What changed in this filing

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Item 2. Management’s Discussion and Analysis

2022-07-22 compared with 2022-04-29 · 508 added, 148 removed, 494 unchanged (57% of the section changed)

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Our operating segment in Singapore is Marina Bay Sands.

On February 23, 2022, we closed the sale of our Las Vegas real property and operations including The Venetian Resort Las Vegas and the Sands Expo and Convention Center (the “Las Vegas Operations”).

At closing, we received approximately $5.05 billion in cash proceeds, before transaction costs and working capital adjustments of $80 million, and recognized a gain on disposal of $3.61 billion, before income tax expense of $750 million, during the three months ended March 31, 2022.

At closing, we received approximately $5.05 billion in cash proceeds, before transaction costs and working capital adjustments of $77 million, a $1.20 billion seller financing loan and recognized a gain on disposal of $3.61 billion, before income tax expense of $750 million, during the six months ended June 30, 2022.

COVID-19 Pandemic Update

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Visitation to the Macao Special Administrative Region (“Macao”) of the People’s Republic of China (“China”) has remained substantially below pre-COVID-19 levels as a result of various government policies limiting or discouraging travel.

During February 2022, vaccination requirements for arrivals from certain destinations were tightened.

As of the date of this report, other than people from mainland China who in general may enter Macao without quarantine subject to them holding the appropriate travel documents, a negative COVID-19 test result issued within a specified time period 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.

Other than people from mainland China who in general may enter Macao without quarantine subject to them holding the appropriate travel documents, a negative COVID-19 test result issued within a specified time period 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.

Our 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.

Various health safeguards implemented by the Macao government remain in place, including mandatory mask protection, limitation on the number of seats per table game, slot machine spacing and temperature checks.

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

As of the date of this report, most businesses are allowed to remain open, subject to social distancing and health code checking requirements as designated by the Macao government.

In January 2022, the Macao government commenced the roll out of a non-mandatory contact tracing QR code function at a range of businesses including government buildings, restaurants, hotels and other public venues.

As with prior periods, in support of the Macao government’s initiatives to fight the COVID-19 Pandemic, we provided one tower at the Sheraton Grand Macao to the Macao government to house individuals who returned to Macao for quarantine purposes at various times.

Our Macao gaming operations remained open during the three months ended March 31, 2022.

Guest visitation to the properties, however, has been adversely affected during the three months ended March 31, 2022 due to outbreaks in Hong Kong in late January and early February 2022 and in Guangdong province in March 2022,

resulting in tighter travel restrictions.

Operating hours at restaurants across our Macao properties are continuously being adjusted in line with fluctuations in guest visitation.

The majority of retail outlets in our 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.

Following an outbreak in Macao in mid-June, the Macao government announced a series of preventative measures.

These included closure of a range of government, public and social facilities, with restaurants only permitted to offer take away services.

Residential and commercial buildings with confirmed COVID-19 cases have been required to implement various levels of access control.

In addition to the health safeguards already in place, the government has implemented a series of mass nucleic acid and rapid antigen tests for the general population.

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

Our Macao gaming operations remained open during the six months ended June 30, 2022.

Guest visitation to the properties, however, was adversely affected during the six months ended June 30, 2022 due to the various outbreaks that occurred in Shanghai, Hong Kong, Guangdong and Macao, which resulted in tighter travel restrictions.

On July 9, 2022, the Macao government issued executive order 115/2022 ordering casinos and all non-essential businesses to close from July 11 to July 18 in an attempt to control a recent outbreak of COVID-19 in Macao.

On July 16, 2022, the Macao government announced an extension of this executive order through July 22.

On July 20, 2022, the Macao government announced a consolidation period, which would start on July 23, 2022 and end on July 30, 2022 whereby certain business activities will be allowed to resume limited operations, clarifying that casino operations could resume but with a maximum capacity of 50% of casino staff working at any point in time.

The timing and manner in which our casinos, restaurants and shopping malls will reopen and/or operate at full capacity are currently unknown.

As with prior periods, in support of the Macao government’s initiatives to fight the COVID-19 Pandemic, throughout the six months ended June 30, 2022 and in June in particular, we have provided both towers of the Sheraton Grand Macao hotel and also The Parisian Macao hotel to the Macao government to house individuals for quarantine and medical observation purposes.

Our ferry operations between Macao and Hong Kong remain suspended.

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Our Macao operations have been significantly impacted by the reduced visitation to Macao.

The Macao government announced total visitation from mainland China to Macao increased approximately 9.9% and decreased 76.9% during the three months ended March 31, 2022, as compared to the same period in 2021 and 2019 (pre-pandemic), respectively.

The Macao government also announced gross gaming revenue decreased approximately 24.8% and 76.7% during the three months ended March 31, 2022, as compared to the same period in 2021 and 2019, respectively.

The Macao government announced total visitation from mainland China to Macao decreased approximately 12.2% and 78.1%, during the six months ended June 30, 2022, as compared to the same period in 2021 and 2019 (pre-pandemic), respectively.

The Macao government also announced gross gaming revenue decreased approximately 46.4% and 82.4%, during the six months ended June 30, 2022, as compared to the same period in 2021 and 2019, respectively.

In Singapore, Vaccinated Travel Lanes (“VTLs”) were introduced for a number of key source markets in November and December of 2021 for vaccinated visitors with a negative COVID-19 test.

Due to the emergence of the Omicron variant, however, new ticket sales for the VTLs were suspended on December 23, 2021 through January 20, 2022.

The VTL program was terminated on March 31, 2022, and the Vaccination Travel Framework (“VTF”) was launched on April 1, 2022, to facilitate the resumption of travel for all travelers, including short-term visitors.

Under the VTF, all fully vaccinated travelers and non-fully vaccinated children aged 12 and below are permitted to enter Singapore, without entry approvals or taking VTL transport.

The VTL program was terminated on March 31, 2022, and the Vaccinated Travel Framework (“VTF”) was launched on April 1, 2022, to facilitate the resumption of travel for all travelers, including short-term visitors.

Under the VTF, all fully vaccinated travelers and non-fully vaccinated children aged 12 and below are permitted to enter Singapore, without entry approvals or taking VTL transport and starting April 26, 2022, these travelers are no longer required to take a COVID-19 test before departing for Singapore.

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.

Under the VTF program, all countries or regions will be classified under a “general travel” or “restricted” category, and individual travelers will be assigned border measures based on their vaccination status.

This allows all fully vaccinated travelers from any country or region to enter Singapore quarantine-free, as long as they have not visited any countries or regions listed as a restricted category in the past seven days.

There are currently no countries or regions on the restricted category list;

however, this government policy may be adjusted in line with any developments to the local and global COVID-19 situation.

Visitation to Marina Bay Sands continues to be impacted by the effects of the COVID-19 Pandemic;

The Singapore Tourism Board (“STB”) announced for the three months ended March 31, 2022, total visitation to Singapore increased from approximately 69,000 to 246,000, or 258.2%, as compared to the same period in 2021, while visitation decreased 94.8%, when compared to the same period in 2019.

At our Macao properties and Marina Bay Sands, we are adhering to social distancing requirements, which include reduced seating at table games and a decreased number of active slot machines on the casino floor compared to pre-COVID-19 levels.

however, visitation has since increased since restrictions have been lifted.

The Singapore Tourism Board (“STB”) announced total visitation to Singapore increased from approximately 119,000 in 2021 to 1.5 million in 2022 on a year-to-date basis, while visitation decreased 83.9% when compared to the same period in 2019.

The latest available statistics show that passenger traffic at Changi Airport has been on the rise reaching approximately 2.5 million in May 2022, up from approximately 1.9 million in April 2022, and averaging above 40% of pre-pandemic levels as the travel industry continues to recover from the impact of COVID-19.

At our Macao properties, we are adhering to social distancing requirements, which include reduced seating at table games and a decreased number of active slot machines on the casino floor compared to pre-COVID-19 levels.

Additionally, there is uncertainty whether the impact of the COVID-19 Pandemic on operations will continue in future periods.

If our Integrated Resorts are not permitted to resume normal operations, travel restrictions such as those related to inbound travel from other countries are not modified or eliminated, there is a resumption of the suspension of the China Individual Visit Scheme, or the global response to contain the COVID-19 Pandemic escalates or is unsuccessful, our operations, cash flows and financial condition will be further materially impacted.

While our Macao and Singapore properties were open and operating at reduced levels due to lower visitation and required safety measures in place as described above during the three months ended March 31, 2022, the current economic and regulatory environment on a global basis and in each of our jurisdictions continues to evolve.

While our properties were open and operating at reduced levels due to lower visitation and required safety measures in place as described above during the six months ended June 30, 2022, the current economic and regulatory environment on a global basis and in each of our jurisdictions continue to evolve.

We 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 our current operations.

We have a strong balance sheet and sufficient liquidity in place, including total cash and cash equivalents balance, excluding restricted cash and cash equivalents, of $6.43 billion and access to $1.50 billion , $1.54 billion and $438 million of available borrowing capacity from our LVSC Revolving Facility, 2018 SCL Revolving Facility and 2012 Singapore Revolving Facility, respectively, as of March 31, 2022.

We believe we are able to support continuing operations, complete the major construction projects that are underway and respond to the current COVID-19 Pandemic challenges.

