What changed in this filing

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Item 1. Financial Statements

2022-11-09 compared with 2022-08-09 · 87 added, 91 removed, 642 unchanged (22% of the section changed)

3 unchanged sentences

(in thousands, except share data)

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

Current assets:

49 unchanged sentences

(in thousands, except per share data)

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

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

40 unchanged sentences

(in thousands)

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

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

Net loss $ ( 207,791 ) $ ( 245,983 ) $ ( 675,823 ) $ ( 755,559 )

Other comprehensive income:

Other comprehensive income (loss):

Foreign currency translation adjustments, before and after tax 732 ( 2,863 ) 6,213 879

6 unchanged sentences

(in thousands, except share data)

For the Three Months Ended June 30, 2022

For the Three Months Ended September 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 )

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

Net loss — — — — — ( 142,892 ) ( 142,892 ) ( 64,899 ) ( 207,791 )

6 unchanged sentences

Stock-based compensation — — — 16,233 — 1 16,234 2,417 18,651

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

Balances, September 30, 2022 113,373,330 $ 1,321 $ ( 1,614,997 ) $ 3,584,357 $ 10,388 $ ( 2,744,222 ) $ ( 763,153 ) $ ( 833,810 ) $ ( 1,596,963 )

For the Three Months Ended September 30, 2021

outstanding Par

8 unchanged sentences

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 )

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

Net loss — — — — — ( 166,249 ) ( 166,249 ) ( 79,734 ) ( 245,983 )

4 unchanged sentences

Distribution to noncontrolling interest — — — — — — — ( 5,364 ) ( 5,364 )

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

Stock-based compensation — — — 18,852 — — 18,852 3,023 21,875

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 )

Balances, September 30, 2021 115,658,818 $ 1,314 $ ( 1,433,535 ) $ 3,485,759 $ 4,119 $ ( 2,110,895 ) $ ( 53,238 ) $ ( 539,351 ) $ ( 592,589 )

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

2 unchanged sentences

(in thousands, except share data)

For the Six Months Ended June 30, 2022

For the Nine Months Ended September 30, 2022

outstanding Par

18 unchanged sentences

Stock-based compensation — — — 38,925 — 123 39,048 7,726 46,774

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

Balances, September 30, 2022 113,373,330 $ 1,321 $ ( 1,614,997 ) $ 3,584,357 $ 10,388 $ ( 2,744,222 ) $ ( 763,153 ) $ ( 833,810 ) $ ( 1,596,963 )

For the Nine Months Ended September 30, 2021

outstanding Par

19 unchanged sentences

Stock-based compensation — — — 60,136 — — 60,136 8,651 68,787

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 )

Balances, September 30, 2021 115,658,818 $ 1,314 $ ( 1,433,535 ) $ 3,485,759 $ 4,119 $ ( 2,110,895 ) $ ( 53,238 ) $ ( 539,351 ) $ ( 592,589 )

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

2 unchanged sentences

(in thousands)

Six Months Ended June 30,

Nine Months Ended September 30,

Cash flows from operating activities:

31 unchanged sentences

Payments for financing costs ( 3,165 ) ( 29,975 )

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

Net cash provided by (used in) financing activities 9,441 ( 555,569 )

Effect of exchange rate on cash, cash equivalents and restricted cash ( 1,119 ) ( 1,689 )

25 unchanged sentences

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.

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.

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 and evolving conditions created by and in response to the COVID-19 pandemic may cause these restrictions and conditions to be reintroduced.

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, which included the closures of gaming operations in full 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, gaming operations at Wynn Palace and Wynn Macau resumed on a limited basis.

Certain travel-related restrictions and conditions, which continue to reduce visitation and impact our financial results, remain in effect at the present time.

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 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 of September 30, 2022, the Company had total cash and cash equivalents, excluding restricted cash, of $ 1.94 billion, and $ 835.6 million of available borrowing capacity under the WRF Revolver.

As of September 30, 2022, the WM Cayman II Revolver was fully drawn.

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 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.

Given the Company's liquidity position as of September 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

1 unchanged sentence

("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

Under the Concession Extension Agreement, WRM paid the Macau government MOP 47.0 million (approximately $ 6.0 million) as a contract premium for the extension, and in September 2022 provided a first demand bank guarantee of MOP 1,210.0 million (approximately $ 149.7 million) in favor of the Macau government for securing the fulfillment of its labor liabilities upon the expiration of the Concession Extension Agreement.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

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.

