VICI Properties Enters New Agreement, Terminates Old One

TL;DR

VICI Properties just signed a new deal and ditched an old one, changing their financial obligations.

AI Summary

On February 3, 2025, VICI Properties Inc. entered into a material definitive agreement and simultaneously terminated a prior material definitive agreement. This action also created a direct financial obligation for the registrant. The filing details these significant changes in contractual obligations.

Why It Matters

This filing indicates a significant shift in VICI Properties' contractual landscape, potentially impacting its financial obligations and strategic relationships.

Risk Assessment

Risk Level: medium — Changes in material definitive agreements and financial obligations can introduce new risks or alter existing ones for a company.

Key Players & Entities

• VICI PROPERTIES INC. (company) — Filer
• VICI Properties L.P. (company) — Filer
• 20250203 (date) — Report Date
• 20250204 (date) — Filing Date

FAQ

Key Financial Figures

• $0.01 — ge on which registered Common stock, $0.01 par value VICI New York Stock Excha
• $2.5 billion — the "Credit Agreement"), comprised of a $2.5 billion senior revolving credit facility schedu
• $147,500,000 b — ich in the aggregate is approximately US$147,500,000 based on the applicable exchange rates as
• $1.0 billion — the revolving loan commitments by up to $1.0 billion (for a total of $3.5 billion in revolvi
• $3.5 billion — s by up to $1.0 billion (for a total of $3.5 billion in revolving loan commitments) to the e
• $2.0 billion — or more tranches of term loans of up to $2.0 billion in the aggregate, in each case, to the

Filing Documents

• tm254973d1_8k.htm (8-K) — 53KB
• tm254973d1_ex10-1.htm (EX-10.1) — 1059KB
• 0001104659-25-008898.txt ( ) — 1561KB
• vici-20250203.xsd (EX-101.SCH) — 3KB
• vici-20250203_def.xml (EX-101.DEF) — 26KB
• vici-20250203_lab.xml (EX-101.LAB) — 35KB
• vici-20250203_pre.xml (EX-101.PRE) — 24KB
• tm254973d1_8k_htm.xml (XML) — 7KB

01

Item 1.01 Entry into a Material Definitive Agreement. On February 3, 2025 (the "Effective Date"), VICI Properties L.P. (the "Borrower"), a Delaware limited partnership and wholly owned subsidiary of VICI Properties Inc. (the "Company"), entered into a new Credit Agreement with Wells Fargo Bank, N.A., as administrative agent, and the other lenders party thereto (the "Credit Agreement"), comprised of a $2.5 billion senior revolving credit facility scheduled to mature on February 3, 2029 (the "Credit Facility"). The Credit Agreement replaces the Borrower's existing Credit Agreement, dated as of February 8, 2022, among the Borrower, JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto (as amended, amended and restated or otherwise modified, the "Existing Credit Agreement"), which provided for a $2.5 billion revolving credit facility scheduled to mature on March 31, 2026. As of the Effective Date, CAD 188,000,000.00 and Sterling 14,500,000.00 (which in the aggregate is approximately US$147,500,000 based on the applicable exchange rates as of the Effective Date) was advanced under the Credit Facility, which amounts were used to repay the outstanding obligations under the Existing Credit Agreement. The Credit Facility includes two six-month maturity extension options (or one twelve-month extension option), the exercise of which in each case is subject to customary conditions and the payment of an extension fee of (i) 0.0625% on the extended commitments, in the case of each six-month extension of the Credit Facility, and (ii) 0.125% on the extended commitments, in the case of a twelve-month extension of the Credit Facility. The Credit Facility includes the option to increase the revolving loan commitments by up to $1.0 billion (for a total of $3.5 billion in revolving loan commitments) to the extent that any one or more lenders (from the syndicate or otherwise) agree to provide such additional credit extensions. In addition, the Cred

02

Item 1.02. Termination of a Material Definitive Agreement. On the Effective Date, upon entry into the Credit Agreement described in Item 1.01 above, the Borrower terminated its Existing Credit Agreement.

03

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Registrant. The disclosure required by this Item 2.03 is included in Item 1.01 and incorporated herein by reference.

Financial Statements

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Credit Agreement, dated as of February 3, 2025, by and among VICI Properties L.P., as Borrower, the financial institutions party thereto as lenders, and Wells Fargo Bank, N.A., as Administrative Agent 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: February 4, 2025 VICI PROPERTIES INC. By: /s/ Samantha S. Gallagher Samantha S. Gallagher Executive Vice President, General Counsel and Secretary Date: February 4, 2025 VICI PROPERTIES L.P. By: /s/ Samantha S. Gallagher Samantha S. Gallagher Secretary

View Full Filing

View this 8-K filing on SEC EDGAR