NEW YORK--(BUSINESS WIRE)--VICI Properties Inc. (NYSE: VICI), an experiential asset real estate investment trust, today announced the pricing of an underwritten public offering of 26,000,000 shares of its common stock at a public offering price of $22.15 per share, all of which will be offered on a forward basis through the forward purchaser or its affiliate in connection with the forward sale agreement described below. The underwriters were also granted a 30-day option to purchase up to an additional 3,900,000 shares. The offering is expected to close on June 19, 2020, subject to customary closing conditions.
Morgan Stanley, BofA Securities, Deutsche Bank Securities and Goldman Sachs & Co. LLC are acting as joint book-running managers for the offering, and as representatives of the underwriters in the offering. Barclays, Citigroup, J.P. Morgan, Union Gaming and Wells Fargo Securities are acting as bookrunners in the offering. Citizens Capital Markets, SunTrust Robinson Humphrey, UBS Investment Bank, Baird, Capital One Securities, Credit Suisse, Evercore ISI, Ladenburg Thalmann, Nomura and Stifel are acting as co-managers in the offering.
The Company has entered into a forward sale agreement with Morgan Stanley & Co. LLC (or its affiliate) (the “forward purchaser”) with respect to the shares of common stock covered by the offering. In connection with the forward sale agreement, the forward purchaser or its affiliates is expected to borrow and sell to the underwriters all of the shares that will be delivered in the offering.
Subject to its right to elect cash or net share settlement under certain conditions, the Company intends to deliver, upon full physical settlement of the forward sale agreement on one or more dates specified by the Company occurring no later than approximately three months following the completion of the offering, an aggregate of 26,000,000 shares of common stock to the forward purchaser (or 29,900,000 shares of common stock if the underwriters exercise their option to purchase additional shares in full) in exchange for cash proceeds per share equal to the applicable forward sale price, which will initially be the public offering price less the underwriting discount and will be subject to certain adjustments as provided in the forward sale agreement.
The Company will not initially receive any proceeds from the sale of shares by the forward purchaser or its affiliate. The Company expects to use any cash proceeds that it receives upon the future settlement of the forward sale agreement to fund a portion of a mortgage loan as a lender, the purchase price for an acquisition of land and for general business purposes, which may include the acquisition, development and improvement of properties, capital expenditures, working capital and the repayment of indebtedness.
About VICI Properties
VICI Properties is an experiential real estate investment trust that owns one of the largest portfolios of market-leading gaming, hospitality and entertainment destinations, including the world-renowned Caesars Palace. VICI Properties’ national, geographically diverse portfolio consists of 28 gaming facilities comprising over 40 million square feet and features approximately 15,600 hotel rooms and more than 180 restaurants, bars and nightclubs. Its properties are leased to industry leading gaming and hospitality operators, including Caesars Entertainment Corporation, Century Casinos Inc., Hard Rock International, JACK Entertainment and Penn National Gaming, Inc. VICI Properties also owns four championship golf courses and 34 acres of undeveloped land adjacent to the Las Vegas Strip. VICI Properties’ strategy is to create the nation’s highest quality and most productive experiential real estate portfolio.