In June 2022, the Macau government published 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.

On July 27, 2022, the Macau government officially launched the public tender process for the awarding of concessions for the operation of games of chance or other games in casinos.

On September 13, 2022, WRM submitted its tender to the Macau government.

At this time the Company 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.

6 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 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.

The results for the three and nine months ended September 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 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.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Use of Estimates

4 unchanged sentences

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

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.

These taxes totaled $ 105.2 million and $ 188.7 million for the three months ended September 30, 2022 and 2021, respectively, and $ 388.4 million and $ 637.9 million for the nine months ended September 30, 2022 and 2021, respectively.

Recently Issued Accounting Standards

6 unchanged sentences

ASU 2020-04 must be adopted no later than December 1, 2022 with early adoption permitted.

The Company is currently assessing the impact the adoption of the new guidance will have on its consolidated financial statements.

We plan to apply this guidance to applicable contracts and instruments if, and when, they are modified.

Adoption of the new guidance is not expected to have a material effect on the Company's consolidated financial statements.

Note 3 - Cash, Cash Equivalents and Restricted Cash

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

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

Cash and cash equivalents:

4 unchanged sentences

Restricted cash (3)

159,161 8,537

Total cash, cash equivalents and restricted cash $ 2,102,666 $ 2,531,067

1 unchanged sentence

(2) Cash equivalents consist of bank time deposits and money market funds.

(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.

(3) Restricted cash consists of cash subject to certain contractual restrictions, cash collateral associated with obligations, cash held in a trust in accordance with WML's share award plan, and as of September 30, 2022 includes $ 149.7 million in the form of a bank guarantee in favor of the Macau government for securing the fulfillment of its labor liabilities upon the expiration of the Concession Extension Agreement.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

3 unchanged sentences

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

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

Casino $ 186,037 $ 199,030

4 unchanged sentences

$ 210,032 $ 199,463

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.

As of September 30, 2022 and December 31, 2021, approximately 65.6 % 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.

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.

The Company’s allowance for casino credit losses was 41.7 % and 53.7 % of gross casino receivables as of September 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.

1 unchanged sentence

The following table shows the movement in the Company's allowance for credit losses recognized for receivables that occurred during the periods presented (in thousands):

September 30,

Balance at beginning of year $ 111,319 $ 100,329

6 unchanged sentences

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

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

Buildings and improvements $ 9,833,144 $ 9,785,514

6 unchanged sentences

$ 8,498,814 $ 8,765,308

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.

As of September 30, 2022, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties, including reconfiguring the theater space at Wynn Las Vegas to host an all-new, exclusive theatrical production, Awakening , which premiered in November 2022.

As of 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, which was placed in service during the second quarter of 2022.

Depreciation expense for the three months ended September 30, 2022 and 2021 was $ 161.7 million and $ 169.7 million, respectively, and depreciation expense for the nine months ended September 30, 2022 and 2021 was $ 492.1 million and $ 523.6 million, respectively.

Encore Boston Harbor Real Estate Sale and Leaseback

6 unchanged sentences

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

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

September 30, 2022 December 31, 2021

Finite-lived intangible assets:

18 unchanged sentences

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 Company expects that amortization of the Macau gaming concession will be $ 3.0 million for the fourth quarter 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.

The Company expects that amortization of the Massachusetts gaming license will be $ 2.0 million for the fourth quarter 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.

6 unchanged sentences

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

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

Macau Related:

23 unchanged sentences

Approximately $ 312.5 million and $ 1.18 billion of the WM Cayman II Revolver bears interest at a rate of LIBOR plus 2.875 % per year and HIBOR plus 2.875 % per year, respectively.

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.

As of September 30, 2022, the weighted average interest rate was approximately 5.51 %.

As of September 30, 2022, the WM Cayman II Revolver was fully drawn.

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

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.

As of September 30, 2022, the weighted average interest rate was approximately 4.87 %.

Additionally, as of September 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 June 30, 2022, the effective interest rate was 2.76 %.

As of September 30, 2022, the interest rate was 4.26 %.

WM Cayman II Revolver Amendment

7 unchanged sentences

Debt Covenant Compliance

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

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

WYNN RESORTS, LIMITED AND SUBSIDIARIES

1 unchanged sentence

Fair Value of Long-Term Debt

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 as of September 30, 2022 and December 31, 2021, was approximately $ 10.37 billion and $ 11.72 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $ 12.17 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).