We have taken various mitigating measures to manage through the current

environment, including a cost and capital expenditure reduction program to minimize cash outflow for non-essential items.

We have a strong balance sheet and sufficient liquidity in place, including total cash and cash equivalents balance, excluding restricted cash and cash equivalents, of $6.45 billion and access to $1.50 billion, $1.04 billion and $423 million of available borrowing capacity from our LVSC Revolving Facility, 2018 SCL Revolving Facility and 2012 Singapore Revolving Facility, respectively, as of June 30, 2022.

We believe we are able to support continuing operations, complete the major construction projects that are underway, proceed with the Macao concession renewal process and respond to the current COVID-19 Pandemic challenges.

We have taken various

mitigating measures to manage through the current environment, including a cost and capital expenditure reduction program to minimize cash outflow for non-essential items.

Macao Subconcession

Gaming in Macao is administered by the government through concession agreements 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 VML could cease to generate revenues from the gaming operations when the subconcession agreement expires on June 26, 2022.

In addition, all of VML’s casino premises and gaming-related equipment could be automatically transferred to the Macao government without any compensation to VML.

On January 18, 2022, the Macao Legislative Assembly published a draft bill entitled Amendment to Law No.

16/2001 to amend Macao’s gaming law (the “Gaming Law”).

Certain changes to the Gaming Law set out in the draft bill include a reduction in the term of future gaming concessions to ten (10) years;

authorization of up to six (6) gaming concession contracts;

an increase in the minimum capital contribution of concessionaires to 5 billion patacas (approximately $620 million at exchange rates in effect on March 31, 2022);

On June 23, 2022, an extension was approved and authorized by the Macao government and executed between VML and Galaxy Casino, S.A., pursuant to which the subconcession has been extended from June 26, 2022 to December 31, 2022.

VML paid the Macao government 47 million patacas (approximately $6 million at exchange rates in effect on June 30, 2022) and will provide a bank guarantee by September 23, 2022 of 2.31 billion patacas (approximately $286 million at exchange rates in effect on June 30, 2022) to secure the fulfillment of VML's paym ent obligations towards its employees should VML be unsuccessful in tendering for a new concession contract after its subconcession expires.

In order to enable VML to fulfill the relevant requirements to become eligible to obtain the subconcession extension as mentioned above, each of VML, Venetian Cotai Limited (“VCL”) and Venetian Orient Limited (“VOL”) entered into a letter of undertaking (“Undertakings”), pursuant to which each of VML, VCL and VOL has undertaken, pursuant to article 40 of the Gaming Law and article 43 of VML’s subconcession agreement, to revert to the Macao government relevant gaming equipment and gaming areas (as identified in the Undertakings) without compensation and free of any liens or charges upon the expiry of the term of the subconcession extension period.

The total casino areas and supporting areas subject to reversion is approximately 136,000 square meters, representing approximately 4.7% of the total property area of these entities.

On June 21, 2022, the Macao Legislative Assembly passed a draft bill entitled Amendment to Law No.

16/2001 to amend Macao’s gaming law, which was published in the Macao Official Gazette on June 22, 2022 as Law No.

7/2022, and became effective on June 23, 2022 (the "Gaming Law").

Certain changes to the Gaming Law include a reduction in the term of future gaming concessions to ten (10) years;

authoriza tion of up to six (6) gaming concession contracts;

an increase in the minimum capital contribution of concessionaires to 5 billion patacas (approximately $619 million at exchange rates in effect on June 30, 2022);

an increase in the percentage of the share capital of the concessionaire that must be held by the local managing director to 15%;

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and a prohibition of revenue sharing arrangements between gaming promoters and concessionaires.

On March 3, 2022, the Macao government announced its intention to extend the term of Macao’s six concession and subconcession contracts from June 26, 2022 until December 31, 2022 in order to ensure sufficient time to complete the amendment to the Gaming Law and conduct a public tender for the awarding of new gaming concessions.

The Macao government invited VML to submit a formal request for an extension along with a commitment to pay the Macao government up to 47 million patacas (approximately $6 million at exchange rates in effect on March 31, 2022) and provide a bank guarantee to secure the fulfillment of VML’s payment obligations towards its employees should VML be unsuccessful in tendering for a new concession contract after its subconcession expires.

VML submitted its request for an extension on March 14, 2022.

The extension of VML’s subconcession is subject to approval by the Macao government as well as entering into a subconcession amendment contract with Galaxy Casino Company Limited.

We are actively monitoring developments with respect to the Macao government’s Gaming Law amendment and concession renewal process and we continue to believe we will be successful in extending the term of our subconcession and/or obtaining a new gaming concession when our current subconcession expires;

On July 5, 2022, the Macao government published Administrative Regulation No.

28/2022 – Amendment of Administrative Regulation No.

26/2001, which sets forth the regulations governing the upcoming tender for gaming concessions in Macao.

The regulation includes details on the process of bidding for the gaming concessions, qualifications of the companies bidding and the criteria for granting them.

We continue to believe we will be successful in extending the term of our subconcession and/or obtaining a new gaming concession when our current subconcession expires;

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

Under our Sands China Ltd.

(“SCL”) senior notes indentures (as defined below), upon the occurrence of any event resulting from any change in the Gaming Law (as defined in the indentures) or any action by the gaming authority after which none of SCL or any of its 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 were owning or managing casino or gaming areas or operating casino games as at the issue date of the 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 SCL senior notes would have the right to require us to repurchase all or any part of such holder’s SCL senior notes at par, plus any accrued and unpaid interest (the “Investor Put Option”).

(“SCL”) senior notes indentures, upon the occurrence of any event resulting from any change in the Gaming Law (as defined in the indentures) or any action by the gaming authority after which none of SCL or any of its 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 were owning or managing casino or gaming areas or operating casino games as at 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 SCL senior notes would have the right to require us to repurchase all or any part of such holder's 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 our debt would have a material adverse effect on our business, financial condition, results of operations and cash flows.

We intend to follow the process for a concession renewal once the process and requirements are announced by the Macao government.

The subconcession not being further 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 our debt would have a material adverse effect on our business, financial condition, results of operations and cash flows.

We intend to follow the process for a concession renewal as indicated above.

Marina Bay Sands Gaming License

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For a discussion of our significant accounting policies and estimates, please refer to “Management’s Discussion and Analysis of Financial Condition and Results of Operations” presented in our 2021 Annual Report on Form 10-K filed on February 4, 2022.

There were no newly identified significant accounting estimates during the three months ended March 31, 2022, nor were there any material changes to the critical accounting policies and estimates discussed in our 2021 Annual Report.

There were no newly identified significant accounting estimates during the six months ended June 30, 2022, nor were there any material changes to the critical accounting policies and estimates discussed in our 2021 Annual Report.

Recent Accounting Pronouncements

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Our win and hold percentages are calculated before discounts, commissions, deferring revenue associated with our loyalty programs and allocating casino revenues related to goods and services provided to patrons on a complimentary basis.

Our Rolling Chip table games are expected to produce a win percentage of 3.15% to 3.45% in Macao and Singapore, and our Non-Rolling Chip table games have produced a trailing 12-month win percentage of 26.8%, 21.7%, 22.7%, 23.8%, 18.2% and 14.8% at The Venetian Macao, The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Macao, Sands Macao and Marina Bay Sands, respectively.

Our slot machines have produced a trailing 12-month hold percentage of 3.7%, 3.7%, 3.2%, 5.9%, 3.0% and 4.2% at The Venetian Macao, The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Macao, Sands

Macao and Marina Bay Sands, respectively.

Our Rolling Chip table games are expected to produce a win percentage of

3.15% to 3.45% in Macao and Singapore, and our Non-Rolling Chip table games have produced a trailing 12-month win percentage of 26.4%, 22.1%, 23.6%, 25.1%, 18.6% and 15.5% at The Venetian Macao, The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Macao, Sands Macao and Marina Bay Sands, respectively.

Our slot machines have produced a trailing 12-month hold percentage of 3.9%, 3.7%, 3.5%, 7.4%, 2.8% and 4.2% at The Venetian Macao, The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Macao, Sands Macao and Marina Bay Sands, respectively.

Actual win and hold percentages may vary from our expected win percentage and the trailing 12-month win and hold percentages.

Generally, slot machine play is conducted on a cash basis.

In Macao and Singapore, 11.0% and 7.3%, respectively, of our table games play was conducted on a credit basis for the three months ended March 31, 2022.

In Macao and Singapore, 11.8% and 12.0%, respectively, of our table games play was conducted on a credit basis for the six months ended June 30, 2022.

Casino revenue measurements for the U.S.:

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were slot handle, as previously described, and table games drop, which was the total amount of cash and net markers issued (credit instruments) deposited in the table drop box.

We view table games win as a percentage of drop and slot hold as a percentage of slot handle.

We viewed table games win as a percentage of drop and slot hold as a percentage of slot handle.

Our win and hold percentages were calculated before discounts, commissions, deferring revenue associated with our loyalty programs and allocating casino revenues related to goods and services provided to patrons on a complimentary basis.

Based upon our mix of table games, our table games were expected to produce a win percentage of 18% to 26% for Baccarat and 16% to 24% for non-Baccarat.

Our slot machines have produced a trailing 12-month hold percentage of 8.5%.

Actual win and hold percentages may vary from our expected win percentage and the trailing 12-month win and hold percentages.

