0001705696-20-000048 | 10-K | XBRL Viewer

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Cover Page - USD ($) $ in Billions	12 Months Ended
Cover Page - USD ($) $ in Billions	Dec. 31, 2019	Feb. 19, 2020	Jun. 28, 2019
Cover page.
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2019
Document Transition Report	false
Entity File Number	000-55791
Entity Registrant Name	VICI PROPERTIES INC.
Amendment Flag	false
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2019
Entity Central Index Key	0001705696
Current Fiscal Year End Date	--12-31
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	81-4177147
Entity Address, Address Line One	535 Madison Avenue, 20th Floor
Entity Address, City or Town	New York,
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10022
City Area Code	646
Local Phone Number	949-4631
Title of 12(b) Security	Common stock, $0.01 par value
Trading Symbol	VICI
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 10.1
Entity Common Stock, Shares Outstanding		468,491,573
Documents Incorporated by Reference [Text Block]	Portions of the Company’s definitive proxy statement relating to the 2020 Annual Meeting of Stockholders, to be filed with the Securities and Exchange Commission within 120 days after the end of the calendar year to which this report relates, are incorporated by reference into Part III, Items 10-14 of this Annual Report on Form 10-K as indicated herein.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Oct. 05, 2017	Dec. 31, 2016
Assets
Investments in direct financing and sales-type leases, net	$ 10,734,245	$ 8,916,047
Right of use assets	1,086,658	1,086,658
Land	94,711	95,789
Cash and cash equivalents	1,101,893	577,883
Restricted cash	0	20,564
Short-term investments	59,474	520,877
Other assets	188,638	115,550
Property and equipment, net	70,406	71,513
Total assets	13,265,619	11,333,368
Current liabilities
Debt, net	4,791,563	4,122,264
Accrued interest	20,153	14,184
Deferred financing liability	73,600	73,600
Deferred revenue	70,340	43,605
Dividends payable	137,056	116,287
Other liabilities	123,918	62,406
Deferred income taxes	3,382	3,340
Total liabilities	5,216,630	4,432,346
Commitments and Contingencies
Stockholders’ equity
Common stock, $0.01 par value, 700,000,000 shares authorized and 461,004,742 and 404,729,616 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively	4,610	4,047
Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at December 31, 2019 and 2018	0	0
Additional paid-in capital	7,817,582	6,648,430
Accumulated other comprehensive loss	(65,078)	(22,124)
Retained earnings	208,069	187,096
Total VICI stockholders’ equity	7,965,183	6,817,449
Non-controlling interests	83,806	83,573
Total stockholders’ equity	8,048,989	6,901,022
Total liabilities and stockholders’ equity	$ 13,265,619	$ 11,333,368
Caesars Entertainment Outdoor
Assets
Cash			$ 111	$ 920
Receivables, net			269	77
Inventories			480	371
Prepayments			84	276
Total current assets			944	1,644
Property and equipment, net			88,309	88,831
Total assets			89,253	90,475
Current liabilities
Accounts payable			272	305
Accrued expenses			647	705
Current portion of long-term debt			0	14
Total current liabilities			919	1,024
Deferred income taxes			4,944	5,043
Liabilities subject to compromise			249	265
Total liabilities			6,112	6,332
Commitments and Contingencies
Stockholders’ equity
Net investment			83,091	84,091
Retained earnings			50	52
Total VICI stockholders’ equity			83,141	84,143
Total liabilities and stockholders’ equity			$ 89,253	$ 90,475

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	700,000,000	700,000,000
Common stock, shares issued (in shares)	461,004,742	404,729,616
Common stock, shares outstanding (in shares)	461,004,742	404,729,616	300,278,938
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	50,000,000	50,000,000
Preferred stock, shares outstanding (in shares)	0	0

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2017	Oct. 05, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Dec. 31, 2015
Revenues
Income from direct financing and sales-type leases	$ 150,171		$ 822,205	$ 741,564
Income from operating leases	11,529		43,653	47,972
Tenant reimbursement of property taxes	19,558		0	81,240
Revenues	187,609		894,798	897,977
Operating expenses
General and administrative	9,939		24,569	24,429
Depreciation	751		3,831	3,686
Property taxes	19,558		0	81,810
Golf operations	4,126		18,901	17,371
Loss on impairment	0		0	12,334
Transaction and acquisition expenses	9,039		4,998	393
Total operating expenses	43,413		52,299	140,023
Operating income	144,196		842,499	757,954
Interest expense	(63,354)		(248,384)	(212,663)
Interest income	282		20,014	11,307
Loss from extinguishment of debt	(38,488)		(58,143)	(23,040)
Income before income taxes	42,636		555,986	533,558
Income tax (expense) benefit	1,901		(1,705)	(1,441)
Net income	44,537		554,281	532,117
Less: Net income attributable to non-controlling interests	(1,875)		(8,317)	(8,498)
Net income attributable to common stockholders	$ 42,662		$ 545,964	$ 523,619
Net income per common share
Basic (in dollars per share)	$ 0.19		$ 1.25	$ 1.43
Diluted (in dollars per share)	$ 0.19		$ 1.24	$ 1.43
Weighted average number of common shares outstanding
Basic (in shares)	227,828,844		435,071,096	367,226,395
Diluted (in shares)	227,985,455		439,152,946	367,316,901
Other comprehensive income
Net income attributable to common stockholders	$ 42,662		$ 545,964	$ 523,619
Unrealized loss on cash flow hedges	0		(42,954)	(22,124)
Comprehensive income attributable to common stockholders	42,662		503,010	501,495
Caesars Entertainment Outdoor
Revenues
Net revenues		$ 14,136			$ 18,785	$ 18,077
Operating expenses
General and administrative		1,382			2,009	1,760
Depreciation		2,445			3,030	2,882
Total operating expenses		14,136			18,778	18,059
Operating income		0			7	18
Interest expense		0			(7)	(18)
Income before income taxes		0			0	0
Income tax (expense) benefit		(2)			0	3
Net income		(2)			0	3
Net income attributable to common stockholders		(2)			0	3
Other comprehensive income
Net income attributable to common stockholders		(2)			0	3
Golf operations
Revenues
Revenues	$ 6,351		$ 28,940	$ 27,201
Golf operations \| Caesars Entertainment Outdoor
Revenues
Net revenues		11,412			14,558	14,071
Operating expenses
Golf operations		5,204			7,082	6,767
Food and beverage \| Caesars Entertainment Outdoor
Revenues
Net revenues		1,361			2,150	2,150
Operating expenses
Golf operations		1,144			1,828	1,936
Retail and other \| Caesars Entertainment Outdoor
Revenues
Net revenues		1,363			2,077	1,856
Operating expenses
Golf operations		1,066			1,691	1,581
Property costs \| Caesars Entertainment Outdoor
Operating expenses
Golf operations		$ 2,895			$ 3,138	$ 3,133

CONSOLIDATED STATEMENT OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Oct. 05, 2017	Dec. 31, 2016	Dec. 31, 2015
Caesars Entertainment Outdoor
Revenue from related parties	$ 5,685	$ 6,353	$ 5,146

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	IPO	Follow-On Offering	Total VICI Stockholders’ Equity	Total VICI Stockholders’ Equity IPO	Total VICI Stockholders’ Equity Follow-On Offering	Common Stock	Common Stock IPO	Common Stock Follow-On Offering	Preferred Stock	Additional Paid-in Capital	Additional Paid-in Capital IPO	Additional Paid-in Capital Follow-On Offering	Accumulated Other Comprehensive Loss	Retained Earnings	Non-controlling Interest	Caesars Entertainment Outdoor	Caesars Entertainment Outdoor Retained Earnings	Caesars Entertainment Outdoor Net Investment
Beginning balance attributable to parent at Dec. 31, 2014																	$ 87,353	$ 49	$ 87,304
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income																	3	3	0
Net Income attributable to NCI																	3
Transactions with parent, net																	1,981	0	1,981
Ending balance attributable to parent at Dec. 31, 2015																	85,375	52	85,323
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income																	0	0	0
Net Income attributable to NCI																	0
Transactions with parent, net																	1,232	0	1,232
Ending balance attributable to parent at Dec. 31, 2016																	84,143	52	84,091
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income																	(2)	(2)	0
Net Income attributable to NCI																	(2)
Transactions with parent, net																	1,000	0	1,000
Ending balance attributable to parent at Oct. 05, 2017																	$ 83,141	$ 50	$ 83,091
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	$ 42,662
Net Income attributable to NCI	44,537
Transactions with parent, net	0
Unrealized loss on cash flow hedges	0
Ending balance attributable to parent at Dec. 31, 2017				$ 4,691,489			$ 3,003			$ 0	$ 4,645,824			$ 0	$ 42,662
Ending balance attributable to NCI at Dec. 31, 2017	4,776,364															$ 84,875
Beginning balance attributable to parent at Oct. 06, 2017				3,433,673			1,772			120	3,431,781			0	0
Beginning balance attributable to NCI at Oct. 06, 2017	3,516,673															83,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income				42,662											42,662
Net Income attributable to NCI	44,537															1,875
Preferred stock conversion							514			(120)	(394)
Aggregate offering value of shares	963,782			963,782			541				963,241
Mandatory debt conversion	249,987			249,987			176				249,811
Share-based compensation	1,385			1,385							1,385
Ending balance attributable to parent at Dec. 31, 2017				4,691,489			3,003			0	4,645,824			0	42,662
Ending balance attributable to NCI at Dec. 31, 2017	4,776,364															84,875
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	523,619			523,619											523,619
Net Income attributable to NCI	532,117															8,498
Aggregate offering value of shares		$ 1,307,119	$ 694,189		$ 1,307,119	$ 694,189		$ 695	$ 345			$ 1,306,424	$ 693,844
Distribution to non-controlling interest	(9,800)															(9,800)
Dividends declared	(379,185)			(379,185)											(379,185)
Transactions with parent, net	116,503
Share-based compensation	2,342			2,342			4				2,338
Unrealized loss on cash flow hedges	(22,124)			(22,124)										(22,124)
Ending balance attributable to parent at Dec. 31, 2018	6,817,449			6,817,449			4,047			0	6,648,430			(22,124)	187,096
Ending balance attributable to NCI at Dec. 31, 2018	6,901,022															83,573
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	545,964			545,964											545,964
Net Income attributable to NCI	554,281															8,317
Aggregate offering value of shares			$ 1,164,545			$ 1,164,545			$ 562				$ 1,163,983
Distribution to non-controlling interest	(8,084)															(8,084)
Dividends declared	(524,991)			(524,991)											(524,991)
Transactions with parent, net	137,149
Share-based compensation	5,170			5,170			1				5,169
Unrealized loss on cash flow hedges	(42,954)			(42,954)										(42,954)
Ending balance attributable to parent at Dec. 31, 2019	7,965,183			$ 7,965,183			$ 4,610			$ 0	$ 7,817,582			$ (65,078)	$ 208,069
Ending balance attributable to NCI at Dec. 31, 2019	$ 8,048,989															$ 83,806

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2017	Oct. 05, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Dec. 31, 2015
Cash flows from operating activities
Net income	$ 44,537		$ 554,281	$ 532,117
Adjustments to reconcile net income to cash flows provided by operating activities:
Direct financing and sales-type lease adjustments	(8,443)		239	(45,404)
Stock-based compensation	1,385		5,223	2,342
Depreciation	751		3,831	3,686
Amortization of debt issuance costs and original issue discount	156		33,034	5,976
Loss on impairment	0		0	12,334
Loss on extinguishment of debt	38,488		58,143	23,040
Deferred income taxes	(1,912)		0	(348)
Change in operating assets and liabilities:
Other assets	(7,159)		(5,635)	(22,945)
Accrued interest	21,595		5,969	(7,411)
Deferred revenue	68,081		26,735	(24,512)
Other liabilities	10,449		339	25,207
Net cash provided by operating activities	129,440		682,159	504,082
Cash flows from investing activities
Investments in direct financing and sales-type leases	(1,136,200)		(1,812,404)	(771,507)
Capitalized transaction costs	0		(8,698)	(6,780)
Lease modification fee	0		0	159,000
Investments in short-term investments	0		(440,353)	(942,311)
Maturities of short-term investments	0		901,756	421,434
Proceeds from sale of land	0		1,044	186
Acquisition of property and equipment	(51)		(2,724)	(899)
Net cash used in investing activities	(1,136,251)		(1,361,379)	(1,140,877)
Cash flows from financing activities
Proceeds from offering of common stock	0		1,164,307	2,001,493
Proceeds from private placement of common stock	963,782		0	0
Proceeds from November 2019 Senior Unsecured Notes	0		2,250,000	0
Debt issuance costs	(31,501)		(56,055)	(1,117)
Proceeds from unrecognized sale of real estate	73,600		0	0
Mandatory debt conversion costs	(13)		0	0
Distributions to non-controlling interests	0		(8,084)	(9,800)
Dividends paid	0		(503,958)	(262,682)
Net cash provided by financing activities	1,148,446		1,182,666	1,037,836
Net increase in cash, cash equivalents and restricted cash	141,635		503,446	401,041
Cash and cash equivalents, beginning of period	55,771		598,447	197,406
Cash, cash equivalents and restricted cash, end of period	197,406	$ 55,771	1,101,893	598,447
Supplemental cash flow information:
Cash paid for interest	36,779		209,379	213,309
Cash paid for income taxes	0		2,590	1,375
Supplemental non-cash investing and financing activity:
Dividends declared, not paid	0		137,149	116,503
CPLV CMBS Debt prepayment penalty reimbursement receivable from Eldorado	0		55,401	0
Lease liabilities arising from obtaining right-of-use assets	0		26,516	0
Debt issuance costs payable	0		16,066	0
Deferred transaction costs payable	0		1,314	742
Transfer of investments in operating leases to land	0		0	22,189
Transfer of investments in direct financing leases to investments in operating leases	0		0	10,967
Revolving Credit Facility
Cash flows from financing activities
Payment of debt	0		0	(300,000)
Proceeds from debt	298,000		0	0
CPLV CMBS Debt
Cash flows from financing activities
Payment of debt	0		(1,663,544)	0
CPLV CMBS Debt \| Revolving Credit Facility
Adjustments to reconcile net income to cash flows provided by operating activities:
Loss on extinguishment of debt			58,100
Term Loan B Facility
Cash flows from financing activities
Payment of debt	0		0	(100,000)
Proceeds from debt	2,194,686		0	0
Second Lien Notes
Cash flows from financing activities
Payment of debt	0		0	(290,058)
Prior Term Loan
Cash flows from financing activities
Payment of debt	(1,638,387)		0	0
Prior First Lien Notes
Cash flows from financing activities
Payment of debt	(311,721)		0	0
Mezzanine Debt
Cash flows from financing activities
Payment of debt	(400,000)		$ 0	$ 0
Caesars Entertainment Outdoor
Cash flows from operating activities
Net income		(2)			$ 0	$ 3
Adjustments to reconcile net income to cash flows provided by operating activities:
Depreciation		2,445			3,030	2,882
Net gain on asset sales		0			0	38
Deferred income taxes		(99)			(111)	(101)
Provisions for (recoveries of) bad debt		12			(10)	31
Change in operating assets and liabilities:
Receivables		(203)			116	(137)
Other assets		0			12	69
Inventories		(109)			71	(5)
Prepayments		192			(223)	6
Accounts payable		(49)			(39)	52
Accrued expenses		(58)			(125)	126
Net cash provided by operating activities		2,129			2,721	2,888
Cash flows from investing activities
Proceeds from sale of assets		0			0	66
Acquisition of property and equipment		(1,924)			(869)	(798)
Net cash used in investing activities		(1,924)			(869)	(732)
Cash flows from financing activities
Repayments for capital leases		(14)			(51)	(45)
Transactions with parent, net		(1,000)			(1,232)	(1,981)
Net cash provided by financing activities		(1,014)			(1,283)	(2,026)
Net increase (decrease) in cash and cash equivalents		(809)			569	130
Cash and cash equivalents, beginning of period	$ 111	920			351	221
Cash, cash equivalents and restricted cash, end of period		111			920	351
Supplemental cash flow information:
Cash paid for interest		0			7	18
Supplemental non-cash investing and financing activity:
Dividends declared, not paid		$ 1,000			$ 1,232	$ 1,981

Business and Organization and Basis of Presentation	12 Months Ended
Business and Organization and Basis of Presentation	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Business and Organization and Basis of Presentation	Note 1 — Business and Organization We are a Maryland corporation that is primarily engaged in the business of owning and acquiring gaming, hospitality and entertainment destinations, subject to long-term triple net leases. Our national, geographically diverse portfolio consists, as of December 31, 2019, of 26 market-leading properties, including Caesars Palace Las Vegas and Harrah’s Las Vegas. As of December 31, 2019, our properties are leased to, and our tenants are, subsidiaries of Caesars, Penn National, Hard Rock and Century Casinos. We also own and operate four championship golf courses located near certain of our properties. We conduct our operations as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. As such, we generally will not be subject to U.S. federal income taxes on our taxable income to the extent that we annually distribute all of our net taxable income to stockholders and maintain our qualification as a REIT. We conduct our real property business through our Operating Partnership and our golf course business, through a taxable REIT subsidiary (“TRS”), VICI Golf.
Caesars Entertainment Outdoor
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Business and Organization and Basis of Presentation	Note 1 — Business and Basis of Presentation Organization Prior to the Formation Date, the Outdoor Business was a wholly owned business of CEOC and included the operations of the Cascata golf course in Boulder City, Nevada, the Rio Secco golf course in Henderson, Nevada, the Grand Bear golf course in Biloxi, Mississippi, and the Chariot Run golf course in Elizabeth, Indiana. Caesars Entertainment Golf, Inc., Rio Development Company, Inc., Grand Casinos of Biloxi, LLC, and Riverboat Casino, LLC, directly owned these golf courses, respectively, and were debtor-in-possession subsidiaries of CEOC. The golf courses generate revenue through fees charged for general golf course usage (including green fees, golf club rentals, and cart charges), annual or corporate memberships (at Rio Secco, Grand Bear and Chariot Run), a school of golf (at Rio Secco), and food, beverage, and merchandise sales. Bankruptcy On January 15, 2015, CEOC and certain of its subsidiaries (the “Caesars Debtors”) voluntarily filed for relief under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) with the United States Bankruptcy Court for the Northern District of Illinois (the “Bankruptcy Court”). As a result of this filing, CEOC operated as a debtor-in-possession under the Bankruptcy Code. Because each of the four golf courses were owned by Caesars Debtor entities, the Outdoor Business was also considered a debtor-in-possession prior to the Formation Date. CEOC’s plan of reorganization was confirmed by the Bankruptcy Court on January 17, 2017. Transfer of Operations and Assets to VICI On the Formation Date, pursuant to the Bankruptcy Plan, subsidiaries of CEOC contributed the ownership of the Business to VICI Properties Inc. (“VICI”). Following the Formation, the assets, liabilities and operations of the Business are now included in VICI Golf LLC (“VICI Golf”), a Delaware limited-liability company. VICI Golf is a wholly owned subsidiary of VICI. VICI is a separate entity initially owned by certain former creditors of CEOC. In addition, on the Formation Date, subsidiaries of VICI Golf, entered into a golf course use agreement (the “Golf Course Use Agreement”) with New CEOC and Caesars Enterprise Services, LLC (“CES”) (collectively, the “users”), whereby the users were granted certain priority rights and privileges with respect to access and use of certain golf course properties. Payments under the Golf Course Use Agreement are comprised of a $10.0 million annual membership fee, $3.0 million in annual use fees and minimum rounds fees of at least $1.1 million. The annual membership fee, use fees and minimum round fees are subject to an annual escalator beginning at the times provided under the Golf Course Use Agreement. Basis of Presentation The Business’ Financial Statements were prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and with the applicable rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements were derived from the financial statements of CEOC, prepared on a “carve-out” basis, to present the financial position and results of operations of the Outdoor Business on a stand-alone basis. The legal entities that own the Grand Bear and the Chariot Run golf courses also include non-golf course operations that are excluded from these carve-out financial statements. The Financial Statements include allocations of certain revenue amounts and general corporate expenses among affiliated entities. Such allocated revenue and expenses may not reflect the results we would have incurred if we had operated as a stand-alone company nor are they necessarily indicative of our future results. Management believes the assumptions and methodologies used in the allocation of these revenues and expenses are reasonable. Actual amounts could differ from those estimates. Golf revenue from CEOC and Caesars' affiliates includes reimbursement for below market-rate golf tee times and free play for certain casino guests. Variable golf fees provided by CEOC and Caesars affiliates are based on revenue shortfalls necessary to cover the cost of maintaining the courses in appropriate playing conditions for casino guests. The variable fee is dependent upon the number of rounds played, the types of rounds played (market-rate or discounted rate), and costs incurred to allow the golf course to continue to offer golf as an amenity to its gaming customers. These reimbursements and adjustments are included in golf revenue in the Statements of Operations. Each of the golf courses represents a separate operating segment and we aggregate all such operations into one reportable segment. The Business’ Financial Statements reflect the application of ASC 852. This guidance requires that transactions and events directly associated with the reorganization be distinguished from the ongoing operations of the business. In addition, the guidance provides for changes in the accounting and presentation of liabilities.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2019

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) as set forth in the Accounting Standards Codification (“ASC”), as published by the Financial Accounting Standards Board (“FASB”), and with the applicable rules and regulations of the Securities and Exchange Commission (“SEC”).

On the Formation Date, upon CEOC’s emergence from bankruptcy, we adopted fresh-start reporting in accordance with provisions of ASC 852, “Reorganizations” (“ASC 852”). In the application of fresh start accounting, we allocated the enterprise value to the fair value of assets and liabilities in conformity with the guidance for the acquisition method of accounting for business combinations under ASC 805, “Business Combinations” (“ASC 805”).

Principles of Consolidation and Non-controlling Interest

The accompanying consolidated Financial Statements include our accounts and the accounts of our Operating Partnership, and the subsidiaries in which we or our Operating Partnership has a controlling interest, which includes a single variable interest entity (“VIE”) where we are the primary beneficiary. All intercompany accounts and transactions have been eliminated in consolidation. We consolidate all subsidiaries in which we have a controlling financial interest and VIEs for which we or one of our consolidated subsidiaries is the primary beneficiary.

We present non-controlling interest and classify such interest as a component of consolidated stockholders’ equity, separate from VICI stockholders’ equity. Our non-controlling interest represents a 20% third-party ownership of Harrah’s Joliet LandCo LLC, the entity that owns the Harrah’s Joliet property and is the lessor under the related Joliet Lease Agreement.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates.

Reportable Segments

Our real property business and our golf course business represent two reportable segments. The real property business segment consists of leased real property and represents the substantial majority of our business. The golf course business segment consists of four golf courses, each of which is an operating segment and is aggregated into one reportable segment.

Corporate and overhead costs are allocated to reportable segments based upon revenue or headcount. Management believes that the assumptions and methodologies used in the allocation of such expenses are reasonable.

Cash, Cash Equivalents and Restricted Cash

Cash consists of cash-on-hand and cash-in-bank. Any investments with an original maturity of three months or less from the date of purchase are considered cash equivalents and are stated at the lower of cost or market value. Investments with an original maturity of greater than three months and less than one year from the date of purchase are considered short-term investments and are stated at fair value.

As of December 31, 2018, restricted cash was primarily comprised of funds paid by us into a restricted account for a lender required FF&E replacement reserve for the CPLV CMBS Debt. The CPLV CMBS Debt was repaid in full in November 2019 and accordingly, we no longer have any restricted cash balances as of December 31, 2019.

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported on the Balance Sheet to the total of the same such amounts presented in the Statement of Cash Flows.



(In thousands)	December 31, 2019		December 31, 2018
Cash and cash equivalents	$	1,101,893	$	577,883
Restricted cash	—		20,564
Total cash, cash equivalents and restricted cash shown in the Statement of Cash Flows	$	1,101,893	$	598,447

Short-Term Investments

We generally invest our excess cash in short-term investment grade commercial paper as well as discount notes issued by government-sponsored enterprises including the Federal Home Loan Mortgage Corporation and certain of the Federal Home Loan Banks. These investments generally have original maturities between 91 and 180 days and are accounted for as available for sale securities. As of December 31, 2019 and 2018, we had $59.5 million and $520.9 million, respectively, of short-term investments.

Investments in Direct Financing and Sales-Type Leases, Net

We account for our investments in leases under ASC 842 “Leases” (“ASC 842”), which we adopted on January 1, 2019. Upon lease inception or lease modification, we assess lease classification to determine whether the lease should be classified as a direct financing, sales-type or operating lease. As required by ASC 842, we separately assess the land and building components of the property to determine the classification of each component, unless the impact of doing so is immaterial. If the lease component is determined to be a direct financing or sales-type lease, we record a net investment in the lease, which is equal to the sum of the lease receivable and the unguaranteed residual asset, discounted at the rate implicit in the lease. Any difference between the fair value of the asset and the net investment in the lease is considered selling profit or loss and is either recognized upon execution of the lease or deferred and recognized over the life of the lease, depending on the classification of the lease. Due to the nature of our assets, the net investment in the lease is generally equal to the purchase price of the asset, and the land and building components of an investment generally have the same lease classification.

For leases determined to be sales-type leases, we further assess to determine whether the transaction is considered a sale leaseback transaction. If we determine that the lease meets the definition for a sale leaseback transaction, the lease is considered a financing receivable and is recognized in accordance with ASC 310 “Receivables” (“ASC 310”). We currently do not have any lease investments that are accounted for as financing receivables under ASC 310.

Upon adoption of ASC 842, we made an accounting policy election to use a package of practical expedients that, among other things, allow us to not reassess prior lease classifications or initial direct costs for leases that existed as of the balance sheet date. As such, we have not reassessed the classification of our Caesars Lease Agreements, as these leases existed prior to our adoption of ASC 842.

We determined that the land and building components of the Margaritaville Lease Agreement, the Greektown Lease Agreement, the Hard Rock Cincinnati Lease Agreement and the Century Portfolio Lease Agreement meet the definition of a sales-type lease. The Caesars Lease Agreements continue to be accounted for as direct financing leases and are included within Investments in direct financing and sales-type leases on the Balance Sheet, with the exception of the land component of Caesars Palace Las Vegas which was determined to be an operating lease and is included in Investments in operating leases on the Balance Sheet. The income recognition for our direct financing leases recognized under ASC 840 is consistent with the income recognition for our sales-type lease under ASC 842.

Lease Term

We assess the noncancelable lease term under ASC 842, which includes any reasonably assured renewal periods. All of our Lease Agreements provide for an initial term, with multiple tenant renewal options. We have individually assessed all of our Lease Agreements and concluded that the lease term includes all of the periods covered by extension options as it is reasonably certain our tenants will renew the Lease Agreements. We believe our tenants are economically compelled to renew the Lease Agreements due to the importance of our real estate to the operation of their business, the significant capital they have invested in our properties and the lack of suitable replacement assets.

Income from Leases

We recognize the related income from our direct financing and sales-type leases on an effective interest basis at a constant rate of return over the terms of the applicable leases. As a result, the cash payments accounted for under direct financing and sales-type leases will not equal income from our Lease Agreements. Rather, a portion of the cash rent we receive is recorded as Income from direct financing and sales-type leases in our Statement of Operations and a portion is recorded as a change to Investments in direct financing and sales-type leases, net.

Under ASC 840, we determined that the land component of Caesars Palace Las Vegas was greater than 25% of the overall fair value of the combined land and building components. At lease inception the land was determined to be an operating lease and we record the related income on a straight-line basis over the lease term. The amount of annual minimum lease payments attributable to the land element after deducting executory costs, including any profit thereon, is determined by applying the lessee’s incremental borrowing rate to the value of the land. Revenue from this lease is recorded as Income from operating leases in our Statement of Operations.

Initial direct costs incurred in connection with entering into lease agreements are included in the balance of the net investment in lease. In relation to direct financing and sales-type leases, such amounts will be recognized as a reduction to Income from investments in leases over the life of the lease using the effective interest method. Costs that would have been incurred regardless of whether the lease was signed, such as legal fees and certain other third-party fees, are expensed as incurred to Transaction and acquisition expenses in our Statement of Operations.

Investments in Land

Vacant, Non-Operating Land

On the Formation Date, CEOC transferred certain vacant, non-operating land parcels to us, which are subject to the provisions of the Non-CPLV Lease Agreement. The Non-CPLV Lease Agreement allows for the sale of these vacant, non-operating land parcels without Caesars’ consent since they are specifically identified as de minimis to the operations of Caesars. All of the land parcels are located outside of Las Vegas and none of the land parcels are a component of the operations of our regional property portfolio. In 2018 we reclassified the entire $22.2 million carrying value of the vacant, non-operating land from Investments in operating leases to Land.

Eastside Property

In 2017, we sold certain land parcels known as the Eastside Property to Caesars for a sales price of $73.6 million. It was determined that the transaction did not meet the requirements of a completed sale for accounting purposes due to a put/call option on the land parcels and a convention center currently in process of being constructed (“Caesars Forum Convention Center”). The amount of

$73.6 million is presented as Land with a corresponding amount of $73.6 million recorded as Deferred financing liability in our Consolidated Balance Sheet.

Property and Equipment Used in Operations

Property and equipment used in operations is included within Other assets on our Balance Sheet and represents assets primarily related to VICI Golf, our golf operations. We assign lives to our assets based on our standard policy, which is established by management as representative of the useful life of each category of asset.

Additions to property used in operations are stated at cost. We capitalize the costs of improvements that extend the life of the asset and expense maintenance and repair costs as incurred. Gains or losses on the dispositions of property and equipment are recognized in the period of disposal.

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows:



Depreciable land improvements	2-50 years
Building and improvements	5-25 years
Furniture and equipment	2-5 years

Impairment

We assess our investments in operating leases, land and property and equipment used in operations for impairment under ASC 360 “Property, Plant and Equipment” (“ASC 360”) on a quarterly basis or whenever certain events or changes in circumstances indicate a possible impairment of the carrying value of the asset. Events or circumstances that may occur include changes in management’s intended holding period or potential sale to a third party, significant changes in real estate market conditions or tenant financial difficulties resulting in non-payment of the lease. We assess our investments in direct financing and sales-type leases for impairment under ASC 310. Under ASC 310, the net investment in the lease is identified for impairment when it becomes probable that we will be unable to collect all rental payments associated with our investment in the lease.

Impairments are measured as the amount by which the current book value of the asset exceeds the estimated fair value of the asset. With respect to estimated expected future cash flows for determining whether an asset is impaired, assets are grouped at the lowest level of identifiable cash flows.

Fair Value Measurements

We measure the fair value of financial instruments based on assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, a fair value hierarchy distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entity’s own assumptions about market participant assumptions. In accordance with the fair value hierarchy, Level 1 assets/liabilities are valued based on quoted prices for identical instruments in active markets, Level 2 assets/liabilities are valued based on quoted prices in active markets for similar instruments, on quoted prices in less active or inactive markets, or on other “observable” market inputs and Level 3 assets/liabilities are valued based significantly on “unobservable” market inputs.

Refer to Note 9 - Fair Value for further information.

Derivative Financial Instruments

We record our derivative financial instruments as either Other assets or Other liabilities on our Balance Sheet at fair value.

The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether we elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows are considered cash flow hedges. We formally document our hedge relationships and designation at the contract’s inception. This documentation includes the identification of the hedging instruments and the hedged items, its risk management objectives, strategy for undertaking the hedge transaction and our evaluation of the effectiveness of its hedged transaction.

On a quarterly basis, we also assess whether the derivative we designated in each hedging relationship is expected to be, and has been, highly effective in offsetting changes in the value or cash flows of the hedged items. If it is determined that a derivative is

not highly effective at hedging the designated exposure, hedge accounting is discontinued and the changes in fair value of the instrument are included in net income prospectively. If the hedge relationship is terminated, then the value of the derivative is recorded in Accumulated other comprehensive income and recognized in earnings when the cash flows that were hedged affect earnings. Changes in the fair value of our derivative instruments that qualify as hedges are reported as a component of Other comprehensive income on our consolidated financial statements.

We use derivative instruments to mitigate the effects of interest rate volatility inherent in our variable rate debt, which could unfavorably impact our future earnings and forecasted cash flows. We do not use derivative instruments for speculative or trading purposes.

Tenant Reimbursement of Property Taxes

Real estate taxes paid directly by our tenants to taxing authorities were recorded gross on our Balance Sheets and Income Statements during 2018 and 2017, as we concluded we are the primary obligor. Such amounts were presented as revenues from tenant reimbursement of property taxes with a corresponding and offsetting property tax expense. Upon adoption of ASC 842, “Leases” (“ASC 842”) in 2019, such amounts are presented net, as the tenants pay the real estate taxes directly to the applicable taxing authority. Refer to Note 3 - Recently Issued Accounting Pronouncements for further details.

Revenue from Golf Operations

On the Formation Date, subsidiaries of VICI Golf entered into a golf course use agreement (the “Golf Course Use Agreement”) with New CEOC and Caesars Enterprise Services, LLC (“CES”) (collectively, the “users”), whereby the users were granted certain priority rights and privileges with respect to access and use of certain golf course properties. Payments under the Golf Course Use Agreement are currently comprised of a $10.3 million annual membership fee, $3.1 million of use fees and approximately $1.2 million of minimum rounds fees. The annual membership fee, use fees and minimum round fees are subject to an annual escalator beginning at the times provided under the Golf Course Use Agreement. Revenue from the Golf Course Use Agreement is recognized in accordance with ASC 606, “Revenue From Contracts With Customers” and recognized ratably over the performance period.

Additional revenues from golf course operations, food and beverage and merchandise sales are recognized at the time of sale or when the service is provided and are reported net of sales tax. Golf memberships sold to individuals are not refundable and are deferred and recognized within golf revenue in the Statements of Operations over the expected life of an active membership, which is typically one year or less.

Income Taxes-REIT Qualification

We conduct our operations as a REIT for U.S. federal income tax purposes. To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of our annual REIT taxable income to stockholders, determined without regard to the dividends paid deduction and excluding any net capital gains. As a REIT, we generally will not be subject to federal income tax on income that we pay as distributions to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to U.S. federal income tax on our taxable income at regular corporate income tax rates, and distributions paid to our stockholders would not be deductible by us in computing taxable income. Additionally, any resulting corporate liability created if we fail to qualify as a REIT could be substantial and could materially and adversely affect our net income and net cash available for distribution to stockholders. Unless we were entitled to relief under certain Code provisions, we also would be disqualified from re-electing to be taxed as a REIT for the four taxable years following the year in which we failed to qualify to be taxed as a REIT.

The TRS operations (represented by the four golf course businesses) are able to engage in activities resulting in income that would not be qualifying income for a REIT. As a result, certain activities of the Company which occur within its TRS operations are subject to federal and state income taxes. The provision for income taxes includes current and deferred portions. The current income tax provision differs from the amount of income tax currently payable because of temporary differences in the recognition of certain income and expense items between financial reporting and income tax reporting. We use the asset and liability method to provide for income taxes, which requires that our income tax expense reflect the expected future tax consequences of temporary differences between the carrying amounts of assets or liabilities for financial reporting versus income tax purposes. Accordingly, a deferred tax asset or liability for each temporary difference is determined based on enacted tax rates that we expect to be in effect when the underlying items of income and expense are realized and the differences reverse.

We recognize any interest and penalties, as incurred, in general and administrative expenses in our Statement of Operations.

Debt Issuance Costs

Debt issuance costs are deferred and amortized to interest expense over the contractual term of the underlying indebtedness. We present unamortized deferred financing costs as a direct deduction from the carrying amount of the associated debt liability.

Transaction and Acquisition Expenses

Transaction and acquisition-related expenses that are not capitalizable under GAAP, including most leasing costs under ASC 842, are expensed in the period they occur. Transaction and acquisition expenses also include dead deal costs.

Stock-Based Compensation

We account for stock-based compensation under ASC 718, Compensation - Stock Compensation (“ASC 718”), which requires us to expense the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. This expense is recognized ratably over the requisite service period following the date of grant. For non-vested share awards that vest over a predetermined time period, we use the10-day volume weighted average price using the 10 trading days ending on the grant date. For non-vested share awards that vest based on market conditions, we use a Monte Carlo simulation (risk-neutral approach) to determine the value of each tranche.

The unrecognized compensation relating to awards under our stock incentive plan will be amortized to general and administrative expense over the awards’ remaining vesting periods. Vesting periods for award of equity instruments range from zero to four years.

See Note 13—Stock-Based Compensation for further information related to the stock-based compensation.

Earnings Per Share

Earnings per share (”EPS”) is calculated in accordance with ASC 260, “Earnings Per Share”. Basic EPS is computed by dividing net income applicable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted EPS reflects the additional dilution for all potentially dilutive securities including those from our stock incentive plan.

See Note 12—Earnings Per Share for the detailed EPS calculation.

Underwriting Commissions and Offering Costs

Underwriting commissions and offering costs incurred in connection with common stock offerings are reflected as a reduction of additional paid-in capital. Costs incurred that are not directly associated with the completion of a common stock offering are expensed when incurred.

Concentrations of Credit Risk

Caesars is the guarantor of all the lease payment obligations of the tenants under the respective leases of the properties that it leases from us, with the exception of Harrah’s Las Vegas which is guaranteed by a subsidiary of Caesars. Revenue from the Caesars Lease Agreements represented 93 %, 100% and 100% of our lease revenues for the years ended December 31, 2019 and 2018 and the period from October 6, 2017 through December 31, 2017, respectively. Additionally, our properties on the Las Vegas Strip generated approximately 33%, 36% and 28% of our lease revenues for the years ended December 31, 2019 and 2018 and the period from October 6, 2017 through December 31, 2017, respectively. We do not believe there are any other significant concentrations of credit risk.

Caesars is a publicly traded company that is subject to the informational filing requirements of the Securities Exchange Act of 1934, as amended, and is required to file periodic reports on Form 10-K and Form 10-Q and current reports on Form 8-K with the SEC. Caesars’ SEC filings are available to the public from the SEC’s web site at www.sec.gov. We make no representation as to the accuracy or completeness of the information regarding Caesars that is available through the SEC’s website or otherwise made available by Caesars or any third party, and none of such information is incorporated by reference in this Annual Report on Form 10-K.

Reclassifications

In the quarter ended June 30, 2019 we reclassified property and equipment used in operations, net to Other assets in the Balance Sheet in order to simplify our presentation. As of December 31, 2019 and 2018, such amounts represent $70.4 million and $71.5 million of the balance of Other assets, respectively.

Caesars Entertainment Outdoor

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Summary of Significant Accounting Policies

Note 2 — Summary of Significant Accounting Policies

Cash

Cash consists of cash-on-hand and cash-in-bank.

Receivables

Accounts receivable are non-interest bearing and are initially recorded at cost. They include amounts for sponsorship and other golf tournament fees, amounts due for hosted private events, and amounts due from credit card clearing activities. The allowance for doubtful accounts is established and maintained based on our best estimate of accounts receivable collectability. Management estimates collectability by specifically analyzing accounts receivable aging, known troubled accounts and other historical factors that affect collections. Accounts are written off when management deems the account to be uncollectible. Recoveries of accounts previously written off are recorded into income when received. Trade receivables are due within one year or less and approximates fair value.

