What changed in this filing

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Item 1. Financial Statements

2025-07-30 compared with 2025-04-30 · 126 added, 74 removed, 539 unchanged (27% of the section changed)

48 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Casino $ 2,329,798 $ 2,212,759 $ 4,581,946 $ 4,453,854

13 unchanged sentences

4,026,165 3,867,535 7,905,294 7,767,503

Loss from unconsolidated affiliates ( 12,896 ) ( 25,124 )

Income (loss) from unconsolidated affiliates 25,860 ( 34,184 ) 12,964 ( 59,308 )

Operating income 404,565 425,656 789,622 884,034

5 unchanged sentences

Income before income taxes 133,756 271,248 400,540 614,647

Provision for income taxes ( 40,053 ) ( 43,673 )

Benefit (provision) for income taxes ( 15,662 ) 11,554 ( 55,715 ) ( 32,119 )

Net income 118,094 282,802 344,825 582,528

12 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Net income $ 118,094 $ 282,802 $ 344,825 $ 582,528

8 unchanged sentences

(In thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities

3 unchanged sentences

Amortization of debt discounts and issuance costs 13,862 13,708

Loss on retirement of long-term debt — 2,013

Provision for credit losses 29,757 29,838

3 unchanged sentences

Noncash lease expense 257,052 257,430

Other investment losses (gains) ( 35,029 ) 21,287

Loss from unconsolidated affiliates 12,634 25,260

Other investment (gains) losses ( 38,226 ) 43,760

(Income) loss from unconsolidated affiliates ( 9,171 ) 57,682

Distributions from unconsolidated affiliates 6,825 11,088

17 unchanged sentences

Cash flows from financing activities

Net borrowings (repayments) under bank credit facilities - maturities of 90 days or less 50,374 ( 76,702 )

Net borrowings under bank credit facilities - maturities of 90 days or less 339,382 207,749

Issuance of long-term debt — 1,250,000

Repayment of long-term debt ( 500,000 ) ( 1,500,000 )

Debt issuance costs ( 40,839 ) ( 25,323 )

10 unchanged sentences

Interest paid, net of amounts capitalized $ 197,440 $ 211,735

Federal, state, and foreign income taxes paid (refunds received), net ( 156 ) 2,327

Federal, state, and foreign income taxes paid, net 63,243 165,936

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

4 unchanged sentences

Total MGM Resorts International Stockholders’ Equity Noncontrolling Interests Total Stockholders’ Equity

Balances, April 1, 2025 279,651 $ 2,797 $ — $ 2,762,722 $ 88,025 $ 2,853,544 $ 732,792 $ 3,586,336

Net income — — — 48,951 — 48,951 69,471 118,422

Currency translation adjustment — — — — 273,494 273,494 ( 6,670 ) 266,824

Stock-based compensation — — 15,364 — — 15,364 778 16,142

Issuance of common stock pursuant to stock-based compensation awards 43 — ( 94 ) — — ( 94 ) — ( 94 )

Distributions to noncontrolling interest owners — — — — — — ( 63,645 ) ( 63,645 )

Repurchases of common stock ( 7,512 ) ( 75 ) ( 14,622 ) ( 202,175 ) — ( 216,872 ) — ( 216,872 )

Adjustment of redeemable noncontrolling interest to redemption value — — — 31 — 31 — 31

Other — — ( 648 ) — — ( 648 ) 4,691 4,043

Balances, June 30, 2025 272,182 $ 2,722 $ — $ 2,609,529 $ 361,519 $ 2,973,770 $ 737,417 $ 3,711,187

Balances, January 1, 2025 294,374 $ 2,944 $ — $ 3,081,753 $ ( 61,216 ) $ 3,023,481 $ 661,670 $ 3,685,151

7 unchanged sentences

Other — — ( 1,527 ) — — ( 1,527 ) 8,987 7,460

Balances, March 31, 2025 279,651 $ 2,797 $ — $ 2,762,722 $ 88,025 $ 2,853,544 $ 732,792 $ 3,586,336

