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Gaming and Leisure Properties closes $1B debt offering, $1.1B revolver

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Gaming and Leisure Properties closes $1B debt offering, $1.1B revolver

Gaming and Leisure Properties Inc. completed its $1.00 billion offering of two series of new senior unsecured notes, for roughly $988.9 million in net proceeds, and closed on a $1.10 billion, five-year revolving credit facility.

The offering comprised $500.0 million of 5.250% senior notes due June 1, 2025, and $500.0 million of 5.750% senior notes due June 1, 2028, both issued by the company's GLP Capital LP operating partnership and GLP Financing II Inc. unit. Interest on the notes is payable every June 1 and Dec. 1, starting Dec. 1.

The casino real estate investment trust also said its operating partnership replaced and upsized an existing revolver to up to $1.10 billion of R-1 revolving commitments from $700.0 million of revolving commitments, with a new maturity date of May 21, 2023. Such amended facility provides for sub-facilities for standby letters of credit of up to $150.0 million and swingline loans of up to $50.0 million.

About $495.0 million of the note offering's net proceeds, along with the new revolver, were used to repay all outstanding borrowings under an existing term loan A facility, which was terminated; partially repay the outstanding borrowings under an existing term loan A-1 facility due April 28, 2021; and pay transaction fees.

The issuers also used roughly $396.1 million of the offering's net proceeds to fund their cash tender offer for $550 million of their outstanding 4.375% senior notes due Nov. 1, and a related consent solicitation governing the notes. The roughly $396.1 million amount was specifically used to repurchase the 2018 notes tendered by holders as of 5 p.m. ET on May 18, including the tender premium and accrued interest.

If the holders of the roughly $156.5 million of 2018 notes that remained outstanding after the May 18 consent time tender such remaining notes before the June 4 expiration time at 11:59 p.m. ET, the balance of the net proceeds from the offering and borrowings under the new revolver would be used to fund the repurchase of such remaining notes. Any remaining net proceeds will go toward general corporate purposes or payment of borrowings under the amended revolving facility.

The casino REIT also provided details on the tender offer and related consent solicitation, saying that as of the consent time, holders of about $393.5 million of the 2018 notes, which account for 71.55% of the notes' outstanding principal amount, had tendered their notes and consented to the proposed amendments to the indenture governing the notes. The issuers have accepted for purchase all such tendered notes.

Roughly $156.5 million of the 2018 notes have not been tendered as of the consent time, and the tender offer will remain open until the expiration time. Holders who validly tender their 2018 notes after the consent time but on or before the expiration time will only be eligible to receive the tender offer consideration of $973.96, payable in cash, for each $1,000 principal amount of notes accepted for purchase and will not receive the consent payment of $30.00, payable in cash, for each $1,000 principal amount of 2018 notes tendered on or before the consent time, according to a May 22 filing.

JPMorgan Chase Bank NA was the administrative agent for the new revolver. Wells Fargo Bank NA was the trustee for the notes issued in the offering.