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Debt
 9 Months Ended
Sep. 30, 2025
Debt Disclosure [Abstract]  
Debt Debt
The following tables detail our debt obligations as of September 30, 2025 and December 31, 2024:
($ In thousands)September 30, 2025
Description of DebtMaturityInterest RatePrincipal Amount
Carrying Value (1)
Revolving Credit Facility
USD Borrowings (2)
February 3, 2029
SOFR + 0.85%
$— $— 
CAD Borrowings (2)
February 3, 2029
CORRA + 0.85%
125,720 125,720 
GBP Borrowings (2)
February 3, 2029
SONIA + 0.85%
22,186 22,186 
MGM Grand/Mandalay Bay CMBS DebtMarch 5, 2032
3.558%
3,000,000 2,820,693 
2026 Maturities
4.500% Notes
September 1, 20264.500%500,000 495,325 
4.250% Notes
December 1, 20264.250%1,250,000 1,246,671 
2027 Maturities
5.750% Notes
February 1, 20275.750%750,000 752,932 
3.750% Notes
February 15, 20273.750%750,000 747,695 
2028 Maturities
4.500% Notes
January 15, 20284.500%350,000 344,119 
4.750% Notes
February 15, 2028
4.516% (3)
1,250,000 1,244,001 
4.750% Notes
April 1, 20284.750%400,000 396,683 
2029 Maturities
3.875% Notes
February 15, 20293.875%750,000 711,083 
4.625% Notes
December 1, 20294.625%1,000,000 993,332 
2030 Maturities
4.950% Notes
February 15, 2030
4.541% (3)
1,000,000 992,381 
4.125% Notes
August 15, 20304.125%1,000,000 992,728 
2031 Maturities
5.125% Notes
November 15, 2031
4.969% (3)
750,000 741,481 
2032 Maturities
5.125% Notes
May 15, 2032
3.980% (3)
1,500,000 1,486,407 
2034 Maturities
5.750% Notes
April 1, 2034
5.689% (3)
550,000 541,713 
2035 Maturities
5.625% Notes
April 1, 2035
5.601% (3)
900,000 885,018 
2052 Maturities
5.625% Notes
May 15, 20525.625%750,000 736,718 
2054 Maturities
6.125% Notes
April 1, 2054
6.125%
500,000 485,774 
Total Debt
4.466% (4)
$17,097,906 $16,762,660 
($ In thousands)December 31, 2024
Description of Debt
Maturity		Interest RatePrincipal Amount
Carrying Value (1)
2022 Revolving Credit Facility
USD Borrowings (2)
March 31, 2026
SOFR + 0.85%
$— $— 
CAD Borrowings (2)
March 31, 2026
CORRA + 0.85%
130,698 130,698 
GBP Borrowings (2)
March 31, 2026
SONIA + 0.85%
18,148 18,148 
MGM Grand/Mandalay Bay CMBS DebtMarch 5, 20323.558%3,000,000 2,800,544 
2025 Maturities
4.375% Notes
May 15, 20254.375%500,000 499,419 
4.625% Notes
June 15, 20254.625%800,000 797,059 
2026 Maturities
4.500% Notes
September 1, 20264.500%500,000 491,532 
4.250% Notes
December 1, 20264.250%1,250,000 1,244,469 
2027 Maturities
5.750% Notes
February 1, 20275.750%750,000 754,588 
3.750% Notes
February 15, 20273.750%750,000 746,438 
2028 Maturities
4.500% Notes
January 15, 20284.500%350,000 342,214 
4.750% Notes
February 15, 2028
4.516% (3)
1,250,000 1,242,110 
2029 Maturities
3.875% Notes
February 15, 20293.875%750,000 702,707 
4.625% Notes
December 1, 20294.625%1,000,000 992,132 
2030 Maturities
4.950% Notes
February 15, 2030
4.541% (3)
1,000,000 991,080 
4.125% Notes
August 15, 20304.125%1,000,000 991,609 
2031 Maturities
5.125% Notes
November 15, 2031
 4.969% (3)
750,000 740,527 
2032 Maturities
5.125% Notes
May 15, 2032
3.980% (3)
1,500,000 1,484,876 
2034 Maturities
5.750% Notes
April 1, 2034
5.689% (3)
550,000 540,986 
2052 Maturities
5.625% Notes
May 15, 20525.625%750,000 736,348 
2054 Maturities
6.125% Notes
April 1, 20546.125%500,000 485,405 
Total Debt
4.413% (4)
$17,098,846 $16,732,889 
____________________
(1)Carrying value is net of unamortized original issue discount and unamortized debt issuance costs incurred in conjunction with debt.
