What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-07-30 compared with 2025-04-30 · 113 added, 78 removed, 267 unchanged (42% of the section changed)

21 unchanged sentences

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

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Net income attributable to MGM Resorts International 48,951 187,072 197,505 404,548

Consolidated net revenues decreased 2% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to Las Vegas Strip Resorts decreasing 3%, MGM China decreasing 3%, and Regional Operations decreasing 1%, each as compared to the prior year quarter and as discussed below.

MGM Digital was flat compared to the prior year quarter.

Consolidated operating income decreased 16% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to the decrease in revenue, discussed above.

Consolidated net revenues increased 2% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to MGM China increasing 9%, Regional Operations increasing 4% and MGM Digital increasing 14%, partially offset by Las Vegas Strip Resorts decreasing 4%, each as compared to the prior year quarter and as discussed below.

Consolidated operating income decreased 5% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to an increase in gaming taxes and depreciation and amortization expense, partially offset by the increase in net revenues, discussed above.

Depreciation and amortization expense increased $50 million compared to the prior year quarter due primarily to recently completed capital projects.

Consolidated net revenues for the six months ended June 30, 2025 were flat compared to the prior year period due primarily to Las Vegas Strip Resorts decreasing 4%, offset by MGM China increasing 3%, Regional Operations increasing 2%, and MGM Digital increasing 8%, each as compared to the period year period.

Consolidated operating income decreased 11% for the six months ended June 30, 2025 compared to the prior year period.

The decrease was due primarily to an increase in depreciation and amortization expense, gaming taxes, and payroll related expenses, partially offset by the increase in income from unconsolidated affiliates and the receipt of $56 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue.

Depreciation and amortization expense increased $90 million compared to the prior year period due primarily to recently completed capital projects.

Net Revenues by Segment

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Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

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Las Vegas Strip Resorts

Las Vegas Strip Resorts net revenues decreased 3% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to a decrease in rooms revenue and entertainment, retail and other revenue, partially offset by an increase in casino revenue, each discussed below.

Las Vegas Strip Resorts casino revenue increased 8% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to an increase in slot handle and an increase in table games win percentage compared to the prior year quarter.

Las Vegas Strip Resorts net revenues decreased 4% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to a decrease in casino revenue, rooms revenue, and food and beverage revenue.

Las Vegas Strip Resorts net revenues decreased 4% for the six months ended June 30, 2025 compared to the prior year period due primarily to a decrease in rooms revenue and food and beverage revenue, partially offset by an increase in casino revenue, each discussed below.

Las Vegas Strip Resorts casino revenue decreased 6% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to the decrease in table games win percentage at MGM Grand Las Vegas compared to the prior year quarter.

Las Vegas Strip Resorts casino revenue increased 1% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in slot handle.

The following table shows key gaming statistics for our Las Vegas Strip Resorts:

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(Dollars in millions)

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Slot win % 9.3 % 9.3 % 9.5 % 9.4 %

Las Vegas Strip Resorts rooms revenue decreased 9% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to a decrease in ADR primarily as a result of the Super Bowl being hosted in Las Vegas in the prior year quarter.

Las Vegas Strip Resorts rooms revenue decreased 4% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to the impact from the room remodel at MGM Grand Las Vegas and a decrease in occupancy, and decreased 7% for the six months ended June 30, 2025 compared to the prior year period due primarily to the impact from the room remodel at MGM Grand Las Vegas and a decrease in RevPAR.

The following table shows key hotel statistics for our Las Vegas Strip Resorts:

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

93 % 97 % 94 % 95 %

Average daily rate (ADR) $ 252 $ 248 $ 254 $ 263

Revenue per available room (RevPAR)

Las Vegas Strip Resorts entertainment, retail, and other revenue decreased 9% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to a weaker event calendar than the prior year quarter.

$ 235 $ 240 $ 239 $ 249

Las Vegas Strip Resorts food and beverage revenue decreased 6% for the three months ended June 30, 2025 compared to the prior year quarter and decreased 4% for the six months ended June 30, 2025 compared to the prior year period due primarily to a decrease in restaurant covers and a decrease in catering and banquet revenue.

