EX-99.(C)(3) 4 d63318dex99c3.htm EX-99.(C)(3)

EX-99.(C)(3)

Exhibit (c)(3)

Discussion Materials Macquarie Capital October 23, 2025 1

1 VICI Overview

VICI Overview Company Description • VICI Properties, Inc. (“VICI”) is one of the country’s largest owners of gaming, hospitality and entertainment destinations • VICI is an S&P 500 experiential real estate investment trust that owns a large portfolio of gaming and hospitality destinations under long-term, triple-net leases • Owns 93 assets across a geographically diverse portfolio consisting of 54 gaming properties and 39 other experiential properties across the US and Canada • Generated $3.9 billion of revenue and $3.2 billion of Adj. EBITDA for LTM 6/30/25 • Investment grade balance sheet (S&P: BBB-, Moody’s: Baa3) Annualized VICI Cash Dividend Per Share Capitalization Table ($ in millions) Share Price $31.27 Fully Diluted Shares Outstanding 1,068 Market Capitalization $33,387 Plus: Net Debt 17,041 Plus: Noncontrolling interest 420 Enterprise Value $50,848 2025E EV / EBITDA 15.5x 2026E EV / EBITDA 15.1x 2025E P / AFFO/Share 13.2x 2026E P / AFFO/Share 12.8x Source: Company filings, investor presentations and FactSet as of 10/22/2025. Strictly confidential | © Macquarie Group Limited 3

Key Company Highlights (From VICI Investor Presentation) Demonstrated Track Record of Growth: Announced ~$38 billion of domestic and international investments across gaming and other experiential assets since formation in 2017 Significant Scale and Stable Cash Flows: One of the largest triple net lease REITs with $3.2 billion of annualized cash rent (1) and 100% rent collection in cash and on time since formation (including through COVID) Contractual Escalation with Inflation Protection: 42% of rent roll with CPI-linked escalation in 2025E and 90% of rent roll with CPI-linked escalation over the long-term (subject to applicable caps) Mission Critical Complex Real Estate: Gaming regulatory environment creates high barriers to entry and limits gaming tenants’ ability to move locations, contributing to 100% occupancy rate Non-Commodity Experiential Real Estate: Unlocking value and sustained and sustainable growth by using the triple net lease model for non-commodity experiential assets with best-in-class, growth-minded operators Tenant Transparency: 79% of rent roll derived from SEC reporting operators providing transparency into tenant performance and credit quality Investment-Grade Balance Sheet: Investment grade ratings from Fitch, Moody’s and S&P broadens access across capital markets and supports a stronger cost of capital S&P 500 Constituent: Added to the S&P 500 Index in June 2022 – shortest time from IPO to S&P 500 Index inclusion for any REIT Source: Company filings and investor presentations. Note: (1) Annualized contractual rent as of September 1, 2025. Strictly confidential | © Macquarie Group Limited 4

High-Quality Diversified Portfolio of Real Estate • Gaming: 15 States & 1 Canadian Province (51% Regional, 48% Las Vegas, 1% International) (1) • Other Experiential: 17 States (6 of Which Also Include Gaming) Jack Cleveland Hollywood Casino at Greektown MGM Detroit Horseshoe Hammond Harrah’s Lake Tahoe Horseshoe Council Bluffs Harrah’s North Kansas City Margaritaville Bossier City Fitz Hotel & Casino Century Casino St. Albert PURE Casino Calgary Empire City Chelsea Piers in New York City Caesars Atlantic City Borgata MGM National Harbor Rocky Gap Hard Rock Cincinnati Caesars Southern Indiana Century Casino Caruthersville Lucky Strike (38 locations) Harrah’s New Orleans Source: Company filings and investor presentations. Note: (1) Assumes MGM Master Lease rent is allocated to Las Vegas and Regional properties based on internal rent allocations by property; based on contractual rent as of September 1, 2025. Strictly confidential | © Macquarie Group Limited 5

Summary of VICI Rent Roll Portfolio Overview • Portfolio includes 93 experiential assets, featuring 54 gaming properties and 39 other experiential venues across ~127 million square feet • The portfolio contains ~60,300 hotel rooms and over 500 restaurants, bars, and entertainment venues, including iconic Las Vegas properties such as Caesars Palace, MGM Grand and the Venetian Resort • The weighted average lease term (“WALT”) is approximately 40.1 years, providing exceptional lease duration and cash flow visibility Key Statistics 100%—Triple Net Leases 90%—Rent Roll with Parent Guarantees 80%—Rent Roll with Master Lease Protection 79%—Rent Roll from SEC Reporting Tenants 74%—Rent Roll from S&P 500 Tenants Lease Overview WALT Annualized % of Number of (years as of Cash Rent Annualized Tenant Properties 9/1/2025) (1) ($MM) Cash Rent 18 29.8 $1,220.9 39% 13 49.6 $1,097.1 35% 1 46.5 $302.2 10% 2 52.4 $141.1 4% Seminole Hard Rock Entertainment 2 28.7 $80.7 3% 2 29.4 $72.2 2% 8 33.1 $62.2 2% 1 52.7 $42.4 1% 1 31.0 $34.5 1% 38 53.2 $32.4 1% 2 32.4 $24.7 1% 1 40.4 $24.0 1% 4 42.4 $16.4 <1% 13 Tenants 93 40.1 $3,150.8 100% Source: Company filings and investor presentations. (1) Weighted average lease term (“WALT”) inclusive of all tenant renewal options based on contractual rent. Strictly confidential | © Macquarie Group Limited 6