Balances, June 30, 2025 272,182 $ 2,722 $ — $ 2,609,529 $ 361,519 $ 2,973,770 $ 737,417 $ 3,711,187

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

4 unchanged sentences

Total MGM Resorts International Stockholders’ Equity Noncontrolling Interests Total Stockholders’ Equity

Balances, April 1, 2024 314,915 $ 3,149 $ — $ 3,393,805 $ 59,810 $ 3,456,764 $ 570,513 $ 4,027,277

Net income — — — 187,072 — 187,072 95,624 282,696

Currency translation adjustment — — — — ( 22,427 ) ( 22,427 ) 1,349 ( 21,078 )

Stock-based compensation — — 11,729 — — 11,729 700 12,429

Issuance of common stock pursuant to stock-based compensation awards 44 — ( 597 ) — — ( 597 ) — ( 597 )

Distributions to noncontrolling interest owners — — — — — — ( 61,106 ) ( 61,106 )

Repurchases of common stock ( 9,994 ) ( 99 ) ( 3,978 ) ( 408,732 ) — ( 412,809 ) — ( 412,809 )

Adjustment of redeemable noncontrolling interest to redemption value — — — 98 — 98 — 98

Other — — ( 7,154 ) — — ( 7,154 ) ( 5,611 ) ( 12,765 )

Balances, June 30, 2024 304,965 $ 3,050 $ — $ 3,172,243 $ 37,383 $ 3,212,676 $ 601,469 $ 3,814,145

Balances, January 1, 2024 326,550 $ 3,266 $ — $ 3,664,008 $ 143,896 $ 3,811,170 $ 522,975 $ 4,334,145

7 unchanged sentences

Other — — ( 8,334 ) — — ( 8,334 ) ( 6,541 ) ( 14,875 )

Balances, March 31, 2024 314,915 $ 3,149 $ — $ 3,393,805 $ 59,810 $ 3,456,764 $ 570,513 $ 4,027,277

Balances, June 30, 2024 304,965 $ 3,050 $ — $ 3,172,243 $ 37,383 $ 3,212,676 $ 601,469 $ 3,814,145

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

4 unchanged sentences

MGM Resorts International, a Delaware corporation, (together with its consolidated subsidiaries, unless otherwise indicated or unless the context requires otherwise, the “Company”) is a global gaming and entertainment company with domestic and international locations featuring hotels and casinos, convention, dining, and retail offerings, and sports betting and online gaming operations.

As of March 31, 2025, the Company’s domestic casino resorts include the following integrated casino, hotel and entertainment resorts in Las Vegas, Nevada:

As of June 30, 2025, the Company’s domestic casino resorts include the following integrated casino, hotel and entertainment resorts in Las Vegas, Nevada:

Aria (including Vdara), Bellagio, The Cosmopolitan of Las Vegas ( “ The Cosmopolitan”), MGM Grand Las Vegas (including The Signature), Mandalay Bay (including W Las Vegas and Four Seasons), Luxor, New York-New York, Park MGM (including NoMad Las Vegas), and Excalibur.

7 unchanged sentences

Additionally, the Company and its venture partner, Entain plc, each have a 50 % ownership interest in BetMGM, LLC (“BetMGM North America Venture”), an unconsolidated affiliate, which provides online sports betting and gaming in certain jurisdictions in North America.

The Company also has a 50 % ownership interest in Osaka IR KK, an unconsolidated affiliate, which is developing an integrated resort in Osaka, Japan.

The Company also has a 50 % ownership interest in MGM Osaka Corporation (“MGM Osaka”), an unconsolidated affiliate, which is developing an integrated resort in Osaka, Japan.

Reportable segments.

12 unchanged sentences

The Company consolidates its investment in a VIE when it determines that it is its primary beneficiary.

