What changed in this filing

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Item 1. Financial Statements

2021-07-23 compared with 2021-04-23 · 254 added, 124 removed, 588 unchanged (39% of the section changed)

50 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

(In millions, except per share data)

Casino $ 843 $ ( 4 ) $ 1,708 $ 1,071

Rooms 115 5 211 146

Food and beverage 50 6 106 70

Mall 148 42 304 145

Convention, retail and other 17 13 40 47

2 unchanged sentences

Casino 574 187 1,152 835

Rooms 42 27 84 73

Food and beverage 60 41 131 123

Mall 16 11 31 28

Convention, retail and other 19 22 41 57

7 unchanged sentences

Loss on disposal or impairment of assets 11 4 14 7

Operating income (loss) ( 96 ) 6

1,312 819 2,604 2,230

Operating loss ( 139 ) ( 757 ) ( 235 ) ( 751 )

Other income (expense):

3 unchanged sentences

Loss from continuing operations before income taxes ( 286 ) ( 872 ) ( 552 ) ( 942 )

Income tax expense ( 14 ) ( 22 )

Income tax (expense) benefit 6 31 ( 8 ) 9

Net loss from continuing operations ( 280 ) ( 841 ) ( 560 ) ( 933 )

22 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

(In millions)

20 unchanged sentences

(In millions)

Balance at March 31, 2020 $ 1 $ ( 4,481 ) $ 6,591 $ ( 119 ) $ 2,497 $ 968 $ 5,457

Net loss — — — — ( 820 ) ( 165 ) ( 985 )

Currency translation adjustment

— — — 45 — — 45

Exercise of stock options

— — 1 — — 1 2

Stock-based compensation

— — 5 — — 1 6

Balance at June 30, 2020 $ 1 $ ( 4,481 ) $ 6,597 $ ( 74 ) $ 1,677 $ 805 $ 4,525

Balance at January 1, 2020 $ 1 $ ( 4,481 ) $ 6,569 $ ( 3 ) $ 3,101 $ 1,320 $ 6,507

8 unchanged sentences

— — — — ( 603 ) ( 308 ) ( 911 )

Balance at June 30, 2020 $ 1 $ ( 4,481 ) $ 6,597 $ ( 74 ) $ 1,677 $ 805 $ 4,525

Balance at March 31, 2021 $ 1 $ ( 4,481 ) $ 6,629 $ ( 11 ) $ 535 $ 504 $ 3,177

— — — — ( 192 ) ( 50 ) ( 242 )

Currency translation adjustment

— — — 5 — 1 6

Stock-based compensation

— — 5 — — — 5

Balance at June 30, 2021 $ 1 $ ( 4,481 ) $ 6,634 $ ( 6 ) $ 343 $ 455 $ 2,946

Balance at January 1, 2021 $ 1 $ ( 4,481 ) $ 6,611 $ 29 $ 813 $ 565 $ 3,538

6 unchanged sentences

— — 8 — — 1 9

Balance at March 31, 2021 $ 1 $ ( 4,481 ) $ 6,629 $ ( 11 ) $ 535 $ 504 $ 3,177

Balance at June 30, 2021 $ 1 $ ( 4,481 ) $ 6,634 $ ( 6 ) $ 343 $ 455 $ 2,946

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended

Six Months Ended

(In millions)

5 unchanged sentences

Amortization of deferred financing costs and original issue discount 25 20

(Gain) loss on disposal or impairment of assets ( 3 ) 2

Loss on disposal or impairment of assets 6 4

Stock-based compensation expense 9 12

18 unchanged sentences

Payments of financing costs ( 8 ) ( 24 )

Net cash generated from (used in) financing activities from continuing operations 498 ( 914 )

Transactions with discontinued operations 50 ( 100 )

Net cash generated from financing activities from continuing operations 532 447

Cash flows from discontinued operations:

1 unchanged sentence

Net cash used in investing activities ( 28 ) ( 60 )

Net cash used by discontinued operations ( 22 ) ( 12 )

Net cash provided (to) by continuing operations and (used in) financing activities ( 51 ) 100

Net cash used in discontinued operations ( 1 ) ( 26 )

Effect of exchange rate on cash, cash equivalents and restricted cash ( 10 ) ( 34 )

20 unchanged sentences

COVID-19 Pandemic Update

In early January 2020, an outbreak of a respiratory illness caused by a novel coronavirus was identified and the disease spread rapidly across the world causing the World Health Organization to declare the outbreak of a pandemic on March 12, 2020 (the “COVID-19 Pandemic”).

In early January 2020, an outbreak of a respiratory illness caused by a novel coronavirus (“COVID-19”) was identified and the disease spread rapidly across the world causing the World Health Organization to declare the outbreak of a pandemic on March 12, 2020 (the “COVID-19 Pandemic”).

Governments around the world mandated actions to contain the spread of the virus that included stay-at-home orders, quarantines, capacity limits, closures of non-essential businesses, including entertainment activities, and significant restrictions on travel.

The government actions varied based upon the extent and severity of the COVID-19 Pandemic within their respective countries and jurisdictions.

Visitation to the Macao Special Administrative Region (“Macao”) of the People’s Republic of China has decreased substantially, driven by various government policies limiting travel.

As of the date of this report, other than people from mainland China who may enter Macao without quarantine subject to them holding the appropriate travel documents, a negative COVID-19 test result and a green health-code, there remains in place a complete ban on entry or a need to undergo enhanced quarantine requirements depending on the person’s residency and recent travel history.

The government actions varied based upon a number of factors, including the extent and severity of the COVID-19 Pandemic within their respective countries and jurisdictions.

Visitation to the Macao Special Administrative Region (“Macao”) of the People’s Republic of China (“China”) has decreased substantially as a result of various government policies limiting or discouraging travel.

As of the date of this report, other than people from mainland China who may enter Macao without quarantine subject to them holding the appropriate travel documents, a negative COVID-19 test result and a green health-code, there remains in place a complete ban on entry or a need to undergo various quarantine requirements depending on the person’s residency and recent travel history.

The Company’s operations in Macao will continue to be impacted and subject to changes in the government policies of Macao, China, Hong Kong and other jurisdictions in Asia addressing travel and public health measures associated with COVID-19.

Macao began administering the COVID-19 vaccine to front-line health workers on February 9, 2021, and to the general population on March 3, 2021.

2 unchanged sentences

Management is currently unable to determine when the remaining measures will be eased or cease to be necessary.

