LAS VEGAS SANDS CORP 10-Q

ITEM 2 — MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion should be read in conjunction with, and is qualified in its entirety by, the condensed consolidated financial statements and the notes thereto, and other financial information included in this Quarterly Report on Form 10-Q. Certain statements in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” are forward-looking statements. See “Special Note Regarding Forward-Looking Statements.” Operations We view each of our Integrated Resort properties as an operating segment. Our operating segments in Macao consist of The Venetian Macao; The Londoner Macao; The Parisian Macao; The Plaza Macao and Four Seasons Macao; and the Sands Macao. Our operating segment in Singapore is Marina Bay Sands. Macao From 2020 through the beginning of 2023, our operations in Macao were negatively impacted by the reduction in travel and tourism related to the COVID-19 pandemic. The Macao government’s policy regarding the management of COVID-19 and general travel restrictions was relaxed in late December 2022 and early January 2023. Since then, visitation to our Macao Integrated Resorts and operations has improved. The Macao government announced total visitation from mainland China to Macao increased approximately 36.3% during the nine months ended September 30, 2024, as compared to the same period in 2023. The Macao government also announced gross gaming revenue increased approximately 31.3% during the nine months ended September 30, 2024, as compared to the same period in 2023. Singapore Our operations in Singapore continued to be positive as travel and tourism spending increased, resulting from the elimination of all remaining COVID-19 border measures in February 2023. Airlift passenger movement has increased with a total of 44 million passengers having passed through Singapore’s Changi Airport from January to August 2024 (the latest statistics currently available), an increase of 17% compared to the same period in 2023. Visitation to Marina Bay Sands continues to improve since the travel restrictions have been lifted. The Singapore Tourism Board (“STB”) announced total visitation to Singapore increased to approximately 12.6 million for the nine months ended September 30, 2024, from approximately 10.1 million for the same period in 2023. Summary We have a strong balance sheet and sufficient liquidity in place, including total unrestricted cash and cash equivalents of $4.21 billion as of September 30, 2024 and access to $1.50 billion, $2.51 billion and $460 million of available borrowing capacity from our 2024 LVSC Revolving Facility, 2024 SCL Revolving Facility (which replaced the 2018 SCL Revolving Facility as of October 23, 2024) and 2012 Singapore Revolving Facility, respectively. We believe we are able to support our continuing operations and complete the major construction projects that are underway. Critical Accounting Policies and Estimates 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 2023 Annual Report on Form 10-K filed on February 7, 2024. There were no newly identified significant accounting policies and estimates during the nine months ended September 30, 2024, nor were there any material changes to the critical accounting policies and estimates discussed in our 2023 Annual Report. Recent Accounting Pronouncements See related disclosure at “Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 1 — Organization and Business of Company — Recent Accounting Pronouncements.” 27 Table of Contents Operating Results Key Operating Revenue Measurements Operating revenues at The Venetian Macao, The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Macao and Marina Bay Sands are dependent upon the volume of patrons who stay at the hotel, which affects the price charged for hotel rooms and our gaming volume. Operating revenues at Sands Macao are principally driven by the volume of gaming patrons who visit the property on a daily basis. Management utilizes the following volume and pricing measures in order to evaluate past performance and assist in forecasting future revenues. The various volume measurements indicate our ability to attract patrons to our Integrated Resorts. In casino operations, win and hold percentages indicate the amount of revenue to be expected based on volume. In hotel operations, average daily rate and revenue per available room indicate the demand for rooms and our ability to capture that demand. In mall operations, base rent per square foot indicates our ability to attract and maintain profitable tenants for our leasable space. The following are the key measurements we use to evaluate operating revenues: Casino revenue measurements for Macao and Singapore: Macao and Singapore table games are segregated into two groups: Rolling Chip play (composed of VIP players) and Non-Rolling Chip play (mostly non-VIP players). The volume measurement for Rolling Chip play is non-negotiable gaming chips wagered and lost. The volume measurement for Non-Rolling Chip play is table games drop (“drop”), which is net markers issued (credit instruments), cash deposited in the table drop boxes and gaming chips purchased and exchanged at the cage. Rolling Chip and Non-Rolling Chip volume measurements are not comparable as they are two distinct measures of volume. The amounts wagered and lost for Rolling Chip play are substantially higher than the amounts dropped for Non-Rolling Chip play. Slot handle, also a volume measurement, is the gross amount wagered for the period cited. We view Rolling Chip win as a percentage of Rolling Chip volume, Non-Rolling Chip win as a percentage of drop and slot hold (amount won by the casino) as a percentage of slot handle. Win or hold percentage represents the percentage of Rolling Chip volume, Non-Rolling Chip drop or slot handle that is won by the casino and recorded as casino revenue. 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 3.30% in Macao and Singapore, and our Non-Rolling Chip table games have produced a trailing 12-month win percentage of 24.9%, 21.4%, 20.8%, 23.6%, 16.7% and 19.5% 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 3.8%, 3.9%, 4.1%, 4.4%, 2.9% and 3.8% at The Venetian Macao, The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Macao, Sands Macao and Marina Bay Sands, respectively. 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, 9.8% and 11.7%, respectively, of our table games play was conducted on a credit basis for the nine months ended September 30, 2024. Hotel revenue measurements: Performance indicators used are occupancy rate (a volume indicator), which is the average percentage of available hotel rooms occupied during a period and average daily room rate (“ADR,” a price indicator), which is the average price of occupied rooms per day. Available rooms exclude those rooms unavailable for occupancy during the period due to renovation, development or other requirements (such as government mandated closure, lodging for team members and usage by the Macao government for quarantine measures). The calculations of the occupancy rate and ADR include the impact of rooms provided on a complimentary basis. Revenue per available room (“RevPAR”) represents a summary of hotel ADR and occupancy. Because not all available rooms are occupied, ADR is normally higher than RevPAR. Reserved rooms where the guests do not show up for their stay and lose their deposit, or where guests check out early, may be re-sold to walk-in guests. Mall revenue measurements: Occupancy, base rent per square foot and tenant sales per square foot are used as performance indicators. Occupancy represents gross leasable occupied area (“GLOA”) divided by gross leasable area (“GLA”) at the end of the reporting period. GLOA is the sum of: (1) tenant occupied space under lease and (2) tenants no longer occupying space, but paying rent. GLA does not include space currently under development or not on the market for lease. Base rent per square foot is the weighted average base or minimum rent charge in effect at the end of the reporting period for all tenants that would qualify to be included in occupancy. 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. Only tenants that have been open for a minimum of 12 months are included in the tenant sales per square foot calculation. 28 Table of Contents Three Months Ended September 30, 2024 Compared to Three Months Ended September 30, 2023 Summary Financial Results Net revenues for the three months ended September 30, 2024, were $2.68 billion, compared to $2.80 billion for the three months ended September 30, 2023. Operating income was $504 million for the three months ended September 30, 2024, compared to $688 million for the three months ended September 30, 2023. Net income was $353 million for the three months ended September 30, 2024, compared to $449 million for the three months ended September 30, 2023. Operating Revenues Our net revenues consisted of the following: Three Months Ended September 30, 2024 2023 Percent Change (Dollars in millions) Casino $ 1,936 $ 2,008 (3.6) % Rooms 314 342 (8.2) % Food and beverage 152 156 (2.6) % Mall 189 201 (6.0) % Convention, retail and other 91 88 3.4 % Total net revenues $ 2,682 $ 2,795 (4.0) % Consolidated net revenues were $2.68 billion for the three months ended September 30, 2024, a decrease of $113 million compared to $2.80 billion for the three months ended September 30, 2023. The decrease was due to decreases of $94 million and $19 million at Marina Bay Sands and our Macao operations, respectively. Net casino revenues decreased $72 million compared to the three months ended September 30, 2023. The decrease was due to a $98 million decrease at Marina Bay Sands, partially offset by a $26 million increase at our Macao operations. Casino revenues at Marina Bay Sands decreased due to decreased Rolling Chip volume and win percentage, partially offset by increased Non-Rolling Chip volume and win percentage. Our Macao operations increased due to increased slot volumes and Non-Rolling Chip win percentage, partially offset by decreased Rolling Chip win and slot hold percentages. Three Months Ended September 30, 2024 2023 Change (Dollars in millions) Macao Operations: The Venetian Macao Total net casino revenues $ 554 $ 575 (3.7) % Non-Rolling Chip drop $ 2,252 $ 2,313 (2.6) % Non-Rolling Chip win percentage 24.7 % 24.3 % 0.4 pts Rolling Chip volume $ 1,126 $ 953 18.2 % Rolling Chip win percentage 3.64 % 6.00 % (2.36) pts Slot handle $ 1,441 $ 1,319 9.2 % Slot hold percentage 3.9 % 4.3 % (0.4) pts The Londoner Macao Total net casino revenues $ 338 $ 371 (8.9) % Non-Rolling Chip drop $ 1,598 $ 1,737 (8.0) % Non-Rolling Chip win percentage 21.9 % 20.7 % 1.2 pts Rolling Chip volume $ 1,548 $ 1,561 (0.8) % Rolling Chip win percentage 2.89 % 3.93 % (1.04) pts Slot handle $ 1,290 $ 1,498 (13.9) % Slot hold percentage 4.0 % 4.0 % — pts 29 Table of Contents Three Months Ended September 30, 2024 2023 Change (Dollars in millions) The Parisian Macao Total net casino revenues $ 189 $ 181 4.4 % Non-Rolling Chip drop $ 1,054 $ 789 33.6 % Non-Rolling Chip win percentage 19.6 % 22.0 % (2.4) pts Rolling Chip volume $ 169 $ 277 (39.0) % Rolling Chip win percentage (7.14) % 6.76 % (13.90) pts Slot handle $ 997 $ 670 48.8 % Slot hold percentage 4.2 % 4.0 % 0.2 pts The Plaza Macao and Four Seasons Macao Total net casino revenues $ 182 $ 108 68.5 % Non-Rolling Chip drop $ 684 $ 570 20.0 % Non-Rolling Chip win percentage 22.9 % 21.5 % 1.4 pts Rolling Chip volume $ 2,616 $ 2,068 26.5 % Rolling Chip win percentage 3.92 % 2.28 % 1.64 pts Slot handle $ 26 $ 10 160.0 % Slot hold percentage 3.0 % (1.7) % 4.7 pts Sands Macao Total net casino revenues $ 73 $ 75 (2.7) % Non-Rolling Chip drop $ 407 $ 414 (1.7) % Non-Rolling Chip win percentage 16.8 % 16.8 % — pts Rolling Chip volume $ 26 $ 14 85.7 % Rolling Chip win percentage 4.39 % 13.84 % (9.45) pts Slot handle $ 560 $ 473 18.4 % Slot hold percentage 2.9 % 3.3 % (0.4) pts Singapore Operations: Marina Bay Sands Total net casino revenues $ 600 $ 698 (14.0) % Non-Rolling Chip drop $ 2,126 $ 1,936 9.8 % Non-Rolling Chip win percentage 20.4 % 17.6 % 2.8 pts Rolling Chip volume $ 6,558 $ 8,149 (19.5) % Rolling Chip win percentage 1.75 % 3.85 % (2.10) pts Slot handle $ 5,855 $ 6,364 (8.0) % Slot hold percentage 4.0 % 3.6 % 0.4 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. 30 Table of Contents Room revenues decreased $28 million compared to the three months ended September 30, 2023. The decrease was due to our Macao operations driven by a decrease in available rooms in connection with the conversion of the Sheraton towers to the Londoner Grand. Revenues at Marina Bay Sands remained flat due to an increase in ADR, offset by a decrease in occupied room nights driven by room renovations. Three Months Ended September 30, 2024 2023 Change (Room revenues in millions) Macao Operations: The Venetian Macao Total room revenues $ 54 $ 55 (1.8) % Occupancy rate 98.8 % 98.0 % 0.8 pts Average daily room rate (ADR) $ 204 $ 212 (3.8) % Revenue per available room (RevPAR) $ 202 $ 207 (2.4) % The Londoner Macao (1) Total room revenues $ 68 $ 97 (29.9) % Occupancy rate 97.7 % 95.3 % 2.4 pts Average daily room rate (ADR) $ 230 $ 190 21.1 % Revenue per available room (RevPAR) $ 225 $ 181 24.3 % The Parisian Macao Total room revenues $ 36 $ 37 (2.7) % Occupancy rate 98.5 % 97.0 % 1.5 pts Average daily room rate (ADR) $ 153 $ 165 (7.3) % Revenue per available room (RevPAR) $ 151 $ 160 (5.6) % The Plaza Macao and Four Seasons Macao Total room revenues $ 27 $ 24 12.5 % Occupancy rate 93.2 % 86.4 % 6.8 pts Average daily room rate (ADR) $ 474 $ 472 0.4 % Revenue per available room (RevPAR) $ 442 $ 408 8.3 % Sands Macao Total room revenues $ 4 $ 4 — % Occupancy rate 99.4 % 98.7 % 0.7 pts Average daily room rate (ADR) $ 172 $ 173 (0.6) % Revenue per available room (RevPAR) $ 171 $ 171 — % Singapore Operations: Marina Bay Sands (2) Total room revenues $ 125 $ 125 — % Occupancy rate 94.7 % 96.3 % (1.6) pts Average daily room rate (ADR) $ 903 $ 681 32.6 % Revenue per available room (RevPAR) $ 855 $ 656 30.3 % __________________________ (1) During the three months ended September 30, 2024, a daily average of approximately 2,550 rooms were excluded from available rooms in connection with the renovations related to the conversion of the Sheraton towers to the Londoner Grand in connection with Phase II of The Londoner Macao. (2) During the three months ended September 30, 2024 and 2023, approximately 1,600 and 2,200 rooms, respectively, were available for occupancy. 31 Table of Contents Mall revenues decreased $12 million compared to the three months ended September 30, 2023. The decrease of $7 million in our Macao operations was primarily driven by a $14 million decrease in overage rent, partially offset by a $6 million increase in base rent. The $5 million decrease at Marina Bay Sands was driven by an $8 million decrease in overage rent, partially offset by a $4 million increase in base rent. 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 September 30, 2024 2023 Change (Mall revenues in millions) Macao Operations: Shoppes at Venetian Total mall revenues $ 59 $ 58 1.7 % Mall gross leasable area (in square feet) 822,456 818,773 0.4 % Occupancy 83.6 % 80.0 % 3.6 pts Base rent per square foot $ 289 $ 277 4.3 % Tenant sales per square foot (1) $ 1,615 $ 1,743 (7.3) % Shoppes at Londoner Total mall revenues $ 20 $ 17 17.6 % Mall gross leasable area (in square feet) 566,272 611,192 (7.3) % Occupancy 70.5 % 54.2 % 16.3 pts Base rent per square foot $ 155 $ 152 2.0 % Tenant sales per square foot (1) $ 1,491 $ 1,701 (12.3) % Shoppes at Parisian Total mall revenues $ 6 $ 7 (14.3) % Mall gross leasable area (in square feet) 296,818 296,352 0.2 % Occupancy 67.7 % 66.1 % 1.6 pts Base rent per square foot $ 103 $ 110 (6.4) % Tenant sales per square foot (1) $ 525 $ 641 (18.1) % Shoppes at Four Seasons Total mall revenues $ 40 $ 50 (20.0) % Mall gross leasable area (in square feet) 261,845 249,303 5.0 % Occupancy 90.1 % 92.7 % (2.6) pts Base rent per square foot $ 630 $ 595 5.9 % Tenant sales per square foot (1) $ 5,832 $ 6,714 (13.1) % Singapore Operations: The Shoppes at Marina Bay Sands Total mall revenues $ 63 $ 68 (7.4) % Mall gross leasable area (in square feet) 615,944 616,699 (0.1) % Occupancy 99.1 % 99.5 % (0.4) pts Base rent per square foot $ 354 $ 315 12.4 % Tenant sales per square foot (1) $ 2,919 $ 2,998 (2.6) % __________________________ Note: This table excludes the results of our retail outlets at Sands Macao. (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 $3 million compared to the three months ended September 30, 2023. The increase was due to a $9 million increase at Marina Bay Sands, partially offset by a $6 million decrease at our Macao operations. The increase at Marina Bay Sands was driven by increases of $5 million in convention revenue and $4 million in other revenues (e.g., Sky Park, spa). The decrease at our Macao operations was primarily due to a $12 million insurance recovery due to Typhoon Saola in September 2023, partially offset by increases of $3 million in entertainment, $2 million in ferry operations and $1 million in other revenues (e.g., limo, exhibits). 32 Table of Contents Operating Expenses Our operating expenses consisted of the following: Three Months Ended September 30, 2024 2023 Percent Change (Dollars in millions) Casino $ 1,120 $ 1,103 1.5 % Rooms 79 80 (1.3) % Food and beverage 129 128 0.8 % Mall 23 23 — % Convention, retail and other 62 52 19.2 % Provision for (recovery of) credit losses (5) 3 (266.7) % General and administrative 293 290 1.0 % Corporate 68 49 38.8 % Pre-opening 4 3 33.3 % Development 55 44 25.0 % Depreciation and amortization 324 313 3.5 % Amortization of leasehold interests in land 15 15 — % Loss on disposal or impairment of assets 11 4 175.0 % Total operating expenses $ 2,178 $ 2,107 3.4 % Operating expenses were $2.18 billion for the three months ended September 30, 2024, an increase of $71 million compared to $2.11 billion for the three months ended September 30, 2023. The increase was primarily driven by increases of $19 million in corporate expenses, $17 million in casino expenses, $11 million in development expenses and $11 million in depreciation and amortization expense. Casino expenses increased $17 million compared to the three months ended September 30, 2023. The increase was primarily attributable to a $21 million increase in gaming taxes at our Macao operations due to increased gross gaming revenues, partially offset by an $11 million decrease in gaming taxes at Marina Bay Sands due to decreased casino revenues. The decrease in gaming taxes at Marina Bay Sands was partially offset by a 1% increase in goods and service tax (“GST”) in Singapore as of January 1, 2024. Convention, retail and other expenses increased $10 million compared to the three months ended September 30, 2023, due to a $9 million increase at our Macao operations. The increase was due to increases of $3 million in entertainment due to more special events, $2 million in ferry operations due to increased expenses for gas and oil and repairs and maintenance, and $4 million in other operating expenses (e.g., limos, exhibits). Recovery of credit losses was $5 million for three months ended September 30, 2024, compared to provision for credit losses of $3 million for the three months ended September 30, 2023. The $8 million decrease was due to Marina Bay Sands, resulting from a $14 million increase in collections on previously reserved accounts, partially offset by a $6 million increase in the provision for the current quarter. The provision for credit losses at our Macao operations remained flat due to $4 million in collections on previously reserved accounts, offset by a $4 million decrease in provision for the current quarter. The amount of this provision can vary over short periods of time because of factors specific to the patrons who owe us money from gaming activities. We believe the amount of our provision for credit losses in the future will depend upon the state of the economy, our credit standards, our risk assessments and the judgment of our employees responsible for granting credit. Corporate expense increased $19 million compared to the three months ended September 30, 2023. The increase was primarily due to a $9 million increase in payroll, $3 million related to a shareholder dividend tax agreement with the Macao government and a $4 million decrease in legal fee recoveries. Development expenses were $55 million for the three months ended September 30, 2024, compared to $44 million for the three months ended September 30, 2023. During the three months ended September 30, 2024, the increase was primarily due to increased efforts related to our digital gaming pursuits. Development costs are expensed as