GLP intends to fund the transaction with a combination of debt and equity with the exact amounts to be determined. Upon the terms and subject to the conditions set forth in the Purchase Agreement, GLP will purchase from the Seller all of the equity interests of PA Meadows, LLC for a purchase price of $465 million, subject to adjustments at closing based on the amount of working capital and certain other operational cash balances. GLP will immediately begin a search for a third party operator for the Casino, to whom the Buyer expects to sell the entities holding the licenses and operating assets, while retaining ownership of the land and buildings. (the � Buyer�), PA Meadows, LLC, PA Mezzco, LLC (� PA Mezz�) and Cannery Casino Resorts, LLC (together with PA Mezz, the � Seller�) providing for the purchase of the membership interests of PA Meadows, LLC, the owner of The Meadows Racetrack and Casino (the ∼asino�) located in Washington, Pennsylvania. (� GLP�) entered into a Membership Interest Purchase Agreement (the � Purchase Agreement�) by and among GLP, GLP Capital, L.P. On May13, 2014, Gaming and Leisure Properties, Inc. Entry into a Material Definitive Agreement