All businesses including non-essential businesses are allowed to remain open.

All businesses including non-essential businesses are allowed to remain open, and, where designated by the Macao government, social distancing and health code checking requirements are in place.

In support of the Macao government’s initiatives to fight the COVID-19 Pandemic, the Company provided one tower (approximately 2,000 hotel rooms) at the Sheraton Grand Macao to the Macao government to house individuals who returned to Macao for quarantine purposes.

This tower has been utilized for quarantine purposes on several occasions during 2020 and 2021.

The Company’s Macao operations remained open during the three months ended March 31, 2021, compared to the same period in 2020 when the Company’s Macao operations were suspended from February 5, 2020 to February 20, 2020 due to a government mandate, except for operations at The Londoner Macao, which resumed on February 27, 2020.

Operating hours at restaurants across the Company’s Macao properties are continuously being adjusted in line with movements in guest visitation.

The majority of retail outlets in the Company’s various shopping malls are open

The Company’s Macao gaming operations remained open during the six months ended June 30, 2021, compared to the same period in 2020 when the Company’s Macao gaming operations were suspended from February 5, 2020 to February 19, 2020 due to a government mandate, except for operations at The Londoner Macao, which resumed on February 27, 2020.

Some of the Company’s Macao hotel facilities were also closed during the

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

with reduced operating hours.

casino suspension in response to the decrease in visitation and were gradually reopened from February 20, 2020, with the exception of the Conrad Macao, Cotai Strip at The Londoner Macao (the “Conrad hotel”), which reopened on June 13, 2020.

Operating hours at restaurants across the Company’s Macao properties are continuously being adjusted in line with fluctuations in guest visitation.

The majority of retail outlets in the Company’s various shopping malls are open with reduced operating hours.

The timing and manner in which these areas will return to full operation are currently unknown.

The Company’s Macao ferry operations between Macao and Hong Kong remain suspended.

The Company’s ferry operations between Macao and Hong Kong remain suspended.

The timing and manner in which the Company’s ferry operations will be able to resume are currently unknown.

The Company’s operations in Macao have been significantly impacted by the lack of visitation to Macao.

The Macao government announced total visitation from mainland China to Macao decreased 31.8% during the three months ended March 31, 2021, as compared to the same period in 2020.

The Macao government also announced gross gaming revenue decreased 22.5% during the three months ended March 31, 2021, as compared to the same period in 2020.

The Company’s operations in Macao have been significantly impacted by the reduced visitation to Macao.

The Macao government announced total visitation from mainland China to Macao decreased to 1.6 million visits during the quarter ended March 31, 2021, from 2.3 million visits during the quarter ended March 31, 2020, and increased to a total of 2.0 million visits during the quarter ended June 30, 2021, from approximately 46,000 visits during the quarter ended June 30, 2020.

The Macao government also announced gross gaming revenue increased by 45.4% in the six months ended June 30, 2021, as compared to the same period in 2020.

As of the date of this report, entry into Singapore is largely limited to Singapore citizens and permanent residents, with short-term visits allowed from specified countries subject to certain requirements and health control measures.

Additionally, there are no stay-at-home orders or curfews except for certain individuals arriving into Singapore who are subject to quarantine.

Additionally, there are no stay-at-home orders or curfews except for certain individuals arriving into Singapore who are subject to quarantine and individuals who may be assessed to have been exposed to COVID-19 as a result of the government’s contact tracing efforts.

All operations are currently subject to limited capacities and other social distancing measures.

Singapore started administering the COVID-19 vaccine on December 30, 2020 to front-line health workers and continues to roll-out the vaccine in phases to other groups based on priority.

The Singapore Tourism Board (the “STB”) announced on March 24, 2021, that effective April 24, 2021, business-to-business events, sporting events and live performances, with as many as 750 people, will be allowed, provided event organizers implement pre-event testing.

The date on which nightlife venues may reopen is unknown at this time.

As a result of the border closures, visitation to Marina Bay Sands declined.

The STB announced for the three months ended March 31, 2021, total visitation to Singapore decreased approximately 97.4%, as compared to the same period in 2020.

Beginning March 15, 2021, the limit for public events was increased to the lesser of 250 people or 50% of the venue’s capacity, provided social distancing measures and various safety and related protocols are followed.

Large gatherings such as meetings, incentives, conventions and exhibitions (“MICE”) for more than 250 people, up to a maximum of 50% of the venue’s capacity, may be held subject to approval.

Food and beverage establishments and the gaming floor are subject to a 50% capacity limit, compared to a previous capacity limit of 35%.

On April 13, 2021, the Governor of Nevada announced his goal to have all Nevada counties open to 100% capacity by June 1, 2021.

Decisions on social distancing and capacity limits will transition to local authorities in each Nevada county on May 1, 2021.

Capacity and mitigation measures for gaming areas within the State of Nevada will remain under the authority of the Nevada Gaming Control Board.

The mask requirement is a statewide standard that will continue.

Other than the aforementioned restrictions, no stay-at-home orders, curfews or quarantines are in place.

All businesses including non-essential businesses are allowed to remain open.

Singapore started administering the COVID-19 vaccine to front-line health workers on December 30, 2020, and continues to roll-out the vaccine in phases to other groups based on priority.

The Company’s operations at Marina Bay Sands will continue to be impacted and subject to changes in the government policies of Singapore and other jurisdictions in Asia addressing travel and public health measures associated with COVID-19.

These government policies will continue to impact (i) the number of people allowed at business-to-business events, sporting events and live performances;

(ii) closure or limited seating at food and beverage or entertainment establishments;

and (iii) casino capacity limits, among other restrictions.

As a result of the border closures, visitation to Marina Bay Sands continues to be impacted by the effects of the COVID-19 Pandemic.

The STB announced total visitation to Singapore decreased to approximately 70,000 visits during the quarter ended March 31, 2021, as compared to 2.7 million visits during the same period in 2020, and increased to approximately 50,000 visits during the quarter ended June 30, 2021, as compared to 4,000 visits during the same period in 2020.

Total visitation increased to a total of approximately 40,000 visits in April and May 2021 as compared to a nil amount during the same two-month period in 2020.

Effective June 1, 2021, pursuant to State of Nevada and Nevada Gaming Control Board decisions, all capacity limits, restrictions on large gatherings and other restrictions, which had been implemented in response to the impact of the COVID-19 Pandemic, were lifted and the Company’s Las Vegas Operating Properties operated under pre-pandemic guidelines.