incurred. Depreciation and amortization increased $11 million compared to the three months ended September 30, 2023. The increase was primarily due to a $40 million increase at Marina Bay Sands as a result of the completion of renovations that were placed into service throughout 2023 and through the third quarter of 2024. This increase was partially offset by a $31 million decrease at our Macao operations due to a decrease in accelerated depreciation related to the conversion of the 33 Table of Contents Sheraton towers to the Londoner Grand in connection with Phase II of The Londoner Macao and a decrease due to assets fully depreciated during the prior year and through the third quarter of the current year, partially offset by an increase in depreciation due to assets placed into service after September 30, 2023. Loss on disposal or impairment of assets was $11 million for three months ended September 30, 2024. The losses incurred for the three months ended September 30, 2024, were primarily due to an $8 million loss in Macao, including demolition costs primarily related to Phase II of The Londoner Macao and the write-off of design costs, and a $2 million loss at Marina Bay Sands from demolition costs related to room renovations. Segment Adjusted Property EBITDA The following table summarizes information related to our segments: Three Months Ended September 30, 2024 2023 Percent Change (Dollars in millions) Macao: The Venetian Macao $ 267 $ 290 (7.9) % The Londoner Macao 124 167 (25.7) % The Parisian Macao 74 81 (8.6) % The Plaza Macao and Four Seasons Macao 102 71 43.7 % Sands Macao 14 17 (17.6) % Ferry Operations and Other 4 5 (20.0) % 585 631 (7.3) % Marina Bay Sands 406 491 (17.3) % Consolidated adjusted property EBITDA (1) $ 991 $ 1,122 (11.7) % __________________________ (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) 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 our operations with those of our competitors, as well as a basis for determining certain incentive compensation. Integrated Resort companies, including LVSC, 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 LVSC, 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. 34 Table of Contents Three Months Ended September 30, 2024 2023 (In millions) Consolidated adjusted property EBITDA $ 991 $ 1,122 Other Operating Costs and Expenses Stock-based compensation (a) (10) (6) Corporate (68) (49) Pre-opening (4) (3) Development (55) (44) Depreciation and amortization (324) (313) Amortization of leasehold interests in land (15) (15) Loss on disposal or impairment of assets (11) (4) Operating income 504 688 Other Non-Operating Costs and Expenses Interest income 67 79 Interest expense, net of amounts capitalized (179) (200) Other income 11 4 Income tax expense (50) (122) Net income $ 353 $ 449 __________________________ (a) During the three months ended September 30, 2024 and 2023, we recorded stock-based compensation expense of $24 million and $16 million, respectively, of which $14 million and $10 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations. Adjusted property EBITDA at our Macao operations decreased $46 million compared with the three months ended September 30, 2023, due to decreases across room, mall, food and beverage and other non-gaming operations at our Integrated Resorts in Macao. Adjusted property EBITDA at Marina Bay Sands decreased $85 million compared to the three months ended September 30, 2023, primarily due to a decrease in casino operations. Interest Expense The following table summarizes information related to interest expense: Three Months Ended September 30, 2024 2023 (Dollars in millions) Interest cost $ 183 $ 202 Less — capitalized interest (4) (2) Interest expense, net $ 179 $ 200 Weighted average total debt balance $ 13,865 $ 14,863 Weighted average interest rate 5.1 % 5.4 % Interest cost decreased $19 million compared to the three months ended September 30, 2023, primarily due to decreases in the weighted average interest rate from 5.4% to 5.1% and the weighted average total debt balance from $14.86 billion to $13.87 billion. The weighted average interest rate decreased primarily due to lower interest rates on the SCL senior notes in connection with the credit rating upgrades for the Company and Sands China Ltd. (“SCL”) to BBB- by S&P on July 26, 2023 and Fitch on February 1, 2024, and the decrease in interest rates on our Singapore Credit Facility. These items were partially offset by higher interest rates associated with the issuance of the LVSC Senior Notes on May 16, 2024 to accomplish the repayment of the 2024 LVSC Senior Notes on June 26, 2024. The weighted average total debt balance decreased primarily due to the repayment of $1.95 billion on the SCL Revolving Facility by October 2023 and repurchases totaling $175 million of the 2025 SCL Senior Notes throughout the three months ended June 30, 2024. 35 Table of Contents Other Factors Affecting Earnings Interest income was $67 million for the three months ended September 30, 2024, compared to $79 million for the three months ended September 30, 2023. The decrease was attributable to a decrease in cash available to invest in the U.S. due to share repurchases, dividends and development-related spend in the last twelve months. This decrease was partially offset by increased paid-in-kind interest rate under the seller financing loan agreement entered into in connection with the sale of our Las Vegas real property and operations and an increase in cash available to invest in Macao. Other income was $11 million for the three months ended September 30, 2024, compared to $4 million for the three months ended September 30, 2023. Other income during the three months ended September 30, 2024, was primarily attributable to $10 million of foreign currency transaction gains driven by U.S. dollar denominated debt held by SCL. Our income tax expense was $50 million on income before income taxes of $403 million for the three months ended September 30, 2024, resulting in a 12.4% effective income tax rate. This compares to a 21.4% effective income tax rate for the three months ended September 30, 2023. The income tax expense for the three months ended September 30, 2024, reflects a 17% statutory tax rate on our Singapore operations, a 21% corporate income tax on our domestic operations and a zero percent rate on our Macao gaming operations due to our income tax exemption in Macao. On February 5, 2024, the Macao government provided notice that Venetian Macau Limited (“VML,” a subsidiary of SCL) and its peers received an income tax exemption on gaming operations for the period January 1, 2023 through December 31, 2027. Additionally, we entered into a shareholder dividend tax agreement with the Macao government in February 2024, effective January 1, 2023 through December 31, 2025, providing an annual payment as a substitution for a 12% tax otherwise due from VML shareholders on dividend distributions paid from VML gaming profits. For the three months ended September 30, 2023, income tax expense included an anticipated $38 million shareholder dividend tax based on the information available at the balance sheet date. The net income attributable to noncontrolling interests was $78 million for the three months ended September 30, 2024, compared to $69 million for the three months ended September 30, 2023. These amounts were related to the noncontrolling interest of SCL. Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023 Operating Revenues Our net revenues consisted of the following: Nine Months Ended September 30, 2024 2023 Percent Change (Dollars in millions) Casino $ 6,199 $ 5,411 14.6 % Rooms 957 881 8.6 % Food and beverage 450 423 6.4 % Mall 537 535 0.4 % Convention, retail and other 259 207 25.1 % Total net revenues $ 8,402 $ 7,457 12.7 % Consolidated net revenues were $8.40 billion for the nine months ended September 30, 2024, an increase of $945 million compared to $7.46 billion for the nine months ended September 30, 2023, primarily due to increases of $638 million and $307 million at our Macao operatio ns and Marina Bay Sands, respectively. 36 Table of Contents Net casino revenues increased $788 million compared to the nine months ended September 30, 2023. The increase was driven by increases of $563 million and $225 million at our Macao operations and Marina Bay Sands, respectively. Casino revenue at our Macao operations increased due to increased table games and slot volumes, partially offset by decreased Rolling Chip win and slot hold percentages. Casino revenues at Marina Bay Sands increased due to increased Non-Rolling Chip drop and Non-Rolling Chip and Rolling Chip win percentages, partially offset by decreased Rolling Chip volume. Nine Months Ended September 30, 2024 2023 Change (Dollars in millions) Macao Operations: The Venetian Macao Total net casino revenues $ 1,748 $ 1,544 13.2 % Non-Rolling Chip drop $ 6,990 $ 6,256 11.7 % Non-Rolling Chip win percentage 24.9 % 23.9 % 1.0 pts Rolling Chip volume $ 2,955 $ 3,299 (10.4) % Rolling Chip win percentage 5.05 % 4.88 % 0.17 pts Slot handle $ 4,479 $ 3,699 21.1 % Slot hold percentage 3.8 % 4.3 % (0.5) pts The Londoner Macao Total net casino revenues $ 1,075 $ 850 26.5 % Non-Rolling Chip drop $ 5,160 $ 3,990 29.3 % Non-Rolling Chip win percentage 21.1 % 20.9 % 0.2 pts Rolling Chip volume $ 5,784 $ 5,013 15.4 % Rolling Chip win percentage 3.02 % 2.97 % 0.05 pts Slot handle $ 4,460 $ 3,585 24.4 % Slot hold percentage 3.9 % 4.0 % (0.1) pts The Parisian Macao Total net casino revenues $ 569 $ 492 15.7 % Non-Rolling Chip drop $ 2,947 $ 2,148 37.2 % Non-Rolling Chip win percentage 20.5 % 21.3 % (0.8) pts Rolling Chip volume $ 185 $ 938 (80.3) % Rolling Chip win percentage (6.12) % 7.18 % (13.30) pts Slot handle $ 2,603 $ 1,887 37.9 % Slot hold percentage 4.2 % 4.0 % 0.2 pts The Plaza Macao and Four Seasons Macao Total net casino revenues $ 430 $ 367 17.2 % Non-Rolling Chip drop $ 2,025 $ 1,563 29.6 % Non-Rolling Chip win percentage 24.0 % 24.3 % (0.3) pts Rolling Chip volume $ 7,565 $ 4,473 69.1 % Rolling Chip win percentage 2.24 % 3.14 % (0.90) pts Slot handle (1) $ 28 $ 85 (67.1) % Slot hold percentage 4.4 % 5.9 % (1.5) pts Sands Macao Total net casino revenues $ 212 $ 218 (2.8) % Non-Rolling Chip drop $ 1,208 $ 1,165 3.7 % Non-Rolling Chip win percentage 16.6 % 17.2 % (0.6) pts Rolling Chip volume $ 62 $ 80 (22.5) % Rolling Chip win percentage 4.31 % 6.67 % (2.36) pts Slot handle $ 1,625 $ 1,377 18.0 % Slot hold percentage 3.0 % 3.2 % (0.2) pts 37 Table of Contents Nine Months Ended September 30, 2024 2023 Change (Dollars in millions) Singapore Operations: Marina Bay Sands Total net casino revenues $ 2,165 $ 1,940 11.6 % Non-Rolling Chip drop $ 6,329 $ 5,482 15.5 % Non-Rolling Chip win percentage 19.6 % 18.2 % 1.4 pts Rolling Chip volume $ 20,874 $ 21,237 (1.7) % Rolling Chip win percentage 3.69 % 3.51 % 0.18 pts Slot handle $ 18,473 $ 17,926 3.1 % Slot hold percentage 3.9 % 3.9 % — pts __________________________ (1) During the current year, a majority of the slot machines were relocated to other properties, with the remaining slot machines made available based on demand. 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. 38 Table of Contents Room revenues increased $76 million compared to the nine months ended September 30, 2023. The increase was due to increases of $49 million and $27 million at Marina Bay Sands and our Macao operations, respectively. Marina Bay Sands room revenues increased due to an increase in ADR, partially offset by a decrease in available rooms and decreased occupancy. Macao room revenues increased due to an increase in occupancy rates, partially offset by decreases in available rooms in connection with the conversion of the Sheraton towers to the Londoner Grand and ADR due to increased hotel inventory across the Macao market. The following table summarizes the results of our room activity: Nine Months Ended September 30, 2024 2023 Change (Room revenues in millions) Macao Operations: The Venetian Macao Total room revenues $ 156 $ 142 9.9 % Occupancy rate 97.6 % 93.1 % 4.5 pts Average daily room rate (ADR) $ 202 $ 209 (3.3) % Revenue per available room (RevPAR) $ 197 $ 195 1.0 % The Londoner Macao (1) Total room revenues $ 234 $ 232 0.9 % Occupancy rate 96.1 % 74.9 % 21.2 pts Average daily room rate (ADR) $ 201 $ 201 — % Revenue per available room (RevPAR) $ 193 $ 150 28.7 % The Parisian Macao Total room revenues $ 102 $ 100 2.0 % Occupancy rate 96.5 % 91.0 % 5.5 pts Average daily room rate (ADR) $ 152 $ 159 (4.4) % Revenue per available room (RevPAR) $ 147 $ 145 1.4 % The Plaza Macao and Four Seasons Macao Total room revenues $ 77 $ 69 11.6 % Occupancy rate 89.0 % 79.3 % 9.7 pts Average daily room rate (ADR) $ 482 $ 490 (1.6) % Revenue per available room (RevPAR) $ 429 $ 389 10.3 % Sands Macao Total room revenues $ 13 $ 12 8.3 % Occupancy rate 99.0 % 94.8 % 4.2 pts Average daily room rate (ADR) $ 173 $ 170 1.8 % Revenue per available room (RevPAR) $ 171 $ 161 6.2 % Singapore Operations: Marina Bay Sands (2) Total room revenues $ 375 $ 326 15.0 % Occupancy rate 95.0 % 96.9 % (1.9) pts Average daily room rate (ADR) $ 796 $ 626 27.2 % Revenue per available room (RevPAR) $ 757 $ 607 24.7 % __________________________ (1) During the nine months ended September 30, 2024, a daily average of approximately 1,400 rooms were excluded from available rooms in connection with the renovations related to the conversion of the Sheraton towers to the Londoner Grand in connection with Phase II of The Londoner Macao. (2) During the nine months ended September 30, 2024 and 2023, approximately 1,850 and 2,000 rooms, respectively, were available for occupancy. Food and beverage revenues increased $27 million compared to the nine months ended September 30, 2023. The increase was driven by increased business volume at food and beverage outlets and banquet operations at our Macao operations. 39 Table of Contents Mall revenues increased $2 million compared to the nine months ended September 30, 2023. While Macao operations remained stable, the $2 million increase related to Marina Bay Sands was driven by a $13 million increase in base rent, partially offset by an $11 million decrease in overage rent and revenues related to CAM and other reimbursements. 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: Nine Months Ended September 30, (1) 2024 2023 Change (Mall revenues in millions) Macao Operations: Shoppes at Venetian Total mall revenues $ 167 $ 161 3.7 % Mall gross leasable area (in square feet) 822,456 818,773 0.4 % Occupancy 83.6 % 80.0 % 3.6 pts Base rent per square foot $ 289 $ 277 4.3 % Tenant sales per square foot (2) $ 1,615 $ 1,743 (7.3) % Shoppes at Londoner Total mall revenues $ 53 $ 47 12.8 % Mall gross leasable area (in square feet) 566,272 611,192 (7.3) % Occupancy 70.5 % 54.2 % 16.3 pts Base rent per square foot $ 155 $ 152 2.0 % Tenant sales per square foot (2) $ 1,491 $ 1,701 (12.3) % Shoppes at Parisian Total mall revenues $ 20 $ 23 (13.0) % Mall gross leasable area (in square feet) 296,818 296,352 0.2 % Occupancy 67.7 % 66.1 % 1.6 pts Base rent per square foot $ 103 $ 110 (6.4) % Tenant sales per square foot (2) $ 525 $ 641 (18.1) % Shoppes at Four Seasons Total mall revenues $ 116 $ 125 (7.2) % Mall gross leasable area (in square feet) 261,845 249,303 5.0 % Occupancy 90.1 % 92.7 % (2.6) pts Base rent per square foot $ 630 $ 595 5.9 % Tenant sales per square foot (2) $ 5,832 $ 6,714 (13.1) % Singapore Operations: The Shoppes at Marina Bay Sands Total mall revenues $ 180 $ 178 1.1 % Mall gross leasable area (in square feet) 615,944 616,699 (0.1) % Occupancy 99.1 % 99.5 % (0.4) pts Base rent per square foot $ 354 $ 315 12.4 % Tenant sales per square foot (2) $ 2,919 $ 2,998 (2.6) % __________________________ Note: This table excludes the results of our retail outlets at Sands Macao. (1) As GLA, occupancy, base rent per square foot and tenant sales per square foot are calculated as of September 30, 2024 and 2023, they are identical to the summary presented herein for the three months ended September 30, 2024 and 2023, 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. 40 Table of Contents Convention, retail and other revenues increased $52 million compared to the nine months ended September 30, 2023, due primarily to increases of $32 million and $20 million at Marina Bay Sands and our Macao operations, respectively. The increase at Marina Bay Sands was due to increases of $13 million in convention revenue, $3 million in entertainment revenue and $8 million in other operating revenues (e.g., limo, Sky Park, spa), as well as an $8 million nonrecurring adjustment related to a change in accounting estimate of our non-gaming club points accrual. The increase at our Macao operations was driven by increases of $12 million in ferry operations due to increased sailings resulting from increased visitation and $10 million in entertainment revenue, partially offset by a decrease of $2 million in other revenues (e.g., limo, exhibits). Operating Expenses Our operating expenses consisted of the following: Nine Months Ended September 30, 2024 2023 Percent Change (Dollars in millions) Casino $ 3,441 $ 3,011 14.3 % Rooms 234 207 13.0 % Food and beverage 379 349 8.6 % Mall 62 65 (4.6) % Convention, retail and other 177 141 25.5 % Provision for credit losses 10 2 400.0 % General and administrative 847 820 3.3 % Corporate 215 166 29.5 % Pre-opening 10 13 (23.1) % Development 169 140 20.7 % Depreciation and amortization 960 875 9.7 % Amortization of leasehold interests in land 45 43 4.7 % Loss on disposal or impairment of assets 41 22 86.4 % Total operating expenses $ 6,590 $ 5,854 12.6 % Operating expenses were $6.59 billion for the nine months ended September 30, 2024, an increase of $736 million compared to $5.85 billion for the nine months ended September 30, 2023. The increase was primarily driven by increases of $430 million in casino expenses, $85 million in depreciation and amortization expense and $49 million in corporate expense. Casino expenses increased $430 million compared to the nine months ended September 30, 2023. The increase was primarily attributable to increases of $312 million and $62 million in gaming taxes at our Macao operations and Marina Bay Sands, respectively, consistent with increased casino revenues and a 1% increase in GST in Singapore as of January 1, 2024. Room expenses increased $27 million compared to the nine months ended September 30, 2023. The increase was due to increases of $15 million and $12 million at our Macao operations and Marina Bay Sands, respectively, driven by increased occupancy in Macao and higher costs associated with new and elevated suites and rooms introduced at Marina Bay Sands throughout 2023 and through the third quarter of 2024. Food and beverage expenses increased $30 million compared to the nine months ended September 30, 2023. The increase was due to increases of $25 million and $5 million at our Macao operations and Marina Bay Sands, respectively, driven by increased business volume at food outlets and banquets operations. Convention, retail and other expenses increased $36 million compared to the nine months ended September 30, 2023, due to increases of $28 million and $8 million at our Macao operations and Marina Bay Sands, respectively. The increase at our Macao operations was primarily due to increases of $12 million in ferry operation expenses due to higher repairs and maintenance and fuel due to additional sailings resulting from increased visitation, $10 million in entertainment expenses due to increased event volume and $6 million in other operating expenses. The increase at Marina Bay Sands was primarily due to increases of $2 million in entertainment, $1 million in convention and $5 million in other operating expenses. Provision for credit losses was $10 million for the nine months ended September 30, 2024, compared to $2 million for the nine months ended September 30, 2023. The increase in provision was due to an $11 million increase at our Macao operations, partially offset by a $3 million decrease at Marina Bay Sands. The increase at our Macao operations was primarily due to $14 million in settlements from previously reserved accounts in the prior year, partially offset by a $3 million decrease in the provision for the current period. The decrease at Marina Bay Sands was primarily due to a 41 Table of Contents $17 million increase in collections on previously reserved accounts, partially offset by a $14 million increase in the provision for the current period. The amount of this provision can vary over short periods of time because of factors specific to the patrons who owe us money from gaming activities. We believe the amount of our provision for credit losses in the future will depend upon the state of the economy, our credit standards, our risk