Allowance for Doubtful Accounts



	(In thousands)
	2017			2016			2015
Balance as of January 1,	$	7		$	19		$	1
Charges (credits) to income	12			(10		)	31
Write-offs less recoveries	(11		)	(2		)	(13		)
Balance as of October 5, 2017; December 31, 2016; and December 31, 2015, respectively	$	8		$	7		$	19

Inventory

Inventory, which consists primarily of food and beverages and merchandise held for resale, is stated at the lower of cost or market. Losses on obsolete or excess inventory are not material.

Long-Lived Assets

The Business has significant capital invested in long-lived assets and judgments are made in determining their estimated useful lives and salvage values and if or when an asset (or asset group) has been impaired. The accuracy of these estimates affects the amount of depreciation and amortization expense recognized in the financial results and whether a gain or loss should be recognized on the disposal of an asset. Lives assigned to the assets are based on standard policy, established by management as representative of the useful life of each category of asset.

The carrying value of our long-lived assets is reviewed whenever events and circumstances indicate the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. The factors

considered by management in performing this assessment may include current operating results, trends, prospects, as well as the effect of demand, competition, and other economic, legal, and regulatory factors. In estimating expected future cash flows for determining whether an asset is impaired, assets are grouped at the lowest level of identifiable cash flows, which in this case, is the four golf courses combined together as an asset group. These analyses are sensitive to management assumptions and the estimates of the obsolescence factors. Changes in these assumptions and estimates could have a material impact on the analyses and the Financial Statements. For the period from January 1, 2017 to October 5, 2017 and the years ended December 31, 2016 and 2015, no impairment of long-lived assets was recorded.

Additions to property and equipment are stated at cost. Costs of improvements that extend the life of the asset are capitalized. Maintenance and repair costs are expensed as incurred. Gains or losses on the dispositions of property and equipment are recognized in the period of disposal. With respect to golf course improvements (included in land improvements), only costs associated with original construction, complete replacements of items such as tee boxes and putting greens, or the addition of new trees, sand traps, fairways or putting greens are capitalized. All other related costs are expensed as incurred. For building improvements, only costs that extend the useful life of the building are capitalized.

Certain land improvements include site preparations that prepare land for its intended use as a golf course. Like the land itself, these improvements are inexhaustible and therefore not depreciated. Examples include excavation, filling, grading and preparation of fairways and roughs. Depreciable land improvements are defined as improvements made to land that have determinable estimated useful lives and deteriorate with use or passage of time. These improvements were built or installed to enhance or facilitate the use of the land for a particular purpose. Depreciable land improvements associated with the golf courses include greens, bunkers, tee boxes, cart paths, fences and gates, landscaping and sprinkler systems.

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease, as follows:

Useful Lives

Land improvements	12-60 years
Buildings and leasehold improvements	40 years
Building improvements	5-15 years
Furniture, fixtures, and equipment	2-10 years

Leasehold improvements are amortized over the shorter of the term of the respective lease or their useful life using the straight-line method.

Liabilities Subject to Compromise

Under bankruptcy law, actions by creditors to collect amounts owed prior to the Petition Date are stayed and certain other prepetition contractual obligations may not be enforced against the companies that own the Business. Substantially all liabilities of the Debtors as of the Petition Date, except those paid under certain first day motions filed with the Bankruptcy Court, have been classified as liabilities subject to compromise in the Balance Sheets. Liabilities subject to compromise, including claims that became known after the bankruptcy petition was filed, are reported using our best estimates of the expected amount of the total allowed claim.

Revenue Recognition

Revenues from golf course operations, food and beverage and merchandise sales are recognized at the time of sale or when the service is provided and are reported net of sales tax. Golf memberships sold are typically to individuals and are not refundable and are deferred and recognized within golf revenue in the Statements of Operations over the expected life of an active membership, which is typically one year or less.

Included in golf revenue are market-rate fees received from public customers as well as discounted fees received from CEOC and Caesars-affiliated customers or associates. In addition, certain VIP casino guests play the golf courses for free. In these cases, the golf course receives amounts paid by CEOC and Caesars’ affiliates at an agreed upon rate for the free play provided to their VIP guests. The reimbursement for free play was approximately $611,000 for the period January 1, 2017 to October 5, 2017, and $620,000 and $708,000 for the years ended December 31, 2016 and 2015, respectively.

There are additional variable golf fees provided by CEOC and Caesars’ affiliates based on revenue shortfalls necessary to cover the cost of operating the courses at a high level appropriate for casino guests. The variable fee is dependent upon the number of

rounds played, the types of rounds played (market-rate or discounted rate), and costs incurred to allow the golf course to continue to offer golf as an amenity to its gaming customers. Variable golf fees included in golf revenue were approximately $4,692,000 for the period January 1, 2017 to October 5, 2017 and $4,862,000 and $3,669,000 for the years ended December 31, 2016 and 2015, respectively.

Advertising Expense

The golf courses are marketed through advertising and other promotional activities. Advertising expense is charged to income during the period incurred. Advertising expense totaled approximately $63,000 for the period January 1, 2017 to October 5, 2017, and $118,000 and $74,000 for the years ended December 31, 2016 and 2015, respectively, and is included in Administrative and other in the Statements of Operations.

Property Costs

Property costs are charged to income during the period incurred and include land rent, utilities and general repairs and maintenance.

Income Taxes

Historically, the Outdoor Business has been included in the consolidated federal income tax return of Caesars, as well as certain state tax returns where Caesars or one of its subsidiaries files a state tax return. The provisions of ASC 740, “Income Taxes,” was applied and the provision for income taxes was computed on a separate return basis. The separate return method applies the accounting guidance for income taxes to the stand-alone combined Financial Statements as if the Business was a separate taxpayer and a stand-alone enterprise for the periods presented. As discussed in Note 7, these Financial Statements include certain allocations of income and expense amongst affiliated entities. The tax provision was calculated assuming such allocations were appropriate for income tax reporting purposes and do not include any transfer pricing adjustments with respect to such allocations. The calculation of income taxes on a separate return basis requires a considerable amount of judgment and use of both estimates and allocations. Management believes that the assumptions and estimates used to compute these tax amounts are reasonable. However, the Financial Statements may not necessarily reflect our income tax expense or tax payments in the future, or what tax amounts would have been if the Business had been a stand-alone enterprise during the periods presented.

Federal and state income taxes currently payable are settled though our net investment equity account. Certain taxes provided for are deferred because of temporary differences between reporting income and expenses for financial statement purposes versus tax purposes. Federal income tax credits are recorded as a reduction of income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that includes the enactment date. Accruals for tax uncertainties are classified within other liabilities in our combined balance sheets. Amounts accrued relate to any potential income tax liabilities resulting from uncertain tax positions, as well as potential interest or penalties associated with those liabilities.

Recently Issued Accounting Pronouncements

12 Months Ended

Dec. 31, 2019

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Recently Issued Accounting Pronouncements

Accounting Pronouncements Recently Adopted

ASU No. 2016-02 - Leases (Topic 842) - February 2016 (as amended through March 2019): The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 and is implemented using a modified retrospective approach, with the option to apply the guidance at the effective date or the beginning of the earliest comparative period.

We adopted the guidance on January 1, 2019 and elected to apply the effective date method and, as such, have not re-cast prior periods to show the effects of ASC 842. Additionally, upon adoption, we elected a package of practical expedients that, among other things, allow us to not reassess prior lease classifications or initial direct costs for leases that existed before the adoption date. As such, we have not reassessed the classification of our Caesars Lease Agreements, as these leases existed prior to our adoption of ASC 842.

Lessor Accounting

The new guidance did not have a material impact on the accounting treatment of our triple-net tenant leases, which are the primary source of our revenues. As such, upon adoption of ASC 842, we have not recorded any adjustment to our beginning balance of retained earnings. However, as of January 1, 2019, there are certain changes to the guidance under ASC 842, which will have an impact on future operating results, as follows:

•

Costs that are paid directly by the lessee to a third party, such as real estate taxes and insurance, are no longer recognized in our Statement of Operations. Prior to our adoption of ASC 842, we presented on a gross basis the real estate taxes that were paid by our tenants directly to the taxing authority. Subsequent to our adoption of ASC 842, Tenant reimbursements of property taxes and Property taxes expense are presented on a net basis, as the lessee pays for such costs directly. However, consistent with our effective date adoption approach, we have not re-cast prior year financial results to conform to the current period presentation.


•	Initial direct costs associated with the execution of lease agreements, such as legal fees and certain transaction costs will no longer be capitalizable and instead are expensed in the period incurred.

•

Long-term leases entered into or modified subsequent to our adoption of ASC 842 will most likely be considered sales-type leases, as defined in ASC 842. The accounting for a sales-type lease is materially consistent with that of the current accounting for our direct financing leases. If we determine that the lease meets the definition for a sale leaseback transaction, the lease is considered a financing receivable and is accounted for in accordance with ASC 310.


•	Prior to our adoption of ASC 842, the residual value component of our Lease Agreements was assessed for impairment under ASC 360 while the receivable component was separately assessed for impairment under ASC 310. Upon adoption of ASC 842, both the receivable and residual value components of the direct financing and sales-type leases are assessed for impairment under ASC 310.

Lessee Accounting

In relation to certain operating leases for which we are the lessee, such as the ground lease on the Cascata golf course, upon adoption of ASC 842, we recorded a right of use asset and corresponding lease liability of $11.1 million, which is included in Other assets and Other liabilities on our Balance Sheets. There was no change to our lease expense as a result of the change in accounting as such expense is still being recorded on a straight-line basis.

Accounting Pronouncements Not Yet Adopted

ASU No. 2016-13 - Financial Instruments-Credit Losses (Topic 326) - June 2016 (as amended through May 2019): This amended guidance changes how entities will measure credit losses for most financial assets and certain other instruments, including direct financing and sales-type leases, that are not measured at fair value through net income. The guidance replaces the current “incurred loss” model with an “expected loss” approach, which will generally result in earlier recognition of allowance for losses. As a result of the guidance, we will be required to estimate and record non-cash credit losses related to our historical, and any future investments in direct financing and sales-type leases and expand credit quality disclosures. We do not believe the new standard will materially impact any of our other financial assets or instruments that we currently have on our balance sheet.

We will measure credit losses by engaging a data analytics firm to assist with estimating both the probability of default (“PD”) and loss given default (“LGD”) of our tenants and their parent guarantors over the life of each individual lease. These individual loss rates will then be applied to our net investment in direct financing and sales-type leases. The estimated losses will be discounted using the effective interest rate implicit in the lease. We currently estimate that our initial allowance for credit losses upon the adoption of the standard will be between 1% and 5% of our total net investment in direct financing and sales-type leases.

We will adopt the guidance on January 1, 2020 using the modified retrospective approach method of adoption. Under this method we will record a cumulative-effect adjustment to the balance sheet and retained earnings by recording a credit allowance for all of our existing investments in direct financing and sales-type leases. Periods prior to the adoption date that are presented for comparative purposes will not be adjusted. Each time we enter into a new direct financing or sales-type lease, we will be required to estimate a credit allowance which will result in a non-cash charge to the Statement of Operations and a corresponding reduction in our net investment in the lease. Finally, each reporting period we will be required to update the estimated allowance for any estimated changes in the credit loss, with the resulting change being recorded through the Statement of Operations.

ASU No. 2018-16 - Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes - October 2018: This amended guidance expands the list of U.S. benchmark interest rates permitted in the application of hedge accounting by adding the OIS rate based on SOFR as an eligible benchmark interest rate and is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2018. We are currently evaluating the effect of this new benchmark interest rate option, and do not believe this ASU will have a material impact on our financial statements.

Caesars Entertainment Outdoor

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Recently Issued Accounting Pronouncements

Note 3 — Recently Issued Accounting Pronouncements

The Financial Accounting Standards Board (the “FASB”) issued the following authoritative guidance amending the FASB Accounting Standards Codification.

Business Combinations - January 2017: Updated amendments intend to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisition (or disposals) of assets or businesses. Amendments in this update provide a more robust framework to use in determining when a set of assets and activities is a business and to provide more consistency in applying the guidance, reduce the costs of application, and make the definition of a business more operable. The amendments are effective to annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is allowed as follows: (1) Transactions for which acquisition date occurs before the issuance date or effective date of the amendments, only when the transaction has not been reported in Financial Statements that have been issued or made available for issuance and (2) transactions in which a subsidiary is deconsolidated or a group of assets is derecognized that occur before the issuance date or effective date of the amendments, only when the transaction has not been reported in Financial Statements that have been issued or made available for issuance. The adoption of this standard could have a material impact on our Financial Statements should we have a future acquisition of a business.

Leases - February 2016 (amended January 2017): The amended guidance requires most lease obligations to be recognized as a right-of-use asset with a corresponding liability on the balance sheet. The guidance also requires additional qualitative and quantitative disclosures to assess the amount, timing, and uncertainty of cash flows arising from leases. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The guidance should be implemented for the earliest period presented using a modified retrospective approach, which includes optional practical expedients primarily focused on leases that commence before the effective date. The qualitative and quantitative effects of adoption are still being analyzed. We are in the process of evaluating the full impact the new guidance will have on our Financial Statements.

Revenue from Contracts with Customers - May 2014 (amended January 2017): The new guidance is intended to clarify the principles for recognizing revenue and to develop a common revenue standard for GAAP applicable to revenue transactions. Existing industry guidance will be eliminated. The FASB has recently issued several amendments to the standard, including clarification on accounting for and identifying performance obligations. This guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods. The guidance should be applied using the full retrospective method or retrospectively with the cumulative effect initially applying the guidance recognized at the date of initial application. We are adopting this standard effective January 1, 2018, retrospectively, and determined that there will not be a material impact to our Financial Statements. The adoption of this guidance does not change the timing or process in which we recognize golf revenue.

Income Taxes - October 2016: Amended guidance that addresses intra-entity transfers of assets other than inventory, which requires the recognition of any related income tax consequences when such transfers occur. The amendments should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. Amendments are effective for fiscal years beginning after December 15, 2017, and interim reporting periods within those years. Early adoption is permitted. We do not expect this standard will have a material impact on our Financial Statements.

Statement of Cash Flows - August 2016: Amended guidance addresses eight specific cash flow issues with the objective of reducing diversity in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The amendments should be applied retrospectively to each period presented. The amendments are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted. We have adopted this standard for our October 5, 2017 Statement of Cash Flows.

Property Transactions

12 Months Ended

Dec. 31, 2019

Business Combinations [Abstract]

Property Transactions

Summary of Recent Activities

Since January 1, 2019 our significant activities, in reverse chronological order, are as follows:

Closing of Purchase of JACK Cleveland/Thistledown

On January 24, 2020 we completed the previously announced transaction to acquire the casino-entitled land and real estate and related assets of the JACK Cleveland Casino, located in Cleveland, Ohio and the video lottery gaming and pari-mutuel wagering authorized land and real estate and related assets of the JACK Thistledown Racino located in North Randall, Ohio from affiliates of JACK Entertainment, for approximately $843.3 million in cash (the “JACK Cleveland/Thistledown Acquisition”). Simultaneous with the closing of the JACK Cleveland/Thistledown Acquisition, we entered into a master triple-net lease agreement for JACK Cleveland and JACK Thistledown with subsidiaries of JACK Entertainment. The lease has an initial total annual rent of $65.9 million and an initial term of 15 years, with four five-year tenant renewal options. The tenant’s obligations under the lease are guaranteed by Rock Ohio Ventures LLC (“Rock Ohio Ventures”). Additionally, we made a $50.0 million loan (the “ROV Loan”) to affiliates of Rock Ohio Ventures secured by, among other things, certain non-gaming real estate assets owned by such affiliates and guaranteed by Rock Ohio Ventures. The ROV Loan bears interest at 9.0% per annum for a period of five years with two one-year extension options.

Sale of Harrah’s Reno

On December 31, 2019 we and Caesars entered into a definitive agreement to sell the Harrah’s Reno asset for $50.0 million to a third party. We are entitled to receive 75% of the proceeds of the sale and Caesars is entitled to receive 25% of the proceeds. The annual rent payments under the Non-CPLV Lease Agreement will remain unchanged following completion of the disposition.

Closing of Purchase of Century Portfolio

On December 6, 2019, we completed the previously announced transaction to acquire the land and real estate assets of (i) Mountaineer Casino, Racetrack & Resort located in New Cumberland, West Virginia, (ii) Century Casino Caruthersville located in Caruthersville, Missouri and (iii) Century Casino Cape Girardeau located in Cape Girardeau, Missouri from affiliates of Eldorado, for approximately $277.8 million, and a subsidiary of Century Casinos acquired the operating assets of the Century Portfolio for approximately $107.2 million (together, the “Century Portfolio Acquisition”). Simultaneous with the closing of the Century Portfolio Acquisition, we entered into a master triple-net lease agreement for the Century Portfolio with a subsidiary of Century Casinos. The master lease has an initial total annual rent of $25.0 million and an initial term of 15 years, with four five-year tenant renewal options. The tenant’s obligations under the lease are guaranteed by Century Casinos. We determined that the land and building components of the Century Portfolio Lease Agreement meet the definition of a sales-type lease and have recorded the

corresponding asset, including related transaction and acquisition costs, in Investments in direct financing and sales-type leases on our Balance Sheet.

Closing of Purchase of Hard Rock Cincinnati

On September 20, 2019, we completed the previously announced transaction to acquire the casino-entitled land and real estate and related assets of Hard Rock Cincinnati, located in Cincinnati, Ohio from affiliates of JACK Entertainment LLC, for approximately $558.3 million, and a subsidiary of Hard Rock acquired the operating assets of the Hard Rock Cincinnati Casino for $186.5 million (together, the “Hard Rock Cincinnati Acquisition”). Simultaneous with the closing of the Hard Rock Cincinnati Acquisition, we entered into a triple-net lease agreement for Hard Rock Cincinnati with a subsidiary of Hard Rock. The lease has an initial total annual rent of $42.8 million and an initial term of 15 years, with four five-year tenant renewal options. The tenant’s obligations under the lease are guaranteed by Seminole Hard Rock Entertainment, Inc. We determined that the land and building components of the Hard Rock Cincinnati Lease Agreement meet the definition of a sales-type lease and have recorded the corresponding asset, including related transaction and acquisition costs, in Investments in direct financing and sales-type leases on our Balance Sheet.

Eldorado Transaction

On June 24, 2019, we entered into a master transaction agreement (the “Master Transaction Agreement” or “MTA”) with Eldorado relating to the transactions described below (collectively, the “Eldorado Transaction”), all of which are conditioned upon consummation of the closing of the merger contemplated under an Agreement and Plan of Merger (the “Eldorado/Caesars Merger Agreement”) pursuant to which a subsidiary of Eldorado will merge with and into Caesars, with Caesars surviving as a wholly owned subsidiary of Eldorado. Upon closing of the merger, Eldorado will be renamed Caesars. Any references to Eldorado in the subsequent transaction discussion refer to the combined Eldorado/Caesars subsequent to the closing of the Eldorado/Caesars Merger, as applicable.

The Eldorado Transaction and the Eldorado/Caesars Merger are both subject to regulatory approvals and customary closing conditions. Eldorado has publicly disclosed that it expects the Eldorado/Caesars Merger to be completed in the first half of 2020. However, we can provide no assurances that the Eldorado/Caesars Merger or the Eldorado Transaction described herein will close in the anticipated timeframe, on the contemplated terms or at all. We intend to fund the Eldorado Transaction with a combination of cash on hand, proceeds from the settlement of our forward sales agreements entered into as part of our June equity offering, as described in Note 11 - Stockholders’ Equity in the Notes to our Financial Statements, and proceeds from our February 2020 Senior Unsecured Notes Offering.

The Master Transaction Agreement contemplates the following transactions:

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Acquisition of the MTA Properties. We have agreed to acquire all of the land and real estate assets associated with Harrah’s New Orleans, Harrah’s Laughlin and Harrah’s Atlantic City (or, if necessary, certain replacement properties designated in the Master Transaction Agreement) (collectively, the “MTA Properties” and each, an “MTA Property”) for an aggregate purchase price of $1,823.5 million (which reflects a purchase price adjustment of $14.0 million related to Harrah’s New Orleans) (the “MTA Properties Acquisitions” and each, an “MTA Property Acquisition”). Simultaneous with the closing of each MTA Property Acquisition the Non-CPLV Lease Agreement will be amended to include such MTA Property, with (i) initial aggregate total annual rent payable to us and attributable to the MTA Properties of $154.0 million, (ii) so long as the MTA Property Acquisitions are consummated concurrent with the closing of the Eldorado/Caesars Merger, an initial term of approximately 15 years and (iii) the same renewal terms available to the other tenants under the Non-CPLV Lease Agreement at such time. The Non-CPLV Lease Agreement will also be amended to adjust certain minimum capital expenditure requirements and other related terms and conditions as a result of the MTA Properties being included in the Non-CPLV Lease Agreement.

On September 26, 2019, we entered into the following agreements (each of which were entered into in accordance with the terms of the Master Transaction Agreement): (i) a Purchase and Sale Agreement (the “Harrah’s New Orleans Purchase Agreement”) pursuant to which we agreed to acquire, and Eldorado agreed to cause to be sold, all of the fee and leasehold interests in the land and real property improvements associated with Harrah’s New Orleans in New Orleans, Louisiana for a cash purchase price of $789.5 million (which reflects a purchase price adjustment of $14.0 million); (ii) a Purchase and Sale Agreement (the “Harrah’s Atlantic City Purchase Agreement”) pursuant to which we agreed to acquire, and Eldorado agreed to cause to be sold, all of the land and real property improvements associated with Harrah’s Resort Atlantic City and Harrah’s Atlantic City Waterfront Conference Center in Atlantic City, New Jersey for a cash purchase price of $599.3 million; and (iii) a Purchase and Sale Agreement (the “Harrah’s Laughlin Purchase Agreement” and,

collectively with the Harrah’s New Orleans Purchase Agreement and the Harrah’s Atlantic City Purchase Agreement, the “MTA Property Purchase Agreements” and each, a “MTA Property Purchase Agreement”) pursuant to which we agreed to acquire, and Eldorado agreed to cause to be sold, all of the equity interests in a newly formed entity that will acquire the land and real property improvements associated with Harrah’s Laughlin Hotel & Casino in Laughlin, Nevada for a cash purchase price of $434.8 million.

Each of our existing call options on the Harrah’s New Orleans, Harrah’s Laughlin and Harrah’s Atlantic City properties will terminate upon the earlier to occur of the closing of the corresponding MTA Property Acquisition or our obtaining specific performance or liquidated damages with respect to the relevant property. The closings of the MTA Property Acquisitions are subject to conditions in addition to the consummation of the Eldorado/Caesars Merger, and are not cross-conditioned on each other (that is, we are not required to close on “all or none” of the MTA Properties). In addition, the closing of the other transactions that comprise the Eldorado Transaction is not conditioned on the completion of any or all of the MTA Property Acquisitions.


•	CPLV Lease Agreement Amendment. In consideration of a payment by us to Eldorado of $1,189.9 million, we and Eldorado will amend the CPLV Lease Agreement to (i) increase the annual rent payable to us under the CPLV Lease Agreement by $83.5 million (the “CPLV Additional Rent Acquisition”) and (ii) provide for the amended terms described below.

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HLV Lease Agreement Termination and Creation of Las Vegas Master Lease. In consideration of a payment by us to Eldorado of $213.8 million, we and Eldorado will terminate the HLV Lease Agreement and the related lease guaranty. Annual rent previously payable to us with respect to the Harrah’s Las Vegas property will be increased by $15.0 million (the “HLV Additional Rent Acquisition”). The CPLV Lease Agreement will be amended (as amended, the “Las Vegas Master Lease Agreement”) to provide, among other things, that the Harrah’s Las Vegas property, which is currently subject to the HLV Lease Agreement, will be leased pursuant thereto (with the Harrah’s Las Vegas property subject to the higher rent escalator currently in place under the CPLV Lease Agreement). Thereafter the Las Vegas Master Lease Agreement will be a multi-property master lease whereby the Harrah’s Las Vegas property tenant and the Caesars Palace Las Vegas property tenant will collectively be the tenant.

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Centaur Properties Put/Call Agreement. Affiliates of Caesars currently own two gaming facilities in Indiana - Harrah’s Hoosier Park and Indiana Grand (together the “Centaur Properties”). At the closing of the Eldorado/Caesars Merger, a right of first refusal that we have with respect to the Centaur Properties will terminate and we will enter into a put/call agreement with Eldorado, whereby (i) we will have the right to acquire all of the land and real estate assets associated with the Centaur Properties at a price equal to 13.0x the initial annual rent of each facility (determined as provided below), and to simultaneously lease back each such property to a subsidiary of Eldorado for initial annual rent equal to the property’s trailing four quarters EBITDA at the time of acquisition divided by 1.3 (i.e., the initial annual rent will be set at 1.3x rent coverage) and (ii) Eldorado will have the right to require us to acquire the Centaur Properties at a price equal to 12.5x the initial annual rent of each facility, and to simultaneously lease back each such Centaur Property to a subsidiary of Eldorado for initial annual rent equal to the property’s trailing four quarters EBITDA at the time of acquisition divided by 1.3 (i.e., the initial annual rent will be set at 1.3x rent coverage). Either party will be able to trigger its respective put or call, as applicable, beginning on January 1, 2022 and ending on December 31, 2024. The put/call agreement will provide that the leaseback of the Centaur Properties will be implemented through addition of the Centaur Properties to the Non-CPLV Lease Agreement.

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Las Vegas Strip Assets ROFR. We will enter into a right of first refusal agreement with Eldorado (the “Las Vegas ROFR”) whereby we will have the first right, with respect to the first two of certain specified Las Vegas Strip assets that Eldorado proposes to sell, whether pursuant to a sale leaseback or a WholeCo sale, to a third party, to acquire any such asset (it being understood that we will have the opportunity to find an operating company should Eldorado elect to pursue a WholeCo sale). Pursuant to the Master Transaction Agreement, the specified Las Vegas Strip assets subject to the Las Vegas ROFR will be the land and real estate assets associated (i) with respect to the first such asset subject to the Las Vegas ROFR, the Flamingo Las Vegas, Paris Las Vegas, Planet Hollywood and Bally’s Las Vegas gaming facilities, and (ii) with respect to the second asset subject to the Las Vegas ROFR, the foregoing assets plus The LINQ gaming facility. If we enter into a sale leaseback transaction with Eldorado on any of these facilities, the leaseback will be implemented through the addition of such properties to the CPLV Lease Agreement.


•	Horseshoe Baltimore ROFR. We and Eldorado agreed to enter into a right of first refusal agreement pursuant to which we will have the first right to enter into a sale leaseback transaction with respect to the land and real estate assets associated with the Horseshoe Baltimore gaming facility (subject to any consent required from Caesars’ joint venture partners with

respect to this asset) (the “Horseshoe Baltimore ROFR”).

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Lease Guaranties and MLSA Terminations. Eldorado will execute new guaranties (the “Eldorado Guaranties”) of the CPLV Lease Agreement, the Non-CPLV Lease Agreement and the Joliet Lease Agreement, and the existing guaranties by Caesars of such leases, along with all covenants and other obligations of Caesars incurred in connection with such guaranties, will be terminated with respect to Caesars (which will become a subsidiary of Eldorado following the closing of the Eldorado/Caesars Merger). The Eldorado Guaranties will guaranty the prompt and complete payment and performance in full of: (i) all monetary obligations of the tenants under the respective leases, including all rent and other sums payable by the tenants under the leases and any obligation to pay monetary damages in connection with any breach and to pay any indemnification obligations of the tenants under the leases; and (ii) the performance when due of all other covenants, agreements and requirements to be performed and satisfied by the tenants under the leases. In addition, we and Eldorado will terminate the Management and Lease Support Agreements with respect to the CPLV Lease Agreement, the Non-CPLV Lease Agreement and the Joliet Lease Agreement, and certain provisions currently set forth therein will be added to the respective leases, as amended, and the Eldorado Guaranties.

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Other Lease Amendments. The CPLV Lease Agreement, the Non-CPLV Lease Agreement and the Joliet Lease Agreement will be amended to, among other things, (i) remove the rent coverage floors, which coverage floors serve to reduce the rent escalators under such leases in the event that the “EBITDAR to Rent Ratio” (as defined in each of the CPLV Lease Agreement, the Non-CPLV Lease Agreement and the Joliet Lease Agreement) coverage is below the stated floor and (ii) extend the term of each such lease by such additional period of time as necessary to ensure that following the consummation of the Eldorado/Caesars Merger, each lease will have a full 15-year initial lease term. The Non-CPLV Lease Agreement also will be amended to, among other things: (a) permit the tenant under the Non-CPLV Lease Agreement to cause facilities subject to the Non-CPLV Lease Agreement that in the aggregate represent up to five percent of the aggregate EBITDAR of (A) all of the facilities under such Non-CPLV Lease Agreement and (B) the Harrah’s Joliet facility, for the 2018 fiscal year (defined as the “2018 EBITDAR Pool” in the Non-CPLV Lease Agreement, without giving effect to any increase in the 2018 EBITDAR Pool as a result of a facility being added to the Non-CPLV Lease Agreement) to be sold (whereby the tenant and landlord under the Non-CPLV Lease Agreement would sell the operations and real estate, respectively, with respect to such facility), provided, among other things, that (1) we and Eldorado mutually agree to the split of proceeds from such sales, (2) such sales do not result in any impairment(s)/asset write down(s) by us, (3) rent under the Non-CPLV Lease Agreement remains unchanged following such sale and (4) the sale does not result in us recognizing certain taxable gain; (b) restrict the ability of the tenant thereunder to transfer and sell the operating business of Harrah’s New Orleans and Harrah’s Atlantic City to replacement tenants without our consent and remove such restrictions with respect to Horseshoe Southern Indiana (in connection with the restrictions applying to Harrah’s New Orleans) and Horseshoe Bossier City (in connection with the restrictions applying to Harrah’s Atlantic City), provided that the tenant under the Non-CPLV Lease Agreement may only sell such properties if certain terms and conditions are met, including that replacement tenants meet certain criteria provided in the Non-CPLV Lease Agreement; and (c) require that the tenant under the Non-CPLV Lease Agreement complete and pay for all capital improvements and other payments, costs and expenses related to the extension of the existing operating license with respect to Harrah’s New Orleans, including, without limitation, any such payments, costs and expenses required to be made to the City of New Orleans, the State of Louisiana or any other governmental body or agency.

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CPLV CMBS Refinancing. We were obligated to cause the CPLV CMBS Debt to be repaid in full prior to the closing of the Eldorado/Caesars Merger. Eldorado has agreed to reimburse us for 50% of our out-of-pocket costs in connection with the prepayment penalties associated with refinancing the CPLV CMBS Debt (which reimbursement obligations exist pursuant to the MTA regardless of whether the Eldorado/Caesars Merger is consummated). We repaid the CPLV CMBS Debt in full in November of 2019 resulting in a prepayment penalty of $110.8 million, $55.4 million of which will be reimbursed by Eldorado. Due to the prepayment of the CPLV CMBS Debt, we recognized a loss on extinguishment of debt of $58.1 million during the year ended December 31, 2019, the majority of which related to the prepayment penalty.

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Eldorado Bridge Facility. On June 24, 2019, in connection with the Eldorado Transaction, VICI PropCo entered into a commitment letter (the “Commitment Letter”) with Deutsche Bank Securities Inc. and Deutsche Bank AG Cayman Islands Branch (collectively, the “Bridge Lender”), pursuant to which and subject to the terms and conditions set forth therein, the Bridge Lender has agreed to provide (i) a 364-day first lien secured bridge facility of up to $3.3 billion in the aggregate (the “Eldorado Senior Bridge Facility”) and (ii) a 364-day second lien secured bridge facility of up to $1.5 billion in the aggregate (the “Eldorado Junior Bridge Facility,” and, together with the Eldorado Senior Bridge Facility, the “Bridge Facilities”), for the purpose of providing a portion of the financing necessary to fund the consideration to

be paid pursuant to the terms of the Eldorado Transaction documents and related fees and expenses. Following the issuance of the 2026 Notes and 2029 Notes in November of 2019, the commitments under the Bridge Facility were reduced by $1.6 billion, to $3.2 billion. Following the issuance of the February 2020 Senior Secured Notes we placed $2.0 billion of the net proceeds into escrow pending the consummation of the Eldorado Transaction and the commitments under the Bridge Facility were further reduced by $2.0 billion to $1.2 billion.

The Master Transaction Agreement contains customary representations, warranties and covenants by the parties to the agreement and is subject to the consummation of the Eldorado/Caesars Merger as well as customary closing conditions, including, among other things, that: (i) the absence of any law or order restraining, enjoining or otherwise preventing the transactions contemplated by the Master Transaction Agreement; (ii) the receipt of certain regulatory approvals, including gaming regulatory approvals; (iii) certain restructuring transaction shall have been consummated; (iv) the accuracy of the respective parties’ representations and warranties, subject to customary qualifications; and (v) material compliance by the parties with their respective covenants and obligations. The Master Transaction Agreement contains certain termination rights, including that the Master Transaction Agreement shall automatically terminate upon the termination of the Eldorado/Caesars Merger Agreement and a right by us to terminate the Master Transaction Agreement in the event the closing of the transactions contemplated by the Master Transaction Agreement has not occurred by the date on which the Eldorado/Caesars Merger is required to close pursuant to the Eldorado/Caesars Merger Agreement, but in no event later than December 24, 2020.

If the Master Transaction Agreement is terminated by Eldorado under certain circumstances where we have a financing failure, we may be obligated to pay Eldorado a reverse termination fee of $75.0 million (the “Reverse Termination Fee”). If the amendment of the CPLV Lease Agreement is not entered into on the date on which the Eldorado/Caesars Merger closes, under certain circumstances, we may be obligated to pay Eldorado a fee of $45.0 million (the “CPLV Break Payment”), provided we will not be obligated to pay both the Reverse Termination Fee and the CPLV Break Payment. If the Eldorado/Caesars Merger does not close for any reason, under certain circumstances, Eldorado may be obligated to pay us a termination fee of $75.0 million. For more information, see Item 1A. “Risk Factors”.

Closing of Purchase of Greektown

On May 23, 2019, we completed the previously announced transaction to acquire from affiliates of JACK Entertainment LLC all of the land and real estate assets associated with Greektown, for $700.0 million in cash, and an affiliate of Penn National acquired the operating assets of Greektown for $300.0 million in cash (together, the “Greektown Acquisition”). Simultaneous with the closing of the Greektown Acquisition, we entered into a triple-net lease agreement for Greektown with a subsidiary of Penn National. The lease has an initial total annual rent of $55.6 million and an initial term of 15 years, with four five-year tenant renewal options. The tenant’s obligations under the lease are guaranteed by Penn National and certain of its subsidiaries. We determined that the land and building components of the Greektown Lease Agreement meet the definition of a sales-type lease and have recorded the corresponding asset, including related transaction and acquisition costs, in Investments in direct financing and sales-type leases on our Balance Sheet.

Closing of Purchase of Margaritaville

On January 2, 2019, we completed the previously announced transaction to acquire the land and real estate assets of Margaritaville, located in Bossier City, Louisiana, for $261.1 million. Penn National acquired the operating assets of Margaritaville for $114.9 million. Simultaneous with the closing of this transaction, we entered into a triple-net lease agreement with a subsidiary of Penn National. The lease has an initial annual rent of $23.2 million and an initial term of 15 years, with four five-year tenant renewal options. The tenant’s obligations under the lease are guaranteed by Penn National and certain of its subsidiaries. We determined that the land and building components of the Margaritaville Lease Agreement meet the definition of a sales-type lease and have recorded the corresponding asset, including related transaction and acquisition costs, in Investments in direct financing and sales-type leases on our Balance Sheet.

2018 Transactions

Our significant activities in 2018, in reverse chronological order, are as follows:

Purchase of Harrah’s Philadelphia and Octavius Tower

On December 26, 2018 we completed the previously announced transaction with Caesars to acquire all of the land and real estate assets associated with Harrah’s Philadelphia Casino and Racetrack (“Harrah’s Philadelphia”) from Caesars for $241.5 million, which purchase price was reduced by $159.0 million to reflect the aggregate net present value of the modifications to the Caesars Lease Agreements (as further described below), resulting in cash consideration of approximately $82.5 million. In addition, on July 11, 2018, we completed the previously announced transaction with Caesars to acquire, and lease back, all of the land and real estate assets associated with the Octavius Tower at Caesars Palace (“Octavius Tower”) for a purchase price of $507.5 million in cash. Octavius Tower is operated pursuant to the CPLV Lease Agreement, which provides for annual rent with respect to Octavius Tower of $35.0 million payable in equal consecutive monthly installments and has an initial term that expires on October 31, 2032, with four five-year tenant renewal options.

In connection with the closing of the acquisition of Harrah’s Philadelphia, each of the Non-CPLV Lease Agreement and the CPLV Lease Agreement were amended to, among other things, include Harrah’s Philadelphia and Octavius Tower, respectively, and Caesars will continue to operate both properties under the terms of such leases. The amendment to the Non-CPLV Lease Agreement provided for an additional $21.0 million in annual rent for Harrah’s Philadelphia, which is subject to the amended provisions of the lease. The HLV Lease Agreement and the Joliet Lease Agreement were modified at such time to achieve consistency with the other Lease Agreements. Refer to Note 5 - Real Estate Portfolio for a summary of the terms of the modified leases.

Other Agreements with Caesars

Caesars Forum Convention Center - Put/Call Agreement

In December 2017, we sold to Caesars approximately 18.4 acres of certain parcels located in Las Vegas, Nevada, east of Harrah’s Las Vegas, known as the Eastside Property, for $73.6 million. The Caesars Forum Convention Center is currently being constructed on the Eastside Property and is expected to be completed by the end of the first quarter of 2020. Accordingly, we entered into a put/call agreement with Caesars, which provides both parties with certain rights and obligations including: (i) a put right in favor of Caesars, which, if exercised, would result in the sale by Caesars to us and simultaneous leaseback by us to Caesars of the Caesars Forum Convention Center (the “Put Right”); (ii) if Caesars exercises the Put Right and, among other things, the sale of the Caesars Forum Convention Center to us does not close for certain reasons more particularly described in the put/call agreement, then a repurchase right in favor of Caesars, which, if exercised, would result in the sale of Harrah’s Las Vegas by us to Caesars; and (iii) a call right in our favor, which, if exercised, would result in the sale by Caesars to us and simultaneous leaseback by us to Caesars of the Caesars Forum Convention Center. This agreement survives the closing of the Eldorado/Caesars Merger.

Due to the put/call option on the land parcels, it was determined that the transaction does not meet the requirements of a completed sale for accounting purposes. As a result, at December 31, 2017, we reclassified $73.6 million from Investments in operating leases to Land and recorded a $73.6 million Deferred financing liability on our Balance Sheet.

Second Amended and Restated Right of First Refusal Agreement

Simultaneously with the sale of the Eastside Property, we also entered into an Amended and Restated Right of First Refusal Agreement with Caesars pursuant to which we will have a right, subject to certain exclusions, (i) to acquire (and lease to Caesars) any of the gaming facilities of Centaur Properties, which were acquired by Caesars in the third quarter of 2018, (ii) to acquire (and lease to Caesars) any domestic gaming facilities located outside of the Gaming Enterprise District of Clark County, Nevada, proposed to be acquired or developed by Caesars, and (iii) to acquire certain income-producing improvements if built by Caesars in lieu of the Caesars Forum Convention Center on the Eastside Property, subject to certain exclusions.