Las Vegas started administering the COVID-19 vaccine in early 2021 and, effective April 5, 2021, all individuals, 16 and older are eligible to receive the vaccine.

During the three months ended March 31, 2021, the Company’s Las Vegas Operating Properties were open subject to limited capacities.

This compares to the same period in 2020 when the Company’s Las Vegas Operating Properties operations were suspended due to a government mandate on March 18, 2020, through the end of the quarter.

Visitation to the Company’s Las Vegas Operating Properties continues to be impacted by the effects of the COVID-19 Pandemic.

The Las Vegas Convention and Visitors Authority announced for the months ended January and February 2021, visitation to Las Vegas decreased 63.5% and 53.8%, respectively, as compared to the same periods in 2020.

The Las Vegas Convention and Visitors Authority also announced for the months ended January

During the six months ended June 30, 2021, the Company’s Las Vegas Operating Properties were open subject to various capacity limits.

This compares to the same period in 2020 when the Company’s Las Vegas Operating Properties operations were suspended on March 18, 2020, due to a government mandate, and on June 4, 2020, The Venetian Tower, The Palazzo Tower and select food and beverage outlets reopened, with certain operations subject

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

and February 2021, gross gaming revenue for the Las Vegas Strip decreased 43.8% and 41.6%, respectively, as compared to the same periods in 2020.

The disruptions arising from the COVID-19 Pandemic had a significant adverse impact on the Company’s financial condition and operations during the three months ended March 31, 2021.

to reduced capacity.

Convention, meeting and certain entertainment related operations remained closed for the remainder of the six months ended June 30, 2020.

Visitation to the Company’s Las Vegas Operating Properties continues to be impacted by the effects of the COVID-19 Pandemic;

however, visitation has increased since restrictions have been lifted.

The Las Vegas Convention and Visitors Authority announced for the quarter ended March 31, 2021, visitation to Las Vegas decreased to 5.1 million visits, as compared to 8.4 million visits during the same period in 2020.

Total visitation increased to a total of 5.5 million visits in April and May 2021, as compared to 260,000 during the same two-month period in 2020.

The Las Vegas Convention and Visitors Authority also announced for the quarter ended March 31, 2021, gross gaming revenue for the Las Vegas Strip decreased to $1.17 billion, as compared to $1.47 billion during the same period in 2020.

Total gross gaming revenue increased to $1.14 billion in April and May 2021, as compared to $7 million during the same two-month period in 2020.

The disruptions arising from the COVID-19 Pandemic continued to have a significant adverse impact on the Company’s financial condition and operations during the six months ended June 30, 2021.

The duration and intensity of this global health emergency and related disruptions are uncertain.

Given the dynamic nature of these circumstances, the impact on the Company’s consolidated results of operations, cash flows and financial condition in 2021 will be material, but cannot be reasonably estimated at this time as it is unknown when the COVID-19 Pandemic will end, when or how quickly the current travel and operational restrictions will be modified or cease to be necessary and the resulting impact on the Company’s business and the willingness of tourism patrons to spend on travel and entertainment and business patrons to spend on MICE.

While each of the Company’s properties are currently open and operating at reduced levels due to lower visitation and the implementation of required safety measures, the current economic and regulatory environment on a global basis and in each of the Company’s jurisdictions continues to evolve.

Given the dynamic nature of these circumstances, the impact on the Company’s consolidated results of operations, cash flows and financial condition in 2021 will be material, but cannot be reasonably estimated at this time as it is unknown when the impact of the COVID-19 Pandemic will end, when or how quickly the current travel and operational restrictions will be modified or cease to be necessary and the resulting impact on the Company’s business and the willingness of tourism patrons to spend on travel and entertainment and business patrons to spend on MICE.

While each of the Company’s properties were open and operating at reduced levels due to lower visitation and the implementation of required safety measures during the second quarter of 2021, the current economic and regulatory environment on a global basis and in each of the Company’s jurisdictions continues to evolve.

The Company cannot predict the manner in which governments will react as the global and regional impact of the COVID-19 Pandemic changes over time, which could significantly alter the Company’s current operations.

The Company has a strong balance sheet and sufficient liquidity in place, including total cash and cash equivalents balance, excluding restricted cash and cash equivalents, of $ 2.07 billion and access to $ 1.50 billion, $ 2.0 billion and $ 440 million of available borrowing capacity from the LVSC Revolving Facility, 2018 SCL Revolving Facility and the 2012 Singapore Revolving Facility, respectively, and 3.69 billion Singapore dollars (“SGD,” approximately $ 2.74 billion at exchange rates in effect on March 31, 2021) under the Singapore Delayed Draw Term Facility, exclusively for capital expenditures for the Marina Bay Sands expansion project, as of March 31, 2021.

The Company has a strong balance sheet and sufficient liquidity in place, including total cash and cash equivalents balance, excluding restricted cash and cash equivalents, of $ 2.06 billion and access to $ 1.50 billion, $ 2.0 billion and $ 441 million of available borrowing capacity from the LVSC Revolving Facility, 2018 SCL Revolving Facility and the 2012 Singapore Revolving Facility, respectively, and 3.69 billion Singapore dollars (“SGD,” approximately $ 2.74 billion at exchange rates in effect on June 30, 2021) under the Singapore Delayed Draw Term Facility, exclusively for capital expenditures for the Marina Bay Sands expansion project (subject to restrictions as described in Note 3 — Long-Term Debt), as of June 30, 2021.

The Company believes it is able to support continuing operations, complete the major construction projects that are underway and respond to the current COVID-19 Pandemic challenges.

The Company has taken various mitigating measures to manage through the current environment, including a cost and capital expenditure reduction program to minimize cash outflow of non-essential items.

Macao Subconcession

Gaming in Macao is administered by the government through concessions awarded to three different concessionaires and three subconcessionaires, of which Venetian Macau Limited (“VML”, a subsidiary of Sands China Ltd.) is one.

These concession agreements expire on June 26, 2022.

If VML’s subconcession is not extended or renewed, VML may be prohibited from conducting gaming operations in Macao, and could result in the casino and gaming-related equipment being automatically transferred to the Macao government without any compensation to VML.

Under the Company’s SCL Senior Notes indenture, upon the occurrence of any event resulting from any change in Gaming Law (as defined in the indenture) after which none of Sands China Ltd.

