MGM Resorts International is referred to as the “Company,” “MGM Resorts,” or the “Registrant,” and together with its subsidiaries may also be referred to as “we,” “us” or “our.” MGM China Holdings Limited together with its subsidiaries is referred to as “MGM China.” Except where the context indicates otherwise, “MGP” refers to MGM Growth Properties LLC together with its consolidated subsidiaries.
−Removed: MGM Resorts International is a Delaware corporation incorporated in 1986 that acts largely as a holding company and, through subsidiaries, owns and operates integrated casino, hotel, and entertainment resorts across the United States and in Macau.
+Added: MGM Resorts International is a Delaware corporation incorporated in 1986 that acts largely as a holding company and, through subsidiaries, is a global gaming and entertainment company with domestic and international locations featuring best-in-class hotels and casinos, state-of-the-art meeting and conference spaces, incredible live and theatrical entertainment experiences, and an extensive array of restaurant, nightlife and retail offerings, and sports betting and online gaming operations.
We believe we operate several of the finest casino resorts in the world and we continually reinvest in our resorts to maintain our competitive advantage.
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Ensuring our resorts are the premier resorts in their respective markets requires capital investments to maintain the best possible experiences for our guests.
−Removed: MGM Growth Properties LLC (“MGP”), is a consolidated subsidiary of the Company.
−Removed: Substantially all of its assets are owned by and substantially all of its businesses are conducted through its subsidiary MGM Growth Properties Operating Partnership LP (the “Operating Partnership”).
−Removed: As of December 31, 2021, we lease the real estate assets of The Mirage, Luxor, New York-New York, Park MGM, Excalibur, The Park, Gold Strike Tunica, MGM Grand Detroit, Beau Rivage, Borgata, Empire City, MGM National Harbor, MGM Northfield Park, and MGM Springfield pursuant to a master lease agreement between a subsidiary of ours and a subsidiary of the Operating Partnership.
−Removed: See Note 1 in the accompanying consolidated financial statements for information regarding MGP and the Operating Partnership, which we consolidate in our financial statements, and Note 18 in the accompanying consolidated financial statements for information regarding the master lease with MGP, which eliminates in consolidation.
−Removed: We lease the real estate assets of Bellagio pursuant to a lease agreement between a subsidiary of ours and a venture that is 5% owned by such subsidiary and 95% owned by a subsidiary of Blackstone Real Estate Income Trust, Inc.
−Removed: (“BREIT”, and such venture, the “Bellagio BREIT Venture”).
−Removed: We lease the real estate assets of Mandalay Bay and MGM Grand Las Vegas pursuant to a lease agreement between a subsidiary of ours and a venture that is 50.1% owned by a subsidiary of the Operating Partnership and 49.9% owned by a subsidiary of BREIT (such venture, the “MGP BREIT Venture”).
−Removed: We lease the real estate assets of Aria (including Vdara) pursuant to a lease agreement between a subsidiary of ours and funds managed by The Blackstone Group Inc.
−Removed: ("Blackstone").
−Removed: Refer to Note 11 for further discussion of these leases.
+Added: We also believe that through our online gaming operations, we can create a scaled global online gaming business.
+Added: As of December 31, 2022, we operate 17 domestic casino resorts and, through our 56% controlling interest in MGM China Holdings Limited (together with its subsidiaries, “MGM China”), which owns MGM Grand Paradise, S.A.
+Added: (“MGM Grand Paradise”), operate two casino resorts in Macau.
+Added: We also have global online gaming operations through our consolidated subsidiary LeoVegas AB (“LeoVegas”) and our unconsolidated 50% owned venture, BetMGM, LLC (“BetMGM”).
+Added: We lease the real estate assets of our domestic resorts pursuant to triple-net lease agreements, as further discussed in Note 11.
+Added: Prior to the closing of the VICI Transaction (defined below), MGM Growth Properties LLC (“MGP”), was a consolidated subsidiary of ours and, through its subsidiary MGM Growth Properties Operating Partnership LP (“MGP OP”), was the landlord of certain of our domestic properties pursuant to an intercompany master lease arrangement.
Business Developments
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At the same time, we have continued to focus on key growth opportunities that align with our vision, particularly by investing in U.S.
−Removed: online sports betting and iGaming through BetMGM, expanding our digital capabilities, and seeking to diversify our Asia operations with development efforts in Japan.
−Removed: As part of that business strategy, we have sought, and executed on, opportunities to invest in our growth areas, divest our real estate assets, and acquire, or enter into venture transactions with respect to the operations of integrated casino, hotel, and entertainment resorts, including through the following transactions:
−Removed: • In July 2018, we and Entain plc (“Entain”) formed BetMGM, LLC (“BetMGM”), a venture that is owned 50% by each party.
−Removed: In connection with its formation, we provided BetMGM with exclusive access to all of our domestic landbased and online sports betting, major tournament poker, and online gaming operations and Entain provided BetMGM with exclusive access to its technology in the United States.
+Added: online sports betting and iGaming through BetMGM, acquiring LeoVegas to expand our global online presence, expanding our digital capabilities, and seeking to diversify our Asia operations with development efforts in Japan.
+Added: As part of that business strategy, we have sought and executed on opportunities to invest in our growth areas, divest our real estate assets, and acquire, or enter into venture transactions, with respect to online gaming and the operations of integrated casino, hotel, and entertainment resorts, including through the following transactions:
+Added: • In July 2018, we and Entain plc (“Entain”) formed BetMGM.
+Added: In connection with its formation, we provided BetMGM with exclusive access to all of our domestic land based and online sports betting, major tournament poker, and online gaming operations and Entain provided BetMGM with exclusive access to its technology in the United States.
• In January 2019, we acquired the real property and operations associated with Empire City Casino's racetrack and casino (“Empire City”) for total consideration of approximately $865 million.
−Removed: Subsequently, MGP acquired
−Removed: Empire City’s developed real property from us and Empire City was added to the master lease between us and MGP.
−Removed: Refer to Note 4 and Note 18 for additional information.
−Removed: • In March 2019, we entered into an amendment to the master lease between us and MGP with respect to improvements made by us related to the rebranding of the Park MGM and NoMad Las Vegas property (the “Park MGM Transaction”).
−Removed: Refer to Note 18 for additional information on this transaction, which eliminates in consolidation.
−Removed: • Additionally, in November 2019, Bellagio BREIT Venture was formed, which acquired the Bellagio real estate assets from us for total consideration of $4.25 billion, and leased such assets back to us pursuant to a lease agreement.
+Added: Subsequently, MGP acquired Empire City’s developed real property from us and Empire City was added to the master lease with MGP.
+Added: • In March 2019, we entered into an amendment to the master lease with MGP with respect to improvements made by us related to the rebranding of the Park MGM and NoMad Las Vegas property.
+Added: • In November 2019, the venture that is 5% owned by a subsidiary of ours and 95% owned by a subsidiary of Blackstone Real Estate Investment Trust, Inc.
+Added: (“BREIT”, such venture, the “Bellagio BREIT Venture”) was formed, which acquired the Bellagio real estate assets from us for total consideration of $4.25 billion, and leased such assets back to us pursuant to a lease agreement.
Refer to Note 11 for additional information relating to the lease and Note 12 for the guarantee entered into in connection with the transaction.
• In December 2019, we completed the sale of Circus Circus Las Vegas and adjacent land for $825 million.
−Removed: See Note 16 for additional information related to this transaction.
−Removed: • On February 14, 2020, we completed a series of transactions (collectively the “MGP BREIT Venture Transaction”) pursuant to which the real estate assets of MGM Grand Las Vegas and Mandalay Bay (including Mandalay Place) were contributed to the newly formed MGP BREIT Venture in exchange for total consideration of $4.6 billion.
+Added: • On February 14, 2020, we completed a series of transactions (collectively the “MGM Grand Las Vegas and Mandalay Bay transaction”) pursuant to which the real estate assets of MGM Grand Las Vegas and Mandalay Bay (including Mandalay Place) were contributed to the newly formed venture that was 50.1% owned by a subsidiary of MGP OP and 49.9% by a subsidiary of BREIT (such venture, the “VICI BREIT Venture”) in exchange for total consideration of $4.6 billion.
See Note 1 for further discussion on the transaction and Note 12 for the guarantee entered into in connection with the transaction.
−Removed: • In connection with the MGP BREIT Venture Transaction, MGP BREIT Venture entered into a lease with us for the real estate assets of Mandalay Bay and MGM Grand Las Vegas.
−Removed: Additionally, the master lease with MGP was modified to remove the Mandalay Bay property and the annual cash rent under the MGP master lease was reduced by $133 million, as further discussed in Note 18.
−Removed: Refer to Note 11 for additional information relating to the lease.
