VICI Properties (VICI) announces $17 billion acquisition of MGM Growth Properties.

VICI Properties Inc. (VICI) announced today that it has agreed to acquire MGM Growth Properties LLC (MGP) in a stock and cash transaction valued at $17.2 billion.  On a pro-forma basis, the transaction creates the largest gaming-oriented REIT with an enterprise value of approximately $45 billion.  The parties expect the merger to close in the first half of 2022 following regulatory approvals and voting affirmation by shareholders of VICI Properties.

Under the terms of the agreement, MGM Class A shareholders will receive 1.366 VICI shares for their holdings and MGM Resorts will receive $43.00 per operating partnership unit in cash, resulting in a total cash consideration of approximately $4.4 billion.  As part of the transaction, VICI said that it has obtained a $9.3 billion financing commitment from a bank group, which will "position VICI Properties’ balance sheet for investment grade status as VICI eliminates all of its existing secured debt and establishes an unencumbered asset pool."

Other benefits of the merger include reduced tenant concentration, improved trading liquidity, and a stronger profile for potential inclusion in the S&P 500.