The Amended and Restated Right of First Refusal Agreement also contains a right of first refusal in favor of Caesars, pursuant to which Caesars will have the right to lease and manage any domestic gaming facility located outside of Greater Las Vegas, proposed to be acquired or developed by us that is not: (i) any asset that is then subject to a pre-existing lease, management agreement or other contractual restriction that was not entered into in contemplation of such acquisition or development and which (x) was entered into on arms’ length terms and (y) would not be terminated upon or prior to closing of such transaction, (ii) any transaction for which the opco/propco structure would be prohibited by applicable laws, rules or regulations or which would require governmental consent, approval, license or authorization (unless already received), (iii) any transaction structured by the seller as

a sale-leaseback, (iv) any transaction in which we and/or our affiliates will not own at least 50% of, or control, the entity that will own the gaming facility, and (v) any transaction in which we or our affiliates propose to acquire a then-existing gaming facility from ourselves or our affiliates.

In the event that the foregoing rights are not exercised by us or Caesars and CEOC, as applicable, each party will have the right to consummate the subject transaction without the other’s involvement, provided the same is on terms no more favorable to the counterparty than those presented to us or Caesars and CEOC, as applicable, for consummating such transaction.

In December 2018, we entered into the Second Amended and Restated Right of First Refusal Agreement, which replaced the Amended and Restated Right of First Refusal Agreement and, among other things, provides us with the right to acquire from Caesars, under certain circumstances, certain undeveloped land adjacent to the Las Vegas Strip. Upon closing of the Eldorado/Caesars Merger, the Second Amended and Restated Right of First Refusal will be terminated and we will enter into the Las Vegas ROFR and the Horseshoe Baltimore ROFR.

Option Properties

Call Right Agreements

On the Formation Date, we entered into certain call right agreements, which provide us with the opportunity to acquire Harrah’s Atlantic City, Harrah’s New Orleans and Harrah’s Laughlin from Caesars. We can exercise the call rights within 5 years from the Formation Date by delivering a request to the applicable owner of the property containing evidence of our ability to finance the call right. The purchase price for each property will be 10 multiplied by the initial property lease rent for the respective property, with the initial property lease rent for each property being the amount that causes the ratio of (x) EBITDAR of the property for the most recently ended four-quarter period for which financial statements are available to (y) the initial property lease rent to equal 1.67. As described above under “Eldorado Transaction-Acquisition of the MTA Properties,” we have entered into agreements to acquire all of the land and real estate assets associated with the MTA Properties, and the existing call right agreements will terminate, upon the earlier to occur of the closing of the corresponding MTA Property Acquisition or our obtaining specific performance or liquidated damages with respect to the relevant property in accordance with the terms of the MTA.

Real Estate Portfolio

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Real Estate Portfolio

As of December 31, 2019, our real estate portfolio consisted of the following:


•	Investments in direct financing and sales-type leases, representing our investment in 26 casino assets leased on a triple net basis to our tenants, Caesars, Penn National, Hard Rock and Century Casinos, under eight separate lease agreements;


•	Investments in operating leases, representing the portion of land separately classified and accounted for under the operating lease model associated with our investment in Caesars Palace Las Vegas and certain operating land parcels contained in the Non-CPLV Lease Agreement; and


•	Land, representing our investment in the Eastside Property and certain non-operating, vacant land parcels contained in the Non-CPLV Lease Agreement.

The following is a summary of the balances of our real estate portfolio as of December 31, 2019 and 2018:



(In thousands)	December 31, 2019			December 31, 2018
Minimum lease payments receivable under direct financing and sales-type leases ⁽¹⁾	$	31,460,712		$	27,285,943
Estimated residual values of leased property (unguaranteed)	2,525,469			2,135,312
Gross investment in direct financing and sales-type leases	33,986,181			29,421,255
Unamortized initial direct costs	42,819			22,822
Less: Unearned income	(23,294,755		)	(20,528,030		)
Net investment in direct financing and sales-type leases	10,734,245			8,916,047
Investment in operating leases	1,086,658			1,086,658
Total Investments in leases, net	11,820,903			10,002,705
Land	94,711			95,789
Total Real estate portfolio	$	11,915,614		$	10,098,494

____________________

(1) Minimum lease payments do not include contingent rent, as discussed below, that may be received under the Lease Agreements.

The following table details the components of our income from direct financing, sales-type and operating leases:



	Year Ended December 31,					Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018			Period from October 6, 2017 to December 31, 2017
Income from direct financing and sales-type leases	$	822,205	$	741,564		$	150,171
Income from operating leases	43,653		47,972			11,529
Total leasing revenue	865,858		789,536			161,700
Direct financing and sales-type lease adjustments ⁽¹⁾	239		(45,404		)	(8,443		)
Total contractual leasing revenue	$	866,097	$	744,132		$	153,257

____________________

(1) Amounts represent the non-cash adjustment to income from direct financing and sales-type leases in order to recognize income on an effective interest basis at a constant rate of return over the term of the leases as well as the amortization of capitalized transaction and leasing costs.

At December 31, 2019, minimum lease payments owed to us for each of the five succeeding years under direct financing, sales-type and operating leases are as follows:



(In thousands)	Minimum Lease Payments ⁽¹⁾
2020	$	953,949
2021	960,374
2022	971,004
2023	985,938
2024	998,222
Thereafter	28,024,506
Total	$	32,893,993

____________________

(1) Minimum lease payments do not include contingent rent, as discussed below, that may be received under the Lease Agreements.

The weighted average remaining lease term, assuming the exercise of all tenant renewal options, for our direct financing, sales-type and operating leases at December 31, 2019 was 33.0 years.

Caesars Lease Agreements - Overview

The following is a summary of the material provisions of the Caesars Lease Agreements (which does not reflect the modifications to the Caesars Lease Agreements contemplated in connection with the closing of the Eldorado Transaction):



($ In thousands)
Lease Provision ⁽¹⁾	Non-CPLV Lease Agreement and Joliet Lease Agreement	CPLV Lease Agreement	HLV Lease Agreement
Initial Term	15 years	15 years	15 years
Renewal Terms	Four, five-year terms	Four, five-year terms	Four, five-year terms
Current annual rent ⁽²⁾	$508,534	$207,745	$89,157
Escalator commencement	Lease year two	Lease year two	Lease year two
Escalator ⁽³⁾	Lease years 2-5 - 1.5% Lease years 6-15 - Consumer price index subject to 2% floor	Consumer price index subject to 2% floor	Lease years 2-5 - 1% Lease years 6-15 - Consumer price index subject to 2% floor
EBITDAR to Rent Ratio floor ⁽⁴⁾	1.2x commencing lease year 8	1.7x commencing lease year 8	1.6x commencing lease year 6
Variable Rent commencement/reset	Lease years 8 and 11	Lease years 8 and 11	Lease years 8 and 11
Variable Rent split ⁽⁵⁾	Lease years 8-10 - 70% Base Rent and 30% Variable Rent Lease years 11-15- 80% Base Rent and 20% Variable Rent	80% Base Rent and 20% Variable Rent	80% Base Rent and 20% Variable Rent
Variable Rent percentage ⁽⁵⁾	4%	4%	4%

____________________

(1) All capitalized terms used without definition herein have the meanings detailed in the applicable Caesars Lease Agreements.

(2) In relation to the Non-CPLV Lease Agreement, Joliet Lease Agreement and CPLV Lease Agreement, the amount represents the current annual base rent payable for the current lease year which is the period from November 1, 2019 through October 31, 2020. In relation to the HLV Lease Agreement the amount represents current annual base rent payable for the current lease year which is the period from January 1, 2020 through December 31, 2020.

(3) Any amounts representing rents in excess of the CPI floors specified above are considered contingent rent in accordance with GAAP. No such rent has been recognized for the years ended December 31, 2019 and 2018.

(4) In the event that the EBITDAR to Rent Ratio coverage is below the stated floor, the Escalator of the respective Caesars Lease Agreements will be reduced to such amount to achieve the stated EBITDAR to Rent Ratio coverage, provided that the amount shall never result in a decrease to the prior year’s rent. The EBITDAR to Rent Ratio floor is conditioned upon obtaining a favorable private letter ruling from the Internal Revenue Service. The coverage floors, which coverage floors serve to reduce the rent escalators under the Caesars Lease Agreements in the event that the “EBITDAR to Rent Ratio” coverage is below the stated floor, will be removed upon execution of the amendments to the Caesars Lease Agreements in connection with the closing of the Eldorado Transaction.

(5) Variable Rent is not subject to the Escalator and is calculated as an increase or decrease of Net Revenues, as defined in the Caesars Lease Agreements, multiplied by the Variable Rent percentage.

Penn National Lease Agreements - Overview

The following is a summary of the material provisions of the Penn National Lease Agreements:



($ In thousands)
Lease Provision	Margaritaville Lease Agreement	Greektown Lease Agreement
Initial term	15 years	15 years
Renewal terms	Four, five-year terms	Four, five-year terms
Current annual rent ⁽¹⁾	$23,544	$55,600
Escalation commencement	Lease year two	Lease year two
Escalation	2% of Building base rent, subject to the net revenue to rent ratio floor	2% of Building base rent, subject to the EBITDAR to rent ratio floor
Performance to rent ratio floor ⁽²⁾	6.1x net revenue commencing lease year two	1.85x EBITDAR commencing lease year two
Percentage rent ⁽³⁾	$3,000 (fixed for lease year one and two)	$6,400 (fixed for lease year one and two)
Percentage rent reset	Lease year three and each and every other lease year thereafter	Lease year three and each and every other lease year thereafter
Percentage rent multiplier	The product of (i) 4% and (ii) the excess (if any) of (a) the average annual net revenue of a trailing two-year period preceding such reset year over (b) a threshold amount (defined as 50% of LTM net revenues prior to acquisition)	The product of (i) 4% and (ii) the excess (if any) of (a) the average annual net revenue of a trailing two-year period preceding such reset year over (b) a threshold amount (defined as 50% of LTM net revenues prior to acquisition)

____________________

(1) In relation to the Margaritaville Lease Agreement, the amount represents current annual base rent payable for the current lease year which is the period from February 1, 2020 through January 31, 2021. In relation to the Greektown Lease Agreement, the amount represents current annual base rent payable for the current lease year which is the period from May 23, 2019 through May 31, 2020.

(2) In February 2020 the performance basis of such ratio was adjusted from a 1.9x EBITDAR ratio to a 6.1x net revenue ratio. In the event that the net revenue or EBITDAR to rent ratio coverage is below the stated floor, the escalation will be reduced to such amount to achieve the stated net revenue or EBITDAR to rent ratio coverage, provided that the amount shall never result in a decrease to the prior year’s rent. In relation to the Greektown Lease Agreement, the EBITDAR to rent ratio floor is conditioned upon obtaining a favorable private letter ruling from the Internal Revenue Service.

(3) Percentage rent is subject to the percentage rent multiplier. After the percentage rent reset in lease year three, any amounts related to percentage rent are considered contingent rent in accordance with GAAP. No such rent has been recognized for the years ended December 31, 2019 and 2018.

Hard Rock Cincinnati Lease Agreement - Overview

The following is a summary of the material lease provisions of the Hard Rock Cincinnati Lease Agreement:



($ In thousands)
Lease Provision		Term
Initial term		15 years
Renewal terms		Four, five-year terms
Current annual rent ⁽¹⁾		$42,750
Escalator commencement		Lease year two
Escalator ⁽²⁾		Lease years 2-4 - 1.5% Lease years 5-15 - The greater of 2% or the change in consumer price index (“CPI”) unless the change in CPI is less than 0.5%, in which case there is no escalation in rent for such lease year
Variable rent commencement/reset		Lease year 8
Variable rent split ⁽³⁾		80% Base Rent and 20% Variable Rent
Variable rent percentage ⁽³⁾		4%

____________________

(1)The amount represents the current annual base rent payable for the current lease year which is the period from September 20, 2019 through September 30, 2020.

(2) Any amounts representing rents in excess of the CPI floors specified above are considered contingent rent in accordance with GAAP. No such rent has been recognized for the years ended December 31, 2019 and 2018.

Century Portfolio Lease Agreement - Overview

The following is a summary of the material lease provisions of the Century Portfolio Lease Agreement:



($ In thousands)
Lease Provision		Term
Initial term		15 years
Renewal terms		Four, five-year terms
Current annual rent ⁽¹⁾		$25,000
Escalator commencement		Lease year two
Escalator ⁽²⁾		Lease years 2-3 - 1.0% Lease years 4-15 - The greater of 1.25% or the change in consumer price index (“CPI”)
Net revenue to rent ratio floor		7.5x commencing lease year six - if the coverage ratio is below the stated amount the escalator will be reduced to 0.75%
Variable rent commencement/reset		Lease year 8 and 11
Variable rent split ⁽³⁾		80% Base Rent and 20% Variable Rent
Variable rent percentage ⁽³⁾		4%

____________________

(1)The amount represents the current annual base rent payable for the current lease year which is the period from December 6, 2019 through December 31, 2020.

(3) Variable rent is not subject to the escalator and is calculated for lease year 8 as an increase or decrease of the average of net revenues for lease years 5 through 7 compared to the average net revenue for lease years 1 through 3 and for lease year 11 as an increase or decrease of the average of net revenues for lease years 8 through 10 compared to the average net revenue for lease years 5 through 7, multiplied by the Variable rent percentage.

JACK Cleveland/Thistledown Lease Agreement - Overview

Subsequent to year end, on January 24, 2020, we completed the previously announced JACK Cleveland/Thistledown Acquisition. The following is a summary of the material lease provisions of our lease with a subsidiary of JACK Entertainment which commenced on January 24, 2020, the date of acquisition:



($ In thousands)
Lease Provision		Term
Initial term		15 years
Renewal terms		Four, five-year terms
Current annual rent ⁽¹⁾		$65,880
Escalator commencement		Lease year two
Escalator ⁽²⁾		Lease years 2-3 - 1.0% Lease years 4-6 - 1.5% Lease Years 7-15 - The greater of 1.5% or the change in consumer price index (“CPI”) capped at 2.5%
Net revenue to rent ratio floor		4.9x in any lease year (commencing in lease year 5) - if the coverage ratio is below the stated amount, there is no escalation in rent for such lease year
Variable rent commencement/reset		Lease year 8 and 11
Variable rent split ⁽³⁾		80% Base Rent and 20% Variable Rent
Variable rent percentage ⁽³⁾		4%

____________________

(1)The amount represents the current annual base rent payable for the current lease year which is the period from January 24, 2020 through January 31, 2021.

(2) Any amounts representing rents in excess of the CPI floors specified above are considered contingent rent in accordance with GAAP.

Capital Expenditure Requirements

We manage our residual asset risk through protective covenants in our Lease Agreements, which require the tenant to, among other things, hold specific insurance coverage, engage in ongoing maintenance of the property and invest in capital improvements. With respect to the capital improvements, the Lease Agreements specify certain minimum amounts that our tenants must spend on capital expenditures that constitute installation, restoration and repair or other improvements of items with respect to the leased properties.

The following table summarizes the capital expenditure requirements of the respective tenants under the Caesars Lease Agreements (which does not reflect the modifications to the Caesars Lease Agreements contemplated in connection with the closing of the Eldorado Transaction, including the inclusion of the Harrah’s New Orleans, Harrah’s Atlantic City and Harrah’s Laughlin properties in the Non-CPLV Lease Agreement):



Provision	Non-CPLV Lease Agreement and Joliet Lease Agreement	CPLV Lease Agreement	HLV Lease Agreement
Yearly minimum expenditure	1% of net revenues ⁽¹⁾	1% of net revenues ⁽¹⁾	1% of net revenues commencing in 2022
Rolling three-year minimum ⁽²⁾	$255 million	$84 million	N/A
Initial minimum capital expenditure	N/A	N/A	$171 million (2017 - 2021)

____________________

(1) The lease agreement requires a $100 million floor on annual capital expenditures for CPLV, Joliet and Non-CPLV in the aggregate. Additionally, annual building & improvement capital improvements must be equal to or greater than 1% of prior year net revenues.

(2) CEOC is required to spend $350 million on capital expenditures (excluding gaming equipment) over a rolling three-year period, with $255 million allocated to Non-CPLV, $84 million allocated to CPLV and the remaining balance of $11 million to facilities covered by any Formation Lease Agreement in such proportion as CEOC may elect. Additionally, CEOC is required to expend a minimum of $495 million on capital expenditures (including gaming equipment) across certain of its affiliates and other assets, together with the $350 million requirement.

The following table summarizes the capital expenditure requirements of Penn National, Hard Rock, Century Casinos and JACK Entertainment under the Penn National Lease Agreements, Hard Rock Cincinnati Lease Agreement, Century Portfolio Lease Agreement and JACK Cleveland/Thistledown Lease Agreement, respectively:



Provision	Penn National Lease Agreements	Hard Rock Cincinnati Lease Agreement	Century Portfolio Lease Agreement	JACK Cleveland/Thistledown Lease Agreement
Yearly minimum expenditure	1% of net revenues based on rolling four-year basis	1% of net revenues	1% of net gaming revenues ⁽¹⁾	Initial minimum of $30 million ⁽²⁾ Thereafter - 1% of net revenues on a rolling three-year basis

____________________

(1) Minimum of 1% of net gaming revenue on a rolling three-year basis for each individual facility and 1% of net gaming revenues per fiscal year for the facilities collectively.

(2) Initial minimum required to be spent from the period commencing April 1, 2019 through December 31, 2022.

Loss on Impairment

On the Formation Date, CEOC transferred certain vacant, non-operating land parcels to us which are subject to the provisions of the Non-CPLV Lease. The Non-CPLV Lease allows for the sale of these vacant, non-operating land parcels without Caesars’ consent since they are specifically identified as de minimis to the operations of Caesars. All of the land parcels are located outside of Las Vegas and none of the land parcels are a component of the operations of our regional property portfolio. These vacant parcels of land had a fair value of $34.7 million on the Formation Date and were included in Investments in operating leases on our Balance Sheet.

During the quarter ended September 30, 2018 we undertook a short-term strategic initiative to monetize certain of these vacant, non-operating land parcels. In relation to this initiative, we sold one land parcel in the quarter ended September 30, 2018 and had price indications on two other parcels of land. Based on the sales prices and price indications, we determined that the fair value of these three land parcels was lower than their current carrying values and recognized an impairment charge of $6.3 million, based on the anticipated sales prices. As a result of the identified impairment on these three parcels of land, we undertook an evaluation to assess whether indicators of impairment were present on the remaining vacant, non-operating land parcels. We used a sales comparison approach to determine the fair value of the remaining vacant, non-operating land parcels and identified $6.0 million in additional impairment charges. The impairment loss recorded was the result of various factors including changes in market conditions, strategic assessment and environmental and zoning issues that were identified during the sales process. Taking into account the impairment charge recognized in the quarter ended September 30, 2018 and the sale of one of the parcels that occurred during such quarter, the current carrying value of the vacant, non-operating land parcels is $21.1 million as of December 31, 2019.

Property and Equipment, Net

12 Months Ended

Dec. 31, 2019

Caesars Entertainment Outdoor

Property, Plant and Equipment [Line Items]

Property and Equipment, Net

Note 4 — Property and Equipment, Net



	(In thousands)
	October 5, 2017			December 31, 2016
Land and non-depreciable land improvements	$	35,525		$	35,525
Depreciable land improvements	40,183			40,174
Buildings and improvements	35,153			35,133
Furniture and equipment (including capital leases)	4,833			5,445
Construction in progress	1,831			—
Total property and equipment	117,525			116,277
Less: accumulated depreciation	(29,216		)	(27,446		)
Total property and equipment, net	$	88,309		$	88,831



	(In thousands)
	Period from January 1, 2017 to October 5, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015
Depreciation expense (including capital lease amortization)	$	2,445	$	3,030	$	2,882

Other Assets and Other Liabilities

12 Months Ended

Dec. 31, 2019

Other Liabilities Disclosure [Abstract]

Other Assets and Other Liabilities

Other Assets

The following table details the components of our other assets as of December 31, 2019 and 2018:



(In thousands)	December 31, 2019		December 31, 2018
Property and equipment used in operations, net	$	70,406	$	71,513
Receivables	60,111		—
Right of use assets	26,426		—
Debt financing costs	14,575		6,190
Deferred acquisition costs	11,134		7,062
Prepaid expenses	3,252		3,060
Interest receivable	1,626		886
Other	1,108		1,253
Tenant receivable for property taxes	—		25,586
Total other assets	$	188,638	$	115,550

Property and equipment used in operations, included within other assets, is primarily attributable to the land, building and improvements of our golf operations and consists of the following as of December 31, 2019 and 2018:



(In thousands)	December 31, 2019			December 31, 2018
Land and land improvements	$	59,346		$	58,573
Buildings and improvements	14,805			14,572
Furniture and equipment	4,523			2,805
Total property and equipment used in operations	78,674			75,950
Less: accumulated depreciation	(8,268		)	(4,437		)
Total property and equipment used in operations, net	$	70,406		$	71,513



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Depreciation expense	$	3,831	$	3,686	$	751

Other Liabilities

The following table details the components of our other liabilities as of December 31, 2019 and 2018:



(In thousands)	December 31, 2019		December 31, 2018
Derivative liability	65,078		22,124
Lease liabilities	26,426		—
Other accrued expenses	21,023		30,951
Accrued payroll and other compensation	7,369		4,934
Deferred income taxes	3,382		3,340
Accounts payable	640		1,057
Total other liabilities	$	123,918	$	62,406

Debt

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Debt

The following tables detail our debt obligations as of December 31, 2019 and 2018:



($ in thousands)	December 31, 2019
Description of Debt	Final Maturity	Interest Rate	Face Value		Carrying Value⁽¹⁾
VICI PropCo Senior Secured Credit Facilities
Revolving Credit Facility⁽²⁾	2024	L + 2.00%	$	—	$	—
Term Loan B Facility⁽³⁾	2024	L + 2.00%	2,100,000		2,076,962
Second Lien Notes⁽⁴⁾	2023	8.00%	498,480		498,480
November 2019 Senior Unsecured Notes
2026 Notes⁽⁵⁾	2026	4.25%	1,250,000		1,231,227
2029 Notes⁽⁵⁾	2029	4.625%	1,000,000		984,894
Total Debt			$	4,848,480	$	4,791,563



($ in thousands)	December 31, 2018
Description of Debt	Final Maturity	Interest Rate	Face Value		Carrying Value⁽¹⁾
VICI PropCo Senior Secured Credit Facilities
Revolving Credit Facility⁽²⁾	2022	L + 2.00%	$	—	$	—
Term Loan B Facility⁽³⁾	2024	L + 2.00%	2,100,000		2,073,784
Second Lien Notes⁽⁴⁾	2023	8.00%	498,480		498,480
CPLV Debt
CPLV CMBS Debt ⁽⁶⁾	2022	4.36%	1,550,000		1,550,000
Total Debt			$	4,148,480	$	4,122,264

____________________


(1)	Carrying value is net of original issue discount and unamortized debt issuance costs incurred in conjunction with debt.

(2)

Interest on any outstanding balance is payable monthly. The Revolving Credit Facility initially bore interest at LIBOR plus 2.25% and was subject to a 0.5% commitment fee. Upon our initial public offering, on February 5, 2018, the interest rate was reduced to LIBOR plus 2.00%. On May 15, 2019, we amended our Revolving Credit Facility to, among other things, increase borrowing capacity by $600 million to a total of $1.0 billion and extend the maturity date to May 2024. After giving effect to the amendments executed on May 15, 2019, borrowings under the Revolving Credit Facility will bear interest at a rate based on a leverage based pricing grid with a range of 1.75% to 2.00% over LIBOR, or between 0.75% and 1.00% over the base rate depending on our total net debt to adjusted total assets ratio. Additionally, after giving effect to the amendments executed on May 15, 2019, the commitment fee under the Revolving Credit Facility is calculated on a leverage-based pricing grid with a range of 0.375% to 0.5%, in each case depending on our total net debt to adjusted total assets ratio. As of December 31, 2019, the commitment fee was 0.375%.

(3)

Interest on any outstanding balance is payable monthly. The Term Loan B Facility initially bore interest at LIBOR plus 2.25%. Upon our initial public offering, on February 5, 2018, the interest rate was reduced to LIBOR plus 2.00%. In connection with the repricing of the Term Loan B Facility in January of 2020, the interest rate was decreased to LIBOR plus 1.75%. As of December 31, 2019, we had six interest rate swap agreements outstanding with third-party financial institutions having an aggregate notional amount of $2.0 billion at a blended LIBOR rate of 2.7173%. As of December 31, 2018, we had four interest rate swap agreements outstanding with third-party financial institutions having an aggregate notional amount of $1.5 billion at a LIBOR rate of 2.8297%. The interest rate swaps are designated as cash flow hedges that effectively fix the LIBOR component of the interest rate on a portion of the outstanding debt. Final maturity is December 2024 or, to the extent the Second Lien Notes remain outstanding, July 2023 (three months prior to the maturity of the Second Lien Notes).


(4)	Interest is payable semi-annually. Subsequent to the year end, on February 20, 2020 the Second Lien Notes were redeemed in full.


(5)	Interest is payable semi-annually.


(6)	The CPLV CMBS Debt was repaid in full on November 26, 2019 with proceeds from the November 2019 Senior Unsecured Notes.

The following table is a schedule of future minimum payments of our debt obligations as of December 31, 2019:



($ in thousands)	Future Minimum Payments
2020	$	—
2021	—
2022	10,000
2023 ⁽¹⁾	520,480
2024	2,068,000
Thereafter	2,250,000
Total minimum repayments	$	4,848,480

____________________

(1) $498.5 million represents the Second Lien Notes which were redeemed in full on February 20, 2020.

November 2019 Senior Unsecured Notes

On November 26, 2019, the Operating Partnership and VICI Note Co. Inc. (the “Co-Issuer” and, together with the Operating Partnership, the “Issuers”), wholly owned subsidiaries of the Company issued (i) $1,250 million in aggregate principal amount of 4.250% Senior Unsecured Notes due 2026 under an indenture dated as of November 26, 2019 (the “2026 Notes Indenture”), among the Issuers, the subsidiary guarantors party thereto and UMB Bank, National Association, as trustee (the “Trustee”), and (ii) $1,000 million in aggregate principal amount of 4.625% Senior Notes due 2029 under an indenture dated as of November 26, 2019 (the “2029 Notes Indenture” and, together with the 2026 Notes Indenture, the “2019 Senior Unsecured Notes Indentures”), among the Issuers, the subsidiary guarantors party thereto and the Trustee. The Operating Partnership and its subsidiaries represent our “Real Property Business” segment, with the “Golf Course Business” segment corresponding to the portion of our business operated

through entities that are not direct or indirect subsidiaries of the Operating Partnership or obligors of the Senior Unsecured Notes. See “Note 15 - Segment Information” for more information about our segments.

The November 2019 Notes were sold in the United States only to accredited investors pursuant to an exemption from the Securities Act of 1933, as amended (the “Securities Act”), and subsequently resold to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act.

We used the proceeds of the offering to repay in full the CPLV CMBS Debt, and pay certain fees and expenses including the net prepayment penalty of $55.4 million. Subsequent to year end, on January 24, 2020, the remaining net proceeds were used to pay for a portion of the purchase price of the JACK Cleveland/Thistledown Acquisition. The 2026 Notes will mature on December 1, 2026, and the 2029 Notes will mature on December 1, 2029. Interest on the 2026 Notes will accrue at a rate of 4.250% per annum, and interest on the 2029 Notes will accrue at a rate of 4.625% per annum. Interest on the Notes will be payable semi-annually in cash in arrears on June 1 and December 1 of each year, commencing on June 1, 2020. The 2019 Senior Unsecured Notes will be fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by each existing and future direct and indirect wholly owned material domestic subsidiary of the Operating Partnership that incurs or guarantees certain bank indebtedness or any other material capital market indebtedness, other than certain excluded subsidiaries and the Co-Issuer.

The Issuers may redeem the 2026 Notes at any time prior to December 1, 2022, in whole or in part, at a redemption price equal to 100% of the accrued principal amount thereof plus unpaid interest, if any, to the redemption date plus a make-whole premium. The Issuers may redeem the 2026 Notes, in whole or in part, at any time on or after December 1, 2022 at the redemption price of (i) 102.125% of the principal amount should such redemption occur before December 1, 2023, (ii) 101.063% of the principal amount should such redemption occur before December 1, 2024 and (iii) 100% of the principal amount should such redemption occur on or after December 1, 2024, in each case plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The Issuers may redeem the 2029 Notes at any time prior to December 1, 2024, in whole or in part, at a redemption price equal to 100% of the accrued principal amount thereof plus unpaid interest, if any, to the redemption date plus a make-whole premium. The Issuers may redeem the 2029 Notes, in whole or in part, at any time on or after December 1, 2024 at the redemption price of (i) 102.313% of the principal amount should such redemption occur before December 1, 2025, (ii) 101.541% of the principal amount should such redemption occur before December 1, 2026, (iii) 100.771% of the principal amount should such redemption occur before December 1, 2027 and (iv) 100% of the principal amount should such redemption occur on or after December 1, 2027, in each case plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, before December 1, 2022, the Issuers may redeem up to 40% of each series of Notes with the net cash proceeds from certain equity offerings (i) at a redemption price of 104.250% of the principal amount redeemed in the case of the 2026 Notes and (ii) at a redemption price of 104.625% of the principal amount redeemed in the case of the 2029 Notes. However, the Issuers may only make such redemptions if at least 60% of the aggregate principal amount of the series of 2019 Senior Unsecured Notes issued under the applicable 2019 Senior Unsecured Notes Indenture remains outstanding after the occurrence of such redemption. As of December 31, 2019, the restricted net assets of the Operating Partnership were approximately $7.9 billion.

The November 2019 Senior Unsecured Notes Indentures contain covenants that limit the Issuers’ and their restricted subsidiaries’ ability to, among other things: (i) incur additional debt; (ii) pay dividends on or make other distributions in respect of their capital stock or make other restricted payments; (iii) make certain investments; (iv) sell certain assets; (v) create or permit to exist dividend and/or payment restrictions affecting their restricted subsidiaries; (vi) create liens on certain assets to secure debt; (vii) consolidate, merge, sell or otherwise dispose of all or substantially all of their assets; (viii) enter into certain transactions with their affiliates; and (ix) designate their subsidiaries as unrestricted subsidiaries. These covenants are subject to a number of exceptions and qualifications, including the ability to declare or pay any cash dividend or make any cash distribution to VICI to the extent necessary for VICI to fund a dividend or distribution by VICI that is believes is necessary to maintain its status as a REIT or to avoid payment of any tax for any calendar year that could be avoided by reason of such distribution, and the ability to make certain restricted payments not to exceed 95% of our cumulative Funds From Operations (as defined in the 2019 Senior Unsecured Notes Indentures), plus the aggregate net proceeds from (i) the sale of certain equity interests in, (ii) capital contributions to, and (iii) certain convertible indebtedness of the Operating Partnership.

February 2020 Senior Unsecured Notes Offering and Redemption and Repayment of the Second Lien Notes

Subsequent to December, 31 2019, On February 5, 2020, the Operating Partnership issued (i) $750 million in aggregate principal amount of 3.500% senior unsecured notes due 2025, (ii) $750 million in aggregate principal amount of 3.750% senior unsecured notes due 2027 and (iii) $1.0 billion of 4.125% senior unsecured notes due 2030. We placed $2.0 billion of the net proceeds into escrow pending the consummation of the Eldorado Transaction, and used the remaining net proceeds from the 2025 Notes, together with cash on hand, to redeem in full the outstanding $498.5 million in aggregate principal amount of the Second Lien Notes plus

the Second Lien Notes Applicable Premium, which resulted in a total redemption amount of approximately $537.5 million. The 2025 Notes will mature on February 15, 2025, the 2027 Notes will mature on February 15, 2027 and the 2030 Notes will mature on August 15, 2030. Interest on the 2025 Notes will accrue at a rate of 3.500% per annum, interest on the 2027 Notes will accrue at a rate of 3.750% per annum and interest on the 2030 Notes will accrue at a rate of 4.125% per annum. Interest on the notes issued in February 2020 will be payable semi-annually in cash in arrears on February 15 and August 15 of each year, commencing on August 15, 2020.

Senior Secured Credit Facilities

In December 2017, VICI PropCo entered into a credit agreement (the “Credit Agreement”) comprised of a $2.2 billion Term Loan B Facility and a $400.0 million Revolving Credit Facility, (the Term Loan B Facility and the Revolving Credit Facility, as amended as discussed below, are referred to together as the “Senior Secured Credit Facilities”). The Senior Secured Credit Facilities initially bore interest at LIBOR plus 2.25%. Upon our initial public offering, on February 5, 2018, the interest rate was reduced to LIBOR plus 2.00%, as contemplated by the Credit Agreement.

On May 15, 2019, VICI PropCo, entered into Amendment No. 2 (“Amendment No. 2”) to the Credit Agreement, pursuant to which certain lenders agreed to provide VICI PropCo with incremental revolving credit commitments and availability under the revolving credit facility in the aggregate principal amount of $600.0 million on the same terms as VICI PropCo’s current revolving credit facility under the Revolving Credit Facility. After giving effect to Amendment No. 2, the Credit Agreement, provided total borrowing capacity pursuant to the revolving credit commitments in the aggregate principal amount of $1.0 billion.

On May 15, 2019, immediately after giving effect to Amendment No. 2, VICI PropCo entered into Amendment No. 3 (“Amendment No. 3”, together with Amendment No. 2, the “Amendments”) to the Credit Agreement, which amended and restated the Credit Agreement in its entirety as of May 15, 2019 ( the “Amended and Restated Credit Agreement”) to, among other things, (i) refinance the Revolving Credit Facility in whole with a new class of revolving commitments, (ii) extend the maturity date to May 15, 2024, which represents an extension of the December 22, 2022 maturity date of the Revolving Credit Facility, (iii) provide that borrowings under the Revolving Credit Facility will bear interest at a rate based on a leverage-based pricing grid with a range of between 1.75% to 2.00% over LIBOR, or between 0.75% and 1.00% over the base rate, in each case depending on our total net debt to adjusted total assets ratio, (iv) provide that the commitment fee payable under the Revolving Credit Facility will bear interest at a rate based on a leverage-based pricing grid with a range of between 0.375% to 0.50% depending on our total net debt to adjusted total assets ratio, (v) amend the existing springing financial covenant, which previously required VICI PropCo to maintain a total net debt to adjusted asset ratio of not more than 0.75 to 1.00 if there was 30% utilization of the Revolving Credit Facility, to require that, only with respect to the Revolving Credit Facility commencing with the first full fiscal quarter ending after the effectiveness of Amendment No. 3, VICI PropCo maintain a maximum total net debt to adjusted asset ratio of not more than 0.65 to 1.00 as of the last day of any fiscal quarter (or, during any fiscal quarter in which certain permitted acquisitions were consummated and the three consecutive fiscal quarters thereafter, not more than 0.70 to 1.00), and (vi) include a new financial covenant only with respect to the Revolving Credit Facility, requiring VICI PropCo to maintain, commencing with the first full fiscal quarter after the effectiveness of Amendment No. 3, an interest coverage ratio (defined as EBITDA to interest charges) of not less than 2.00 to 1.00 as of the last day of any fiscal quarter. The Revolving Credit Facility is available to be used for working capital purposes, capital expenditures, permitted acquisitions, permitted investments, permitted restricted payments and for other lawful corporate purposes. The Amended and Restated Credit Agreement provides for capacity to add incremental loans in an aggregate amount of: (x) $1.2 billion to be used solely to finance certain acquisitions; plus (y) an unlimited amount, subject to VICI PropCo not exceeding certain leverage ratios.

On January 24, 2020, VICI PropCo entered into Amendment No. 1 to the Amended and Restated Credit Agreement, which, among other things, reduced the interest rate on the PropCo Term Loan B Facility from LIBOR plus 2.00% to LIBOR plus 1.75%.

The Amended and Restated Credit Agreement provides that, in the event the LIBOR Rate is no longer in effect, a comparable or successor rate approved by the Administrative Agent under such facility shall be utilized, provided that such approved rate shall be applied in a manner consistent with market practice.

The Amended and Restated Credit Agreement contains customary covenants that are consistent with those set forth in the Credit Agreement (except as to the financial covenants described above), which, among other things, limit the ability of VICI PropCo and its restricted subsidiaries to: (i) incur additional indebtedness; (ii) merge with a third party or engage in other fundamental changes; (iii) make restricted payments; (iv) enter into, create, incur or assume any liens; (v) make certain sales and other dispositions of assets; (vi) enter into certain transactions with affiliates; (vii) make certain payments on certain other indebtedness; (viii) make certain investments; and (ix) incur restrictions on the ability of restricted subsidiaries to make certain distributions, loans or transfers of assets to VICI PropCo or any restricted subsidiary. These covenants are subject to a number of exceptions and qualifications,

including, with respect to the restricted payments covenant, the ability to make unlimited restricted payments to maintain our REIT status and to avoid the payment of federal or state income or excise tax, the ability to make restricted payments in an amount not to exceed 95% of our Funds from Operations (as defined in the Amended and Restated Credit Agreement) subject to no event of default under the Amended and Restated Credit Agreement and pro forma compliance with the financial covenant pursuant to the Amended and Restated Credit Agreement, and the ability to make additional restricted payments in an aggregate amount not to exceed the greater of 0.6% of Adjusted Total Assets or $30,000,000. We are also subject to the financial covenants set forth in the Amended and Restated Credit Agreement as previously described above.

The Senior Secured Credit Facilities are secured by a first priority lien on substantially all of VICI PropCo’s and its existing and subsequently acquired wholly owned material domestic restricted subsidiaries’ material assets, including mortgages on their respective real estate, subject to customary exclusions. None of VICI nor certain subsidiaries of VICI PropCo are subject to the covenants of the Amended and Restated Credit Agreement or are guarantors of the Senior Secured Credit Facilities. The Term Loan B Facility may be voluntarily prepaid at VICI PropCo’s option, in whole or in part, at any time, and is subject to mandatory prepayment in the event of receipt by VICI PropCo or any of its restricted subsidiaries of the proceeds from the occurrence of certain events, including asset sales, casualty events and issuance of certain indebtedness.

On February 5, 2018 we completed an initial public offering resulting in net proceeds of approximately $1.3 billion. We used a portion of those proceeds to pay down the $300.0 million outstanding on the Revolving Credit Facility and to repay $100.0 million of the principal amount outstanding on the Term Loan B Facility. Under the Amended and Restated Credit Agreement, the Term Loan B Facility is subject to amortization of 1.0% of principal per annum payable in equal quarterly installments on the last business day of each calendar quarter. However, as a result of prepaying $100.0 million of the Term Loan B Facility in February 2018 the next principal payment due on the Term Loan B Facility is September 2022.

Refer to Note 8— Derivatives for a discussion of our interest rate swap agreements related to the Term Loan B Facility.