Regional Operations

Regional Operations net revenues decreased 1% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to the decrease in casino revenue, discussed below.

Regional Operations casino revenue decreased 2% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to a decrease in slot handle and table games drop.

Regional Operations net revenues increased 4% for the three months ended June 30, 2025 compared to the prior year quarter and increased 2% for the six months ended June 30, 2025 compared to the prior year period due primarily to the increase in casino revenue, discussed below.

Regional Operations casino revenue increased 4% for the three months ended June 30, 2025 compared to the prior year quarter and increased 1% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in slot handle and table games drop.

The following table shows key gaming statistics for our Regional Operations:

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(Dollars in millions)

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Slot win % 10.1 % 9.9 % 10.0 % 9.8 %

MGM China net revenues decreased 3% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to a decrease in casino revenue in the current year quarter, discussed below.

MGM China net revenues increased 9% for the three months ended June 30, 2025 compared to the prior year quarter and increased 3% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in casino revenue in the current year periods, discussed below.

The following table shows key gaming statistics for MGM China:

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(Dollars in millions)

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Main floor table games win % 25.0 % 24.5 % 25.1 % 24.7 %

MGM China casino revenues decreased 3% for the three months ended March 31, 2025 compared to the prior year quarter due primarily to a decrease in main floor table games drop compared to the prior year quarter.

MGM Digital’s revenue was flat compared to the prior year quarter.

MGM China casino revenues increased 10% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to an increase in main floor table games drop as well as an increase in VIP table games win percentage.

MGM China casino revenues increased 3% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in VIP table games win percentage.

MGM Digital’s revenue increased 14% for the three months ended June 30, 2025 compared to the prior year quarter and increased 8% for the six months ended June 30, 2025 compared to the prior year period due primarily to brand expansion.

Corporate and other

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Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

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$ 647,514 $ 634,964 $ 1,284,568 $ 1,308,153

(1) Includes triple net lease rent expense of $564 million for each of the three month periods ended March 31, 2025 and 2024.

(1) Includes triple net lease rent expense of $564 million for each of the three month periods ended June 30, 2025 and 2024 and $1.1 billion for each of the six month periods ended June 30, 2025 and 2024.

Las Vegas Strip Resorts

Las Vegas Strip Resorts Segment Adjusted EBITDAR decreased 2% for the three months ended March 31, 2025 compared to the prior year quarter.

Las Vegas Strip Resorts Segment Adjusted EBITDAR margin was 37.3% for the three months ended March 31, 2025, compared to 36.7% in the prior year quarter due primarily to the receipt of $37 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue, partially offset by the decline in revenue as discussed above and an increase in payroll related expenses.

Las Vegas Strip Resorts Segment Adjusted EBITDAR decreased 9% for the three months ended June 30, 2025 compared to the prior year quarter.

Las Vegas Strip Resorts Segment Adjusted EBITDAR margin was 33.6% for the three months ended June 30, 2025, compared to 35.5% in the prior year quarter due primarily to the decline in revenue as discussed above.

Las Vegas Strip Resorts Segment Adjusted EBITDAR decreased 5% for the six months ended June 30, 2025 compared to the prior year period.

Las Vegas Strip Resorts Segment Adjusted EBITDAR margin was 35.5% for the six months ended June 30, 2025, compared to 36.1% in the prior year period due primarily to the decline in revenue as discussed above, partially offset by the receipt of $42 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue.

Regional Operations

Regional Operations Segment Adjusted EBITDAR increased 2% for the three months ended March 31, 2025, compared to the prior year quarter.

Regional Operations Segment Adjusted EBITDAR margin was 31.0% for the three months ended March 31, 2025 compared to 30.1% in the prior year quarter due primarily to the receipt of $12 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue.

MGM China Segment Adjusted EBITDAR decreased 5% for the three months ended March 31, 2025 compared to the prior year quarter.

MGM China Segment Adjusted EBITDAR margin was 27.8% for the three months ended March 31, 2025 compared to 28.5% in the prior year quarter due primarily to the decrease in casino revenue and an increase in payroll related expenses.

