WYOMISSING, PA—Gaming and Leisure Properties Inc., itself a spinoff from a casino operating company, on Monday announced an unsolicited bid for the real estate assets of Pinnacle Entertainment Inc. Locally based GLPI says its plan offers greater certainty of execution and less risk than PNK's own OpCo/PropCo separation plan, which was announced this past November.

The GLPI bid for Las Vegas-based PNK's real estate at $36 per share, a 30% premium on PNK's closing stock price this past Friday, would be valued at $4.1 billion, including the assumption of debt. GLPI, which was spun off from Penn National Gaming in November 2013, says the acquisition would create the nation's third largest triple-net lease REIT by enterprise value.

In a letter to PNK's board over the signature of chairman and CEO Peter Carlino, GLPI says it has attempted to engage its rival in talks since this past December, soon after PNK announced a separation plan for its operating and property units. The talks have yet to come about, and GLPI's letter blames “delay tactics” on the part of PNK.

“As you highlighted to your shareholders on your recent earnings call, the Pinnacle plan was announced prior to seriously assessing the complexity of creating a REIT as a tax-free spinoff from an operating company,” Carlino wrote to PNK's board. “The initial reaction to your announcement and the material changes in your separation assumptions in the months since you announced your plan has created uncertainty and volatility in your share price.”

Carlino cites “the significant milestones” PNK still needs to achieve in its plan, “and the complexity and amount of time required to consummate your plan cannot be underestimated.” By contrast, he writes, “The GLPI proposal is simple: we seek to eliminate many of these variables, expedite your timeline to completion and provide greater value to your shareholders.”

As would be the case under PNK's own separation plan, GLPI's scenario calls for the OpCo to be run by PNK's current management and board of directors. However, instead of the OpCo and PropCo entering a master lease agreement for PNK's real estate, the agreement under GLPI's plan would be between the spun-off OpCo and a post-merger GLPI.

PNK said Monday it had received Carlino's letter and the accompanying investor presentation from GLPI. In a statement, the PNK board said it would evaluate GLPI's proposal "to determine the course of action that it believes is in the best interest of the company and its shareholders."