial statements that includes separate discussions of stockholders’ equity or partners’ equity and per share and per unit data, as applicable;

•a combined Management’s Discussion and Analysis of Financial Condition and Results of Operations section that also includes discrete information related to each entity, as applicable;

•separate Part I, Item 4. Controls and Procedures sections;

•separate Part II, Item 2. Issuer Purchases of Equity Securities sections related to each entity; and

•separate Exhibits 31 and 32 certifications for each VICI and VICI LP in order to establish that the requisite certifications have been made and that VICI and VICI LP are each compliant with Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934 and 18 U.S.C. §1350.

The separate discussions of VICI and VICI LP in this report should be read in conjunction with each other to understand our results on a consolidated basis and how management operates our business.

3

VICI PROPERTIES INC.
VICI PROPERTIES L.P.
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2023
TABLE OF CONTENTS
			Page
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements of VICI Properties Inc. (Unaudited)		5
		Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022	5
		Consolidated Statements of Operations and Comprehensive Income for the Three Months Ended March 31, 2023 and 2022	6
		Consolidated Statements of Stockholders’ Equity for the Three Months Ended March 31, 2023 and 2022	7
		Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2022	8
	Financial Statements of VICI Properties L.P. (Unaudited)		10
		Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022	10
		Consolidated Statements of Operations and Comprehensive Income for the Three Months Ended March 31, 2023 and 2022	11
		Consolidated Statements of Partners’ Capital for the Three Months Ended March 31, 2023 and 2022	12
		Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2023 and 2022	13
	Notes to Consolidated Financial Statements		15
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		50
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		64
Item 4.	Controls and Procedures		65
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings		66
Item 1A.	Risk Factors		66
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		66
Item 3.	Defaults Upon Senior Securities		66
Item 4.	Mine Safety Disclosures		66
Item 5.	Other Information		67
Item 6.	Exhibits		67
Signatures			68

4

PART I        FINANCIAL INFORMATION

Item 1.        Financial Statements

VICI PROPERTIES INC.

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(In thousands, except share and per share data)

	March 31, 2023		December 31, 2022
Assets
Real estate portfolio:
Investments in leases - sales-type, net	$	22,579,820	$	17,172,325
Investments in leases - financing receivables, net	17,051,187		16,740,770
Investments in loans and securities, net	886,524		685,793
Investment in unconsolidated affiliate	—		1,460,775
Land	153,560		153,560
Cash and cash equivalents	247,673		208,933
Short-term investments	—		217,342
Other assets	934,049		936,328
Total assets	$	41,852,813	$	37,575,826
Liabilities
Debt, net	$	16,606,240	$	13,739,675
Accrued expenses and deferred revenue	221,283		213,388
Dividends and distributions payable	396,212		380,178
Other liabilities	954,543		952,472
Total liabilities	18,178,278		15,285,713
Commitments and contingent liabilities (Note 10)
Stockholders’ equity
Common stock, $0.01 par value, 1,350,000,000 shares authorized and 1,004,204,918 and 963,096,563 shares issued and outstanding at March 31, 2023 and December 31, 2022, respectively	10,042		9,631
Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at March 31, 2023 and December 31, 2022	—		—
Additional paid-in capital	22,910,509		21,645,499
Accumulated other comprehensive income	170,441		185,353
Retained earnings	220,254		93,154
Total VICI stockholders’ equity	23,311,246		21,933,637
Non-controlling interests	363,289		356,476
Total stockholders’ equity	23,674,535		22,290,113
Total liabilities and stockholders’ equity	$	41,852,813	$	37,575,826

_______________________________________________________

Note: As of March 31, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities and Other assets (sales-type sub-leases) are net of $716.6 million, $689.5 million, $15.7 million and $17.0 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million of allowance for credit losses, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.

See accompanying Notes to Consolidated Financial Statements.

5

VICI PROPERTIES INC.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(UNAUDITED)

(In thousands, except share and per share data)