Second Lien Notes

The Second Lien Notes were issued on October 6, 2017, pursuant to an indenture (the “Second Lien Indenture”) by and among VICI PropCo and its wholly owned subsidiary, VICI FC Inc. (together, the “Issuers”), the subsidiary guarantors party thereto, and UMB Bank National Association, as trustee. The Second Lien Notes are guaranteed by each of the Issuers’ existing and subsequently acquired wholly owned material domestic restricted subsidiaries and secured by a second priority lien on substantially all of the Issuers’ and such restricted subsidiaries’ material assets, including mortgages on their respective real estate, subject to customary exclusions. None of VICI nor certain subsidiaries of VICI PropCo are subject to the covenants of the Indenture or are guarantors of the Second Lien Notes.

The Second Lien Indenture contains covenants that limit the Issuers’ and their restricted subsidiaries’ ability to, among other things: (i) incur additional debt; (ii) pay dividends on or make other distributions in respect of their capital stock or make other restricted payments; (iii) make certain investments; (iv) sell certain assets; (v) create or permit to exist dividend and/or payment restrictions affecting their restricted subsidiaries; (vi) create liens on certain assets to secure debt; (vii) consolidate, merge, sell or otherwise dispose of all or substantially all of their assets; (viii) enter into certain transactions with their affiliates; and (ix) designate their subsidiaries as unrestricted subsidiaries. These covenants are subject to a number of exceptions and qualifications, including the ability to declare or pay any cash dividend or make any cash distribution to VICI to the extent necessary for VICI to distribute cash dividends of 100% of our “real estate investment trust taxable income” within the meaning of Section 857(b)(2) of the Internal Revenue Code of 1986, as amended, the ability to make certain restricted payments not to exceed the amount of our cumulative earnings (calculated pursuant to the Indenture as $30,000,000 plus 95% of our cumulative Adjusted Funds From Operations (as defined in the Indenture) less cumulative distributions, with certain other adjustments), and the ability to make restricted payments in an amount equal to the greater of 0.6% of Adjusted Total Assets (as defined in the Indenture) or $30,000,000.

Prior to October 15, 2020, the Second Lien Notes are redeemable at the option of the Issuers, at a redemption price of 100% of the principal amount of the Second Lien Notes redeemed plus accrued and unpaid interest, if any, to the applicable redemption date, plus an applicable premium equal to the excess of (a) the present value of (i) 104% of the principal amount of the Second Lien Notes so redeemed plus (ii) all required interest payments due on such Second Lien Notes through October 15, 2020, computed using a discount rate equal to the then-applicable U.S. Treasury rate plus 50 basis points, over (b) the then-outstanding principal amount of the Second Lien Notes so redeemed (the “Second Lien Notes Applicable Premium”). The Issuers also had the option to redeem up to 35% of the original aggregate principal amount of the Second Lien Notes with the net cash proceeds of certain issuances of common or preferred equity by VICI PropCo or VICI, at a price equal to 108% of such principal amount of the Second Lien Notes redeemed, plus accrued and unpaid interest, if any, to the redemption date. On or after October 15, 2020, the Second Lien Notes are redeemable at the option of the Issuers, at a redemption price of (a) 104% of the principal amount of the Second

Lien Notes so redeemed for the period October 15, 2020 through October 14, 2021 and (b) 100% of the principal amount of the Second Lien Notes so redeemed after October 15, 2021, in each case, plus accrued and unpaid interest to the redemption date.

In February 2018, we used a portion of the proceeds from our initial public offering to redeem $268.4 million of the Second Lien Notes, which represented 35% of the original aggregate principal amount, at a redemption price of 108% plus accrued and unpaid interest to the date of redemption. Due to the partial redemption of the Second Lien Notes, we recognized a loss on extinguishment of debt of $23.0 million during the three months ended March 31, 2018, the majority of which relates to the premium paid on the redemption price.

Subsequent to December 31, 2019, on February 20, 2020 we used the proceeds from the issuance of the 2025 Notes to redeem in full the Second Lien Notes at a redemption price of 100% of the principal amount of the Second Lien Notes then outstanding plus the Second Lien Notes Applicable Premium, which resulted in a total redemption amount of approximately $537.5 million. Due to the full redemption, we will recognize a loss on extinguishment of debt in first quarter of 2020 of approximately $39.0 million.

Bridge Facilities

On June 24, 2019, in connection with the Eldorado Transaction, VICI PropCo entered into the Commitment Letter with the Bridge Lender, pursuant to which and subject to the terms and conditions set forth therein, the Bridge Lender has agreed to provide (i) a 364-day first lien secured bridge facility of up to $3.3 billion in the aggregate and (ii) a 364-day second lien secured bridge facility of up to $1.5 billion in the aggregate, for the purpose of providing a portion of the financing necessary to fund the consideration to be paid pursuant to the terms of the Eldorado Transaction documents and related fees and expenses. The Bridge Facilities are subject to a tiered commitment fee based on the period the commitment is outstanding and a structuring fee. The commitment fee is equal to, with respect to any commitments that are terminated prior to July 22, 2019, 0.25% of such commitments, with respect to any commitments that are outstanding on July 22, 2019 and are terminated prior to June 24, 2020, 0.50% of such commitments, with respect to any commitments that are outstanding on June 24, 2020 and are terminated prior to September 24, 2020, 0.75% of such commitments, and with respect to any commitments that are outstanding on September 24, 2020, 1.00% of such commitments. The structuring fee is equal to 0.10% of the total aggregate commitments at the date of the Commitment Letter and was paid in full upon the first reduction of the commitments. For the year ended December 31, 2019 we have recognized $26.0 million of fees related to the Bridge Facilities in Interest expense on our Statement of Operations.

Commitments and loans under the Bridge Facilities will be reduced or prepaid, as applicable, in part upon any issuance by us of equity or notes in a public offering or private placement and/or the incurrence of term loans and certain other debt and upon other specified events prior to the consummation of the Eldorado Transaction, in each case subject to the terms and certain exceptions set forth in the Commitment Letter, including that the commitments and loans will not be reduced as a result of the proceeds from primary follow-on offerings. If we use the Bridge Facilities, funding is contingent on the satisfaction of certain customary conditions set forth in the Commitment Letter, including, among others, (i) the execution and delivery of definitive documentation with respect to the Bridge Facilities in accordance with the terms set forth in the Commitment Letter and (ii) the consummation of the transactions in accordance with the Eldorado Transaction documents. Although we do not currently expect VICI PropCo to make any borrowings under the Bridge Facilities, there can be no assurance that such borrowings will not be made or that we will be able to incur alternative long-term debt financing in lieu of borrowings under the Bridge Facilities. Borrowing under the Bridge Facilities, if any, will bear interest at a floating rate that varies depending on the duration of the loans thereunder. Under the Eldorado Senior Bridge Facility, interest will be calculated on a rate between (i) LIBOR plus 200 basis points and LIBOR plus 275 basis or (ii) the base rate plus 100 basis points and the base rate plus 175 basis points, in each case depending on duration. Under the Eldorado Junior Bridge Facility, interest will be calculated on a rate between (x) LIBOR plus 300 basis points and LIBOR plus 375 basis or (y) the base rate plus 200 basis points and the base rate plus 275 basis points, in each case depending on duration. The Bridge Facilities, if funded, will contain restrictive covenants and events of default substantially similar to those contained in, with respect to the Eldorado Senior Bridge Facility, the Senior Secured Credit Facilities and, with respect to the Eldorado Junior Bridge Facility, the Second Lien Notes. If we draw upon the Bridge Facilities, there can be no assurances that we would be able to refinance the Bridge Facilities on terms satisfactory to us, or at all.

Following the November 2019 Senior Unsecured Notes offering, the commitments under the Bridge Facility were reduced by $1.6 billion, to $3.2 billion. Following the February 2020 Senior Unsecured Notes Offering we placed $2.0 billion of the net proceeds into escrow pending the consummation of the Eldorado Transaction and the commitments under the Bridge Facility were further reduced by $2.0 billion to $1.2 billion.

CPLV CMBS Debt

The CPLV CMBS Debt was incurred on October 6, 2017 pursuant to a loan agreement (the “CMBS Loan Agreement”), and was secured by a first priority lien on all of the assets of CPLV Property Owner LLC, as borrower (“CPLV Borrower”), including CPLV Borrower’s (1) fee interest (except as provided in (2)) in and to Caesars Palace Las Vegas (on the Formation Date other than Octavius Tower), (2) leasehold interest with respect to Octavius Tower on the Formation Date, and (3) interest in the CPLV Lease Agreement and all related agreements, including the Lease Agreements, subject only to certain permitted encumbrances as set forth in the CMBS Loan Agreement. The CPLV CMBS Debt bore interest at 4.36% per annum.

On November 26, 2019, we used the proceeds from the November 2019 Senior Unsecured Notes offering to repay in full the CPLV CMBS Debt. Due to the prepayment of the CPLV CMBS Debt, we recognized a loss on extinguishment of debt of $58.1 million during the year ended December 31, 2019, the majority of which related to the prepayment penalty.

Financial Covenants

As described above, our debt obligations are subject to certain customary financial and protective covenants that restrict VICI PropCo and its subsidiaries’ ability to incur additional debt, sell certain asset and restrict certain payments, among other things. These covenants are subject to a number of exceptions and qualifications, including the ability to make restricted payments to maintain our REIT status. At December 31, 2019, we are in compliance with all required covenants under our debt obligations.

Derivatives

12 Months Ended

Dec. 31, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

On April 24, 2018, we entered into four interest rate swap agreements with third party financial institutions having an aggregate notional amount of $1.5 billion. On January 3, 2019, we entered into two additional interest rate swap agreements with third-party financial institutions having an aggregate notional amount of $500.0 million. The interest rate swap transactions are designated as cash flow hedges that effectively fix the LIBOR component of the interest rate on a portion of the outstanding debt under the Term Loan B Facility at 2.8297% and 2.3802%, respectively. For the duration of the interest rate swap transactions, we are only subject to interest rate risk on $100.0 million of variable rate debt.

The following tables detail our outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of December 31, 2019 and 2018:



($ in thousands)	December 31, 2019
Instrument	Number of Instruments	Fixed Rate	Notional	Index	Maturity
Interest Rate Swaps	4	2.8297%	$1,500,000	USD LIBOR	April 22, 2023
Interest Rate Swaps	2	2.3802%	$500,000	USD LIBOR	January 22, 2021



($ in thousands)	December 31, 2018
Instrument	Number of Instruments	Fixed Rate	Notional	Index	Maturity
Interest Rate Swaps	4	2.8297%	$1,500,000	USD LIBOR	April 22, 2023

As of December 31, 2019 and 2018, the interest rate swaps are in net unrealized loss positions and are recorded within Other liabilities. The following table presents the effect of our derivative financial instruments on our Statement of Operations:



	Year Ended December 31,						Period from October 6, 2017 to December 31, 2017
(In thousands)	2019			2018			Period from October 6, 2017 to December 31, 2017
Unrealized loss recorded in other comprehensive income	$	(42,954	)	$	(22,124	)	$	—
Interest recorded in interest expense	$	9,269		$	6,305		$	—

Fair Value

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value

The following tables summarize our assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018:



	December 31, 2019
(In thousands)			Fair Value
	Carrying Amount		Level 1		Level 2		Level 3
Financial assets:
Short-term investments ⁽¹⁾	$	59,474	$	—	$	59,474	$	—
Financial liabilities:
Derivative instruments - interest rate swaps ⁽²⁾	$	65,078	$	—	$	65,078	$	—



	December 31, 2018
(In thousands)			Fair Value
	Carrying Amount		Level 1		Level 2		Level 3
Financial assets:
Short-term investments ⁽¹⁾	$	520,877	$	—	$	520,877	$	—
Financial liabilities:
Derivative instruments - interest rate swaps ⁽²⁾	$	22,124	$	—	$	22,124	$	—

____________________


(1)	The carrying value of these investment is equal to their fair value due to the short-term nature of the investments as well as their credit quality.


(2)	The fair values of our interest rate swap derivative instruments were estimated using advice from a third-party derivative specialist, based on contractual cash flows and observable inputs comprising interest rate curves and credit spreads, which are Level 2 measurements as defined under ASC 820.

The estimated fair values of our financial instruments at December 31, 2019 and 2018 for which fair value is only disclosed are as follows:



	December 31, 2019				December 31, 2018
(In thousands)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Cash and cash equivalents	$	1,101,893	$	1,101,893	$	577,883	$	577,883
Restricted cash	—		—		20,564		20,564
Financial liabilities:
Debt ⁽¹⁾
Revolving Credit Facility	$	—	$	—	$	—	$	—
Term Loan B Facility	2,076,962		2,110,500		2,073,784		2,016,000
Second Lien Notes	498,480		538,358		498,480		535,866
CPLV CMBS Debt ⁽²⁾	—		—		1,550,000		1,539,040
2026 Notes	1,231,227		1,287,500		—		—
2029 Notes	984,894		1,045,000		—		—

____________________

(1) The fair value of our debt instruments was estimated using quoted prices for identical or similar liabilities in markets that are not active and, as such, these fair value measurements are considered Level 2 of the fair value hierarchy.

(2) The CPLV CMBS Debt was repaid in full in November 2019.

The following table summarizes our assets and liabilities measured at fair value on a non-recurring basis in relation to the impairment recorded during the three months ended September 30, 2018:



	September 30, 2018
(In thousands)			Fair Value
	Carrying Amount		Level 1		Level 2		Level 3
Financial assets:
Land ⁽¹⁾	$	19,019	$	—	$	7,419	$	11,600

____________________


(1)	The fair value of the de minimis land valued based on the contract price represents a Level 2 measurement as defined in ASC 820, while the inputs for the de minimis land valued using the sales comparison approach represents Level 3 measurements as defined in ASC 820. The measurement and related estimates were made as of September 30, 2018.

The following table summarizes the significant unobservable inputs used in the non-recurring Level 3 fair value measurements:



				Significant Assumptions ($ in per sq. ft.)
Asset Type	Fair Value		Valuation Technique	Range	Weighted Average		Square Footage
Land	$	11,600	Sales comparison	$0.50 - 5.00	$	2.90	4,002,908

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Commitments and Contingent Liabilities

12 Months Ended

Dec. 31, 2019

Loss Contingencies [Line Items]

Commitments and Contingent Liabilities

Litigation

In the ordinary course of business, from time to time, we may be subject to legal claims and administrative proceedings. As of December 31, 2019, we are not subject to any litigation that we believe could have, individually or in the aggregate, a material adverse effect on our business, financial condition or results of operations, liquidity or cash flows.

Operating Lease Commitments

We are liable under various operating leases for: (i) land at the Cascata golf course, which expires in 2038 and (ii) offices in New Orleans, Louisiana and New York, New York, which expire in 2020 and 2030, respectively. The weighted average remaining lease term as of December 31, 2019 under our operating leases was 16.3 years. Our Cascata ground lease has three 10-year extension options. The rent of such options would be the in-place rent at the time of renewal.

Total rental expense, included in golf operations and general and administrative expenses in our Statement of Operations and contractual rent expense under these agreements were as follows:



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Rent expense	$	1,622	$	1,519	$	256
Cash paid for rent	$	1,257	$	1,297	$	268

On May 10, 2019 we entered into a lease agreement for new office space in New York, NY for our corporate headquarters. The lease has a 10-year term, with one 5-year extension option and requires a fixed annual rent of $0.9 million. We determined the lease was an operating lease and recorded a $6.7 million right of use asset and a corresponding lease liability within Other assets and Other liabilities, respectively, on our Balance Sheet. The discount rate for the lease was determined to be 5.3% and was based on the yield of our current secured borrowings, adjusted to match borrowings of similar terms.

On January 1, 2019, upon adoption of ASC 842, we recorded an $11.1 million right of use asset and a corresponding lease liability within Other assets and Other liabilities, respectively, on our Balance Sheet, related to the ground lease of the land at the Cascata Golf Course. The discount rate for the lease was determined to be 5.5% and was based on the yield of our current secured borrowings, adjusted to match borrowings of similar terms.

The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at December 31, 2019 are as follows:



(In thousands)	Lease Commitments
2020	$	1,485
2021	1,862
2022	1,880
2023	1,899
2024	1,919
Thereafter	20,983
Total minimum lease commitments	$	30,028
Discounting factor	12,290
Lease liability	$	17,738

Caesars Entertainment Outdoor

Loss Contingencies [Line Items]

Commitments and Contingent Liabilities

Note 9 — Litigation, Contractual Commitments and Contingent Liabilities

Litigation

The Business and its operations may be subject to litigation involving employment matters, personal injuries, and other matters that arise in the normal course of business. We do not expect the outcome of such ordinary and routine litigation to have a material effect on our combined financial position, results of operations, or cash flows.

Contingent Liabilities

In January 2015, a majority of the Trustees of the National Retirement Fund (“NRF”), a multi-employer defined benefit pension plan, voted to expel Caesars and certain of its affiliates from the plan. The NRF has advised Caesars and Caesars Entertainment Resort Properties, LLC (“CERP”) that this expulsion triggered a withdrawal liability with a present value of approximately $360 million, payable in 80 quarterly payments of about $6 million. The NRF filed a similar claim against each Caesars Debtor in CEOC’s bankruptcy. Although the Business’ employees did not participate in this plan, because the entities that own the Business are a member of the Caesars Group (as defined below), such entities are jointly and severally liable with Caesars and CEOC for any liability under the NRF’s claims.

On March 13, 2017, CEOC, CEC, CERP, the Caesars employers that contribute to the NRF, and the NRF and certain of its related parties entered into a settlement agreement resolving all issues related to the disputes with the NRF. Under the terms of the settlement, CEC, or a person on CEC’s behalf, was required to pay a total of $45 million to the NRF on the Formation Date.

Under the Caesars Debtors’ Plan, the NRF is barred from asserting any claims against the Company and its subsidiaries to the extent such claims arose prior to the Formation Date.

Operating Lease Commitments

The Business is liable under operating leases for land at the Cascata golf course, equipment and other miscellaneous assets, which expire at various dates through 2039. Total rental expense under these agreements included in direct golf operating expenses and property costs in our Statements of Operations were approximately $0.7 million for the period January 1, 2017 to October 5, 2017 and approximately $1.0 million for each of the years ended December 31, 2016 and 2015, respectively.

The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at October 5, 2017 are as follows:



	(In thousands)
	Operating Leases
2017	$	214
2018	873
2019	891
2020	908
2021	926
2022 and thereafter	18,911
Total minimum rental commitments	$	22,723

Other Commitments

The Business utilizes a third-party golf maintenance company for its Rio Secco and Cascata golf courses. The agreements are for five years and expire in February 2019 and include all labor and equipment necessary to maintain both golf course grounds. Total expense under these agreements included in direct golf operating expenses in the Statements of Operations were approximately $2.1 million for the period January 1, 2017 to October 5, 2017 and $2.9 million and $2.8 million for the years ended December 31, 2016 and 2015, respectively.

The future commitments relating to these agreements at October 5, 2017 are as follows:



	(In thousands)
	Maintenance Agreements
2017	$	775
2018	2,969
2019	225
Total maintenance agreement commitments	$	3,969

Shareholders' Equity

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Shareholders' Equity

Stockholders' Equity

Stock

Authorized

We have the authority to issue 750,000,000 shares of stock, consisting of 700,000,000 shares of Common Stock, $0.01 par value per share and 50,000,000 shares of Preferred Stock, $0.01 par value per share.

Initial Public Offering

On February 5, 2018, we completed an initial public offering of 69,575,000 shares of common stock at an offering price of $20.00 per share for an aggregate offering value of $1.4 billion, resulting in net proceeds of approximately $1.3 billion after commissions and expenses.

Primary Follow-on Offerings

November 2018

On November 19, 2018, we completed a primary follow-on offering of 34,500,000 shares of common stock at an offering price of $21.00 per share for an aggregate offering value of $724.5 million, resulting in net proceeds of $694.2 million. We used the net proceeds from the offering to pay the aggregate purchase price of $700.0 million for the recently completed acquisition of the land and real estate assets of Greektown and related fees and expenses.

June 2019

On June 28, 2019, we completed a primary follow-on offering of (i) 50,000,000 (including 15,000,000 shares sold pursuant to the exercise in full of the underwriters’ option to purchase additional common stock) shares of common stock at an offering price of $21.50 per share for an aggregate offering value of $1.1 billion, resulting in net proceeds, after the deduction of the underwriting discount and expenses, of $1.0 billion and (ii) 65,000,000 shares of common stock that are subject to forward sale agreements to be settled by September 26, 2020. We did not initially receive any proceeds from the sale of the shares of common stock subject to the forward sale agreements that were sold by the forward purchasers or their respective affiliates (collectively the “Forward Sale Agreements”). We determined that the Forward Sale Agreements meet the criteria for equity classification and are therefore exempt from derivative accounting. We recorded the Forward Sale Agreements at fair value at inception, which we determined to be zero. Subsequent changes to fair value are not required under equity classification.

We expect to settle the Forward Sale Agreements entirely by the physical delivery of shares of common stock in exchange for cash proceeds, although we may elect cash settlement or net share settlement for all or a portion of our obligations under the Forward Sale Agreements. The settlement of the Forward Sales Agreements is calculated based on the forward sale price ($21.50) as adjusted for a floating interest rate factor and other fixed amounts based on the passage of time, as specified in the Forward Sale Agreements. As of December 31, 2019, based on these adjustments, the forward share price was $19.96 and would result in us receiving $1.3 billion in cash proceeds if we were to physically settle the Forward Sale Agreements. Alternatively, if we were to net cash settle the Forward Share Agreements, it would result in a cash outflow of $346.2 million or if we were to net share settle the Forward

Sale Agreements, it would result in us issuing 13.5 million shares. As of December 31, 2019, we have not settled any portion of the Forward Sale Agreements.

Further, the shares of common stock issuable upon settlement of the Forward Sale Agreements are reflected in our diluted earnings per share calculations using the treasury stock method. Under this method, the number of our shares of common stock used in calculating diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of common stock that would be issued upon full physical settlement of the Forward Sale Agreements over the number of shares of common stock that could be purchased by us in the market (based on the average market price during the period) using the proceeds receivable upon full physical settlement (based on the adjusted forward sales price at the end of the reporting period). If and when we physically or net share settle the Forward Sale Agreements, the delivery of our shares of common stock will result in an increase in the number of shares of common stock outstanding and dilution to our earnings per share. We used a portion of the net proceeds from the offering for the Hard Rock Cincinnati Acquisition and the Century Portfolio Acquisition, and intend to use the remaining net proceeds from the offering and the proceeds upon settlement of the Forward Sales Agreements to fund a portion of the purchase price for the Eldorado Transaction and for general corporate purposes, which may include the acquisition and improvement of properties, capital expenditures, working capital and the repayment of indebtedness.

At-the-Market Offering Program

On December 19, 2018, we entered into an equity distribution agreement, or ATM Agreement, pursuant to which we may sell, from time to time, up to an aggregate sales price of $750.0 million of our common stock. Sales of common stock, if any, made pursuant to the ATM Agreement may be sold in negotiated transactions or transactions that are deemed to be “at the market” offerings, as defined in Rule 415 of the Securities Act of 1933, as amended. Actual sales will depend on a variety of factors including market conditions, the trading price of our common stock, our capital needs, and our determination of the appropriate sources of funding to meet such needs. During the year ended December 31, 2019, we sold a total of 6,107,633 shares under the at-the-market offering program for net proceeds of $128.3 million. Subsequent to the year end, on February 7, 2020, we sold 7,500,000 shares under the at-the-market offering program for net proceeds of $200.0 million. We have no obligation to sell the remaining shares available for sale under the at-the-market offering program.

The following table details the issuance of outstanding shares of common stock, including restricted common stock:



Common Stock Outstanding	2019	2018
Beginning Balance January 1	404,729,616	300,278,938
Issuance of common stock in initial public offering	—	69,575,000
Issuance of common stock in primary follow-on offerings ⁽¹⁾	50,000,000	34,500,000
Issuance of common stock under the at-the-market offering program	6,107,633	—
Issuance of restricted and unrestricted common stock under the stock incentive program, net of forfeitures ⁽²⁾	167,493	375,678
Ending Balance December 31	461,004,742	404,729,616

____________________


(1)	Excludes the 65,000,000 shares issued in June 2019 subject to Forward Sale Agreements to be settled by September 26, 2020.


(2)	The years ended December 31, 2019 and 2018 excludes 157,512 share units and 133,491 share units, respectively, issued under the performance-based stock incentive program.

Distributions

Dividends declared (on a per share basis) during the years ended December 31, 2019 and 2018 were as follows:



Year Ended December 31, 2019
Declaration Date	Record Date	Payment Date	Period	Dividend
March 14, 2019	March 29, 2019	April 11, 2019	January 1, 2019 - March 31, 2019	$	0.2875
June 13, 2019	June 28, 2019	July 12, 2019	April 1, 2019 - June 30, 2019	$	0.2875
September 12, 2019	September 27, 2019	October 10, 2019	July 1, 2019 - September 30, 2019	$	0.2975
December 12, 2019	December 27, 2019	January 9, 2020	October 1, 2019 - December 31, 2019	$	0.2975



Year Ended December 31, 2018
Declaration Date	Record Date	Payment Date	Period	Dividend
March 15, 2018 ⁽¹⁾	March 29, 2018	April 13, 2018	February 5, 2018 - March 31, 2018	$	0.16
June 14, 2018	June 28, 2018	July 13, 2018	April 1, 2018 - June 30, 2018	$	0.2625
September 17, 2018	September 28, 2018	October 11, 2018	July 1, 2018 - September 30, 2018	$	0.2875
December 13, 2018	December 28, 2018	January 10, 2019	October 1, 2018 - December 31, 2018	$	0.2875

____________________

(1)

The dividend was pro-rated for the period commencing upon the closing of our initial public offering and ending on March 31, 2018, based on a quarterly distribution rate of $0.2625 per share.

Earnings Per Share

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Earnings Per Share

Basic earnings per share is computed by dividing net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period, excluding net income attributable to participating securities (unvested restricted stock awards). Diluted earnings per share reflects the additional dilution for all potentially dilutive securities such as stock options, unvested restricted shares, unvested performance-based restricted shares and the shares to be issued by us upon settlement of the Forward Sale Agreements. The shares issuable upon settlement of the Forward Sale Agreements, as described in Note 11, are reflected in the diluted earnings per share calculations using the treasury stock method. Under this method, the number of our shares of common stock used in calculating diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of common stock that would be issued upon full physical settlement of the Forward Sale Agreements over the number of shares of common stock that could be purchased by us in the market (based on the average market price during the period) using the proceeds receivable upon full physical settlement (based on the adjusted forward sales price at the end of the reporting period). If and when we physically or net share settle the Forward Sale Agreements, the delivery of shares of common stock would result in an increase in the number of shares outstanding and dilution to earnings per share.

The following tables reconcile the weighted-average shares of common stock outstanding used in the calculation of basic earnings per share to the weighted-average common shares outstanding used in the calculation of diluted earnings per share:



	Year Ended December 31,		Period from October 6, 2017 to December 31, 2017
(In thousands)	2019	2018	Period from October 6, 2017 to December 31, 2017
Determination of shares:
Weighted-average shares of common stock outstanding	435,071	367,226	227,829
Assumed conversion of restricted stock	566	91	156
Assumed settlement of Forward Sale Agreements	3,516	—	—
Diluted weighted-average shares of common stock outstanding	439,153	367,317	227,985

Basic and Diluted Earnings Per Share

	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands, except per share data)	2019		2018		Period from October 6, 2017 to December 31, 2017
Basic:
Net income attributable to common stockholders	$	545,964	$	523,619	$	42,662
Weighted-average shares of common stock outstanding	435,071		367,226		227,829
Basic EPS	$	1.25	$	1.43	$	0.19

Diluted:
Net income attributable to common stockholders	$	545,964	$	523,619	$	42,662
Diluted weighted-average shares of common stock outstanding	439,153		367,317		227,985
Diluted EPS	$	1.24	$	1.43	$	0.19

Share-Based Compensation

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

Share-Based Compensation

Stock-Based Compensation

The 2017 Stock Incentive Plan (the “Plan”) is designed to provide long-term equity-based compensation to our directors and employees. It is administered by the Compensation Committee of the Board of Directors. Awards under the Plan may be granted with respect to an aggregate of 12,750,000 shares of common stock and may be issued in the form of: (a) incentive stock options, (b) non-qualified stock options, (c) stock appreciation rights, (d) dividend equivalent rights, (e) restricted stock, (f) restricted stock units or (g) unrestricted stock. In addition, the Plan limits the total number of shares of common stock with respect to which awards may be granted to any employee or director during any one calendar year. At December 31, 2019, 11,899,660 shares of common stock remained available for issuance by us as equity awards under the Plan.

Time-Based Restricted Stock

During the years ended December 31, 2019 and 2018 and the period from October 6, 2017 through December 31, 2017, the Company granted approximately 177,000, 172,000 and 124,000, shares of restricted stock, respectively, under the Plan, respectively, subject to vesting restrictions based on service. Such restricted time-based stock awards vest ratably on an annual basis over a service period of three to four years. The number of shares granted was determined based on the 10-day volume weighted average price using the 10 trading days immediately preceding the grant date.

Performance-Based Restricted Stock Units

During the years ended December 31, 2019 and 2018 the Company granted approximately 158,000 and 133,000 restricted stock units, respectively, under the Plan subject to vesting restrictions based on specified absolute and relative total stockholder return goals measured over a three-year performance period. We used a Monte Carlo Simulation (risk-neutral approach) to determine the number of shares that may be earned and vested pursuant to the award as these awards were deemed to have a market condition. The risk-free interest rate assumptions used in the Monte Carlo Simulation were determined based on the zero-coupon risk-free rate of 2.5% - 2.7% and an expected price volatility of 13.3% - 20.0%. The expected price volatility was calculated based on both historical and implied volatility.

The following table details the stock-based compensation expense recorded as General and administrative expense in the Statement of Operations:



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Stock-based compensation expense	$	5,223	$	2,342	$	1,385

The following table details the activity of our incentive stock, time-based restricted stock and performance-based restricted stock units:



	Shares		Weighted Average Grant Date Fair Value
Outstanding as of Formation Date	—		$	—
Granted	174,572		15.41
Vested	(50,962	)	14.90
Forfeited	—		—
Canceled	—		—
Outstanding as of December 31, 2017	123,610		15.61
Granted	336,980		19.37
Vested	(59,954	)	10.18
Forfeited	(2,383	)	16.88
Canceled	—		—
Outstanding as of December 31, 2018	398,253		19.60
Granted	338,788		22.03
Vested	(121,786	)	18.57
Forfeited	(13,783	)	20.44
Canceled	—		—
Outstanding as of December 31, 2019	601,472		$	21.16

As of December 31, 2019, there was $7.8 million of unrecognized compensation cost related to non-vested stock-based compensation arrangements under the Plan. This cost is expected to be recognized over a weighted average period of 1.7 years.

Income Taxes

12 Months Ended

Dec. 31, 2019

Income Tax Contingency [Line Items]

Income Taxes

We conduct our operations as a REIT for U.S. federal income tax purposes. U.S. federal income tax law generally requires that a REIT distribute annually at least 90% of its REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that it pays taxes at regular corporate income tax rates to the extent that it annually distributes less than 100% of its taxable income. We intend to meet those requirements and as a result, we generally will not be subject to federal income tax except for the TRS operations.

New tax legislation, commonly referred to as the Tax Cuts and Jobs Act (“Tax Reform Act”), was enacted on December 22, 2017, which significantly changed U.S. tax law by, among other things, a permanent reduction of the U.S. corporate income tax rate from 35% to 21%, effective January 1, 2018. ASC 740, “Accounting for Income Taxes”, requires companies to recognize the effect of tax law changes in the period of enactment. Accordingly, in 2017 we recorded a reduction to our net deferred tax liability of $2.4 million, and a corresponding increase to income tax benefit during the period.

The composition of our income tax expense (benefit) was as follows:



	Year Ended December 31,														Period from October 6, 2017 to December 31, 2017
	2019							2018							Period from October 6, 2017 to December 31, 2017
(In thousands)	Current		Deferred			Total		Current		Deferred			Total		Current		Deferred			Total
Federal	$	1,100	$	46		$	1,146	$	1,693	$	(459	)	$	1,234	$	—	$	(1,909	)	$	(1,909	)
State	563		(4		)	559		126		81			207		11		(3		)	8
Income tax expense (benefit)	$	1,663	$	42		$	1,705	$	1,819	$	(378	)	$	1,441	$	11	$	(1,912	)	$	(1,901	)

At December 31, 2019 and 2018, the net effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were:



(In thousands)	December 31, 2019			December 31, 2018
Deferred tax assets:
Federal net operating loss	$	—		$	—
Accruals, reserves and other	96			117
Total deferred tax assets	96			117
Deferred tax liabilities:
Land, buildings and equipment, net	(3,478		)	(3,457		)
Total deferred tax liabilities	(3,478		)	(3,457		)
Net deferred tax liability	$	(3,382	)	$	(3,340	)

The following table reconciles our effective income tax rate to the historical federal statutory rate of 21% in 2019 and 2018 and 35% in 2017:



	Year Ended December 31, 2019					Year Ended December 31, 2018					Period from October 6, 2017 to December 31, 2017
(Amounts in thousands)	Amount			Percent		Amount			Percent		Amount			Percent
Federal income tax expense at statutory rate	$	116,757		21.0	%	$	112,326		21.0	%	$	15,414		35.0	%
REIT income not subject to federal income tax	(115,395		)	(20.8	)	(111,035		)	(20.8	)	(14,897		)	(33.8	)
Pre-tax gain attributable to taxable subsidiaries	1,362			0.3		1,291			0.2		517			1.2
State income taxes, net of federal benefits	542			0.1		187			—		5			—
Non-deductible expenses and other	(199		)	—		(37		)	—		—			—
Impact of Tax Reform on deferred tax liability	—			—		—			—		(2,423		)	(5.5	)
Income tax expense (benefit)	$	1,705		0.3	%	$	1,441		0.2	%	$	(1,901	)	(4.3	)%

We declared dividends of $1.17 per common share and $0.9975 per common share during the years ended December 31, 2019 and 2018, respectively. We did not declare any dividends during the period from October 6, 2017 through December 31, 2017. For U.S. Federal income tax purposes, the portion of the dividends allocated to stockholders for the years ended December 31, 2019 and 2018 are characterized as follows:



	Year Ended December 31,
($ per share)	2019		2018
Ordinary dividends	$	0.8465	$	0.9251
Section 199A dividends ⁽¹⁾	$	0.8159	$	0.9251
Qualified dividend ⁽¹⁾	$	0.0306	$	—

Non-dividend distribution	$	0.0985	$	—

____________________


(1)	These amounts are a subset of, and are included in, the ordinary dividend amounts.

As of December 31, 2019, we had estimated NOLs of $151.6 million, generated by our REIT, that will expire in 2029, unless they are utilized by us prior to expiration.

As of December 31, 2019, the 2017, 2018 and 2019 tax years remain subject to examination by taxing authorities. Since our formation occurred in 2017, there are no prior tax years subject to examination.

Caesars Entertainment Outdoor

Income Tax Contingency [Line Items]

Income Taxes

Note 7 — Income Taxes

Income Tax (Provision)/Benefit

	(In thousands)
	Period from January 1, 2017 to October 5, 2017			Year Ended December 31, 2016			Year Ended December 31, 2015
Current:
Federal	$	(100	)	$	(111	)	$	(98	)
State	—			—			—

Deferred	98			111			101
Income Tax Benefit	$	(2	)	$	—		$	3

Since the Outdoor Business does not have a formal tax sharing agreement in place with Caesars Entertainment for federal income tax purposes, Caesars Entertainment pays all of the Outdoor Business’ federal income taxes. The Outdoor Business’ portion was approximately $100,000 for the period January 1, 2017 to October 5, 2017 and $111,000 and $98,000 for the years ended December 31, 2016 and 2015, respectively.

Income Tax Expense Reconciliation

	(In thousands)
	Period from January 1, 2017 to October 5, 2017			Year Ended December 31, 2016		Year Ended December 31, 2015
Expected federal tax at the statutory tax rate	$	—		$	—	$	—
Increases/(decreases) in tax resulting from:
State taxes, net of federal tax benefit	—			—		—
Federal tax credits	—			—		3
Other	(2		)	—		—
Income tax (expense)/benefit	$	(2	)	$	—	$	3

Temporary Differences Resulting in Deferred Tax Assets and Liabilities

	(In thousands)
	As of October 5, 2017			As of December 31, 2016
Deferred tax assets:
Federal net operating loss	$	5,561		$	5,847
State net operating loss	378			392
Federal tax credits	82			82
Other	8			9
Subtotal	6,029			6,330
Less: valuation allowance	1,930			1,930
Total deferred tax assets	4,099			4,400
Deferred tax liabilities:
Depreciation and other property related items	(9,006		)	(9,423		)
Accrued expenses	(37		)	(20		)
Total deferred tax liabilities	(9,043		)	(9,443		)
Net deferred tax liability	$	(4,944	)	$	(5,043	)

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

As of October 5, 2017 and December 31, 2016, we had federal NOL carryforwards of $19.2 million and $20.1 million, respectively. These NOL carryforwards will begin to expire in 2032. In addition, we have federal general business tax credit carryforwards of approximately $82 thousand which will begin to expire in 2032. As of October 5, 2017 and December 31, 2016, we had state NOL carryforwards of $15.1 million and $15.5 million, respectively. These NOL carryforwards will begin to expire in 2032.



Reconciliation of Unrecognized Tax Benefit
	(In thousands)
	Period from January 1, 2017 to October 5, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015
Balance at beginning of period	$	1,309	$	1,309	$	1,309
Additions based on tax positions related to the current period	—		—		—
Balance at end of period	$	1,309	$	1,309	$	1,309

We classify reserves for tax uncertainties within accrued expenses and deferred credits and other in our balance sheets, separate from any related income tax payable or deferred income taxes. Reserve amounts related to potential income tax liabilities resulting from uncertain tax positions as well as potential interest or penalties associated with those liabilities.

We accrue interest and penalties related to unrecognized tax benefits in income tax expense. There were no adjustments to our accrual for the period ending October 5, 2017 and the years ending December 31, 2016 and 2015, respectively, for accrued interest or penalties. There are no unrecognized tax benefits included in the balances of unrecognized tax benefits as of October 5, 2017, December 31, 2016 and 2015 that, if recognized, would impact the effective tax rate.

Segment Information

12 Months Ended

Dec. 31, 2019

Segment Reporting [Abstract]

Segment Information

Our real property business and our golf course business represent two reportable segments. The real property business segment consists of leased real property and represents the substantial majority of our business. The golf course business segment consists of four golf courses, with each being operating segments that are aggregated into one reportable segment.

The results of each reportable segment presented below are consistent with the way our management assesses these results and allocates resources, which is a consolidated view that adjusts for the impact of certain transactions between our reportable segments, as described below.