(“SCL”) subsidiaries own or manage casino or gaming areas or operate casino games of fortune and chance in Macao in substantially the same manner as they are owning or managing casino or gaming areas or operating casino games as of the issue date of the SCL Senior Notes, for a period of 30 consecutive days or more, and such event has a material adverse effect on the

LAS VEGAS SANDS CORP.

AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

financial condition, business, properties or results of operations of SCL and its subsidiaries, taken as a whole, holders of the SCL Senior Notes can require the Company to repurchase all or any part of the SCL Senior Notes at par, plus any accrued and unpaid interest (the “Investor Put Option”).

Additionally, under the 2018 SCL Credit Facility, the events that trigger an Investor Put Option under the SCL Senior Notes (as described above) would be an event of default, which may result in commitments being immediately cancelled, in whole or in part, and the related outstanding balances and accrued interest, if any, becoming immediately due and payable.

The subconcession not being extended or renewed and the potential impact if holders of the notes and the agent have the ability to, and make the election to, accelerate the repayment of the Company’s debt would have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows.

The Company is actively monitoring the renewal process and continues to believe its subconcession will be extended or renewed;

however, it is possible the Macao government could change or interpret the associated gaming laws in a manner that could negatively impact the Company.

Discontinued Operations Held for Sale

2 unchanged sentences

The Company currently anticipates the closing of the transaction in the fourth quarter of 2021, subject to regulatory review and other closing conditions.

Additionally, as discussed in more detail in “Note 2 — Held for Sale — Discontinued Operations,” the Company concluded the Las Vegas Operations met the criteria for held for sale and discontinued operations beginning in the first quarter of 2021.

As a result, the Las Vegas Operations is presented in the accompanying condensed consolidated statements of operations as a discontinued operation for all periods presented.

Additionally, as discussed in “Note 2 — Held for Sale — Discontinued Operations,” the Company concluded the Las Vegas Operations met the criteria for held for sale and discontinued operations beginning in the first quarter of 2021.

As a result, the Las Vegas Operations is presented in the accompanying condensed consolidated statements of operations and cash flows as a discontinued operation for all periods presented.

Current and non-current assets and liabilities of the Las Vegas Operations are presented in the accompanying condensed consolidated balance sheets as current assets and liabilities held for sale for all periods presented.

2 unchanged sentences

The Company’s management has evaluated all of the recently issued, but not yet effective, accounting standards that have been issued or proposed by the Financial Accounting Standards Board (“FASB”) or other standards-setting bodies through the filing date of these financial statements and does not believe the future adoption of any such pronouncements will have a material effect on the Company’s financial position, results of operations and cash flows.

Reclassification

Certain amounts in the accompanying condensed consolidated financial statements and accompanying notes have been reclassified to be consistent with the current period presentation.

These reclassifications had no effect on net income for the prior periods.

LAS VEGAS SANDS CORP.

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Reclassification

Certain amounts in the accompanying Company’s Condensed Consolidated Financial Statements and accompanying notes have been reclassified to be consistent with the current period presentation.

These reclassifications had no effect on net income for the prior periods.

Note 2 — Held for Sale — Discontinued Operations

10 unchanged sentences

The Company further concluded the proposed disposal activities represented a strategic shift that will have a major effect on the Company’s operations and financial results and qualified for presentation as discontinued operations in accordance with FASB Accounting Standards Codification (“ASC”) 205-20.

Accordingly, the financial results of the Las Vegas Operations are presented in the accompanying condensed consolidated statements of operations as discontinued operations for all periods presented.

The Las Vegas Operations are recorded at the carrying value of the assets.

The fair value of the assets was determined to be the stated sales price per the agreements, which is greater than the carrying amount of the net assets and consequently no impairment charge was recognized.

Accordingly, the financial results of the Las Vegas Operations are presented in the accompanying condensed consolidated statements of operations and cash flows as discontinued operations for all periods presented.

The Las Vegas Operations are recorded at the carrying value of the assets held for sale.

The fair value of these assets was determined to be the stated sales price per the agreements, which is greater than the carrying amount of the net assets and consequently no impairment charge was recognized.

Depreciation and amortization on the assets held for sale ceased upon entering into the Las Vegas Sale agreements.

27 unchanged sentences

Three Months Ended

(In millions)

June 30, Six Months Ended

2021 2020 2021 2020

(In millions) (In millions)

Casino $ 110 $ 14 $ 163 $ 116

Rooms 107 9 152 136

Food and beverage 52 6 76 81

4 unchanged sentences

General and administrative 85 70 160 161

Corporate — 1 — 1

Depreciation and amortization — 41 25 78

2 unchanged sentences

Interest expense ( 4 ) ( 4 ) ( 7 ) ( 7 )

Other expense ( 1 ) ( 2 )

Other income 2 2 1 —

Income (loss) from discontinued operations before income tax 48 ( 167 ) ( 30 ) ( 123 )

2 unchanged sentences

Adjusted Property EBITDA $ 51 $ ( 122 ) $ 4 $ ( 34 )

For the three months ended March 31, 2021, the Company’s Las Vegas Operations were classified as a discontinued operation held for sale.

For the three and six months ended June 30, 2021, the Company’s Las Vegas Operations were classified as a discontinued operation held for sale.

The Company applied the intra-period tax allocation rules to allocate the provision for income taxes between continuing operations and discontinued operations using the “with and without” approach.

1 unchanged sentence

The difference between the “with” and “without” computations was allocated to discontinued operations.

The Company’s effective income tax rate from discontinued operations was ( 20.5 )% for the three months ended March 31, 2021.

This compares to a 7.0 % effective income tax rate from discontinued operations for the three months ended March 31, 2020, which reflects the application of the “with and without” approach consistent with intra-period tax allocation rules.

The Company’s effective income tax rate from discontinued operations was 20.8 % and ( 20.0 )% for the three and six months ended June 30, 2021, respectively.

This compares to a ( 13.8 )% and ( 16.3 )% effective income tax rate from discontinued operations for the three and six months ended June 30, 2020, respectively, which reflects the application of the “with and without” approach consistent with intra-period tax allocation rules.

The income tax on discontinued operations reflects a 21 % corporate income tax rate on the Company’s Las Vegas Operations.

