What changed in this filing

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Item 1. Financial Statements

2022-08-09 compared with 2022-05-10 · 191 added, 88 removed, 542 unchanged (34% of the section changed)

3 unchanged sentences

(in thousands, except share data)

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Current assets:

49 unchanged sentences

(in thousands, except per share data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Operating revenues:

39 unchanged sentences

(in thousands)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Net loss $ ( 213,422 ) $ ( 173,397 ) $ ( 468,032 ) $ ( 509,576 )

8 unchanged sentences

(in thousands, except share data)

For the Three Months Ended March 31, 2022

For the Three Months Ended June 30, 2022

outstanding Par

8 unchanged sentences

stockholders'

Balances, April 1, 2022 115,917,961 $ 1,318 $ ( 1,448,040 ) $ 3,571,666 $ 9,301 $ ( 2,471,285 ) $ ( 337,040 ) $ ( 696,219 ) $ ( 1,033,259 )

Net loss — — — — — ( 130,051 ) ( 130,051 ) ( 83,371 ) ( 213,422 )

Currency translation adjustment — — — — 528 — 528 356 884

Issuance of restricted stock 178,038 2 — ( 2 ) — — — — —

Cancellation of restricted stock ( 3,405 ) — — — — — — — —

Shares repurchased by the Company and held as treasury shares ( 2,384,952 ) — ( 137,638 ) — — — ( 137,638 ) — ( 137,638 )

Distribution to noncontrolling interest — — — — — — — ( 7,244 ) ( 7,244 )

Subsidiary equity issuance — — — ( 16,750 ) — — ( 16,750 ) 19,646 2,896

Stock-based compensation — — — 11,584 — 5 11,589 1,940 13,529

Balances, June 30, 2022 113,707,642 $ 1,320 $ ( 1,585,678 ) $ 3,566,498 $ 9,829 $ ( 2,601,331 ) $ ( 609,362 ) $ ( 764,892 ) $ ( 1,374,254 )

For the Three Months Ended June 30, 2021

outstanding Par

value Treasury

stock Additional

capital Accumulated

comprehensive

income Accumulated deficit Total Wynn Resorts, Ltd.

stockholders'

equity (deficit) Noncontrolling

interests Total

stockholders'

Balances, April 1, 2021 115,647,328 $ 1,313 $ ( 1,426,887 ) $ 3,466,073 $ 6,501 $ ( 1,813,317 ) $ 233,683 $ ( 436,622 ) $ ( 202,939 )

Net loss — — — — — ( 131,369 ) ( 131,369 ) ( 42,028 ) ( 173,397 )

Currency translation adjustment — — — — ( 208 ) — ( 208 ) ( 82 ) ( 290 )

Issuance of restricted stock 44,686 — — — — — — — —

Cancellation of restricted stock ( 6,435 ) — — — — 18 18 6 24

Shares repurchased by the Company and held as treasury shares ( 1,596 ) — ( 207 ) — — — ( 207 ) — ( 207 )

Distribution to noncontrolling interest — — — — — — — ( 6,479 ) ( 6,479 )

Subsidiary equity issuance — — — ( 20,211 ) — — ( 20,211 ) 25,371 5,160

Stock-based compensation — — — 21,046 — — 21,046 3,243 24,289

Balances, June 30, 2021 115,683,983 $ 1,313 $ ( 1,427,094 ) $ 3,466,908 $ 6,293 $ ( 1,944,668 ) $ 102,752 $ ( 456,591 ) $ ( 353,839 )

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

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT

(in thousands, except share data)

For the Six Months Ended June 30, 2022

outstanding Par

value Treasury

stock Additional

capital Accumulated

comprehensive

income Accumulated deficit Total Wynn Resorts, Ltd.

stockholders'

deficit Noncontrolling

interests Total

stockholders'

Balances, January 1, 2022 115,714,943 $ 1,314 $ ( 1,436,373 ) $ 3,502,715 $ 6,004 $ ( 2,288,078 ) $ ( 214,418 ) $ ( 621,797 ) $ ( 836,215 )

6 unchanged sentences

Contribution from noncontrolling interest — — — 48,559 — — 48,559 1,474 50,033

Subsidiary equity issuance — — — ( 16,750 ) — — ( 16,750 ) 19,646 2,896

Stock-based compensation — — — 22,692 — 122 22,814 5,309 28,123

Balances, March 31, 2022 115,917,961 $ 1,318 $ ( 1,448,040 ) $ 3,571,666 $ 9,301 $ ( 2,471,285 ) $ ( 337,040 ) $ ( 696,219 ) $ ( 1,033,259 )

