Gaming and Leisure Properties, Inc. (GLPI) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen, and welcome to the 2020 virtual-only Annual Meeting of Shareholders of Gaming and Leisure Properties. I am Peter Carlino, Chairman of the Board and Chief Executive Officer. We are holding our meeting remotely today to ensure the safety and well-being of our shareholders, our directors and officers in light of the coronavirus outbreak. I certainly hope that we'll be resuming in-person annual meetings by next year. So with that, I'll call the meeting to order. I will act as Chairman of the meeting today; and Brandon Moore, our General Counsel and Secretary of the company, will act as Secretary of the meeting. I would like to begin the meeting by introducing our directors who are participating with us today. They are Chip Marshall, who is Chair of the Audit and Compliance Committee; Jim Perry, Chair of our Compensation Committee; Scott Urdang, Chair of the Nominating and Corporate Governance Committee; and of course, Directors Lili Lynton, Barry Schwartz and Earl Shanks, who are members of those aforementioned committees. We also have a number of accompanying officers joining us today, including Steve Snyder, Senior Vice President and Chief Financial Officer. Brandon Moore, previously mentioned, is our General Counsel; Desiree Burke, Senior Vice President and our Chief Accounting Officer; Matt Demchyck, Senior Vice President of Investments; and finally, Steve Ladany, Senior Vice President in Ads. [Operator Instructions] Anyone object to waiving that. Do we have any? Apparently not. So since there is no objection, we will waive the reading of the notice of the meeting. The Secretary has delivered an affidavit of mailing from a representative of Continental Stock Transfer & Trust Company affirming the mailing of the notice and, if requested, the proxy statement and proxy card to each registered shareholder as of April 6, 2020, the date the Board of Directors said is a day for determining the shareholders entitled to notice of and to voting at this meeting. And an affidavit of mailing from a representative of Broadridge Financial Solutions affirming the mailing of the notice and, if applicable, the proxy statement and the proxy card to each beneficial shareholder of record as of April 6, 2020. The list of shareholders entitled to vote at this meeting is available for inspection anytime during this meeting upon request. I will tell you further that [ Allison Lane ] from Holland & Knight has been appointed as our judge of election and has presented her oath as judge of election. I ask the judge election then, [ Allison ], to report as to whether a quorum is present.

As of April 6, 2020, the record date set for this Annual Meeting of Shareholders, 215,428,398 shares of common stock were outstanding. And as of the date of this meeting, 194,765,346 shares of common stock have been voted, which is approximately 90% of all shares entitled to vote at this meeting.

Thank you, [ Allison ]. I think that qualifies the quorum. So on the basis of the report of the judge of election, I declare that a quorum is present, and we will now consider to take action upon the following matters: First, the election of Lili Lynton, Chip Marshall, Jim Perry, Barry Schwartz, Earl Shanks, Scott Urdang and me, Peter Carlino, to serve as Directors until the 2021 Annual Meeting of Shareholders and until their respective successors have been duly elected and qualified; second, the approval of the company's Second Amended and restated 2013 Long-term Incentive Compensation Plan; third, the ratification of the appointment of Deloitte & Touche as the company's independent registered public accounting firm for the current fiscal year; and finally, the approval on a nonbinding advisory basis of the company's executive compensation. No other proposals or business were properly submitted. There being no further business to properly come before the meeting, I declare the polls open. If there's anyone who has not voted and who desires to vote, please go to the voting link on the virtual meeting website and enter your control number to vote. I'm looking across the table. Do we have anyone who has appeared? Okay. The answer is no. So I now declare the polls closed. We have participating with us today Todd Friedman from Deloitte & Touche, the company's independent registered public accounting firm. Todd, anything you'd like to add?

No, Peter. I'm present and thanks for the intro.

That's good. That's painless. Thank you very much. So -- but if there are any questions for Mr. Friedman, please submit them via the submit a question box, and he will answer at the end of the meeting. Judge of election, may I have your report?

The shareholders of the company have elected Peter Carlino, Lili Lynton, Chip Marshall, Jim Perry, Barry Schwartz, Earl Shanks and Scott Urdang to serve as directors until the Annual Meeting of Shareholders to be held in 2021 and until their respective successors have been duly elected and qualified. Second, they have approved the company's Second Amended and restated 2013 Long-term Incentive Compensation Plan; ratified the selection of Deloitte & Touche as the company's independent registered public accounting firm for the current fiscal year; and approved on a nonbinding advisory basis, the company's executive compensation.

Well, thank you. So Mr. Secretary, would you please file copies of the notice of meeting and the report of the judge of election with the company records. With that said, if any shareholder has any other question, would you -- we'd be pleased to answer these questions at this time. [Operator Instructions] I must admit, I'm not looking at that. So I don't know. What do we have?

So Peter, so far, we did receive 2 questions from shareholders. The first of which I don't think we'll be able to answer. The first question relates to Penn National Gaming. And it is in respect to their relationship with Barstool Sports. As the separate publicly traded company, I don't know if we have the answers to that nor could we answer that.

No.

However, the second question also relates somewhat to Penn National Gaming, although it is in reference to the construction at York and Morgantown. And the question is whether or not construction has resumed at those 2 locations.

To my knowledge, it has not. And I must say, there's no color that we can provide about their intention to move forward. Clearly, they started that work. Clearly, they will finish it. But in what time frame, frankly, I -- at this time, we just don't know.

Right. And we -- and as most know, if they're reviewing our publicly available information, we do have a commitment with Penn National to acquire that Morgantown property, which makes that a question that I think wouldn't be appropriate for us to answer. There are no other questions at the moment. Maybe we'll give it just a few seconds here since there's a delay in between the audio and the online to make sure there are no further questions, but those are all been received at the present time.

Thank you, Brandon. Anything further? Okay. Seeing none, then I -- well, thank you all for participating in this virtual meeting. New for us. I hope we'd never have to do it again. And there being no further business, I will entertain a motion for adjournment.

So moved.

Is there a second?

Second.

Okay. All in favor indicate by saying aye.

Aye.

Aye.

Aye.

Aye.

Opposed? Hearing none, the meeting is adjourned and so concludes our annual meeting this year. Thank you all very much for participating.

Thank you.