Gaming & Leisure Properties (GLPI) risk factors, FY2025 10-K

Other

1. 01Risk Factors Relating to Our Business
2. 02The majority of our revenues are dependent on PENN and its subsidiaries. Any event that has a material adverse effect on PENN’s business, financial position or results of operations may have a material adverse effect on our business, financial position or results of operations
3. 03The bankruptcy or insolvency of any of our tenants could result in termination of such tenant's lease and material losses to us
4. 04Our pursuit of investments in, and acquisitions or development of, additional properties may be unsuccessful or fail to meet our expectations
5. 05We are dependent on the gaming industry and may be susceptible to the risks associated with it, which could materially adversely affect our business, financial position or results of operations
6. 06Certain of our tenants operate and manage facilities that are located in areas that experience extreme weather conditions and are more sensitive to the adverse effects of climate change
7. 07We face extensive regulation from gaming and other regulatory authorities
8. 08Required regulatory approvals can delay or prohibit transfers of our gaming properties, which could result in periods in which we are unable to receive rent for such properties
9. 09Our agreements to provide funding for various casino development projects expose us to risks of loss that are different from those associated with the ownership and leasing of properties37% rewritten
10. 10We might not be able to exercise customary enforcement rights as the lender under our tribal loans25% rewritten
11. 11Our pursuit of strategic acquisitions unrelated to the gaming industry may be unsuccessful or fail to meet our expectations
12. 12We may experience uninsured or under insured losses, which could result in a significant loss of the capital we have invested in a property, decrease anticipated future revenues or cause us to incur unanticipated expense
13. 13Environmental compliance costs and liabilities associated with real estate properties owned by us may materially impair the value of those investments83% rewritten
14. 14We face risks associated with security breaches through cyber-attacks, cyber intrusions or otherwise, as well as other significant disruptions of our information technology (IT) networks and related systems
15. 15Our long-term, triple-net leases include rent escalations over specified periods that in some instances are fixed or capped and will generally continue to apply regardless of the amount of cash flows generated by the properties subject to such lease agreementsNew
16. 16We face certain risks related to our properties that are subject to ground and use lease arrangementsNew
17. 17Uncertainty regarding and changes in U.S. trade policies and tariffs may increase costs and adversely affect our tenants’, and, therefore, our financial conditionNew
18. 18Our success depends on our ability to attract, motivate and retain key personnel and plan for future executive transitions
19. 19If we do not qualify to be taxed as a REIT, or fail to remain qualified as a REIT, we will be subject to U.S. federal income tax as a regular corporation and could face a substantial tax liability, which may reduce the amount of cash available for distribution to our shareholders
20. 20Qualifying as a REIT involves highly technical and complex provisions of the Code and violations of these provisions could jeopardize our REIT qualifications
21. 21We could fail to qualify to be taxed as a REIT if income we receive from our tenants, or their subsidiaries, is not treated as qualifying income
22. 22Dividends payable by REITs do not qualify for the reduced tax rates available for some dividends
23. 23Changes to U.S. federal income tax laws could materially and adversely affect us and our shareholders
24. 24REIT distribution requirements could adversely affect our ability to execute our business plan
25. 25Even if we remain qualified as a REIT, we may face other tax liabilities that reduce our cash flow
26. 26Complying with REIT requirements may cause us to forego otherwise attractive acquisition opportunities or liquidate otherwise attractive investments
27. 27Complying with REIT requirements may limit our ability to hedge effectively and may cause us to incur tax liabilities
28. 28Our charter restricts the ownership and transfer of our outstanding stock, which may have the effect of delaying, deferring or preventing a transaction or change of control of our company

Risks Related to Our Capital Structure

1. 29We have a material amount of indebtedness which could have a significant effect on our business
2. 30We may have future capital needs and may not be able to obtain additional debt financing on acceptable terms
3. 31Our shareholders may be subject to significant dilution caused by the additional issuance of equity securities
4. 32Adverse changes in our credit rating may affect our borrowing capacity and borrowing terms
5. 33If we cannot obtain additional capital, our growth may be limited
6. 34An increase in market interest rates could increase our interest costs on existing and future debt and could adversely affect our stock price
7. 35Covenants in our debt agreements may limit our operational flexibility, and a covenant breach or default could materially adversely affect our business, financial position or results of operations
8. 36Pennsylvania law and provisions in our charter and bylaws may delay or prevent takeover attempts by third parties and therefore inhibit our shareholders from realizing a premium on their stock
9. 37The market price of our common stock may be volatile, and shareholders may not be able to resell their shares of our common stock at or above the price at which they acquired the common stock due to fluctuations in its market price, including changes in price caused by factors unrelated to our performance or prospects
10. 38Our recourse against Tropicana, including for any breaches under the Amended Real Estate Purchase Agreement or the Tropicana Merger Agreement, is limited