For the Three Months Ended March 31, 2021

Balances, June 30, 2022 113,707,642 $ 1,320 $ ( 1,585,678 ) $ 3,566,498 $ 9,829 $ ( 2,601,331 ) $ ( 609,362 ) $ ( 764,892 ) $ ( 1,374,254 )

For the Six Months Ended June 30, 2021

outstanding Par

16 unchanged sentences

Shares repurchased by the Company and held as treasury shares ( 39,790 ) — ( 4,563 ) — — — ( 4,563 ) — ( 4,563 )

Cash dividends declared — — — — — 81 81 9 90

Distribution to noncontrolling interest — — — — — — — ( 6,479 ) ( 6,479 )

Subsidiary equity issuance — — — ( 20,211 ) — — ( 20,211 ) 25,371 5,160

Stock-based compensation — — — 41,284 — — 41,284 5,628 46,912

Balances, March 31, 2021 115,647,328 $ 1,313 $ ( 1,426,887 ) $ 3,466,073 $ 6,501 $ ( 1,813,317 ) $ 233,683 $ ( 436,622 ) $ ( 202,939 )

Balances, June 30, 2021 115,683,983 $ 1,313 $ ( 1,427,094 ) $ 3,466,908 $ 6,293 $ ( 1,944,668 ) $ 102,752 $ ( 456,591 ) $ ( 353,839 )

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

2 unchanged sentences

(in thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash flows from operating activities:

25 unchanged sentences

Repurchase of common stock ( 149,305 ) ( 4,563 )

Finance lease payments ( 4,443 ) ( 3,881 )

Proceeds from issuance of subsidiary common stock 2,895 4,662

Proceeds from sale of additional interest in joint venture 50,033 —

Distribution to noncontrolling interest ( 16,523 ) ( 6,479 )

Contribution from noncontrolling interest 50,033 —

Dividends paid ( 1,291 ) ( 388 )

Payments for debt financing costs ( 109 ) ( 2,154 )

Net cash provided by (used in) financing activities 10,872 ( 285,440 )

Finance lease payments ( 8,602 ) ( 7,784 )

Payments for financing costs ( 3,113 ) ( 2,152 )

Net cash used in financing activities ( 150,906 ) ( 329,849 )

Effect of exchange rate on cash, cash equivalents and restricted cash ( 3,590 ) 1,641

21 unchanged sentences

The Company also holds an approximately 85 % interest in, and consolidates, Wynn Interactive Ltd.

("Wynn Interactive"), through which it operates online sports betting and gaming businesses in the United States and the United Kingdom, as well as a social casino business.

("Wynn Interactive"), through which it operates online sports betting, gaming, and social casino businesses.

Recent Developments Related to COVID-19

Macau Operations

Visitation to Macau has fallen significantly since the outbreak of COVID-19, driven by the strong deterrent effect of the COVID-19 pandemic on travel and social activities, quarantine measures put in place in Macau and elsewhere, travel and entry restrictions and conditions in Macau, the PRC, Hong Kong and Taiwan involving COVID-19 testing, among other things, and the suspension or reduced accessibility of transportation to and from Macau.

Visitation to Macau has fallen significantly since the outbreak of COVID-19, driven by the strong deterrent effect of the COVID-19 pandemic on travel and social activities, quarantine measures put in place in Macau and elsewhere, travel and entry restrictions and conditions in Macau, the PRC, Hong Kong and Taiwan involving COVID-19 testing, and mandatory quarantine, among other things, and the suspension or reduced accessibility of transportation to and from Macau.

Although there have been periods during which certain restrictions and conditions were eased by the Macau government to allow for greater visitation and quarantine-free travel to Macau, adverse conditions and evolving conditions created by and in response to the COVID-19 pandemic may cause these restrictions and conditions to be reintroduced.

The Company is currently unable to determine when protective measures and the suspension of certain offerings in effect at our Macau Operations will be lifted.

Given the uncertainty around the extent and timing of the potential future spread or mitigation of COVID-19 and around the imposition or relaxation of protective measures, management cannot reasonably estimate the impact to the Company's future results of operations, cash flows, or financial condition.

For example, in response to an outbreak in Macau which initially commenced in mid-June 2022, the Macau government extended its COVID-19 containment measures, including the closures of casino operations in full as well as all non-essential business as of July 11, 2022, and the closure and the limiting of the opening hours and/or operational capacity of various areas and facilities in Macau.

On July 23, 2022, casino operations at Wynn Palace and Wynn Macau resumed on a limited basis, and remain limited at the present time due to severely reduced visitation to Macau as a result of enhanced border controls.

On August 2, 2022, the Macau government lifted most of the remaining enhanced COVID-19 restrictions which went into effect in June and July and limited non-gaming operations at Wynn Palace and Wynn Macau began to resume.

