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•	The accompanying notes to the Pro Forma Financial Statements;

•	The audited consolidated financial statements and accompanying notes contained in our 2015 Annual Report on Form 10-K; and

•	The unaudited consolidated financial statements and accompanying notes contained in our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2016.

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(A)	To record the fair value of the land acquired from Pinnacle.

(B)	To record the fair value of the land rights acquired from Pinnacle.

(C)

To record the investment in the direct financing lease. Under the Company’s application of ASC 840, GLPI will account for the lease of the building assets to Pinnacle as a direct financing lease. The accounting treatment for direct financing leases requires the Company to record an investment in direct financing leases on its books at lease inception and subsequently recognize interest income and a reduction in the investment for the building portion of rent.

(D)	To reclassify those transactions costs that were paid or accrued by GLPI prior to the closing of the Acquisition and recorded in other current assets on our historical March 31, 2016 balance sheet to the purchase price of the acquired Pinnacle real estate assets.

(E)	To record the impact of the debt issuance costs that were paid or accrued prior to the issuance of our new debt and recorded on our historical March 31, 2016 balance sheet.

(F)

To record GLPI’s assumption of certain tax liabilities of Pinnacle. Under the tax matters agreement, GLPI has agreed to be liable for taxes of Pinnacle arising as a result of the Acquisition, the spin-off and certain related transactions. GLPI’s liability in this regard will be limited by certain assumptions relating to Pinnacle’s tax attributes and projected taxable income, with Pinnacle bearing liability to the extent additional taxes may result from an inaccuracy in such assumptions. As this amount was not paid at the Closing Date, it will remain in cash until paid.

(G)

To record the fair value of the director and officer liability insurance policy acquired from Pinnacle at the Closing Date. The policy was prepaid by Pinnacle prior to the Acquisition and will be amortized to general and administrative expense within GLPI’s consolidated statement of earnings over the remaining policy term. The original policy term was six years; thus GLPI recorded one year of the prepaid policy as a current asset and the remainder of the policy as a long-term deposit.

(H)

To record the portion of the ground lease rent prepaid by Pinnacle at March 31, 2016 related to the land leases GLPI has subleased to Pinnacle. In accordance with ASC 605 - Revenue Recognition ("ASC 605"), the Company records a liability for the ground lease rent related to the subleased properties with an offsetting prepaid recorded within the consolidated balance sheet as GLPI has concluded it is the primary obligor.

(I)

To record the debt issued by GLPI in connection with the Acquisition. GLPI issued a five-year $400 million senior unsecured note with a fixed interest rate of 4.375% and a ten-year $975 million senior unsecured note with a fixed interest rate of 5.375%. Additionally, GLPI borrowed $825 million under an incremental Term Loan A facility with a five year maturity. This facility is variable in nature and priced at LIBOR plus 175 basis points.

(J)	To record anticipated debt issuance costs related to our new debt issuances associated with the Acquisition. Under ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuances Costs

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(K)	To record the repayment of borrowings outstanding under the Company’s revolving credit facility with excess proceeds raised from the Company's registered public debt and equity offerings.

(L)

To record the issuance of common stock of $1.824 billion to Pinnacle stockholders and to Pinnacle to satisfy the GLPI portion of employee equity and cash-based incentive awards, as well as a primary equity issuance of $862.5 million to fund acquisition related costs and repay a portion of the existing Pinnacle debt, net of issuance costs of $37.4 million. GLPI issued approximately 84.8 million new shares of common stock in connection with these transactions.

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(i)	A fixed component equal to $288,717,040 during the first year of the Master Lease, and thereafter escalated annually by 2%, subject to a cap that would cause the preceding year’s adjusted revenue to rent ratio for the leased properties in the aggregate not to fall below 1.8:1 (“Building Base Rent”); plus

(ii)	An additional fixed component equal to $44,141,480 annually (“Land Base Rent”)

(A)	To record rental income associated with the acquired Pinnacle land and land rights in connection with the Pinnacle Master Lease. The fair market value of the acquired land and land rights at lease inception multiplied by the lessee’s incremental borrowing rate was used to calculate the land rent.

(B)

To record interest income associated with the acquired Pinnacle buildings under the Pinnacle Master Lease. The building portion of the lease is classified as a direct financing lease; therefore at the lease inception GLPI, as the lessor, records an investment in direct financing leases on its balance sheet and subsequently recognizes interest income and a reduction in the investment for the building portion of rent.

(C)	To record the estimated real estate taxes paid by Pinnacle on the leased properties. In accordance with ASC 605, the Company records revenue for the real estate taxes paid by its tenants on the leased properties with offsetting expense recorded in real estate taxes within the consolidated statements of income as GLPI has concluded it is the primary obligor.

(D)	To record the estimated ground lease rent paid by Pinnacle on the properties subleased from GLPI. The Company records revenue for the ground lease rent paid by its tenants on the subleased properties as income from the direct financing lease with expense recorded in general and administrative expenses within the consolidated statements of income as GLPI has concluded it is the primary obligor.

(E)	To record the amortization of the prepaid director and officer liability insurance policy acquired from Pinnacle on the date of the Acquisition.

(F)	To reverse the impact of transaction costs that were paid prior to the execution of the Merger Agreement, relating to the Acquisition.

(G)	To record expected amortization expense related to the acquired lease rights for the land on which Pinnacle’s acquired real estate assets reside. The estimated amortization expense related to these above market ground leases was determined based upon the individual lease term of each ground lease, including all renewal options.

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(H)

To record anticipated interest expense related to GLPI’s fixed and variable rate borrowings related to the Acquisition. GLPI issued a five-year $400 million senior unsecured note with a fixed interest rate of 4.375% and a ten-year $975 million senior unsecured note with a fixed interest rate of 5.375%. Additionally, GLPI borrowed $825 million under an incremental Term Loan A facility with a five-year maturity. This facility is variable in nature and priced at LIBOR plus 175 basis points. The interest expense amount also includes the anticipated amortization of debt issuance costs, which is recorded as interest expense in the consolidated statement of earnings. The impact of a 1/8% change in the interest rate of our borrowings described in this paragraph and our existing variable rate debt pro forma for the repayment of $38.2 million of borrowings under the revolving credit facility would increase or decrease the Company’s annual interest expense by $3.3 million.