The following tables present certain information with respect to our segments:



	Year Ended December 31, 2019
(In thousands)	Real Property Business			Golf Course Business		VICI Consolidated
Revenues	$	865,858		$	28,940	$	894,798
Operating income	836,275			6,224		842,499
Interest expense	(248,384		)	—		(248,384		)
Loss on extinguishment of debt	(58,143		)	—		(58,143		)
Income before income taxes	549,503			6,483		555,986
Income tax expense	470			1,235		1,705
Net income	549,033			5,248		554,281
						—
Depreciation	16			3,815		3,831

Total assets	$	13,177,318		$	88,301	$	13,265,619
Total liabilities	$	5,199,029		$	17,601	$	5,216,630



	Year Ended December 31, 2018
(In thousands)	Real Property Business			Golf Course Business			VICI Consolidated
Revenues ⁽¹⁾	$	870,776		$	27,201		$	897,977
Operating income	751,803			6,151			757,954
Interest expense	(212,663		)	—			(212,663		)
Loss on extinguishment of debt	(23,040		)	—			(23,040		)
Income before income taxes	527,407			6,151			533,558
Income tax expense	—			(1,441		)	(1,441		)
Net income	527,407			4,710			532,117

Depreciation	7			3,679			3,686

Total assets	$	11,247,637		$	85,731		$	11,333,368
Total liabilities	$	4,424,861		$	7,485		$	4,432,346



	Period from October 6, 2017 to December 31, 2017
(In thousands)	Real Property Business			Golf Course Business		VICI Consolidated
Revenues ⁽¹⁾	$	181,258		$	6,351	$	187,609
Operating income	142,722			1,474		144,196
Interest expense	(63,354		)	—		(63,354		)
Loss on extinguishment of debt	(38,488		)	—		(38,488		)
Income before income taxes	41,162			1,474		42,636
Income tax expense	—			1,901		1,901
Net income	41,162			3,375		44,537

Depreciation	—			751		751

____________________

(1)

Upon the adoption of ASC 842 on January 1, 2019, we ceased recording tenant reimbursement of property taxes as these taxes are paid directly by our tenants to the applicable government entity.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2019
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events We have evaluated subsequent events and, except for the payment of dividends on January 9, 2020, as described in Note 11, and the closing of the JACK Cleveland/Thistledown Acquisition on January 24, 2020, as described in Note 4, the repricing of the Term Loan B Facility on January 24, 2020, as described in Note 7, the sale of common stock under the at-the-market offering program on February 7, 2020, as described in Note 11 and the February 2020 Senior Unsecured Notes offering that closed on February 5, 2020 and the repayment of the Second Lien Notes on February 20, 2020, as described in Note 7, there were no other events relative to the Financial Statements that require additional disclosure.

Quarterly Results of Operations (Unaudited)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Results of Operations (Unaudited)

The following is a summary of the unaudited quarterly results of operations for the years ended December 31, 2019 and 2018:



	Quarter Ended
($ in thousands except per share data)	December 31, 2019		September 30, 2019		June 30, 2019		March 31, 2019
Revenues	$	237,537	$	222,513	$	220,746	$	214,002
Operating income	226,758		208,380		205,495		201,866
Net income	100,713		146,515		154,127		152,926
Net income attributable to common stockholders	98,631		144,435		152,049		150,849
Net income per common share
Basic and Diluted	$	0.21	$	0.31	$	0.37	$	0.37
Dividends per share	$	0.2975	$	0.2975	$	0.2875	$	0.2875



	Quarter Ended
($ in thousands except per share data)	December 31, 2018		September 30, 2018		June 30, 2018		March 31, 2018
Revenues	$	226,039	$	232,687	$	220,975	$	218,276
Operating income	195,682		184,100		189,448		188,724
Net income	144,631		132,024		141,359		114,103
Net income attributable to common stockholders	142,541		129,912		139,044		112,122
Net income per common share
Basic and diluted	$	0.37	$	0.35	$	0.38	$	0.33
Dividends per share	$	0.2875	$	0.2875	$	0.2625	$	0.1600

Accrued Expenses

12 Months Ended

Dec. 31, 2019

Caesars Entertainment Outdoor

Accrued Expenses [Line Items]

Accrued Expenses

Note 5 — Accrued Expenses



	(In thousands)
	October 5, 2017		December 31, 2016
Accrued utilities	$	269	$	87
Accrued real estate taxes and other taxes	166		130
Advance deposits	102		112
Deferred revenue	49		125
Accrued legal and professional fees	41		23
Payroll and other compensation	12		228
Other accruals	8		—
Total accrued expenses	$	647	$	705

Liabilities Subject to Compromise	12 Months Ended
Liabilities Subject to Compromise	Dec. 31, 2019
Caesars Entertainment Outdoor
Reorganizations [Line Items]
Liabilities Subject to Compromise	Note 6 — Liabilities Subject to Compromise In March 2015, the Bankruptcy Court entered an order establishing May 26, 2015 as the bar date for potential general creditors to file proofs of claims and established the required procedures with respect to filing such claims. A bar date is the deadline by which creditors must file a proof of claim against the Debtors for the claim to be allowed. In addition, a bar date of July 14, 2015 was established as a deadline for claims from governmental units. As of October 5, 2017, the Business had received 55 proofs of claim, a portion of which assert, in part or in whole, unliquidated claims. These proofs of claims include 9 claims that were carved out of the legal entities that own the Business and that have additional claims, which do not correspond to the Business. In addition, the Business has been assigned by the court an additional 13 claims. In the aggregate, total asserted liquidated proofs of claim for approximately $122.2 million had been filed against or assigned to the Business. Based on reasonable current estimates, the Business expects to ask the Bankruptcy Court to disallow 19 claims representing approximately $116.3 million of such claims. These claims are classified by the Business as amended and replaced, duplicate, redundant or non-Caesars Debtor claims. As of October 5, 2017 and December 31, 2016, liabilities subject to compromise was approximately $249,000 and $265,000, respectively, and consisted of accounts payable-related liabilities. On October 6, 2017, the Business settled claims included in liabilities subject to compromise for $125,000 recognizing a reorganization gain of $124,000. In addition, approximately $5.1 million of claims are still disputed and unresolved and have been transferred to New CEOC for final resolution.

Related Party Transactions

12 Months Ended

Dec. 31, 2019

Caesars Entertainment Outdoor

Related Party Transactions

Note 8 — Related Party Transactions

We had transactions with CEOC resulting in net distributions of approximately $1.0 million for the period January 1, 2017 to October 5, 2017 and $1.2 million and $2.0 million for the years ending December 31, 2016 and 2015, respectively. The net distributions are the result of cash generated by the operations of the Business and proceeds from the sale of assets, partially offset by amounts contributed by CEOC to fund capital improvements and capital lease obligations. These transactions are included as transactions with parent, net in our Combined Statements of Equity.

Related Party Fees and Expenses

The following amounts are recorded with respect to the related-party transactions described in this section:



		(In thousands)
Transaction type	Recorded as:	Period from January 1, 2017 to October 5, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015
Insurance expense	Administrative and other	$	37	$	45	$	55
Allocation of indirect expenses from CEOC and Caesars’ affiliates ⁽¹⁾	Administrative and other	214		330		318
Golf revenue from CEOC and Caesars’ affiliates ⁽²⁾	Golf revenue	5,304		5,482		4,377
Pass-through revenue with CEOC and Caesars’ affiliates ⁽³⁾	Golf revenue	382		871		769
	Food and beverage revenue	107		83		66
	Retail and other revenue	116		143		102

_____________

⁽¹⁾

The Statements of Operations include allocated overhead costs for certain functions historically performed by CEOC and Caesars’ affiliates, including allocations of direct and indirect operating and maintenance costs and expenses for procurement, logistics and general and administrative costs and expenses related to executive oversight, marketing, information technology, accounting, treasury, tax, and legal. These costs were allocated on the basis of either revenue or payroll costs.


⁽²⁾	See Summary of Significant Accounting Policies - Revenue Recognition.


⁽³⁾	Primarily includes transactions where CEOC and Caesars affiliates’ customers charge their golf, food and beverage and retail purchases directly to their hotel bill. Amounts collected from the customer by the hotel are remitted to the golf course.

Savings and Retirement Plans

CEOC maintains a defined contribution savings and retirement plan that allows certain employees of the Business to make pre-tax and after-tax contributions. Under the plan, participating employees may elect to contribute up to 50% of their eligible earnings, subject to IRS rules and regulations, and are eligible to receive a company match of up to $600. Participating employees become vested in matching contributions on a pro-rata basis over five years of credited service. Our contribution expense, included in direct operating expenses and administrative and other expense, was approximately $27,000 for the period January 1, 2017 to October 5, 2017 and $34,000 and $39,000 for the years ended December 31, 2016 and 2015, respectively.

Schedule I Condensed Financial Information of Registrant Parent Company Only

12 Months Ended

Dec. 31, 2019

Condensed Financial Information Disclosure [Abstract]

Schedule I Condensed Financial Information of Registrant Parent Company Only

Schedule I

CONDENSED FINANCIAL INFORMATION OF REGISTRANT PARENT COMPANY ONLY

VICI PROPERTIES INC.

CONDENSED BALANCE SHEETS

(In thousands, except share and per share data)



	December 31, 2019			December 31, 2018
Assets
Cash and cash equivalents	$	13,912		$	377,704
Restricted cash	—			48
Short-term investments	—			520,877
Other assets	159			2,150
Due from affiliates	838			133
Investment in subsidiaries	8,087,905			6,033,310
Total assets	$	8,102,814		$	6,934,222

Liabilities
Other liabilities	$	576		$	486
Dividends payable	137,056			116,287
Total liabilities	137,632			116,773

Stockholders’ equity
Common stock, $0.01 par value, 700,000,000 shares authorized and 461,004,742 and 404,729,616 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively	4,610			4,047
Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at December 31, 2019 and 2018	—			—
Additional paid in capital	7,817,582			6,648,430
Accumulated other comprehensive loss	(65,078		)	(22,124		)
Retained earnings	208,068			187,096
Total stockholders’ equity	7,965,182			6,817,449
Total liabilities and stockholders’ equity	$	8,102,814		$	6,934,222

See accompanying Notes to Condensed Financial Information

Schedule I

CONDENSED FINANCIAL INFORMATION OF REGISTRANT PARENT COMPANY ONLY

VICI PROPERTIES INC.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(In thousands)



	Year Ended December 31,						Period from October 6, 2017 to December 31, 2017
	2019			2018			Period from October 6, 2017 to December 31, 2017
Expenses
General and administrative	—			78			—
Total expenses	—			78			—

Equity in earnings of investment in subsidiary	$	532,699		$	516,116		$	—
Interest income	13,265			7,581			282
Income before income taxes	545,964			523,619			282
Income taxes	—			—			—
Net income	$	545,964		$	523,619		$	282

Other comprehensive income
Net income	$	545,964		$	523,619		$	282
Unrealized loss on cash flow hedges - investment in subsidiaries	(42,954		)	(22,124		)	—
Comprehensive income	$	503,010		$	501,495		$	282

See accompanying Notes to Condensed Financial Information

Schedule I

CONDENSED FINANCIAL INFORMATION OF REGISTRANT PARENT COMPANY ONLY

VICI PROPERTIES INC.

CONDENSED STATEMENTS OF CASH FLOWS

(In thousands)



	Year Ended December 31,						Period from October 6, 2017 to December 31, 2017
	2019			2018
Cash flows from operating activities
Net income	$	545,964		$	523,619		$	282
Adjustments to reconcile net income to cash flows provided by operating activities:
Equity in income from subsidiaries	(532,699		)	—			—
Distributions of earnings from subsidiaries	13,334			—			—
Change in operating assets and liabilities:
Change in other assets	48			(2,150		)	—
Change in other liabilities	1,370			270			—
Change in intercompany balances, net	(1,985		)	(614		)	98,813
Cash flows from operating activities	26,032			521,125			99,095

Cash flows from investing activities
Investment in subsidiary	(1,700,748		)	(1,838,205		)	(1,000,000		)
Distributions from subsidiaries	232,875			357,781			—
Investments in short-term investments	(342,767		)	(691,239		)	—
Maturities of short-term investments	760,419			170,362			—
Cash flows used in investing activities	(1,050,221		)	(2,001,301		)	(1,000,000		)

Cash flows from financing activities
Proceeds from follow-on offering of common stock	1,164,307			694,374			—
Proceeds from private placement of common stock	—			—			964,376
Proceeds from initial public offering of common stock	—			1,307,119			—
Dividends paid	(503,958		)	(262,682		)	—
Mandatory debt conversion costs	—			—			(13		)
Cash flows provided by financing activities	660,349			1,738,811			964,363

Net increase in cash and cash equivalents	(363,840		)	258,635			63,458
Cash, cash equivalents and restricted cash, beginning of period	377,752			119,117			55,659
Cash, cash equivalents and restricted cash, end of period	$	13,912		$	377,752		$	119,117

See accompanying Notes to Condensed Financial Information

Schedule I

CONDENSED FINANCIAL INFORMATION OF REGISTRANT PARENT COMPANY ONLY

VICI PROPERTIES INC.

NOTES TO CONDENSED FINANCIAL INFORMATION


1.	Background and Basis of Presentation

The condensed parent company financial information has been prepared in accordance with Rule 12-04, Schedule 1 of Regulation S-X, as the restricted net assets of VICI Properties Inc. and its subsidiaries exceed 25% of the consolidated net assets of VICI Properties Inc. and its subsidiaries (the “Company”). This information should be read in conjunction with the Company’s consolidated financial statements included elsewhere in this filing.


2.	Restricted net assets of subsidiaries

VICI Properties 1 LLC (“VICI PropCo”), a Delaware limited liability company and an indirect wholly owned subsidiary of VICI Properties, Inc., has certain restrictions on its ability to pay dividends or make intercompany loans and advances pursuant to financing arrangements. On December 22, 2017, VICI PropCo entered into a credit agreement (the “Credit Agreement”) governing the Term Loan B Facility and the Revolving Credit Facility. The Credit Agreement contains customary covenants that, among other things, limit the ability of VICI PropCo and its restricted subsidiaries to: (i) incur additional indebtedness; (ii) merge with a third party or engage in other fundamental changes; (iii) make restricted payments; (iv) enter into, create, incur or assume any liens; (v) make certain sales and other dispositions of assets; (vi) enter into certain transactions with affiliates; (vii) make certain payments on certain other indebtedness; (viii) make certain investments; and (ix) incur restrictions on the ability of restricted subsidiaries to make certain distributions, loans or transfers of assets to VICI PropCo or any restricted subsidiary. These covenants are subject to a number of exceptions and qualifications, including the ability to make unlimited restricted payments to maintain our REIT status and to avoid the payment of federal or state income or excise tax, the ability to make restricted payments in an amount not to exceed 95% of our Funds from Operations (as defined in the Credit Agreement) subject to no event of default under the Credit Agreement and pro forma compliance with the financial covenant pursuant to the Credit Agreement, and the ability to make additional restricted payments in an aggregate amount not to exceed the greater of 0.6% of Adjusted Total Assets (as defined in the Credit Agreement) or $30,000,000. Commencing with the first full fiscal quarter ended after December 22, 2017, if the outstanding amount of the Revolving Credit Facility plus any drawings under letters of credit issued pursuant to the Credit Agreement that have not been reimbursed as of the end of any fiscal quarter exceeds 30% of the aggregate amount of the Revolving Credit Facility, VICI PropCo and its restricted subsidiaries on a consolidated basis would be required to maintain a maximum Total Net Debt to Adjusted Total Assets Ratio, as defined in the Credit Agreement, as of the last day of any applicable fiscal quarter.

The Second Lien Notes were issued on October 6, 2017, pursuant to an indenture (the “Second Lien Notes Indenture”) by and among VICI PropCo and its wholly owned subsidiary, VICI FC Inc. (together, the “Second Lien Notes Issuers”), the subsidiary guarantors party thereto, and UMB Bank National Association, as trustee. The Second Lien Notes Indenture contains covenants that limit the Second Lien Notes Issuers’ and their restricted subsidiaries’ ability to, among other things: (i) incur additional debt; (ii) pay dividends on or make other distributions in respect of their capital stock or make other restricted payments; (iii) make certain investments; (iv) sell certain assets; (v) create or permit to exist dividend and/or payment restrictions affecting their restricted subsidiaries; (vi) create liens on certain assets to secure debt; (vii) consolidate, merge, sell or otherwise dispose of all or substantially all of their assets; (viii) enter into certain transactions with their affiliates; and (ix) designate their subsidiaries as unrestricted subsidiaries. These covenants are subject to a number of exceptions and qualifications, including the ability to declare or pay any cash dividend or make any cash distribution to VICI to the extent necessary for VICI to distribute cash dividends of 100% of our “real estate investment trust taxable income” within the meaning of Section 857(b)(2) of the Internal Revenue Code of 1986, as amended, certain restricted payments not to exceed the amount of our cumulative earnings (calculated pursuant to the Indenture as $30,000,000 plus 95% of our cumulative Adjusted Funds From Operations (as defined in the Indenture) less cumulative distributions, with certain other adjustments), and the ability to make restricted payments in an amount equal to the greater of 0.6% of Adjusted Total Assets (as defined in the Indenture) or $30,000,000. Subsequent to December 31, 2019, on February 20, 2020 we used the proceeds from the 2025 Notes to redeem in full the Second Lien Notes at a redemption price of 100% of the principal amount of the Second Lien Notes then outstanding plus the Second Lien Notes Applicable Premium, which resulted in a total redemption amount of approximately $537.5 million.

The November 2019 Senior Unsecured Notes were issued in November 2019, pursuant to indentures (the “2019 Senior Unsecured Notes Indentures”) by and among the Operating Partnership and VICI Note Co. Inc. (the “Co-Issuer” and, together with the Operating Partnership, the “2019 Senior Unsecured Notes Issuers”), the subsidiary guarantors party thereto and UMB Bank, National Association, as trustee. The 2019 Senior Unsecured Notes Indentures contains covenants that limit the 2019 Senior Unsecured Notes Issuers’ and their restricted subsidiaries’ ability to, among other things: pursuant to a indenture agreements

containing certain covenants limiting our ability (i) incur additional debt; (ii) create liens on assets; (iii) make distributions and pay dividends on or redeem or repurchase stock; (iv) make certain types of investments; (v) sell stock in certain subsidiaries; (vi) enter into agreements that restrict dividends or other payments from subsidiaries; (vii) enter into transactions with affiliates; (viii) issue guarantees of debt; and (ix) sell assets or merge with other companies. These covenants are subject to a number of exceptions and qualifications, including the ability to declare or pay any cash dividend or make any cash distribution to VICI to fund a dividend or distribution by VICI that is believes is necessary to maintain its status as a REIT or to avoid payment of any tax for any calendar year that could be avoided by reason of such distribution, and the ability to make certain restricted payments not to exceed 95% of our cumulative Funds From Operations (as defined in the 2019 Senior Unsecured Notes Indentures), plus the aggregate net proceeds from (i) the sale of certain equity interests in, (ii) capital contributions to, and (iii) certain convertible indebtedness of, the Operating Partnership.

The amount of restricted net assets the Company’s consolidated subsidiaries held as of December 31, 2019 was approximately $7.9 billion.


3.	Commitments, contingencies, and long-term obligations

For a discussion of the Company’s commitments, contingencies, and long-term obligations under its senior secured credit facilities, see Note 7 of the Company’s consolidated financial statements.

Schedule III - Real Estate and Accumulated Depreciation

12 Months Ended

Dec. 31, 2019

SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation Disclosure [Abstract]

Schedule III - Real Estate and Accumulated Depreciation

SCHEDULE III

REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION

December 31, 2019

(in thousands)



			Acquisition Costs				Costs Capitalized Subsequent to Acquisition				Gross Amount at Which Carried at Close of Period
Description	Location	Encumbrances	Land and Improvements		Building and Improvements		Land and Improvements		Building and Improvements		Land and Improvements		Building and Improvements		Total (a)		Accumulated Depreciation		Date Acquired	Useful Life
Caesars Palace Land	Las Vegas, Nevada		$	1,010,967	$	—	$	—	$	—	$	1,010,967	$	—	$	1,010,967	$	—	10/6/2017 (b)	N/A
Land Parcels subject to Non-CPLV Lease Agreement	Various	(c)	75,691		—		—		—		75,691		—		75,691		—		10/6/2017	N/A
Vacant, non-operating Land	Various		21,111		—		—		—		21,111		—		21,111		—		10/6/2017	N/A
Eastside Property (d)	Las Vegas, Nevada		73,600		—		—		—		73,600		—		73,600		—		10/6/2017	N/A
			$	1,181,369	$	—	$	—	$	—	$	1,181,369	$	—	$	1,181,369	$	—

(a) As discussed further in Note 2 — Summary of Significant Accounting Policies, the Lease Agreements are bifurcated between operating leases and direct financing leases, resulting in land that is subject to operating lease treatment being recorded as a Real Estate Investments accounted for using the operating method on the Company's Balance Sheet and included in this Schedule III. Building assets that triggered direct financing lease treatment are recorded Investment in direct financing leases, net on the Company's Balance Sheet and are not included in this Schedule III.
(b) Octavius tower addition to the Land was acquired on July 11, 2018.
(c) Pledged to secure obligations under the Senior Secured Credit.
(d) The transaction to sell the Eastside Property to a subsidiary of Caesars closed on December 22, 2017. Due to a put/call option on the land parcels, it was determined that the transaction does not meet the requirements of a completed sale for accounting purposes. As a result, we reclassified $73.6 million from Real estate investments accounted for using the operating method to Land.

A summary of activity for real estate assets and accumulated depreciation for the period October 6, 2017 to December 31, 2019 is as follows:



		Real Estate			Accumulated Depreciation
Balance as of October 6, 2017		$	1,184,000		$	—
	Additions	—			—
	Disposals	—			—
	Depreciation expense	—			—
Balance as of December 31, 2017		$	1,184,000		$	—
	Additions	10,967			—
	Impairments	(12,334		)	—
	Disposals	(186		)	—
	Depreciation expense	—			—
Balance as of December 31, 2018		$	1,182,447		$	—
	Additions	—			—
	Impairments	—			—
	Disposals	(1,078		)	—
	Depreciation expense	—			—
Balance as of December 31, 2019		$	1,181,369		$	—

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2019

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Basis of Presentation

Principles of Consolidation and Non-controlling Interest

Use of Estimates

Reportable Segments

Cash, Cash Equivalents, and Restricted Cash

Cash, Cash Equivalents and Restricted Cash

As of December 31, 2018, restricted cash was primarily comprised of funds paid by us into a restricted account for a lender required FF&E replacement reserve for the CPLV CMBS Debt.

Short-Term Investments

Leases

Investments in Direct Financing and Sales-Type Leases, Net

Lease Term

Income from Leases

Investments in Land

Vacant, Non-Operating Land

Eastside Property

$73.6 million is presented as Land with a corresponding amount of $73.6 million recorded as Deferred financing liability in our Consolidated Balance Sheet.

Property and Equipment Used in Operations

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows:



Depreciable land improvements	2-50 years
Building and improvements	5-25 years
Furniture and equipment	2-5 years

Impairment

Fair Value Measurements

Derivative Financial Instruments

We record our derivative financial instruments as either Other assets or Other liabilities on our Balance Sheet at fair value.

Tenant Reimbursement of Property and Revenue from Golf Operations

Tenant Reimbursement of Property Taxes

Revenue from Golf Operations

Income Taxes - REIT Qualification

Income Taxes-REIT Qualification

We recognize any interest and penalties, as incurred, in general and administrative expenses in our Statement of Operations.

Debt Issuance Costs

Transaction and Acquisition Expenses

Share Based Compensation

Stock-Based Compensation

Earnings Per Share

Underwriting Commissions and Offering Costs

Concentrations of Credit Risk

Recently Issued Accounting Pronouncements

Accounting Pronouncements Recently Adopted

Lessor Accounting

•


•	Initial direct costs associated with the execution of lease agreements, such as legal fees and certain transaction costs will no longer be capitalizable and instead are expensed in the period incurred.

•


•	Prior to our adoption of ASC 842, the residual value component of our Lease Agreements was assessed for impairment under ASC 360 while the receivable component was separately assessed for impairment under ASC 310. Upon adoption of ASC 842, both the receivable and residual value components of the direct financing and sales-type leases are assessed for impairment under ASC 310.

Lessee Accounting

Accounting Pronouncements Not Yet Adopted

Caesars Entertainment Outdoor

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Property and Equipment Used in Operations

Leasehold improvements are amortized over the shorter of the term of the respective lease or their useful life using the straight-line method.

Property Costs

Property costs are charged to income during the period incurred and include land rent, utilities and general repairs and maintenance.

Long-Lived Assets

Income Taxes - REIT Qualification

Income Taxes

Advertising Expense

The golf courses are marketed through advertising and other promotional activities. Advertising expense is charged to income during the period incurred.

Cash

Cash consists of cash-on-hand and cash-in-bank

Receivables

Inventory

Inventory, which consists primarily of food and beverages and merchandise held for resale, is stated at the lower of cost or market. Losses on obsolete or excess inventory are not material.

Liabilities Subject to Compromise

Revenue Recognition, Leases

Revenue Recognition

rounds played, the types of rounds played (market-rate or discounted rate), and costs incurred to allow the golf course to continue to offer golf as an amenity to its gaming customers.

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2019

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Schedule of Cash and Cash Equivalents and Restricted Cash



(In thousands)	December 31, 2019		December 31, 2018
Cash and cash equivalents	$	1,101,893	$	577,883
Restricted cash	—		20,564
Total cash, cash equivalents and restricted cash shown in the Statement of Cash Flows	$	1,101,893	$	598,447

Schedule Of Depreciation

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows:



Depreciable land improvements	2-50 years
Building and improvements	5-25 years
Furniture and equipment	2-5 years



(In thousands)	December 31, 2019			December 31, 2018
Land and land improvements	$	59,346		$	58,573
Buildings and improvements	14,805			14,572
Furniture and equipment	4,523			2,805
Total property and equipment used in operations	78,674			75,950
Less: accumulated depreciation	(8,268		)	(4,437		)
Total property and equipment used in operations, net	$	70,406		$	71,513



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Depreciation expense	$	3,831	$	3,686	$	751

Caesars Entertainment Outdoor

New Accounting Pronouncements or Change in Accounting Principle [Line Items]

Schedule Of Depreciation

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease, as follows:

Useful Lives

Land improvements	12-60 years
Buildings and leasehold improvements	40 years
Building improvements	5-15 years
Furniture, fixtures, and equipment	2-10 years



	(In thousands)
	October 5, 2017			December 31, 2016
Land and non-depreciable land improvements	$	35,525		$	35,525
Depreciable land improvements	40,183			40,174
Buildings and improvements	35,153			35,133
Furniture and equipment (including capital leases)	4,833			5,445
Construction in progress	1,831			—
Total property and equipment	117,525			116,277
Less: accumulated depreciation	(29,216		)	(27,446		)
Total property and equipment, net	$	88,309		$	88,831



	(In thousands)
	Period from January 1, 2017 to October 5, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015
Depreciation expense (including capital lease amortization)	$	2,445	$	3,030	$	2,882

Allowance for Doubtful Accounts



	(In thousands)
	2017			2016			2015
Balance as of January 1,	$	7		$	19		$	1
Charges (credits) to income	12			(10		)	31
Write-offs less recoveries	(11		)	(2		)	(13		)
Balance as of October 5, 2017; December 31, 2016; and December 31, 2015, respectively	$	8		$	7		$	19

Real Estate Portfolio (Tables)

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Schedule Of Direct Financing Lease

The following is a summary of the balances of our real estate portfolio as of December 31, 2019 and 2018:



(In thousands)	December 31, 2019			December 31, 2018
Minimum lease payments receivable under direct financing and sales-type leases ⁽¹⁾	$	31,460,712		$	27,285,943
Estimated residual values of leased property (unguaranteed)	2,525,469			2,135,312
Gross investment in direct financing and sales-type leases	33,986,181			29,421,255
Unamortized initial direct costs	42,819			22,822
Less: Unearned income	(23,294,755		)	(20,528,030		)
Net investment in direct financing and sales-type leases	10,734,245			8,916,047
Investment in operating leases	1,086,658			1,086,658
Total Investments in leases, net	11,820,903			10,002,705
Land	94,711			95,789
Total Real estate portfolio	$	11,915,614		$	10,098,494

____________________

(1) Minimum lease payments do not include contingent rent, as discussed below, that may be received under the Lease Agreements.

Schedule of Components of Direct Financing and Operating Leases

The following table details the components of our income from direct financing, sales-type and operating leases:



	Year Ended December 31,					Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018			Period from October 6, 2017 to December 31, 2017
Income from direct financing and sales-type leases	$	822,205	$	741,564		$	150,171
Income from operating leases	43,653		47,972			11,529
Total leasing revenue	865,858		789,536			161,700
Direct financing and sales-type lease adjustments ⁽¹⁾	239		(45,404		)	(8,443		)
Total contractual leasing revenue	$	866,097	$	744,132		$	153,257

____________________

Schedule of Future Minimum Lease Payments for Operating and Capital Leases

At December 31, 2019, minimum lease payments owed to us for each of the five succeeding years under direct financing, sales-type and operating leases are as follows:



(In thousands)	Minimum Lease Payments ⁽¹⁾
2020	$	953,949
2021	960,374
2022	971,004
2023	985,938
2024	998,222
Thereafter	28,024,506
Total	$	32,893,993

____________________

(1) Minimum lease payments do not include contingent rent, as discussed below, that may be received under the Lease Agreements.

Schedule of Material Lease Provisions Of Lease Agreements

The following is a summary of the material lease provisions of the Hard Rock Cincinnati Lease Agreement:



($ In thousands)
Lease Provision		Term
Initial term		15 years
Renewal terms		Four, five-year terms
Current annual rent ⁽¹⁾		$42,750
Escalator commencement		Lease year two
Escalator ⁽²⁾		Lease years 2-4 - 1.5% Lease years 5-15 - The greater of 2% or the change in consumer price index (“CPI”) unless the change in CPI is less than 0.5%, in which case there is no escalation in rent for such lease year
Variable rent commencement/reset		Lease year 8
Variable rent split ⁽³⁾		80% Base Rent and 20% Variable Rent
Variable rent percentage ⁽³⁾		4%

____________________

(1)The amount represents the current annual base rent payable for the current lease year which is the period from September 20, 2019 through September 30, 2020.

(3) Variable rent is not subject to the escalator and is calculated as an increase or decrease of the average of net revenues for lease years 5 through 7 compared to the average net revenue for lease years 1 through 3, multiplied by the Variable rent percentage.The following is a summary of the material lease provisions of our lease with a subsidiary of JACK Entertainment which commenced on January 24, 2020, the date of acquisition:



($ In thousands)
Lease Provision		Term
Initial term		15 years
Renewal terms		Four, five-year terms
Current annual rent ⁽¹⁾		$65,880
Escalator commencement		Lease year two
Escalator ⁽²⁾		Lease years 2-3 - 1.0% Lease years 4-6 - 1.5% Lease Years 7-15 - The greater of 1.5% or the change in consumer price index (“CPI”) capped at 2.5%
Net revenue to rent ratio floor		4.9x in any lease year (commencing in lease year 5) - if the coverage ratio is below the stated amount, there is no escalation in rent for such lease year
Variable rent commencement/reset		Lease year 8 and 11
Variable rent split ⁽³⁾		80% Base Rent and 20% Variable Rent
Variable rent percentage ⁽³⁾		4%

____________________

(1)The amount represents the current annual base rent payable for the current lease year which is the period from January 24, 2020 through January 31, 2021.

(2) Any amounts representing rents in excess of the CPI floors specified above are considered contingent rent in accordance with GAAP.

The following is a summary of the material provisions of the Penn National Lease Agreements:



($ In thousands)
Lease Provision	Margaritaville Lease Agreement	Greektown Lease Agreement
Initial term	15 years	15 years
Renewal terms	Four, five-year terms	Four, five-year terms
Current annual rent ⁽¹⁾	$23,544	$55,600
Escalation commencement	Lease year two	Lease year two
Escalation	2% of Building base rent, subject to the net revenue to rent ratio floor	2% of Building base rent, subject to the EBITDAR to rent ratio floor
Performance to rent ratio floor ⁽²⁾	6.1x net revenue commencing lease year two	1.85x EBITDAR commencing lease year two
Percentage rent ⁽³⁾	$3,000 (fixed for lease year one and two)	$6,400 (fixed for lease year one and two)
Percentage rent reset	Lease year three and each and every other lease year thereafter	Lease year three and each and every other lease year thereafter
Percentage rent multiplier	The product of (i) 4% and (ii) the excess (if any) of (a) the average annual net revenue of a trailing two-year period preceding such reset year over (b) a threshold amount (defined as 50% of LTM net revenues prior to acquisition)	The product of (i) 4% and (ii) the excess (if any) of (a) the average annual net revenue of a trailing two-year period preceding such reset year over (b) a threshold amount (defined as 50% of LTM net revenues prior to acquisition)

____________________



($ In thousands)
Lease Provision ⁽¹⁾	Non-CPLV Lease Agreement and Joliet Lease Agreement	CPLV Lease Agreement	HLV Lease Agreement
Initial Term	15 years	15 years	15 years
Renewal Terms	Four, five-year terms	Four, five-year terms	Four, five-year terms
Current annual rent ⁽²⁾	$508,534	$207,745	$89,157
Escalator commencement	Lease year two	Lease year two	Lease year two
Escalator ⁽³⁾	Lease years 2-5 - 1.5% Lease years 6-15 - Consumer price index subject to 2% floor	Consumer price index subject to 2% floor	Lease years 2-5 - 1% Lease years 6-15 - Consumer price index subject to 2% floor
EBITDAR to Rent Ratio floor ⁽⁴⁾	1.2x commencing lease year 8	1.7x commencing lease year 8	1.6x commencing lease year 6
Variable Rent commencement/reset	Lease years 8 and 11	Lease years 8 and 11	Lease years 8 and 11
Variable Rent split ⁽⁵⁾	Lease years 8-10 - 70% Base Rent and 30% Variable Rent Lease years 11-15- 80% Base Rent and 20% Variable Rent	80% Base Rent and 20% Variable Rent	80% Base Rent and 20% Variable Rent
Variable Rent percentage ⁽⁵⁾	4%	4%	4%

____________________

(1) All capitalized terms used without definition herein have the meanings detailed in the applicable Caesars Lease Agreements.

(5) Variable Rent is not subject to the Escalator and is calculated as an increase or decrease of Net Revenues, as defined in the Caesars Lease Agreements, multiplied by the Variable Rent percentage.

The following is a summary of the material lease provisions of the Century Portfolio Lease Agreement:



($ In thousands)
Lease Provision		Term
Initial term		15 years
Renewal terms		Four, five-year terms
Current annual rent ⁽¹⁾		$25,000
Escalator commencement		Lease year two
Escalator ⁽²⁾		Lease years 2-3 - 1.0% Lease years 4-15 - The greater of 1.25% or the change in consumer price index (“CPI”)
Net revenue to rent ratio floor		7.5x commencing lease year six - if the coverage ratio is below the stated amount the escalator will be reduced to 0.75%
Variable rent commencement/reset		Lease year 8 and 11
Variable rent split ⁽³⁾		80% Base Rent and 20% Variable Rent
Variable rent percentage ⁽³⁾		4%

____________________

(1)The amount represents the current annual base rent payable for the current lease year which is the period from December 6, 2019 through December 31, 2020.

Schedule Of Capital Expenditure Requirements Under Lease Agreements



Provision	Non-CPLV Lease Agreement and Joliet Lease Agreement	CPLV Lease Agreement	HLV Lease Agreement
Yearly minimum expenditure	1% of net revenues ⁽¹⁾	1% of net revenues ⁽¹⁾	1% of net revenues commencing in 2022
Rolling three-year minimum ⁽²⁾	$255 million	$84 million	N/A
Initial minimum capital expenditure	N/A	N/A	$171 million (2017 - 2021)

____________________



Provision	Penn National Lease Agreements	Hard Rock Cincinnati Lease Agreement	Century Portfolio Lease Agreement	JACK Cleveland/Thistledown Lease Agreement
Yearly minimum expenditure	1% of net revenues based on rolling four-year basis	1% of net revenues	1% of net gaming revenues ⁽¹⁾	Initial minimum of $30 million ⁽²⁾ Thereafter - 1% of net revenues on a rolling three-year basis

____________________

(1) Minimum of 1% of net gaming revenue on a rolling three-year basis for each individual facility and 1% of net gaming revenues per fiscal year for the facilities collectively.

(2) Initial minimum required to be spent from the period commencing April 1, 2019 through December 31, 2022.

Property and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Line Items]

Schedule Of Property and Equipment Used in Operations, Net

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows:



Depreciable land improvements	2-50 years
Building and improvements	5-25 years
Furniture and equipment	2-5 years



(In thousands)	December 31, 2019			December 31, 2018
Land and land improvements	$	59,346		$	58,573
Buildings and improvements	14,805			14,572
Furniture and equipment	4,523			2,805
Total property and equipment used in operations	78,674			75,950
Less: accumulated depreciation	(8,268		)	(4,437		)
Total property and equipment used in operations, net	$	70,406		$	71,513



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Depreciation expense	$	3,831	$	3,686	$	751

Caesars Entertainment Outdoor

Property, Plant and Equipment [Line Items]

Schedule Of Property and Equipment Used in Operations, Net

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease, as follows:

Useful Lives

Land improvements	12-60 years
Buildings and leasehold improvements	40 years
Building improvements	5-15 years
Furniture, fixtures, and equipment	2-10 years



	(In thousands)
	October 5, 2017			December 31, 2016
Land and non-depreciable land improvements	$	35,525		$	35,525
Depreciable land improvements	40,183			40,174
Buildings and improvements	35,153			35,133
Furniture and equipment (including capital leases)	4,833			5,445
Construction in progress	1,831			—
Total property and equipment	117,525			116,277
Less: accumulated depreciation	(29,216		)	(27,446		)
Total property and equipment, net	$	88,309		$	88,831



	(In thousands)
	Period from January 1, 2017 to October 5, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015
Depreciation expense (including capital lease amortization)	$	2,445	$	3,030	$	2,882

Other Assets and Other Liabilities (Tables)

12 Months Ended

Dec. 31, 2019

Other Liabilities Disclosure [Abstract]

Schedule of Other Assets

The following table details the components of our other assets as of December 31, 2019 and 2018:



(In thousands)	December 31, 2019		December 31, 2018
Property and equipment used in operations, net	$	70,406	$	71,513
Receivables	60,111		—
Right of use assets	26,426		—
Debt financing costs	14,575		6,190
Deferred acquisition costs	11,134		7,062
Prepaid expenses	3,252		3,060
Interest receivable	1,626		886
Other	1,108		1,253
Tenant receivable for property taxes	—		25,586
Total other assets	$	188,638	$	115,550

Schedule Of Property and Equipment Used in Operations, Net

Depreciation is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the related lease as follows:



Depreciable land improvements	2-50 years
Building and improvements	5-25 years
Furniture and equipment	2-5 years



(In thousands)	December 31, 2019			December 31, 2018
Land and land improvements	$	59,346		$	58,573
Buildings and improvements	14,805			14,572
Furniture and equipment	4,523			2,805
Total property and equipment used in operations	78,674			75,950
Less: accumulated depreciation	(8,268		)	(4,437		)
Total property and equipment used in operations, net	$	70,406		$	71,513



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Depreciation expense	$	3,831	$	3,686	$	751

Schedule of Other Liabilities

The following table details the components of our other liabilities as of December 31, 2019 and 2018:



(In thousands)	December 31, 2019		December 31, 2018
Derivative liability	65,078		22,124
Lease liabilities	26,426		—
Other accrued expenses	21,023		30,951
Accrued payroll and other compensation	7,369		4,934
Deferred income taxes	3,382		3,340
Accounts payable	640		1,057
Total other liabilities	$	123,918	$	62,406

Debt (Tables)

12 Months Ended

Dec. 31, 2019

Debt Disclosure [Abstract]

Schedule of Debt

The following tables detail our debt obligations as of December 31, 2019 and 2018:



($ in thousands)	December 31, 2019
Description of Debt	Final Maturity	Interest Rate	Face Value		Carrying Value⁽¹⁾
VICI PropCo Senior Secured Credit Facilities
Revolving Credit Facility⁽²⁾	2024	L + 2.00%	$	—	$	—
Term Loan B Facility⁽³⁾	2024	L + 2.00%	2,100,000		2,076,962
Second Lien Notes⁽⁴⁾	2023	8.00%	498,480		498,480
November 2019 Senior Unsecured Notes
2026 Notes⁽⁵⁾	2026	4.25%	1,250,000		1,231,227
2029 Notes⁽⁵⁾	2029	4.625%	1,000,000		984,894
Total Debt			$	4,848,480	$	4,791,563



($ in thousands)	December 31, 2018
Description of Debt	Final Maturity	Interest Rate	Face Value		Carrying Value⁽¹⁾
VICI PropCo Senior Secured Credit Facilities
Revolving Credit Facility⁽²⁾	2022	L + 2.00%	$	—	$	—
Term Loan B Facility⁽³⁾	2024	L + 2.00%	2,100,000		2,073,784
Second Lien Notes⁽⁴⁾	2023	8.00%	498,480		498,480
CPLV Debt
CPLV CMBS Debt ⁽⁶⁾	2022	4.36%	1,550,000		1,550,000
Total Debt			$	4,148,480	$	4,122,264

____________________


(1)	Carrying value is net of original issue discount and unamortized debt issuance costs incurred in conjunction with debt.