Certain enhanced COVID-19 protective measures remain in effect at the present time with respect to gaming and non-gaming operations.

Given the uncertainty around the extent and timing of the potential future spread or mitigation of COVID-19 and around the imposition or relaxation of containment measures, management cannot predict whether future closures, in full or in part, will occur in our properties, and cannot reasonably estimate the impact to the Company's future results of operations, cash flows, or financial condition.

The COVID-19 pandemic has materially impacted and is likely to continue to materially impact our business, financial condition and results of operations.

As of March 31, 2022, the Company had total cash and cash equivalents, excluding restricted cash, of $ 2.32 billion, and had access to $ 835.6 million of available borrowing capacity from the WRF Revolver and $ 211.9 million of available borrowing capacity from the WM Cayman II Revolver.

As of June 30, 2022, the Company had total cash and cash equivalents, excluding restricted cash, of $ 2.01 billion, and had access to $ 835.6 million of available borrowing capacity from the WRF Revolver and $ 211.5 million of available borrowing capacity from the WM Cayman II Revolver.

As a result of the negative impact the COVID-19 pandemic has had, and will likely continue to have, on our operating income, the Company has suspended its dividend program for the foreseeable future.

Given the Company's liquidity position as of March 31, 2022, the Company believes it will be able to support continuing operations and respond to the continuing impact of the COVID-19 pandemic and related economic disruptions.

Given the Company's liquidity position as of June 30, 2022, the Company believes it will be able to support continuing operations and respond to the continuing impact of the COVID-19 pandemic and related economic disruptions.

Macau Gaming Concession

The term of the Company's gaming concession agreement with the Macau government ends on June 26, 2022.

If the term of this concession agreement is not extended, renewed or replaced by a new gaming concession, all of the Company's gaming operations and related equipment in Macau will be automatically transferred to the Macau government without compensation on that date and the Company will cease to generate gaming revenues from its Macau Operations.

In addition, under the indentures governing the Company’s $ 4.7 billion aggregate principal amount of WML Senior Notes and the facility agreement governing the WM Cayman II Revolver, upon the occurrence of any event after which the Company does not own or manage casino or gaming areas or operate casino games of fortune and chance in Macau in substantially the same manner and scope as of the issue date of the respective senior notes or the date of the facility agreement, for a period of 10 consecutive days or more

On June 23, 2022, Wynn Resorts (Macau) S.A.

("WRM") and the Macau government entered into a concession extension agreement (the "Concession Extension Agreement"), pursuant to which the expiration date of WRM's gaming concession was extended from June 26, 2022 to Decem ber 31, 2022.

Under the Concession Extension Agreement, WRM paid the Macau

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

in the case of the WML Senior Notes or a period of 30 consecutive days or more in the case of the WM Cayman II Revolver, and such event has a material adverse effect on the financial condition, business, properties or results of operations of WML and its subsidiaries, taken as a whole, holders of the WML Senior Notes can require the Company to repurchase all or any part of the WML Senior Notes at par, plus any accrued and unpaid interest (the “Special Put Option”), and any amounts owed under the WM Cayman II Revolver may become immediately due and payable (the “Property Mandatory Prepayment Event”).

In January 2022, the Macau government published a draft of its proposed revisions to the gaming law which is currently under review by the Macau Legislative Assembly.

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

The Macau government invited Wynn Resorts (Macau) S.A.

("WRM") to submit a formal request for an extension along with a commitment to pay the Macau government approximately 47.0 million Macau pataca (MOP) (approximately $ 5.8 million) and provided a bank guarantee to secure the fulfillment of WRM’s payment obligations towards its employees should WRM be unsuccessful in tendering for a new concession contract after its concession expires.

WRM submitted a request for an extension of its concession agreement on March 11, 2022, which is subject to approval by the Macau government.

The Company is monitoring developments with respect to the Macau government’s concession extension and renewal process, and at this time believes that its concession agreement will be extended and renewed beyond June 26, 2022.

If the Company is unable to extend or renew its concession agreement or obtain a new gaming concession agreement, and an election by the WML Senior Note holders to exercise the Special Put Option and the triggering of the Property Mandatory Prepayment Event would have a material adverse effect on the Company's business, financial condition, results of operations, and cash flows.

government MOP 47.0 million (approximately $ 6.0 million) as a contract premium for the extension, and by no later than September 23, 2022 will provide a first demand bank guarantee of not less than MOP 1,210.0 million (approximately $ 150.0 million) in favor of the Macau government for securing the fulfillment of its labor liabilities upon the expiration of the Concession Extension Agreement.

