Summarized financial information as of March 31, 2015 and December 31, 2014 and for the three months ended March 31, 2015 and 2014 for GLPI as the parent guarantor, for GLP Capital, L.P. and GLP Financing II, Inc. as the subsidiary issuers and the other subsidiary non-issuers is presented below. In preparation for the Company's potential use of an UPREIT structure, on January 1, 2015, all employees and associated assets and liabilities were transferred from GLPI to GLP Capital, L.P.



At March 31, 2015 Condensed Consolidating Balance Sheet	Parent Guarantor			Subsidiary Issuers			Other Subsidiary Non-Issuers			Eliminations			Consolidated
	(in thousands)
Assets
Real estate investments, net	$	—		$	2,019,952		$	137,051		$	—		$	2,157,003
Property and equipment, used in operations, net	—			24,775			111,758			—			136,533
Cash and cash equivalents	—			20,020			25,347			—			45,367
Prepaid expenses	—			4,408			3,060			—			7,468
Deferred tax assets, current	—			—			1,568			—			1,568
Other current assets	—			44,115			3,529			—			47,644
Goodwill	—			—			75,521			—			75,521
Other intangible assets	—			—			9,577			—			9,577
Debt issuance costs, net of accumulated amortization of $11,347 at March 31, 2015	—			37,106			—			—			37,106
Loan receivable	—			—			33,463			—			33,463
Intercompany loan receivable	—			193,595			—			(193,595		)	—
Intercompany transactions and investment in subsidiaries	(125,540		)	194,180			85,370			(154,010		)	—
Deferred tax assets, non-current	—			—			808			—			808
Other assets	—			292			127			—			419
Total assets	$	(125,540	)	$	2,538,443		$	487,179		$	(347,605	)	$	2,552,477

Liabilities
Accounts payable	$	—		$	2,636		$	665		$	—		$	3,301
Accrued expenses	—			1,041			4,715			—			5,756
Accrued interest	—			42,431			—			—			42,431
Accrued salaries and wages	—			4,283			2,104			—			6,387
Gaming, property, and other taxes	—			21,548			3,584			—			25,132
Income taxes	—			682			890			—			1,572
Current maturities of long-term debt	—			99			—			—			99
Other current liabilities	—			14,901			1,336			—			16,237
Long-term debt, net of current maturities	—			2,576,364			—			—			2,576,364
Intercompany loan payable	—			—			193,595			(193,595		)	—
Deferred tax liabilities, non-current	—			—			738			—			738
Total liabilities	—			2,663,985			207,627			(193,595		)	2,678,017

Shareholders’ (deficit) equity
Common stock ($.01 par value, 550,000,000 shares authorized, 114,213,335 shares issued at March 31, 2015	1,142			1,142			1,142			(2,284		)	1,142
Additional paid-in capital	903,608			903,608			1,056,445			(1,960,053		)	903,608
Retained (deficit) earnings	(1,030,290		)	(1,030,292		)	(778,035		)	1,808,327			(1,030,290		)
Total shareholders’ (deficit) equity	(125,540		)	(125,542		)	279,552			(154,010		)	(125,540		)
Total liabilities and shareholders’ (deficit) equity	$	(125,540	)	$	2,538,443		$	487,179		$	(347,605	)	$	2,552,477



Three months ended March 31, 2015 Condensed Consolidating Statement of Operations	Parent Guarantor		Subsidiary Issuers			Other Subsidiary Non-Issuers			Eliminations			Consolidated
	(in thousands)
Revenues
Rental	$	—	$	108,004		$	3,500		$	—		$	111,504
Real estate taxes paid by tenants	—		12,827			523			—			13,350
Total rental revenue	—		120,831			4,023			—			124,854
Gaming	—		—			36,379			—			36,379
Food, beverage and other	—		—			2,815			—			2,815
Total revenues	—		120,831			43,217			—			164,048
Less promotional allowances	—		—			(1,387		)	—			(1,387		)
Net revenues	—		120,831			41,830			—			162,661
Operating expenses
Gaming	—		—			19,016			—			19,016
Food, beverage and other	—		—			2,184			—			2,184
Real estate taxes	—		12,827			928			—			13,755
General and administrative	—		15,556			5,983			—			21,539
Depreciation	—		23,632			3,779			—			27,411
Total operating expenses	—		52,015			31,890			—			83,905
Income from operations	—		68,816			9,940			—			78,756

Other income (expenses)
Interest expense	—		(29,562		)	—			—			(29,562		)
Interest income	—		10			585			—			595
Intercompany dividends and interest	—		10,086			400			(10,486		)	—
Total other expenses	—		(19,466		)	985			(10,486		)	(28,967		)

Income before income taxes	—		49,350			10,925			(10,486		)	49,789
Income tax expense	—		810			1,892			—			2,702
Net income	$	—	$	48,540		$	9,033		$	(10,486	)	$	47,087