Similar to Macao and Singapore, slot machine play was generally conducted on a cash basis.

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Only tenants that have been open for a minimum of 12 months are included in the tenant sales per square foot calculation.

Three Months Ended March 31, 2022 Compared to the Three Months Ended March 31, 2021

Three Months Ended June 30, 2022 Compared to the Three Months Ended June 30, 2021

Summary Financial Results

Our financial results were adversely impacted as a result of decreased visitation at our properties due to the COVID-19 Pandemic, as tighter border restrictions were introduced as a result of increased positive COVID-19 cases in the surrounding regions.

Our financial results were adversely impacted as a result of decreased visitation at our Macao operating properties as tighter border restrictions were re-introduced as a result of increased positive COVID-19 cases in Macao and the surrounding regions, partially offset by increased visitation at Marina Bay Sands due to the VTF program and loosened pandemic-related restrictions.

See “COVID-19 Pandemic” for further information.

Net revenues for the three months ended March 31, 2022, were $943 million, compared to $1.20 billion for the three months ended March 31, 2021.

Operating loss was $302 million for the three months ended March 31, 2022, compared to $96 million for the three months ended March 31, 2021.

Net loss from continuing operations was $478 million for the three months ended March 31, 2022, compared to $280 million for the three months ended March 31, 2021.

Net revenues for the three months ended June 30, 2022, were $1.05 billion, compared to $1.17 billion for the three months ended June 30, 2021.

Operating loss was $147 million for the three months ended June 30, 2022, compared to $139 million for the three months ended June 30, 2021.

Net loss from continuing operations was $414 million for the three months ended June 30, 2022, compared to $280 million for the three months ended June 30, 2021.

Operating Revenues

Our net revenues consisted of the following:

Three Months Ended March 31,

Three Months Ended June 30,

2022 2021 Percent

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Total net revenues $ 1,045 $ 1,173 (10.9) %

Consolidated net revenues were $943 million for the three months ended March 31, 2022, a decrease of $253 million compared to $1.20 billion for the three months ended March 31, 2021.

The decrease is due to a $227 million decrease at our Macao operations, and a $26 million decrease at Marina Bay Sands.

The decrease at our Macao operations was due to decreased visitation compared to the three months ended March 31, 2021, as tighter border restrictions were introduced in late January and increased over the course of the first quarter as a result of increased positive COVID-19 cases in the region.

The $26 million decrease at Marina Bay Sands was primarily due to lower local visitation.

Net casino revenues decreased $238 million compared to the three months ended March 31, 2021.

Consolidated net revenues were $1.05 billion for the three months ended June 30, 2022, a decrease of $128 million compared to $1.17 billion for the three months ended June 30, 2021.

The decrease is due to a $480 million decrease at our Macao operations, partially offset by a $352 million increase at Marina Bay Sands.

Net casino revenues decreased $134 million compared to the three months ended June 30, 2021.

The change was driven by a $411 million decrease at our Macao operations due to lower visitation across our properties resulting in decreased table games and slot volumes.

Casino revenues at Marina Bay Sands decreased $35 million due to a decrease in Rolling Chip win percentage and slot handle, driven by a decrease in local patron play.

Casino revenues at Marina Bay Sands increased $277 million due to increases in Rolling Chip volume and Non-Rolling Chip drop, driven by increased visitation.

The following table summarizes the results of our casino activity:

Three Months Ended March 31,

Three Months Ended June 30,

2022 2021 Change

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Slot hold percentage 4.0 % 3.8 % 0.2 pts

Three Months Ended March 31,

The Parisian Macao

Total net casino revenues $ 24 $ 69 (65.2) %

Non-Rolling Chip drop $ 91 $ 358 (74.6) %

Non-Rolling Chip win percentage 22.4 % 20.6 % 1.8 pts

Rolling Chip volume $ 48 $ 32 50.0 %

Rolling Chip win percentage 14.20 % 8.24 % 5.96 pts

Slot handle $ 64 $ 244 (73.8) %

Slot hold percentage 4.7 % 3.0 % 1.7 pts

Three Months Ended June 30,

2022 2021 Change

(Dollars in millions)

The Plaza Macao and Four Seasons Macao

Total net casino revenues $ 38 $ 74 (48.6) %

Non-Rolling Chip drop $ 101 $ 350 (71.1) %

Non-Rolling Chip win percentage 26.4 % 21.4 % 5.0 pts

Rolling Chip volume $ 489 $ 529 (7.6) %

Rolling Chip win percentage 4.90 % 4.42 % 0.48 pts

Slot handle $ 3 $ 18 (83.3) %

Slot hold percentage 5.9 % 3.5 % 2.4 pts

Total net casino revenues $ 14 $ 37 (62.2) %

Non-Rolling Chip drop $ 57 $ 131 (56.5) %

Non-Rolling Chip win percentage 17.6 % 16.9 % 0.7 pts

Rolling Chip volume $ 66 $ 332 (80.1) %

Rolling Chip win percentage 6.86 % 6.51 % 0.35 pts

Slot handle $ 120 $ 161 (25.5) %

Slot hold percentage 2.7 % 3.3 % (0.6) pts

Singapore Operations:

Marina Bay Sands

Total net casino revenues $ 500 $ 223 124.2 %

Non-Rolling Chip drop $ 1,137 $ 553 105.6 %

Non-Rolling Chip win percentage 18.5 % 18.1 % 0.4 pts

Rolling Chip volume $ 5,394 $ 612 781.4 %

Rolling Chip win percentage 4.29 % 6.44 % (2.15) pts

Slot handle $ 4,090 $ 3,165 29.2 %

Slot hold percentage 4.4 % 4.3 % 0.1 pts

In our experience, average win percentages remain fairly consistent when measured over extended periods of time with a significant volume of wagers, but can vary considerably within shorter time periods as a result of the statistical variances associated with games of chance in which large amounts are wagered.

Room revenues decreased $18 million compared to the three months ended June 30, 2021.

The decrease was primarily due to decreased occupancy rates and decreased RevPAR driven by lower visitation at our Macao operations compared to the three months ended June 30, 2021.

The decrease was partially offset by an increase at Marina Bay Sands as visitation increased due to the VTF program and loosened pandemic-related restrictions.

The following table summarizes the results of our room activity:

Three Months Ended June 30,

2022 2021 Change

(Room revenues in millions)

Macao Operations:

The Venetian Macao

Total room revenues $ 12 $ 24 (50.0) %

Occupancy rate 36.8 % 58.6 % (21.8) pts

Average daily room rate (ADR) $ 137 $ 159 (13.8) %

Revenue per available room (RevPAR) $ 50 $ 93 (46.2) %

The Londoner Macao

Total room revenues $ 14 $ 28 (50.0) %

Occupancy rate 24.9 % 44.2 % (19.3) pts

Average daily room rate (ADR) $ 137 $ 152 (9.9) %

Revenue per available room (RevPAR) $ 34 $ 67 (49.3) %

The Parisian Macao

Total room revenues $ 7 $ 17 (58.8) %

Occupancy rate 37.0 % 58.4 % (21.4) pts

Average daily room rate (ADR) $ 100 $ 119 (16.0) %

Revenue per available room (RevPAR) $ 37 $ 70 (47.1) %

The Plaza Macao and Four Seasons Macao

Total room revenues $ 6 $ 12 (50.0) %

Occupancy rate 23.3 % 48.4 % (25.1) pts

Average daily room rate (ADR) $ 412 $ 445 (7.4) %

Revenue per available room (RevPAR) $ 96 $ 215 (55.3) %

Total room revenues $ 2 $ 2 — %

Occupancy rate 56.6 % 71.1 % (14.5) pts

Average daily room rate (ADR) $ 127 $ 141 (9.9) %

Revenue per available room (RevPAR) $ 72 $ 100 (28.0) %

Singapore Operations:

Marina Bay Sands (1)

Total room revenues $ 56 $ 32 75.0 %

Occupancy rate 93.9 % 67.9 % 26.0 pts

Average daily room rate (ADR) $ 330 $ 221 49.3 %

Revenue per available room (RevPAR) $ 310 $ 150 106.7 %

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(1) During the three months ended June 30, 2022 , approximately 500 rooms were under construction for renovation purposes.

Food and beverage revenues increased $13 million compared to the three months ended June 30, 2021.

The increase was due to $24 million in increased business volume at food and beverage outlets at Marina Bay Sands, including a $19 million increase at major food outlets and $5 million increase in banquets driven by loosened pandemic-related restrictions.

This increase was partially offset by an $11 million decrease at our Macao operations due to lower business volume at most outlets.

Mall revenues were flat compared to the three months ended June 30, 2021.

A $16 million decrease in mall revenues in Macao, driven by decreases in base rent and turnover rent and an increase in rent concessions granted to our mall tenants in Macao, was offset by a $16 million increase in mall revenues in Singapore, driven by a decrease in rent concessions granted to our mall tenants in Singapore.