In order to enable WRM to fulfill the relevant requirements to become eligible to obtain a concession extension, each of WRM and Palo Real Estate Company Limited ("Palo") (the land concessionaires of Wynn Macau and Wynn Palace, respectively) entered into a letter of undertaking, pursuant to which each of WRM and Palo has undertaken, pursuant to Article 40 of the Macau gaming law and Clause 43 of the concession agreement, to revert to the Macau government relevant gaming equipment and gaming areas at Wynn Macau and Wynn Palace, without compensation and free of encumbrance upon the expiration of the concession agreement term, as amended by the Concession Extension Agreement.

Under the indentures governing the Company’s $ 4.7 billion aggregate principal amount of WML Senior Notes and the facility agreement governing the WM Cayman II Revolver, upon the occurrence of any event after which the Company does not own or manage casino or gaming areas or operate casino games of fortune and chance in Macau in substantially the same manner and scope as of the issue date of the respective senior notes or the date of the facility agreement, for a period of 10 consecutive days or more in the case of the WML Senior Notes or a period of 30 consecutive days or more in the case of the WM Cayman II Revolver, and such event has a material adverse effect on the financial condition, business, properties or results of operations of WML and its subsidiaries, taken as a whole, holders of the WML Senior Notes can require the Company to repurchase all or any part of the WML Senior Notes at par, plus any accrued and unpaid interest (the "Special Put Option"), and any amounts owed under the WM Cayman II Revolver may become immediately due and payable (the "Property Mandatory Prepayment Event").

In June 2022, the Macau government published the amendments to the Macau gaming law approved by the Macau Legislative Assembly.

These amendments include, for example, the awarding of up to six gaming concessions with a term up to ten years with a maximum three-year extension possible, and an increase in the minimum capital requirement applicable to concession holders to MOP 5.0 billion (approximately $ 625.0 million), an increase in the percentage of the share capital of the concessionaire that must be held by the local managing director to 15 % from 10 % and a prohibition on revenue sharing arrangements between gaming promoters and concession holders.

The Macau government also published the administrative regulations and related documents in relation to a public tender for the awarding of new gaming concessions in July 2022.

Upon the publication and entry into force of the revised gaming law on June 23, 2022, the Company is monitoring developments with respect to the Macau government's public tender process, including the adoption of additional administrative regulations, instructions, dispatches, and further adaptations to the current legal and regulatory system, and at this time believes that its concession agreement will be further extended, renewed or replaced by a new gaming concession agreement beyond December 31, 2022.

However, it is possible the Macau government could further change or interpret the associated gaming laws in a manner that could negatively impact the Company.

If the Company is unable to further extend or renew its concession agreement or obtain a new gaming concession agreement, an election by the WML Senior Notes holders to exercise the Special Put Option and the triggering of the Property Mandatory Prepayment Event would have a material adverse effect on the Company’s business, financial condition, results of operations, and cash flows.

Note 2 - Basis of Presentation and Significant Accounting Policies

4 unchanged sentences

In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary to a fair presentation of the results for the interim periods presented.

The results for the three months ended March 31, 2022 are not necessarily indicative of results to be expected for any other interim period or the full fiscal year ending December 31, 2022.

The results for the three and six months ended June 30, 2022 are not necessarily indicative of results to be expected for any other interim period or the full fiscal year ending December 31, 2022.

These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto in the Company's Annual Report on Form 10-K for the year ended December 31, 2021.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Principles of Consolidation

1 unchanged sentence

For information on the Company's VIEs, see Note 17, "Retail Joint Venture." All significant intercompany accounts and transactions have been eliminated.

Certain amounts in the condensed consolidated financial statements for the first quarter of 2021 have been reclassified to be consistent with the current quarter presentation.

Certain amounts in the condensed consolidated financial statements for the second quarter of 2021 have been reclassified to be consistent with the current quarter presentation.

These reclassifications had no effect on the previously reported net loss or operating loss.

3 unchanged sentences

Significant estimates and assumptions reflected in the financial statements relate to and include, but are not limited to, inputs into the Company's estimated allowance for credit losses, estimates regarding the useful lives and recoverability of the cost of long-lived assets, fair value estimates of intangible assets and their estimated useful lives, and litigation and contingency estimates.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

The Company is subject to taxes based on gross gaming revenues in the jurisdictions in which it operates, subject to applicable jurisdictional adjustments.

These gaming taxes are recorded as casino expenses in the accompanying Condensed Consolidated Statements of Operations.

These taxes totaled $ 176.9 million and $ 212.0 million for the three months ended March 31, 2022 and 2021, respectively.

These taxes totaled $ 106.3 million and $ 234.2 million for the three months ended June 30, 2022 and 2021, respectively, and $ 283.2 million and $ 449.2 million for the six months ended June 30, 2022 and 2021, respectively.

