Gaming and Leisure Properties, Inc. 25,000,000 Shares Common Stock ($0.01 par value per share) plus an option to purchase from the Company up to 3,750,000 shares of Common Stock Underwriting AgreementGaming & Leisure Properties, Inc. • April 1st, 2016 • Real estate investment trusts • New York
The Shares are being issued to finance a portion of the Company’s cash payment obligations as more fully described under the caption “Use of Proceeds” in the Preliminary Prospectus Supplement (as defined below) in connection with the Company’s proposed acquisition (the “Acquisition”) of all the outstanding common equity interests of Pinnacle Entertainment, Inc., a Delaware corporation (“Pinnacle”), pursuant to that certain Agreement and Plan of Merger, dated as of July 20, 2015, by and among the Company, Gold Merger Sub, LLC, a Delaware limited liability company, and Pinnacle (as amended and in effect from time to time, including all schedules and exhibits thereto, the “Merger Agreement”). If the Acquisition is not consummated, the Company will use the proceeds from the issuance and sale of the Shares as described in the preliminary prospectus under the caption “Use of Proceeds.”