	Three Months Ended March 31,
	2023		2022
Revenues
Income from sales-type leases	$	478,394	$	326,735
Income from lease financing receivables, loans and securities	371,069		72,878
Other income	18,339		8,386
Golf revenues	9,845		8,626
Total revenues	877,647		416,625
Operating expenses
General and administrative	15,005		9,466
Depreciation	814		776
Other expenses	18,339		8,386
Golf expenses	5,952		5,285
Change in allowance for credit losses	111,477		80,820
Transaction and acquisition expenses	(958)		755
Total operating expenses	150,629		105,488
Income from unconsolidated affiliate	1,280		—
Interest expense	(204,360)		(68,142)
Interest income	3,047		93
Other gains (losses)	1,963		—
Income before income taxes	528,948		243,088
Income tax expense	(1,087)		(400)
Net income	527,861		242,688
Less: Net income attributable to non-controlling interests	(9,121)		(2,305)
Net income attributable to common stockholders	$	518,740	$	240,383
Net income per common share
Basic	$	0.52	$	0.35
Diluted	$	0.52	$	0.35
Weighted average number of shares of common stock outstanding
Basic	1,001,526,645		684,341,045
Diluted	1,003,831,325		687,914,683
Other comprehensive income
Net income	$	527,861	$	242,688
Reclassification of derivative gain to Interest expense	(6,037)		—
Unrealized (loss) gain on cash flow hedges	(7,393)		108,611
Foreign currency translation adjustments	(1,664)		—
Comprehensive income	512,767		351,299
Comprehensive income attributable to non-controlling interest	(8,939)		(2,305)
Comprehensive income attributable to common stockholders	$	503,828	$	348,994

See accompanying Notes to Consolidated Financial Statements.

6

VICI PROPERTIES INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(UNAUDITED)

(In thousands, except share and per share data)

	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive Income		Retained Earnings (Deficit)		Total VICI Stockholders’ Equity		Non-controlling Interests		Total Stockholders’ Equity
Balance as of December 31, 2021	$	6,289	$	11,755,069	$	884	$	346,026	$	12,108,268	$	78,906	$	12,187,174
Net income	—		—		—		240,383		240,383		2,305		242,688
Issuance of common stock, net	1,190		3,216,907		—		—		3,218,097		—		3,218,097
Dividends and distributions declared ($0.3600 per common share)	—		—		—		(270,600)		(270,600)		(2,103)		(272,703)
Stock-based compensation, net of forfeitures	5		(86)		—		—		(81)		—		(81)
Unrealized gain on cash flow hedges	—		—		108,611		—		108,611		—		108,611
Balance as of March 31, 2022	$	7,484	$	14,971,890	$	109,495	$	315,809	$	15,404,678	$	79,108	$	15,483,786
Balance as of December 31, 2022	$	9,631	$	21,645,499	$	185,353	$	93,154	$	21,933,637	$	356,476	$	22,290,113
Net income	—		—		—		518,740		518,740		9,121		527,861
Issuance of common stock, net	406		1,271,066		—		—		1,271,472		—		1,271,472
Reallocation of equity	—		(4,936)		—		—		(4,936)		4,936		—
Dividends and distributions declared ($0.3900 per common share)	—		—		—		(391,640)		(391,640)		(7,048)		(398,688)
Stock-based compensation, net of forfeitures	5		(1,120)		—		—		(1,115)		(14)		(1,129)
Reclassification of derivative gain to Interest expense	—		—		(5,964)		—		(5,964)		(73)		(6,037)
Unrealized loss on cash flow hedges	—		—		(7,304)		—		(7,304)		(89)		(7,393)
Foreign currency translation adjustments	—		—		(1,644)		—		(1,644)		(20)		(1,664)
Balance as of March 31, 2023	$	10,042	$	22,910,509	$	170,441	$	220,254	$	23,311,246	$	363,289	$	23,674,535

See accompanying Notes to Consolidated Financial Statements.

7

VICI PROPERTIES INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(In thousands)

	Three Months Ended March 31,
	2023		2022
Cash flows from operating activities
Net income	$	527,861	$	242,688
Adjustments to reconcile net income to cash flows provided by operating activities:
Non-cash leasing and financing adjustments	(122,834)		(35,564)
Stock-based compensation	3,467		2,630
Depreciation	814		776
Amortization of debt issuance costs and original issue discount	13,641		15,977
Change in allowance for credit losses	111,477		80,820
Income from unconsolidated affiliate	(1,280)		—
Distributions from unconsolidated affiliate	3,273		—
Foreign currency remeasurement gain	(1,963)		—
Change in operating assets and liabilities:
Other assets	1,380		(2,057)
Accrued expenses and deferred revenue	(12,282)		(7,170)
Other liabilities	(1,521)		73
Net cash provided by operating activities	522,033		298,173
Cash flows from investing activities
Net cash paid in connection with the MGM Grand/Mandalay Bay JV Interest Acquisition	(1,266,905)		—
Investments in leases - sales-type	(6,100)		(4,012,096)
Investments in leases - financing receivables	(202,683)		—
Investments in loans and securities	(209,302)		(15,559)
Capitalized transaction costs	(220)		(136)
Maturities of short-term investments	217,342		—
Acquisition of property and equipment	(988)		(454)
Net cash used in investing activities	(1,468,856)		(4,028,245)
Cash flows from financing activities
Proceeds from offering of common stock, net	1,272,270		3,219,123
Proceeds from Revolving Credit Facility	352,704		600,000
Repayment of Revolving Credit Facility	(250,000)		—
Debt issuance costs	—		(27,285)
Repurchase of stock for tax withholding	(4,595)		(2,712)
Distributions to non-controlling interests	(2,278)		(2,103)
Dividends paid	(382,612)		(227,863)
Net cash provided by financing activities	985,489		3,559,160