Recently Issued Accounting Standards

9 unchanged sentences

Cash, cash equivalents and restricted cash consisted of the following (in thousands):

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Cash and cash equivalents:

8 unchanged sentences

(3) Restricted cash consists of cash subject to certain contractual restrictions, cash collateral associated with obligations and cash held in a trust in accordance with WML's share award plan.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 4 - Receivables, net

1 unchanged sentence

Receivables, net consisted of the following (in thousands):

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Casino $ 182,687 $ 199,030

4 unchanged sentences

$ 186,380 $ 199,463

As of March 31, 2022 and December 31, 2021, approximately 70.2 % and 70.3 %, respectively, of the Company's markers were due from customers residing outside the United States, primarily in Asia.

As of June 30, 2022 and December 31, 2021, approximately 63.9 % and 70.3 %, respectively, of the Company's markers were due from customers residing outside the United States, primarily in Asia.

Business or economic conditions or other significant events in the countries in which the Company's customers reside could affect the collectability of such receivables.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

The Company’s allowance for casino credit losses was 50.0 % and 53.7 % of gross casino receivables as of March 31, 2022 and December 31, 2021, respectively.

The Company’s allowance for casino credit losses was 48.7 % and 53.7 % of gross casino receivables as of June 30, 2022 and December 31, 2021, respectively.

Although the Company believes that its allowance is adequate, it is possible the estimated amounts of cash collections with respect to receivables could change.

9 unchanged sentences

Property and equipment, net consisted of the following (in thousands):

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Buildings and improvements $ 9,832,607 $ 9,785,514

6 unchanged sentences

$ 8,596,653 $ 8,765,308

As of March 31, 2022 and December 31, 2021, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties, including the Wynn Las Vegas room remodel.

Depreciation expense for the three months ended March 31, 2022 and 2021 was $ 176.3 million and $ 177.7 million, respectively.

As of June 30, 2022, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties, including reconfiguring the former Le Reve theater space at Wynn Las Vegas.

As of December 31,

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

2021, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties, including the Wynn Las Vegas room remodel, which was placed in service during the second quarter of 2022.

Depreciation expense for the three months ended June 30, 2022 and 2021 was $ 154.1 million and $ 176.1 million, respectively, and depreciation expense for the six months ended June 30, 2022 and 2021 was $ 330.4 million and $ 353.9 million, respectively.

Encore Boston Harbor Real Estate Sale and Leaseback

On February 14, 2022, Wynn MA, LLC, the owner and operator of Encore Boston Harbor and an indirect, wholly owned subsidiary of WRL (“Wynn MA”), entered into a sale-leaseback arrangement with respect to certain real estate assets related to Encore Boston Harbor.

Upon closing of the related transactions, which are currently expected to take place in the fourth quarter of 2022 subject to the receipt of required regulatory approvals and customary closing conditions, the Company expects to receive cash consideration of approximately $ 1.7 billion in exchange for the sale of such real estate assets to an unrelated third party, and to concurrently enter into a master lease agreement whereby Wynn MA and certain of its affiliates will lease such real estate assets for the purpose of continuing to operate the Encore Boston Harbor property.

Upon closing of the related transactions, which is currently expected to take place in the fourth quarter of 2022 subject to the receipt of required regulatory approvals and customary closing conditions, the Company expects to receive cash consideration of approximately $ 1.7 billion in exchange for the sale of such real estate assets to an unrelated third party, and to concurrently enter into a master lease agreement whereby Wynn MA and certain of its affiliates will lease such real estate assets for the purpose of continuing to operate the Encore Boston Harbor property.

The master lease agreement provides for an initial annual rent of $ 100.0 million for a term of 30 years with one 30-year renewal option, subject to certain annual rent escalations.

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 6 - Goodwill

The following table shows the movement in the Company's goodwill balance that occurred during the periods presented (in thousands):

Note 6 - Goodwill and Intangible Assets, net

The following table shows the movement in the Company's goodwill and intangible assets, net balances that occurred during the periods presented (in thousands):

June 30, 2022 December 31, 2021

Finite-lived intangible assets:

Macau gaming concession $ 5,964 $ 42,300

accumulated amortization — ( 41,114 )

Massachusetts gaming license 117,700 117,700

accumulated amortization ( 23,714 ) ( 19,791 )

93,986 97,909

Other finite-lived intangible assets 62,244 76,317

accumulated amortization ( 4,591 ) ( 5,969 )

57,653 70,348

Total finite-lived intangible assets 157,603 169,443

Indefinite-lived intangible assets:

Water rights and other 8,397 8,397

Total indefinite-lived intangible assets 8,397 8,397

Balance at beginning of year 129,738 144,095

2 unchanged sentences

Balance at end of period 90,519 129,738

During the three months ended March 31, 2022, as a result of changes in forecasts and other industry-specific factors, the Company identified interim indicators of impairment related to the goodwill assigned to the reporting units comprising Wynn Interactive.