Three months ended March 31, 2015 Condensed Consolidating Statement of Cash Flows	Parent Guarantor			Subsidiary Issuers			Other Subsidiary Non-Issuers			Eliminations			Consolidated
	(in thousands)
Operating activities
Net income	$	—		$	48,540		$	9,033		$	(10,486	)	$	47,087
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation	—			23,632			3,779			—			27,411
Amortization of debt issuance costs	—			2,020			—			—			2,020
Losses on dispositions of property	—			—			1			—			1
Deferred income taxes	—			—			(386		)	—			(386		)
Stock-based compensation	—			4,394			—			—			4,394
(Increase) decrease,
Prepaid expenses and other current assets	—			(593		)	1,431			—			838
Other assets	—			—			—			—			—
Intercompany	—			2,365			(2,365		)	—			—
Increase (decrease),
Accounts payable	—			(1,800		)	455			—			(1,345		)
Accrued expenses	—			408			7			—			415
Accrued interest	—			24,903			—			—			24,903
Accrued salaries and wages	—			(5,730		)	(464		)	—			(6,194		)
Gaming, pari-mutuel, property and other taxes	—			(613		)	207			—			(406		)
Income taxes	—			847			725			—			1,572
Other current and noncurrent liabilities	—			532			(83		)	—			449
Net cash provided by (used in) operating activities	—			98,905			12,340			(10,486		)	100,759
Investing activities
Capital project expenditures, net of reimbursements	—			(609		)	(5,031		)	—			(5,640		)
Capital maintenance expenditures	—			—			(951		)	—			(951		)
Proceeds from sale of property and equipment	—			—			5			—			5
Funding of loan receivable	—			—			—			—			—
Principal payments on loan receivable	—			—			538			—			538
Acquisition of real estate	—			—			—			—			—
Other investing activities	—			(36		)	—			—			(36		)
Net cash used in investing activities	—			(645		)	(5,439		)	—			(6,084		)
Financing activities
Dividends paid	(62,651		)	—			—			—			(62,651		)
Proceeds from exercise of options	10,394			—			—			—			10,394
Proceeds from issuance of long-term debt	—			—			—			—			—
Financing costs	—			—			—			—			—
Payments of long-term debt	—			(33,024		)	—			—			(33,024		)
Intercompany financing	49,614			(49,666		)	(10,434		)	10,486			—
Net cash (used in) provided by financing activities	(2,643		)	(82,690		)	(10,434		)	10,486			(85,281		)
Net (decrease) increase in cash and cash equivalents	(2,643		)	15,570			(3,533		)	—			9,394
Cash and cash equivalents at beginning of period	2,643			4,450			28,880			—			35,973
Cash and cash equivalents at end of period	$	—		$	20,020		$	25,347		$	—		$	45,367



At December 31, 2014 Condensed Consolidating Balance Sheet	Parent Guarantor			Subsidiary Issuers			Other Subsidiary Non-Issuers			Eliminations			Consolidated
	(in thousands)
Assets
Real estate investments, net	$	—		$	2,042,311		$	137,813		$	—		$	2,180,124
Property and equipment, used in operations, net	25,228			—			108,800			—			134,028
Cash and cash equivalents	2,643			4,450			28,880			—			35,973
Prepaid expenses	1,096			2,196			3,110			1,498			7,900
Deferred tax assets, current	—			—			2,015			—			2,015
Other current assets	14,947			27,417			2,890			—			45,254
Goodwill	—			—			75,521			—			75,521
Other intangible assets	—			—			9,577			—			9,577
Debt issuance costs, net of accumulated amortization of $9,327 at December 31, 2014	—			39,126			—			—			39,126
Loan receivable	—			—			34,000			—			34,000
Intercompany loan receivable	—			193,595			—			(193,595		)	—
Intercompany transactions and investment in subsidiaries	(138,987		)	195,092			65,255			(121,360		)	—
Deferred tax assets, non-current	—			—			679			—			679
Other assets	256			—			127			—			383
Total assets	$	(94,817	)	$	2,504,187		$	468,667		$	(313,457	)	$	2,564,580

Liabilities
Accounts payable	$	4,011		$	188		$	210		$	—		$	4,409
Accrued expenses	514			119			4,706			—			5,339
Accrued interest	—			17,528			—			—			17,528
Accrued salaries and wages	10,013			—			2,568			—			12,581
Gaming, property, and other taxes	1,012			18,874			2,855			—			22,741
Income taxes	—			(165		)	(1,333		)	1,498			—
Current maturities of long-term debt	—			81			—			—			81
Other current liabilities	14,369			—			1,419			—			15,788
Long-term debt, net of current maturities	—			2,609,406			—			—			2,609,406
Intercompany loan payable	—			—			193,595			(193,595		)	—
Deferred tax liabilities, non-current	—			—			1,443			—			1,443
Total liabilities	29,919			2,646,031			205,463			(192,097		)	2,689,316