assessments and the judgment of our employees responsible for granting credit. General and administrative expenses increased $27 million compared to the nine months ended September 30, 2023. The increase was primarily due to increases of $15 million and $12 million at our Macao operations and Marina Bay Sands, respectively, driven by increases in payroll, marketing expenses and facilities and utilities costs. Corporate expenses increased $49 million compared to the nine months ended September 30, 2023. The increase was primarily due to $19 million related to a shareholder dividend tax agreement with the Macao government, which was finalized on February 7, 2024, and covers the years from 2023 to 2025, an $18 million increase in payroll expenses, an $8 million increase in other expenses driven by information technology costs, professional services and travel costs, and a $4 million decrease in legal fee recoveries. Development expenses were $169 million for the nine months ended September 30, 2024, compared to $140 million for the nine months ended September 30, 2023. During the nine months ended September 30, 2024, the increased costs were associated with increased efforts primarily related to our digital gaming pursuits. Development costs are expensed as incurred. Depreciation and amortization increased $85 million compared to the nine months ended September 30, 2023. The increase was primarily due to a $111 million increase at Marina Bay Sands as a result of the completion of renovations that were placed into service throughout 2023 and through the third quarter of 2024. This increase was partially offset by $30 million decrease at our Macao operations due to assets fully depreciated during the prior year and through the third quarter of 2024, partially offset by an increase in depreciation for assets placed into service during the current year. Loss on disposal or impairment of assets was $41 million for the nine months ended September 30, 2024, compared to $22 million for the nine months ended September 30, 2023. The losses incurred for the nine months ended September 30, 2024 were due to a $25 million loss in Macao, including $19 million in demolition costs, primarily related to the upgrade of the Cotai Arena and Phase II of The Londoner Macao, an $8 million loss at Marina Bay Sands, including demolition costs related to room renovation at Marina Bay Sands, and an $8 million loss at corporate primarily due to the sale of an aircraft. Segment Adjusted Property EBITDA The following table summarizes information related to our segments: Nine Months Ended September 30, 2024 2023 Percent Change (Dollars in millions) Macao: The Venetian Macao $ 843 $ 752 12.1 % The Londoner Macao 399 326 22.4 % The Parisian Macao 228 201 13.4 % The Plaza Macao and Four Seasons Macao 238 237 0.4 % Sands Macao 36 42 (14.3) % Ferry Operations and Other 12 12 — % 1,756 1,570 11.8 % Marina Bay Sands 1,515 1,317 15.0 % Consolidated adjusted property EBITDA (1) $ 3,271 $ 2,887 13.3 % ____________________ (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 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 our operations with those of 42 Table of Contents our competitors, as well as a basis for determining certain incentive compensation. Integrated Resort companies, including LVSC, 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 LVSC, 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. Nine Months Ended September 30, 2024 2023 (In millions) Consolidated adjusted property EBITDA $ 3,271 $ 2,887 Other Operating Costs and Expenses Stock-based compensation (a) (19) (25) Corporate (215) (166) Pre-opening (10) (13) Development (169) (140) Depreciation and amortization (960) (875) Amortization of leasehold interests in land (45) (43) Loss on disposal or impairment of assets (41) (22) Operating income 1,812 1,603 Other Non-Operating Costs and Expenses Interest income 218 225 Interest expense, net of amounts capitalized (547) (628) Other income (expense) 16 (17) Income tax expense (139) (221) Net income $ 1,360 $ 962 ____________________ (a) During the nine months ended September 30, 2024 and 2023, the Company recorded stock-based compensation expense of $58 million and $58 million, respectively, of which $39 million and $33 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations. Adjusted property EBITDA at our Macao operations increased $186 million compared to the nine months ended September 30, 2023, primarily due to increased revenues across our operations driven by increased visitation at our Integrated Resorts in Macao. Adjusted property EBITDA at Marina Bay Sands increased $198 million compared to the nine months ended September 30, 2023. The increase was primarily due to increased casino and room operations driven by increased visitation, as well as new and elevated suites and rooms and other amenities introduced at Marina Bay Sands. 43 Table of Contents Interest Expense The following table summarizes information related to interest expense: Nine Months Ended September 30, 2024 2023 (Dollars in millions) Interest cost $ 557 $ 633 Less — capitalized interest (10) (5) Interest expense, net $ 547 $ 628 Weighted average total debt balance $ 14,219 $ 15,500 Weighted average interest rate 5.0 % 5.4 % Interest cost decreased $76 million compared to the nine months ended September 30, 2023, primarily due to decreases in the weighted average interest rate from 5.4% to 5.0% and the weighted average total debt balance from $15.50 billion to $14.22 billion. The weighted average interest rate decreased primarily due to lower interest rates on the SCL senior notes in connection with the credit rating upgrades for the Company and SCL to BBB- by S&P on July 26, 2023 and Fitch on February 1, 2024, and a decrease in the interest rates on our Singapore Credit Facility. The weighted average total debt balance decreased primarily due to the repayment of $1.95 billion on the SCL Revolving Facility by October 2023 and repurchases totaling $175 million of the 2025 SCL Senior Notes throughout the three months ended June 30, 2024. Other Factors Affecting Earnings Interest income was $218 million for the nine months ended September 30, 2024, compared to $225 million for the nine months ended September 30, 2023, a decrease of $7 million, which was primarily attributable to a decrease in cash available to invest in the U.S. due to share repurchases, dividends and development-related spend in the last twelve months. This decrease was partially offset by an increased paid-in-kind interest rate under the seller financing loan agreement entered into in connection with the sale of our Las Vegas real property and operations and an increase in cash available to invest in Macao. Other income was $16 million for the nine months ended September 30, 2024, compared to other expense of $17 million for the nine months ended September 30, 2023. Other income during the nine months ended September 30, 2024, was primarily attributable to foreign currency transaction gains of $11 million driven by U.S. dollar denominated debt held by SCL and $6 million driven by U.S. dollar denominated debt and bank deposits held by Marina Bay Sands. Our income tax expense was $139 million on income before income taxes of $1.50 billion for the nine months ended September 30, 2024, resulting in a 9.3% effective income tax rate. This compares to an 18.7% effective income tax rate for the nine months ended September 30, 2023. The income tax expense for the nine months ended September 30, 2024, reflects a 17% statutory tax rate on our Singapore operations, a 21% corporate income tax on our domestic operations, and a zero percent rate on our Macao gaming operations due to our income tax exemption in Macao. On February 5, 2024, the Macao government provided notice that VML and its peers received an income tax exemption on gaming operations for the period January 1, 2023 through December 31, 2027. Additionally, we entered into a shareholder dividend tax agreement with the Macao government in February 2024, effective January 1, 2023 through December 31, 2025, providing an annual payment as a substitution for a 12% tax otherwise due from VML shareholders on dividend distributions paid from VML gaming profits. For the year ended December 31, 2023, income tax expense included an anticipated $57 million shareholder dividend tax based on the information available at the balance sheet date. During the three months ended March 31, 2024, we reversed the $57 million income tax expense and recorded $10 million to corporate expense related to the year ended December 31, 2023, to reflect the terms of the new shareholder dividend tax agreement. The net income attributable to noncontrolling interests was $238 million for the nine months ended September 30, 2024, compared to $123 million for the nine months ended September 30, 2023. These amounts were related to the noncontrolling interest of SCL. 44 Table of Contents Additional Information Regarding our Retail Mall Operations We own and operate retail malls at our Integrated Resorts at The Venetian Macao, The Plaza Macao and Four Seasons Macao, The Londoner Macao, The Parisian Macao and Marina Bay Sands. Management believes being in the retail mall business and, specifically, owning some of the largest retail properties in Asia provides meaningful value for us, particularly as the retail market in Asia continues to grow. Our malls are designed to complement our other unique amenities and service offerings provided by our Integrated Resorts. Our strategy is to seek out desirable tenants that appeal to our patrons and provide a wide variety of shopping options. We generate our mall revenues primarily from leases with tenants through minimum base rents, overage rents and reimbursements for common area maintenance 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 and nine months ended September 30, 2024 and 2023: Shoppes at Venetian Shoppes at Four Seasons Shoppes at Londoner Shoppes at Parisian The Shoppes at Marina Bay Sands (In millions) For the three months ended September 30, 2024 Mall revenues: Minimum rents (1) $ 47 $ 32 $ 11 $ 3 $ 44 Overage rents 4 6 4 1 11 CAM, levies and direct recoveries 8 2 5 2 8 Total mall revenues 59 40 20 6 63 Mall operating expenses: Common area maintenance 4 1 3 1 5 Marketing and other direct operating expenses 3 3 1 1 2 Mall operating expenses 7 4 4 2 7 Property taxes (2) — — — — 1 