8

VICI PROPERTIES INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(In thousands)

Effect of exchange rate changes on cash, cash equivalents and restricted cash	74		—
Net increase (decrease) in cash, cash equivalents and restricted cash	38,740		(170,912)
Cash, cash equivalents and restricted cash, beginning of period	208,933		739,614
Cash, cash equivalents and restricted cash, end of period	$	247,673	$	568,702
Supplemental cash flow information:
Cash paid for interest	$	178,047	$	48,921
Cash paid for income taxes	$	—	$	2
Supplemental non-cash investing and financing activity:
Dividends and distributions declared, not paid	$	396,410	$	269,429
Debt issuance costs payable	$	—	$	465
Deferred transaction costs payable	$	1,622	$	2,219
Non-cash change in Investments in leases - financing receivables	$	69,621	$	6,696
Obtaining right-of-use assets in exchange for lease liabilities	$	—	$	208,949

See accompanying Notes to Consolidated Financial Statements.

9

VICI PROPERTIES L.P.

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(In thousands, except unit and per unit data)

	March 31, 2023		December 31, 2022
Assets
Real estate portfolio:
Investments in leases - sales-type, net	$	22,579,820	$	17,172,325
Investments in leases - financing receivables, net	17,051,187		16,740,770
Investments in loans and securities, net	886,524		685,793
Investment in unconsolidated affiliate	—		1,460,775
Land	153,560		153,560
Cash and cash equivalents	201,002		142,600
Short-term investments	—		217,342
Other assets	852,072		856,605
Total assets	$	41,724,165	$	37,429,770
Liabilities
Debt, net	$	16,606,240	$	13,739,675
Accrued expenses and deferred revenue	214,966		206,643
Distributions payable	396,813		380,581
Other liabilities	939,792		937,655
Total liabilities	18,157,811		15,264,554
Commitments and contingent liabilities (Note 10)
Partners’ Capital
Partners’ capital, 1,016,436,291 and 975,327,936 operating partnership units issued and outstanding as of March 31, 2023 and December 31, 2022, respectively	23,316,182		21,900,511
Accumulated other comprehensive income	170,107		185,201
Total VICI LP’s capital	23,486,289		22,085,712
Non-controlling interest	80,065		79,504
Total capital attributable to partners	23,566,354		22,165,216
Total liabilities and partners’ capital	$	41,724,165	$	37,429,770

_______________________________________________________

Note: As of March 31, 2023 and December 31, 2022, our Investments in leases - sales-type, Investments in leases - financing receivables, Investments in loans and securities and Other assets (sales-type sub-leases) are net of $716.6 million, $689.5 million, $15.7 million and $17.0 million, respectively, and $570.4 million, $726.7 million, $6.9 million and $19.8 million of allowance for credit losses, respectively. Refer to Note 5 - Allowance for Credit Losses for further details.

10

VICI PROPERTIES L.P.

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(UNAUDITED)

(In thousands, except unit and per unit data)

	Three Months Ended March 31,
	2023		2022
Revenues
Income from sales-type leases	$	478,394	$	326,735
Income from lease financing receivables, loans and securities	371,069		72,878
Other income	18,339		8,386
Total revenues	867,802		407,999
Operating expenses
General and administrative	15,005		9,466
Depreciation	31		30
Other expenses	18,339		8,386
Change in allowance for credit losses	111,477		80,820
Transaction and acquisition expenses	(958)		755
Total operating expenses	143,894		99,457
Income from unconsolidated affiliate	1,280		—
Interest expense	(204,360)		(68,142)
Interest income	2,490		90
Other gains (losses)	1,963		—
Income before income taxes	525,281		240,490
Income tax expense	(366)		162
Net income	524,915		240,652
Less: Net income attributable to non-controlling interest	(2,839)		(2,305)
Net income attributable to partners	$	522,076	$	238,347
Net income per Partnership unit
Basic	$	0.51	$	0.35
Diluted	$	0.51	$	0.35
Weighted average number of Partnership units outstanding
Basic	1,013,758,018		684,341,045
Diluted	1,016,062,698		687,914,683
Other comprehensive income
Net income attributable to partners	$	522,076	$	238,347
Reclassification of derivative gain to Interest expense	(6,037)		—
Unrealized (loss) gain on cash flow hedges	(7,393)		108,611
Foreign currency translation adjustments	(1,664)		—
Comprehensive income attributable to partners	$	506,982	$	346,958

See accompanying Notes to Consolidated Financial Statements.