Shareholders’ (deficit) equity
Common stock ($.01 par value, 550,000,000 shares authorized, 112,981,088 shares issued at December 31, 2014	1,130			—			—			—			1,130
Additional paid-in capital	888,860			139,811			292,547			(432,358		)	888,860
Retained (deficit) earnings	(1,014,726		)	(281,655		)	(29,343		)	310,998			(1,014,726		)
Total shareholders’ (deficit) equity	(124,736		)	(141,844		)	263,204			(121,360		)	(124,736		)
Total liabilities and shareholders’ (deficit) equity	$	(94,817	)	$	2,504,187		$	468,667		$	(313,457	)	$	2,564,580



Three months ended March 31, 2014 Condensed Consolidating Statement of Operations	Parent Guarantor			Subsidiary Issuers			Other Subsidiary Non- Issuers			Eliminations			Consolidated
	(in thousands)
Revenues
Rental	$	—		$	103,442		$	2,672		$	—		$	106,114
Real estate taxes paid by tenants	—			11,629			369			—			11,998
Total rental revenue	—			115,071			3,041			—			118,112
Gaming	—			—			38,755			—			38,755
Food, beverage and other	—			—			2,831			—			2,831
Total revenues	—			115,071			44,627			—			159,698
Less promotional allowances	—			—			(1,370		)	—			(1,370		)
Net revenues	—			115,071			43,257			—			158,328
Operating expenses
Gaming	—			—			21,562			—			21,562
Food, beverage and other	—			—			2,546			—			2,546
Real estate taxes	—			11,629			794			—			12,423
General and administrative	14,084			718			6,139			—			20,941
Depreciation	439			22,283			3,800			—			26,522
Total operating expenses	14,523			34,630			34,841			—			83,994
Income from operations	(14,523		)	80,441			8,416			—			74,334

Other income (expenses)
Interest expense	—			(28,974		)	—			—			(28,974		)
Interest income	—			—			546			—			546
Intercompany dividends and interest	275,012			8,986			277,004			(561,002		)	—
Total other expenses	275,012			(19,988		)	277,550			(561,002		)	(28,428		)

Income before income taxes	260,489			60,453			285,966			(561,002		)	45,906
Income tax expense	—			—			1,594			—			1,594
Net income	$	260,489		$	60,453		$	284,372		$	(561,002	)	$	44,312



Three months ended March 31, 2014 Condensed Consolidating Statement of Cash Flows	Parent Guarantor			Subsidiary Issuers			Other Subsidiary Non-Issuers			Eliminations			Consolidated
	(in thousands)
Operating activities
Net income	$	260,489		$	60,453		$	284,372		$	(561,002	)	$	44,312
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation	439			22,283			3,800			—			26,522
Amortization of debt issuance costs	—			2,007			—			—			2,007
Losses on dispositions of property	—			—			158			—			158
Deferred income taxes	—			—			(898		)	—			(898		)
Stock-based compensation	1,951			—			—			—			1,951
(Increase) decrease,
Prepaid expenses and other current assets	1,028			(3,392		)	(2,837		)	—			(5,201		)
Other assets	(249		)	—			(24		)	—			(273		)
Intercompany	(2,455		)	(2,601		)	5,056			—			—
Increase (decrease),	0			0						0
Accounts payable	3,322			(3,154		)	(125		)	—			43
Accrued expenses	(7,526		)	160			578			—			(6,788		)
Accrued interest	—			24,814			—			—			24,814
Accrued salaries and wages	(1,625		)	—			(577		)	—			(2,202		)
Gaming, pari-mutuel, property and other taxes	11			2,060			2,904			—			4,975
Income taxes	(11,511		)	—			144			—			(11,367		)
Other current and noncurrent liabilities	448			—			1,226			—			1,674
Net cash provided by (used in) operating activities	244,322			102,630			293,777			(561,002		)	79,727
Investing activities
Capital project expenditures, net of reimbursements	(1,533		)	(22,469		)	—			—			(24,002		)
Capital maintenance expenditures	—			—			(871		)	—			(871		)
Proceeds from sale of property and equipment	—			—			—			—			—
Increase in cash in escrow	—			(3,356		)	—			—			(3,356		)
Funding of loan receivable	—			—			(43,000		)	—			(43,000		)
Principal payments on loan receivable	—			—			2,000			—			2,000
Acquisition of real estate	—			—			(140,730		)	—			(140,730		)
Net cash used in investing activities	(1,533		)	(25,825		)	(182,601		)	—			(209,959		)
Financing activities
Dividends paid	(270,040		)	—			—			—			(270,040		)
Proceeds from exercise of options	13,321			—			—			—			13,321
Proceeds from issuance of long-term debt	—			182,008			—			—			182,008
Financing costs	—			—			—			—			—
Payments of long-term debt	—			(32,000		)	—			—			(32,000		)
Intercompany financing	(27,072		)	(431,720		)	(102,210		)	561,002			—
Net cash (used in) provided by financing activities	(283,791		)	(281,712		)	(102,210		)	561,002			(106,711		)
Net (decrease) increase in cash and cash equivalents	(41,002		)	(204,907		)	8,966			—			(236,943		)
Cash and cash equivalents at beginning of period	42,801			221,095			21,325			$	—		285,221
Cash and cash equivalents at end of period	$	1,799		$	16,188		$	30,291		$	—		$	48,278