−Removed: • Also, on January 14, 2020, we, the Operating Partnership, and MGP entered into a waiver agreement pursuant to which approximately 30 million Operating Partnership units that we held were redeemed for $700 million on May 18, 2020 and approximately 24 million Operating Partnership units that we held were redeemed for $700 million on December 2, 2020.
+Added: • In connection with the MGM Grand Las Vegas and Mandalay Bay transaction, VICI BREIT Venture entered into a lease with us for the real estate assets of Mandalay Bay and MGM Grand Las Vegas.
+Added: Additionally, the master lease with MGP was modified to remove the Mandalay Bay property.
+Added: • Also, on January 14, 2020, we, MGP OP, and MGP entered into a waiver agreement pursuant to which approximately 30 million MGP OP units that we held were redeemed for $700 million on May 18, 2020 and approximately 24 million MGP OP units that we held were redeemed for $700 million on December 2, 2020.
As a result, the waiver terminated in accordance with its terms.
Refer to Note 1 for further information regarding this transaction, which eliminates in consolidation.
−Removed: • On March 4, 2021, we delivered a notice of redemption to MGP covering approximately 37 million Operating Partnership units that we held which was satisfied with aggregate cash proceeds of approximately $1.2 billion, using cash on hand together with the proceeds from MGP's issuance of Class A shares.
−Removed: See Note 13 for information regarding this transaction, which eliminates in consolidation.
−Removed: • On August 4, 2021, we entered into an agreement with VICI Properties, Inc.
−Removed: (“VICI”) and MGP whereby VICI will acquire MGP in a stock-for-stock transaction (such transaction, the “VICI Transaction”).
−Removed: Pursuant to the agreement, MGP Class A shareholders will receive 1.366 shares of newly issued VICI stock in exchange for each MGP Class A share outstanding and we will receive 1.366 units of the new VICI operating partnership (“VICI OP”) in exchange for each Operating Partnership unit held by us.
−Removed: In connection with the exchange, VICI OP will redeem the majority of our VICI OP units for cash consideration of $4.4 billion.
−Removed: MGP’s Class B share that is held by us will be cancelled.
−Removed: As part of the transaction, we will enter into an amended and restated master lease with VICI.
−Removed: The transaction is expected to close in the first half of 2022, subject to customary closing conditions, regulatory approvals, and approval by VICI stockholders (which was obtained on October 29, 2021).
−Removed: Refer to Note 1 for further information.
−Removed: • On September 26, 2021, we entered into an agreement to acquire the operations of The Cosmopolitan of Las Vegas ("The Cosmopolitan") for cash consideration of $1.625 billion, subject to customary working capital adjustments.
−Removed: Additionally, the Company will enter into a lease agreement for the real estate assets of The Cosmopolitan.
−Removed: The transaction is expected to close in the first half of 2022, subject to regulatory approvals and other customary closing conditions.
−Removed: Refer to Note 1 for further information.
−Removed: • On September 27, 2021, we completed the acquisition of the 50% ownership interest in CityCenter Holdings, LLC ("CityCenter") held by Infinity World Development Corp ("Infinity World"), a wholly owned subsidiary of Dubai World, a Dubai, United Arab Emirates government decree entity, for cash consideration of $2.125 billion.
+Added: • On March 4, 2021, we delivered a notice of redemption to MGP covering approximately 37 million MGP OP units that we held which was satisfied with aggregate cash proceeds of approximately $1.2 billion, using cash on hand together with the proceeds from MGP’s issuance of Class A shares.
+Added: See Note 13 for information regarding this transaction, which eliminated in consolidation.
+Added: • On September 27, 2021, we completed the acquisition of the remaining 50% ownership interest in CityCenter Holdings, LLC (“CityCenter”) for cash consideration of $2.125 billion.
Refer to Note 4 for additional information on this acquisition.
−Removed: • On September 28, 2021, we sold the real estate assets of Aria (including Vdara) to funds managed by Blackstone for cash consideration of $3.89 billion and entered into a lease through which the real property is leased back to a subsidiary of the Company.
+Added: • On September 28, 2021, we sold the real estate assets of Aria and Vdara to funds managed by The Blackstone Group Inc.
+Added: (“Blackstone”) for cash consideration of $3.89 billion and entered into a lease through which the real property is leased back to a subsidiary of ours.
Refer to Note 11 for discussion of the lease agreement.
• On September 28, 2021, we announced that we, together with our venture partner, ORIX Corporation (“ORIX”), were selected by Osaka as the region’s integrated resort partner.
−Removed: In December 2021, we and ORIX formed a venture, through which we will bid to develop one of Japan's first integrated resorts.
−Removed: • On October 29, 2021, MGP acquired the real estate assets of MGM Springfield from us for cash consideration of $400 million and MGM Springfield was added to the MGP master lease between us and MGP through which MGP leases back the real property to a subsidiary of ours.
−Removed: Transactions with MGP, including transactions under the MGP master lease, have been eliminated in our consolidation of MGP.
−Removed: Refer to Note 18 for further discussion of the master lease with MGP.
−Removed: • On December 13, 2021, we entered into an agreement to sell the operations of The Mirage to an affiliate of Seminole Hard Rock Entertainment, Inc.
+Added: In December 2021, we and ORIX formed a venture, through which we bid to develop one of Japan's first integrated resorts.
+Added: On April 27, 2022, we, together with Osaka prefecture/city and our partners at ORIX, submitted an Area Development Plan to Japan’s central government.
+Added: • On October 29, 2021, MGP acquired the real estate assets of MGM Springfield from us for cash consideration of $400 million and MGM Springfield was added to the master lease with MGP.
+Added: Transactions with MGP, including transactions under the master lease with MGP, have been eliminated in our consolidation of MGP.
+Added: • On April 29, 2022, we completed a series of transactions with VICI Properties, Inc.
+Added: (“VICI”) and MGP whereby VICI acquired MGP in a stock-for-stock transaction (such transaction, the “VICI Transaction”).
+Added: MGP Class A shareholders received 1.366 shares of newly issued VICI stock in exchange for each MGP Class A share outstanding and we received 1.366 units of VICI Properties OP LLC (“VICI OP”) in exchange for each MGP OP unit held by us.
+Added: In connection with the exchange, VICI OP redeemed the majority of our VICI OP units, with us retaining an approximate 1% ownership interest in VICI OP.
+Added: MGP’s Class B share that was held by us was cancelled.
+Added: We no longer hold a controlling interest in MGP and deconsolidated MGP upon the closing of the VICI Transaction.
+Added: Refer to Note 4 for further discussion of the VICI Transactions.
+Added: In connection with the VICI Transaction, we entered into an amended and restated master lease with VICI.
+Added: Refer to Note 11 for further discussion of the lease.
+Added: • On May 17, 2022, we acquired the operations of The Cosmopolitan of Las Vegas (“The Cosmopolitan”) for cash consideration of $1.625 billion, plus working capital adjustments for a total purchase price of approximately $1.7 billion.
+Added: Additionally, we entered into a lease agreement for the real estate assets of The Cosmopolitan.
+Added: See Note 4 and Note 11 for discussion of the transaction and lease, respectively.
+Added: • On September 7, 2022, we acquired LeoVegas through a tender offer at a cash price of SEK 61 per share, for a total fair value of equity interests acquired of approximately $556 million, inclusive of cash settlement of equity awards.
+Added: See Note 4 for discussion of this transaction.
+Added: • On December 16, 2022, we were awarded a new gaming concession, which permits the operation of games of chance or other games in casinos in Macau, commencing on January 1, 2023.
+Added: • On December 19, 2022, we completed the sale of the operations of The Mirage to an affiliate of Seminole Hard Rock Entertainment, Inc.
("Hard Rock") for cash consideration of $1.075 billion, subject to certain purchase price adjustments.
−Removed: Upon closing, the master lease between us and VICI (or MGP in the event that the VICI Transaction is terminated) will be amended and restated to reflect a $90 million reduction in annual cash rent.
−Removed: The transaction is expected to close during the second half of 2022, subject to certain closing conditions, including, but not limited to, the consummation or termination of the VICI Transaction and receipt of regulatory approvals.
−Removed: Refer to Note 1 for further information.
+Added: At closing, the master lease with VICI was amended to remove The Mirage and reflect a $90 million reduction in annual cash rent.
+Added: Refer to Note 4 for further discussion of this transaction.
+Added: • On February 15, 2023, we completed the sale of the operations of Gold Strike Tunica to CNE Gaming Holdings, LLC (“CNE”), a subsidiary of Cherokee Nation Business, for cash consideration of $450 million, subject to certain purchase price adjustments.