Bellagio REIT Venture (the landlord of Bellagio, which is a venture in which the Company has a 5 % ownership interest) and Osaka IR KK are VIEs in which the Company is not the primary beneficiary because it does not have power on its own to direct the activities that could potentially be significant to the ventures and, accordingly, does not consolidate the ventures.

Bellagio REIT Venture (the landlord of Bellagio, which is a venture in which the Company has a 5 % ownership interest) and MGM Osaka are VIEs in which the Company is not the primary beneficiary because it does not have power on its own to direct the activities that could potentially be significant to the ventures and, accordingly, does not consolidate the ventures.

The Company may change its original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affect the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary.

21 unchanged sentences

Fair value is measured based upon trading prices on the applicable securities exchange for equity investments for which the Company has elected the fair value option of ASC 825 and equity investments accounted for under ASC 321 that have a readily determinable fair value.

The fair value of these investments was $ 420 million and $ 388 million as of March 31, 2025 and December 31, 2024, respectively, and is reflected within “Other long-term assets, net” on the consolidated balance sheets.

The fair value of these investments was $ 421 million and $ 388 million as of June 30, 2025 and December 31, 2024, respectively, and is reflected within “Other long-term assets, net” on the consolidated balance sheets.

Gains and losses are recorded in “Other, net” in the statements of operations.

For the three months ended March 31, 2025 the Company recorded a net gain on its equity investments of $ 32 million.

For the three months ended March 31, 2024, the Company recorded a net loss on its equity investments of $ 24 million.

For the three and six months ended June 30, 2025 the Company recorded a net gain on its equity investments of less than $ 1 million and $ 32 million, respectively.

For the three and six months ended June 30, 2024, the Company recorded a net loss on its equity investments of $ 26 million and $ 50 million, respectively.

The Company uses derivatives that are not designated for hedge accounting.

1 unchanged sentence

The balance sheet classification of the derivatives in a current liability position are within “Other accrued liabilities,” a long-term liability position are within “Other long-term obligations,” a current asset position are within “Prepaid expenses and other,” and a long-term asset position are within “Other long-term assets, net.”

As of March 31, 2025, the Company has forward currency exchange contracts to manage its exposure to changes in foreign currency exchange rates.

As of March 31, 2025, the fair value of derivatives classified as assets were $ 2 million within long-term assets and liabilities of $ 60 million within current liabilities.

As of June 30, 2025, the Company has forward currency exchange contracts to manage its exposure to changes in foreign currency exchange rates.

As of June 30, 2025, the fair value of derivatives classified as assets were $ 10 million, with $ 3 million within current assets and $ 7 million within long-term assets and liabilities of $ 12 million within current liabilities.

As of December 31, 2024, the fair value of derivatives classified as liabilities were $ 96 million, with $ 57 million in current liabilities and $ 39 million in long-term liabilities.

For the three months ended March 31, 2025, the Company recorded a net gain on its derivatives of $ 40 million.

For the three months ended March 31, 2024, the Company recorded a net loss on its derivatives of $ 38 million.

For the three and six months ended June 30, 2025, the Company recorded a net gain on its derivatives of $ 34 million and $ 75 million, respectively.

For the three and six months ended June 30, 2024, the Company recorded a net loss on its derivatives of $ 62 million and $ 100 million, respectively.

Debt investments.

3 unchanged sentences

The following table presents information regarding the Company’s debt investments:

Fair value level March 31, 2025 December 31, 2024

Fair value level June 30, 2025 December 31, 2024

(In thousands)

16 unchanged sentences

Restricted cash.

MGM China’s pledged cash of $ 87 million for each of March 31, 2025 and December 31, 2024 , securing the bank guarantees discussed in Note 7 is restricted in use and classified within “Other long-term assets, net.” Such amounts plus “Cash and cash equivalents” on the consolidated balance sheets equal “Cash, cash equivalents, and restricted cash” on the consolidated statements of cash flows as of March 31, 2025 and December 31, 2024 .

MGM China’s pledged cash of $ 87 million for each of June 30, 2025 and December 31, 2024 , securing the bank guarantees discussed in Note 7 is restricted in use and classified within “Other long-term assets, net.” Such amounts plus “Cash and cash equivalents” on the consolidated balance sheets equal “Cash, cash equivalents, and restricted cash” on the consolidated statements of cash flows as of June 30, 2025 and December 31, 2024 .

Accounts receivable.

As of March 31, 2025 and December 31, 2024, the loss reserve on accounts receivable was $ 134 million and $ 135 million, respectively.

As of June 30, 2025 and December 31, 2024, the loss reserve on accounts receivable was $ 140 million and $ 135 million, respectively.

Accounts payable.

As of March 31, 2025 and December 31, 2024, the Company had accrued $ 84 million and $ 109 million, respectively, for purchases of property and equipment within “Accounts and construction payable” on the consolidated balance sheets.

As of June 30, 2025 and December 31, 2024, the Company had accrued $ 91 million and $ 109 million, respectively, for purchases of property and equipment within “Accounts and construction payable” on the consolidated balance sheets.

Revenue recognition.

9 unchanged sentences

Balance at January 1 $ 215,710 $ 211,606 $ 215,005 $ 201,973 $ 825,236 $ 766,226

Balance at March 31 177,017 190,631 205,276 194,946 813,917 781,973

Balance at June 30 222,259 213,685 213,502 203,099 764,446 799,658

Increase / (decrease) $ 6,549 $ 2,079 $ ( 1,503 ) $ 1,126 $ ( 60,790 ) $ 33,432

4 unchanged sentences

Lease revenues earned by the Company from third parties are classified within the line item corresponding to the type or nature of the tenant’s good or service .

For the three months ended

March 31, 2025, lease revenues from third-party tenants include $ 18 million recorded within food and beverage revenue, and $ 28 million recorded within entertainment, retail, and other revenue.

For the three months ended March 31, 2024, lease revenues from third-party tenants include $ 20 million recorded within food and beverage revenue and $ 28 million recorded within entertainment, retail, and other revenue.

For the three and six months ended

June 30, 2025, lease revenues from third-party tenants include $ 19 million and $ 36 million recorded within food and beverage revenue, respectively, and $ 29 million and $ 57 million recorded within entertainment, retail, and other revenue for the same such periods, respectively.

For the three and six months ended June 30, 2024, lease revenues from third-party tenants include $ 21 million and $ 41 million recorded within food and beverage revenue, respectively and $ 29 million and $ 58 million recorded within entertainment, retail, and other revenue for the same such periods, respectively.

Lease revenues from the rental of hotel rooms are recorded as rooms revenues within the consolidated statements of operations.

NOTE 3 — INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES

Investments in and advances to unconsolidated affiliates were $ 394 million and $ 381 million as of March 31, 2025 and December 31, 2024, respectively.

The Company’s share of losses of BetMGM North America Venture in excess of its equity method investment balance is $ 103 million and $ 89 million as of March 31, 2025 and December 31, 2024, respectively, which is recorded within “Other accrued liabilities” on the consolidated balance sheets.

The Company recorded its share of loss from unconsolidated affiliates as follows:

Investments in and advances to unconsolidated affiliates were $ 484 million and $ 381 million as of June 30, 2025 and December 31, 2024, respectively.

The Company’s share of losses of BetMGM North America Venture in excess of its equity method investment balance is $ 80 million and $ 89 million as of June 30, 2025 and December 31, 2024, respectively, which is recorded within “Other accrued liabilities” on the consolidated balance sheets.