8 unchanged sentences

Related (1) :

3.200% Senior Notes due 2024 (net of unamortized original issue discount and deferred financing costs of $ 11 )

3.200% Senior Notes due 2024 (net of unamortized original issue discount and deferred financing costs of $ 10 and $ 11 , respectively)

$ 1,740 $ 1,739

2.900% Senior Notes due 2025 (net of unamortized original issue discount and deferred financing costs of $ 4 )

3.500% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $ 10 )

3.500% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $ 9 and $ 10 , respectively)

3.900% Senior Notes due 2029 (net of unamortized original issue discount and deferred financing costs of $ 8 )

Macao Related (1) :

4.600% Senior Notes due 2023 (net of unamortized original issue discount and deferred financing costs of $ 7 and $ 9 , respectively)

5.125% Senior Notes due 2025 (net of unamortized original issue discount and deferred financing costs of $ 11 )

3.800% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $ 8 )

5.125% Senior Notes due 2025 (net of unamortized original issue discount and deferred financing costs of $ 10 and $ 11 , respectively)

3.800% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $ 7 and $ 8 , respectively)

5.400% Senior Notes due 2028 (net of unamortized original issue discount and deferred financing costs of $ 16 )

3 unchanged sentences

2012 Singapore Credit Facility — Term (net of unamortized deferred financing costs of $ 45 and $ 50 , respectively)

2012 Singapore Credit Facility — Delayed Draw Term (net of unamortized deferred financing costs of $ 1 )

2012 Singapore Credit Facility — Delayed Draw Term (net of unamortized deferred financing costs of $ 1 as of December 31, 2020)

14,450 14,004

2 unchanged sentences

____________________

(1) Unamortized deferred financing costs of $ 92 million and $ 91 million as of March 31, 2021 and December 31, 2020, respectively, related to the Company’s revolving credit facilities and the undrawn portion of the Singapore Delayed Draw Term Facility are included in other assets, net, in the accompanying condensed consolidated balance sheets.

(1) Unamortized deferred financing costs of $ 86 million and $ 91 million as of June 30, 2021 and December 31, 2020, respectively, related to the Company’s revolving credit facilities and the undrawn portion of the Singapore Delayed Draw Term Facility are included in other assets, net, in the accompanying condensed consolidated balance sheets.

LVSC Revolving Facility

As of March 31, 2021, the Company had $ 1.50 billion of available borrowing capacity under the LVSC Revolving Facility, net of outstanding letters of credit.

As of June 30, 2021, the Company had $ 1.50 billion of available borrowing capacity under the LVSC Revolving Facility, net of outstanding letters of credit.

The LVSC Revolving Facility contains a covenant prohibiting the disposition of Core Facilities (as defined in the agreement), which includes the Las Vegas Operations.

4 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

SCL Senior Notes

Under the SCL Senior Notes indenture, upon the occurrence of any event resulting from any change in Gaming Law (as defined in the indenture) after which none of SCL subsidiaries own or manage casino or gaming areas or operate casino games of fortune and chance in Macao in substantially the same manner as they are owning or managing casino or gaming areas or operating casino games as of the issue date of the SCL Senior Notes, for a period of 30 consecutive days or more, and such event has a material adverse effect on the financial condition, business, properties or results of operations of SCL and its subsidiaries, taken as a whole, each holder of the Notes will have the right to require SCL to repurchase all or any part of such holder’s Notes at par plus accrued and unpaid interest (the “Investor Put Option”).

Refer to “Note 1 — Organization and Business of Company” for further information related to the Macao subconcession.

2018 SCL Credit Facility

On January 25, 2021, SCL entered into an agreement with lenders to increase commitments under the 2018 SCL Credit Facility by 3.83 billion Hong Kong dollars (“HKD,” approximately $ 492 million at exchange rates in effect on March 31, 2021).

During the three months ended March 31, 2021, SCL drew down $ 48 million and HKD 3.54 billion (approximately $ 456 million at exchange rates in effect on March 31, 2021) under the facility for general corporate purposes.

As of March 31, 2021, SCL had $ 2.0 billion of available borrowing capacity under the 2018 SCL Revolving Facility comprised of HKD commitments of 14.09 billion (approximately $ 1.81 billion at exchange rates in effect on March 31, 2021) and U.S.

On January 25, 2021, SCL entered into an agreement with lenders to increase commitments under the 2018 SCL Credit Facility by 3.83 billion Hong Kong dollars (“HKD,” approximately $ 493 million at exchange rates in effect on June 30, 2021).

During the six months ended June 30, 2021, SCL drew down $ 48 million and HKD 3.54 billion (approximately $ 456 million at exchange rates in effect on June 30, 2021) under the facility for general corporate purposes.

As of June 30, 2021, SCL had $ 2.0 billion of available borrowing capacity under the 2018 SCL Revolving Facility comprised of HKD commitments of 14.09 billion (approximately $ 1.81 billion at exchange rates in effect on June 30, 2021) and U.S.

dollar commitments of $ 189 million.

On July 7, 2021, SCL entered into a waiver extension and amendment request letter (the "Third Waiver Extension Letter") with respect to certain provisions of the 2018 SCL Credit Facility, pursuant to which lenders agreed to (a) extend by one year to (and including) January 1, 2023, the waiver period for the requirement for SCL to comply with the requirements that SCL ensure the consolidated leverage ratio does not exceed 4.0 x and the consolidated interest coverage ratio is not less than 2.5 x as at the last day of the financial quarter;

(b) extend the period of time during which SCL may supply the agent with its audited consolidated financial statements for the financial year ending on December 31, 2021 to April 30, 2022;

and (c) extend by one year to (and including) January 1, 2023, the period during which SCL's ability to declare or make any dividend payment or similar distribution is restricted if at such time (x) the Total Commitments (as defined in the 2018 SCL Credit Facility) exceed $ 2.0 billion by SCL's exercise of the option to increase the Total Commitments by an aggregate amount of up to $ 1.0 billion;

and (y) the consolidated leverage ratio is greater than 4.0x, unless, after giving effect to such payment, the sum of (i) the aggregate amount of cash and cash equivalents of SCL on such date;

and (ii) the aggregate amount of the undrawn facility under the 2018 SCL Credit Facility and unused commitments under other credit facilities of SCL is greater than $ 2.0 billion.

Pursuant to the Third Waiver Extension Letter, SCL paid a customary fee to the lenders that consented.

Under the 2018 SCL Credit Facility, the events that trigger an Investor Put Option under the SCL Senior Notes (as described above) would be an Event of Default, which result in commitments being immediately cancelled, in whole or in part, and the related outstanding balances and accrued interest, if any, becoming immediately due and payable.

Refer to “Note 1 — Organization and Business of Company” for further information related to the Macao subconcession.

2012 Singapore Credit Facility

As of March 31, 2021, Marina Bay Sands Pte.