MGM Digital Segment Adjusted EBITDAR loss was $34 million for the three months ended March 31, 2025 compared to $19 million the prior year quarter.

The change was due primarily to the increase in payroll related expenses and costs from expansion into new markets.

Loss from Unconsolidated Affiliates

The following table summarizes information related to our share of operating loss from unconsolidated affiliates:

Regional Operations Segment Adjusted EBITDAR increased 7% for the three months ended June 30, 2025, compared to the prior year quarter.

Regional Operations Segment Adjusted EBITDAR margin was 32.0% for the three months ended June 30, 2025 compared to 31.1% in the prior year quarter due primarily to an increase in casino revenue as discussed above.

Regional Operations Segment Adjusted EBITDAR increased 4% for the six months ended June 30, 2025, compared to the prior year period.

Regional Operations Segment Adjusted EBITDAR margin was 31.5% for the six months ended June 30, 2025, compared to 30.6% in the prior year period due primarily to an increase in casino revenues as discussed above and the receipt of $14 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue.

MGM China Segment Adjusted EBITDAR increased 3% for the three months ended June 30, 2025 compared to the prior year quarter.

MGM China Segment Adjusted EBITDAR margin was 27.1% for the three months ended June 30, 2025 compared to 28.9% in the prior year quarter due primarily to the increase in gaming taxes, partially offset by the increase in casino revenue.

MGM China Segment Adjusted EBITDAR decreased 1% for the six months ended June 30, 2025, compared to the prior year period.

MGM China Segment Adjusted EBITDAR margin was 27.5% for the six months ended June 30, 2025, compared to 28.7% in the prior year period due primarily to the increase in payroll related expenses, partially offset by the increase in casino revenue.

MGM Digital Segment Adjusted EBITDAR loss was $26 million for the three months ended June 30, 2025 compared to a loss of $14 million the prior year quarter.

The change was due primarily to the increase in costs related to brand expansion partially offset by improved profitability in existing markets.

MGM Digital Segment Adjusted EBITDAR loss was $60 million for the six months ended June 30, 2025 compared to a loss of $33 million the prior year period.

The changes were due primarily to the increase in costs related to brand expansion.

Income (loss) from Unconsolidated Affiliates

The following table summarizes information related to our share of operating income (loss) from unconsolidated affiliates:

Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

BetMGM North America Venture $ 21,770 $ (38,391) $ 6,569 $ (70,992)

$ (15,201) $ (32,601)

Other 4,090 4,207 6,395 11,684

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Interest expense

Gross interest expense was $108 million and $111 million for the three months ended March 31, 2025 and 2024, respectively.

Other, net was expense of $11 million and $5 million for the three months ended March 31, 2025 and 2024, respectively.

Other, net for the three months ended March 31, 2025 was primarily comprised of a foreign currency transaction loss of $101 million primarily related to USD denominated debt held by a foreign subsidiary, partially offset by a net gain related to derivatives of $40 million, a gain related to debt and equity investments of $35 million, and interest and dividend income of $15 million.

Other, net for the three months ended March 31, 2024 was primarily comprised of a net loss related to derivatives of $38 million and a loss related to debt and equity investments of $21 million, partially offset by a foreign currency transaction gain of $33 million and interest and dividend income of $23 million.

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

The effective rate for the three months ended March 31, 2025 and March 31, 2024 was favorably impacted primarily by Macau gaming profits which are exempt from complementary tax.

Gross interest expense was $106 million and $113 million for the three months ended June 30, 2025 and 2024, and $214 million and $224 million for the six months ended June 30, 2025 and 2024, respectively.

The decrease for the three and six months ended June 30, 2025 is due primarily to a decrease in weighted average interest rate.

See Note 4 to the accompanying consolidated financial statements for discussion on long-term debt and see “Liquidity and Capital Resources” for discussion on issuances and repayments of long-term debt.

Other, net was expense of $161 million and $43 million for the three months ended June 30, 2025 and 2024, respectively.

Other, net for the three months ended June 30, 2025 was primarily comprised of a foreign currency transaction loss of $208 million primarily related to USD denominated debt held by a foreign subsidiary, partially offset by a net gain related to derivatives of $34 million and dividend and interest income of $10 million.

