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Shareholders' Equity
12 Months Ended
Dec. 31, 2021
Equity [Abstract]  
Shareholders' Equity Equity
Common Stock

On August 14, 2019, the Company commenced a continuous equity offering under which the Company may sell up to an aggregate of $600 million of its common stock from time to time through a sales agent in "at the market" offerings (the "2019 ATM Program"). Actual sales will depend on a variety of factors, including market conditions, the trading price of the Company's common stock and determinations of the appropriate sources of funding. The Company may sell the shares in amounts and at times to be determined by the Company, but has no obligation to sell any of the shares in the 2019 ATM Program. The 2019 ATM Program also allows the Company to enter into forward sale agreements. In no event will the aggregate number of shares sold under the 2019 ATM Program (whether under any forward sale agreement or through a sales agent), have an aggregate sales price in excess of $600 million. The Company expects, that if it enters into a forward sale contract, to physically settle each forward sale agreement with the forward purchaser on one or more dates specified by the Company prior to the maturity date of that particular forward sale agreement, in which case the aggregate net cash proceeds at settlement will equal the number of shares underlying the particular forward sale agreement multiplied by the relevant forward sale price. However, the Company may also elect to cash settle or net share settle a particular forward sale agreement, in which case proceeds may or may not be received or cash may be owed to the forward purchaser.
In connection with the 2019 ATM Program, the Company engaged a sales agent who may receive compensation of up to 2% of the gross sales price of the shares sold. Similarly, in the event the Company enters into a forward sale agreement, it will pay the relevant forward seller a commission of up to 2% of the sales price of all borrowed shares of common stock sold during the applicable selling period of the forward sale agreement.

During the year ended December 31, 2021, GLPI sold 5,539,709 of its common stock at an average price of $49.07 per share under the 2019 ATM Program, which generated net proceeds of approximately $270.7 million. Program commencement to date, the Company has sold 5,549,180 of its common stock at an average price of $49.06 per share, which generated net proceeds of approximately $270.6 million. As of December 31, 2021, the Company had $327.7 million remaining for issuance under the 2019 ATM Program and had not entered into any forward sale agreements.

During the fourth quarter of 2021 and 2020, the Company issued 8.9 million shares at $44.24 per share and 9.2 million shares at $36.25 per share, respectively of common stock to partially finance the funding required for the Cordish and Bally's transactions, respectively. See Note 7 for further details.

Noncontrolling Interests

As partial consideration for the Cordish transaction (See Note 1), the Company's operating partnership issued 4,348,774 newly-issued operating partnership units ("OP Units") to affiliates of Cordish. The OP Units are exchangeable for common shares of the Company on a one-for-one basis, subject to certain terms and conditions. As a result of the contribution, the OP became treated as a regarded partnership for income tax purposes, with the REIT being deemed to contribute substantially all of the assets and liabilities of the REIT in exchange for the general partnership and a majority of the limited partnership interests, and a minority limited partnership interest being owned by Cordish (the "UPREIT Transaction"). As of December 31, 2021, the Company holds a 98.28% controlling financial interest in the operating partnership. The operating partnership is a VIE in which the Company is the primary beneficiary because it has the power to direct the activities of the VIE that most significantly impact the partnership's economic performance and has the obligation to absorb losses of the VIE that could be potentially significant to the VIE and the right to receive benefits from the VIE that could potentially be significant to the VIE. Therefore, the Company consolidates the accounts of the operating partnership, and reflects the third party ownership in this entity as a noncontrolling interest in the Consolidated Balance Sheet.
The following table lists the regular dividends declared and paid by the Company during the years ended December 31, 2021, 2020 and 2019:

Declaration DateShareholder Record DateSecurities ClassDividend Per SharePeriod CoveredDistribution Date
Dividend Amount (1) (2)
(in thousands)
2021
February 22, 2021March 9, 2021Common Stock$0.65 First Quarter 2021March 23, 2021$151,308 
May 20, 2021June 11, 2021Common Stock$0.67 Second Quarter 2021June 25, 2021$156,876 
August 27, 2021September 10, 2021Common Stock$0.67 Third Quarter 2021September 24, 2021$159,426 
November 29, 2021December 9, 2021Common Stock$0.67 Fourth Quarter 2021December 23, 2021$165,628 
December 17, 2021December 27, 2021Common Stock$0.24 Fourth Quarter 2021January 7, 2022$59,330 
2020
February 20, 2020March 6, 2020Common Stock$0.70 First Quarter 2020March 20, 2020$150,574 
April 29, 2020May 13, 2020Common Stock$0.60 Second Quarter 2020June 26, 2020$129,071 
August 6, 2020August 17, 2020Common Stock$0.60 Third Quarter 2020September 25, 2020$130,697 
November 5, 2020November 16, 2020Common Stock$0.60 Fourth Quarter 2020December 24, 2020$137,943 
2019
February 19, 2019March 8, 2019Common Stock$0.68 First Quarter 2019March 22, 2019$145,954 
May 28, 2019June 14, 2019Common Stock$0.68 Second Quarter 2019June 28, 2019$145,978 
August 20, 2019September 6, 2019Common Stock$0.68 Third Quarter 2019September 20, 2019$145,984 
November 26, 2019December 13, 2019Common Stock$0.70 Fourth Quarter 2019December 27, 2019$150,285 

(1) Dividend distributed on June 26, 2020 was paid $25.8 million in cash and $103.2 million in stock (2,697,946 shares at $38.2643). Dividend distributed on September 25, 2020 was paid $26.2 million in cash and $104.5 million in stock (2,767,704 shares at $37.7635). Dividend distributed on December 24, 2020 was paid $27.6 million in cash and $110.3 million in stock (2,543,675 shares at $43.3758). For accounting purposes, since the Company is in an accumulated deficit position the value of the stock dividend was recorded at its par value.

(2) On December 17, 2021, the Company declared a special earnings and profits dividend related to the sale of the operations at Hollywood Casino Perryville and Hollywood Casino Baton Rouge of $0.24 per share on the Company's common stock. The dividend was accrued in 2021 and paid on January 7, 2022. In addition, dividend payments of $61 thousand were made to GLPI restricted stock award holders.

In addition, for the years ended December 31, 2021, 2020 and 2019, dividend payments were made to GLPI restricted stock award holders in the amount of $0.7 million, $0.8 million and $0.9 million, respectively. Dividends distributed to the Company's employees on June 26, 2020 were paid $33 thousand in cash and $153 thousand in stock (4,006 shares at $38.2643). Dividends distributed to the Company's employees on September 25, 2020 were paid $32 thousand in cash and $217 thousand in stock (5,746 shares at $37.7635). Dividends distributed to the Company's employees on December 24, 2020 were paid $34 thousand in cash and $118 thousand in stock (2,722 shares at $43.3758).
A summary of the Company's common stock distributions for the years ended December 31, 2021, 2020 and 2019 is as follows (unaudited):

Year Ended December 31,
202120202019
(in dollars per share)
Qualified dividends$0.22552 $— $0.0387 
Non-qualified dividends2.58944 2.4517 2.2649 
Capital gains0.01199 0.0025 0.0353 
Non-taxable return of capital0.03215 0.0458 0.4011 
Total distributions per common share (1)
$2.86 $2.50 $2.74 
Percentage classified as qualified dividends7.89 %— %1.41 %
Percentage classified as non-qualified dividends
90.57 %98.07 %82.66 %
Percentage classified as capital gains0.42 %0.10 %1.29 %
Percentage classified as non-taxable return of capital
1.12 %1.83 %14.64 %
100.00 %100.00 %100.00 %
(1) A portion of the $0.24 dividend declared on December 27, 2021 and paid on January 7, 2022 is treated as a 2022 distribution for federal income tax purposes.