(“MBS”) had SGD 593 million (approximately $ 440 million at exchange rates in effect on March 31, 2021) of available borrowing capacity under the 2012 Singapore Revolving Facility, net of outstanding letters of credit, primarily consisting of a banker’s guarantee pursuant to a development agreement for SGD 157 million (approximately $ 116 million at exchange rates in effect on March 31, 2021).

As of March 31, 2021, SGD 3.69 billion (approximately $ 2.74 billion at exchange rates in effect on March 31, 2021) remains available to be drawn under the Singapore Delayed Draw Term Facility.

As of June 30, 2021, Marina Bay Sands Pte.

(“MBS”) had SGD 593 million (approximately $ 441 million at exchange rates in effect on June 30, 2021) of available borrowing capacity under the 2012 Singapore Revolving Facility, net of outstanding letters of credit, primarily consisting of a banker’s guarantee pursuant to a development agreement for SGD 157 million (approximately $ 117 million at exchange rates in effect on June 30, 2021).

On June 18, 2020, the Company amended its 2012 Singapore Credit Facility, which, among other things, extended to June 30, 2021, the deadline for delivering the construction cost estimate and the construction schedule for the MBS Expansion Project.

The Company is in the process of reviewing the budget and timing of the MBS

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expansion based on the impact of the COVID-19 Pandemic and other factors.

As a result, the construction cost estimate and construction schedule were not delivered to the lenders by the June 30, 2021 deadline.

The Company will be permitted to make further draws on the Singapore Delayed Draw Term Facility only after these items are delivered to lenders.

As of June 30, 2021, SGD 3.69 billion (approximately $ 2.74 billion at exchange rates in effect on June 30, 2021) remains available to be drawn under the Singapore Delayed Draw Term Facility subject to the construction cost estimate and construction schedule for the MBS Expansion Project being delivered to the lenders.

Debt Covenant Compliance

As of March 31, 2021, management believes the Company was in compliance with all debt covenants.

During the year ended December 31, 2020, the Company amended its credit facilities to, among other things, waive the Company’s requirement to comply with certain financial covenant ratios through December 31, 2021, which include a maximum leverage ratio or net debt to trailing twelve-months adjusted earnings before interest, income taxes, depreciation and amortization, calculated in accordance with the credit agreement, of 4.0 x, 4.0 x and 4.5 x under the LVSC Revolving Facility, 2018 SCL Credit Facility and 2012 Singapore Credit Facility, respectively.

The Company’s compliance with its financial covenants for periods beyond December 31, 2021 could be affected by certain factors beyond the Company’s control, such as the impact of the COVID-19 pandemic, including current travel and border restrictions continuing in the future.

The Company will pursue additional waivers to meet the required financial covenant ratios for periods beyond December 31, 2021, if deemed necessary.

The Company believes it will be successful in obtaining the additional waivers, although no assurance can be provided that such waivers will be granted, which could negatively impact the Company’s ability to be in compliance with its debt covenants for periods beyond December 31, 2021.

As of June 30, 2021, management believes the Company was in compliance with all debt covenants.

The Company amended its credit facilities to, among other things, waive the Company’s requirement to comply with certain financial covenant ratios through December 31, 2021 for LVSC and MBS and January 1, 2023 for SCL, which include a maximum leverage ratio or net debt to trailing twelve-months adjusted earnings before interest, income taxes, depreciation and amortization, calculated in accordance with the credit agreement, of 4.0 x, 4.0 x and 4.5 x under the LVSC Revolving Facility, 2018 SCL Credit Facility and 2012 Singapore Credit Facility, respectively.

The Company’s compliance with its financial covenants for periods beyond December 31, 2021 for MBS and LVSC and January 1, 2023 for SCL, could be affected by certain factors beyond the Company’s control, such as the impact of the COVID-19 Pandemic, including current travel and border restrictions continuing in the future.

The Company will pursue additional waivers to meet the required financial covenant ratios for periods beyond their current deadlines, if deemed necessary.

The Company believes it will be successful in obtaining the additional waivers for MBS and LVSC beyond December 31, 2021, although no assurance can be provided that such waivers will be granted, which could negatively impact the Company’s ability to be in compliance with its debt covenants for periods beyond the current waiver periods.

Cash Flows from Financing Activities

Cash flows from financing activities related to long-term debt and finance lease obligations are as follows:

Three Months Ended

Six Months Ended

(In millions)

Proceeds from 2026 and 2030 SCL Senior Notes $ — $ 1,496

Proceeds from 2018 SCL Credit Facility 505 403

$ 505 $ 1,899

Repayments on 2018 SCL Credit Facility $ — $ ( 404 )

Repayments on 2012 Singapore Credit Facility ( 31 ) ( 30 )

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Fair Value of Long-Term Debt

The estimated fair value of the Company’s long-term debt as of March 31, 2021 and December 31, 2020, was approximately $ 15.36 billion and $ 15.15 billion, respectively, compared to its contractual value of $ 14.56 billion

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and $ 14.12 billion, respectively.

The estimated fair value of the Company’s long-term debt as of June 30, 2021 and December 31, 2020, was approximately $ 15.50 billion and $ 15.15 billion, respectively, compared to its contractual value of $ 14.55 billion and $ 14.12 billion, respectively.

The estimated fair value of the Company’s long-term debt is based on recent trades, if available, and indicative pricing from market information (level 2 inputs).

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Accounts receivable is comprised of casino, hotel, mall and other receivables, which do not bear interest and are recorded at amortized cost.

The Company extends credit to approved casino patrons following background checks and investigations of creditworthiness.

The Company extends credit to approved casino patrons following background

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checks and investigations of creditworthiness.

The Company also extends credit to gaming promoters in Macao.

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The following table shows the movement in the provision for credit losses recognized for accounts receivable:

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(In millions)

3 unchanged sentences

Exchange rate impact

Balance at March 31 $ 242 $ 212

Balance at June 30 $ 240 $ 219

Customer Contract Related Liabilities

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(1) outstanding chip liability, (2) loyalty program liability and (3) customer deposits and other deferred revenue for gaming and non-gaming products and services yet to be provided.

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The following table summarizes the liability activity related to contracts with customers:

3 unchanged sentences

Balance at January 1 $ 197 $ 510 $ 62 $ 63 $ 633 $ 591

Balance at March 31

Balance at June 30

139 386 62 61 607 627

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____________________

(1) Of this amount, $ 152 million as of March 31 and January 1, 2021, and $ 154 million as of March 31 and January 1, 2020, relate to mall deposits that are accounted for based on lease terms usually greater than one year.