For further information related to the financial performance of our malls, see “Additional Information Regarding our Retail Mall Operations.” The following table summarizes the results of our malls on the Cotai Strip in Macao and in Singapore:

Three Months Ended June 30,

2022 2021 Change

(Mall revenues in millions)

Macao Operations:

Shoppes at Venetian

Total mall revenues $ 41 $ 49 (16.3) %

Mall gross leasable area (in square feet) 814,720 814,731 — %

Occupancy 75.1 % 79.2 % (4.1) pts

Base rent per square foot $ 299 $ 297 0.7 %

Tenant sales per square foot (1)

$ 1,169 $ 1,227 (4.7) %

Shoppes at Londoner

Total mall revenues $ 12 $ 15 (20.0) %

Mall gross leasable area (in square feet) 605,429 520,941 16.2 %

Occupancy 58.3 % 60.9 % (2.6) pts

Base rent per square foot $ 141 $ 136 3.7 %

Tenant sales per square foot (1)

$ 1,407 $ 1,058 33.0 %

Shoppes at Parisian

Total mall revenues $ 7 $ 10 (30.0) %

Mall gross leasable area (in square feet) 296,322 296,145 0.1 %

Occupancy 73.2 % 78.1 % (4.9) pts

Base rent per square foot $ 129 $ 147 (12.2) %

Tenant sales per square foot (1)

$ 475 $ 593 (19.9) %

Shoppes at Four Seasons

Total mall revenues $ 33 $ 34 (2.9) %

Mall gross leasable area (in square feet) 248,663 244,104 1.9 %

Occupancy 94.4 % 93.9 % 0.5 pts

Base rent per square foot $ 544 $ 548 (0.7) %

Tenant sales per square foot (1)

$ 5,139 $ 5,389 (4.6) %

Singapore Operations:

The Shoppes at Marina Bay Sands

Total mall revenues $ 55 $ 39 41.0 %

Mall gross leasable area (in square feet) 622,038 620,427 0.3 %

Occupancy 99.7 % 98.2 % 1.5 pts

Base rent per square foot $ 277 $ 267 3.7 %

Tenant sales per square foot (1)

$ 2,051 $ 1,366 50.1 %

__________________________

This table excludes the results of our mall operations at Sands Macao.

As a result of the COVID-19 Pandemic, tenants were provided rent concessions during the three months ended June 30, 2022 and 2021.

Base rent per square foot presented above excludes the impact of these rent concessions.

(1) Tenant sales per square foot is the sum of reported comparable sales for the trailing 12 months divided by the comparable square footage for the same period.

Convention, retail and other revenues increased $11 million compared to the three months ended June 30, 2021.

This increase was primarily due to a $10 million increase at Marina Bay Sands, driven by convention revenue and other revenues (e.g., museum and SkyPark).

Operating Expenses

Our operating expenses consisted of the following:

Three Months Ended June 30,

2022 2021 Percent

(Dollars in millions)

Casino $ 445 $ 574 (22.5) %

Rooms 41 42 (2.4) %

Food and beverage 73 60 21.7 %

Mall 19 16 18.8 %

Convention, retail and other 24 19 26.3 %

Provision for credit losses 2 2 — %

General and administrative 238 219 8.7 %

Corporate 55 56 (1.8) %

Pre-opening 3 4 (25.0) %

Development 22 37 (40.5) %

Depreciation and amortization 256 258 (0.8) %

Amortization of leasehold interests in land 14 14 — %

Loss on disposal or impairment of assets — 11 (100.0) %

Total operating expenses $ 1,192 $ 1,312 (9.1) %

Operating expenses were $1.19 billion for the three months ended June 30, 2022, a decrease of $120 million compared to $1.31 billion for the three months ended June 30, 2021, primarily driven by a $129 million decrease in casino expenses, due to a decrease in gaming taxes as a result of decreased gaming revenues in Macao, a $15 million decrease in development expense and an $11 million decrease in loss on disposal or impairment of assets, partially offset by a $19 million increase in general and administrative expense.

Casino expenses decreased $129 million compared to the three months ended June 30, 2021.

The decrease was primarily attributable to a $136 million decrease in gaming taxes due to decreased revenues, as previously described.

The $411 million decrease in casino revenue at our Macao operating properties is subject to a 39% tax rate, whereas the $277 million increase in casino revenue at Marina Bay Sands is subject to a lower tax rate.

Food and beverage expenses increased $13 million compared to the three months ended June 30, 2021.

An increase of $17 million at Marina Bay Sands was due to increased food outlet and banquet volumes, partially offset by a decrease of $4 million at our Macao operations due to lower business volume.

Convention, retail and other expenses increased $5 million compared to the three months ended June 30, 2021, primarily driven by an $6 million increase at Marina Bay Sands, partially offset by a $1 million decrease in ferry expenses resulting from decreases in operating and maintenance costs as ferries were under dry dock.

General and administrative expenses increased $19 million compared to the three months ended June 30, 2021.

The increase was primarily due to an increase of $22 million at Marina Bay Sands, partially offset by a decrease of $3 million at our Macao operations.

The increase at Marina Bay Sands was primarily driven by an increase in payroll, marketing and property operation costs.

The decrease at our Macao operations was primarily driven by decreased marketing and property operations costs.

Development expenses were $22 million for the three months ended June 30, 2022, compared to $37 million for the three months ended June 30, 2021.

During the three months ended June 30, 2022, the costs were associated with our evaluation and pursuit of new business opportunities, primarily in Texas and digital gaming related efforts.

Development costs are expensed as incurred.

There was no loss on disposal or impairment of assets for three months ended June 30, 2022, compared to $11 million for the three months ended June 30, 2021.

The losses incurred for the three months ended June 30, 2021, were primarily due to asset disposal and demolition costs at The Londoner Macao.

Segment Adjusted Property EBITDA

The following table summarizes information related to our segments:

Three Months Ended June 30,

2022 2021 Percent

(Dollars in millions)

The Venetian Macao $ (21) $ 108 (119.4) %

The Londoner Macao (54) (5) 980.0 %

The Parisian Macao (29) — NM

The Plaza Macao and Four Seasons Macao 17 44 (61.4) %

Sands Macao (22) (13) 69.2 %

Ferry Operations and Other (1) (2) (50.0) %

(110) 132 (183.3) %

Marina Bay Sands 319 112 184.8 %

Consolidated adjusted property EBITDA (1)

$ 209 $ 244 (14.3) %

__________________________

(1) Consolidated adjusted property EBITDA, which is a non-GAAP financial measure, is used by management as the primary measure of the operating performance of our segments.

Consolidated adjusted property EBITDA 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 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.

Integrated Resort companies have historically reported adjusted property EBITDA as a supplemental performance measure to GAAP financial measures.

In order to view the operations of their properties on a more stand-alone basis, Integrated Resort companies, including Las Vegas Sands Corp., have historically excluded certain expenses that do not relate to the management of specific properties, such as pre-opening expense, development expense and corporate expense, from their adjusted property EBITDA calculations.

Consolidated adjusted property EBITDA should not be interpreted as an alternative to income from operations (as an indicator of operating performance) or to cash flows from operations (as a measure of liquidity), in each case, as determined in accordance with GAAP.

We have significant uses of cash flow, including capital expenditures, dividend payments, interest payments, debt principal repayments and income taxes, which are not reflected in consolidated adjusted property EBITDA.

Not all companies calculate adjusted property EBITDA in the same manner.

As a result, our presentation of consolidated adjusted property EBITDA may not be directly comparable to similarly titled measures presented by other companies.

Three Months Ended June 30,

(In millions)

Consolidated adjusted property EBITDA $ 209 $ 244

Other Operating Costs and Expenses

Stock-based compensation (a)

Corporate (55) (56)

Pre-opening (3) (4)

Development (22) (37)

Depreciation and amortization (256) (258)

Amortization of leasehold interests in land (14) (14)

Loss on disposal or impairment of assets — (11)

Operating loss (147) (139)

Other Non-Operating Costs and Expenses

Interest income 14 1

Interest expense, net of amounts capitalized (162) (158)

Other income (expense) (9) 10

Income tax (expense) benefit (110) 6

Net loss from continuing operations $ (414) $ (280)

(a) During the three months ended June 30, 2022 and 2021, the Company recorded stock-based compensation expense of $15 million and $7 million, respectively, of which $9 million and $4 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

Adjusted property EBITDA at our Macao operations decreased $242 million compared with the three months ended June 30, 2021, primarily due to decreases in casino, room, food and beverage and mall revenues driven by decreased visitation at our properties as tighter border restrictions were introduced as a result of increased positive COVID-19 cases in the region.

Adjusted property EBITDA at Marina Bay Sands increased $207 million compared to the three months ended June 30, 2021, primarily due to increases in casino, room and food and beverage operations due to increased visitation and loosened pandemic-related restrictions.

Interest Expense

The following table summarizes information related to interest expense:

Three Months Ended June 30,

(Dollars in millions)

Interest cost

Less — capitalized interest

Interest expense, net

Weighted average total debt balance

$ 15,103 $ 14,590

Weighted average interest rate

Interest cost increased $1 million compared to the three months ended June 30, 2021, primarily resulting from an increase in our weighted average total debt balance primarily due to $951 million drawn on the SCL Revolving Facility during the twelve months ended June 30, 2022.

The increase was partially offset by a decrease in our weighted average interest rate from 4.4% to 4.3% during the three months ended June 30, 2022.

The decrease in interest cost was primarily due to the issuance of the 2.300%, 2.850% and 3.250% SCL Senior Notes in September 2021, which carry a lower interest rate than the 4.600% SCL Senior Notes extinguished in September 2021.

Other Factors Affecting Earnings

Other expense was $9 million for the three months ended June 30, 2022, compared to other income of $10 million for the three months ended June 30, 2021.