Other, net for the three months ended June 30, 2024 was primarily comprised of a net loss related to derivatives of $62 million, a loss related to debt and equity investments of $23 million, partially offset by interest and dividend income of $22 million.

Other, net was expense of $172 million and $48 million for the six months ended June 30, 2025 and 2024, respectively.

Other expense, net for the six months ended June 30, 2025 was primarily comprised of a foreign currency transaction loss of $308 million partially offset by a net gain related to derivatives of $75 million, a gain related to debt and equity investments of $38 million, and interest and dividend income of $25 million.

Other expense, net for the six months ended June 30, 2024 was primarily comprised of a net loss related to derivatives of $100 million, a loss related to debt and equity investments of $44 million, partially offset by a foreign currency transaction gain of $37 million and interest and dividend income of $44 million.

Our effective income tax rate was 11.7% and 13.9% for the three and six months ended June 30, 2025, respectively, compared to (4.3%) and 5.2% for the three and six months ended June 30, 2024, respectively.

The effective tax rate for each of the periods was favorably impacted primarily by the mix of U.S.

and foreign incomes including Macau gaming profits which are exempt from complementary tax.

The effective rate for the three months ended June 30, 2024 was also impacted by a decrease in the valuation allowance for Macau deferred tax assets.

Reportable Segment GAAP measure

“Segment Adjusted EBITDAR” is our reportable segment GAAP measure, which we utilize as the primary profit measure for our 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.

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.

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

“Segment Adjusted EBITDAR margin” is Segment Adjusted EBITDAR divided by related segment net revenues.

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Three Months Ended

June 30, Six Months Ended

2025 2024 2025 2024

(In thousands)

2 unchanged sentences

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

Provision for income taxes 40,053 43,673

Provision (benefit) for income taxes 15,662 (11,554) 55,715 32,119

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

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161,170 43,431 172,436 48,237

270,809 154,408 389,082 269,387

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

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Guarantor Financial Information

As of March 31, 2025, all of our registered principal debt arrangements are guaranteed by each of our wholly owned material domestic subsidiaries that guarantee our senior credit facility.

As of June 30, 2025, all of our registered principal debt arrangements are guaranteed by each of our wholly owned material domestic subsidiaries that guarantee our senior credit facility.

Our registered principal debt arrangements and our senior credit facility are not guaranteed by MGM Grand Detroit, LLC, MGM National Harbor, LLC, Blue Tarp reDevelopment, LLC (d/b/a MGM Springfield), MGM Sports & Interactive Gaming, LLC (the entity that holds our 50% interest in BetMGM North America Venture), MGM CEE Holdco, LLC (the entity that holds our consolidated digital gaming subsidiaries, including LeoVegas), and each of their respective subsidiaries.

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Other long-term liabilities 28,490,774 28,651,188

Three Months Ended

March 31, 2025

Six Months Ended

June 30, 2025

Income Statement (In thousands)

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Trends in our operating cash flows tend to follow trends in operating income, excluding non-cash charges, but can be affected by changes in working capital, the timing of significant interest payments, and income tax payments or refunds.

Cash provided by operating activities was $547 million in the three months ended March 31, 2025 compared to $549 million in the prior year period.

Cash provided by operating activities was $1.2 billion in the six months ended June 30, 2025 compared to $1.0 billion in the prior year period.

The increase from the prior year period was due primarily to a decrease in cash paid for income taxes and changes in net working capital, partially offset by a decrease in Segment Adjusted EBITDAR at our Las Vegas Strip Resorts discussed within the Results of Operations section above.

Investing activities.

1 unchanged sentence

Capital expenditures related to regular investments in our existing properties can also vary depending on timing of larger remodel projects related to our public spaces and hotel rooms.

Cash used in investing activities was $227 million in the three months ended March 31, 2025 compared to $108 million in the prior year period.

In the three months ended March 31, 2025, we made payments of $228 million in capital expenditures, as further discussed below.