Mall-related expenses (3) $ 7 $ 4 $ 4 $ 2 $ 8 For the three months ended September 30, 2023 Mall revenues: Minimum rents (1) $ 43 $ 31 $ 9 $ 4 $ 40 Overage rents 7 17 4 1 19 CAM, levies and direct recoveries 8 2 4 2 9 Total mall revenues 58 50 17 7 68 Mall operating expenses: Common area maintenance 3 2 2 1 6 Marketing and other direct operating expenses 2 2 2 — 2 Mall operating expenses 5 4 4 1 8 Property taxes (2) — — — — 2 Mall-related expenses (3) $ 5 $ 4 $ 4 $ 1 $ 10 For the nine months ended September 30, 2024 Mall revenues: Minimum rents (1) $ 137 $ 94 $ 32 $ 12 $ 130 Overage rents 6 14 7 2 27 CAM, levies and direct recoveries 24 8 14 6 23 Total mall revenues 167 116 53 20 180 Mall operating expenses: Common area maintenance 11 4 7 3 16 Marketing and other direct operating expenses 6 5 3 2 5 Mall operating expenses 17 9 10 5 21 Property taxes (2) 1 — — — 3 Mall-related expenses (3) $ 18 $ 9 $ 10 $ 5 $ 24 45 Table of Contents Shoppes at Venetian Shoppes at Four Seasons Shoppes at Londoner Shoppes at Parisian The Shoppes at Marina Bay Sands (In millions) For the nine months ended September 30, 2023 Mall revenues: Minimum rents (1) $ 124 $ 92 $ 25 $ 13 $ 117 Overage rents 14 26 11 4 36 CAM, levies and direct recoveries 23 7 11 6 25 Total mall revenues 161 125 47 23 178 Mall operating expenses: Common area maintenance 10 4 6 3 17 Marketing and other direct operating expenses 7 7 4 2 4 Mall operating expenses 17 11 10 5 21 Property taxes (2) 1 — — — 5 Mall-related expenses (3) $ 18 $ 11 $ 10 $ 5 $ 26 ____________________ Note: This table excludes the results of our retail outlets at Sands Macao. (1) Minimum rents include base rents and straight-line adjustments of base rents. (2) Commercial property that generates rental income is exempt from property tax for the first six years for newly constructed buildings in Cotai. If the property also qualifies for Tourism Utility Status, the property tax exemption can be extended to twelve years with effect from the opening of the property. The exemption for The Venetian Macao and The Plaza Macao and Four Seasons Macao expired, and the exemption for The Londoner Macao and The Parisian Macao will be expiring in December 2027 and September 2028, respectively. (3) Mall-related expenses consist of CAM, marketing fees and other direct operating expenses, property taxes and provision for credit losses, but excludes depreciation and amortization and general and administrative costs. It is common in the mall operating industry for companies to disclose mall net operating income (“NOI”) as a useful supplemental measure of a mall’s operating performance. Because NOI excludes general and administrative expenses, interest expense, impairment losses, depreciation and amortization, gains and losses from property dispositions, allocations to noncontrolling interests and provision for income taxes, it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact on operations from trends in occupancy rates, rental rates and operating costs. In the tables above, we believe taking total mall revenues less mall-related expenses provides an operating performance measure for our malls. Other mall operating companies may use different methodologies for deriving mall-related expenses. As such, this calculation may not be comparable to the NOI of other mall operating companies. Development Projects We regularly evaluate opportunities to improve our product offerings, such as refreshing our meeting and convention facilities, suites and rooms, retail malls, restaurant and nightlife mix and our gaming areas, as well as other anticipated revenue-generating additions to our Integrated Resorts. Macao As part of the gaming concession entered into by VML and the Macao government, VML has a financial commitment to spend 35.80 billion patacas (approximately $4.47 billion at exchange rates in effect on September 30, 2024) through 2032 on both capital and operating projects, including 33.36 billion patacas (approximately $4.17 billion at exchange rates in effect on September 30, 2024) in non-gaming projects that will also appeal to international visitors. We continue work on Phase II of The Londoner Macao, which includes the renovation of the rooms in the Sheraton and Conrad hotel towers, an upgrade of the gaming areas and the addition of new attractions, dining, retail and entertainment offerings. The Londoner Grand casino opened on September 26, 2024. The Sheraton Grand Macao is being converted into the Londoner Grand hotel and will become Macao’s first Marriott international luxury collection hotel. As of September 30, 2024, approximately 300 newly renovated rooms and suites were available for occupancy at the Londoner Grand. These projects have a total estimated cost of $1.2 billion and are expected to be substantially completed in early 2025. 46 Table of Contents Singapore In April 2019, our wholly owned subsidiary, Marina Bay Sands Pte. Ltd. (“MBS”) and the STB entered into a development agreement (the “Second Development Agreement”) pursuant to which MBS has agreed to construct a development (the “MBS Expansion Project”) on a land parcel adjacent to Marina Bay Sands. The MBS Expansion Project will include a hotel tower with luxury rooms and suites, a rooftop attraction, premium gaming areas, convention and meeting facilities and a state-of-the-art live entertainment arena with approximately 15,000 seats. Our estimated total project cost is approximately $8.0 billion, inclusive of financing fees and interest, land premiums and the purchase of an additional 2,000 square meters of gaming area (the “Additional Gaming Area”), increasing Marina Bay Sands’ total approved gaming area to 17,000 square meters across the existing property and the MBS Expansion Project. We have incurred approximately $1.3 billion as of September 30, 2024, inclusive of the payment made in 2019 for the lease of the parcels of land underlying the MBS Expansion Project site. The additional payment due to the Singapore government related to the Additional Gaming Area and changes to the MBS Expansion Project gross floor area allocation is estimated to be approximately $1.0 billion and anticipated to be paid no later than in the first quarter of 2025. On April 3, 2024, MBS and the STB entered into a letter agreement, which further extended the construction commencement deadline to July 8, 2025, and the construction completion deadline to July 8, 2029. We will begin construction as soon as government approvals are received, with an estimated commencement date in June 2025. While our current estimate is that construction will be complete June 2030 with an anticipated opening date in January 2031, any extension of the completion date beyond the July 2029 deadline is subject to the approval of the Singapore government. The renovation of Towers 1 and 2 of Marina Bay Sands is now complete and has introduced world class suites and other luxury amenities at a cost of approximately $1.0 billion. We are continuing with the renovation of the Tower 3 hotel rooms into world class suites and other property changes at an estimated cost of approximately $750 million, with an expected completion by 2025. These renovations at Marina Bay Sands are substantially upgrading the overall guest experience for its premium customers, including new dining and retail experiences, and upgrading the casino floor, among other things. These projects are in addition to the MBS Expansion Project. New York On June 2, 2023, we paid $241 million to acquire the Nassau Veterans Memorial Coliseum (the “Nassau Coliseum”) from Nassau Live Center, LLC and related entities, the owners and operators of an entertainment arena in the State of New York. The purchase of the Nassau Coliseum, which continues to operate following the closing of the sale, primarily included the fixed assets related to the arena and the right to lease the underlying land from the owner, the County of Nassau (the “County”) in the State of New York. We purchased the Nassau Coliseum with the intent to obtain a casino license from the State of New York to develop and operate an Integrated Resort. There is no assurance we will be able to obtain such casino license. Refer to “Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 7 — Leases” for further details. Other We continue to evaluate additional development projects in each of our markets and pursue new development opportunities globally. 47 Table of Contents Liquidity and Capital Resources Cash Flows — Summary Our cash flows consisted of the following: Nine Months Ended September 30, 2024 2023 (In millions) Net cash generated from operating activities $ 2,289 $ 2,221 Cash flows from investing activities: Capital expenditures (1,020) (692) Proceeds from disposal of property and equipment 1 3 Acquisition of intangible assets and other (10) (236) Net cash used in investing activities (1,029) (925) Cash flows from financing activities: Proceeds from exercise of stock options 1 4 Tax withholding on vesting of equity awards (4) (1) Repurchase of common stock (1,300) — Dividends paid (445) (153) Proceeds from long-term debt 1,748 — Repayments on long-term debt (1,979) (1,803) Payments of financing costs (21) (32) Unsettled forward contract for purchase of noncontrolling interest (103) — Capped call option contract (50) — Other (28) (25) Net cash used in financing activities $ (2,181) $ (2,010) Cash Flows — Operating Activities Table games play at our properties is conducted on a cash and credit basis, while slot machine play is primarily conducted on a cash basis. Our rooms, food and beverage and other non-gaming revenues are conducted primarily on a cash basis and to a lesser extent as a trade receivable. Operating cash flows are generally affected by changes in operating income, accounts receivable, gaming related liabilities and interest payments. Cash flows from operating activities for the nine months ended September 30, 2024, increased $68 million compared to the nine months ended September 30, 2023. The increase in cash generated from operations was primarily due to our Macao and Singapore operations generating increased operating income driven by increased visitation in both Macao and Singapore. The increase was partially offset by decreases in cash related to changes in working capital due to our gaming operations. Cash Flows — Investing Activities Capital expenditures for the nine months ended September 30, 2024, totaled $1.02 billion. Included in this amount was $534 million for construction and development activities in Macao, which consisted of $348 million for The Londoner Macao, $155 million for The Venetian Macao, $11 million for The Parisian Macao, $10 million for Sands Macao, $9 million for The Plaza Macao and Four Seasons Macao and $1 million for ferry operations and other, and $454 million for construction activities at Marina Bay Sands in Singapore, primarily due to the room renovations being completed across the property. Additionally, we funded $32 million for corporate and other costs. Capital expenditures for the nine months ended September 30, 2023, totaled $692 million. Included in this amount was $400 million for construction activities at Marina Bay Sands in Singapore and $124 million for construction and development activities in Macao, which consisted of $66 million for The Londoner Macao, $44 million for The Venetian Macao, $8 million for The Plaza Macao and Four Seasons Macao, $3 million for Sands Macao and $3 million for The Parisian Macao. Additionally, we funded $168 million for corporate and other costs. Net cash flows from investing activities for the nine months ended September 30, 2023, included a payment of $221 million related to the purchase of the Nassau Coliseum. 