Other expense during the three months ended June 30, 2022, was primarily attributable to $15 million of foreign currency transaction losses driven by U.S.

dollar denominated debt

held by SCL, partially offset by $6 million of foreign currency transaction gains driven by Singapore dollar denominated intercompany debt reported in U.S.

Our income tax expense was $110 million on a loss before income taxes of $304 million for the three months ended June 30, 2022, resulting in a 36.2% effective income tax rate.

This compares to a (2.1)% effective income tax rate for the three months ended June 30, 2021.

The income tax expense for the three months ended June 30, 2022, reflects a 17% statutory tax rate on our Singapore operations and a 21% corporate income tax on our domestic operations.

Our operations in Macao are subject to a 12% statutory income tax rate, but in connection with the 35% gaming tax, our subsidiaries in Macao and their peers received an income tax exemption on gaming operations through June 26, 2022.

In July 2022, we requested an additional extension of our income tax exemption for gaming operations through December 31, 2022;

however, there is no assurance we will receive the additional extension.

Our income tax expense is based on the Company’s estimated annual effective tax rate for the year applied to year-to-date operating results in accordance with interim accounting guidelines.

The net loss attributable to our noncontrolling interests was $127 million for the three months ended June 30, 2022, compared to $50 million for the three months ended June 30, 2021.

These amounts are related to the noncontrolling interest of SCL.

Six Months Ended June 30, 2022 Compared to the Six Months Ended June 30, 2021

Summary Financial Results

Our financial results were adversely impacted as a result of decreased visitation to our properties in Macao due to the COVID-19 Pandemic, as tighter border restrictions were introduced as a result of increased positive COVID-19 cases in Macao and the surrounding regions, partially offset by increased visitation at Marina Bay Sands due to the VTL and VTF programs and loosened pandemic-related restrictions.

See “COVID-19 Pandemic” for further information.

Net revenues for the six months ended June 30, 2022, were $1.99 billion, compared to $2.37 billion for the six months ended June 30, 2021.

Operating loss was $449 million for the six months ended June 30, 2022, compared to $235 million for the six months ended June 30, 2021.

Net loss from continuing operations was $892 million for the six months ended June 30, 2022, compared to $560 million for the six months ended June 30, 2021.

Operating Revenues

Our net revenues consisted of the following:

Six Months Ended June 30,

2022 2021 Percent

(Dollars in millions)

Casino $ 1,336 $ 1,708 (21.8) %

Rooms 192 211 (9.0) %

Food and beverage 116 106 9.4 %

Mall 297 304 (2.3) %

Convention, retail and other 47 40 17.5 %

Total net revenues $ 1,988 $ 2,369 (16.1) %

Consolidated net revenues were $1.99 billion for the six months ended June 30, 2022, a decrease of $381 million compared to $2.37 billion for the six months ended June 30, 2021, due to a decrease of $707 million at our Macao operations.

The decrease at our Macao operations was due to decreased visitation compared to the six months ended June 30, 2021, as tighter border restrictions were introduced as a result of increased positive COVID-19 cases in Macao and the surrounding region.

The $326 million increase at Marina Bay Sands was primarily due to increased visitation driven by the VTL and VTF programs and loosened pandemic-related restrictions.

Net casino revenues decreased $372 million compared to the six months ended June 30, 2021.

The decrease was driven by a $614 million decrease at our Macao operations due to lower visitation across our properties resulting in decreased table games and slot volumes.

Casino revenues at Marina Bay Sands increased by $242 million due to increases in Rolling Chip volume and Non-Rolling Chip drop, driven by an increase in play due to VTL and VTF programs and loosened pandemic-related restrictions.

The following table summarizes the results of our casino activity:

Six Months Ended June 30,

2022 2021 Change

(Dollars in millions)

Macao Operations:

The Venetian Macao

Total net casino revenues $ 248 $ 573 (56.7) %

5 unchanged sentences

Slot hold percentage 3.7 % 3.8 % (0.1) pts

The Londoner Macao

Total net casino revenues $ 121 $ 224 (46.0) %

Non-Rolling Chip drop $ 529 $ 959 (44.8) %

Non-Rolling Chip win percentage 22.5 % 21.3 % 1.2 pts

Rolling Chip volume $ 591 $ 1,648 (64.1) %

Rolling Chip win percentage 4.58 % 4.43 % 0.15 pts

Slot handle $ 394 $ 483 (18.4) %

Slot hold percentage 3.5 % 3.8 % (0.3) pts

The Parisian Macao

Total net casino revenues $ 75 $ 128 (41.4) %

Non-Rolling Chip drop $ 271 $ 657 (58.8) %

Non-Rolling Chip win percentage 24.5 % 21.7 % 2.8 pts

Rolling Chip volume $ 209 $ 146 43.2 %

Rolling Chip win percentage 9.39 % (0.53) % 9.92 pts

Slot handle $ 187 $ 467 (60.0) %

Slot hold percentage 3.7 % 3.2 % 0.5 pts

The Plaza Macao and Four Seasons Macao

6 unchanged sentences

Slot hold percentage 8.0 % 4.8 % 3.2 pts

Six Months Ended June 30,

2022 2021 Change

(Dollars in millions)

Total net casino revenues $ 31 $ 68 (54.4) %

24 unchanged sentences

Financial results are for the period through February 22, 2022.

Room revenues decreased $1 million compared to the three months ended March 31, 2021.

The decrease was primarily due to decreased occupancy rates and decreased RevPAR driven by lower visitation at our Macao operations compared to the three months ended March 31, 2021.

Room revenues decreased $19 million compared to the six months ended June 30, 2021.

The decrease was primarily due to decreased occupancy rates and decreased RevPAR driven by reduced visitation across our Macao properties.

The decrease was partially offset by increases in occupancy and ADR at Marina Bay Sands driven by increased visitation.

The following table summarizes the results of our room activity:

Three Months Ended March 31,

Six Months Ended June 30,

2022 2021 Change

37 unchanged sentences

__________________________

(1) During the three months ended March 31, 2022, approximately 500 rooms were under construction for renovation purposes.

(1) During the six months ended June 30, 2022, approximately 500 rooms were under construction for renovation purposes.

(2) The Las Vegas Operating Properties are classified as a discontinued operation.

1 unchanged sentence

Financial results are for the period through February 22, 2022.

Food and beverage revenues decreased $3 million compared to the three months ended March 31, 2021.

The decrease was due to decreased business volume at food and beverage outlets as compared to the three months ended March 31, 2021.

Mall revenues decreased $7 million compared to the three months ended March 31, 2021.

The decrease was primarily due to decreases of $7 million and $3 million in minimum rents and turnover rent, respectively, partially offset by a $2 million decrease in rent concessions granted to our mall tenants in Macao and Singapore compared to the three months ended March 31, 2021.

Food and beverage revenues increased $10 million compared to the six months ended June 30, 2021.

The increase was due to a $22 million increase driven by increased business volume at food and beverage outlets at Marina Bay Sands, partially offset by a $12 million decrease at our Macao operations.

Mall revenues decreased $7 million compared to the six months ended June 30, 2021.

The decrease was primarily due to decreases of $8 million in overage rent and $7 million in base rent, and a $6 million government grant provided by the Singapore government in Q2 2021, partially offset by a $13 million decrease in rent concessions granted to our mall tenants in Singapore.

Three Months Ended March 31,

Six Months Ended June 30, (1)

2022 2021 Change

39 unchanged sentences

This table excludes the results of our mall operations at Sands Macao.

As a result of the COVID-19 Pandemic, tenants were provided rent concessions during the three months ended March 31, 2022 and 2021.

As a result of the COVID-19 Pandemic, tenants were provided rent concessions during the six months ended June 30, 2022 and 2021.

Base rent per square foot presented above excludes the impact of these rent concessions.

(1) As GLA, occupancy, base rent per square foot and tenant sales per square foot are calculated as of June 30, 2022 and 2021, they are identical to the summary presented herein for the three months ended June 30, 2022 and 2021, respectively.

(2) Tenant sales per square foot is the sum of reported comparable sales for the trailing 12 months divided by the comparable square footage for the same period.

(2) The Shoppes at Londoner will feature more than 600,000 square feet of gross leasable area upon completion of all phases of the renovation and expansion to The Londoner Macao.

Convention, retail and other revenues increased $7 million compared to the six months ended June 30, 2021, due primarily to a $13 million increase at Marina Bay Sands, partially offset by a $6 million decrease at our Macao operations.

Operating Expenses

Our operating expenses consisted of the following:

Three Months Ended March 31,

Six Months Ended June 30,

2022 2021 Percent

14 unchanged sentences

Total operating expenses $ 2,437 $ 2,604 (6.4) %

Operating expenses were $1.25 billion for the three months ended March 31, 2022, a decrease of $47 million compared to $1.29 billion for the three months ended March 31, 2021, primarily driven by a $110 million decrease in casino expenses, due to a decrease in gaming taxes as a result of decreased gaming revenues, partially offset by a $51 million increase in development and $10 million increase in corporate expenses.

Casino expenses decreased $110 million compared to the three months ended March 31, 2021.

The decrease was primarily attributable to a $97 million decrease in gaming taxes due to decreased revenues, as previously described.

Food and beverage expenses decreased $6 million compared to the three months ended March 31, 2021.

The decrease was due to decreases of $4 million and $2 million at Marina Bay Sands and at our Macao properties, respectively.

General and administrative expenses decreased $7 million compared to the three months ended March 31, 2021, due primarily to decreases of $5 million and $2 million at our Macao properties and Marina Bay Sands, respectively.

The decreases were primarily driven by decreased marketing and property operations costs.

Corporate expenses increased $10 million compared to the three months ended March 31, 2021, primarily due to increases of $6 million in payroll and related costs, $3 million in information technology costs related to new systems implementation and $1 million in travel and related costs.

Pre-opening expenses represent personnel and other costs incurred prior to the opening of new ventures, which are expensed as incurred.

Development expenses increased $51 million compared to the three months ended March 31, 2021, and include the costs associated with our evaluation and pursuit of new business opportunities, primarily in Florida and Texas, as well as digital gaming related efforts.

Operating expenses were $2.44 billion for the six months ended June 30, 2022, a decrease of $167 million compared to $2.60 billion for the six months ended June 30, 2021.

The decrease was primarily driven by a $239 million increase in casino expenses.

Casino expenses decreased $239 million compared to the six months ended June 30, 2021.

The decrease was primarily attributable to a decrease of $233 million in gaming taxes.

The $614 million decrease in casino revenue at our Macao operating properties is subject to a 39% tax rate, whereas the $242 increase in casino revenue at Marina Bay Sands is subject to a lower tax rate.

Food and beverage expenses increased $7 million compared to the six months ended June 30, 2021.

The increase was due to an increase of $12 million at Marina Bay Sands, due to the increased business volume at food outlets and banquets, partially offset by a decrease of $5 million at our Macao operations.

Convention, retail and other expenses increased $5 million compared to the six months ended June 30, 2021, primarily driven by an $6 million increase at Marina Bay Sands, partially offset by a $2 million decrease in ferry expenses resulting from decreases in operating and maintenance costs as ferries were under dry dock.

General and administrative expenses increased $12 million compared to the six months ended June 30, 2021.

The increase was primarily due to an increase of $19 million at Marina Bay Sands, partially offset by a decrease of $7 million at our Macao operations.

The increase at Marina Bay Sands was primarily driven by increases in marketing, payroll and property operations costs.

The decrease at our Macao operations was primarily driven by decreased marketing and property operations costs.

Corporate expenses increased $9 million compared to the to the six months ended June 30, 2021, primarily due to a $4 million increase in corporate payroll and related costs and $4 million in travel and related costs during the six months ended June 30, 2022.

Development expenses were $82 million for the six months ended June 30, 2022, compared to $46 million for the six months ended June 30, 2021.

During the six months ended June 30, 2022, the costs were associated with our evaluation and pursuit of new business opportunities primarily in Florida and Texas and digital gaming related efforts.

Development costs are expensed as incurred.

Loss on disposal or impairment of assets increased $3 million compared to the three months ended March 31, 2021.

The losses incurred for the three months ended March 31, 2022 were primarily due to asset disposals related to aircraft parts of $4 million and asset disposal and demolition costs, primarily at The Londoner Macao, Venetian

Macao and Sands Macao.

The losses incurred for the three months ended March 31, 2021, were primarily due to asset disposal and demolition costs at The Londoner Macao.

Loss on disposal or impairment of assets decreased $8 million compared to the six months ended June 30, 2021, The losses incurred for the six months ended June 30, 2022 were primarily due to asset disposals related to aircraft parts of $4 million and asset disposal and demolition costs, primarily at The Londoner Macao, The Venetian Macao and Sands Macao, as well as at our Corporate offices.

The losses incurred for the six months ended June 30, 2021 were primarily due to asset disposals and demolition costs related to The Londoner Macao.

Segment Adjusted Property EBITDA

The following table summarizes information related to our segments (see “Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 11 — Segment Information” for a reconciliation of consolidated adjusted property EBITDA to net loss from continuing operations):

Three Months Ended March 31,

The following table summarizes information related to our segments:

Six Months Ended June 30,

2022 2021 Percent

23 unchanged sentences

As a result, our presentation of consolidated adjusted property EBITDA may not be directly comparable to similarly titled measures presented by other companies.

Six Months Ended June 30,

(In millions)

Consolidated adjusted property EBITDA $ 319 $ 488

Other Operating Costs and Expenses

Stock-based compensation (a)

Corporate (114) (105)

Pre-opening (7) (9)

Development (82) (46)

Depreciation and amortization (520) (513)

Amortization of leasehold interests in land (28) (28)

Loss on disposal or impairment of assets (6) (14)

Operating loss (449) (235)

Other Non-Operating Costs and Expenses

Interest income 18 2

Interest expense, net of amounts capitalized (318) (312)

Other expense (31) (7)

Income tax expense (112) (8)

Net loss from continuing operations $ (892) $ (560)

(a) During the six months ended June 30, 2022 and 2021, the Company recorded stock-based compensation expense of $29 million and $14 million, respectively, of which $18 million and $6 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

(2) The Las Vegas Operating Properties are classified as a discontinued operation.

1 unchanged sentence

Financial results are for the period through February 22, 2022.

Adjusted property EBITDA at our Macao operations decreased $111 million compared with the three months ended March 31, 2021, primarily due to decreases in casino, room, food and beverage and mall revenues driven by decreased visitation at our properties.

Adjusted property EBITDA at Marina Bay Sands decreased $23 million compared to the three months ended March 31, 2021, primarily due to a decrease in casino revenue due to lower local patron play.

Adjusted property EBITDA at our Macao operations decreased $353 million compared to the six months ended June 30, 2021, primarily due to decreased casino, mall and room operations driven by decreased visitation at our properties as tighter boarder restrictions were introduced as a result of increased COVID-19 cases in Macao and the surrounding region.

Adjusted property EBITDA at Marina Bay Sands increased $184 million compared to the six months ended June 30, 2021.

The increase was primarily due to increased casino and mall operations driven by increased visitation and loosened pandemic-related restrictions.

Discontinued Operations

Adjusted property EBITDA at our Las Vegas Operating Properties increased $110 million compared to the three months ended March 31, 2021, primarily due to increased room and food and beverage revenue driven by increased visitation to the property as the Las Vegas Operating Properties operated under pre-pandemic guidelines as compared to the three months ended March 31, 2021, when property operations were subject to capacity limits.

Adjusted property EBITDA at our Las Vegas Operating Properties increased $59 million compared to the six months ended June 30, 2021.

The increase was primarily due to increased casino and room operations driven by increased visitation to the property as capacity limits, restrictions on large gatherings and other restrictions were lifted, effective June 1, 2021, and the Las Vegas Operating Properties operated under pre-pandemic guidelines.

Interest Expense

The following table summarizes information related to interest expense:

Three Months Ended March 31,

Six Months Ended June 30,

(Dollars in millions)

5 unchanged sentences

Weighted average interest rate

Interest cost decreased $1 million compared to the three months ended March 31, 2021, primarily resulting from a decrease in our weighted average interest rate from 4.4% to 4.2% during the three months ended March 31, 2022.

The decrease in interest cost was primarily due to the issuance of the 2.30%, 2.85% and 3.25% SCL Senior Notes in September 2021, which carry a lower interest rate than the 4.60% SCL Senior Notes extinguished in September 2021.

This was partially offset by an increase in our weighted average total debt balance primarily due to draws on the SCL Revolving Facility during the year ended December 31, 2021.

Interest cost was flat compared to the six months ended June 30, 2021.

The weighted average interest rate decreased from 4.4% to 4.3% during the six months ended June 30, 2022, primarily due to the extinguishment of the SCL 4.600% senior notes in Q3 2021.

Other Factors Affecting Earnings

Other expense was $22 million for the three months ended March 31, 2022, compared to $17 million for the three months ended March 31, 2021.

The change is primarily attributable to $5 million of foreign currency transaction losses driven by the U.S.

dollar-denominated debt held by SCL.

Our income tax expense was $2 million on a loss before income taxes of $476 million for the three months ended March 31, 2022, resulting in a 0.4% effective income tax rate.

This compares to a 5.3% effective income tax rate for the three months ended March 31, 2021.

The income tax benefit for the three months ended March 31, 2022, reflects a 17% statutory tax rate on our Singapore operations and a 21% corporate income tax on our domestic operations.

Our operations in Macao are subject to a 12% statutory income tax rate, but in connection with the 35% gaming tax, our subsidiaries in Macao and their peers receive an income tax exemption on gaming operations through June 26, 2022.

The net loss attributable to our noncontrolling interests was $101 million for the three months ended March 31, 2022, compared to $64 million for the three months ended March 31, 2021.

These amounts are related to the noncontrolling interest of SCL.

Other expense was $31 million for the six months ended June 30, 2022, compared to other expense of $7 million for the six months ended June 30, 2021.

Other expense during the six months ended June 30, 2022, was primarily attributable to $37 million of foreign currency transaction losses driven by U.S.

dollar denominated debt held by SCL, partially offset by $6 million of foreign currency transaction gains driven by Singapore dollar denominated intercompany debt reported in U.S.

Our income tax expense was $112 million on a loss before income taxes of $780 million for the six months ended June 30, 2022, resulting in a 14.4% effective income tax rate.

This compares to a 1.4% effective income tax rate for the six months ended June 30, 2021.