(1) Of this amount, $ 151 million and $ 152 million as of June 30 and January 1, 2021, respectively, and $ 152 million and $ 154 million as of June 30 and January 1, 2020, respectively, relate to mall deposits that are accounted for based on lease terms usually greater than one year.

Note 5 — Equity and Earnings Per Share

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In February 2021, SCL announced it will not pay a final dividend for 2020 due to the impact of the COVID-19 Pandemic.

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Earnings (Loss) Per Share

1 unchanged sentence

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

(In millions)

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Note 6 — Income Taxes

The Company’s effective income tax rate from continuing operations was 5.3 % for the three months ended March 31, 2021, compared to 31.4 % for the three months ended March 31, 2020.

The effective income tax rate for the three months ended March 31, 2021, reflects a 17 % statutory tax rate on the Company’s Singapore operations and a 21 % corporate income tax rate on its domestic operations.

The Company’s effective income tax rate from continuing operations was 1.4 % for the six months ended June 30, 2021, compared to ( 1.0 )% for the six months ended June 30, 2020.

The effective income tax rate for the six months ended June 30, 2021, reflects a 17 % statutory tax rate on the Company’s Singapore operations and a 21 % corporate income tax rate on its domestic operations.

The Company's operations in Macao are subject to a 12 % statutory income tax rate, but in connection with the 35 % gaming tax, the Company’s subsidiaries in Macao and its peers receive an income tax exemption on gaming operations through June 2022.

During the three months ended March 31, 2021, the Company recorded a valuation allowance of $ 20 million related to certain U.S.

During the six months ended June

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30, 2021, the Company recorded a valuation allowance of $ 20 million related to certain U.S.

foreign tax credits, which it no longer expects to utilize due to lower forecasted U.S.

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Lease revenue for the Company’s mall operations consists of the following:

Three months ended March 31,

Three months ended June 30,

Mall Other Mall Other

(In millions)

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( 17 ) — ( 111 ) —

Total overage rents and rent concessions — — ( 110 ) —

$ 126 $ 1 $ 19 $ 1

Six months ended June 30,

Mall Other Mall Other

(In millions)

Minimum rents $ 257 $ 1 $ 263 $ 1

Overage rents 34 — 6 —

Rent concessions (1)

( 37 ) — ( 170 ) —

Total overage rents, rent concessions and other 3 — ( 164 ) —

$ 260 $ 1 $ 99 $ 1

___________________

(1) Rent concessions were provided for the periods presented to tenants as a result of the COVID-19 Pandemic and the impact on mall operations.

(2) Amount related to a grant provided by the Singapore government to lessors to support small and medium enterprises impacted by the COVID-19 Pandemic in connection with their rent obligations.

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Note 8 — Commitments and Contingencies

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(now known as Las Vegas Sands, LLC (“LVSLLC”)), Venetian Casino Resort, LLC (“VCR”) and Venetian Venture Development, LLC, which are subsidiaries of the Company, and William P.

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Weidner and David Friedman, who are former executives of the Company.

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(“LVS (Nevada)”), LVSLLC and VCR (collectively, the “Defendants”).

The claim was for 3.0 billion patacas (approximately $ 375 million at exchange rates in effect on March 31, 2021).

The claim was for 3.0 billion patacas (approximately $ 375 million at exchange rates in effect on June 30, 2021).

The Macao Action alleges a breach of agreements entered into between AAEC and LVS (Nevada), LVSLLC and VCR (collectively, the “U.S.

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Evidence gathering by the Macao Judicial Court commenced by letters rogatory, which was completed on March 14, 2019, and the trial of this matter was scheduled for September 2019.

On July 15, 2019, AAEC submitted a request to the Macao Judicial Court to increase the amount of its claim to 96.45 billion patacas (approximately $ 12.04 billion at exchange rates in effect on March 31, 2021), allegedly representing lost profits from 2004 to 2018, and reserving its right to claim for lost profits up to 2022 in due course at the enforcement stage.

On July 15, 2019, AAEC submitted a request to the Macao Judicial Court to increase the amount of its claim to 96.45 billion patacas (approximately $ 12.06 billion at exchange rates in effect on June 30, 2021), allegedly representing lost profits from 2004 to 2018, and reserving its right to claim for lost profits up to 2022 in due course at the enforcement stage.

On September 4, 2019, the Macao Judicial Court allowed AAEC’s request to increase the amount of its claim.

6 unchanged sentences

Defendants’ motion regarding legal aid until the entry of final judgment.

Defendants appealed that

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deferral on September 17, 2019.

Defendants appealed that deferral on September 17, 2019.

On September 26, 2019, the Macao Judicial Court rejected that appeal on procedural grounds.

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The Macao Judicial Court granted that motion and rescheduled the trial to begin on June 16, 2021.

The Macao Action is in a preliminary stage and management has determined that based on proceedings to date, it is currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any.

On April 16, 2021, the U.S.

Defendants again moved to reschedule the trial because continued travel disruptions resulting from the pandemic prevented the representatives of the U.S.

Defendants and certain witnesses

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from attending the trial as scheduled.

Plaintiff opposed that motion on April 29, 2021.

The Macao Judicial Court denied the U.S.

Defendants’ motion on May 28, 2021, concluding that, under Macao law, it lacked the power to reschedule the trial absent agreement of the parties.

Defendants appealed that ruling on June 16, 2021, and that appeal is currently pending.

The trial began as scheduled on June 16, 2021.

The Macao Judicial Court heard testimony on June 16, 17, 23, and July 1.

By order dated June 17, 2021, the Macao Judicial Court scheduled additional trial dates during September, October and December 2021 to hear witnesses who are currently subject to COVID-19 travel restrictions that prevent or severely limit their ability to enter Macao.

That order also provided a procedure for the parties to request written testimony from witnesses who are not able to travel to Macao on those dates.

Defendants sought clarification of certain aspects of that ruling and appealed other aspects of that ruling on June 28, 2021.

Trial in the Macao Action is scheduled to resume on September 20, 2021.

Management has determined that based on proceedings to date, it is currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any.

The Company intends to defend this matter vigorously.

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Adelson as a defendant in this action.

Pursuant to a scheduling order entered by the U.S.

District Court, the Company anticipates bringing a motion to dismiss the amended complaint on or before May 7, 2021.

