Gaming and Leisure Properties, Inc. (NasdaqGS:GLPI) entered into definitive agreement to acquire the real estate assets of Live! Casino & Hotel Maryland on December 6, 2021. In related transactions, Gaming and Leisure Properties, Inc. also entered into definitive agreements to acquire the real estate assets of Live! Casino & Hotel Philadelphia, and Live! Casino Pittsburgh on December 6, 2021. The combined consideration for the Real Estate Assets of Live! Casino & Hotel Maryland, Live! Casino & Hotel Philadelphia, and Live! Casino Pittsburgh is approximately $1.81 billion, to be comprised of approximately $795.2 million in qualified debt assumption (to be satisfied by GLPI), $323 million of newly issued operating partnership units, or OP units, in GLP Capital, L.P., GLPI’s operating partnership, and the balance in cash. The transaction for the three properties includes not only the existing real estate assets, but also a binding partnership on future Cordish casino developments, as well as potential financing partnerships between GLPI and Cordish in other areas of Cordish's portfolio of real estate and operating businesses. GLPI expects to fund the total cash consideration payable by it at the closings using cash on hand, borrowings under its revolving credit facility and/or with funds from additional financing arrangements, which are expected to include issuances of debt and equity securities, or a combination thereof. The sources of financing actually used will depend upon a variety of factors, including market conditions. The Operating Partnership intends to use the net proceeds of approximately $391.4 million resulting from the offering of 8.9 million GLPI shares to partially finance the acquisition. GLPI also intends to use net proceeds of approximately $787.8 million from the offering of 3.250% Senior Notes due 2032, to partially fund the acquisition. Cordish will immediately lease back all the properties, and continue uninterrupted to own, control and manage all the gaming operations of the facilities. The transaction is subject to receipt of required regulatory approvals, financing and other customary closing conditions. The transaction is expected to close by 2021-year end. The acquisition is expected to be immediately accretive at closing. Wells Fargo Securities acted as financial advisor while Ben Hittman, Stephanie Toribio, Yoel Kranz, Ed Glazer, Sonita Bennitt and James Barri of Goodwin Procter LLP acted as legal advisors to GLPI.