Cash used in investing activities was $605 million in the six months ended June 30, 2025 compared to $385 million in the prior year period.

In the six months ended June 30, 2025, we made payments of $496 million in capital expenditures, as further discussed below, and contributed $85 million to unconsolidated affiliates.

In comparison, in the prior year period we made payments of $410 million in capital expenditures, as further discussed below, contributed $41 million to unconsolidated affiliates, and received $122 million in net short-term investments in debt securities.

Capital Expenditures

We made capital expenditures of $228 million in the three months ended March 31, 2025, of which $60 million related to MGM China and is inclusive of capital expenditures relating to the gaming concession investment.

Capital expenditures primarily related to room remodels and information technology.

We made capital expenditures of $172 million in the three months ended March 31, 2024, of which $15 million related to MGM China and is inclusive of capital expenditures related to the gaming concession investment.

We made capital expenditures of $496 million in the six months ended June 30, 2025, of which $111 million related to MGM China and is inclusive of capital expenditures relating to the gaming concession investment.

Capital expenditures primarily related to room remodels, casino floor remodels and equipment, and information technology.

We made capital expenditures of $410 million in the six months ended June 30, 2024, of which $40 million related to MGM China and is inclusive of capital expenditures related to the gaming concession investment.

Capital expenditures primarily related to information technology and room remodels.

Financing activities.

Cash used in financing activities was $470 million in the three months ended March 31, 2025 compared to $629 million in the prior year period.

In the three months ended March 31, 2025, we had net borrowings of

debt of $50 million, as further discussed below, paid $489 million for repurchases of our common stock, and distributed $12 million to noncontrolling interest owners.

Cash used in financing activities was $1.1 billion in the six months ended June 30, 2025 compared to $1.1 billion in the prior year period.

In the six months ended June 30, 2025, we had net repayments of debt of $161 million, as further discussed below, paid $717 million for repurchases of our common stock, and distributed $80 million to noncontrolling interest owners.

In comparison, in the prior year period, we had net repayments of debt of $42 million, as further discussed below, paid $915 million for repurchases of our common stock, and distributed $95 million to noncontrolling interest owners.

Borrowings and Repayments of Long-term Debt

During the three months ended March 31, 2025, we had net borrowings of debt of $50 million on MGM China’s first revolving credit facility .

During the three months ended March 31, 2024, we had net repayments of debt of $77 million on MGM China’s first revolving credit facility, which were funded with cash on hand.

Share Repurchases

During the three months ended March 31, 2025, we paid $489 million relating to repurchases of our common stock pursuant to our stock repurchase plans.

During the six months ended June 30, 2025, we had net repayments of debt of $161 million, which primarily consisted of the repayment of MGM China’s $500 million of aggregate principal amount of 5.25% notes due 2025 upon maturity, partially offset by net borrowings of $339 million on MGM China’s revolving credit facility, which were used to fund the repayment of MGM China’s $500 million of aggregate principal amount of 5.25% notes due 2025 .

During the six months ended June 30, 2024, we had net repayments of debt of $42 million, which primarily consisted of our issuance of $750 million of aggregate principal amount of 6.5% notes due 2032 and the issuance of MGM China’s $500 million of aggregate principal amount of 7.125% notes due 2031, net draws of $208 million on MGM China’s first revolving credit facility, the repayment of $750 million of aggregate principal amount of our 6.75% notes due 2025, and the repayment of MGM China’s $750 million of aggregate principal amount of 5.375% notes due 2024 upon maturity.

The net proceeds from the issuance of the $750 million 6.5% notes due 2032 were used to fund the early redemption our $750 million in aggregate principal amount of 6.75% notes due 2025 in May 2024.

The repayment of MGM China’s $750 million 5.375% notes due 2024 was funded with draws on its first revolving credit facility, which were partially repaid with the proceeds from the issuance of its $500 million 7.125% notes due 2031.

Share Repurchases and Distributions to Noncontrolling Interest Owners

During the six months ended June 30, 2025, we paid $717 million relating to repurchases of our common stock pursuant to our stock repurchase plans.

See Note 9 for further information on the stock repurchases.