The income tax expense for the six months ended June 30, 2022, reflects a 17% statutory tax rate on our Singapore operations, a 21% corporate income tax on our domestic operations and a zero percent tax rate on our Macao gaming operations due to our income tax exemption in Macao.

operations recorded tax benefits associated with the pre-tax book losses, primarily related to U.S.

corporate and interest expense incurred during the six months ended June 30, 2022.

Our income tax expense is based on the Company’s estimated annual effective tax rate for the year applied to year-to-date operating results in accordance with interim accounting guidance.

The net loss attributable to our noncontrolling interests was $228 million for the six months ended June 30, 2022, compared to $114 million for the six months ended June 30, 2021.

These amounts were primarily related to the noncontrolling interest of SCL.

Additional Information Regarding our Retail Mall Operations

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We generate our mall revenues primarily from leases with tenants through minimum base rents, overage rents, and reimbursements for common area maintenance (“CAM”) and other expenditures.

The following tables summarize the results of our mall operations on the Cotai Strip and at Marina Bay Sands for the three months ended March 31, 2022 and 2021:

The following tables summarize the results of our mall operations on the Cotai Strip and at Marina Bay Sands for the three and six months ended June 30, 2022 and 2021:

Venetian Shoppes at

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(In millions)

For the three months ended March 31, 2022

For the three months ended June 30, 2022

Mall revenues:

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(11) (1) — (2) 2

Total overage rents, rent concessions and other (7) 1 3 — 5

Total overage rents and rent concessions (11) — 2 (2) 11

CAM, levies and direct recoveries 8 2 2 2 8

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$ 6 $ 2 $ 3 $ 2 $ 8

For the three months ended March 31, 2021

For the three months ended June 30, 2021

Mall revenues:

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Property taxes (4)

Recovery of credit losses

Provision for credit losses — — — 3 —

Mall-related expenses (5)

$ 5 $ 2 $ 3 $ 5 $ 6

For the six months ended June 30, 2022

Mall revenues:

Minimum rents (1)

$ 88 $ 61 $ 15 $ 13 $ 73

Overage rents

Rent concessions (2)

(19) (1) (1) (3) —

Total overage rents and rent concessions

(18) 1 5 (2) 16

CAM, levies and direct recoveries

Total mall revenues

85 67 26 15 104

Mall operating expenses:

Common area maintenance

Marketing and other direct operating expenses

Mall operating expenses

Property taxes (4)

Mall-related expenses (5)

$ 11 $ 5 $ 5 $ 4 $ 14

Venetian Shoppes at

Seasons Shoppes at

Londoner Shoppes at

Parisian The Shoppes at Marina

(In millions)

For the six months ended June 30, 2021

Mall revenues:

Minimum rents (1)

$ 91 $ 61 $ 14 $ 16 $ 72

Overage rents

Rent concessions (2)

(17) (1) (2) (3) (13)

Total overage rents, rent concessions and other (11) 7 8 (1) 1

CAM, levies and direct recoveries

Total mall revenues

95 73 29 20 86

Mall operating expenses:

Common area maintenance

Marketing and other direct operating expenses

Mall operating expenses

Property taxes (4)

Provision for (recovery of) credit losses (1) — — 3 —

Mall-related expenses (5)

$ 9 $ 4 $ 5 $ 6 $ 14

____________________

These tables exclude the results of our mall operations at Sands Macao.

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The Londoner Macao presents a range of new attractions and features, including some of London’s most recognizable landmarks, such as the Houses of Parliament and the Elizabeth Tower (commonly known as "Big Ben"), and interactive guest experiences.

The Integrated Resort features The Londoner Macao Hotel with 594 London-themed suites, including 14 exclusive Suites by David Beckham, and Londoner Court with approximately 370 luxury suites.

We anticipate the Londoner Arena, expansion of the Shoppes at Londoner and other amenities to be completed before the end of 2022.

We anticipate the total costs associated with The Londoner Macao development project described above and the completed The Grand Suites at Four Seasons to be approximately $2.20 billion, of which $2.06 billion was spent as of March 31, 2022.

The Integrated Resort features The Londoner Macao Hotel with 594 London-themed suites, including 14 exclusive Suites by David Beckham, Londoner Court with approximately 370 luxury suites and the 6,000-seat Londoner Arena.

The Londoner Arena and the expansion of the Shoppes at Londoner have been completed during the first half of 2022.

We expect to fund our developments through a combination of cash on hand, borrowings from the 2018 SCL Credit Facility and surplus from operating cash flows.

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(“MBS”) and the Singapore Tourism Board (the “STB”) entered into a development agreement (the “Second Development Agreement”) pursuant to which MBS has agreed to construct a development, which will include a hotel tower with approximately 1,000 rooms and suites, a rooftop attraction, convention and meeting facilities and a state-of-the-art live entertainment arena with approximately 15,000 seats (the “MBS Expansion Project”).

The Second Development Agreement provides for a total project cost of approximately SGD 4.50 billion (approximately $3.33 billion at exchange rates in effect on March 31, 2022), which investment must be completed within eight years from the effective date of the agreement.

The Second Development Agreement provides for a total project cost of approximately SGD 4.50 billion (approximately $3.23 billion at exchange rates in effect on June 30, 2022), which investment must be completed within eight years from the effective date of the agreement.

On March 30, 2022, MBS and the STB entered into a letter agreement (the “Letter Agreement”) that amends the Second Development Agreement.

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We do not anticipate material spend related to the MBS Expansion Project prior to the delivery of these items to lenders.

We also began the approximately $1.0 billion renovation of Marina Bay Sands, which is expected to introduce world-class suites and substantially upgrade the overall guest experience for premium customers.

We also began the approximately $1.0 billion renovation of Marina Bay Sands, which is expected to introduce world-class suites in Tower 1 and Tower 2, and substantially upgrade the overall guest experience for premium customers.

This project is in addition to our previously announced plans for the MBS Expansion Project.

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Our cash flows consisted of the following:

Three Months Ended March 31,

Six Months Ended June 30,

(In millions)

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Proceeds from exercise of stock options — 19

Tax withholding on vesting of equity awards (1) —

Proceeds from long-term debt 700 505

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Our rooms, food and beverage and other non-gaming revenues are conducted primarily on a cash basis or as a trade receivable, resulting in operating cash flows being generally affected by changes in operating income and accounts receivable.

Net cash used in operating activities for the three months ended March 31, 2022, was $500 million compared to $188 million for the three months ended March 31, 2021, primarily resulting from an increase in operating loss as our properties in Macao were affected by travel restrictions related to the COVID-19 Pandemic.

Additionally, our net working capital requirements increased during the three months ended March 31, 2022.

Net cash used in operating activities for the six months ended June 30, 2022, increased $585 million as compared to the six months ended June 30, 2021.

The increased cash used for operations was primarily due to our Macao operations generating increased operating losses and working capital requirements due to the decrease in visitation resulting from COVID-19 travel restrictions across key China markets in 2022 and Macao experiencing COVID-19 cases in June 2022.

This cash usage was partially offset by operating cash flows provided by MBS due to the acceleration of visitation and elimination of restrictions in Singapore over the course of the second quarter of 2022.

Cash Flows — Investing Activities

Capital expenditures for the three months ended March 31, 2022, totaled $137 million.

Included in this amount was $84 million for construction and development activities in Macao, which consisted of $67 million for The Londoner Macao, $14 million for The Venetian Macao, $2 million for The Plaza Macao and Four Seasons Macao and $1 million for Sands Macao.

Capital expenditures for the six months ended June 30, 2022, totaled $335 million.

Included in this amount was $151 million for construction and development activities in Macao, which consisted of $118 million for The Londoner Macao, $25 million for The Venetian Macao, $5 million for The Plaza Macao and Four Seasons Macao.

$2 million for Sands Macao and $1 million for The Parisian Macao.

Additionally, this amount included $147 million at Marina Bay Sands in Singapore and $37 million for corporate and other.

Capital expenditures for the three months ended March 31, 2021, totaled $291 million.

Capital expenditures for the six months ended June 30, 2021, totaled $448 million.

Included in this amount was $397 million for construction and development activities in Macao, which consisted primarily of $347 million for The Londoner Macao, $38 million for The Venetian Macao and $6 million for The Plaza Macao and Four Seasons Macao.

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Cash Flows — Financing Activities

Net cash flows generated from financing activities were $5.17 billion for the three months ended March 31, 2022, which was primarily attributable to the net proceeds received from the sale of the Las Vegas Operating Properties of $4.98 billion.

Net cash flows generated from financing activities were $5.69 billion for the six months ended June 30, 2022, which was primarily attributable to the net proceeds received from the sale of the Las Vegas Operating Properties of $4.89 billion.

Additionally, $700 million was received from the drawdown of our SCL revolving facility.

These items were partially offset by $35 million in repayments on long-term debt and $9 million in deferred offering costs relating to obtaining LVSC Revolving Facility lender consents to consummate the Las Vegas Sale.

Net cash flows generated from financing activities were $480 million for the three months ended March 31, 2021, which was primarily attributable to the proceeds of $505 million received from the drawdown of our SCL revolving facility.

Net cash flows generated from financing activities were $532 million for the six months ended June 30, 2021, which was primarily attributable to the proceeds of $505 million received from the drawdown of our SCL revolving facility.