After revisiting the estimated fair value of those reporting units based on a combination of the income and market approaches, the Company recognized impairment of $ 30.3 million, which is recorded in Property charges and other in the accompanying Condensed Consolidated Statements of Operations.

Total goodwill and intangible assets, net $ 256,519 $ 307,578

The finite-lived intangible asset pertaining to the Company's original Macau gaming concession was acquired in 2004 and was amortized over the 20 year life of the original concession, which expired on June 26, 2022.

On June 23, 2022, a Concession Extension Agreement was entered into between the Macau Government and WRM, pursuant to which the gaming concession of WRM has been extended from June 26, 2022 to December 31, 2022, in exchange for a payment to the Macau government equivalent to $ 6.0 million.

The Company expects that amortization of the Macau gaming concession will be $ 6.0 million for the second half of 2022.

The Massachusetts gaming license is a finite-lived intangible asset that is being amortized over the 15 year life of the license.

The Company expects that amortization of the Massachusetts gaming license will be $ 3.9 million for the second half of 2022, $ 7.8 million each year from 2023 through 2033, and $ 3.8 million in 2034.

During the three months ended June 30, 2022, as a result of management's decision to cease the operations of Betbull Limited ("BetBull"), a subsidiary of Wynn Interactive, the Company impaired its trademark and customer list totaling $ 10.3 million and impaired the remaining balance of goodwill related to the BetBull reporting unit totaling $ 7.5 million.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

After revisiting the estimated fair value of those reporting units based on a combination of the income and market approaches, the Company recognized impairment of $ 30.3 million.

Impairment of goodwill and intangible assets is recorded in Property charges and other in the accompanying Condensed Consolidated Statements of Operations.

Note 7 - Long-Term Debt

Long-term debt consisted of the following (in thousands):

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Macau Related:

21 unchanged sentences

Total long-term debt, net of current portion $ 11,367,861 $ 11,884,546

(1) The borrowings under the WM Cayman II Revolver bear interest at LIBOR or HIBOR plus a margin of 1.875 % to 2.875 % per annum based on WM Cayman II’s leverage ratio on a consolidated basis.

(1) The borrowings under the WM Cayman II Revolver bear interest at LIBOR or HIBOR plus a margin of 1.875 % to 2.875 % per annum based on WM Cayman II’s leverage ratio on a consolidated basis, subject to a floor on the interest rate margin of 2.625% per annum through June 30, 2023.

Approximately $ 268.2 million and $ 1.01 billion of the WM Cayman II Revolver bears interest at a rate of LIBOR plus 2.625 % per year and HIBOR plus 2.625 % per year, respectively.

As of March 31, 2022, the weighted average interest rate was approximately 2.96 %.

As of March 31, 2022, the available borrowing capacity under the WM Cayman II Revolver was $ 211.9 million.

As of June 30, 2022, the weighted average interest rate was approximately 3.66 %.

As of June 30, 2022, the available borrowing capacity under the WM Cayman II Revolver was $ 211.5 million.

In July 2022, the Company drew $ 211.5 million on the WM Cayman II Revolver for general corporate purposes.

(2) The WRF Credit Facilities bear interest at a rate of LIBOR plus 1.75 % per year.

As of March 31, 2022, the weighted average interest rate was approximately 2.21 %.

Additionally, as of March 31, 2022, the available borrowing capacity under the WRF Revolver was $ 835.6 million, net of $ 14.4 million in outstanding letters of credit.

As of June 30, 2022, the weighted average interest rate was approximately 3.42 %.

Additionally, as of June 30, 2022, the available borrowing capacity under the WRF Revolver was $ 835.6 million, net of $ 14.4 million in outstanding letters of credit.

(3) The Retail Term Loan bears interest at a rate of LIBOR plus 1.70 % per year.

As of March 31, 2022, the effective interest rate was 2.70 %.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

As of June 30, 2022, the effective interest rate was 2.76 %.

WM Cayman II Revolver Amendment

7 unchanged sentences

Debt Covenant Compliance

As of March 31, 2022, management believes the Company was in compliance with all debt covenants.

As of June 30, 2022, management believes the Company was in compliance with all debt covenants.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of March 31, 2022 and December 31, 2021, was approximately $ 11.34 billion and $ 11.72 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $ 11.98 billion and $ 12.00 billion, respectively.

The estimated fair value of the Company's long-term debt as of June 30, 2022 and December 31, 2021, was approximately $ 9.83 billion and $ 11.72 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $ 11.97 billion and $ 12.00 billion, respectively.

The estimated fair value of the Company's long-term debt is based on recent trades, if available, and indicative pricing from market information (Level 2 inputs).