On May 7, 2021, the defendants filed a motion to dismiss the amended complaint.

Lead Plantiffs filed an opposition to the motion to dismiss on July 6, 2021.

All briefings on the motion to dismiss is scheduled to be completed by August 5, 2021.

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Adelson as a defendant in this action.

This action is in a preliminary stage and management has determined that based on proceedings to date, it is currently

This action is in a preliminary stage and management has determined that based on proceedings to date, it is currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any.

The Company intends to defend this matter vigorously.

LAS VEGAS SANDS CORP.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any.

The Company intends to defend this matter vigorously.

Note 9 — Segment Information

8 unchanged sentences

The Company has included Ferry Operations and Other (comprised primarily of the Company’s ferry operations and various other operations that are ancillary to its properties in Macao) and Corporate and Other to reconcile to the condensed consolidated results of operations and financial condition.

The operations that comprised the Company’s former Las Vegas Operating Properties reportable business segment were classified as discontinued operations and the information below for the three months ended March 31, 2021 and 2020, excludes these results.

The operations that comprised the Company’s former Las Vegas Operating Properties reportable business segment were classified as a discontinued operation and the information below for the three and six months ended June 30, 2021 and 2020, excludes these results.

The Company’s segment information for the three and six months ended June 30, 2021 and 2020 is as follows:

Casino Rooms Food and Beverage Mall Convention, Retail and Other Net Revenues

(In millions)

Three Months Ended June 30, 2021

The Venetian Macao $ 307 $ 24 $ 7 $ 49 $ 4 $ 391

The Londoner Macao 133 28 9 16 3 189

The Parisian Macao 69 17 4 10 1 101

The Plaza Macao and Four Seasons Macao 74 12 5 34 — 125

Sands Macao 37 2 1 1 1 42

Ferry Operations and Other — — — — 7 7

620 83 26 110 16 855

Marina Bay Sands 223 32 24 39 9 327

Intercompany royalties (1)

— — — — 25 25

Intercompany eliminations (2)

— — — ( 1 ) ( 33 ) ( 34 )

Total net revenues $ 843 $ 115 $ 50 $ 148 $ 17 $ 1,173

Three Months Ended June 30, 2020

The Venetian Macao $ 5 $ 1 $ 1 $ 18 $ 3 $ 28

The Londoner Macao 1 — 1 7 1 10

The Parisian Macao ( 30 ) 1 1 4 1 ( 23 )

The Plaza Macao and Four Seasons Macao 8 1 1 9 — 19

Sands Macao 5 1 — 1 — 7

Ferry Operations and Other — — — — 6 6

( 11 ) 4 4 39 11 47

Marina Bay Sands 7 1 2 3 10 23

Intercompany eliminations (2)

— — — — ( 8 ) ( 8 )

Total net revenues $ ( 4 ) $ 5 $ 6 $ 42 $ 13 $ 62

LAS VEGAS SANDS CORP.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The Company’s segment information for the three months ended March 31, 2021 and 2020 is as follows:

Casino Rooms Food and Beverage Mall Convention, Retail and Other Net Revenues

(In millions)

Three Months Ended March 31, 2021

Six Months Ended June 30, 2021

The Venetian Macao $ 573 $ 43 $ 13 $ 95 $ 7 $ 731

11 unchanged sentences

Total net revenues $ 1,708 $ 211 $ 106 $ 304 $ 40 $ 2,369

Three Months Ended March 31, 2020

Six Months Ended June 30, 2020

The Venetian Macao $ 256 $ 22 $ 6 $ 47 $ 12 $ 343

18 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

(In millions)

6 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2021 2020 2021 2020

(In millions)

6 unchanged sentences

Ferry Operations and Other ( 2 ) ( 6 ) ( 5 ) ( 12 )

132 ( 312 ) 232 ( 245 )

Marina Bay Sands 112 ( 113 ) 256 169

Consolidated adjusted property EBITDA (1)

244 ( 425 ) 488 ( 76 )

Other Operating Costs and Expenses

Stock-based compensation (2)

( 3 ) ( 5 ) ( 8 ) ( 8 )

Corporate ( 56 ) ( 53 ) ( 105 ) ( 112 )

4 unchanged sentences

Loss on disposal or impairment of assets ( 11 ) ( 4 ) ( 14 ) ( 7 )

Operating income (loss) ( 96 ) 6

Operating loss ( 139 ) ( 757 ) ( 235 ) ( 751 )

Other Non-Operating Costs and Expenses

2 unchanged sentences

Other income (expense) 10 ( 5 ) ( 7 ) 34

Income tax expense ( 14 ) ( 22 )

Income tax benefit (expense) 6 31 ( 8 ) 9

Net loss from continuing operations $ ( 280 ) $ ( 841 ) $ ( 560 ) $ ( 933 )

____________________

(1) Consolidated adjusted property EBITDA, which is a non-GAAP financial measure, is net income (loss) from continuing operations before stock-based compensation expense, corporate expense, pre-opening expense, development expense, depreciation and amortization, amortization of leasehold interests in land, gain or loss on disposal or impairment of assets, interest, other income or expense, gain or loss on modification or early retirement of debt and income taxes.

Consolidated adjusted property EBITDA is a supplemental non-GAAP financial measure used by management, as well

LAS VEGAS SANDS CORP.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

as industry analysts, to evaluate operations and operating performance.

assets, interest, other income or expense, gain or loss on modification or early retirement of debt and income taxes.

Consolidated adjusted property EBITDA is a supplemental non-GAAP financial measure used by management, as well as industry analysts, to evaluate operations and operating performance.

In particular, management utilizes consolidated adjusted property EBITDA to compare the operating profitability of its operations with those of its competitors, as well as a basis for determining certain incentive compensation.

5 unchanged sentences

As a result, consolidated adjusted property EBITDA as presented by the Company may not be directly comparable to similarly titled measures presented by other companies.

(2) During the three months ended March 31, 2021 and 2020, the Company recorded stock-based compensation expense of $ 7 million and $ 7 million, respectively, of which $ 2 million and $ 4 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

Three Months Ended

(2) During the three months ended June 30, 2021 and 2020, the Company recorded stock-based compensation expense of $ 7 million and $ 6 million, respectively, of which $ 4 million and $ 1 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

During the six months ended June 30, 2021 and 2020, the company recorded stock-based compensation expense of $ 14 million and $ 13 million, respectively, of which $ 6 million and $ 5 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

Six Months Ended

(In millions)

11 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements