AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT dated as of December 15, 2015 by and amongMembership Interest Purchase Agreement • February 22nd, 2016 • Gaming & Leisure Properties, Inc. • Real estate investment trusts • New York
Contract Type FiledFebruary 22nd, 2016 Company Industry JurisdictionTHIS AMENDED AND RESTATED MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 15, 2015 (the “Effective Date”), by and among Gaming and Leisure Properties, Inc., a Pennsylvania corporation (“Parent”), GLP Capital, L.P., a Pennsylvania limited partnership (“Buyer”), Cannery Casino Resorts, LLC, a Nevada limited liability company (“Seller Parent”), PA MezzCo, LLC, a Delaware limited liability company (“Holdco”, together with Seller Parent, “Sellers”), and PA Meadows, LLC, a Delaware limited liability company (the “Company”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Section 12.01.