2 unchanged sentences

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.

During the three and nine months ended September 30, 2022, the Company repurchased 491,503 and 2,873,431 shares of its common stock, respectively, at average prices of $ 58.95 and $ 57.91 per share, respectively, for an aggregate cost of $ 29.0 million and $ 166.4 million, respectively, 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.

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

As of September 30, 2022, the Company had $ 633.7 million in repurchase authority remaining under the program.

Equity Offering

3 unchanged sentences

Retail Joint Venture

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.

During the nine months ended September 30, 2022 and 2021, the Retail Joint Venture made aggregate distributions of approximately $ 21.5 million and $ 11.8 million, respectively, to its non-controlling interest holder.

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

1 unchanged sentence

("Crown") a 49.9 % interest in certain additional 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 six months ended June 30, 2022 .

WYNN RESORTS, LIMITED AND SUBSIDIARIES

3 unchanged sentences

Fair Value Measurements Using:

June 30, 2022 Quoted

September 30, 2022 Quoted

Active Markets

15 unchanged sentences

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

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

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

Casino outstanding chips and front money deposits (1)

9 unchanged sentences

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 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.

10 unchanged sentences

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

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

Three months ended September 30, Nine months ended September 30,

2022 2021 2022 2021

3 unchanged sentences

Entertainment, retail and other 3,064 7,071 8,238 16,292

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

General and administrative 11,964 13,998 29,133 43,772

2 unchanged sentences

Total stock-based compensation costs $ 20,968 $ 27,822 $ 50,920 $ 79,304

(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 $ 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 recorded an income tax expense of $ 1.4 million and $ 1.2 million for the three months ended September 30, 2022 and 2021, respectively and an income tax expense of $ 3.2 million and $ 2.3 million for the nine months ended September 30, 2022 and 2021, respectively.

Income tax expense in 2022 primarily related to changes in U.S.

deferred taxes.

Income tax expense in 2021 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 ended June 26, 2022.

3 unchanged sentences

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.

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.

In September 2022, WRM received an extension of the exemption from the Complementary Tax on casino gaming profits through December 31, 2022.

For the three and nine months ended September 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.

In March 2021, the Financial Services Bureau concluded its review of the 2017 and 2018 Macau income tax returns of Palo Real Estate Company Limited, a subsidiary of WRM, with no changes.

In January 2022, the Financial Services Bureau issued final tax assessments for WRM for the year 2017 and 2018.

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)

In January 2022, the Financial Services Bureau issued final tax assessments for WRM for the year 2017 and 2018, and no additional tax was due.

In October 2022, the Financial Services Bureau issued final tax assessments for Palo’s 2019 and 2020 Macau Complementary Tax returns, and no additional tax was due.

Note 13 - Earnings Per Share

2 unchanged sentences

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 June 30, Six months ended June 30,

Three months ended September 30, Nine months ended September 30,

2022 2021 2022 2021

9 unchanged sentences

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

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

Three months ended September 30, Nine months ended September 30,

2022 2021 2022 2021

6 unchanged sentences

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)

The home purchase closed during the third quarter of 2022.

Note 16 - Commitments and Contingencies

1 unchanged sentence

In the opinion of management, such litigation is not expected to have a material effect on the Company's financial condition, results of operations, and cash flows.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Macau Litigation Related to Dore

2 unchanged sentences

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.

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.

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

The Company has made estimates for potential litigation costs based upon its assessment of the likely outcome and has recorded provisions for such amounts in the accompanying condensed consolidated financial statements.

21 unchanged sentences

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.

Note 17 - Retail Joint Venture

As of September 30, 2022 and December 31, 2021, the Retail Joint Venture had total assets of $ 103.6 million and $ 98.0 million, respectively, and total liabilities of $ 620.1 million and $ 624.4 million, respectively.

As of September 30, 2022 and December 31, 2021, the Retail Joint Venture's liabilities included long-term debt of $ 613.3 million and $ 612.9 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Note 17 - Retail Joint Venture

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

10 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

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

Three Months Ended September 30, Nine Months Ended September 30,

2022 2021 2022 2021

34 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

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

Three months ended September 30, Nine months ended September 30,

2022 2021 2022 2021

43 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

Macau Operations:

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