Key Leases Overview The below represents a summary of material lease provisions with VICI’s most significant tenants: MGM, Caesars and Venetian Master Lease Provisions Caesars Regional Master Caesars Las Vegas Master MGM Grand / Mandalay The Venetian Resort MGM Master Lease Lease and Joliet Lease Lease Bay Lease Las Vegas Lease Initial Term 25 years 18 years 18 years 30 years 30 years Initial Term 4/30/2047 7/31/2035 7/31/2035 2/28/2050 2/29/2052 Maturity Three, ten-year tenant Four, five-year tenant Four, five-year tenant Two, ten-year tenant Two, ten-year tenant Renewal Terms renewal options renewal options renewal options renewal options renewal options Current Lease 5/1/25—4/30/26 (Lease 11/1/24—10/31/25 (Lease 11/1/24—10/31/25 (Lease 3/1/25—2/28/26 (Lease 3/1/25 – 2/28/26 (Lease Year Year 4) Year 8) Year 8) Year 6) Year 4) Current Annual $774.7 million $725.5 million $495.4 million $322.4 million $302.2 million Rent Lease years 2-15—2% Lease years 2-10—2% Annual Lease years 16-end of term >2% / change in CPI > 2% & change in CPI > 2% / change in CPI > 2% / change in CPI Escalator > 2% / change in CPI (capped at 3%) thereafter (capped at 3%) (capped at 3%) Variable Rent Years 11 & 16: 80% base Years 11 & 16: 80% base None None None Adjustment rent / 20% variable rent rent / 20% variable rent 4% of revenue: 4% of revenue: Variable Rent Year 11: Avg. of years 8-10 Year 11: Avg. of years 8-10 Adjustment None less avg. of years 5-7 less avg. of years 5-7 None None Calculation Year 16: Avg. of years 13- Year 16: Avg. of years 13-15 less avg. of years 8-10 15 less avg. of years 8-10 While a non-renewal is a long-tail risk for the VICI assets subject to the above Master Leases, upon such an event, VICI would repossess its properties and Lease Expiry seek to re-lease them to a new operator. Additionally, each Master Lease contains cross-default provisions, which ensure that a tenant cannot selectively abandon underperforming assets without triggering a default across the entirety of the Master Lease. Source: Company filings and investor presentations. Strictly confidential | © Macquarie Group Limited 7

VICI Share Price Performance Since its IPO in February 2018, VICI’s share price has appreciated by 49% Share Price Performance % Change VICI Gaming Operators (1) S&P 500 10Y Treasury Yield Ä Since IPO 49% 8% 143% 39% Ä 3-Year 5% 22% 76% (6%) Ä 2-Year 12% 17% 58% (18%) Ä 1-Year (5%) 8% 16% (7%) Source: FactSet as of 10/22/2025. Note: (1) Includes Caesars Entertainment, MGM Resorts, Wynn Resorts, Boyd Gaming, Golden Entertainment, Monarch Casino & Resort, PENN Entertainment and Red Rock Resorts. Strictly confidential | © Macquarie Group Limited 8

VICI Valuation Multiples Over Time VICI currently trades at 15.2x EV / NTM EBITDA and 12.9x P / NTM AFFO per Share EV / NTM EBITDA Multiple Since 1/1/24 25th Percentile 15.3x Median 15.7x 75th Percentile 15.9x P / NTM AFFO per Share Multiple Since 1/1/24 VICI 25th Percentile 12.9x Median 13.4x 75th Percentile 13.8x Source: FactSet as of 10/22/2025. Strictly confidential | © Macquarie Group Limited 9