Note 8 - Stockholders' Deficit

Equity Repurchase Program

In April 2016, the Company's Board of Directors authorized an equity repurchase program of up to $ 1.0 billion, which may include repurchases by the Company of its common stock from time to time through open market purchases, privately negotiated transactions, and under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended.

During the three and six months ended June 30, 2022, the Company repurchased 2,381,928 shares of its common stock at an average price of $ 57.70 per share, for an aggregate cost of $ 137.4 million under the equity repurchase program.

Any shares repurchased pursuant to the equity repurchase program are held as treasury shares.

During the three and six months ended June 30, 2021, no repurchases were made under the equity repurchase program.

As of June 30, 2022, the Company had $ 662.7 million in repurchase authority remaining under the program.

Equity Offering

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Retail Joint Venture

During the three months ended March 31, 2022, the Retail Joint Venture made aggregate distributions of approximately $ 9.3 million to its non-controlling interest holder.

During the three months ended March 31, 2021, the Retail Joint Venture did not make any distributions to its non-controlling interest holder.

During the six months ended June 30, 2022 and 2021, the Retail Joint Venture made aggregate distributions of approximately $ 16.5 million and $ 6.5 million, respectively, to its non-controlling interest holder.

For more information on the Retail Joint Venture, see Note 17, "Retail Joint Venture".

During the three months ended March 31, 2022, in exchange for cash consideration of $ 50.0 million, the Company sold to Crown Acquisitions Inc.

("Crown") a 49.9 % interest in certain retail space contributed by the Company to the Retail Joint Venture.

In connection with this transaction, the Company recorded $ 48.6 million of additional paid-in capital and $ 1.5 million of noncontrolling interest, within Contribution from noncontrolling interest in the accompanying Condensed Consolidated Statement of Stockholders' Deficit for the three months ended March 31, 2022 .

("Crown") a 49.9 % interest in certain additional retail space contributed by the Company to the Retail Joint Venture.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

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Fair Value Measurements Using:

March 31, 2022 Quoted

June 30, 2022 Quoted

Active Markets

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Interest rate collar $ 3,415 $ — $ 3,415 $ —

Interest rate collar $ 817 $ — $ 817 $ —

Fair Value Measurements Using:

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The Company's primary liabilities associated with customer contracts are as follows (in thousands):

March 31, 2022 December 31, 2021 Increase / (decrease) March 31, 2021 December 31, 2020 Increase / (decrease)

June 30, 2022 December 31, 2021 Increase / (decrease) June 30, 2021 December 31, 2020 Increase / (decrease)

Casino outstanding chips and front money deposits (1)

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These amounts are included in customer deposits on the Condensed Consolidated Balance Sheets and may be recognized as revenue or redeemed for cash in the future.

As of March 31, 2022 and December 31, 2021, the Company had no agreements in place with gaming promoters.

As of June 30, 2022 and December 31, 2021, the Company had no agreements in place with gaming promoters.

(2) Advance room deposits and ticket sales represent cash received in advance for goods or services to be provided in the future.

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The total compensation cost for stock-based compensation plans was recorded as follows (in thousands):

Three Months Ended March 31,

Three months ended June 30, Six months ended June 30,

2022 2021 2022 2021

Casino $ 2,723 $ 3,686 $ 4,978 $ 7,577

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Entertainment, retail and other (1)

1,279 4,921 5,174 9,221

General and administrative 9,967 15,275 17,169 29,774

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Total stock-based compensation costs $ 15,372 $ 26,231 $ 29,952 $ 51,482

(1) For the three and six months ended June 30, 2021, reflects compensation cost of $ 1.4 million and $ 2.7 million, respectively, recognized in connection with the vesting of restricted stock performance awards.

Note 12 - Income Taxes

The Company recorded an income tax expense of $ 1.1 million and $ 0.5 million for the three months ended March 31, 2022 and 2021, respectively.

I ncome tax expense in both periods primarily related to the Macau dividend tax agreement that provides for an annual payment as complementary tax otherwise due by stockholders of WRM.

In March 2021, the Company received an extension of its Macau dividend tax agreement, providing for a payment of MOP 12.8 million (approximately $ 1.6 million) for 2021 and MOP 6.3 million (approximately $ 0.8 million) for the period ending June 26, 2022.

The Company recorded an income tax expense of $ 0.7 million and $ 0.7 million for the three months ended June 30, 2022 and 2021, respectively and an income tax expense of $ 1.9 million and $ 1.2 million for the six months ended June 30, 2022 and 2021, respectively.

Income tax expense in both periods primarily related to the Macau dividend tax agreement that provides for an annual payment as complementary tax otherwise due by stockholders of WRM.

The Company records valuation allowances on certain of its U.S.