(2)

(3)


(4)	Interest is payable semi-annually. Subsequent to the year end, on February 20, 2020 the Second Lien Notes were redeemed in full.


(5)	Interest is payable semi-annually.


(6)	The CPLV CMBS Debt was repaid in full on November 26, 2019 with proceeds from the November 2019 Senior Unsecured Notes.

Contractual Obligation, Fiscal Year Maturity Schedule

The following table is a schedule of future minimum payments of our debt obligations as of December 31, 2019:



($ in thousands)	Future Minimum Payments
2020	$	—
2021	—
2022	10,000
2023 ⁽¹⁾	520,480
2024	2,068,000
Thereafter	2,250,000
Total minimum repayments	$	4,848,480

____________________

(1) $498.5 million represents the Second Lien Notes which were redeemed in full on February 20, 2020.

Derivatives (Tables)

12 Months Ended

Dec. 31, 2019

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of derivatives

The following tables detail our outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of December 31, 2019 and 2018:



($ in thousands)	December 31, 2019
Instrument	Number of Instruments	Fixed Rate	Notional	Index	Maturity
Interest Rate Swaps	4	2.8297%	$1,500,000	USD LIBOR	April 22, 2023
Interest Rate Swaps	2	2.3802%	$500,000	USD LIBOR	January 22, 2021



($ in thousands)	December 31, 2018
Instrument	Number of Instruments	Fixed Rate	Notional	Index	Maturity
Interest Rate Swaps	4	2.8297%	$1,500,000	USD LIBOR	April 22, 2023

Debt Securities, Available-for-sale, Unrealized Loss Position, Fair Value



	Year Ended December 31,						Period from October 6, 2017 to December 31, 2017
(In thousands)	2019			2018			Period from October 6, 2017 to December 31, 2017
Unrealized loss recorded in other comprehensive income	$	(42,954	)	$	(22,124	)	$	—
Interest recorded in interest expense	$	9,269		$	6,305		$	—

- Definition

Tabular disclosure of pertinent information about a derivative or group of derivatives on a disaggregated basis, such as for individual instruments, or small groups of similar instruments. May include a combination of the type of instrument, risks being hedged, notional amount, hedge designation, related hedged item, inception date, maturity date, or other relevant item.

+ References

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Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

Fair Value (Tables)

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value, Net Derivative Measured on Recurring Basis, Unobservable Input Reconciliation

The following tables summarize our assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018:



	December 31, 2019
(In thousands)			Fair Value
	Carrying Amount		Level 1		Level 2		Level 3
Financial assets:
Short-term investments ⁽¹⁾	$	59,474	$	—	$	59,474	$	—
Financial liabilities:
Derivative instruments - interest rate swaps ⁽²⁾	$	65,078	$	—	$	65,078	$	—



	December 31, 2018
(In thousands)			Fair Value
	Carrying Amount		Level 1		Level 2		Level 3
Financial assets:
Short-term investments ⁽¹⁾	$	520,877	$	—	$	520,877	$	—
Financial liabilities:
Derivative instruments - interest rate swaps ⁽²⁾	$	22,124	$	—	$	22,124	$	—

____________________


(1)	The carrying value of these investment is equal to their fair value due to the short-term nature of the investments as well as their credit quality.

(2)

The fair values of our interest rate swap derivative instruments were estimated using advice from a third-party derivative specialist, based on contractual cash flows and observable inputs comprising interest rate curves and credit spreads, which are Level 2 measurements as defined under ASC 820.

Schedule Of Estimated Fair Value

The estimated fair values of our financial instruments at December 31, 2019 and 2018 for which fair value is only disclosed are as follows:



	December 31, 2019				December 31, 2018
(In thousands)	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Financial assets:
Cash and cash equivalents	$	1,101,893	$	1,101,893	$	577,883	$	577,883
Restricted cash	—		—		20,564		20,564
Financial liabilities:
Debt ⁽¹⁾
Revolving Credit Facility	$	—	$	—	$	—	$	—
Term Loan B Facility	2,076,962		2,110,500		2,073,784		2,016,000
Second Lien Notes	498,480		538,358		498,480		535,866
CPLV CMBS Debt ⁽²⁾	—		—		1,550,000		1,539,040
2026 Notes	1,231,227		1,287,500		—		—
2029 Notes	984,894		1,045,000		—		—

____________________

(2) The CPLV CMBS Debt was repaid in full in November 2019.

Fair Value Measurements, Nonrecurring

The following table summarizes the significant unobservable inputs used in the non-recurring Level 3 fair value measurements:



				Significant Assumptions ($ in per sq. ft.)
Asset Type	Fair Value		Valuation Technique	Range	Weighted Average		Square Footage
Land	$	11,600	Sales comparison	$0.50 - 5.00	$	2.90	4,002,908

The following table summarizes our assets and liabilities measured at fair value on a non-recurring basis in relation to the impairment recorded during the three months ended September 30, 2018:



	September 30, 2018
(In thousands)			Fair Value
	Carrying Amount		Level 1		Level 2		Level 3
Financial assets:
Land ⁽¹⁾	$	19,019	$	—	$	7,419	$	11,600

____________________

(1)

The fair value of the de minimis land valued based on the contract price represents a Level 2 measurement as defined in ASC 820, while the inputs for the de minimis land valued using the sales comparison approach represents Level 3 measurements as defined in ASC 820. The measurement and related estimates were made as of September 30, 2018.

Commitments and Contingent Liabilities (Tables)

12 Months Ended

Dec. 31, 2019

Loss Contingencies [Line Items]

Contractual Obligation, Fiscal Year Maturity Schedule

The following table is a schedule of future minimum payments of our debt obligations as of December 31, 2019:



($ in thousands)	Future Minimum Payments
2020	$	—
2021	—
2022	10,000
2023 ⁽¹⁾	520,480
2024	2,068,000
Thereafter	2,250,000
Total minimum repayments	$	4,848,480

____________________

(1) $498.5 million represents the Second Lien Notes which were redeemed in full on February 20, 2020.

Lease, Cost

Total rental expense, included in golf operations and general and administrative expenses in our Statement of Operations and contractual rent expense under these agreements were as follows:



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Rent expense	$	1,622	$	1,519	$	256
Cash paid for rent	$	1,257	$	1,297	$	268

Schedule of Future Minimum Rental Payments for Operating Leases



(In thousands)	Lease Commitments
2020	$	1,485
2021	1,862
2022	1,880
2023	1,899
2024	1,919
Thereafter	20,983
Total minimum lease commitments	$	30,028
Discounting factor	12,290
Lease liability	$	17,738

Caesars Entertainment Outdoor

Loss Contingencies [Line Items]

Contractual Obligation, Fiscal Year Maturity Schedule

The future commitments relating to these agreements at October 5, 2017 are as follows:



	(In thousands)
	Maintenance Agreements
2017	$	775
2018	2,969
2019	225
Total maintenance agreement commitments	$	3,969

Schedule of Future Minimum Rental Payments for Operating Leases

The future minimum lease commitments relating to the base lease rent portion of noncancelable operating leases at October 5, 2017 are as follows:



	(In thousands)
	Operating Leases
2017	$	214
2018	873
2019	891
2020	908
2021	926
2022 and thereafter	18,911
Total minimum rental commitments	$	22,723

Shareholders' Equity (Tables)

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Schedule of Common Stock Shares Outstanding

The following table details the issuance of outstanding shares of common stock, including restricted common stock:



Common Stock Outstanding	2019	2018
Beginning Balance January 1	404,729,616	300,278,938
Issuance of common stock in initial public offering	—	69,575,000
Issuance of common stock in primary follow-on offerings ⁽¹⁾	50,000,000	34,500,000
Issuance of common stock under the at-the-market offering program	6,107,633	—
Issuance of restricted and unrestricted common stock under the stock incentive program, net of forfeitures ⁽²⁾	167,493	375,678
Ending Balance December 31	461,004,742	404,729,616

____________________


(1)	Excludes the 65,000,000 shares issued in June 2019 subject to Forward Sale Agreements to be settled by September 26, 2020.

(2)

The years ended December 31, 2019 and 2018 excludes 157,512 share units and 133,491 share units, respectively, issued under the performance-based stock incentive program.

Dividends Declared

Dividends declared (on a per share basis) during the years ended December 31, 2019 and 2018 were as follows:



Year Ended December 31, 2019
Declaration Date	Record Date	Payment Date	Period	Dividend
March 14, 2019	March 29, 2019	April 11, 2019	January 1, 2019 - March 31, 2019	$	0.2875
June 13, 2019	June 28, 2019	July 12, 2019	April 1, 2019 - June 30, 2019	$	0.2875
September 12, 2019	September 27, 2019	October 10, 2019	July 1, 2019 - September 30, 2019	$	0.2975
December 12, 2019	December 27, 2019	January 9, 2020	October 1, 2019 - December 31, 2019	$	0.2975



Year Ended December 31, 2018
Declaration Date	Record Date	Payment Date	Period	Dividend
March 15, 2018 ⁽¹⁾	March 29, 2018	April 13, 2018	February 5, 2018 - March 31, 2018	$	0.16
June 14, 2018	June 28, 2018	July 13, 2018	April 1, 2018 - June 30, 2018	$	0.2625
September 17, 2018	September 28, 2018	October 11, 2018	July 1, 2018 - September 30, 2018	$	0.2875
December 13, 2018	December 28, 2018	January 10, 2019	October 1, 2018 - December 31, 2018	$	0.2875

____________________

(1)

The dividend was pro-rated for the period commencing upon the closing of our initial public offering and ending on March 31, 2018, based on a quarterly distribution rate of $0.2625 per share.

- Definition

Tabular disclosure of an entity's stock, including par or stated value per share, number and dollar amount of share subscriptions, shares authorized, shares issued, shares outstanding, number and dollar amount of shares held in an employee trust, dividend per share, total dividends, share conversion features, par value plus additional paid in capital, the value of treasury stock and other information necessary to a fair presentation, and EPS information. Stock by class includes common, convertible, and preferred stocks which are not redeemable or redeemable solely at the option of the issuer. Includes preferred stock with redemption features that are solely within the control of the issuer and mandatorily redeemable stock if redemption is required to occur only upon liquidation or termination of the reporting entity. If more than one issue is outstanding, state the title of each issue and the corresponding dollar amount; dollar amount of any shares subscribed but unissued and the deduction of subscriptions receivable there from; number of shares authorized, issued, and outstanding.

+ References

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-Name Accounting Standards Codification
-Topic 505
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Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI http://asc.fasb.org/extlink&oid=65877616&loc=d3e177068-122764

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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-Topic 235
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-Subparagraph (SX 210.4-08(d))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 505
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 14: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Earnings Per Share (Tables)

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Schedule of Weighted Average Earnings Per Share



	Year Ended December 31,		Period from October 6, 2017 to December 31, 2017
(In thousands)	2019	2018	Period from October 6, 2017 to December 31, 2017
Determination of shares:
Weighted-average shares of common stock outstanding	435,071	367,226	227,829
Assumed conversion of restricted stock	566	91	156
Assumed settlement of Forward Sale Agreements	3,516	—	—
Diluted weighted-average shares of common stock outstanding	439,153	367,317	227,985

Basic and Diluted Earnings Per Share

	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands, except per share data)	2019		2018		Period from October 6, 2017 to December 31, 2017
Basic:
Net income attributable to common stockholders	$	545,964	$	523,619	$	42,662
Weighted-average shares of common stock outstanding	435,071		367,226		227,829
Basic EPS	$	1.25	$	1.43	$	0.19

Diluted:
Net income attributable to common stockholders	$	545,964	$	523,619	$	42,662
Diluted weighted-average shares of common stock outstanding	439,153		367,317		227,985
Diluted EPS	$	1.24	$	1.43	$	0.19

Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

Schedule of Allocated Share-based Compensation Expense

The following table details the stock-based compensation expense recorded as General and administrative expense in the Statement of Operations:



	Year Ended December 31,				Period from October 6, 2017 to December 31, 2017
(In thousands)	2019		2018		Period from October 6, 2017 to December 31, 2017
Stock-based compensation expense	$	5,223	$	2,342	$	1,385

Schedule of Share-based Compensation Arrangements by Share-based Payment Award

The following table details the activity of our incentive stock, time-based restricted stock and performance-based restricted stock units:



	Shares		Weighted Average Grant Date Fair Value
Outstanding as of Formation Date	—		$	—
Granted	174,572		15.41
Vested	(50,962	)	14.90
Forfeited	—		—
Canceled	—		—
Outstanding as of December 31, 2017	123,610		15.61
Granted	336,980		19.37
Vested	(59,954	)	10.18
Forfeited	(2,383	)	16.88
Canceled	—		—
Outstanding as of December 31, 2018	398,253		19.60
Granted	338,788		22.03
Vested	(121,786	)	18.57
Forfeited	(13,783	)	20.44
Canceled	—		—
Outstanding as of December 31, 2019	601,472		$	21.16

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2019

Income Tax Contingency [Line Items]

Schedule of Components of Income Tax Expense (Benefit)

The composition of our income tax expense (benefit) was as follows:



	Year Ended December 31,														Period from October 6, 2017 to December 31, 2017
	2019							2018							Period from October 6, 2017 to December 31, 2017
(In thousands)	Current		Deferred			Total		Current		Deferred			Total		Current		Deferred			Total
Federal	$	1,100	$	46		$	1,146	$	1,693	$	(459	)	$	1,234	$	—	$	(1,909	)	$	(1,909	)
State	563		(4		)	559		126		81			207		11		(3		)	8
Income tax expense (benefit)	$	1,663	$	42		$	1,705	$	1,819	$	(378	)	$	1,441	$	11	$	(1,912	)	$	(1,901	)

Schedule of Deferred Tax Assets and Liabilities

At December 31, 2019 and 2018, the net effects of temporary differences that gave rise to significant portions of the deferred tax assets and deferred tax liabilities were:



(In thousands)	December 31, 2019			December 31, 2018
Deferred tax assets:
Federal net operating loss	$	—		$	—
Accruals, reserves and other	96			117
Total deferred tax assets	96			117
Deferred tax liabilities:
Land, buildings and equipment, net	(3,478		)	(3,457		)
Total deferred tax liabilities	(3,478		)	(3,457		)
Net deferred tax liability	$	(3,382	)	$	(3,340	)

Schedule of Effective Income Tax Rate Reconciliation

The following table reconciles our effective income tax rate to the historical federal statutory rate of 21% in 2019 and 2018 and 35% in 2017:



	Year Ended December 31, 2019					Year Ended December 31, 2018					Period from October 6, 2017 to December 31, 2017
(Amounts in thousands)	Amount			Percent		Amount			Percent		Amount			Percent
Federal income tax expense at statutory rate	$	116,757		21.0	%	$	112,326		21.0	%	$	15,414		35.0	%
REIT income not subject to federal income tax	(115,395		)	(20.8	)	(111,035		)	(20.8	)	(14,897		)	(33.8	)
Pre-tax gain attributable to taxable subsidiaries	1,362			0.3		1,291			0.2		517			1.2
State income taxes, net of federal benefits	542			0.1		187			—		5			—
Non-deductible expenses and other	(199		)	—		(37		)	—		—			—
Impact of Tax Reform on deferred tax liability	—			—		—			—		(2,423		)	(5.5	)
Income tax expense (benefit)	$	1,705		0.3	%	$	1,441		0.2	%	$	(1,901	)	(4.3	)%

Federal Income Tax Note

For U.S. Federal income tax purposes, the portion of the dividends allocated to stockholders for the years ended December 31, 2019 and 2018 are characterized as follows:



	Year Ended December 31,
($ per share)	2019		2018
Ordinary dividends	$	0.8465	$	0.9251
Section 199A dividends ⁽¹⁾	$	0.8159	$	0.9251
Qualified dividend ⁽¹⁾	$	0.0306	$	—

Non-dividend distribution	$	0.0985	$	—

____________________

(1)

These amounts are a subset of, and are included in, the ordinary dividend amounts.

Caesars Entertainment Outdoor

Income Tax Contingency [Line Items]

Schedule of Components of Income Tax Expense (Benefit)

Income Tax (Provision)/Benefit

	(In thousands)
	Period from January 1, 2017 to October 5, 2017			Year Ended December 31, 2016			Year Ended December 31, 2015
Current:
Federal	$	(100	)	$	(111	)	$	(98	)
State	—			—			—

Deferred	98			111			101
Income Tax Benefit	$	(2	)	$	—		$	3

Schedule of Deferred Tax Assets and Liabilities

Temporary Differences Resulting in Deferred Tax Assets and Liabilities

	(In thousands)
	As of October 5, 2017			As of December 31, 2016
Deferred tax assets:
Federal net operating loss	$	5,561		$	5,847
State net operating loss	378			392
Federal tax credits	82			82
Other	8			9
Subtotal	6,029			6,330
Less: valuation allowance	1,930			1,930
Total deferred tax assets	4,099			4,400
Deferred tax liabilities:
Depreciation and other property related items	(9,006		)	(9,423		)
Accrued expenses	(37		)	(20		)
Total deferred tax liabilities	(9,043		)	(9,443		)
Net deferred tax liability	$	(4,944	)	$	(5,043	)

Schedule of Unrecognized Tax Benefits Roll Forward



Reconciliation of Unrecognized Tax Benefit
	(In thousands)
	Period from January 1, 2017 to October 5, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015
Balance at beginning of period	$	1,309	$	1,309	$	1,309
Additions based on tax positions related to the current period	—		—		—
Balance at end of period	$	1,309	$	1,309	$	1,309

Summary of Income Tax Contingencies

Income Tax Expense Reconciliation

	(In thousands)
	Period from January 1, 2017 to October 5, 2017			Year Ended December 31, 2016		Year Ended December 31, 2015
Expected federal tax at the statutory tax rate	$	—		$	—	$	—
Increases/(decreases) in tax resulting from:
State taxes, net of federal tax benefit	—			—		—
Federal tax credits	—			—		3
Other	(2		)	—		—
Income tax (expense)/benefit	$	(2	)	$	—	$	3

Segment Information (Tables)

12 Months Ended

Dec. 31, 2019

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment

The following tables present certain information with respect to our segments:



	Year Ended December 31, 2019
(In thousands)	Real Property Business			Golf Course Business		VICI Consolidated
Revenues	$	865,858		$	28,940	$	894,798
Operating income	836,275			6,224		842,499
Interest expense	(248,384		)	—		(248,384		)
Loss on extinguishment of debt	(58,143		)	—		(58,143		)
Income before income taxes	549,503			6,483		555,986
Income tax expense	470			1,235		1,705
Net income	549,033			5,248		554,281
						—
Depreciation	16			3,815		3,831

Total assets	$	13,177,318		$	88,301	$	13,265,619
Total liabilities	$	5,199,029		$	17,601	$	5,216,630



	Year Ended December 31, 2018
(In thousands)	Real Property Business			Golf Course Business			VICI Consolidated
Revenues ⁽¹⁾	$	870,776		$	27,201		$	897,977
Operating income	751,803			6,151			757,954
Interest expense	(212,663		)	—			(212,663		)
Loss on extinguishment of debt	(23,040		)	—			(23,040		)
Income before income taxes	527,407			6,151			533,558
Income tax expense	—			(1,441		)	(1,441		)
Net income	527,407			4,710			532,117

Depreciation	7			3,679			3,686

Total assets	$	11,247,637		$	85,731		$	11,333,368
Total liabilities	$	4,424,861		$	7,485		$	4,432,346



	Period from October 6, 2017 to December 31, 2017
(In thousands)	Real Property Business			Golf Course Business		VICI Consolidated
Revenues ⁽¹⁾	$	181,258		$	6,351	$	187,609
Operating income	142,722			1,474		144,196
Interest expense	(63,354		)	—		(63,354		)
Loss on extinguishment of debt	(38,488		)	—		(38,488		)
Income before income taxes	41,162			1,474		42,636
Income tax expense	—			1,901		1,901
Net income	41,162			3,375		44,537

Depreciation	—			751		751

____________________

(1)

Upon the adoption of ASC 842 on January 1, 2019, we ceased recording tenant reimbursement of property taxes as these taxes are paid directly by our tenants to the applicable government entity.

Quarterly Results of Operations (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Information

The following is a summary of the unaudited quarterly results of operations for the years ended December 31, 2019 and 2018:



	Quarter Ended
($ in thousands except per share data)	December 31, 2019		September 30, 2019		June 30, 2019		March 31, 2019
Revenues	$	237,537	$	222,513	$	220,746	$	214,002
Operating income	226,758		208,380		205,495		201,866
Net income	100,713		146,515		154,127		152,926
Net income attributable to common stockholders	98,631		144,435		152,049		150,849
Net income per common share
Basic and Diluted	$	0.21	$	0.31	$	0.37	$	0.37
Dividends per share	$	0.2975	$	0.2975	$	0.2875	$	0.2875



	Quarter Ended
($ in thousands except per share data)	December 31, 2018		September 30, 2018		June 30, 2018		March 31, 2018
Revenues	$	226,039	$	232,687	$	220,975	$	218,276
Operating income	195,682		184,100		189,448		188,724
Net income	144,631		132,024		141,359		114,103
Net income attributable to common stockholders	142,541		129,912		139,044		112,122
Net income per common share
Basic and diluted	$	0.37	$	0.35	$	0.38	$	0.33
Dividends per share	$	0.2875	$	0.2875	$	0.2625	$	0.1600

Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2019

Caesars Entertainment Outdoor

Accrued Expenses [Line Items]

Schedule Of Accrued Expenses



	(In thousands)
	October 5, 2017		December 31, 2016
Accrued utilities	$	269	$	87
Accrued real estate taxes and other taxes	166		130
Advance deposits	102		112
Deferred revenue	49		125
Accrued legal and professional fees	41		23
Payroll and other compensation	12		228
Other accruals	8		—
Total accrued expenses	$	647	$	705

Related Party Transactions (Tables)

12 Months Ended

Dec. 31, 2019

Caesars Entertainment Outdoor

Schedule of Related Party Transactions

The following amounts are recorded with respect to the related-party transactions described in this section:



		(In thousands)
Transaction type	Recorded as:	Period from January 1, 2017 to October 5, 2017		Year Ended December 31, 2016		Year Ended December 31, 2015
Insurance expense	Administrative and other	$	37	$	45	$	55
Allocation of indirect expenses from CEOC and Caesars’ affiliates ⁽¹⁾	Administrative and other	214		330		318
Golf revenue from CEOC and Caesars’ affiliates ⁽²⁾	Golf revenue	5,304		5,482		4,377
Pass-through revenue with CEOC and Caesars’ affiliates ⁽³⁾	Golf revenue	382		871		769
	Food and beverage revenue	107		83		66
	Retail and other revenue	116		143		102

_____________

⁽¹⁾


⁽²⁾	See Summary of Significant Accounting Policies - Revenue Recognition.

⁽³⁾

Primarily includes transactions where CEOC and Caesars affiliates’ customers charge their golf, food and beverage and retail purchases directly to their hotel bill. Amounts collected from the customer by the hotel are remitted to the golf course.

Business and Organization and Basis of Presentation (Details)		1 Months Ended	12 Months Ended
	Oct. 06, 2017 USD ($) segment	Dec. 31, 2017 USD ($)	Dec. 31, 2019 USD ($) segment	Feb. 20, 2020 USD ($)	Feb. 05, 2020 USD ($)	Dec. 31, 2019 property	Dec. 31, 2019 golf_course	Dec. 31, 2019	Nov. 26, 2019 USD ($)	May 15, 2019 USD ($)	Oct. 31, 2017 USD ($)	Jan. 15, 2015 property
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of properties \| property						26
Number of reportable segments \| segment			2
Variable golf fees			$ 10,300,000
Use fees			3,100,000
Minimum rounds fees			1,200,000
Caesars Entertainment Outdoor
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of properties \| property						4						4
Number of reportable segments \| segment	1
Variable golf fees	$ 10,000,000.0
Use fees	3,000,000.0
Minimum rounds fees	1,100,000
Term Loan B Facility
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount		$ 2,200,000,000
Unitranche Debt \| CPLV CMBS Debt
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount	$ 1,550,000,000
Interest rate, stated percentage		4.36%
Senior Notes \| Term Loan B Facility
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, term		7 years
Senior Notes \| Secured Notes Maturing in 2023
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount			$ 498,500,000								$ 766,900,000
Interest rate, stated percentage											8.00%
Senior Notes \| Senior Notes due 2026
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount									$ 1,250,000,000
Interest rate, stated percentage									4.25%
Senior Notes \| Senior Notes due 2029
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount									$ 1,000,000,000.0
Interest rate, stated percentage									4.625%
Revolving Credit Facility
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount		$ 400,000,000.0								$ 1,200,000,000
Revolving Credit Facility \| Term Loan B Facility
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount		$ 300,000,000.0
Revolving Credit Facility \| CPLV CMBS Debt
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Interest rate, stated percentage								4.36%
Revolving Credit Facility \| Senior Notes
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, term		5 years
Subsequent Event \| Senior Notes \| Senior Notes due 2025
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount				$ 750,000,000	$ 750,000,000
Interest rate, stated percentage				3.50%	3.50%
Subsequent Event \| Senior Notes \| Senior Notes due 2027
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount				$ 750,000,000	$ 750,000,000
Interest rate, stated percentage				3.75%	3.75%
Subsequent Event \| Senior Notes \| Senior Notes due 2030
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Debt instrument, face amount				$ 1,000,000,000.0	$ 1,000,000,000.0
Interest rate, stated percentage				4.125%	4.125%
Golf Course Business
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of properties						4	4
Number of reportable segments \| segment			1

Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands		3 Months Ended	9 Months Ended	12 Months Ended
	Oct. 06, 2017 USD ($) segment	Dec. 31, 2017 USD ($) a	Oct. 05, 2017 USD ($)	Dec. 31, 2019 USD ($) day segment	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($) a	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2019 property	Dec. 31, 2019 golf_course	Dec. 31, 2019	Jan. 15, 2015 property
Real Estate Properties [Line Items]
Number of reportable segments \| segment				2
Number of golf courses \| property									26
Short-term investments				$ 59,474	$ 520,877
Proceeds from sale of land held-for-investment				73,600
Deposit liability		$ 73,600		73,600		$ 73,600
Variable golf fees				10,300
Use fees				3,100
Minimum rounds fees				$ 1,200
Percentage of annual REIT taxable income (at least)				90.00%		90.00%
Property and equipment, net				$ 70,406	71,513
Caesars Entertainment Outdoor
Real Estate Properties [Line Items]
Number of reportable segments \| segment	1
Number of golf courses \| property									4			4
Variable golf fees	$ 10,000
Use fees	3,000
Minimum rounds fees	$ 1,100
Revenues			$ 14,136				$ 18,785	$ 18,077
Variable golf fees			4,692				4,862	3,669
Advertising expense			63				118	74
Property and equipment, net			88,309				88,831
Minimum
Real Estate Properties [Line Items]
Award vesting period				0 years
Maximum
Real Estate Properties [Line Items]
Award vesting period				4 years
Gold Revenue, Reimbursement \| Caesars Entertainment Outdoor
Real Estate Properties [Line Items]
Revenues			$ 611				$ 620	$ 708
Harrah’s Joliet LandCo LLC \| VICI Properties, Inc, NonControlling Interest
Real Estate Properties [Line Items]
Percentage of non-controlling interests owned by parent											20.00%
Vacant, non-operating Land
Real Estate Properties [Line Items]
Land					$ 22,200
Time-Based Restricted Shares
Real Estate Properties [Line Items]
Period of volume of weighted average price \| day				10
Trading days \| day				10
Time-Based Restricted Shares \| Minimum
Real Estate Properties [Line Items]
Award vesting period				3 years
Time-Based Restricted Shares \| Maximum
Real Estate Properties [Line Items]
Award vesting period				4 years
Golf Course Business
Real Estate Properties [Line Items]
Number of reportable segments \| segment				1
Number of golf courses									4	4
Geographic Concentration Risk \| Revenue Benchmark \| Property, Las Vegas Strip
Real Estate Properties [Line Items]
Concentration risk percentage		28.00%		33.00%	36.00%
Geographic Concentration Risk \| Revenue Benchmark \| Caesars Entertainment Corporation
Real Estate Properties [Line Items]
Concentration risk percentage		100.00%		93.00%	100.00%
Eastside Convention Center, LLC
Real Estate Properties [Line Items]
Area of real estate property \| a		18.4				18.4

Summary of Significant Accounting Policies - Schedule of Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Oct. 05, 2017
Accounting Policies [Abstract]
Cash and cash equivalents	$ 1,101,893	$ 577,883
Restricted cash	0	20,564
Total cash, cash equivalents and restricted cash shown in the Statement of Cash Flows	$ 1,101,893	$ 598,447	$ 197,406	$ 55,771

Summary of Significant Accounting Policies - Schedule Of Depreciation (Details)	12 Months Ended
	Dec. 31, 2019
Depreciable land improvements \| Minimum
Property, Plant and Equipment [Line Items]
Useful life	2 years
Depreciable land improvements \| Maximum
Property, Plant and Equipment [Line Items]
Useful life	50 years
Building and improvements \| Minimum
Property, Plant and Equipment [Line Items]
Useful life	5 years
Building and improvements \| Maximum
Property, Plant and Equipment [Line Items]
Useful life	25 years
Furniture and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful life	2 years
Furniture and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful life	5 years
Caesars Entertainment Outdoor \| Depreciable land improvements \| Minimum
Property, Plant and Equipment [Line Items]
Useful life	12 years
Caesars Entertainment Outdoor \| Depreciable land improvements \| Maximum
Property, Plant and Equipment [Line Items]
Useful life	60 years
Caesars Entertainment Outdoor \| Furniture and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful life	2 years
Caesars Entertainment Outdoor \| Furniture and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful life	10 years
Caesars Entertainment Outdoor \| Buildings and leasehold improvements
Property, Plant and Equipment [Line Items]
Useful life	40 years
Caesars Entertainment Outdoor \| Building improvements \| Minimum
Property, Plant and Equipment [Line Items]
Useful life	5 years
Caesars Entertainment Outdoor \| Building improvements \| Maximum
Property, Plant and Equipment [Line Items]
Useful life	15 years

Summary of Significant Accounting Policies - Schedule of Allowance for Doubtful Accounts (Details) - Caesars Entertainment Outdoor - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Oct. 05, 2017	Dec. 31, 2016	Dec. 31, 2015
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 7	$ 19	$ 1
Charges to income	12	(10)	31
Credits to income		(10)
Write-offs less recoveries	(11)	(2)	(13)
Ending balance	$ 8	$ 7	$ 19

Recently Issued Accounting Pronouncements - Narrative (Details) - USD ($) $ in Thousands	Jan. 01, 2020	Dec. 31, 2019	May 10, 2019	Jan. 01, 2019	Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Right of use assets		$ 1,086,658	$ 6,700	$ 11,100	$ 1,086,658
Lease liability		$ 17,738		$ 11,100
Subsequent Event \| Minimum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Direct Financing And Sales-Type Lease, Percentage Of Credit Losses	1.00%
Subsequent Event \| Maximum
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Direct Financing And Sales-Type Lease, Percentage Of Credit Losses	5.00%

Property Transactions - Closing of Purchase of Jack Cleveland/Thirstledown (Details) $ in Millions	Jan. 24, 2020 USD ($) renewal extension	Dec. 06, 2019 USD ($)	May 10, 2019
Business Acquisition [Line Items]
Initial term			10 years
JACK Cleveland and Thistledown Acquisition \| Subsequent Event
Business Acquisition [Line Items]
Cash payment in business acquisition	$ 843.3
Rent payments	$ 65.9
Initial term	15 years
Number of renewal options \| renewal	4
Lessor, sales-type lease, renewal term	5 years
Note receivable	$ 50.0
Note receivable interest rate	9.00%
Note receivable term	5 years
Note receivable number of extensions \| extension	2
JACK Cleveland and Thistledown Acquisition \| Affiliated Entity \| Rock Ohio Ventures Loan \| Subsequent Event
Business Acquisition [Line Items]
Extension term	1 year
Century Portfolio
Business Acquisition [Line Items]
Rent payments		$ 25.0
Initial term		15 years
Lessor, sales-type lease, renewal term		5 years

Property Transactions - Sale of Harrah's Reno (Details) - Harrah's Reno Asset $ in Millions	Dec. 31, 2019 USD ($)
Business Acquisition [Line Items]
Percentage from the sale of asset, percentage	75.00%
Caesars Entertainment Operating Company, Inc.
Business Acquisition [Line Items]
Percentage from the sale of asset, percentage	25.00%
Caesars Entertainment Operating Company, Inc. \| Discontinued Operations, Disposed of by Sale
Business Acquisition [Line Items]
Disposal Group, Including Discontinued Operation, Consideration To Be Received	$ 50.0

Property Transactions - Closing of Purchase of Century Portfolio (Details) $ in Millions	Dec. 06, 2019 USD ($) renewal	May 23, 2019	May 10, 2019
Business Acquisition [Line Items]
Initial term			10 years
Century Portfolio
Business Acquisition [Line Items]
Purchase price	$ 277.8
Rent payments	$ 25.0
Number of renewal options \| renewal	4
Lessor, sales-type lease, renewal term	5 years
Initial term	15 years
Century Casinos
Business Acquisition [Line Items]
Purchase price	$ 107.2
Lessor, sales-type lease, renewal term		5 years

Property Transactions - Closing of Purchase of Hard Rock Cincinnati (Details) $ in Millions	Sep. 20, 2019 USD ($) renewal	May 10, 2019
Business Acquisition [Line Items]
Initial term		10 years
JACK Cincinnati Casino
Business Acquisition [Line Items]
Purchase price	$ 558.3
Hard Rock
Business Acquisition [Line Items]
Purchase price	186.5
Rent payments	$ 42.8
Initial term	15 years
Number of renewal options \| renewal	4
Lessor, sales-type lease, renewal term	5 years

Property Transactions - Eldorardo Transactions (Details)			1 Months Ended			3 Months Ended	12 Months Ended
	Sep. 26, 2019 USD ($)	Jun. 24, 2019 USD ($) gambling_facility	Feb. 20, 2020 USD ($)	Nov. 30, 2019 USD ($)	Feb. 28, 2019 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	May 10, 2019
Business Acquisition [Line Items]
Purchase price multiple		13.0
Denominator amount of property's trailing four quarters EBITDA at time of acquisition		1.3
Initial annual rent coverage		1.3					10
Initial annual rent to be acquired		12.5
Initial term									10 years
Percentage of aggregate EBITDA of all facilities under lease agreement		5.00%
CPLV CMBS Debt prepayment penalty reimbursement receivable from Eldorado						$ 0	$ 55,401,000	$ 0
Master transaction agreement, reverse termination fee to be reimbursed upon termination under certain circumstances		$ 75,000,000.0
CPLV CMBS Debt
Business Acquisition [Line Items]
Percentage of out-of-pocket costs to be reimbursed		50.00%
Payment for debt extinguishment or debt prepayment cost				$ 110,800,000
CPLV CMBS Debt prepayment penalty reimbursement receivable from Eldorado				55,400,000
Eldorado Senior Bridge Facility
Business Acquisition [Line Items]
Line of credit, maximum borrowing capacity				3,200,000,000
Line Of Credit Facility, Maximum Borrowing Capacity, Reduction Amount				$ 1,600,000,000
First Lien Secured Bridge Facility \| Eldorado Senior Bridge Facility
Business Acquisition [Line Items]
Debt instrument, term		364 days
Line of credit, maximum borrowing capacity		$ 3,300,000,000
Second Lien Secured Bridge Facility \| Eldorado Senior Bridge Facility
Business Acquisition [Line Items]
Line of credit, maximum borrowing capacity		$ 1,500,000,000
Line Of Credit Facility, Proceeds Placed In Escrow					$ 2,000,000,000.0
INDIANA
Business Acquisition [Line Items]
Number of facilities owned \| gambling_facility		2
CPLV Lease Agreement
Business Acquisition [Line Items]
Purchase price		$ 1,189,900,000
Lessor, Sales Type Lease, Payments to be Received		83,500,000
Master transaction agreement, fee obligated to be paid upon not entering into lease agreement on a certain date		45,000,000.0
HLV Lease Agreement
Business Acquisition [Line Items]
Purchase price		213,800,000
Lessor, Sales Type Lease, Payments to be Received		$ 15,000,000.0
CPLV, Joliet And Non-CPLV Lease Agreement
Business Acquisition [Line Items]
Initial term		15 years
MTA Property Acquisitions
Business Acquisition [Line Items]
Purchase price		$ 1,823,500,000
Payments to be received		$ 154,000,000.0
Initial term		15 years
Harrah’s New Orleans Purchase Agreement
Business Acquisition [Line Items]
Purchase price	$ 789,500,000
Business combination, adjustment, consideration transferred		$ 14,000,000.0
Harrah’s Atlantic City Purchase Agreement
Business Acquisition [Line Items]
Purchase price	599,300,000
Harrah’s Laughlin Purchase Agreement
Business Acquisition [Line Items]
Purchase price	$ 434,800,000
Subsequent Event \| Eldorado Senior Bridge Facility
Business Acquisition [Line Items]
Line of credit, maximum borrowing capacity			$ 1,200,000,000
Line Of Credit Facility, Maximum Borrowing Capacity, Reduction Amount			$ 2,000,000,000.0

