By Susanna Moon
Chicago, April 12 – Gaming & Leisure Properties Inc. gave more details of its $1,375,000,000 issuance of senior notes (/BB+) that priced Monday in two parts in an FWP filing with the Securities and Exchange Commission.
As reported Monday, the $400 million tranche of 4 3/8% five-year notes and $975 million tranche of 5 3/8% 10-year notes were issued via the company’s operating partnership, GLP Capital, LP, and the latter’s wholly owned subsidiary, GLP Financing II, Inc.
The 4 3/8% notes priced at par to yield 322 basis points over Treasuries, and the 5 3/8% notes priced at par to yield 365 bps over Treasuries, according to a term sheet.
As reported Monday, the 2021 notes priced well inside price talk of a 5¼% yield, and their tenor was shortened from an originally announced six years.
The 2026 notes priced inside of price talk of 5 5/8%.
The deal was brought to market via joint bookrunning managers J.P. Morgan Securities LLC, BofA Merrill Lynch, Wells Fargo Securities LLC, Fifth Third Securities Inc., UBS Investment Bank, Credit Agricole CIB, Nomura Securities, SunTrust Robinson Humphrey Inc., Barclays and Oppenheimer & Co.
The notes were sold in a public offering under an existing shelf registration previously filed with the SEC.
If the company’s acquisition of the assets of Pinnacle Entertainment, Inc. does not close prior to June 30, the issuers will be required to redeem the notes. Otherwise, the notes are not callable other than via a make-whole call at Treasuries plus 50 bps.
There is a change-of-control provision allowing holders to put their notes back to the company at a price of 101% upon a triggering event.
The company plans to use the proceeds from the offering to partially fund its previously announced acquisition of substantially all of the real estate assets of Pinnacle, including for the repayment, redemption and/or discharge of a portion of certain Pinnacle debt to be assumed by Gaming & Leisure Properties in connection with the acquisition and the payment of transaction-related fees and expenses.
Issuer Gaming & Leisure Properties is a Wyomissing, Pa.-based gaming-oriented real estate investment trust.
| Issuers: | GLP Capital, LP and GLP Financing II, Inc.
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| Guarantor: | Gaming & Leisure Properties, Inc.
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| Amount: | $1,375,000,000
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| Securities: | Senior notes
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| Bookrunners: | J.P. Morgan Securities LLC, BofA Merrill Lynch, Wells Fargo Securities LLC, Fifth Third Securities Inc., UBS Investment Bank, Credit Agricole CIB, Nomura Securities, SunTrust Robinson Humphrey Inc., Barclays, Oppenheimer & Co.
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| Call: | Non-callable other than via a make-whole call at Treasuries plus 50 bps; issuer will be required to redeem if acquisition of Pinnacle Entertainment, Inc. assets does not close by June 30
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| Change-of-control put: | 101%
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| Trade date: | April 11
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| Settlement date: | April 28
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| Rating: | Standard & Poor's: BB+
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| Distribution: | SEC registered
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| Marketing: | Quick to market
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| Five-year notes
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| Amount: | $400 million
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| Maturity: | April 15, 2021
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| Coupon: | 4 3/8%
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| Price: | Par
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| Yield: | 4 3/8%
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| Spread: | 322 bps over 1¼% U.S. Treasury note due March 31, 2021
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| Price talk: | 5¼%
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| 10-year notes
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| Amount: | $975 million
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| Maturity: | April 15, 2026
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| Coupon: | 5 3/8%
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| Price: | Par
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| Yield: | 5 3/8%
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| Spread: | 365 bps over 1 5/8% U.S. Treasury note due Feb. 15, 2026
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| Price talk: | 5 5/8%
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