48 Table of Contents Cash Flows — Financing Activities Net cash flows used in financing activities were $2.18 billion for the nine months ended September 30, 2024. We utilized $1.30 billion for common stock repurchases and $445 million for dividend payments related to our stockholder return of capital program, and funded $103 million for a forward contract to purchase common stock of SCL to increase our equity ownership in SCL and $50 million for a capped call contract to purchase common stock of LVSC. There were net repayments of long-term debt of $231 million primarily related to the repurchase of $175 million of SCL senior notes for $174 million (see below). Lastly, we paid $21 million in deferred offering costs, primarily related to the new LVSC revolving credit agreement and the issuance of new LVSC senior notes, and $28 million in other financial liability payments. Net cash flows used in financing activities were $2.01 billion for the nine months ended September 30, 2023, which was primarily attributable to $1.80 billion in repayments on long-term debt, primarily related to the repayment on the SCL revolving facility of $1.70 billion, $153 million in dividend payments, $32 million in deferred offering costs, primarily relating to the amendment and restatement of the 2018 SCL Credit Facility, and $25 million in other financial liability payments. Capital Financing Overview We fund our development projects primarily through borrowings from our debt instruments and operating cash flows. On April 3, 2024, LVSC entered into a revolving credit agreement with the arrangers and lenders named therein and The Bank of Nova Scotia, as administrative agent for the lenders (the “2024 LVSC Revolving Credit Agreement”), pursuant to which the lenders provided unsecured, revolving credit commitments to LVSC in an aggregate principal amount of $1.50 billion (the “2024 LVSC Revolving Facility”), which are available until April 3, 2029, and include a $150 million sub-facility for letters of credit. LVSC may utilize the proceeds of the loans for general corporate purposes and working capital requirements of LVSC and its subsidiaries and any other purpose not prohibited by the 2024 LVSC Revolving Credit Agreement. Upon entering into the 2024 LVSC Revolving Credit Agreement, the existing LVSC Revolving Credit Agreement was terminated. The terms and conditions under the 2024 LVSC Revolving Credit Agreement are similar to those under the LVSC Revolving Credit Facility. Refer to “Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 3 — Long-Term Debt” for further details. On May 16, 2024, we issued, in an underwritten public offering, three series of senior unsecured notes in an aggregate principal amount of $1.75 billion (see “Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 3 — Long-Term Debt”). The net proceeds from the offering and cash on hand were used to repay in full the outstanding borrowings under the 3.200% Senior Notes due 2024, resulting in a loss on early retirement of debt of $1 million. During the three months ended June 30, 2024, SCL repurchased $175 million of the outstanding principal amount of $1.80 billion of its 5.125% Senior Notes due August 8, 2025 (“2025 SCL Senior Notes”), resulting in a gain on early retirement of debt of approximately $1 million. As of September 30, 2024, the 2025 SCL Senior Notes had a remaining aggregate principal amount of $1.63 billion. On October 23, 2024, SCL entered into a new facility agreement (the “2024 SCL Credit Facility”) with the arrangers and lenders named therein and Bank of China Limited, Macau Branch, as agent for the lenders. In connection with the entry into the 2024 SCL Credit Facility, the commitments under SCL’s existing 2018 SCL Credit Facility terminated. The 2024 SCL Credit Facility provides for a 19.50 billion Hong Kong dollars (“HKD,” approximately $2.51 billion at exchange rates in effect on September 30, 2024) unsecured revolving credit facility (the “2024 SCL Revolving Facility”). SCL may draw revolving loans under the 2024 SCL Revolving Facility from time to time until September 24, 2029 (or if that day is not a business day in Hong Kong or Macao, the next business day), for general corporate and working capital requirements of SCL and its subsidiaries, subject to certain restrictions set forth in the 2024 SCL Credit Facility. The final maturity date of all loans drawn under the 2024 SCL Credit Facility is October 23, 2029. The 2024 SCL Credit Facility also makes available an HKD 12.95 billion (approximately $1.67 billion at exchange rates in effect on September 30, 2024) unsecured term loan facility (the “2024 SCL Term Loan Facility”). SCL may make a drawdown under the 2024 SCL Term Loan Facility at any time until August 31, 2025, for the purpose of repaying amounts outstanding under its unsecured 5.125% Senior Notes due August 2025. The final maturity date of such loan drawn under the 2024 SCL Term Loan Facility is the date falling on the fifth anniversary of the date on which such loan is drawn. Refer to “Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 3 — Long-Term Debt” for further details. 49 Table of Contents Our U.S., SCL and Singapore credit facilities, as amended, contain various financial covenants, which include maintaining a maximum leverage ratio, as defined per the respective facility agreements. As of September 30, 2024, our U.S., SCL and Singapore leverage ratios, as defined per the respective credit facility agreements, were 2.54x, 3.11x and 1.54x, respectively, compared to the maximum leverage ratios allowed of 4.00x, 5.00x and 4.50x, respectively. Under the new 2024 SCL Credit Facility, the maximum leverage ratio allowed is 4.00x beginning with the quarterly period ending December 31, 2024. If we are unable to maintain compliance with the financial covenants under these credit facilities, we would be in default under the respective credit facilities. We held unrestricted cash and cash equivalents of approximately $4.21 billion and restricted cash of approximately $125 million as of September 30, 2024, of which approximately $2.71 billion of the unrestricted amount is held by non-U.S. subsidiaries. Of the $2.71 billion, approximately $2.16 billion is available to be repatriated, either in the form of dividends or via intercompany loans or advances, to the U.S., subject to levels of earnings, cash flow generated from gaming operations and various other factors, including dividend requirements to third-party public stockholders in the case of funds being repatriated from SCL, compliance with certain local statutes, laws and regulations currently applicable to our subsidiaries and restrictions in connection with their contractual arrangements. 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. We believe we have a strong balance sheet and sufficient liquidity in place, including unrestricted cash and cash equivalents of $4.21 billion and cash flow generated from operations, as well as $4.47 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 $2.88 billion at exchange rates in effect on September 30, 2024) under our Singapore Delayed Draw Term Facility as of September 30, 2024 (only available for draws after the construction cost estimate and construction schedule for the MBS Expansion Project have been delivered to the lenders). We believe we are well positioned to support our operations, maintain compliance with the financial covenants of our credit facilities and fund our working capital needs, committed and planned capital expenditures, development opportunities, debt obligations and dividend commitments, as well as meet our commitments under the Macao Concession. 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. On February 14, May 15 and August 14, 2024, we paid a quarterly dividend of $0.20 per common share as part of a regular cash dividend program and, during the nine months ended September 30, 2024, recorded $446 million as a distribution against retained earnings. In October 2024, our Board of Directors declared a quarterly dividend of $0.20 per common share (a total estimated to be approximately $145 million) to be paid on November 13, 2024, to stockholders of record on November 5, 2024. Our Board of Directors announced a $0.20 increase in the Company’s recurring common stock dividend for the 2025 calendar year, raising the annual dividend to $1.00 per share ($0.25 per share per quarter). Our Board of Directors will continue to assess the level of appropriateness of any cash dividends. On September 9, 2024, the Company’s wholly owned subsidiary, Venetian Venture Development II (“VVDI II”), entered into a Master Confirmation and Supplemental Confirmation (collectively, the “Second Forward Purchase Agreement”) with a financial institution (the “Dealer”) relating to the purchase of the common stock of SCL (the “Second Forward Purchase Transaction”), in which VVDI II made an upfront payment of HKD 800 million (approximately $103 million at exchange rates as of the date of the transaction). All purchases under the Second Forward Purchase Transaction were completed by October 22, 2024, with a settlement date of October 28, 2024, when the Dealer will deliver approximately 23 million shares of SCL common stock to us, representing an average price of HKD 14.64 per share. The additional shares will result in an increase of our ownership of SCL to approximately 71.31% . Due to the Second Forward Purchase Transaction reaching the Cap Amount (as defined in the agreement) during the term of the agreement, approximately $59 million will be returned to VVDI II in the form of cash. Share Repurchase Program During the nine months ended September 30, 2024, we repurchased 28,746,681 shares of our common stock for $1.31 billion (including commissions and $13 million in excise tax) under our share repurchase program. All share repurchases of our common stock have been recorded as treasury stock. Subsequently, on October 22, 2024, our Board of Directors authorized increasing the remaining share repurchase amount from $195 million to $2.0 billion and extending the share repurchase program’s expiration date to November 3, 2026. Repurchases of our common stock are made at our discretion in accordance with applicable federal securities laws in the open market or otherwise. The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including our financial position, earnings, cash flows, legal requirements, other investment opportunities and market conditions. 50 Table of Contents Aggregate Indebtedness and Other Contractual Obligations As of September 30, 2024, 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, 2023, with the exception of the extinguishment of the 2024 LVSC Senior Notes, the new LVSC Senior Notes, the partial repurchase of the 2025 SCL Senior Notes and the decrease in fixed interest payments on the SCL Senior Notes due to an upgraded credit rating from Fitch. Payments Due by Period 2024 (1) 2025 - 2026 2027 - 2028 Thereafter Total (In millions) Long-Term Debt Obligations (2) LVSC Senior Notes $ — $ 1,500 $ 750 $ 1,750 $ 4,000 SCL Senior Notes — 2,425 2,600 1,950 6,975 Fixed Interest Payments 47 865 553 359 1,824 Total $ 47 $ 4,790 $ 3,903 $ 4,059 $ 12,799 _______________________ (1) Represents the three-month period ending December 31, 2024. (2) See “Item 1 — Financial Statements — Notes to Consolidated Financial Statements — Note 3 — Long-Term Debt” for further details on these financing transactions. Special Note Regarding Forward-Looking Statements This Quarterly Report on Form 10-Q contains forward-looking statements made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include the discussions of our business strategies and expectations concerning future operations, margins, profitability, liquidity and capital resources. In addition, in certain portions included in this report, the words: “anticipates,” “believes,” “continues,” “estimates,” “expects,” “intends,” “may,” “plans,” “positions,” “remains,” “seeks,” “will,” “would,” and similar expressions, as they relate to our Company or management, are intended to identify forward-looking statements. Although we believe these forward-looking statements are reasonable, we cannot assure you any forward-looking statements will prove to be correct. These statements represent our expectations, beliefs, intentions or strategies concerning future events that, by their nature, involve known and unknown risks, uncertainties and other factors beyond our control, which may cause our actual results, performance, achievements or other expectations to be materially different from any future results, performance, achievements or other expectations expressed or implied by these forward-looking statements. These factors include, but are not limited to, the risks associated with: • our ability to maintain our concession in Macao and gaming license in Singapore; • our ability to invest in future growth opportunities, or attempt to expand our business in new markets and new ventures; • the ability to execute our previously announced capital expenditure programs, and produce future returns; • general economic and business conditions internationally, which may impact levels of disposable income, consumer spending, group meeting business, pricing of hotel rooms and retail and mall tenant sales; • disruptions or reductions in travel and our operations due to natural or man-made disasters, pandemics, epidemics or outbreaks of infectious or contagious diseases, political instability, civil unrest, terrorist activity or war; • the uncertainty of consumer behavior related to discretionary spending and vacationing at our Integrated Resorts in Macao and Singapore; • the extensive regulations to which we are subject and the costs of compliance or failure to comply with such regulations; • new developments and construction projects at our existing properties (for example, development at our Cotai Strip properties and the MBS Expansion Project); 51 Table of Contents • regulatory policies in China or other countries in which our patrons reside, or where we have operations, including visa restrictions limiting the number of visits or the length of stay for visitors from China to Macao, restrictions on foreign currency exchange or importation of currency, and the judicial enforcement of gaming debts; • the possibility that the laws and regulations of mainland China become applicable to our operations in Macao and Hong Kong; • the possibility that economic, political and legal developments in Macao adversely affect our Macao operations, or that there is a change in the manner in which regulatory oversight is conducted in Macao; • our leverage, debt service and debt covenant compliance, including the pledge of certain of our assets (other than our equity interests in our subsidiaries) as security for our indebtedness and ability to refinance our debt obligations as they come due or to obtain sufficient funding for our planned, or any future, development projects; • fluctuations in currency exchange rates and interest rates, and the possibility of increased expense as a result; • increased competition for labor and materials due to planned construction projects in Macao and Singapore and quota limits on the hiring of foreign workers; • our ability to compete for limited management and labor resources in Macao and Singapore, and policies of those governments that may also affect our ability to employ imported managers or labor from other countries; • our dependence upon properties primarily in Macao and Singapore for all of our cash flow and the ability of our subsidiaries to make distribution payments to us; • the passage of new legislation and receipt of governmental approvals for our operations in Macao and Singapore and other jurisdictions where we are planning to operate; • the ability of our insurance coverage to cover all possible losses that our properties could suffer and the potential for our insurance costs to increase in the future; • our ability to collect gaming receivables from our credit players; • the collectability of our outstanding loan receivable; • our dependence on chance and theoretical win rates; • fraud and cheating that could result in losses in our gaming operations and reputational harm; • our ability to establish and protect our intellectual property rights; • reputational risk related to the license of certain of our trademarks; • the possibility that our securities may be prohibited from being traded in the U.S. securities market under the Holding Foreign Companies Accountable Act; • conflicts of interest that arise because certain of our directors and officers are also directors and officers of SCL; • government regulation of the casino industry (as well as new laws and regulations and changes to existing laws and regulations), including gaming license regulation, the requirement for certain beneficial owners of our securities to be found suitable by gaming authorities, the legalization of gaming in other jurisdictions and regulation of gaming on the internet; • increased competition in Macao, including recent and upcoming increases in hotel rooms, meeting and convention space, retail space, potential additional gaming licenses and online gaming; • the popularity of Macao and Singapore as convention and trade show destinations; • new taxes, changes to existing tax rates or proposed changes in tax legislation; • the continued services of our key officers; • any potential conflict between the interests of our Principal Stockholders and us; • labor actions and other labor problems; • our failure to maintain the integrity of our information and information systems or comply with applicable privacy and data security requirements and regulations; 52 Table of Contents • the completion of infrastructure projects in Macao; • limitations on the transfers of cash to and from our subsidiaries, limitations of the pataca exchange markets and restrictions on the export of the renminbi; • the outcome of any ongoing and future litigation; and • potential negative impacts from environmental, social and governance and sustainability matters. All future written and verbal forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. Readers are cautioned not to place undue reliance on these forward-looking statements. Any forward-looking statement speaks only as of the date on which such statement is made, and we assume no obligation to update any forward-looking statements after the date of this report as a result of new information, future events or developments, except as required by federal securities laws. Investors and others should note we announce material financial information using our investor relations website ( https://investor.sands.com ), our company website, SEC filings, investor events, news and earnings releases, public conference calls and webcasts. We use these channels to communicate with our investors and the public about our company, our products and services, and other issues. In addition, we post certain information regarding SCL, a subsidiary of LVSC with ordinary shares listed on The Stock Exchange of Hong Kong Limited, from time to time on our company website and our investor relations website. It is possible the information we post regarding SCL could be deemed to be material information. The contents of these websites are not intended to be incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we file, and any reference to these websites are intended to be inactive textual references only. 53 Table of Contents