Property Transactions - Closing of Purchase of Greektown (Details) $ in Millions	Nov. 19, 2019 USD ($)	May 23, 2019 USD ($) renewal
Century Casinos
Business Acquisition [Line Items]
Lessor, sales-type lease, renewal term		5 years
JACK Entertainment LLC \| Greektown Acquisition
Business Acquisition [Line Items]
Cash payment in business acquisition	$ 700.0	$ 700.0
Penn National \| Greektown Acquisition
Business Acquisition [Line Items]
Cash payment in business acquisition		300.0
Penn National \| Greektown Acquisition
Business Acquisition [Line Items]
Rent payments		$ 55.6
Initial term		15 years
Number of renewal options \| renewal		4

Property Transactions - Closing of Purchase of Margaritaville (Details) $ in Millions	Jan. 02, 2019 USD ($) renewal	May 10, 2019	Dec. 26, 2018
Business Acquisition [Line Items]
Initial term		10 years
Margaritaville
Business Acquisition [Line Items]
Purchase price	$ 261.1
Lessor, sales-type lease, renewal term	5 years		5 years
Penn National
Business Acquisition [Line Items]
Purchase price	$ 114.9
Rent payments	$ 23.2
Initial term	15 years
Number of renewal options \| renewal	4

Property Transactions - Purchase of Harrah's Philadelphia and Octavius Tower (Details) $ in Millions	Jan. 02, 2019 USD ($)	Dec. 26, 2018 USD ($)	Jul. 11, 2018 USD ($) renewal
Margaritaville
Business Acquisition [Line Items]
Purchase price	$ 261.1
Lessor, sales-type lease, renewal term	5 years	5 years
Harrah’s Philadelphia
Business Acquisition [Line Items]
Cash payment in business acquisition		$ 241.5
Amount of purchase price reduced to reflect net present value		159.0
Purchase price		82.5
Octavius Tower
Business Acquisition [Line Items]
Cash payment in business acquisition			$ 507.5
Rent payments			$ 35.0
Number of renewal options \| renewal			4
Non-CPLV Lease Agreement
Business Acquisition [Line Items]
Rent payments		$ 21.0

Property Transactions - Other Agreements with Caesars (Details) $ in Millions	1 Months Ended
	Dec. 31, 2017 USD ($) a	Dec. 31, 2019 USD ($)
Business Acquisition [Line Items]
Real estate investments reclassified to land	$ 73.6
Deposit liability	$ 73.6	$ 73.6
Eastside Convention Center, LLC
Business Acquisition [Line Items]
Area of real estate property \| a	18.4
Purchase price	$ 73.6

Property Transactions - Option Properties (Details)		12 Months Ended
Property Transactions - Option Properties (Details)	Jun. 24, 2019	Dec. 31, 2019
Business Combinations [Abstract]
Lessee, operating lease, renewal term		5 years
Initial annual rent coverage	1.3	10
Purchase price for the ratio of EBITDAR and initial property of lease rent		1.67

Real Estate Portfolio - Narrative (Details) $ in Thousands			3 Months Ended		12 Months Ended
Real Estate Portfolio - Narrative (Details) $ in Thousands	Dec. 26, 2018 USD ($)	Jul. 11, 2018 USD ($)	Sep. 30, 2018 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2019 USD ($) casino arrangement	Dec. 31, 2018 USD ($)	Dec. 22, 2017 USD ($)	Oct. 06, 2017 USD ($)
Operating Leased Assets [Line Items]
Number of casinos \| casino					26
Number of lease arrangements \| arrangement					8
Weighted average lease term					33 years
Investments in operating leases					$ 1,086,658	$ 1,086,658	$ 73,600	$ 34,700
Loss on impairment				$ 0	0	12,334
Land					94,711	$ 95,789
Vacant, non-operating Land
Operating Leased Assets [Line Items]
Loss on impairment			$ 6,000
Land					21,100
Non-CPLV Lease Agreement
Operating Leased Assets [Line Items]
Rent payments	$ 21,000
CPLV Lease Agreement
Operating Leased Assets [Line Items]
Rolling three-year minimum					84,000
CPLV, Joliet And Non-CPLV Lease Agreement
Operating Leased Assets [Line Items]
Amount of floor of capital expenditures					$ 100,000
Percentage of prior year net revenues of annual building and capital improvements					1.00%
Octavius Tower
Operating Leased Assets [Line Items]
Rent payments		$ 35,000
Three Parcels Of Land
Operating Leased Assets [Line Items]
Loss on impairment			$ 6,300
CEOC
Operating Leased Assets [Line Items]
Rolling three-year minimum					$ 350,000
Minimum amount to be expended across certain affiliates and other assets					495,000
CEOC \| Non-CPLV Lease Agreement
Operating Leased Assets [Line Items]
Rolling three-year minimum					255,000
CEOC \| CPLV Lease Agreement
Operating Leased Assets [Line Items]
Rolling three-year minimum					84,000
CEOC \| CPLV, Joliet And Non-CPLV Lease Agreement
Operating Leased Assets [Line Items]
Additional capital expenditure requirement tied to the formation of lease agreement					$ 11,000

Real Estate Portfolio - Schedule Of Real Estate Portfolio (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 22, 2017	Oct. 06, 2017
Leases [Abstract]
Minimum lease payments receivable under direct financing and sales-type leases	$ 31,460,712	$ 27,285,943
Estimated residual values of leased property (unguaranteed)	2,525,469	2,135,312
Gross investment in direct financing and sales-type leases	33,986,181	29,421,255
Unamortized initial direct costs	42,819	22,822
Less: Unearned income	23,294,755	20,528,030
Net investment in direct financing and sales-type leases	10,734,245	8,916,047
Investments in operating leases	1,086,658	1,086,658	$ 73,600	$ 34,700
Total Investments in leases, net	11,820,903	10,002,705
Land	94,711	95,789
Total Real estate portfolio	$ 11,915,614	$ 10,098,494

Real Estate Portfolio - Schedule of Components of Direct Financing and Operating Leases (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Leases [Abstract]
Income from direct financing and sales-type leases	$ 150,171	$ 822,205	$ 741,564
Income from operating leases	11,529	43,653	47,972
Total leasing revenue	161,700	865,858	789,536
Less: Direct financing lease adjustment	(8,443)	239	(45,404)
Total contractual leasing revenue	$ 153,257	$ 866,097	$ 744,132

Real Estate Portfolio - Schedule Of Future Minimum Lease Payments (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Leases [Abstract]
2020	$ 953,949
2021	960,374
2022	971,004
2023	985,938
2024	998,222
Thereafter	28,024,506
Total	$ 32,893,993

Real Estate Portfolio - Schedule of Lease Agreement (Details) $ in Thousands						12 Months Ended
	Jan. 24, 2020 USD ($)	Dec. 06, 2019 USD ($) renewal	Sep. 20, 2019 USD ($) renewal	May 23, 2019	Jan. 02, 2019 USD ($) renewal	Dec. 31, 2019 USD ($) option
Operating Leased Assets [Line Items]
Variable rent commencement/reset			Lease year 8
Non-CPLV Lease and Joliet Lease
Operating Leased Assets [Line Items]
Initial term						15 years
Number of renewal options \| option						4
Current annual rent						$ 508,534
Escalator						2.00%
Percentage of EBITDAR to rent ratio floor						120.00%
Variable rent percentage						4.00%
Lessor, sales-type lease, renewal term						5 years
Non-CPLV Lease and Joliet Lease \| Lease Years 2 Through 5
Operating Leased Assets [Line Items]
Escalator						1.50%
Non-CPLV Lease and Joliet Lease \| Lease Years 6 Through 15
Operating Leased Assets [Line Items]
Escalator						2.00%
Non-CPLV Lease and Joliet Lease \| Base Rent \| Lease Years 8 Through 10
Operating Leased Assets [Line Items]
Variable rent split						70.00%
Non-CPLV Lease and Joliet Lease \| Base Rent \| Lease Years 11 Through 15
Operating Leased Assets [Line Items]
Variable rent split						80.00%
Non-CPLV Lease and Joliet Lease \| Variable Rent \| Lease Years 8 Through 10
Operating Leased Assets [Line Items]
Variable rent split						30.00%
Non-CPLV Lease and Joliet Lease \| Variable Rent \| Lease Years 11 Through 15
Operating Leased Assets [Line Items]
Variable rent split						20.00%
CPLV Lease Agreement
Operating Leased Assets [Line Items]
Initial term						15 years
Number of renewal options \| option						4
Current annual rent						$ 207,745
Escalator						2.00%
Percentage of EBITDAR to rent ratio floor						170.00%
Variable rent percentage						4.00%
Lessor, sales-type lease, renewal term						5 years
CPLV Lease Agreement \| Base Rent
Operating Leased Assets [Line Items]
Variable rent split						80.00%
CPLV Lease Agreement \| Variable Rent
Operating Leased Assets [Line Items]
Variable rent split						20.00%
HLV Lease
Operating Leased Assets [Line Items]
Initial term						15 years
Number of renewal options \| option						4
Current annual rent						$ 89,157
Percentage of EBITDAR to rent ratio floor						160.00%
Variable rent percentage						4.00%
Lessor, sales-type lease, renewal term						5 years
HLV Lease \| Lease Years 2 Through 5
Operating Leased Assets [Line Items]
Escalator						1.00%
HLV Lease \| Lease Years 6 Through 15
Operating Leased Assets [Line Items]
Escalator						2.00%
HLV Lease \| Base Rent
Operating Leased Assets [Line Items]
Variable rent split						80.00%
HLV Lease \| Variable Rent
Operating Leased Assets [Line Items]
Variable rent split						20.00%
Penn National
Operating Leased Assets [Line Items]
Number of renewal options \| renewal					4
Rent payments					$ 23,200
Penn National \| Magaritaville Lease
Operating Leased Assets [Line Items]
Initial term					15 years
Number of renewal options \| option						4
Renewal terms						5 years
Escalator commencement					Lease year two
Percentage of EBITDAR to rent ratio floor					610.00%
Amount of percentage base rent					$ 3,000
Percentage rent multiplier					4.00%
Period of revenue of rent multiplier					2 years
Percentage rent multiplier, prior to acquisition					50.00%
Penn National \| Magaritaville Lease \| Building
Operating Leased Assets [Line Items]
Rent payments						$ 23,544
Escalator					2.00%
Penn National \| Greektown lease Agreement
Operating Leased Assets [Line Items]
Initial term				15 years
Number of renewal options \| option						4
Renewal terms						5 years
Escalator commencement				Lease year two
Escalator					2.00%
Percentage of EBITDAR to rent ratio floor					185.00%
Amount of percentage base rent					$ 6,400
Percentage rent multiplier					4.00%
Period of revenue of rent multiplier					2 years
Percentage rent multiplier, prior to acquisition					50.00%
Penn National \| Greektown lease Agreement \| Building
Operating Leased Assets [Line Items]
Rent payments						$ 55,600
Hard Rock
Operating Leased Assets [Line Items]
Number of renewal options \| renewal			4
Rent payments			$ 42,800
Lessor, sales-type lease, renewal term			5 years
Hard Rock \| Hard Rock Cincinnati Lease Agreement
Operating Leased Assets [Line Items]
Initial term			15 years
Number of renewal options			4
Renewal terms			5 years
Current annual rent						42,750
Escalator commencement			Lease year two
Variable rent percentage			4.00%
Hard Rock \| Hard Rock Cincinnati Lease Agreement \| Lease Years 2 through 4 [Member]
Operating Leased Assets [Line Items]
Escalator			1.50%
Hard Rock \| Hard Rock Cincinnati Lease Agreement \| Base Rent
Operating Leased Assets [Line Items]
Variable rent split			80000000.00%
Hard Rock \| Hard Rock Cincinnati Lease Agreement \| Variable Rent
Operating Leased Assets [Line Items]
Variable rent split			20000000.00%
Hard Rock \| Hard Rock Cincinnati Lease Agreement \| Maximum \| Lease Years 5 Through 15 [Member]
Operating Leased Assets [Line Items]
Escalator			2.00%
Hard Rock \| Hard Rock Cincinnati Lease Agreement \| Minimum \| Lease Years 5 Through 15 [Member]
Operating Leased Assets [Line Items]
Escalator			0.50%
Century Portfolio
Operating Leased Assets [Line Items]
Number of renewal options \| renewal		4
Rent payments		$ 25,000
Lessor, sales-type lease, renewal term		5 years
Century Portfolio \| Century Portfolio Lease Agreement
Operating Leased Assets [Line Items]
Initial term		15 years
Number of renewal options		4
Renewal terms		5 years
Current annual rent						25,000
Escalator commencement		Lease year two
Percentage of EBITDAR to rent ratio floor		750.00%
Variable rent percentage		4.00%
Century Portfolio \| Century Portfolio Lease Agreement \| Lease Years 4 Through 15
Operating Leased Assets [Line Items]
Escalator		1.25%
Century Portfolio \| Century Portfolio Lease Agreement \| Lease Years 2 through 3
Operating Leased Assets [Line Items]
Escalator		1.00%
Century Portfolio \| Century Portfolio Lease Agreement \| Base Rent
Operating Leased Assets [Line Items]
Variable rent split		80.00%
Century Portfolio \| Century Portfolio Lease Agreement \| Variable Rent
Operating Leased Assets [Line Items]
Variable rent split		20.00%
JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement
Operating Leased Assets [Line Items]
Number of renewal options		4
Renewal terms		5 years
Current annual rent						$ 65,880
Percentage of EBITDAR to rent ratio floor			490.00%
JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement \| Lease Years 2 through 3
Operating Leased Assets [Line Items]
Escalator			1.00%
JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement \| Lease Years 4 through 6
Operating Leased Assets [Line Items]
Escalator			1.50%
JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement \| Base Rent
Operating Leased Assets [Line Items]
Variable rent split			80.00%
JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement \| Variable Rent
Operating Leased Assets [Line Items]
Variable rent split			20.00%
JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement \| Maximum \| Lease Years 7 through 15
Operating Leased Assets [Line Items]
Escalator			2.50%
JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement \| Minimum \| Lease Years 7 through 15
Operating Leased Assets [Line Items]
Escalator			1.50%
Subsequent Event \| JACK Cleveland and Thistledown Acquisition
Operating Leased Assets [Line Items]
Rent payments	$ 65,900
Lessor, sales-type lease, renewal term	5 years
Subsequent Event \| JACK Cleveland and Thistledown Acquisition \| JACK Cleveland/Thirstledown Lease Agreement
Operating Leased Assets [Line Items]
Initial term	15 years
Escalator commencement	Lease year two
Variable rent percentage	4.00%

Real Estate Portfolio - Schedule of Capital Expenditure Requirements (Details) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($)
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Non-CPLV Lease and Joliet Lease
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Rolling three-year minimum	$ 255
CPLV Lease Agreement
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Rolling three-year minimum	$ 84
HLV Lease
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Initial minimum capital expenditure	$ 171
Penn National Agreement
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Yearly Average	4 years
Hard Rock Cincinnati Lease Agreement
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Century Portfolio Lease Agreement
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Yearly Average	3 years
JACK Cleveland/Thirstledown Lease Agreement
Real Estate [Line Items]
Yearly minimum expenditure	1.00%
Initial minimum capital expenditure	$ 30
CEOC
Real Estate [Line Items]
Rolling three-year minimum	350
CEOC \| CPLV Lease Agreement
Real Estate [Line Items]
Rolling three-year minimum	$ 84

Property and Equipment, Net - Schedule Of Property and Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2017	Oct. 05, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations			$ 78,674	$ 75,950
Less: accumulated depreciation			(8,268)	(4,437)
Total property and equipment used in operations, net			70,406	71,513
Depreciation	$ 751		3,831	3,686
Buildings and improvements
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations			14,805	14,572
Furniture and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations			$ 4,523	$ 2,805
Caesars Entertainment Outdoor
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		$ 117,525			$ 116,277
Less: accumulated depreciation		(29,216)			(27,446)
Total property and equipment used in operations, net		88,309			88,831
Depreciation		2,445			3,030	$ 2,882
Caesars Entertainment Outdoor \| Land and non-depreciable land improvements
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		35,525			35,525
Caesars Entertainment Outdoor \| Depreciable land improvements
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		40,183			40,174
Caesars Entertainment Outdoor \| Buildings and improvements
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		35,153			35,133
Caesars Entertainment Outdoor \| Furniture and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		4,833			5,445
Caesars Entertainment Outdoor \| Construction in progress
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		$ 1,831			$ 0

Other Assets and Other Liabilities - Schedule of Other Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Other Liabilities Disclosure [Abstract]
Property and equipment used in operations, net	$ 70,406	$ 71,513
Receivables	60,111	0
Right of use assets	26,426
Debt financing costs	14,575	6,190
Deferred acquisition costs	11,134	7,062
Prepaid expenses	3,252	3,060
Interest receivable	1,626	886
Other	1,108	1,253
Tenant receivable for property taxes	0	25,586
Total other assets	$ 188,638	$ 115,550

Other Assets and Other Liabilities - Schedule of Property and Equipment Used in Operations (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		$ 78,674	$ 75,950
Less: accumulated depreciation		(8,268)	(4,437)
Total property and equipment used in operations, net		70,406	71,513
Depreciation	$ 751	3,831	3,686
Land and land improvements
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		59,346	58,573
Buildings and improvements
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		14,805	14,572
Furniture and equipment
Property, Plant and Equipment [Line Items]
Total property and equipment used in operations		$ 4,523	$ 2,805

Other Assets and Other Liabilities - Schedule of Other Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Other Liabilities Disclosure [Abstract]
Derivative liability	$ 65,078	$ 22,124
Lease liabilities	26,426
Other accrued expenses	21,023	30,951
Accrued payroll and other compensation	7,369	4,934
Deferred income taxes	3,382	3,340
Accounts payable	640	1,057
Total other liabilities	$ 123,918	$ 62,406

Debt - Schedule Of Outstanding Indebtedness (Details)			1 Months Ended	12 Months Ended
Debt - Schedule Of Outstanding Indebtedness (Details)	May 15, 2019 USD ($)	Feb. 05, 2018	Dec. 31, 2017 USD ($)	Dec. 31, 2019 USD ($) instrument	Dec. 31, 2018 USD ($) instrument	Dec. 31, 2017 USD ($)	Nov. 26, 2019	Sep. 30, 2019 USD ($)	Jan. 03, 2019 USD ($) instrument	Apr. 24, 2018 USD ($) instrument
Debt Instrument [Line Items]
Face value			$ 4,148,480,000	$ 4,848,480,000		$ 4,148,480,000
Debt, net			$ 4,122,264,000	$ 4,791,563,000	$ 4,122,264,000	$ 4,122,264,000
Interest Rate Swap
Debt Instrument [Line Items]
Notional amount					$ 1,500,000,000				$ 500,000,000.0	$ 1,500,000,000
Number of interest rate swap agreements \| instrument				4					2	4
Fixed interest rate				2.8297%						2.8297%
Interest Rate Swap \| LIBOR
Debt Instrument [Line Items]
Notional amount				$ 2,000,000,000.0
Number of interest rate swap agreements \| instrument					4
Fixed interest rate				2.7173%	2.8297%
Revolving Credit Facility \| Minimum
Debt Instrument [Line Items]
Interest rate, stated percentage	0.375%
Revolving Credit Facility \| Minimum \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	1.75%
Revolving Credit Facility \| Maximum
Debt Instrument [Line Items]
Interest rate, stated percentage	0.50%
Revolving Credit Facility \| Maximum \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	2.00%
Revolving Credit Facility \| Term Loan B Facility \| LIBOR
Debt Instrument [Line Items]
Commitment fee percentage					0.50%
Basis spread on variable rate	1.75%	2.00%	2.25%		2.25%	2.25%
Revolving Credit Facility \| Term Loan B Facility \| Minimum \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	1.75%
Revolving Credit Facility \| Term Loan B Facility \| Maximum \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate	2.00%
Revolving Credit Facility \| CPLV CMBS Debt
Debt Instrument [Line Items]
Interest rate, stated percentage				4.36%
Senior Notes \| Term Loan B Facility
Debt Instrument [Line Items]
Face value			$ 2,100,000,000	$ 2,100,000,000		$ 2,100,000,000
Debt, net			2,073,784,000	$ 2,076,962,000		2,073,784,000
Senior Notes \| Term Loan B Facility \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate				2.00%	2.25%
Senior Notes \| Second Lien Notes
Debt Instrument [Line Items]
Face value			498,480,000	$ 498,480,000		498,480,000
Debt, net			$ 498,480,000	$ 498,480,000		$ 498,480,000
Interest rate, stated percentage			8.00%	8.00%		8.00%
Senior Notes \| Senior Notes due 2026
Debt Instrument [Line Items]
Face value				$ 1,250,000,000
Debt, net				$ 1,231,227,000
Interest rate, stated percentage				4.25%			4.25%
Senior Notes \| Senior Notes due 2029
Debt Instrument [Line Items]
Face value				$ 1,000,000,000
Debt, net				$ 984,894,000
Interest rate, stated percentage				4.625%			4.625%
Senior Notes \| Revolving Credit Facility
Debt Instrument [Line Items]
Face value			$ 0	$ 0		$ 0
Debt, net			0	$ 0		0
Commitment fee percentage				0.375%
Line of credit, maximum borrowing capacity	$ 600,000,000			$ 1,000,000,000.0				$ 1,000,000,000.0
Senior Notes \| Revolving Credit Facility \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate				2.00%	2.25%
Senior Notes \| Revolving Credit Facility \| Minimum
Debt Instrument [Line Items]
Commitment fee percentage	0.375%
Senior Notes \| Revolving Credit Facility \| Maximum
Debt Instrument [Line Items]
Commitment fee percentage	0.50%
CPLV CMBS Debt \| CPLV CMBS Debt
Debt Instrument [Line Items]
Face value			1,550,000,000			1,550,000,000
Debt, net			$ 1,550,000,000			$ 1,550,000,000
Interest rate, stated percentage			4.36%			4.36%

Debt - Schedule of Future Minimum Repayment (Details) - USD ($) $ in Thousands		1 Months Ended
	Feb. 20, 2020	Feb. 28, 2019	Dec. 31, 2019	Dec. 31, 2017
Debt Instrument [Line Items]
2020			$ 0
2021			0
2022			10,000
2023			520,480
2024			2,068,000
Thereafter			2,250,000
Total minimum repayments			4,848,480	$ 4,148,480
Second Lien Notes \| Senior Notes
Debt Instrument [Line Items]
Total minimum repayments			$ 498,480	$ 498,480
Repayments of debt		$ 537,500
Subsequent Event \| Second Lien Notes
Debt Instrument [Line Items]
Repayments of debt	$ 537,500
Subsequent Event \| Second Lien Notes \| Senior Notes
Debt Instrument [Line Items]
Repayments of debt	$ 498,500

Debt - Senior Unsecured Debt (Details) - USD ($)	1 Months Ended	12 Months Ended
Debt - Senior Unsecured Debt (Details) - USD ($)	Nov. 30, 2019	Dec. 31, 2019	Nov. 26, 2019	Dec. 31, 2017	Oct. 06, 2017
CPLV CMBS Debt
Debt Instrument [Line Items]
Payment for debt extinguishment or debt prepayment cost	$ 110,800,000
Senior Notes
Debt Instrument [Line Items]
Debt instrument, percentage redeemed with cash proceeds		40.00%
Percentage of principal amount redeemed (up to)		60.00%
Percentage of cash dividends of real estate taxable income to be distributed		100.00%
Cumulative adjusted funds from operations rate		95.00%
Senior Notes \| Senior Notes due 2026
Debt Instrument [Line Items]
Debt instrument, face amount			$ 1,250,000,000
Interest rate, stated percentage		4.25%	4.25%
Redemption price, percentage (equal to)		100.00%
Debt instrument, redemption price, percentage redeemed with cash proceeds		104.25%
Senior Notes \| Senior Notes due 2026 \| Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		102.125%
Senior Notes \| Senior Notes due 2026 \| Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		101.063%
Senior Notes \| Senior Notes due 2026 \| Debt Instrument, Redemption, Period Three
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		100.00%
Senior Notes \| Senior Notes due 2029
Debt Instrument [Line Items]
Debt instrument, face amount			$ 1,000,000,000
Interest rate, stated percentage		4.625%	4.625%
Debt instrument, redemption price, percentage redeemed with cash proceeds		104.625%
Senior Notes \| Senior Notes due 2029 \| Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		100.00%
Senior Notes \| Senior Notes due 2029 \| Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		102.313%
Senior Notes \| Senior Notes due 2029 \| Debt Instrument, Redemption, Period Three
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		101.541%
Senior Notes \| Senior Notes due 2029 \| Debt Instrument, Redemption, Period Four
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		100.771%
Senior Notes \| Senior Notes due 2029 \| Debt Instrument, Redemption, Period Five
Debt Instrument [Line Items]
Redemption price, percentage (equal to)		100.00%
Unitranche Debt \| CPLV CMBS Debt
Debt Instrument [Line Items]
Debt instrument, face amount					$ 1,550,000,000
Interest rate, stated percentage				4.36%
Payment for debt extinguishment or debt prepayment cost		$ 55,400,000

Debt - February 2020 Senior Unsecured and Redemption and Repayment of the Second Lien Notes (Details) - USD ($)		1 Months Ended
	Feb. 20, 2020	Feb. 28, 2019	Feb. 05, 2020	Dec. 31, 2019	Dec. 31, 2017
Senior Notes \| Second Lien Notes
Debt Instrument [Line Items]
Interest rate, stated percentage				8.00%	8.00%
Repayments of debt		$ 537,500,000
Subsequent Event
Debt Instrument [Line Items]
Escrow deposit	$ 2,000,000,000.0
Subsequent Event \| Senior Notes \| Senior Notes due 2025
Debt Instrument [Line Items]
Debt instrument, face amount	$ 750,000,000		$ 750,000,000
Interest rate, stated percentage	3.50%		3.50%
Subsequent Event \| Senior Notes \| Senior Notes due 2027
Debt Instrument [Line Items]
Debt instrument, face amount	$ 750,000,000		$ 750,000,000
Interest rate, stated percentage	3.75%		3.75%
Subsequent Event \| Senior Notes \| Second Lien Notes
Debt Instrument [Line Items]
Repayments of debt	$ 498,500,000
Subsequent Event \| Senior Notes \| Second Lien Notes And Second Lien Notes Applicable Premium
Debt Instrument [Line Items]
Repayments of debt	537,500,000
Subsequent Event \| Senior Notes \| Senior Notes due 2030
Debt Instrument [Line Items]
Debt instrument, face amount	$ 1,000,000,000.0		$ 1,000,000,000.0
Interest rate, stated percentage	4.125%		4.125%

Debt - Senior Secured Credit Facilities (Details) - USD ($)					1 Months Ended				3 Months Ended		9 Months Ended	12 Months Ended
	Feb. 20, 2020	Nov. 19, 2019	May 15, 2019	Feb. 05, 2018	Jan. 31, 2020	Feb. 28, 2019	Feb. 28, 2018	Dec. 31, 2017	Mar. 31, 2018	Dec. 31, 2017	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Oct. 31, 2017
Debt Instrument [Line Items]
Debt to adjusted asset ratio			0.65
Permitted acquisitions consummated			0.70
EBITDA to interest charges			2.00
Restricted net assets												$ 7,900,000,000
Proceeds from follow-on offering of common stock		$ 694,200,000		$ 1,300,000,000
Loss on extinguishment of debt										$ 38,488,000		$ 58,143,000	$ 23,040,000
Term Loan B Facility
Debt Instrument [Line Items]
Debt instrument, face amount								$ 2,200,000,000		$ 2,200,000,000				$ 2,200,000,000
Senior Notes
Debt Instrument [Line Items]
Percentage of cash dividends of adjusted total assets to be distributed												0.60%
Amount of cash dividends of adjusted total assets to be distributed												$ 30,000,000
Percentage of cash dividends of real estate taxable income to be distributed												100.00%
Amount of cash dividends of funds from operations to be distributed												$ 30,000,000
Cumulative adjusted funds from operations rate												95.00%
Percentage of principal amount redeemed (up to)												60.00%
Senior Notes \| Term Loan B Facility \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate												2.00%	2.25%
Senior Notes \| Second Lien Notes
Debt Instrument [Line Items]
Interest rate, stated percentage								8.00%		8.00%		8.00%		8.00%
Repayments of debt						$ 537,500,000
Redemption price, percentage (equal to)						100.00%					108.00%	108.00%
Loss on extinguishment of debt						$ 39,000,000.0
Senior Notes \| Second Lien Notes \| Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Debt instrument, applicable premium percentage												104.00%
Redemption price, percentage (equal to)												100.00%
Senior Notes \| Second Lien Notes \| Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Debt instrument, applicable premium percentage												100.00%
Redemption price, percentage (equal to)												104.00%
Senior Notes \| Secured Notes Maturing in 2023
Debt Instrument [Line Items]
Debt instrument, face amount												$ 498,500,000			$ 766,900,000
Interest rate, stated percentage															8.00%
Percentage of principal amount redeemed (up to)											35.00%	35.00%
Loss on extinguishment of debt									$ 23,000,000.0
Amount redeemed							$ 268,400,000
Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument, face amount			$ 1,200,000,000					$ 400,000,000.0		$ 400,000,000.0				$ 400,000,000.0
Debt to adjusted asset ratio			0.75
Percentage of utilization of credit facility			30.00%
Revolving Credit Facility \| Minimum
Debt Instrument [Line Items]
Interest rate, stated percentage			0.375%
Revolving Credit Facility \| Maximum
Debt Instrument [Line Items]
Interest rate, stated percentage			0.50%
Revolving Credit Facility \| LIBOR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate			1.75%
Revolving Credit Facility \| LIBOR \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate			2.00%
Revolving Credit Facility \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate			0.75%
Revolving Credit Facility \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate			1.00%
Revolving Credit Facility \| Term Loan B Facility
Debt Instrument [Line Items]
Debt instrument, face amount								$ 300,000,000.0		$ 300,000,000.0				$ 300,000,000.0
Proceeds from follow-on offering of common stock							1,300,000,000
Repayments of debt							$ 100,000,000.0
Percentage of amortization of principal amount per annum							1.00%
Revolving Credit Facility \| Term Loan B Facility \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate			1.75%	2.00%				2.25%					2.25%	2.25%
Revolving Credit Facility \| Term Loan B Facility \| LIBOR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate			1.75%
Revolving Credit Facility \| Term Loan B Facility \| LIBOR \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate			2.00%
Revolving Credit Facility \| Term Loan B Facility \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate			0.75%
Revolving Credit Facility \| Term Loan B Facility \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate			1.00%
Revolving Credit Facility \| Amended And Rested Credit Agreement
Debt Instrument [Line Items]
Percentage of funds from operations												95.00%
Percentage of cash dividends of adjusted total assets to be distributed												0.60%
Amount of cash dividends of adjusted total assets to be distributed												$ 30,000,000
Revolving Credit Facility \| Senior Notes
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity			$ 600,000,000								$ 1,000,000,000.0	$ 1,000,000,000.0
Revolving Credit Facility \| Senior Notes \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate												2.00%	2.25%
Subsequent Event \| Senior Notes \| Second Lien Notes
Debt Instrument [Line Items]
Repayments of debt	$ 498,500,000
Redemption price, percentage (equal to)	100.00%
Subsequent Event \| Revolving Credit Facility \| Term Loan B Facility \| LIBOR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate					1.75%
Subsequent Event \| Revolving Credit Facility \| Term Loan B Facility \| LIBOR \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate					2.00%

Debt - Second Lien Notes (Details) - USD ($)				1 Months Ended		9 Months Ended	12 Months Ended
Debt - Second Lien Notes (Details) - USD ($)	Nov. 19, 2019	Sep. 26, 2019	Feb. 05, 2018	Feb. 28, 2019	Feb. 28, 2018	Sep. 30, 2019	Dec. 31, 2019	May 15, 2019	Dec. 31, 2017	Oct. 31, 2017
Debt Instrument [Line Items]
Proceeds from follow-on offering of common stock	$ 694,200,000		$ 1,300,000,000
Term Loan B Facility
Debt Instrument [Line Items]
Debt instrument, face amount									$ 2,200,000,000
Senior Notes
Debt Instrument [Line Items]
Percentage of cash dividends of real estate taxable income to be distributed							100.00%
Amount of cash dividends of funds from operations to be distributed							$ 30,000,000
Cumulative adjusted funds from operations rate							95.00%
Percentage of cash dividends of adjusted total assets to be distributed							0.60%
Percentage of principal amount redeemed (up to)							60.00%
Senior Notes \| Second Lien Notes
Debt Instrument [Line Items]
Redemption price, percentage (equal to)				100.00%		108.00%	108.00%
Repayments of debt				$ 537,500,000
Senior Notes \| Second Lien Notes \| Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Debt instrument, applicable premium percentage							100.00%
Redemption price, percentage (equal to)							104.00%
Senior Notes \| Second Lien Notes \| Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Debt instrument, applicable premium percentage							104.00%
Redemption price, percentage (equal to)							100.00%
Senior Notes \| Second Lien Notes \| US Treasury (UST) Interest Rate
Debt Instrument [Line Items]
Basis spread on variable rate							50.00%
Senior Notes \| Secured Notes Maturing in 2023
Debt Instrument [Line Items]
Debt instrument, face amount							$ 498,500,000			$ 766,900,000
Percentage of principal amount redeemed (up to)						35.00%	35.00%
Senior Notes \| Secured Notes Maturing in 2023 \| US Treasury (UST) Interest Rate
Debt Instrument [Line Items]
Basis spread on variable rate		275.00%
Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument, face amount								$ 1,200,000,000	400,000,000.0
Revolving Credit Facility \| Term Loan B Facility
Debt Instrument [Line Items]
Proceeds from follow-on offering of common stock					$ 1,300,000,000
Debt instrument, face amount									$ 300,000,000.0
Percentage of amortization of principal amount per annum					1.00%
Repayments of debt					$ 100,000,000.0

Debt - Bridge Facilities (Details) - USD ($)			1 Months Ended	3 Months Ended	9 Months Ended	12 Months Ended
Debt - Bridge Facilities (Details) - USD ($)	Sep. 26, 2019	Jun. 24, 2019	Nov. 30, 2019	Dec. 31, 2017	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Interest expense				$ 63,354,000		$ 248,384,000	$ 212,663,000
Eldorado Senior Bridge Facility
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity			$ 3,200,000,000
Line of Credit Facility, Structuring Fee, Percentage					0.10%
Interest expense						$ 26,000,000.0
Line of credit, commitment fee amount			$ 1,600,000,000
Eldorado Senior Bridge Facility \| Debt Instrument, Redemption, Period One
Debt Instrument [Line Items]
Commitment fee percentage		0.25%
Eldorado Senior Bridge Facility \| Debt Instrument, Redemption, Period Two
Debt Instrument [Line Items]
Commitment fee percentage		0.50%
Eldorado Senior Bridge Facility \| Debt Instrument, Redemption, Period Three
Debt Instrument [Line Items]
Commitment fee percentage		0.75%
Eldorado Senior Bridge Facility \| Debt Instrument, Redemption, Period Four
Debt Instrument [Line Items]
Commitment fee percentage		1.00%
Eldorado Senior Bridge Facility \| LIBOR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate	200.00%
Eldorado Senior Bridge Facility \| LIBOR \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate	375.00%
Eldorado Senior Bridge Facility \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate	100.00%
Eldorado Senior Bridge Facility \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate	175.00%
Eldorado Junior Bridge Facility [Member] \| LIBOR \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate	300.00%
Eldorado Junior Bridge Facility [Member] \| Base Rate \| Minimum
Debt Instrument [Line Items]
Basis spread on variable rate	200.00%
Eldorado Junior Bridge Facility [Member] \| Base Rate \| Maximum
Debt Instrument [Line Items]
Basis spread on variable rate	275.00%
Senior Notes \| Secured Notes Maturing in 2023 \| US Treasury (UST) Interest Rate
Debt Instrument [Line Items]
Basis spread on variable rate	275.00%
First Lien Secured Bridge Facility \| Eldorado Senior Bridge Facility
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity		$ 3,300,000,000
Second Lien Secured Bridge Facility \| Eldorado Senior Bridge Facility
Debt Instrument [Line Items]
Line of credit, maximum borrowing capacity		$ 1,500,000,000

Debt - CPLV CMBS Debt (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
Debt - CPLV CMBS Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Loss from extinguishment of debt	$ 38,488	$ 58,143	$ 23,040
Revolving Credit Facility \| CPLV CMBS Debt
Debt Instrument [Line Items]
Interest rate, stated percentage		4.36%
Loss from extinguishment of debt		$ 58,100

Derivatives - Narrative (Details) $ in Thousands	Dec. 31, 2019 USD ($) instrument	Jan. 03, 2019 USD ($) instrument	Dec. 31, 2018 USD ($)	Apr. 24, 2018 USD ($) instrument
Interest Rate Swap
Derivative [Line Items]
Number of instruments \| instrument	4	2		4
Notional amount		$ 500,000	$ 1,500,000	$ 1,500,000
Fixed interest rate	2.8297%			2.8297%
Interest Rate Swap Maturing January 22, 2021
Derivative [Line Items]
Number of instruments \| instrument	2
Notional amount	$ 500,000
Fixed interest rate	2.3802%			2.3802%
Senior Notes \| Term Loan B Facility
Derivative [Line Items]
Debt, net	$ 100,000

Derivatives - Schedule of Derivatives (Details) $ in Thousands	Dec. 31, 2019 USD ($) instrument	Jan. 03, 2019 USD ($) instrument	Dec. 31, 2018 USD ($)	Apr. 24, 2018 USD ($) instrument
Interest Rate Swap Maturing April 22, 2023
Derivative [Line Items]
Number of instruments \| instrument	4
Fixed Rate	2.8297%
Notional amount \| $	$ 1,500,000
Interest Rate Swap Maturing January 22, 2021
Derivative [Line Items]
Number of instruments \| instrument	2
Fixed Rate	2.3802%			2.3802%
Notional amount \| $	$ 500,000
Interest Rate Swap
Derivative [Line Items]
Number of instruments \| instrument	4	2		4
Fixed Rate	2.8297%			2.8297%
Notional amount \| $		$ 500,000	$ 1,500,000	$ 1,500,000

Derivatives - Schedule of Derivatives of Income Statement (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Derivative [Line Items]
Unrealized loss recorded in other comprehensive income	$ 0	$ (42,954)	$ (22,124)
Interest recorded in interest expense	63,354	248,384	212,663
Interest Rate Swap
Derivative [Line Items]
Interest recorded in interest expense	$ 0	$ 9,269	$ 6,305