11

VICI PROPERTIES L.P.

CONSOLIDATED STATEMENTS OF PARTNERS’ CAPITAL

(UNAUDITED)

(In thousands, except unit and per unit data)

	Partners’ Capital		Accumulated Other Comprehensive Income		Non-Controlling Interest		Total
Balance as of December 31, 2021	$	12,010,698	$	884	$	78,906	$	12,090,488
Net income	238,348		—		2,305		240,653
Contributions from Parent	3,229,165		—		—		3,229,165
Distributions to Parent	(281,990)		—		—		(281,990)
Distributions to non-controlling interest	—		—		(2,103)		(2,103)
Stock-based compensation, net of forfeitures	2,602		—		—		2,602
Unrealized gain on cash flow hedges	—		108,611		—		108,611
Balance as of March 31, 2022	$	15,198,823	$	109,495	$	79,108	$	15,387,426
Balance as of December 31, 2022	$	21,900,511	$	185,201	$	79,504	$	22,165,216
Net income	522,076		—		2,839		524,915
Contributions from Parent	1,303,243		—		—		1,303,243
Distributions to Parent	(408,519)		—		—		(408,519)
Distributions to non-controlling interest	—		—		(2,278)		(2,278)
Stock-based compensation, net of forfeitures	(1,129)		—		—		(1,129)
Reclassification of derivative gain to Interest expense	—		(6,037)		—		(6,037)
Unrealized loss on cash flow hedges	—		(7,393)		—		(7,393)
Foreign currency translation adjustments	—		(1,664)		—		(1,664)
Balance as of March 31, 2023	$	23,316,182	$	170,107	$	80,065	$	23,566,354

See accompanying Notes to Consolidated Financial Statements.

12

VICI PROPERTIES L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(In thousands)

	Three Months Ended March 31,
	2023		2022
Cash flows from operating activities
Net income	$	524,915	$	240,652
Adjustments to reconcile net income to cash flows provided by operating activities:
Non-cash leasing and financing adjustments	(122,834)		(35,564)
Stock-based compensation	3,467		2,602
Depreciation	31		30
Amortization of debt issuance costs and original issue discount	13,641		15,977
Change in allowance for credit losses	111,477		80,820
Income from unconsolidated affiliate	(1,280)		—
Distributions from unconsolidated affiliate	3,273		—
Foreign currency remeasurement gain	(1,963)		—
Change in operating assets and liabilities:
Other assets	4,227		(1,513)
Accrued expenses and deferred revenue	(19,225)		(9,790)
Other liabilities	(1,456)		4
Net cash provided by operating activities	514,273		293,218
Cash flows from investing activities
Net cash paid in connection with the MGM Grand/Mandalay Bay JV Interest Acquisition	(1,266,905)		—
Investments in leases - sales-type	(6,100)		(4,012,096)
Investments in leases - financing receivables	(202,683)		—
Investments in loans and securities	(209,302)		(15,559)
Capitalized transaction costs	(220)		(136)
Maturities of short-term investments	217,342		—
Net cash used in investing activities	(1,467,868)		(4,027,791)
Cash flows from financing activities
Contributions from Parent	1,296,270		3,219,202
Distributions to Parent	(380,178)		(227,000)
Proceeds from Revolving Credit Facility	352,704		600,000
Repayment of Revolving Credit Facility	(250,000)		—
Debt issuance costs	—		(27,285)
Repurchase of stock for tax withholding	(4,595)		—
Distributions to non-controlling interest	(2,278)		(2,103)
Net cash provided by financing activities	1,011,923		3,562,814
Effect of exchange rate changes on cash, cash equivalents and restricted cash	74		—
Net increase (decrease) in cash, cash equivalents and restricted cash	58,402		(171,759)
Cash, cash equivalents and restricted cash, beginning of period	142,600		705,566
Cash, cash equivalents and restricted cash, end of period	$	201,002	$	533,807

13

VICI PROPERTIES L.P.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(In thousands)

Supplemental cash flow information:
Cash paid for interest	$	178,047	$