+Added: At closing, the master lease with VICI was amended to remove Gold Strike Tunica and reflect a $40 million reduction in annual cash rent.
+Added: Refer to Note 4 for further discussion of this transaction.
For additional information relating to our acquisitions, divestitures, venture transactions, and other arrangements, including those referred to above, see “Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations,” as well as the notes to our consolidated financial statements specified above.
−Removed: Financial Impact of COVID-19.
−Removed: Management's Discussion and Analysis of Financial Condition and Results of Operations — Description of our business and key performance indicators — Financial Impact of COVID-19” for more information about the effect of the COVID-19 pandemic on our business and our recovery.
+Added: Impact of COVID-19.
+Added: Management's Discussion and Analysis of Financial Condition and Results of Operations — Description of our business and key performance indicators — Impact of COVID-19” for more information about the effect of the COVID-19 pandemic on our business and our recovery.
For a discussion of the risks to our business resulting from COVID-19, see “Item 1A.
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We rely on the ability of our resorts to generate operating cash flow to fund capital expenditures, provide excess cash flow for future development, acquisitions or investments, and repay debt financings.
−Removed: Our results of operations do not tend to be seasonal in nature as all of our casino resorts, except as otherwise described related to the impact of COVID-19, typically operate 24 hours a day, every day of the year, with the exception of Empire City, which operates 20 hours a day, every day of the year, though a variety of factors may affect the results of any interim period, including the timing of major conventions, Far East baccarat volumes, the amount and timing of marketing and special events for our high-end gaming customers, and the level of play during major holidays, including New Year and Lunar New Year.
+Added: Our results of operations do not tend to be seasonal in nature as all of our casino resorts, except as otherwise described related to the impact of COVID-19, typically operate 24 hours a day, every day of the year, with the exception of Empire City, which operates 20 hours a day, every day of the year, though a variety of factors may affect the results of any interim period, including the timing of major conventions, Far East baccarat volumes, the timing of entertainment and sports events, the amount and timing of marketing and special events for our high-end gaming customers, and the level of play during major holidays, including New Year and Lunar New Year.
Our primary casino and hotel operations are owned and managed by us.
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Las Vegas Strip Resorts consists of the following casino resorts:
−Removed: Aria (including Vdara) (upon acquisition in September 2021), Bellagio, MGM Grand Las Vegas (including The Signature), Mandalay Bay (including Delano and Four Seasons), The Mirage, Luxor, New York-New York (including The Park), Excalibur, Park MGM (including NoMad Las Vegas) and Circus Circus Las Vegas (until the sale of such property in December 2019).
+Added: Aria (including Vdara) (upon its acquisition in September 2021), Bellagio, The Cosmopolitan (upon its acquisition in May 2022), MGM Grand Las Vegas (including The Signature), Mandalay Bay (including Delano and Four Seasons), The Mirage (until its
+Added: disposition in December 2022), Luxor, New York-New York (including The Park), Excalibur, and Park MGM (including NoMad Las Vegas).
Regional Operations.
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Beau Rivage in Biloxi, Mississippi;
−Removed: Gold Strike Tunica in Tunica, Mississippi;
−Removed: Borgata in Atlantic City, New
+Added: Gold Strike Tunica in Tunica, Mississippi (until its disposition in February 2023);
+Added: Borgata in Atlantic City, New Jersey;
MGM National Harbor in Prince George’s County, Maryland;
MGM Springfield in Springfield, Massachusetts;
−Removed: Empire City in Yonkers, New York (upon its acquisition in January 2019);
−Removed: and MGM Northfield Park in Northfield Park, Ohio (upon MGM’s acquisition of the operations from MGP in April 2019).
+Added: Empire City in Yonkers, New York;
+Added: and MGM Northfield Park in Northfield Park, Ohio.
Over half of the net revenue from our Las Vegas Strip Resorts is typically derived from non-gaming operations, including hotel, food and beverage, entertainment and other non-gaming amenities and the majority of the net revenue from our Regional Operations is typically derived from gaming operations.
−Removed: Although our domestic customer mix has changed in the near term as a result of the COVID-19 pandemic, our long-term strategy continues to be to market to different customers and utilize our significant convention and meeting facilities to allow us to maximize hotel occupancy and customer volumes, which also leads to better labor utilization.
+Added: Our long-term strategy continues to be to market to different customers and utilize our significant convention and meeting facilities to allow us to maximize hotel occupancy and customer volumes, which also leads to better labor utilization.
Our operating results are highly dependent on the volume of customers at our properties, which in turn affects the price we can charge for our hotel rooms and other amenities.
−Removed: Our casino operations feature a variety of slots and table games, and, through BetMGM, we offer online sports betting and iGaming in certain jurisdictions in the United States.
+Added: Our casino operations feature a variety of slots and table games.
In addition, we provide our premium players access to high-limit rooms and lounge experiences where players may enjoy an upscale atmosphere.
−Removed: We own approximately 56% of MGM China, which owns MGM Grand Paradise, S.A.
−Removed: (“MGM Grand Paradise”), the Macau company that owns and operates the MGM Macau and MGM Cotai casino resorts and holds the related gaming subconcession and land concessions.
+Added: We own approximately 56% of MGM China, which owns MGM Grand Paradise, the Macau company that owns and operates the MGM Macau and MGM Cotai casino resorts and holds the related gaming concession and land concessions.
We believe our ownership interest in MGM China plays an important role in extending our reach internationally and will foster future growth and profitability.
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Our current MGM China operations relate to MGM Macau and MGM Cotai, discussed further below.
−Removed: MGM China’s revenues are generated primarily from gaming operations which are conducted under a gaming subconcession held by MGM Grand Paradise, a subsidiary of MGM China.
−Removed: The Macau government has granted three gaming concessions and each of these concessionaires has granted a subconcession.
−Removed: The MGM Grand Paradise gaming subconcession was granted by SJM Resorts S.A.
−Removed: ("SJMSA", formerly Sociedade de Jogos de Macau, S.A.), which expires in June 2022.
−Removed: The Macau government currently prohibits additional concessions and subconcessions, but does not place a limit on the number of casinos or gaming areas operated by the concessionaires and subconcessionaires, though additional casinos or gaming areas require government approval prior to commencing operations.
−Removed: See “Risk Factors — Risks Related to our Macau Operations — The Macau government can terminate MGM Grand Paradise’s subconcession under certain circumstances without compensating MGM Grand Paradise, exercise its redemption right with respect to the subconcession, or refuse to grant MGM Grand Paradise an extension of the subconcession in 2022, or MGM Grand Paradise may be unsuccessful in obtaining a gaming concession when a new public tender is held by the Macau government, any of which would have a material adverse effect on our business, financial condition, results of operations and cash flows.”
−Removed: As discussed above, gaming in Macau is currently administered by the Macau Government through concessions awarded to three different concessionaires and three subconcessionaires, of which a subsidiary of MGM China, MGM Grand Paradise, is a subconcessionaire.
−Removed: In 2019, the expiration of MGM Grand Paradise's subconcession term was extended from March 31, 2020 to June 26, 2022, consistent with the expiration of the other concessionaires and subconcessionaires.
−Removed: Pursuant to the current Macau gaming law, upon reaching the maximum duration of 20 years, the term of the concessions may be extended one or more times by order of the Chief Executive, which period may not exceed, in total, 5 years.
−Removed: On January 14, 2022, the Macau Government disclosed the content of a bill to amend Macau gaming law, which followed a 45-day public consultation process regarding draft amendment proposals that were issued in September 2021.
−Removed: Under the bill, the existing subconcessions will be discontinued and a maximum of six concessions will be awarded for a term to be specified in the concession contract that may not exceed 10 years and which may be extended by three years under certain circumstances.
−Removed: The bill is subject to debate and approval by the Macau Legislative Assembly.
−Removed: The approval of the new gaming law bill will precede the public tender for the awarding of new gaming concessions and to date the Macau Government has provided no indication as to whether the public tender will take place before expiry of the existing gaming concessions and subconcessions but acknowledged that it could consider the extension of the existing concessions and subconcessions beyond their current term if the public tender is held at a later date.
−Removed: Unless MGM Grand Paradise's gaming subconcession is extended or legislation with regard to reversion of casino premises is amended, the casino area premises and gaming-related equipment subject to reversion will automatically be transferred to the Macau Government upon expiration, and MGM Grand Paradise will cease to generate any revenues from such gaming operations.
−Removed: In addition, certain events relating to the loss, termination, rescission, revocation or modification of MGM Grand Paradise’s gaming subconcession in Macau, where such events have a material adverse effect on the financial condition, business, properties, or results of operations of MGM China, taken as a whole, may result in a special put option triggering event under MGM China’s senior notes and an event of default under MGM China’s revolving credit facilities.
−Removed: China continues to closely monitor developments regarding the retendering process or concession extensions including the issuance of guidance by the Macau Government.
−Removed: MGM China intends to respond proactively to all relevant Macau Government requirements when known relating to the retendering process.
−Removed: We cannot provide any assurance that the gaming subconcession will be extended beyond the current term or that we will be able to obtain a gaming concession in a public tender;
−Removed: however, management believes that MGM Grand Paradise will be successful in obtaining a gaming concession when a public tender is held.
+Added: MGM China’s revenues are generated primarily from gaming operations, which are conducted under a gaming concession held by MGM Grand Paradise, a subsidiary of MGM China.
+Added: Gaming in Macau is currently administered by the Macau Government through concessions awarded to six different concessionaires.
Corporate and Other
−Removed: We have additional business activities including our investments in unconsolidated affiliates, and certain other corporate and management operations.
−Removed: Our unconsolidated affiliates include the ventures with BREIT, discussed elsewhere, and BetMGM.
−Removed: In September 2021, we completed the acquisition of the 50% ownership interest in CityCenter held by Infinity World and now own 100% of the equity interest in CityCenter.
−Removed: Accordingly, we no longer account for our interest in CityCenter under the equity method of accounting, and we now consolidate CityCenter in our financial statements.
−Removed: Our Operating Resorts
−Removed: We have provided certain information below about our resorts as of December 31, 2021.
−Removed: Name and Location Number of Guestrooms and Suites Approximate Casino Square Footage (1)
−Removed: Gaming Tables (3)
−Removed: Las Vegas Strip Resorts:
−Removed: 5,497 142,000 1,316 121
−Removed: Bellagio 3,933 152,000 1,312 146
−Removed: MGM Grand Las Vegas (5)
−Removed: 6,071 169,000 1,245 122
−Removed: Mandalay Bay (6)
−Removed: 4,750 152,000 990 69
−Removed: The Mirage 3,044 94,000 835 71
−Removed: Luxor 4,397 101,000 819 45
−Removed: Excalibur 3,981 93,000 894 42
−Removed: New York-New York 2,024 81,000 893 54
−Removed: 2,898 66,000 745 65
−Removed: Subtotal 36,595 1,050,000 9,049 735
−Removed: Regional Operations:
−Removed: MGM Grand Detroit (Detroit, Michigan) (8)
−Removed: 400 147,000 2,817 140
−Removed: Beau Rivage (Biloxi, Mississippi) 1,740 85,000 1,516 75
−Removed: Gold Strike Tunica (Tunica, Mississippi) 1,109 57,000 1,082 61
−Removed: Borgata (Atlantic City, New Jersey) 2,767 213,000 2,816 163
−Removed: MGM National Harbor (Prince George's County, Maryland) (9)
−Removed: 308 150,000 2,123 158
−Removed: MGM Springfield (Springfield, Massachusetts) (10)
−Removed: 240 106,000 1,571 52
−Removed: MGM Northfield Park (Northfield, Ohio) — 73,000 1,669 —
−Removed: Empire City (Yonkers, New York) — 137,000 4,696 —
−Removed: Subtotal 6,564 968,000 18,290 649
−Removed: MGM Macau – 55.95% owned (Macau S.A.R.)
−Removed: 585 307,000 1,017 289
−Removed: MGM Cotai – 55.95% owned (Macau S.A.R.) 1,418 298,000 1,026 263
−Removed: Subtotal 2,003 605,000 2,043 552
−Removed: Grand total 45,162 2,623,000 29,382 1,936
−Removed: (1) Casino square footage is approximate and includes the gaming floor, race and sports, high limit areas and casino specific walkways, and excludes casino cage and other non-gaming space within the casino area.
−Removed: (2) Includes slot machines, video poker machines and other electronic gaming devices.
−Removed: Also include 172 and 187 gaming devices temporarily out of service due to COVID-19 restrictions at MGM Macau and MGM Cotai, respectively.
−Removed: (3) Includes blackjack (“21”), baccarat, craps, roulette and other table games;
−Removed: does not include poker.
−Removed: MGM China gaming tables reflect the permanent table count, excludes temporary tables.
−Removed: (4) Includes 1,495 condominium-hotel units at Vdara, which are predominantly utilized as company-owned hotel rooms.
−Removed: (5) Includes 1,078 rooms at The Signature at MGM Grand Las Vegas.
−Removed: (6) Includes 1,117 rooms at the Delano and 424 rooms at the Four Seasons Hotel.
−Removed: (7) Includes 293 rooms at NoMad Las Vegas.
−Removed: (8) Our local investors have an ownership interest of approximately 3% of MGM Grand Detroit.
−Removed: (9) Our local investors have a non-voting economic interest in MGM National Harbor.
−Removed: Refer to Note 2 in the accompanying consolidated financial statements for further description of such interest.
−Removed: (10) Our local investor has a non-voting economic interest in MGM Springfield.
+Added: We have additional business activities including LeoVegas, our investments in unconsolidated affiliates, including BetMGM, and certain other corporate and management operations.
Customers and Competition
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For further discussion of the potential impact of competitive conditions on our business, see “Item 1A.
−Removed: Risk Factors — Risks Related to our Business, Industry, and Market Conditions — We face significant competition with respect to destination travel locations generally and with respect to our peers in the industries in which we compete, including increased competition through online sports betting and iGaming, and failure to compete effectively could materially adversely affect our business, financial condition, results of operations and cash flow.”
+Added: Risk Factors — Risks Related to our Business, Industry, and Market Conditions — We face significant competition with respect to destination travel locations generally and with respect to our peers in the industries in which we compete, including increased competition through online sports betting and iGaming, and failure to compete effectively could materially adversely affect our business, financial condition, results of operations and cash flows.”
Our primary methods of successful competition include:
3 unchanged sentences
• Providing unique, “must-see” entertainment attractions;
+Added: • Investing in digital offerings and opportunities domestically and abroad;
• Developing distinctive and memorable marketing, promotional and customer loyalty programs.
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In addition, we compete with gaming operations in surrounding jurisdictions and other leisure destinations in each region.
−Removed: The three primary customer bases in the Macau gaming market are VIP gaming operations, main floor gaming operations and slot machine operations.
−Removed: VIP gaming play has historically been sourced both internally and externally.
−Removed: Externally sourced VIP gaming play was obtained through external gaming promoters who assist VIP players with their travel and entertainment arrangements.
−Removed: Gaming promoters have been compensated through payment of revenue-sharing arrangements and rolling chip turnover-based commissions.
−Removed: In-house VIP players also typically receive a commission based on the program in which they participate.
−Removed: Unlike gaming promoters and in-house VIP players, main floor players do not receive commissions.
−Removed: The profit contribution from the main floor gaming operations has historically exceeded the VIP gaming operations due to commission costs paid to gaming promoters.
−Removed: We offer amenities to attract players such as premium gaming lounges and stadium-style electronic table games terminals, which include both table games and slots to create a dedicated exclusive gaming space for premium main floor players’ use, as well as non-gaming amenities, such as The Mansion and MGM Cotai Emerald Villa to attract ultra-high end customers.
−Removed: VIP gaming at MGM China is conducted by the use of special purpose nonnegotiable gaming chips.
−Removed: Gaming promoters currently purchase these nonnegotiable chips and in turn they sell these chips to their players.
−Removed: The nonnegotiable chips allow us to track the amount of wagering conducted by each gaming promoters’ clients in order to determine VIP gaming play.
−Removed: Gaming promoter commissions are currently based on a percentage of the gross table games win or a percentage of the table games turnover they generate.
−Removed: They also receive a complimentary allowance based on a percentage of the table games turnover they generate, which can be applied to hotel rooms, food and beverage and other discretionary
−Removed: customer-related expenses.
−Removed: Gaming promoter commissions are recorded as a reduction of casino revenue.
−Removed: In-house VIP commissions are based on a percentage of rolling chip turnover and are recorded as a reduction of casino revenue.
−Removed: In December 2021, we suspended operations with our primary gaming promoters.
−Removed: In January 2022, the Macau Government disclosed the content of a bill to amend the gaming law which includes some restrictions relating to gaming promoters, including:
−Removed: each gaming promoter can only exercise the activity of gaming promotion for one concessionaire, revenue sharing arrangements between concessionaires and gaming promoters are prohibited, gaming promoters are prohibited from having exclusive operation of casino reserved areas, and gaming promoters are restricted to only providing support to the concessionaires in the promotion of casino gaming activities through commissions.
−Removed: The bill is subject to debate and approval by the Macau Legislative Assembly.
−Removed: We have focused our business on main floor gaming operations and, accordingly, we do not expect VIP gaming operations to be a significant source of revenue in future years.
+Added: The Macau gaming market has historically had three primary customer bases:
+Added: VIP gaming operations, main floor gaming operations and slot machine operations.
+Added: VIP gaming at MGM China is conducted through the use of special purpose nonnegotiable gaming chips.
+Added: The nonnegotiable chips allow us to track the amount of wagering conducted to determine VIP gaming play.
+Added: VIP commissions are based on a percentage of rolling chip turnover and are recorded as a reduction of casino revenue.
+Added: Main floor players do not receive commissions.
+Added: We have focused our business on main floor gaming operations and, accordingly, VIP gaming operations were not a significant source of revenue in 2022 and we do not expect VIP gaming operations to be a significant source of revenue in future years.
The majority of MGM China's casino revenue has been provided by main floor gaming operations in recent years and we expect this customer base will be the primary source of growth in the future.
−Removed: Our key competitors in Macau include five other gaming concessionaires and subconcessionaires.
−Removed: If the Macau government were to grant additional concessions or subconcessions, we would face additional competition which could have a material adverse effect on our financial condition, results of operations or cash flows.
−Removed: Additionally, we face competition at our Macau and Cotai properties from concessionaires who have expanded their operations, primarily on the Cotai Strip.
−Removed: We encounter competition from major gaming centers located in other areas of Asia and around the world including, but not limited to, Singapore, South Korea, Vietnam, Cambodia, the Philippines, Australia, and Las Vegas.
+Added: We offer amenities to attract players such as premium gaming lounges and stadium-style electronic table games terminals, which include both table games and slots to create a dedicated exclusive gaming space for premium main floor players’ use, as well as non-gaming amenities, such as The Mansion and MGM Cotai Emerald Villa to attract ultra-high end customers.
+Added: In December 2021, we suspended operations with our primary gaming promoters indefinitely.
+Added: Prior to December 2021, we had externally sourced VIP gaming play through external gaming promoters who assisted VIP players with their travel and entertainment arrangements.
+Added: Gaming promoters purchased special purpose nonnegotiable gaming chips and, in turn, they sold these chips to their players.
+Added: Gaming promoters were compensated through payment of revenue-sharing arrangements based on a percentage of the gross table games win and through payment of a percentage of rolling chip turnover.
+Added: They also received an allowance based on a percentage of the table games turnover they generated, which could be applied to hotel rooms, food and beverage and other discretionary customer-related expenses.
+Added: Gaming promoter commissions were recorded as a reduction of casino revenue.
+Added: Our key competitors in Macau include five other gaming concessionaires.
+Added: We also encounter competition from major gaming centers located in other areas of Asia and around the world including, but not limited to, Singapore, South Korea, Vietnam, Cambodia, the Philippines, Australia, and Las Vegas.
Our marketing efforts are conducted through various means, including our loyalty programs.
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MGM Rewards, our customer loyalty program, is a tiered program and allows customers to qualify for benefits across our participating resorts and in both gaming and non-gaming areas, encouraging customers to keep their total spend within our casino resorts.
−Removed: In January 2022, we redesigned our loyalty program to expand the ways in which our customers can earn benefits.
+Added: As members advance through tiers, a host of member benefits are unlocked including priority access, exclusive events and experiences, and the opportunity to redeem MGM Rewards for hotel stays, food and beverage,
+Added: and other MGM Resorts experiences.
We also offer the Golden Lion Club for gaming focused customers, in addition to M life Rewards, at MGM China.
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The quality of our properties and amenities is evidenced by our success in winning numerous awards, both domestic and globally, including several Four and Five Diamond designations from the American Automobile Association, multiple Four and Five Star designations from Forbes Travel Guide and numerous certifications of our Corporate Social Responsibility efforts.
−Removed: In order to achieve our vision of becoming the world's premier gaming entertainment company, we developed our strategic plan, which centers on four pillars:
+Added: In order to achieve our vision of becoming the world's premier gaming entertainment company , we developed our strategic plan, which centers on five pillars:
• Strong People and Culture.
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• Operational Excellence .
−Removed: Operating model refinement to maximize operating efficiencies and expand margins.
+Added: Operating model refinement to diversify business mix, maximize operating efficiencies and expand margins.
Enhancement of digital capabilities to strengthen customer loyalty.
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Fortify balance sheet.
−Removed: Due to the COVID-19 pandemic and the resulting rapidly changing environment, our strategic direction must allow for flexibility.
+Added: • Gaming Entertainment.
+Added: Innovate our gaming entertainment product to drive continued premium positioning and competitive differentiation.
+Added: Distribute our product offering to serve the broadest total addressable market possible.
The strategic plan was developed with the intent to regularly revisit, measure, and reevaluate for emerging opportunities.
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We believe there are reasonable investments for us to make in new initiatives and at our current resorts that will provide profitable returns.
−Removed: We regularly evaluate targeted opportunities that provide an attractive return on investment in domestic and international markets, including the ownership, management and operation of gaming facilities and accessing new markets for iGaming and online sports betting.
+Added: We regularly evaluate targeted opportunities that provide an attractive return on investment in domestic and international markets, including the ownership, management and operation of gaming facilities and accessing new markets for iGaming and online sports betting, including our acquisition of LeoVegas.
We also leverage our management expertise and well-recognized brands through strategic partnerships and international expansion opportunities.
−Removed: We feel that several of our brands are well-suited to new projects in both gaming and non-gaming developments.
−Removed: We may undertake these opportunities either alone or in cooperation with one or more third parties.
−Removed: We continue to invest in our operating model by expanding the footprint of our Centers of Excellence and enabling best in class operations through adjustments within corporate and property business units.
+Added: We continue to maximize the benefits of our operating model by driving optimization of our Centers of Excellence and enabling best in class operations through adjustments within corporate and property business units.
In addition, we have implemented several improvement and cost cutting initiatives comprised of labor, sourcing, and revenue programs that have further improved our operating model and have positioned us as a stronger company.
−Removed: We have continued to focus on our key growth opportunities of developing an integrated resort in Japan and investing in BetMGM.
+Added: We have continued to focus on our key growth opportunities of developing an integrated resort in Japan, investing in BetMGM, investing in international digital opportunities through our acquisition of LeoVegas, and exploring a full-scale commercial gaming opportunity in New York.
In September 2021, we, together with our venture partner, ORIX, were selected by Osaka as the region’s integrated resort partner.
This selection marks an important step in our long-term bid to develop one of Japan’s first integrated casino resorts.
−Removed: We are currently working with Osaka to submit an area development plan to the central government during the application period.
+Added: In April 2022, we submitted an area development plan to the central government and are currently awaiting a decision.
As it relates to BetMGM, we believe that BetMGM is positioned as a long-term leader in the U.S.
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Further, we continue to explore bringing full-scale commercial gaming to Empire City in New York.
+Added: In January 2023, a request for application for three downstate commercial gaming licenses was released, to which we expect to respond.
We believe technology, digital and advanced data science/analytics capabilities are critical to optimizing customer experience and loyalty, employee productivity and engagement, operational efficiency and revenue growth.
−Removed: We are focused on using these capabilities to achieve specific goals of creating ‘only at MGM’ differentiation through unique content and experiences, establishing a perennial engagement with our guests for increased loyalty, digital diversification through enhanced e-commerce and seamless integration of the physical integrated resorts business with digital casino and sports betting businesses, creating cross-property experiences and promotions in Las Vegas to provide much better value to the consumer, enhancing our data driven decisioning capabilities in all aspects of our business for faster decision making, and optimizing our operations and employee productivity and experience through digitization.
−Removed: Environmental & Social Responsibility
+Added: We are focused on using these capabilities to achieve specific goals of creating ‘only at MGM’ differentiation through unique content and
+Added: experiences, establishing a perennial engagement with our guests for increased loyalty, digital diversification through enhanced e-commerce and seamless integration of the physical integrated resorts business with digital casino and sports betting businesses, creating cross-property experiences and promotions in Las Vegas to provide much better value to the consumer, enhancing our data driven decisioning capabilities in all aspects of our business for faster decision making, and optimizing our operations and employee productivity and experience through digitization.
+Added: Additionally, this year we have deployed a new loyalty technology platform that allows customers to earn points through gaming and non-gaming activities, and we have enabled bundling technology capabilities to sell packages customized to a customer segment.
+Added: Environmental Sustainability
At MGM Resorts, we have had a long-standing commitment to environmental and social responsibility.
For over a decade, we have had a dedicated board committee focused on Corporate Social Responsibility (“CSR”).
−Removed: In 2019, we had bolstered governance of these topics by uniting our key pillars of Diversity and Inclusion, Philanthropy and Community Engagement and Environmental Sustainability under one Executive Committee-level leader who manages the MGM Resorts Social Impact and Sustainability Center of Excellence, reports directly to the Chief Executive Officer and President, and serves as liaison to the CSR and Sustainability board committee.
−Removed: This leader now also oversees the Human Resources function, and is thus able to integrate Environmental, Social and Governance (“ESG”) considerations more deeply into the core culture of our organization.
−Removed: The year 2021 was a critical one in terms of progress on our ESG initiatives.
−Removed: In May 2021, we published our 2020 Social Impact & Sustainability Report containing our most robust ESG disclosures to date.
−Removed: In this report we showed the significant progress made towards many of our ESG goals that we had announced publicly in prior reports, and we expect to publish a report in 2022 reflecting our progress on these goals during 2021.
−Removed: Importantly, 2021 saw the opening of the 100MW “MGM Resorts Mega Solar Array” in North Las Vegas.
−Removed: This is the hospitality industry’s largest direct-connect renewable electricity project world-wide and has significantly improved our trajectory to achieve our previously announced carbon reduction goals.
−Removed: In connection with the opening of this array, we enhanced our climate ambition by announcing two new 2030 goals:
−Removed: to cut global total operational carbon emissions by
−Removed: 50%, and source 100% renewable electricity in the USA.
−Removed: Beyond the environmental benefits associated with the renewable electricity generated, the array will also help us hedge our electricity costs and reduce our exposure to price volatility risks.
−Removed: In 2021, we also made substantial progress against our commitment to aligning more of our ESG report disclosures to leading ESG frameworks by publishing our first ever disclosures informed by guidelines of the Global Reporting Initiative (GRI) and Sustainability Accounting Standards Board (SASB) Hotels & Lodging and Casinos & Gaming Sector Standards.
−Removed: Our full list of ESG goals and performance against them are available in our 2020 Social Impact & Sustainability Report, available at mgmresorts.com/focused.
−Removed: The content on this website and report is for informational purposes only and such content is not incorporated by reference into this Annual Report on Form 10-K.
−Removed: Our principal intellectual property consists of trademarks for, among others, Aria, Vdara, Bellagio, The Mirage, Borgata, Mandalay Bay, MGM, MGM Grand, MGM Resorts International, Luxor, Excalibur, New York-New York, Beau Rivage and Empire City, all of which have been registered or allowed in various classes in the United States.
−Removed: In addition, we have also registered or applied to register numerous other trademarks in connection with our properties, facilities and development projects in the United States and in various other foreign jurisdictions.
+Added: In 2019, we had bolstered governance of these areas by uniting our key pillars of Diversity, Equity and Inclusion, Philanthropy and Community Engagement and Environmental Sustainability under one Executive Committee-level leader who manages the MGM Resorts Social Impact and Sustainability Center of Excellence, reports directly to the Chief Executive Officer and President, and serves as liaison to the CSR and Sustainability board committee.
+Added: This leader also oversees the Human Resources function, and is thus able to integrate Environmental, Social and Governance (“ESG”) considerations more deeply into the core culture of our organization through proactive management of our human and social capital initiatives.
+Added: ESG Reporting
+Added: Throughout 2022, we continued our progress on key ESG initiatives and enhanced our disclosures, supporting our commitment to MGM’s Focused on What Matters platform and the UN Sustainable Development Goals.
+Added: Our most recent Social Impact & Sustainability Report built on the robust disclosures of 2021 to illustrate progress across our public social impact and sustainability goals, and we expect to publish a new report in 2023 detailing progress made in 2022.
+Added: Our reporting in 2022 contributed to the growing list of disclosures and frameworks to which we align with our first Task Force on Climate-related Financial Disclosures report (published in May 2022).
+Added: This report adds to our work to publish disclosures aligned with the Global Reporting Initiative and Sustainability Accounting Standards Board Hotels & Lodging and Casinos & Gaming Sector Standards.
+Added: As our catalog of reports aligned to leading ESG frameworks has grown, we have updated our website to efficiently present these disclosures and policies at mgmresorts.com/esg.
+Added: The content on this website is for informational purposes only and such content is not incorporated by reference into this Annual Report on Form 10-K.
+Added: Energy & Carbon
+Added: The year ended December 31, 2022 was the first full calendar year of operation for our Mega Solar Array (“Mega Array”) which, on average, has met or exceeded our production expectations.
+Added: We believe that the solar energy produced by the Mega Array will play a key role in meeting our climate goals:
+Added: • 45% reduction in Scope 1 & 2 carbon emissions intensity (pounds of carbon dioxide equivalent per square foot;
+Added: 2007 baseline) by 2025;
+Added: • 50% reduction in absolute Scope 1 & 2 carbon emissions (metric tons of carbon dioxide equivalent;
+Added: 2019 baseline) by 2030;
+Added: • 100% renewable electricity purchased in U.S.
+Added: and 80% purchased globally by 2030.
+Added: In addition, we have committed to reduce its value chain emissions with a goal to reduce carbon emissions across our significant Scope 3 categories by 30% by 2030.
+Added: We are committed to using water responsibly across our operations and supply chain and we aim to drive long-term water efficiency by optimizing water systems and implementing water conservation measures.
+Added: In 2022, we developed a global water policy to codify our commitment to water stewardship and a strategic framework for addressing water use.
+Added: In addition, we enhanced our water-related disclosures by participating in the 2022 CDP Water Security Questionnaire and achieved an “A”, CDP’s highest score.
+Added: Our principal intellectual property consists of trademarks for, among others, Aria, Vdara, Bellagio, The Cosmopolitan, Borgata, Mandalay Bay, MGM, MGM Grand, MGM Resorts International, Luxor, Excalibur, New York-New York, Beau Rivage, Empire City, and LeoVegas, all of which have been registered or allowed in various classes in the United States and Europe, as applicable.
+Added: In addition, we have also registered or applied to register numerous other trademarks, such as The Mirage, in connection with our properties, facilities and development projects in the United States
+Added: and in various other foreign jurisdictions.
These trademarks are brand names under which we market our properties and services.
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Human Capital
−Removed: We are focused on fostering a people-driven culture exemplified by how we lead and uphold our core values, which in 2021 evolved to:
+Added: We are focused on fostering a people-driven culture exemplified by how we lead and uphold the following core values:
Captivate Our Audience, Inspire Excellence, Champion Inclusion, and Win Together, to create an engaged and diverse workforce.
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Our workforce development strategies support local hiring and developing a robust workforce in the local communities in which we operate through veteran support, community training and employment, fulfilling local hiring commitments (where applicable), and through internship and management development programs.
+Added: In response to labor demands and agile staffing requirements, we have significantly streamlined our recruitment processes for faster sourcing and recruitment to meet business and operational needs.
Growth and Development
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We are committed to a culture of continuous learning where employees, at all levels, are engaged in developing their knowledge, skills, and abilities and we support the long-term career aspirations of our employees through education and professional/personal development.
−Removed: In 2021, we introduced several new learning and development initiatives focused on a broad range of employee segments.
−Removed: Except as otherwise temporarily impacted due to COVID-19, we offer tuition reimbursement, contribute toward student loan debt repayment, and have partnered with the Nevada System of Higher Education to allow employees to earn a degree online free of charge for all credit hours.
−Removed: Equity, Diversity, and Inclusion (“ED&I”)
−Removed: Our approach to ED&I is anchored by our corporate and people strategies and a social impact and sustainability approach that centers on embracing humanity and protecting the planet.
−Removed: A concise framework lays out four strategic pillars to guide our work:
+Added: We continue to introduce new learning and development initiatives focused on a broad range of employee segments.
+Added: We offer tuition reimbursement, contribute toward student loan debt repayment, and have partnered with the Nevada System of Higher Education to allow employees to earn a degree online free of charge for all credit hours.
+Added: Over the past year we have introduced several new talent management and development initiatives including a sabbatical program for our director level and above employees and enhanced employee recognition and onboarding programs applicable across all levels.
+Added: Diversity, Equity, and Inclusion (“DE&I”)
+Added: Our approach to DE&I is anchored by our corporate and people strategies and a social impact and sustainability approach that centers on embracing humanity.
+Added: A comprehensive framework lays out four strategic pillars to guide our work:
invest in people;
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As part of our commitment, we have committed to the following four long-range 2025 goals:
−Removed: (1) ensure that all employees have equal access to leadership opportunities, (2) spend at least 10% of our biddable procurement with diverse suppliers, (3) expand our Supplier Diversity Mentorship Program to achieve 50 graduates and (4) train 100% of management employees on social impact policies and goals.
−Removed: In connection with each goal, we have established robust key performance indicators, which are tracked and published in our annual Social Impact and Sustainability Report.In addition, we have detailed internal Human Capital workforce reports, which include demographic and diversity data, and are reviewed with the Corporate Social Responsibility and Sustainability Committee of the Board, leadership teams and executive management on a regular basis.
−Removed: Internally, we use multiple channels to facilitate communication and to continuously advance our core value of inclusiveness.
+Added: (1) ensure that all employees have equal access to leadership opportunities, (2) spend at least 10% of our biddable procurement with diverse suppliers, (3) expand our Supplier Diversity Mentorship Program to achieve 150 graduates and (4) train 100% of management employees on social impact and sustainability policies and goals.
+Added: In connection with each goal, we have established robust key performance indicators, which are tracked and published in our annual Social Impact and Sustainability Report and reviewed internally with management and our CSR & Sustainability Committee of the Board of Directors.
+Added: In addition, we have detailed internal Human Capital workforce reports, which include demographic and diversity data, and are reviewed with the CSR & Sustainability Committee of the Board, executive management, and leadership teams on a regular basis.
+Added: Internally, we use multiple channels to facilitate communication and to continuously advance one of our core values, Champion Inclusion.
The channels include but are not limited to open forums with executives, employee engagement surveys with detailed action planning, and employee network groups.
−Removed: Work in the area of equity, diversity and inclusion is advanced through a range of programs and initiatives which include education and training, community partnerships, recruitment and talent development, advocacy, engagement and outreach.
−Removed: Responsibility is driven and led by the Company’s Chief People, Inclusion and Sustainability Officer, who reports directly to the Chief Executive Officer and President, and is supported by a centralized diversity and inclusion team and the Human Resources department.
+Added: Work in the area of diversity, equity, and inclusion is advanced through a range of programs and initiatives which include employee education and training, community partnerships, recruitment and talent development, advocacy, engagement and outreach and through internal groups like our Supplier Diversity and ESG task forces.
+Added: Responsibility is driven and led by our Chief People, Inclusion and Sustainability Officer, who reports directly to the Chief Executive Officer and President, and is supported by a centralized Diversity and Inclusion team and the Human Resources department.
Health, Safety, and Wellness
−Removed: In order to promote our culture of overall employee health and wellness we provide benefits, tools and resources to help maintain or improve physical, mental, and financial health.
−Removed: We continue to align benefit offerings to the needs of a diverse workforce across an expanded regional presence and leverage innovative solutions to expand access to health and wellness resources, including the recent addition of a service to help connect LGBTQIA+ people and their loved ones with culturally and clinically competent health care providers.
−Removed: To ensure our employees' continued health, safety, and wellness in response to COVID-19, we coordinated with medical experts to put in place extensive testing protocols for our employees and required COVID-19 vaccination as a condition of employment for all salaried employees and new hires throughout the United States.
−Removed: As a commitment to our employees impacted by the pandemic, we have maintained benefits eligibility for many employees who were furloughed in 2020 and were unable to work enough hours to qualify for benefits until business conditions improved.
+Added: To promote our culture of overall employee health and wellness we provide benefits, tools and resources to help maintain or improve physical, emotional, and financial health.
+Added: We continue to align benefit offerings to the needs of a diverse workforce across an expanded regional presence and leverage innovative digital solutions to expand access to health and wellness resources, including the recent launch of the World of Wellbeing (WOW), our holistic approach that focuses on the whole person.
+Added: In addition, in 2022, we continued to ensure our employees’ continued health, safety, and wellness in response to COVID-19.
Community Engagement and Philanthropy
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Embracing Humanity and Protecting the Planet .
−Removed: We organize our major programs and initiatives under the pillars of caring for one another and investing in the community .
+Added: We organize our major programs and initiatives under the pillars of caring for one another and investing in our communities .
We established the MGM Resorts Foundation in 2002 as an engagement opportunity for employees to contribute to charitable causes, which provides two types of grants (1) the Employee Emergency Grant, which benefits our employees, and (2) the Community Grant, which benefits local communities.
−Removed: We endeavor to care for our communities through volunteerism and philanthropy and encourage all of our employees to volunteer through a variety of programs.
−Removed: In addition, we offer opportunities for our employees to give back to their communities, including through programs such as VolunteerREWARDS, which provides employees with opportunities to earn grant money to their charity of choice based on volunteer hours.
+Added: We endeavor to care for our communities through volunteerism and philanthropy and encourage all our employees to volunteer through a variety of programs.
+Added: In addition, we offer opportunities for our employees to give back to their communities, including through programs such as VolunteerREWARDS, which provides employees with opportunities to earn grant money to the non-profit of choice based on volunteer hours.
Employees and Labor Relations
As of December 31, 2022, we had approximately 46,000 full-time and 18,000 part-time employees domestically.
−Removed: In addition, we had approximately 10,000 employees at MGM China.
+Added: In addition, we had approximately 10,000 and 1,000 employees at MGM China and LeoVegas, respectively.
We had collective bargaining agreements with unions covering approximately 38,000 of our employees as of December 31, 2022.
Collective bargaining agreements covering multiple bargaining units at our Regional Operations and Las Vegas Strip Resorts are scheduled to expire in 2023.
−Removed: This includes all bargaining units at Gold Strike Tunica in Mississippi, all bargaining units at Borgata in Atlantic City, our hotel/food & beverage bargaining unit at MGM National Harbor, and all valet operations in Las Vegas (with the exception of The Signature).
−Removed: Negotiations for successor contracts covering those employees are being scheduled as expiration dates approach and will continue throughout 2022.
−Removed: As of December 31, 2021, none of the employees of MGM China are part of a labor union and the MGM China resorts are not party to any collective bargaining agreements.
+Added: This includes agreements with the Local Joint Executive Board of Las Vegas for eight of our Las Vegas Strip resorts and covering approximately 22,000 bargaining unit employees in Las Vegas;
+Added: those agreements are scheduled to expire May 31, 2023.
+Added: Additionally, collective bargaining agreements covering all bargaining units at Beau Rivage in Mississippi, two bargaining units at MGM Grand Detroit, the front services, parking, warehouse and facilities bargaining units at MGM National Harbor, transportation bargaining units in Las Vegas, all bargaining units at MGM Northfield Park, and a number of smaller bargaining units in both Las Vegas and regional resorts are expiring in 2023.
+Added: Negotiations for successor contracts will be scheduled with our employees’ collective bargaining representatives as contract expiration dates approach and will continue throughout 2023.
+Added: As of December 31, 2022, none of the employees of MGM China or LeoVegas are part of a labor union and the MGM China resorts and LeoVegas are not party to any collective bargaining agreements.
Government Regulation and Licensing
The gaming industry is highly regulated, and we must maintain our licenses and pay gaming taxes to continue our operations.
−Removed: Each of our casinos is subject to extensive regulation under the laws, rules and regulations of the jurisdiction in which it is located.
+Added: Each of our casinos and our online operations are subject to extensive regulation under the laws, rules and regulations of the jurisdiction in which it is located or operates.
These laws, rules and regulations generally concern the responsibility, financial stability and character of the owners, managers, and persons with financial interest in the gaming operations.
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Our businesses are subject to various federal, state, local and foreign laws and regulations affecting businesses in general.
−Removed: These laws and regulations include, but are not limited to, restrictions and conditions concerning alcoholic beverages, smoking, employees, currency transactions, taxation, zoning and building codes (including regulations under
−Removed: the Americans with Disabilities Act, which requires all public accommodations to meet certain federal requirements related to access and use by persons with disabilities), construction, land use and marketing and advertising.
+Added: These laws and regulations include, but are not limited to, restrictions and conditions concerning alcoholic beverages, smoking, employees, currency transactions, taxation, zoning and building codes (including regulations under the Americans with Disabilities Act, which requires all public accommodations to meet certain federal requirements related to access and use by persons with disabilities), construction, land use and marketing and advertising.
We also deal with significant amounts of cash in our operations and are subject to various reporting and anti-money laundering regulations.
2 unchanged sentences
In addition, we are subject to certain federal, state and local environmental laws, regulations and ordinances, including the Clean Air Act, the Clean Water Act, the Resource Conservation Recovery Act, the Comprehensive Environmental Response, Compensation and Liability Act and the Oil Pollution Act of 1990.
−Removed: Under various federal, state and local laws and regulations, an owner or operator of real property may be held liable for the costs of removal or remediation of certain hazardous or toxic substances or wastes located on its property, regardless of whether or not the present owner or operator knows of, or is responsible for, the presence of such substances or wastes.
+Added: Under various federal, state and local laws and regulations, an owner or operator of real property may be held liable for the costs of removal or
+Added: remediation of certain hazardous or toxic substances or wastes located on its property, regardless of whether or not the present owner or operator knows of, or is responsible for, the presence of such substances or wastes.
We have not identified any issues associated with our properties that could reasonably be expected to have an adverse effect on us or the results of our operations.
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Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “will,” “may” and similar references to future periods.
−Removed: Examples of forward-looking statements include, but are not limited to, statements we make regarding the impact of COVID-19 on our business, our ability to reduce expenses and otherwise maintain our liquidity position during the pandemic, our ability to generate significant cash flow, execute on ongoing and future strategic initiatives, including the development of an integrated resort in Japan and investments we make in online sports betting and iGaming, the closing of the VICI Transaction, The Cosmopolitan transaction, and The Mirage transaction, amounts we will spend on capital expenditures and investments, our expectations with respect to future share repurchases and cash dividends on our common stock, dividends and distributions we will receive from MGM China or the Operating Partnership, our ability to achieve the benefits of our cost savings initiatives, and amounts projected to be realized as deferred tax assets.
+Added: Examples of forward-looking statements include, but are not limited to, statements we make regarding the impact of COVID-19 on our business, expectations regarding the impact of macroeconomic trends on our business, our ability to execute on ongoing and future strategic initiatives, including the development of an integrated resort in Japan and investments we make in online sports betting and iGaming, our expectations regarding our intent to respond to the request for application for a downstate commercial gaming license in New York, amounts we will spend on capital expenditures and investments, our expectations with respect to future share repurchases and cash dividends on our common stock, dividends and distributions we will receive from MGM China, our ability to achieve the benefits of our cost savings initiatives, amounts projected to be realized as deferred tax assets, and our ability to achieve our public social impact and sustainability goals.
The foregoing is not a complete list of all forward-looking statements we make.
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Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, regional, national or global political, economic, business, competitive, market, and regulatory conditions and the following:
−Removed: • our substantial indebtedness and significant financial commitments, including the fixed component of our rent payments under our triple-net leases and guarantees we provide of the indebtedness of Bellagio BREIT Venture and MGP BREIT Venture could adversely affect our development options and financial results and impact our ability to satisfy our obligations;
+Added: • our substantial indebtedness and significant financial commitments, including the fixed component of our rent payments under our triple-net leases and guarantees we provide of the indebtedness of Bellagio BREIT Venture and VICI BREIT Venture could adversely affect our development options and financial results and impact our ability to satisfy our obligations;
• current and future economic, capital and credit market conditions could adversely affect our ability to service our substantial indebtedness and significant financial commitments, including the fixed components of our rent payments, and to make planned expenditures;
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• the fact that we are required to pay a significant portion of our cash flows as rent, which could adversely affect our ability to fund our operations and growth, service our indebtedness and limit our ability to react to competitive and economic changes;
−Removed: • the VICI Transaction, The Cosmopolitan transaction, and The Mirage transaction each remain subject to the satisfaction of certain closing conditions, including the receipt of certain regulatory approvals, and any anticipated benefits from such transactions may take longer to realize than expected or may not be realized at all;
−Removed: • potential litigation instituted against us, our transaction counterparties, or our respective directors challenging the VICI Transaction may prevent such transaction from becoming effective within the expected timeframe or at all;
−Removed: • the global COVID-19 pandemic has continued to materially impact our business, financial results and liquidity, and such impact could worsen and last for an unknown period of time;
• significant competition we face with respect to destination travel locations generally and with respect to our peers in the industries in which we compete;
• the impact on our business of economic and market conditions in the jurisdictions in which we operate and in the locations in which our customers reside;
−Removed: • the possibility that we may not realize all of the anticipated benefits of our cost savings initiatives, including our MGM 2020 Plan, or our asset light strategy;
−Removed: • the fact that our ability to pay ongoing regular dividends is subject to the discretion of our board of directors and certain other limitations;
+Added: • the fact that we suspended our payment of ongoing regular dividends to our stockholders, and may not elect to resume paying dividends in the foreseeable future or at all;
• all of our domestic gaming facilities are leased and could experience risks associated with leased property, including risks relating to lease termination, lease extensions, charges and our relationship with the lessor, which could have a material adverse effect on our business, financial position or results of operations;
−Removed: • financial, operational, regulatory or other potential challenges that may arise with respect to MGP, as the lessor for a significant portion of our properties, may adversely impair our operations;
−Removed: • the fact that MGP has adopted a policy under which certain transactions with us, including transactions involving consideration in excess of $25 million, must be approved in accordance with certain specified procedures;
+Added: • financial, operational, regulatory or other potential challenges that may arise with respect to landlords under our master leases may adversely impair our operations;
• the concentration of a significant number of our major gaming resorts on the Las Vegas Strip;
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• the potential reputational harm as a result of increased scrutiny related to our corporate social responsibility efforts;
+Added: • the possibility that we may not achieve our ESG related goals or that our ESG initiatives may not result in their intended or anticipated benefits;
• extreme weather conditions or climate change may cause property damage or interrupt business;
+Added: • water scarcity could negatively impact our operations;
• the fact that our businesses are subject to extensive regulation and the cost of compliance or failure to comply with such regulations could adversely affect our business;
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• risks related to pending claims that have been, or future claims that may be brought against us;
−Removed: • restrictions on our ability to have any interest or involvement in gaming businesses in China, Macau, Hong Kong and Taiwan, other than through MGM China;
−Removed: • the ability of the Macau government to terminate MGM Grand Paradise’s subconcession under certain circumstances without compensating MGM Grand Paradise, exercise its redemption right with respect to the subconcession, or refuse to grant MGM Grand Paradise an extension of the subconcession in 2022;
+Added: • disruptions in the availability of our computer systems, through cyber-attacks or otherwise, which could impact our ability to service our customers and adversely affect our sales and the results of operations;
+Added: • the global COVID-19 pandemic has continued to materially impact MGM China’s business, financial results and liquidity, and such impact could worsen and last for an unknown period of time;
+Added: • restrictions on our ability to have any interest or involvement in gaming businesses in mainland China, Macau, Hong Kong and Taiwan, other than through MGM China;
+Added: • the ability of the Macau government to (i) terminate MGM Grand Paradise’s concession under certain circumstances without compensating MGM Grand Paradise, (ii) from the eighth year of MGM Grand Paradise’s concession, redeem the concession by providing MGM Grand Paradise at least one year’s prior notice and subject to the payment of reasonable and fair damages or indemnity to MGM Grand Paradise, or (iii) refuse to grant MGM Grand Paradise an extension of the concession in 2032;
• the potential for conflicts of interest to arise because certain of our directors and officers are also directors of MGM China.
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Halkyard 58 Chief Financial Officer and Treasurer
−Removed: McManus 54 Executive Vice President, General Counsel and Secretary
−Removed: Tilak Mandadi 58 Chief Strategy, Innovation and Technology Officer
+Added: McManus 55 Chief Legal and Administrative Officer and Secretary
+Added: Fritz 49 President, MGM Resorts International Interactive
Hornbuckle has served as Chief Executive Officer since July 2020 and as President since December 2012.
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since 1999, including as Chief Financial Officer from 2006 through 2012.
−Removed: McManus has served as Executive Vice President, General Counsel and Secretary since July 2010.
−Removed: He served as Acting General Counsel from December 2009 to July 2010, as a senior member of the Company’s Corporate Legal Department from July 2008 to December 2009, and he served as counsel to various MGM operating subsidiaries from May 2001 to July 2008.
−Removed: Mandadi has served as Chief Strategy, Innovation and Technology Officer since July 2021.
+Added: McManus has served as Chief Legal and Administrative Officer and Secretary since September 2022.
+Added: He served as Executive Vice President, General Counsel and Secretary from July 2010 to August 2022, as Acting General Counsel from December 2009 to July 2010, as a senior member of the Company’s Corporate Legal Department from July 2008 to December 2009, and he served as counsel to various MGM operating subsidiaries from May 2001 to July 2008.
+Added: Fritz has served as President, MGM Resorts International Interactive since October 2022.
+Added: From November 2021 until October 2022, he served as Managing Director, Digital Mergers & Acquisitions.
Prior to joining the Company, Mr.
−Removed: Mandadi served as Executive Vice President of Digital and Global Chief Technology Officer for Disney Parks, Experiences and Products, Inc.
−Removed: from March 2013.
−Removed: Prior to joining Disney, Mr.
−Removed: Mandadi served as Senior Vice President of Digital for American Express Company from July 2006 to March 2013.
+Added: Fritz served as the sole member of Amanogawa, LLC, a consulting services company he owned.
+Added: From 2020 until 2022, Amanogawa, LLC was retained by IAC to help lead and manage its interests in the gaming sector.
+Added: He served as the President and Chief Growth Officer for TripAdvisor, Inc.
+Added: from 2016 to 2020.
Available Information
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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.