Fair Value - Recurring Basis (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Financial assets:
Short-term investments	$ 59,474	$ 520,877
Financial liabilities:
Derivative instruments - interest rate swaps	65,078	22,124
Fair Value, Recurring \| Carrying Amount
Financial assets:
Short-term investments	59,474	520,877
Fair Value, Recurring \| Carrying Amount \| Interest Rate Swap
Financial liabilities:
Derivative instruments - interest rate swaps	65,078	22,124
Fair Value, Recurring \| Level 1 \| Fair Value
Financial assets:
Short-term investments	0	0
Fair Value, Recurring \| Level 1 \| Fair Value \| Interest Rate Swap
Financial liabilities:
Derivative instruments - interest rate swaps	0	0
Fair Value, Recurring \| Level 2 \| Fair Value
Financial assets:
Short-term investments	59,474	520,877
Fair Value, Recurring \| Level 2 \| Fair Value \| Interest Rate Swap
Financial liabilities:
Derivative instruments - interest rate swaps	65,078	22,124
Fair Value, Recurring \| Level 3 \| Fair Value
Financial assets:
Short-term investments	0	0
Fair Value, Recurring \| Level 3 \| Fair Value \| Interest Rate Swap
Financial liabilities:
Derivative instruments - interest rate swaps	$ 0	$ 0

Fair Value - Schedule of Estimated Fair Values (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Carrying Amount
Financial assets:
Cash and cash equivalents	$ 1,101,893	$ 577,883
Restricted cash	0	20,564
Carrying Amount \| Revolving Credit Facility
Financial liabilities:
Debt	0	0
Carrying Amount \| Term Loan B Facility
Financial liabilities:
Debt	2,076,962	2,073,784
Carrying Amount \| Second Lien Notes
Financial liabilities:
Debt	498,480	498,480
Carrying Amount \| CPLV CMBS Debt
Financial liabilities:
Debt	0	1,550,000
Carrying Amount \| Senior Notes due 2026
Financial liabilities:
Debt	1,231,227	0
Carrying Amount \| Senior Notes due 2029
Financial liabilities:
Debt	984,894	0
Fair Value
Financial assets:
Cash and cash equivalents	1,101,893	577,883
Restricted cash	0	20,564
Fair Value \| Revolving Credit Facility
Financial liabilities:
Debt	0	0
Fair Value \| Term Loan B Facility
Financial liabilities:
Debt	2,110,500	2,016,000
Fair Value \| Second Lien Notes
Financial liabilities:
Debt	538,358	535,866
Fair Value \| CPLV CMBS Debt
Financial liabilities:
Debt	0	1,539,040
Fair Value \| Senior Notes due 2026
Financial liabilities:
Debt	1,287,500	0
Fair Value \| Senior Notes due 2029
Financial liabilities:
Debt	$ 1,045,000	$ 0

Fair Value - Fair Value Measurements on Nonrecurring (Details) - Land $ in Thousands	Sep. 30, 2018 USD ($)
Land and land improvements \| Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property, plant, and equipment, fair value disclosure	$ 19,019
Level 1 \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property, plant, and equipment, fair value disclosure	0
Level 2 \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property, plant, and equipment, fair value disclosure	7,419
Level 3 \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property, plant, and equipment, fair value disclosure	11,600
Level 3 \| Land and land improvements
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property, plant, and equipment, fair value disclosure	$ 11,600

Fair Value Fair Value of Assets and Liabilities Measured on Nonrecurring Basis (Details)	Sep. 30, 2018 USD ($) ft²
Minimum
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Weighted average amount per square foot of land	0.50
Maximum
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Weighted average amount per square foot of land	5.00
Level 3 \| Land
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Area of land \| ft²	4,002,908
Level 3 \| Land and land improvements \| Land
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Property, plant, and equipment, fair value disclosure	$ 11,600,000
Measurement Input, Quoted Price \| Level 3 \| Land \| Weighted Average
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Weighted average amount per square foot of land	2.90

Commitments and Contingent Liabilities - Narrative (Details) $ in Thousands			1 Months Ended	9 Months Ended	12 Months Ended
	May 10, 2019 USD ($)	Oct. 06, 2017 USD ($)	Jan. 31, 2015 USD ($) payment	Oct. 05, 2017 USD ($)	Dec. 31, 2019 USD ($) option	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Jan. 01, 2019 USD ($)	Dec. 31, 2018 USD ($)
Loss Contingencies [Line Items]
Weighted average remaining lease term					16 years 3 months 18 days
Number of extension options \| option					3
Renewal terms	5 years				10 years
Initial term	10 years
Fixed annual rent	$ 900
Right of use assets	$ 6,700				$ 1,086,658			$ 11,100	$ 1,086,658
Operating lease, discount rate	5.30%							5.50%
Lease liability					$ 17,738			$ 11,100
Caesars Entertainment Outdoor
Loss Contingencies [Line Items]
Loss contingency, present value of withdrawal liability			$ 360,000
Loss contingency, frequency of withdrawal of payment \| payment			80
Loss contingency, withdrawal liability			$ 6,000
Rent expense				$ 700		$ 1,000	$ 1,000
Loss contingency, loss in period		$ 45,000
Cost of property repairs and maintenance				$ 2,100		$ 2,900	$ 2,800

Commitments and Contingent Liabilities - Schedule of Rent Expense (Details) - General and Administrative Expense - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Loss Contingencies [Line Items]
Rent expense	$ 256	$ 1,622	$ 1,519
Rent payments	$ 268	$ 1,257	$ 1,297

Commitments and Contingent Liabilities - Schedule Of Future Minimum Lease Payments (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Jan. 01, 2019	Oct. 05, 2017
Loss Contingencies [Line Items]
2020	$ 1,485
2021	1,862
2022	1,880
2023	1,899
2024	1,919
Thereafter	20,983
Total minimum lease commitments	30,028
Discounting factor	12,290
Lease liability	$ 17,738	$ 11,100
Caesars Entertainment Outdoor
Loss Contingencies [Line Items]
2020			$ 214
2021			873
2022			891
2023			908
2024			926
Thereafter			18,911
Total minimum lease commitments			$ 22,723

Commitments and Contingent Liabilities - Schedule Of Other Commitments (Details) - Caesars Entertainment Outdoor $ in Thousands	Oct. 05, 2017 USD ($)
Loss Contingencies [Line Items]
2017	$ 775
2018	2,969
2019	225
Total golf-related maintenance agreement commitments	$ 3,969

Shareholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands							3 Months Ended	12 Months Ended
	Feb. 07, 2020	Nov. 19, 2019	Jun. 28, 2019	May 23, 2019	Dec. 19, 2018	Feb. 05, 2018	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Subsidiary or Equity Method Investee [Line Items]
Total number of common and preferred shares authorized (in shares)								750,000,000
Common stock, shares authorized (in shares)								700,000,000	700,000,000
Common stock, par value (in dollars per share)								$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)								50,000,000	50,000,000
Preferred stock, par value (in dollars per share)								$ 0.01	$ 0.01
Shares issued (in shares)		34,500,000				69,575,000
Offering forward price (in dollars per share)		$ 21.00	$ 21.50
Offering Stock During Period, Value			$ 1,100,000
Forward agreement on the proceeds from issuance of common stock			$ 1,000,000
Forward contract indexed to issuer's equity (in shares)			50,000,000
Stock sold pursuant to the exercise in full of underwriters' option to purchase additional common stock (in shares)			15,000,000
Share price (in dollars per share)						$ 20.00
Aggregate offering value of shares		$ 724,500				$ 1,400,000	$ 963,782
Proceeds from follow-on offering of common stock		694,200				$ 1,300,000
Additional shares subject to forward sale (in shares)			65,000,000					65,000,000
Common stock, shares outstanding (in shares)							300,278,938	461,004,742	404,729,616
JACK Entertainment LLC \| Greektown Acquisition
Subsidiary or Equity Method Investee [Line Items]
Cash payment in business acquisition		$ 700,000		$ 700,000
ATM Stock Offering Program
Subsidiary or Equity Method Investee [Line Items]
Stock allowed to be issued during period, value					$ 750,000
Scenario, Plan
Subsidiary or Equity Method Investee [Line Items]
Offering forward price (in dollars per share)								$ 19.96
Forward agreement on the proceeds from issuance of common stock								$ 1,300,000
Forward contract indexed to issuer's equity (in shares)								13,500,000
Cash outflow for shares								$ 346,200
ATM Stock Offering Program
Subsidiary or Equity Method Investee [Line Items]
Shares issued (in shares)								6,107,633	0
Proceeds from follow-on offering of common stock								$ 128,300
ATM Stock Offering Program \| Subsequent Event
Subsidiary or Equity Method Investee [Line Items]
Shares issued (in shares)	7,500,000
Proceeds from follow-on offering of common stock	$ 200,000

Shareholders' Equity - Schedule of Common Stock Outstanding (Details) - shares				12 Months Ended
	Nov. 19, 2019	Jun. 28, 2019	Feb. 05, 2018	Dec. 31, 2019	Dec. 31, 2018
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance				404,729,616	300,278,938
Stock issued during period (in shares)	34,500,000		69,575,000
Ending balance				461,004,742	404,729,616
Additional shares subject to forward sale (in shares)		65,000,000		65,000,000
IPO
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued during period (in shares)				0	69,575,000
Follow-On Offerings
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued during period (in shares)				50,000,000	34,500,000
ATM Stock Offering Program
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued during period (in shares)				6,107,633	0
Stock Incentive Plan
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock issued during period (in shares)				167,493	375,678
Performance-Based Stock Incentive Plan
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock Units, Options Issued During the Period, Shares				157,512	133,491

Shareholders' Equity - Dividends Declared (Details) - $ / shares																		3 Months Ended									12 Months Ended
	Jan. 09, 2020	Dec. 12, 2019	Oct. 10, 2019	Sep. 12, 2019	Jul. 12, 2019	Jun. 13, 2019	Apr. 11, 2019	Mar. 14, 2019	Jan. 10, 2019	Dec. 13, 2018	Oct. 11, 2018	Sep. 17, 2018	Jul. 13, 2018	Jun. 14, 2018	Apr. 13, 2018	Mar. 31, 2018	Mar. 15, 2018	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Dividends Payable [Line Items]
Dividends declared (in dollars per share)		$ 0.2975		$ 0.2975		$ 0.2875		$ 0.2875		$ 0.2875		$ 0.2875		$ 0.2625		$ 0.2625	$ 0.16	$ 0.2975	$ 0.2975	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2625	$ 0.1600	$ 0	$ 1.17	$ 0.9975
Dividends paid (in dollars per share)			$ 0.2975		$ 0.2875		$ 0.2875		$ 0.2875		$ 0.2875		$ 0.2625		$ 0.16
Subsequent Event
Dividends Payable [Line Items]
Dividends paid (in dollars per share)	$ 0.2975

Earnings Per Share - Schedule Of Weighted Average Earnings Per Share (Details) - shares	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Schedule Of Weighted Average Number Of Shares [Line Items]
Weighted-average common shares outstanding (in shares)	227,828,844	435,071,096	367,226,395
Diluted weighted-average common shares outstanding (in shares)	227,985,455	439,152,946	367,316,901
Assumed conversion of restricted stock
Schedule Of Weighted Average Number Of Shares [Line Items]
Assumed conversion (in shares)	156,000	566,000	91,000
Forward Sale Agreement
Schedule Of Weighted Average Number Of Shares [Line Items]
Assumed settlement of Forward Sale Agreements (in shares)	0	3,516,000	0

Earnings Per Share - Schedule Of Basic And Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Basic:
Net income attributable to common stockholders	$ 98,631	$ 144,435	$ 152,049	$ 150,849	$ 142,541	$ 129,912	$ 139,044	$ 112,122	$ 42,662	$ 545,964	$ 523,619
Weighted-average common shares outstanding (in shares)									227,828,844	435,071,096	367,226,395
Basic EPS (in dollars per share)									$ 0.19	$ 1.25	$ 1.43
Diluted:
Net income attributable to common stockholders									$ 42,662	$ 545,964	$ 523,619
Diluted weighted-average common shares outstanding (in shares)									227,985,455	439,152,946	367,316,901
Diluted EPS (in dollars per share)									$ 0.19	$ 1.24	$ 1.43

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

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-Name Accounting Standards Codification
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+ Details

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Share-Based Compensation - Narrative (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017 USD ($) shares	Dec. 31, 2019 USD ($) day shares	Dec. 31, 2018 USD ($) shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs \| $		$ 7,800
Weighted-average cost		1 year 8 months 12 days
Stock Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized (in shares)		12,750,000
Remaining shares authorized (in shares)		11,899,660
Time-Based Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	124,000	177,000	172,000
Period of volume of weighted average price \| day		10
Trading days \| day		10
Performance-Based Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		158,000	133,000
General and Administrative Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
General and administrative \| $	$ 1,385	$ 5,223	$ 2,342
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		0 years
Minimum \| Time-Based Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years
Minimum \| Performance-Based Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate		2.50%
Expected volatility rate		13.30%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		4 years
Maximum \| Time-Based Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		4 years
Maximum \| Performance-Based Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate		2.70%
Expected volatility rate		20.00%

Share-Based Compensation Schedule of Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
General and Administrative Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 1,385	$ 5,223	$ 2,342

Share-Based Compensation - Schedule Of Restricted Stock (Details) - Restricted Stock Units (RSUs) - $ / shares	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Shares
Beginning balance (in shares)	0	398,253	123,610
Granted (in shares)	174,572	338,788	336,980
Vested (in shares)	(50,962)	(121,786)	(59,954)
Forfeited (in shares)	0	(13,783)	(2,383)
Canceled (in shares)	0	0	0
Ending balance (in shares)	123,610	601,472	398,253
Weighted Average Grant Date Fair Value
Beginning balance (in dollars per share)	$ 0	$ 19.60	$ 15.61
Granted (in dollars per share)	15.41	22.03	19.37
Vested (in dollars per share)	14.90	18.57	10.18
Forfeited (in dollars per share)	0	20.44	16.88
Canceled (in dollars per share)	0	0	0
Ending balance (in dollars per share)	$ 15.61	$ 21.16	$ 19.60

Income Taxes - Narrative (Details)											3 Months Ended									9 Months Ended	12 Months Ended
Income Taxes - Narrative (Details)	Dec. 12, 2019 $ / shares	Sep. 12, 2019 $ / shares	Jun. 13, 2019 $ / shares	Mar. 14, 2019 $ / shares	Dec. 13, 2018 $ / shares	Sep. 17, 2018 $ / shares	Jun. 14, 2018 $ / shares	Mar. 31, 2018 $ / shares	Mar. 15, 2018 $ / shares	Dec. 22, 2017 USD ($)	Dec. 31, 2019 USD ($) $ / shares	Sep. 30, 2019 $ / shares	Jun. 30, 2019 $ / shares	Mar. 31, 2019 $ / shares	Dec. 31, 2018 $ / shares	Sep. 30, 2018 $ / shares	Jun. 30, 2018 $ / shares	Mar. 31, 2018 $ / shares	Dec. 31, 2017 USD ($) $ / shares	Oct. 05, 2017 USD ($)	Dec. 31, 2019 USD ($) $ / shares	Dec. 31, 2018 USD ($) $ / shares	Dec. 31, 2017	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)	Dec. 31, 2019 property	Dec. 31, 2019 golf_course	Jan. 15, 2015 property
Income Tax Contingency [Line Items]
Percentage of annual REIT taxable income (at least)																					90.00%		90.00%
Undistributed net taxable income subject to income corporate tax rate																							100.00%
Number of golf courses \| property																										26
Deferred tax liability as a result of TCJA										$ 2,400,000
Expected federal tax at the statutory tax rate																			$ 0.35		$ 0.21	$ 0.21
NOL Carryforwards											$ 151,600,000										$ 151,600,000
Expected federal tax at the statutory tax rate																			35.00%		21.00%	21.00%
Dividends declared (in dollars per share) \| $ / shares	$ 0.2975	$ 0.2975	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2625	$ 0.2625	$ 0.16		$ 0.2975	$ 0.2975	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2625	$ 0.1600	$ 0		$ 1.17	$ 0.9975
Caesars Entertainment Outdoor
Income Tax Contingency [Line Items]
Number of golf courses \| property																										4		4
Expected federal tax at the statutory tax rate																				$ 100,000				$ 111,000	$ 98,000
Caesars Entertainment Outdoor \| Domestic Tax Authority
Income Tax Contingency [Line Items]
General business credit											$ 82,000										$ 82,000
Operating loss carryforwards																				19,200,000				20,100,000
Caesars Entertainment Outdoor \| State and Local Jurisdiction
Income Tax Contingency [Line Items]
Operating loss carryforwards																				$ 15,100,000				$ 15,500,000
Golf Course Business
Income Tax Contingency [Line Items]
Number of golf courses																										4	4

Income Taxes - Schedule Of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2017	Oct. 05, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Dec. 31, 2015
Current:
Federal	$ 0		$ 1,100	$ 1,693
State	11		563	126
Income tax expense (benefit), current	11		1,663	1,819
Deferred
Federal	(1,909)		46	(459)
State	(3)		(4)	81
Income tax expense (benefit), deferred	(1,912)		42	(378)
Total
Federal	(1,909)		1,146	1,234
State	8		559	207
Income tax expense (benefit)	$ (1,901)		$ 1,705	$ 1,441
Caesars Entertainment Outdoor
Current:
Federal		$ 100			$ 111	$ 98
State		0			0	0
Deferred
Income tax expense (benefit), deferred		(98)			(111)	(101)
Total
Income tax expense (benefit)		$ 2			$ 0	$ (3)

Income Taxes - Schedule Of Deferred Tax Assets And Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Oct. 05, 2017	Dec. 31, 2016
Deferred tax assets:
Federal net operating loss	$ 0	$ 0
Accruals, reserves and other	96	117
Total deferred tax assets	96	117
Deferred tax liabilities:
Land, buildings and equipment, net	(3,478)	(3,457)
Total deferred tax liabilities	(3,478)	(3,457)
Net deferred tax liability	$ (3,382)	$ (3,340)
Caesars Entertainment Outdoor
Deferred tax assets:
Federal net operating loss			$ 5,561	$ 5,847
State net operating loss			378	392
Federal tax credits			82	82
Other			8	9
Subtotal			6,029	6,330
Less: valuation allowance			1,930	1,930
Total deferred tax assets net of valuation allowance			4,099	4,400
Deferred tax liabilities:
Land, buildings and equipment, net			(9,006)	(9,423)
Accrued expenses			(37)	(20)
Total deferred tax liabilities			(9,043)	(9,443)
Net deferred tax liability			$ (4,944)	$ (5,043)

Income Taxes - Schedule of Effective Rate Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Federal income tax expense at statutory rate	$ 15,414	$ 116,757	$ 112,326
Federal income tax expense at statutory rate, percent	35.00%	21.00%	21.00%
REIT income not subject to federal income tax	$ (14,897)	$ (115,395)	$ (111,035)
REIT income not subject to federal income tax, percent	(33.80%)	(20.80%)	(20.80%)
Pre-tax gain attributable to taxable subsidiaries	$ 517	$ 1,362	$ 1,291
Pre-tax gain attributable to taxable subsidiaries, percent	1.20%	0.30%	0.20%
State income taxes, net of federal benefits	$ 5	$ 542	$ 187
State income taxes, net of federal benefits, percent	0.00%	0.10%	0.00%
Non-deductible expenses and other	$ 0	$ (199)	$ (37)
Non-deductible expenses and other, percent	0.00%	0.00%	0.00%
Impact of Tax Reform on deferred tax liability	$ (2,423)	$ 0	$ 0
Impact of Tax Reform on deferred tax liability, percent	(5.50%)	0.00%	0.00%
Income tax expense (benefit)	$ (1,901)	$ 1,705	$ 1,441
Income tax expense (benefit), percent	(4.30%)	0.30%	0.20%

Income Taxes - Schedule of Income Tax Expense Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2017	Oct. 05, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Dec. 31, 2015
Income Tax Contingency [Line Items]
Expected federal tax at the statutory tax rate	$ 15,414		$ 116,757	$ 112,326
Increases/(decreases) in tax resulting from:
State taxes, net of federal tax benefit	5		542	187
Income tax expense (benefit)	$ (1,901)		$ 1,705	$ 1,441
Caesars Entertainment Outdoor
Income Tax Contingency [Line Items]
Expected federal tax at the statutory tax rate		$ 0			$ 0	$ 0
Increases/(decreases) in tax resulting from:
State taxes, net of federal tax benefit		0			0	0
Federal tax credits		0			0	3
Income tax (expense)/benefit		2			0	0
Income tax expense (benefit)		$ 2			$ 0	$ (3)

Income Taxes - Schedule Of Unrecognized Tax Benefits (Details) - Caesars Entertainment Outdoor - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Oct. 05, 2017	Dec. 31, 2016	Dec. 31, 2015
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance as of beginning of period	$ 1,309	$ 1,309	$ 1,309
Additions based on tax positions related to the current year	0	0	0
Balance as of end of period	$ 1,309	$ 1,309	$ 1,309

Income Taxes - Federal Income Tax Note (Details) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Ordinary dividends (in dollars per share)	$ 846,500	$ 925,100
Section 199A dividends (in dollars per share)	0.8159	0.9251
Qualified dividend (in dollars per share)	0.0306	0
Non-dividend distribution (in dollars per share)	$ 0.0985	$ 0

Segment Information - Narrative (Details) - 12 months ended Dec. 31, 2019	segment property	golf_course
Segment Reporting Information [Line Items]
Number of reportable segments	2
Number of golf courses \| property	26
Golf Course Business
Segment Reporting Information [Line Items]
Number of reportable segments	1
Number of golf courses	4	4

Segment Information - Schedule Of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended										12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Segment Reporting Information [Line Items]
Revenues (1)	$ 237,537	$ 222,513	$ 220,746	$ 214,002	$ 226,039	$ 232,687	$ 220,975	$ 218,276		$ 187,609	$ 894,798	$ 897,977
Operating income	226,758	208,380	205,495	201,866	195,682	184,100	189,448	188,724		144,196	842,499	757,954
Interest expense										(63,354)	(248,384)	(212,663)
Loss on extinguishment of debt										(38,488)	(58,143)	(23,040)
Income before income taxes										42,636	555,986	533,558
Income tax expense										1,901	(1,705)	(1,441)
Net income	100,713	$ 146,515	$ 154,127	$ 152,926	144,631	$ 132,024	$ 141,359	$ 114,103	$ 44,537	44,537	554,281	532,117
Depreciation										751	3,831	3,686
Total assets	13,265,619				11,333,368						13,265,619	11,333,368
Total liabilities	5,216,630				4,432,346						5,216,630	4,432,346
Real Property Business
Segment Reporting Information [Line Items]
Revenues (1)										181,258	865,858	870,776
Operating income										142,722	836,275	751,803
Interest expense										(63,354)	(248,384)	(212,663)
Loss on extinguishment of debt										(38,488)	(58,143)	(23,040)
Income before income taxes										41,162	549,503	527,407
Income tax expense										0	(470)	0
Net income										41,162	549,033	527,407
Depreciation										0	16	7
Total assets	13,177,318				11,247,637						13,177,318	11,247,637
Total liabilities	5,199,029				4,424,861						5,199,029	4,424,861
Golf Course Business
Segment Reporting Information [Line Items]
Revenues (1)										6,351	28,940	27,201
Operating income										1,474	6,224	6,151
Interest expense										0	0	0
Loss on extinguishment of debt										0	0	0
Income before income taxes										1,474	6,483	6,151
Income tax expense										1,901	(1,235)	(1,441)
Net income										3,375	5,248	4,710
Depreciation										$ 751	3,815	3,679
Total assets	88,301				85,731						88,301	85,731
Total liabilities	$ 17,601				$ 7,485						$ 17,601	$ 7,485

Quarterly Results of Operations (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands										3 Months Ended										12 Months Ended
	Dec. 12, 2019	Sep. 12, 2019	Jun. 13, 2019	Mar. 14, 2019	Dec. 13, 2018	Sep. 17, 2018	Jun. 14, 2018	Mar. 31, 2018	Mar. 15, 2018	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Quarterly Financial Information Disclosure [Abstract]
Revenues										$ 237,537	$ 222,513	$ 220,746	$ 214,002	$ 226,039	$ 232,687	$ 220,975	$ 218,276		$ 187,609	$ 894,798	$ 897,977
Operating income										226,758	208,380	205,495	201,866	195,682	184,100	189,448	188,724		144,196	842,499	757,954
Net income										100,713	146,515	154,127	152,926	144,631	132,024	141,359	114,103	$ 44,537	44,537	554,281	532,117
Net income attributable to common stockholders										$ 98,631	$ 144,435	$ 152,049	$ 150,849	$ 142,541	$ 129,912	$ 139,044	$ 112,122		$ 42,662	$ 545,964	$ 523,619
Net income per common share
Basic and diluted (in dollars per share)										$ 0.21	$ 0.31	$ 0.37	$ 0.37	$ 0.37	$ 0.35	$ 0.38	$ 0.33
Dividends per share (in dollars per share)	$ 0.2975	$ 0.2975	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2625	$ 0.2625	$ 0.16	$ 0.2975	$ 0.2975	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2875	$ 0.2625	$ 0.1600		$ 0	$ 1.17	$ 0.9975

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

+ References

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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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+ Details

Accrued Expenses - Schedule Of Accrued Expenses (Details) - Caesars Entertainment Outdoor - USD ($) $ in Thousands	Oct. 05, 2017	Dec. 31, 2016
Accrued Expenses [Line Items]
Accrued utilities	$ 269	$ 87
Accrued real estate taxes and other taxes	166	130
Advance deposits	102	112
Deferred revenue	49	125
Accrued legal and professional fees	41	23
Payroll and other compensation	12	228
Other accruals	8	0
Total other liabilities	$ 647	$ 705

Liabilities Subject to Compromise - Narrative (Details) - Caesars Entertainment Outdoor $ in Thousands		12 Months Ended
	Oct. 06, 2017 USD ($) claim	Dec. 31, 2019 USD ($)	Oct. 05, 2017 USD ($) claim	Dec. 31, 2016 USD ($)
Reorganizations [Line Items]
Number of proofs of claims \| claim	55
Number of claims carved out of legal entities \| claim			9
Additional claims assigned by court \| claim			13
Amount of claims filed		$ 122,200
Number of filed claims likely to be denied \| claim			19
Amount of filed claims likely to be denied			$ 116,300
Liabilities subject to compromise	$ 125		$ 249	$ 265
Gain on settlement of other claims	124
Amount of claims under review by management	$ 5,100

Related Party Transactions - Narrative (Details) - USD ($)	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2017	Oct. 05, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Dec. 31, 2015
Related Party Transaction [Line Items]
Dividends declared, not paid	$ 0		$ 137,149,000	$ 116,503,000
Defined contribution plan, vesting period			5 years
Caesars Entertainment Outdoor
Related Party Transaction [Line Items]
Dividends declared, not paid		$ 1,000,000			$ 1,232,000	$ 1,981,000
Caesars Entertainment Operating Company, Inc.
Related Party Transaction [Line Items]
Maximum annual contributions per employee, percent (up to)			50.00%
Employer matching contribution, amount (up to)			$ 600
Administrative expense		27,000			34,000	39,000
Accumulated Net Investment Gain (Loss) Attributable to Parent \| Caesars Entertainment Outdoor
Related Party Transaction [Line Items]
Dividends declared, not paid		$ 1,000,000			$ 1,232,000	$ 1,981,000

Related Party Transactions - Schedule of Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended	12 Months Ended
	Dec. 31, 2017	Oct. 05, 2017	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2016	Dec. 31, 2015
Related Party Transaction [Line Items]
Administrative and other	$ 9,939		$ 24,569	$ 24,429
Caesars Entertainment Outdoor
Related Party Transaction [Line Items]
Administrative and other		$ 1,382			$ 2,009	$ 1,760
Net revenues		14,136			18,785	18,077
Caesars Entertainment Outdoor \| Insurance expense
Related Party Transaction [Line Items]
Administrative and other		37			45	55
Caesars Entertainment Outdoor \| CEOC and Caesars' Affiliates \| Indirect Expenses
Related Party Transaction [Line Items]
Administrative and other		214			330	318
Golf revenue \| Caesars Entertainment Outdoor
Related Party Transaction [Line Items]
Net revenues		11,412			14,558	14,071
Golf revenue \| Caesars Entertainment Outdoor \| CEOC and Caesars' Affiliates \| Golf Transactions
Related Party Transaction [Line Items]
Net revenues		5,304			5,482	4,377
Golf revenue \| Caesars Entertainment Outdoor \| CEOC and Caesars' Affiliates \| Pass-Through Revenue
Related Party Transaction [Line Items]
Net revenues		382			871	769
Food and beverage revenue \| Caesars Entertainment Outdoor
Related Party Transaction [Line Items]
Net revenues		1,361			2,150	2,150
Food and beverage revenue \| Caesars Entertainment Outdoor \| CEOC and Caesars' Affiliates \| Pass-Through Revenue
Related Party Transaction [Line Items]
Net revenues		107			83	66
Retail and other revenue \| Caesars Entertainment Outdoor
Related Party Transaction [Line Items]
Net revenues		1,363			2,077	1,856
Retail and other revenue \| Caesars Entertainment Outdoor \| CEOC and Caesars' Affiliates \| Pass-Through Revenue
Related Party Transaction [Line Items]
Net revenues		$ 116			$ 143	$ 102

Schedule I Condensed Financial Information of Registrant Parent Company Only - Balance Sheets (Details) - USD ($) $ / shares in Units, $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Oct. 06, 2017
Assets
Cash and cash equivalents	$ 1,101,893	$ 577,883
Short-term investments	59,474	520,877
Other assets	188,638	115,550
Total assets	13,265,619	11,333,368
Liabilities
Other liabilities	123,918	62,406
Dividends payable	137,056	116,287
Total liabilities	5,216,630	4,432,346
Common stock, $0.01 par value, 700,000,000 shares authorized and 461,004,742 and 404,729,616 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively	4,610	4,047
Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at December 31, 2019 and 2018	0	0
Additional paid-in capital	7,817,582	6,648,430
Accumulated other comprehensive loss	(65,078)	(22,124)
Retained earnings	208,069	187,096
Total stockholders’ equity	8,048,989	6,901,022	$ 4,776,364	$ 3,516,673
Total liabilities and stockholders’ equity	$ 13,265,619	$ 11,333,368
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	700,000,000	700,000,000
Common stock, shares issued (in shares)	461,004,742	404,729,616
Common stock, shares outstanding (in shares)	461,004,742	404,729,616	300,278,938
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	50,000,000	50,000,000
Preferred stock, shares outstanding (in shares)	0	0
Parent Company
Assets
Cash and cash equivalents	$ 13,912		$ 377,704
Restricted cash	0		48
Short-term investments	0		520,877
Other assets	159		2,150
Due from affiliates	838		133
Investment in subsidiaries	8,087,905		6,033,310
Total assets	8,102,814		6,934,222
Liabilities
Other liabilities	576		486
Dividends payable	137,056		116,287
Total liabilities	137,632		116,773
Common stock, $0.01 par value, 700,000,000 shares authorized and 461,004,742 and 404,729,616 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively	4,610		4,047
Preferred stock, $0.01 par value, 50,000,000 shares authorized and no shares outstanding at December 31, 2019 and 2018	0		0
Additional paid-in capital	7,817,582		6,648,430
Accumulated other comprehensive loss	(65,078)		(22,124)
Retained earnings	208,068		187,096
Total stockholders’ equity	7,965,182		6,817,449
Total liabilities and stockholders’ equity	$ 8,102,814		$ 6,934,222
Common stock, par value (in dollars per share)	$ 0.01		$ 0.01
Common stock, shares authorized (in shares)	700,000,000		700,000,000
Common stock, shares issued (in shares)	404,729,616		300,278,938
Common stock, shares outstanding (in shares)	404,729,616		300,278,938
Preferred stock, par value (in dollars per share)	$ 0.01		$ 0.01
Preferred stock, shares authorized (in shares)	50,000,000		50,000,000
Preferred stock, shares outstanding (in shares)	0		0

Schedule I Condensed Financial Information of Registrant Parent Company Only - Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Expenses
General and administrative									$ 9,939	$ 24,569	$ 24,429
Operating income	$ 226,758	$ 208,380	$ 205,495	$ 201,866	$ 195,682	$ 184,100	$ 189,448	$ 188,724	144,196	842,499	757,954
Interest income									282	20,014	11,307
Income before income taxes									42,636	555,986	533,558
Income taxes									(1,901)	1,705	1,441
Net income attributable to common stockholders	$ 98,631	$ 144,435	$ 152,049	$ 150,849	$ 142,541	$ 129,912	$ 139,044	$ 112,122	42,662	545,964	523,619
Unrealized loss on cash flow hedges									0	(42,954)	(22,124)
Comprehensive income attributable to common stockholders									42,662	503,010	501,495
Parent Company
Expenses
General and administrative									0	0	78
Total operating expenses									0	0	78
Income (Loss) from Equity Method Investments									0	532,699	516,116
Interest income									282	13,265	7,581
Income before income taxes									282	545,964	523,619
Income taxes									0	0	0
Net income attributable to common stockholders									282	545,964	523,619
Unrealized loss on cash flow hedges									0	(42,954)	(22,124)
Comprehensive income attributable to common stockholders									$ 282	$ 503,010	$ 501,495

Schedule I Condensed Financial Information of Registrant Parent Company Only - Cash Flows (Details) - USD ($) $ in Thousands			3 Months Ended									12 Months Ended
	Nov. 19, 2019	Feb. 05, 2018	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
Cash flows from operating activities
Net income			$ 98,631	$ 144,435	$ 152,049	$ 150,849	$ 142,541	$ 129,912	$ 139,044	$ 112,122	$ 42,662	$ 545,964	$ 523,619
Change in operating assets and liabilities:
Change in other assets											(7,159)	(5,635)	(22,945)
Change in other liabilities											10,449	339	25,207
Net cash provided by operating activities											129,440	682,159	504,082
Cash flows from investing activities
Investments in short-term investments											0	(440,353)	(942,311)
Maturities of short-term investments											0	901,756	421,434
Net cash used in investing activities											(1,136,251)	(1,361,379)	(1,140,877)
Cash flows from financing activities
Proceeds from follow-on offering of common stock	$ 694,200	$ 1,300,000
Proceeds from private placement of common stock											963,782	0	0
Proceeds from initial public offering of common stock											0	1,164,307	2,001,493
Dividends paid											0	(503,958)	(262,682)
Mandatory debt conversion costs											(13)	0	0
Net cash provided by financing activities											1,148,446	1,182,666	1,037,836
Net increase in cash, cash equivalents and restricted cash											141,635	503,446	401,041
Cash and cash equivalents, beginning of period						598,447				197,406	55,771	598,447	197,406
Cash, cash equivalents and restricted cash, end of period			1,101,893				598,447				197,406	1,101,893	598,447
Parent Company
Cash flows from operating activities
Net income											282	545,964	523,619
Income (Loss) from Subsidiaries, before Tax											0	(532,699)	0
Distributed Earnings											0	13,334	0
Change in operating assets and liabilities:
Change in other assets											0	48	(2,150)
Change in other liabilities											0	1,370	270
Change in intercompany balances, net											98,813	(1,985)	(614)
Net cash provided by operating activities											99,095	26,032	521,125
Cash flows from investing activities
Investment in subsidiary											(1,000,000)	(1,700,748)	(1,838,205)
Distributions from subsidiaries											0	232,875	357,781
Investments in short-term investments											0	(342,767)	(691,239)
Maturities of short-term investments											0	760,419	170,362
Net cash used in investing activities											(1,000,000)	(1,050,221)	(2,001,301)
Cash flows from financing activities
Proceeds from follow-on offering of common stock											0	1,164,307	694,374
Proceeds from private placement of common stock											964,376	0	0
Proceeds from initial public offering of common stock											0	0	1,307,119
Dividends paid											0	(503,958)	(262,682)
Mandatory debt conversion costs											(13)	0	0
Net cash provided by financing activities											964,363	660,349	1,738,811
Net increase in cash, cash equivalents and restricted cash											63,458	(363,840)	258,635
Cash and cash equivalents, beginning of period						$ 377,752				$ 119,117	55,659	377,752	119,117
Cash, cash equivalents and restricted cash, end of period			$ 13,912				$ 377,752				$ 119,117	$ 13,912	$ 377,752

Schedule I Condensed Financial Information of Registrant Parent Company Only - Narrative (Details) - USD ($) $ in Millions		1 Months Ended	9 Months Ended	12 Months Ended
	Feb. 20, 2020	Feb. 28, 2019	Sep. 30, 2019	Dec. 31, 2019
Condensed Financial Statements, Captions [Line Items]
Restricted net assets				$ 7,900.0
Senior Notes
Condensed Financial Statements, Captions [Line Items]
Percentage of cash dividends of real estate taxable income to be distributed				100.00%
Percentage of cash dividends of adjusted total assets to be distributed				0.60%
Amount of cash dividends of adjusted total assets to be distributed				$ 30.0
Second Lien Notes \| Senior Notes
Condensed Financial Statements, Captions [Line Items]
Redemption price, percentage (equal to)		100.00%	108.00%	108.00%
Repayments of debt		$ 537.5
Second Lien Notes \| Subsequent Event \| Senior Notes
Condensed Financial Statements, Captions [Line Items]
Redemption price, percentage (equal to)	100.00%
Repayments of debt	$ 498.5

Schedule III - Real Estate and Accumulated Depreciation - Schedule of Real Estate and Accumulated Depreciation (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Dec. 22, 2017	Oct. 06, 2017	Oct. 05, 2017
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items]
Land and Improvements	$ 1,181,369
Building and Improvements	0
Land and Improvements	0
Building and Improvements	0
Land and Improvements	1,181,369
Building and Improvements	0
Total	1,181,369	$ 1,182,447	$ 1,184,000			$ 1,184,000
Accumulated Depreciation	0	0	$ 0			$ 0
Investments in operating leases	1,086,658	$ 1,086,658		$ 73,600	$ 34,700
Caesars Palace Land
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items]
Land and Improvements	1,010,967
Building and Improvements	0
Land and Improvements	0
Building and Improvements	0
Land and Improvements	1,010,967
Building and Improvements	0
Total	1,010,967
Accumulated Depreciation	0
Land Parcels subject to Non-CPLV Lease Agreement
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items]
Land and Improvements	75,691
Building and Improvements	0
Land and Improvements	0
Building and Improvements	0
Land and Improvements	75,691
Building and Improvements	0
Total	75,691
Accumulated Depreciation	0
Vacant, non-operating Land
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items]
Land and Improvements	21,111
Building and Improvements	0
Land and Improvements	0
Building and Improvements	0
Land and Improvements	21,111
Building and Improvements	0
Total	21,111
Accumulated Depreciation	0
Eastside Property
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate and Accumulated Depreciation [Line Items]
Land and Improvements	73,600
Building and Improvements	0
Land and Improvements	0
Building and Improvements	0
Land and Improvements	73,600
Building and Improvements	0
Total	73,600
Accumulated Depreciation	$ 0

Schedule III - Real Estate and Accumulated Depreciation - Schedule of Change in Real Estate (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2019	Dec. 31, 2018
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate [Roll Forward]
Beginning balance	$ 1,184,000	$ 1,182,447	$ 1,184,000
Additions	0	0	10,967
Impairments		0	12,334
Disposals	0	(1,078)	(186)
Depreciation expense	0	0	0
Ending balance	1,184,000	1,181,369	1,182,447
SEC Schedule, 12-28, Real Estate Companies, Investment in Real Estate, Accumulated Depreciation [Roll Forward]
Beginning balance	0	0	0
Additions	0	0	0
Impairments		0	0
Disposals	0	0	0
Depreciation expense	0	0	0
Ending balance	$ 0	$ 0	$ 0