The Company recorded its share of income (loss) from unconsolidated affiliates as follows:

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

Loss from unconsolidated affiliates $ ( 12,896 ) $ ( 25,124 )

Income (loss) from unconsolidated affiliates $ 25,860 $ ( 34,184 ) $ 12,964 $ ( 59,308 )

Non-operating items from unconsolidated affiliates ( 4,055 ) 1,762 ( 3,793 ) 1,626

$ 21,805 $ ( 32,422 ) $ 9,171 $ ( 57,682 )

The following table summarizes information related to the Company’s share of operating loss from unconsolidated affiliates:

The following table summarizes information related to the Company’s share of operating income (loss) from unconsolidated affiliates:

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

7 unchanged sentences

(In thousands)

MGM China revolving credit facility

$ 815,292 $ —

MGM China first revolving credit facility — 477,567

5.25 % MGM China senior notes, due 2025

500,000 500,000

5.875 % MGM China senior notes, due 2026

21 unchanged sentences

Senior secured credit facility.

In February 2024, the Company amended its revolving facility to increase the facility to $ 2.3 billion and extend the maturity date to February 2029.

At March 31, 2025, no amounts were drawn.

At June 30, 2025, the Company’s senior secured credit facility consisted of a $ 2.3 billion revolving credit facility, of which no amounts were drawn.

The Company’s senior secured credit facility contains customary representations and warranties, events of default and positive and negative covenants.

The Company was in compliance with its credit facility covenants at March 31, 2025.

MGM China first revolving credit facility.

At March 31, 2025, the MGM China first revolving credit facility consisted of a HK$ 9.75 billion (approximately $ 1.3 billion) unsecured revolving credit facility, which was to mature in May 2026, and had a weighted average interest rate of 5.47 %.

The MGM China first revolving credit facility contained customary representations and warranties, events of default, and positive, negative and financial covenants, including that MGM China maintain compliance with a maximum leverage ratio and a minimum interest coverage ratio.

MGM China was in compliance with its MGM China first revolving credit facility covenants at March 31, 2025.

MGM China second revolving credit facility.

At March 31, 2025, the MGM China second revolving credit facility consisted of a HK$ 5.85 billion (approximately $ 752 million) unsecured revolving credit facility, which was to mature in May 2026.

At March 31, 2025, no amounts were drawn on the MGM China second revolving credit facility.

The MGM China second revolving credit facility contained customary representations and warranties, events of default, and positive, negative and financial covenants, including that MGM China maintain compliance with a maximum leverage ratio and a minimum interest coverage ratio.

MGM China was in compliance with its MGM China second revolving credit facility covenants at March 31, 2025.

The Company was in compliance with its credit facility covenants at June 30, 2025.

MGM China revolving credit facility.

On April 15, 2025, MGM China entered into a HK$ 23.4 billion senior unsecured revolving credit facility.

The MGM China revolving credit facility matures in April 2030 and bears interest at a fluctuating rate per annum based on the Hong Kong Interbank Offer Rate plus 1.625 % to 2.75 %, as determined by MGM China’s leverage ratio.

In April 2025, MGM China entered into the MGM China revolving credit facility and subsequently repaid in full, the amounts outstanding under the MGM China first revolving credit facility with borrowings under the MGM China revolving credit facility.

The total commitments of the MGM China first revolving credit facility and MGM China second revolving credit facility were cancelled in full.

At June 30, 2025, the MGM China revolving credit facility consisted of a HK$ 23.4 billion (approximately $ 3.0 billion) senior unsecured revolving credit facility, which matures in April 2030 and bears interest at a fluctuating rate per annum based on the Hong Kong Interbank Offer Rate plus 1.625 % to 2.75 %, as determined by MGM China’s leverage ratio.

At June 30, 2025, the weighted average interest rate was 2.22 %.

The MGM China revolving credit facility contains customary representations and warranties, events of default, and positive, negative and financial covenants, including that MGM China maintains compliance with a maximum leverage ratio and a minimum interest coverage ratio.

In April 2025, MGM China repaid in full the amounts

outstanding under its MGM China first revolving credit facility with borrowings under the MGM China revolving credit facility and the total commitments of the MGM China first revolving credit facility and MGM China second revolving credit facility were cancelled in full.

MGM China was in compliance with its credit facility covenants at June 30, 2025.

Senior notes.

