LAS VEGAS—Saying it was “not in the best interests of the company and its stockholders,” recently spun-off gaming REIT VICI Properties said Wednesday it had rejected an unsolicited merger bid from MGM Growth Properties (MGP). The proposed all-stock deal for 100% of VICI's common shares would be valued at approximately $5.85 billion; the combination of MGP and VICI would create the largest triple-net lease REIT by enterprise value.

MGP made its offer public on Tuesday after sending VICI's board a written proposal on Jan. 5. The two companies had held discussions since late December, MGP said Tuesday in an SEC filing. VICI disclosed on Wednesday that its board had already sent MGP a letter declining the offer on Jan. 8.

“VICI's board unanimously believes that our prospects as a standalone independent company will deliver significantly superior results for our shareholders,” says CEO Ed Pitoniak. “With our high quality, diversified real estate portfolio and best-in-class corporate governance, we are best positioned to successfully execute on our identifiable embedded growth from call-option and right of first refusal assets and our active pipeline of incremental accretive acquisitions. Through this we believe we will create greater long-term value than by pursuing MGP's proposal.”