Cash Flows — Discontinued Operations

Cash flows for discontinued operations for the three months ended March 31, 2022, were primarily attributable to $4.98 billion in net proceeds received from the sale of the Las Vegas Operating Properties, which were transferred to continuing operations.

Cash flows for discontinued operations for the six months ended June 30, 2022, were primarily attributable to $4.89 billion in net proceeds received from the sale of the Las Vegas Operating Properties, which were transferred to continuing operations.

Capital Financing Overview

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At closing, we received approximately $5.05 billion in cash proceeds, before transaction costs and income taxes.

The estimated net proceeds of approximately $4.36 billion, after preliminary working capital adjustments, transaction costs and the payment of income taxes throughout 2022, will be used for incremental liquidity and general corporate purposes, which may include capital expenditures and development activities.

The net proceeds of approximately $4.37 billion, after working capital adjustments, transaction costs and the payment of income taxes throughout 2022, will be used for incremental liquidity and general corporate purposes, which may include capital expenditures and development activities.

In connection with the closing of the sale we may be required to make certain payments (“Support Payments”) to OpCo.

The Support Payments are payable on a monthly basis following the closing through the year ending December 31, 2023, based upon the performance of the Las Vegas Operations relative to certain agreed upon target metrics and subject to quarterly and annual adjustments.

Our payment obligations are subject to an annual cap equal to $213 million for the annual period beginning on the date of closing and ending December 31, 2022 and $250 million for the annual period beginning January 1, 2023 and ending December 31, 2023.

No Support Payments were made for the period post-close through March 31, 2022 and we do not anticipate making these payments.

Our payment obligations are subject to an annual cap equal to $125 million for the annual period beginning July 1, 2022 and ending December 31, 2022 and $250 million for the annual period beginning January 1, 2023 and ending December 31, 2023.

No Support Payments were made for the period post-close through June 30, 2022, and we do not anticipate making these payments.

Our U.S., SCL and Singapore credit facilities, as amended, contain various financial covenants, which include maintaining a maximum leverage ratio or net debt, as defined, to trailing twelve-month adjusted earnings before interest, income taxes, depreciation and amortization, as defined.

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In September 2021, MBS extended the amendment letter, pursuant to which MBS will not have to comply with the leverage or interest coverage covenants as of the last day of the fiscal quarter, through and including December 31, 2022.

Our compliance with our financial covenants for periods beyond December 31, 2022 could be affected by certain factors beyond our control, such as the impact of the COVID-19 Pandemic, including

current travel and border restrictions continuing in the future.

Our compliance with our financial covenants for periods beyond December 31, 2022 could be affected by certain factors beyond our control, such as the impact of the COVID-19 Pandemic, including current travel and border restrictions continuing in the future.

We will pursue additional waivers to meet the required financial covenant ratios, which include a maximum leverage ratio of 4.0x, 4.0x and 4.5x under our U.S., Macao and Singapore credit facilities, respectively, for periods beyond December 31, 2022 for LVSC and MBS and January 1, 2023 for SCL, if deemed necessary.

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If the lenders were to exercise their rights to accelerate the due dates of the indebtedness outstanding, there can be no assurance we would be able to repay or refinance any amounts that may become due and payable under such agreements, which could force us to restructure or alter our operations or debt obligations.

We held unrestricted cash and cash equivalents of approximately $6.43 billion and restricted cash and cash equivalents of approximately $16 million as of March 31, 2022, which approximately $895 million of the unrestricted amount is held by non-U.S.

We held unrestricted cash and cash equivalents of approximately $6.45 billion and restricted cash and cash equivalents of approximately $16 million as of June 30, 2022, which approximately $1.33 billion of the unrestricted amount is held by non-U.S.

subsidiaries.

Of the $895 million, approximately $587 million is available to be repatriated to the U.S.

Of the $1.33 billion, approximately $951 million is available to be repatriated to the U.S.

and we do not expect withholding taxes or other foreign income taxes to apply should these earnings be distributed in the form of dividends or otherwise.

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subsidiaries are not available for repatriation primarily due to dividend requirements to third-party public stockholders in the case of funds being repatriated from SCL.

We believe the cash on hand and cash flow generated from operations, as well as the $3.48 billion available for borrowing under our U.S., SCL and Singapore revolving credit facilities, net of outstanding letters of credit, and SGD 3.69 billion (approximately $2.73 billion at exchange rates in effect on March 31, 2022) under our Singapore Delayed Draw Term Facility as of March 31, 2022 (only available for draws after the construction cost estimate and construction schedule for the MBS Expansion Project have been delivered to the lenders), will be sufficient to maintain compliance with the financial covenants of our credit facilities and fund our working capital needs, committed and planned capital expenditures, development opportunities and debt obligations.

We believe the cash on hand and cash flow generated from operations, as well as the $2.96 billion available for borrowing under our U.S., SCL and Singapore revolving credit facilities, net of outstanding letters of credit, and SGD 3.69 billion (approximately $2.65 billion at exchange rates in effect on June 30, 2022) under our Singapore Delayed Draw Term Facility as of June 30, 2022 (only available for draws after the construction cost estimate and construction schedule for the MBS Expansion Project have been delivered to the lenders), will be sufficient to maintain compliance with the financial covenants of our credit facilities and fund the requirements in connection with the Macao concession renewal, our working capital needs, committed and planned capital expenditures, development opportunities and debt obligations.

In the normal course of our activities, we will continue to evaluate global capital markets to consider future opportunities for enhancements of our capital structure.

During the three months ended March 31, 2022, SCL drew down $19 million and HKD 1.42 billion (approximately $182 million at exchange rates in effect on March 31, 2022) under this facility for general corporate purposes.

During the six months ended June 30, 2022, SCL drew down $67 million and HKD 4.96 billion (approximately $632 million at exchange rates in effect on June 30, 2022) under its revolving credit facility for general corporate purposes.

We have suspended our quarterly dividend program beginning in April 2020, and SCL suspended its dividend payments after paying its interim dividend for 2019 on February 21, 2020.

We believe we have a strong balance sheet and sufficient liquidity in place, including access to available borrowing capacity under our credit facilities.

We also believe we are well positioned to support our continuing operations, complete the major construction projects in Macao and Singapore that are underway and respond to the current COVID-19 Pandemic challenges.

We also believe we are well positioned to support our continuing operations, proceed with the requirements in connection with the Macao concession renewal and complete the major construction projects in Macao and Singapore that are underway and respond to the current COVID-19 Pandemic challenges.

We have taken various mitigating measures to manage through the current environment, including a cost and capital expenditure reduction program to minimize cash outflow for non-essential items.

Aggregate Indebtedness and Other Contractual Obligations

As of March 31, 2022, there had been no material changes to our aggregated indebtedness and other contractual obligations previously reported in our Annual Report on Form 10-K for the year ended December 31, 2021, with the exception of the $201 million draw on the 2018 SCL Revolving Credit Facility and the 0.25% per annum increase in fixed interest on the SCL Senior Notes due to a downgraded credit rating from Standard & Poor’s;

the increase being effective on the first payment date after the date of the downgrade.

This will result in an increase of $9 million in interest expense for the year ended December 31, 2022 and $18 million for each year thereafter through 2024, at which time this will decrease as the SCL Senior Notes are repaid based on each of their set maturity dates.

As of June 30, 2022, there had been no material changes to our aggregated indebtedness and other contractual obligations previously reported in our Annual Report on Form 10-K for the year ended December 31, 2021, with the exception of the $700 million draw on the 2018 SCL Revolving Credit Facility and accompanying interest and the aggregate 0.50% per annum increase in fixed interest on the SCL Senior Notes due to a downgraded credit rating from Standard & Poor’s and Fitch;

the increase being effective on the first payment date after the date of the respective downgrade.

These transactions are summarized below:

Payments Due During Period Ending December 31,

2023 - 2024 2025 - 2026 Thereafter Total

(In millions)

Long-Term Debt Obligations (2)

2018 SCL Credit Facility — Revolving $ — $ 1,447 $ — $ — $ 1,447

Fixed Interest Payments 158 692 573 520 1,943

Variable Interest Payments (3)

Total $ 178 $ 2,163 $ 573 $ 520 $ 3,434

_______________________

(1) Represents the six -month period ending December 31, 2022.

(2) See “Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 4 — Long-Term Debt” for further details on these financing transactions.

(3) Based on the 1-month rate as of June 30, 2022 , London Interbank Offered Rate (“LIBOR”) and Hong Kong Interbank Offered Rate (“HIBOR”) of 1.79% and 0.87% plus the applicable interest rate spread in accordance with the respective debt agreement.

Special Note Regarding Forward-Looking Statements

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• the uncertainty of the extent, duration and effects of the COVID-19 Pandemic and the response of governments and other third parties, including government-mandated property closures, increased operational regulatory requirements or travel restrictions, on our business, results of operations, cash flows, liquidity and development prospects;

• our ability to maintain our gaming license and subconcession in Macao and Singapore, including the extension of our subconcession in Macao that expires on June 26, 2022 and the grant of any new concession in Macao;

• our ability to maintain our gaming license and subconcession in Macao and Singapore, including the extension of our subconcession in Macao that expires on December 31, 2022 and the grant of any new concession in Macao;

• our ability to invest in future growth opportunities;

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• the collectability of our outstanding loans receivable;

• our relationship with gaming promoters in Macao;

• our dependence on chance and theoretical win rates;

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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 2. Management’s Discussion and Analysis