In April 2024, the Company issued $ 750 million in aggregate principal amount of 6.5 % notes due 2032.

The Company used the net proceeds from the offering to fund the early redemption of its $ 750 million in aggregate principal amount of 6.75 % notes due 2025 in May 2024.

MGM China senior notes.

In June 2025, MGM China repaid its $ 500 million in aggregate principal amount of 5.25 % notes due 2025 with borrowings under the MGM China revolving credit facility.

In June 2024, MGM China issued $ 500 million in aggregate principal amount of 7.125 % notes due 2031.

In May 2024, MGM China repaid its $ 750 million in aggregate principal amount of 5.375 % notes due 2024.

Fair value of long-term debt.

The estimated fair value of the Company’s long-term debt was $ 6.4 billion and $ 6.3 billion at March 31, 2025 and December 31, 2024, respectively.

The estimated fair value of the Company’s long-term debt was $ 6.3 billion at each of June 30, 2025 and December 31, 2024.

NOTE 5 — INCOME TAXES

1 unchanged sentence

The income tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur.

The Company’s effective income tax rate was 15.0 % and 12.7 % for the three months ended March 31, 2025 and March 31, 2024, respectively.

The Company’s effective income tax rate was 11.7 % and 13.9 % for the three and six months ended June 30, 2025, respectively, and ( 4.3 %) and 5.2 % for the three and six months ended June 30, 2024, respectively.

The Company recognizes deferred income tax assets, net of applicable reserves, related to net operating losses, tax credit carryforwards and certain temporary differences.

1 unchanged sentence

Otherwise, a valuation allowance is applied.

During the three months ended June 30, 2025, the Company received a closing letter from the IRS for the examination of its U.S.

consolidated federal income tax returns for tax years 2015 through 2019.

No material changes occurred as a result of the closure.

The Company anticipates receiving its related refund claim in the next twelve months.

On July 4, 2025, the One Big Beautiful Bill (OBBB) Act was signed into law in the United States and the Company continues to assess the impact on its financial statements.

NOTE 6 — LEASES

3 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

5 unchanged sentences

Total finance lease costs $ 22,099 $ 22,986 $ 44,588 $ 44,766

(1) Operating lease cost includes $ 83 million for each of the three months ended March 31, 2025 and 2024 related to the Bellagio lease, which is held with a related party.

(1) Operating lease cost includes $ 83 million for each of the three months ended June 30, 2025 and 2024 and $ 166 million for each of the six months ended June 30, 2025 and 2024 related to the Bellagio lease, which is held with a related party.

2025 December 31,

22 unchanged sentences

Finance leases 6 6

(1) As of March 31, 2025 and December 31, 2024, operating lease right-of-use assets (“ROU”), net included $ 3.4 billion related to the Bellagio lease.

(2) As of March 31, 2025 and December 31, 2024, operating lease liabilities – long-term included $ 3.8 billion related to the Bellagio lease.

As of March 31, 2025 and December 31, 2024, operating lease liabilities – current included $ 5 million and $ 3 million related to the Bellagio lease, respectively.

Three Months Ended

(1) As of June 30, 2025 and December 31, 2024, operating lease right-of-use assets (“ROU”), net included $ 3.4 billion related to the Bellagio lease.

(2) As of June 30, 2025 and December 31, 2024, operating lease liabilities – long-term included $ 3.8 billion related to the Bellagio lease.

As of June 30, 2025 and December 31, 2024, operating lease liabilities – current included $ 6 million and $ 3 million related to the Bellagio lease, respectively.

Six Months Ended

Cash paid for amounts included in the measurement of lease liabilities (In thousands)

10 unchanged sentences

Year ending December 31, (In thousands)

2025 (excluding the three months ended March 31, 2025) $ 1,403,211 $ 68,910

2025 (excluding the six months ended June 30, 2025) $ 926,563 $ 45,982

2026 1,881,588 81,692

19 unchanged sentences

civil class action litigation related to the 2023 cybersecurity issue and a 2019 cybersecurity issue, which was paid by insurance carriers into a settlement fund in February 2025.

The District Court for the District of Nevada approved the parties' settlement in the U.S.

class actions and entered judgment in June 2025.

In addition, the Company continues to be subject to investigations by state regulators, which also could result in monetary fines and other relief.

6 unchanged sentences

MGM China bank guarantees.

In connection with the issuance of the gaming concession in January 2023, bank guarantees were provided to the government of Macau in the amount of MOP 1 billion (approximately $ 125 million as of March 31, 2025 ) to warrant the fulfillment of labor liabilities and of damages or losses that may result if there is noncompliance with the concession.

In connection with the issuance of the gaming concession in January 2023, bank guarantees were provided to the government of Macau in the amount of MOP 1 billion (approximately $ 124 million as of June 30, 2025 ) to warrant the fulfillment of labor liabilities and of damages or losses that may result if there is noncompliance with the concession.

The guarantees expire 180 days after the end of the concession term.

As of March 31, 2025 , MOP 700 million of the bank guarantees (approximately $ 87 million as of March 31, 2025 ) were secured by pledged cash.

As of June 30, 2025 , MOP 700 million of the bank guarantees (approximately $ 87 million as of June 30, 2025 ) were secured by pledged cash.

Bellagio REIT shortfall guarantee.

3 unchanged sentences

such value is immaterial.

Osaka IR KK guarantees.

The Company provides for guarantees (1) in the amount of 12.65 billion yen (approximately $ 84 million as of March 31, 2025 ) for 50 % of Osaka IR KK’s obligations to Osaka under various agreements related to the venture’s development of an integrated resort in Osaka, Japan and (2) of an uncapped amount to provide funding to Osaka IR KK, if necessary, for the completion of the construction and full opening of the integrated resort.

MGM Osaka guarantees.

The Company provides for guarantees (1) in the amount of 12.65 billion yen (approximately $ 88 million as of June 30, 2025 ) for 50 % of MGM Osaka’s obligations to Osaka under various agreements related to the venture’s development of an integrated resort in Osaka, Japan and (2) of an uncapped amount to provide funding to MGM Osaka, if necessary, for the completion of the construction and full opening of the integrated resort.

The guarantees expire when the obligations relating to the full opening of the integrated resort are fulfilled.

1 unchanged sentence

such value is immaterial.

Additionally, the Company’s ownership interest in Osaka IR KK, which had a carrying value of $ 285 million as of March 31, 2025 , is pledged as collateral for Osaka IR KK’s obligations under its credit agreement.

Osaka IR KK funding commitment.

The Company has commitments to fund Osaka IR KK of 428 billion yen, of which an estimated amount of approximately 392 billion yen (approximately $ 2.6 billion as of March 31, 2025 ) remains to be funded as of March 31, 2025 .

During the three months ended March 31, 2024 , the Company funded 1.4 billion yen (approximately $ 9 million) of the committed amount to Osaka IR KK.

Additionally, the Company’s ownership interest in MGM Osaka, which had a carrying value of $ 379 million as of June 30, 2025 , is pledged as collateral for MGM Osaka’s obligations under its credit agreement.

MGM Osaka funding commitment.

The Company has commitments to fund MGM Osaka of 428 billion yen, of which an estimated amount of approximately 380 billion yen (approximately $ 2.6 billion as of June 30, 2025 ) remains to be funded as of June 30, 2025 .

The amount and timing of funding is expected to change as a result of project progress, inflation, and other factors.

During the three and six months ended June 30, 2025, the Company funded 12.3 billion yen (approximately $ 85 million) of the committed amount.

During the three and six months ended June 30, 2024 , the Company funded 1.6 billion yen (approximately $ 10 million) and 3.0 billion yen (approximately $ 20 million) of the committed amount, respectively.

Other guarantees.

1 unchanged sentence

The Company’s senior credit facility limits the amount of letters of credit that can be issued to $ 1.35 billion.

At March 31, 2025, $ 25 million in letters of credit were outstanding under the Company’s senior credit facility.

At June 30, 2025, $ 25 million in letters of credit were outstanding under the Company’s senior credit facility.

The amount of available borrowings under the credit facility is reduced by any outstanding letters of credit.

4 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

4 unchanged sentences

Potential dilution from stock-based awards

2,286 3,241 2,129 3,255

Weighted-average common and common equivalent shares – diluted 275,615 314,420 282,328 319,092

5 unchanged sentences

The timing, volume and nature of stock repurchases will be at the sole discretion of management, dependent on market conditions, applicable securities laws, and other factors, and may be suspended or discontinued at any time.

During the three months ended March 31, 2024, the Company repurchased approximately 12 million shares of its common stock for an aggregate amount of $ 511 million.

During the three months ended June 30, 2024, the Company repurchased approximately 10 million shares of its

common stock for an aggregate amount of $ 413 million.

During the six months ended June 30, 2024, the Company repurchased approximately 22 million shares of its common stock for an aggregate amount of $ 924 million.

In connection with these repurchases, the February 2023 stock repurchase plan was completed.

Repurchased shares were retired.

During the three months ended March 31, 2025, the Company repurchased approximately 15 million shares of its common stock for an aggregate amount of $ 494 million.

Repurchased shares were retired.

The remaining availability under the November 2023 $ 2.0 billion stock repurchase plan was $ 337 million as of March 31, 2025.

Subsequent to March 31, 2025, the Company repurchased approximately 8 million shares of its common stock for an aggregate amount of $ 215 million, excluding excise tax.

During the three months ended June 30, 2025, the Company repurchased approximately 8 million shares of its common stock for an aggregate amount of $ 217 million.

During the six months ended June 30, 2025, the Company repurchased approximately 22 million shares of its common stock for an aggregate amount of $ 711 million.

Repurchased shares were retired.

The remaining availability under the November 2023 $ 2.0 billion stock repurchase plan was $ 122 million and the remaining availability under the April 2025 $ 2.0 billion stock repurchase plan was $ 2.0 billion as of June 30, 2025.

NOTE 10 — SEGMENT INFORMATION

20 unchanged sentences

Segment Adjusted EBITDAR is the Company’s reportable segment GAAP measure, which management utilizes as the primary profit measure for its reportable segments and underlying operating segments.

Segment Adjusted EBITDAR is a measure defined as earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, property transactions, net, triple net lease rent expense, loss from unconsolidated affiliates, and also excludes corporate expense and stock compensation expense, which are not allocated to each operating segment.

Segment Adjusted EBITDAR is a measure defined as earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, property transactions, net, triple net lease rent expense, income (loss) from unconsolidated affiliates, and also excludes corporate expense and stock compensation expense, which are not allocated to each operating segment.

Triple net lease rent expense is the expense for rent to landlords under triple net operating leases for its domestic properties, the ground subleases of Beau Rivage and MGM National Harbor, and the land concessions at MGM China.

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Net revenue (In thousands)

21 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Expenses (In thousands)

28 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

11 unchanged sentences

Triple net lease rent expense ( 564,416 ) ( 564,186 ) ( 1,128,891 ) ( 1,128,525 )

Loss from unconsolidated affiliates ( 12,896 ) ( 25,124 )

Income (loss) from unconsolidated affiliates 25,860 ( 34,184 ) 12,964 ( 59,308 )

Operating income 404,565 425,656 789,622 884,034

5 unchanged sentences

Income before income taxes 133,756 271,248 400,540 614,647

Provision for income taxes ( 40,053 ) ( 43,673 )

Benefit (provision) for income taxes ( 15,662 ) 11,554 ( 55,715 ) ( 32,119 )

Net income 118,094 282,802 344,825 582,528

2 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

Capital expenditures:

9 unchanged sentences

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

What changed 10-Q

Item 1. Financial Statements