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

Additionally, in April 2025, we announced that the Board of Directors authorized a $2.0 billion stock repurchase plan.

During the three months ended March 31, 2024, we paid $507 million relating to repurchases of our common stock pursuant to our stock repurchase plans.

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.

During the six months ended June 30, 2024, we paid $915 million relating to repurchases of our common stock pursuant to our stock repurchase plans.

In connection with those repurchases, the February 2023 $2.0 billion stock repurchase plan was completed.

In May 2025, upon shareholder approval, MGM China declared the final dividend for 2024 of $122 million, which was paid in June 2025, of which we received approximately $68 million and noncontrolling interests received approximately $54 million.

In March 2024, MGM China’s Board of Directors declared a special dividend for 2023 of $51 million, which was paid in April 2024, of which we received approximately $29 million and noncontrolling interests received approximately $22 million.

A final dividend for 2023 of $118 million was declared in March 2024, approved by the shareholders in May 2024, and paid in June 2024, of which we received approximately $66 million and noncontrolling interests received approximately $52 million.

Other Factors Affecting Liquidity and Anticipated Uses of Cash

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We have significant outstanding debt, interest payments, rent payments, and contractual obligations in addition to planned capital expenditures and commitments.

As of March 31, 2025, we had cash and cash equivalents of $2.3 billion, of which MGM China held $815 million, and we had $6.5 billion in principal amount of indebtedness, including $3.0 billion related to MGM China.

No amounts were drawn on our revolving credit facility or MGM China’s second revolving credit facility and, as of March 31, 2025, there was $527 million outstanding under MGM China’s first 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.

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.

Our expected cash interest payments over the next twelve months, based on principal amounts of debt outstanding, contractual maturity da tes, and interest rates, each as of March 31, 2025, are approximately $190 million to $210 million, excluding MGM China, and approximately $360 million to $380 million on a consolidated basis, which includes MGM China.

We are also required, as of March 31, 2025, to make annual cash rent payments of $1.8 billion to our landlords over the next twelve months under triple net lease agreements, which triple net leases are also subject to annual escalators and also require us to pay substantially all costs associated with the lease, including real estate taxes, ground lease payments, insurance, utilities and routine maintenance (with each lease obligating us to spend a specified percentage of net revenues at the properties on capital expenditures), in addition to the annual cash rent.

As of June 30, 2025, we had cash and cash equivalents of $2.0 billion, of which MGM China held $703 million, and we had $6.2 billion in principal amount of indebtedness, including $2.8 billion related to MGM China.

No amounts were

drawn on our revolving credit facility and, as of June 30, 2025, there was $815 million outstanding under MGM China’s revolving credit facility.

Our expected cash interest payments over the next twelve months, based on principal amounts of debt outstanding, contractual maturity da tes, and interest rates, each as of June 30, 2025, are approximately $190 million to $210 million, excluding MGM China, and approximately $340 million to $360 million on a consolidated basis, which includes MGM China.

We are also required, as of June 30, 2025, to make annual cash rent payments of $1.8 billion to our landlords over the next twelve months under triple net lease agreements, which triple net leases are also subject to annual escalators and also require us to pay substantially all costs associated with the lease, including real estate taxes, ground lease payments, insurance, utilities and routine maintenance (with each lease obligating us to spend a specified percentage of net revenues at the properties on capital expenditures), in addition to the annual cash rent.

We have planned capital expen ditures expected over the remainder of 2025 of approximately $540 million to $640 million on a consolidated basis, of which $100 million to $150 million relates to MGM China and is inclusive of the estimated amount of the gaming concession investment that relates to capital projects.

We continue to explore potential development or investment opportunities, such as expanding our global online gaming presence and pursuing a commercial gaming facility in New York, which may require cash commitments in the future.

If our pursuit of a commercial gaming facility in New York is successful, we expect the project cost to be approximately $2 billion, inclusive of a $500 million license fee, with the amount and timing of costs dependent upon the progress and scope of the project and selection process.

Additionally, we have cash commitments to fund Osaka IR KK relating to the development of an integrated resort in Osaka, Japan of 428 billion yen, which represents our approximate 43.5% equity share (our estimated ownership percentage of Osaka IR KK subsequent to subscribed minority equity interest funding).