(2)Borrowings under the Revolving Credit Facility bear interest at a rate based on a credit rating-based pricing grid with a range of 0.70% to 1.40% margin plus SOFR (or Canadian Overnight Repo Rate Average (“CORRA”) or Sterling Overnight Index Average (“SONIA”), as applicable), depending on our credit ratings and total leverage ratio. Additionally, the commitment fees under the Revolving Credit Facility are calculated on a credit rating-based pricing grid with a range of 0.10% to 0.30%, depending on our credit ratings and total leverage ratio. For the three and nine months ended September 30, 2025, the commitment fee for the Revolving Credit Facility averaged 0.20%.
(3)Interest rates represent the contractual interest rates adjusted to account for the impact of the forward-starting interest rate swaps and treasury locks (as further described in Note 8 – Derivatives). The contractual interest rates on the April 2022 Notes (as defined below) maturing 2028, 2030 and 2032 are 4.750%, 4.950% and 5.125%, respectively, the contractual interest rate on the March 2024 Notes (as defined below) maturing 2034 is 5.750%, the
contractual interest rate on the December 2024 Notes (as defined below) maturing 2031 is 5.125%, and the contractual interest rate on the April 2025 Notes (as defined below) maturing 2035 is 5.625%.
(4)The interest rate represents the weighted average interest rates of the Senior Unsecured Notes adjusted to account for the impact of the forward-starting interest rate swaps (as further described in Note 8 – Derivatives), as applicable. The contractual weighted average interest rate as of September 30, 2025, which excludes the impact of the forward-starting interest rate swaps and treasury locks, was 4.62%.
The following table is a schedule of future minimum principal payments of our debt obligations as of September 30, 2025:
(In thousands)Future Minimum Principal Payments
2025 (remaining)$— 
20261,750,000 
20271,500,000 
20282,000,000 
20291,897,906 
20302,000,000 
Thereafter7,950,000 
Total minimum principal payments$17,097,906 
Senior Unsecured Notes
As set forth in the above table, as of September 30, 2025, our outstanding senior unsecured notes consist of (i) $2.25 billion aggregate principal amount of Senior Notes issued on November 26, 2019 (the “November 2019 Notes”), (ii) $1.75 billion aggregate principal amount of Senior Notes issued on February 5, 2020 (the “February 2020 Notes”), (iii) $4.50 billion aggregate principal amount of Senior Notes issued on April 29, 2022 (the “April 2022 Notes”), (iv) approximately $2.3 billion aggregate principal amount of Senior Notes issued on April 29, 2022, in each case issued by VICI LP and VICI Note Co. Inc. (the “Exchange Notes”), (v) approximately $63.6 million aggregate principal amount of Senior Notes, which were originally issued by MGM Growth Properties Operating Partnership LP and a co-issuer (the “MGP OP Notes”) and remain outstanding following the issuance of the Exchange Notes pursuant to the exchange offer and consent solicitation for the then-outstanding MGP OP Notes, which settled in connection with the completion of our acquisition of MGM Growth Properties LLC (“MGP”) on April 29, 2022, (vi) $1.05 billion aggregate principal amount of Senior Notes issued on March 18, 2024 (the “March 2024 Notes”), (vii) $750.0 million aggregate principal amount of Senior Notes issued on December 19, 2024, (the “December 2024 Notes”), and (viii) $1.3 billion aggregate principal amount of Senior Notes issued on April 7, 2025 (the “April 2025 Notes”). The outstanding November 2019 Notes, February 2020 Notes, April 2022 Notes, Exchange Notes, MGP OP Notes, March 2024 Notes, December 2024 Notes and April 2025 Notes are collectively referred to as the “Senior Unsecured Notes”.
On April 7, 2025, VICI LP issued the April 2025 Notes comprised of (i) $400.0 million aggregate principal amount of 4.750% Senior Notes due 2028, which mature on April 1, 2028, and (ii) $900.0 million aggregate principal amount of 5.625% Senior Notes due 2035, which mature on April 1, 2035, in each case under a supplemental indenture dated as of April, 7, 2025, between VICI LP and the trustee. We used the net proceeds of the April 2025 Notes to redeem our then-outstanding (i) $799.4 million in aggregate principal amount of the 4.625% Exchange Notes due 2025, (ii) $500.0 million in aggregate principal amount of the 4.375% April 2022 Notes due 2025, and (iii) $0.6 million in aggregate principal amount of the 4.625% MGP OP Notes due 2025.
Subject to the terms and conditions of the applicable indentures (including supplemental indentures, collectively “indentures”), each series of Senior Unsecured Notes is redeemable at our option, in whole or in part, at any time for a specified period prior to the maturity date of such series at the redemption prices set forth in the applicable indenture. In addition, we may redeem some or all of such notes prior to such respective dates at a price equal to 100% of the principal amount thereof plus a “make-whole” premium or on such other terms as specified in the applicable indenture.
Guarantee and Financial Covenants
None of the Senior Unsecured Notes are guaranteed by any subsidiaries of VICI LP. The Exchange Notes, the MGP OP Notes, the April 2022 Notes, the March 2024 Notes, the December 2024 Notes and the April 2025 Notes benefit from a pledge of the limited partnership interests of VICI LP directly owned by VICI OP (the “Limited Equity Pledge”). The Limited Equity Pledge
has also been granted in favor of (i) the administrative agent and the lenders under the Credit Agreement (as defined below), and (ii) the trustee under the indentures governing, and the holders of, the November 2019 Notes and the February 2020 Notes.
Pursuant to the terms of the respective indentures, in the event that the November 2019 Notes, February 2020 Notes and Exchange Notes (i) are rated investment grade by at least two of S&P, Moody’s and Fitch and (ii) no default or event of default has occurred and is continuing under the respective indentures, VICI LP and its restricted subsidiaries will no longer be subject to certain of the restrictive covenants under such indentures. On April 18, 2022, the November 2019 Notes, February 2020 Notes and Exchange Notes were rated investment grade by each of S&P and Fitch and VICI LP notified the trustee of such Suspension Date (as defined in the indentures). Accordingly, VICI LP and its restricted subsidiaries currently are not subject to certain of the restrictive covenants under such indentures, but are subject to a maintenance covenant requiring VICI LP and its restricted subsidiaries to maintain a certain total unencumbered assets to unsecured debt ratio. In the event that the November 2019 Notes, February 2020 Notes and Exchange Notes are no longer rated investment grade by at least two of S&P, Moody’s and Fitch, then VICI LP and its restricted subsidiaries will again be subject to all of the covenants of the respective indentures, as applicable, but will no longer be subject to the maintenance covenant.
The indentures governing each of the April 2022 Notes, March 2024 Notes, December 2024 Notes and April 2025 Notes contain certain covenants that limit the ability of VICI LP and its subsidiaries to incur secured and unsecured indebtedness and limit VICI LP’s ability to consummate a merger, consolidation or sale of all or substantially all of its assets. In addition, VICI LP is required to maintain total unencumbered assets of at least 150% of total unsecured indebtedness. These covenants are subject to a number of important exceptions and qualifications.
Unsecured Credit Facilities
On February 3, 2025, we entered into a credit agreement by and among VICI LP, the lenders party thereto, and Wells Fargo Bank, N.A., as administrative agent, as amended from time to time (the “Credit Agreement”), providing for a revolving credit facility in the amount of $2.5 billion scheduled to mature on February 3, 2029 (the “Revolving Credit Facility”). Concurrently with entry into the Credit Agreement and Revolving Credit Facility, we terminated the credit agreement dated February 8, 2022 by and among VICI LP, the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent, as amended from time to time (the “2022 Credit Agreement”) and the existing revolving credit facility in the amount of $2.5 billion scheduled to mature on March 31, 2026 (the “2022 Revolving Credit Facility”). In connection with the termination of the 2022 Revolving Credit Facility, all outstanding balances thereunder were repaid and reborrowed under the Revolving Credit Facility.
The Revolving 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 Revolving Credit Facility, and (ii) 0.125% on the extended commitments, in the case of a twelve-month extension of the Revolving Credit Facility. The Revolving Credit Facility includes the option (i) to increase the revolving loan commitments by up to $1.0 billion and (ii) to add one or more tranches of term loans of up to $2.0 billion in the aggregate, in each case, to the extent that any one or more lenders (from the syndicate or otherwise) agree to provide such additional credit extensions.
Borrowings under the Revolving Credit Facility will bear interest, at VICI LP’s option, for U.S. Dollar borrowings at either (i) a rate based on SOFR plus a margin ranging from 0.70% to 1.40%, or (ii) a base rate plus a margin ranging from 0.00% to 0.40%, in each case, with the actual margin determined according to VICI LP’s debt ratings and total leverage ratio. The base rate is the highest of (i) the prime rate of interest last quoted by the Wall Street Journal in the U.S. then in effect, (ii) the NYFRB rate from time to time plus 0.5% and (iii) the SOFR rate for a one-month interest period plus 1.0%, subject to a floor of 1.0%. In addition to U.S. Dollar borrowings, borrowings under the Revolving Credit Facility are also available in certain specific foreign currencies, bearing interest based on rates customary for such foreign currencies and subject to the same applicable margins for U.S. Dollar borrowings. In addition, the Revolving Credit Facility requires the payment of a facility fee ranging from 0.10% to 0.30% (depending on VICI LP’s debt ratings and total leverage ratio) of total commitments. The Revolving Credit Facility may be voluntarily prepaid in full or in part at any time, subject to customary breakage costs, if applicable.
The Credit Agreement contains customary representations and warranties and affirmative, negative and financial covenants. Such covenants include restrictions on mergers, affiliate transactions, and asset sales as well as certain financial maintenance covenants. The Credit Agreement also includes customary events of default, the occurrence of which, following any applicable grace period, would permit the lenders to, among other things, declare the principal, accrued interest and other obligations of
VICI LP under the Credit Agreement to be immediately due and payable. The Credit Agreement is consistent with certain tax-related requirements related to security for our debt.
As of September 30, 2025, we had C$175.0 million and £16.5 million outstanding on the Revolving Credit Facility in connection with the funding of a portion of our Canadian investments and our United Kingdom investments, respectively.
MGM Grand/Mandalay Bay CMBS Debt
Our investment in the real estate assets of the MGM Grand and Mandalay Bay, through an entity that holds these assets (the “MGM Grand/Mandalay Bay PropCo”), is financed with CMBS debt (the “MGM Grand/Mandalay Bay CMBS Debt”) and is secured primarily by mortgages on our fee interest in the real estate assets of these two properties. The MGM Grand/Mandalay Bay CMBS Debt has a current outstanding principal balance of $3.0 billion, matures in March 2032 and bears interest at 3.558% per annum until March 2030, at which time the rate can change in accordance with the terms of the MGM Grand/Mandalay Bay CMBS loan agreement until maturity. The MGM Grand/Mandalay Bay CMBS loan agreement contains certain customary affirmative and negative covenants and events of default, including, among other things, restrictions on the ability of the MGM Grand/Mandalay Bay PropCo and certain of its affiliates to incur additional debt and transfer, pledge or assign certain equity interests or its assets, and covenants requiring certain affiliates of the MGM Grand/Mandalay Bay PropCo to exist as “special purpose entities,” maintain certain ongoing reserve funds and comply with other customary obligations for commercial mortgage-backed securities loan financings.
Financial Covenants
As described above, our debt obligations are subject to certain customary financial and protective covenants that restrict VICI LP, VICI PropCo and its subsidiaries’ ability to incur additional debt, sell certain assets and restrict certain payments, among other things. These covenants are subject to a number of exceptions and qualifications, including the ability to make restricted payments to maintain our REIT status. At September 30, 2025, we were in compliance with all financial covenants under our debt obligations.