VICI Wall Street Research Analyst Perspectives Wall Street consensus median price target of $37.00 per share represents a 18% premium to VICI’s current share price of $31.27 Current Research Analyst Estimates Date Analyst Rating Price Target 10/15/2025 Buy $44.00 10/10/2025 Buy $39.00 10/17/2025 Buy $38.00 10/20/2025 Buy $38.00 Restricted 9/9/2025 Buy $38.00 Restricted 10/17/2025 Overweight $37.00 9/29/2025 Buy $37.00 7/31/2025 Buy $37.00 Restricted 10/17/2025 Overweight $37.00 Restricted 7/31/2025 Buy $37.00 Restricted 10/16/2025 Overweight $36.00 9/11/2025 Buy $36.00 8/5/2025 Buy $36.00 Restricted 9/26/2025 Hold $35.00 10/14/2025 Buy $35.00 10/9/2025 Hold $35.00 8/15/2025 Buy $35.00 8/11/2025 Overweight $35.00 7/31/2025 Buy $35.00 Consensus (Mean) (1) $36.91 Consensus (Median) (1) $37.00 Research Analyst Price Targets Over Time VICI Share $31.26 $31.76 $30.76 $32.02 $32.53 $31.27 Price: $37.00 $36.00 $36.00 $36.00 $35.00 $35.00 Jul-24 Oct-24 Feb-25 Apr-25 Jul-25 Current Source: FactSet as of 10/22/2025 and equity research reports. Note: (1) Does not foot with table above given certain brokers are restricted. Strictly confidential | © Macquarie Group Limited 10

2 Recent OpCo M&A Activity

Recent OpCo M&A Activity • Until the recently announced acquisition of the OpCo of MGM Northfield Park, there has been a dearth of OpCo-only transactions over the past five years (including zero announced over the past three years)—The only other OpCo-only transaction was the acquisition of Gold Strike Tunica by the Cherokee Nation Businesses (announced June 2022) • Similarly, the acquisition of Sunland Park was the first combination OpCo / PropCo transaction (effective WholeCo transaction) announced over the past three years—Prior to Sunland, Rocky Gap was the last combination OpCo / PropCo transaction (announced August 2022) Precedent Transactions (Last 5 Years) – Excludes Las Vegas Strip Transactions ($ in millions) Date Target Acquiror Purchase Price LTM EBITDA EV / LTM EBITDA Rent Coverage OpCo Transactions Oct-25 MGM Northfield Park Clairvest Group $546 $83 6.6x 2.5x Jun-22 Gold Strike Tunica Cherokee Nation Businesses $450 $75 6.0x 2.9x Dec-20 Caesars Southern Indiana Eastern Band of Cherokee Indians (1) $250 $39 6.4x 2.2x Dec-20 Hollywood Casino Baton Rouge Casino Queen $28 NA NA NA Dec-20 Hollywood Casino Perryville Penn National $31 NA NA NA Combination OpCo / Propco Transactions (Only OpCo Metrics Shown Below) Oct-25 Sunland Park GLPI / Strategic Gaming Management NA NA NA NA Aug-22 Rocky Gap Casino Century Casinos / VICI Properties $56 $11 5.2x 1.7x Feb-22 Nugget Sparks Century Casinos (2) $100 $18 5.6x 2.2x Oct-20 Tropicana Evansville GLPI / Twin River $140 $32 4.4x 2.1x Source: Company filings, investor presentations press releases, and the Ohio Gaming Commission. Note: (1) Reflects estimated EBITDA in the first year after closing. (2) Assumes Century Casinos acquired 100% of the PropCo. At announcement, Century Casinos acquired 50% of the PropCo and has a five-year purchase option to acquire the remaining 50% for $105 million plus 2% per annum. Strictly confidential | © Macquarie Group Limited 12

Clairvest Acquisition of MGM Northfield Park Transaction Overview • On October 16, 2025, MGM Resorts announced it had reached an agreement with Clairvest Group to sell the operations of MGM Northfield Park for $546 million—Purchase price represents a ~6.6x EV / LTM EBITDA multiple based on LTM Q2 2025 Adj. EBITDAR of ~$137 million and rent of $54 million • MGM Northfield Park is the premier gaming entertainment destination in Northeast Ohio and represents an “all-in-one” destination with 200,000+ sq. ft of gaming space, year-round live harness racing & simulcasting, 5 F&B options, a live entertainment venue and on-site retail Key Property Highlights Superior Asset Quality with Premium Location ~2.8M Adult Population within 50 Miles (2) $94M $137M Adj. EBITDAR Adj. EBITDAR LTM June 2018 LTM June 2025 (6% CAGR) #1 Casino in Cleveland Market with 130% Fair Share (1) (42% share of GGR) 10% GGR CAGR Since 2019 (3) Pro Forma Rent Coverage of 2.5x Source: Company filings, investor presentations press releases and the Ohio Gaming Commission. Note: (1) Fair share calculated as the sum of MGM Northfield Park’s share of GGR and share of positions in the Cleveland market. Slots / VLTs are assumed to equal 1 position, and each table is assumed to equal 6 positions. Cleveland competitors includes The JACK Thistledown Racino and The JACK Cleveland. (2) Includes Cuyahoga, Summit, Lorain, Lake, Medina, Geauga, Portage, Stark, Trumbull and Wayne counties. (3) Based on YTD August 2025 GGR, annualized. Strictly confidential | © Macquarie Group Limited 13

Strictly confidential | © Macquarie Group Limited 14