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In April 2020, WRM received an extension of the exemption from Macau’s 12% Complementary Tax on casino gaming profits earned from January 1, 2021 to June 26, 2022.

For the three months ended March 31, 2022 and 2021, the Company did not have any casino gaming profits exempt from the Macau Complementary Tax.

In June 2022, WRM requested an extension of the exemption from Complementary Tax on casino gaming profits.

For the three and six months ended June 30, 2022 and 2021, the Company did not have any casino gaming profits exempt from the Macau Complementary Tax.

The Company's non-gaming profits remain subject to the Macau Complementary Tax and its casino winnings remain subject to the Macau special gaming tax and other levies in accordance with its gaming concession agreement.

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While no additional tax was due, adjustments were made to WRM's tax loss carryforwards.

In March 2022, the Financial Services Bureau commenced examination of Palo’s 2019 and 2020 Macau Complementary Tax returns.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 13 - Earnings Per Share

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Potentially dilutive securities include outstanding stock options and unvested restricted stock.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

The weighted average number of common and common equivalent shares used in the calculation of basic and diluted EPS consisted of the following (in thousands, except per share amounts):

Three Months Ended March 31,

Three months ended June 30, Six months ended June 30,

2022 2021 2022 2021

Net loss attributable to Wynn Resorts, Limited $ ( 130,051 ) $ ( 131,369 ) $ ( 313,375 ) $ ( 412,347 )

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The following table presents the minimum and contingent operating lease income for the periods presented (in thousands):

Three Months Ended March 31,

Three months ended June 30, Six months ended June 30,

2022 2021 2022 2021

Minimum rental income $ 37,233 $ 25,218 $ 61,834 $ 47,957

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Total rental income $ 51,325 $ 55,328 $ 96,549 $ 104,072

Note 15 - Related Party Transactions

Home Purchase

In 2022, Linda Chen, President and Executive Director of WRM exercised an option to purchase a home provided by the Company for her use for no consideration, as provided by the terms of her employment agreement.

Based on a third-party appraisal as of the date of option exercise, the estimated fair value of the home is $ 6.4 million.

The home purchase is expected to close during the second half of 2022.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 16 - Commitments and Contingencies

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The principal allegations common to the lawsuits are that WRM, as a gaming concessionaire, should be held responsible for Dore’s conduct on the basis that WRM is responsible for the supervision of Dore’s activities at Wynn Macau that resulted in the purported losses.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

On November 19, 2021, the Macau Court of Final Appeal issued a final ruling (the “Ruling”) with respect to one such lawsuit that WRM was held jointly liable to a plaintiff.

Pursuant to the Ruling, WRM was required to pay approximately $ 1.2 million, inclusive of accumulated interest, to such plaintiff.

The Company believes most remaining cases are without merit and unfounded and intends to vigorously defend against the remaining claims pleaded against WRM in these lawsuits.

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Because no charges or claims have been brought, the Company is unable to predict the outcome of the investigation, the extent of the materiality of the outcome, or reasonably estimate the possible range of loss, if any, which could be associated with the resolution of any possible charges or claims that may be brought against the Company.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 17 - Retail Joint Venture

As of March 31, 2022 and December 31, 2021, the Retail Joint Venture had total assets of $ 95.3 million and $ 98.0 million, respectively, and total liabilities of $ 619.2 million and $ 624.4 million, respectively.

As of March 31, 2022 and December 31, 2021, the Retail Joint Venture's liabilities included long-term debt of $ 613.0 million and $ 612.9 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

As of June 30, 2022 and December 31, 2021, the Retail Joint Venture had total assets of $ 96.2 million and $ 98.0 million, respectively, and total liabilities of $ 618.8 million and $ 624.4 million, respectively.

As of June 30, 2022 and December 31, 2021, the Retail Joint Venture's liabilities included long-term debt of $ 613.2 million and $ 612.9 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

Note 18 - Segment Information

The Company has identified its reportable segments based on factors such as geography, regulatory environment, the information reviewed by its chief operating decision maker, and the Company's organizational and management reporting structure.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

The Company has identified the following reportable segments:

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The following tables present the Company's segment information (in thousands):

Three Months Ended March 31,

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Three Months Ended June 30, Six Months Ended June 30,

2022 2021 2022 2021

Operating revenues

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Entertainment, retail and other (1)

9,554 6,166 17,751 10,735

Total Encore Boston Harbor 210,154 165,241 400,950 295,331

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Three Months Ended March 31,

Three months ended June 30, Six months ended June 30,

2022 2021 2022 2021

Adjusted Property EBITDA (2)

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

March 31, 2022 December 31, 2021

June 30, 2022 December 31, 2021

Macau Operations:

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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 1. Financial Statements