We expect to fund the estimated remaining amount of approximately 392 billion yen (approximately $2.6 billion as of March 31, 2025 ) over the next four years, depending upon project progress.

We continue to explore potential development or investment opportunities, such as expanding our global online gaming presence and pursuing a commercial gaming facility in New York for which we submitted our license application in June 2025, which may require cash commitments in the future.

If our pursuit of a commercial gaming facility in New York is successful, we expect the project cost to be approximately $2.3 billion, inclusive of a $500 million license fee.

Additionally, we have cash commitments to fund MGM Osaka relating to the development of an integrated resort in Osaka, Japan of 428 billion yen, which represents our approximate 43.5% equity share (our estimated ownership percentage of MGM Osaka subsequent to subscribed minority equity interest funding).

We expect to fund the estimated remaining amount of approximately 380 billion yen (approximately $2.6 billion as of June 30, 2025 ) over the next four years, depending upon project progress.

We expect project costs will increase due primarily to inflation, which increases may be offset by cost mitigation efforts and funded by additional financing.

Refer to Note 7 to the accompanying consolidated financial statements for further discussion regarding our commitments and guarantees.

We also expect to continue to repurchase shares pursuant to our share repurchase plans.

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

Repurchased shares were retired.

MGM China recommended a final dividend for 2024 in March 2025, subject to shareholders’ approval.

If approved, MGM China would pay approximately $123 million in June 2025, of which we would receive approximately $69 million.

Critical Accounting Policies and Estimates

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This effect would be realized in the periods subsequent to the periods when the debt matures.

As of March 31, 2025, variable rate borrowings represented approximately 8% of our total borrowings.

As of June 30, 2025, variable rate borrowings represented approximately 13% of our total borrowings.

The following table provides additional information about our gross long-term debt subject to changes in interest rates :

Debt maturing in Fair Value March 31, 2025

Debt maturing in Fair Value June 30, 2025

2025 2026 2027 2028 2029 Thereafter Total

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Fixed-rate $ — $ 1,150 $ 1,425 $ 750 $ 850 $ 1,251 $ 5,426 $ 5,449

Average interest rate 5.3 % 5.4 % 5.1 % 4.8 % 6.1 % 6.8 % 5.6 %

Average interest rate N/A 5.4 % 5.1 % 4.8 % 6.1 % 6.8 % 5.7 %

Variable rate $ — $ — $ — $ — $ — $ 815 $ 815 $ 815

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amounts projected to be realized as deferred tax assets;

our ability to achieve our public social impact and sustainability goals;

the impact to our business, operations and reputation from, and expenses and uncertainties associated with, the September 2023 cybersecurity issue;

the timing and outcome of investigations by state regulators related to the September 2023 cybersecurity issue, and the availability of cybersecurity insurance proceeds and the nature and scope of any regulatory proceedings that may be brought against us.

expected tax refunds;

the timing and outcome of investigations by state regulators related to the September 2023 cybersecurity issue, and the availability of cybersecurity insurance proceeds in connection with a cybersecurity incident and the nature and scope of any regulatory proceedings that may be brought against us.

The foregoing is not a complete list of all forward-looking statements we make.

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• disruptions in the availability of our information and other systems (including our website and digital platform) or those of third parties on which we rely, through cyber-attacks or otherwise, which could adversely impact our ability to service our customers and affect our sales and the results of operations;

• impact to our business, operations, and reputation from, and expenses and uncertainties associated with, a cybersecurity incident, including the September 2023 cybersecurity issue, and any related legal proceedings, other claims or investigations, and costs of remediation, restoration, or enhancement of information technology systems;

• the availability of cybersecurity insurance proceeds;

• impact to our business, operations, and reputation from, and expenses and uncertainties associated with, a cybersecurity incident, including the September 2023 cybersecurity issue, the availability of cybersecurity insurance proceeds in connection with a cybersecurity incident, and any related legal proceedings, other claims or investigations, and costs of remediation, restoration, or enhancement of information technology systems;

• 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;

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis