What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-08-06 compared with 2024-05-07 · 261 added, 80 removed, 323 unchanged (51% of the section changed)

45 unchanged sentences

("Wynn Interactive") are included in Corporate and other.

The Company has a 40% equity interest in Island 3 AMI FZ-LLC, an unconsolidated affiliate, which is constructing an integrated resort property ("Wynn Al Marjan Island") in Ras Al Khaimah, United Arab Emirates.

The Company has a 40% equity interest in Island 3 AMI FZ-LLC ("Island 3"), an unconsolidated affiliate, which is constructing an integrated resort property ("Wynn Al Marjan Island") in Ras Al Khaimah, United Arab Emirates.

Key Operating Measures

41 unchanged sentences

Results of Operations

Summary of first quarter 2024 results

Summary of second quarter 2024 results

The following table summarizes our financial results for the periods presented (dollars in thousands, except per share data):

Three Months Ended March 31,

2024 2023 Increase/ (Decrease) Percent Change

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

2024 2023 Increase/ (Decrease) Percent Change 2024 2023 Increase/ (Decrease) Percent Change

Operating revenues $ 1,732,932 $ 1,595,822 $ 137,110 8.6 $ 3,595,841 3,019,501 576,340 19.1

Net income attributable to Wynn Resorts, Limited 144,216 12,332 131,884 NM

Diluted net income (loss) per share 1.30 (0.02) 1.32 NM

NM - Not meaningful.

The increase in operating revenues for the three months ended March 31, 2024 was primarily driven by increases of $217.5 million and $181.0 million from Wynn Palace and Wynn Macau, respectively, resulting from an increase in gaming volumes, hotel occupancy, and covers at our restaurants.

Since the elimination of COVID-19 related protective measures by Macau authorities in January 2023, visitation to Macau and to our Macau Operations has improved, resulting in increased business volumes at our Macau Operations for the three months ended March 31, 2024.

The increase in net income attributable to Wynn Resorts, Limited for the three months ended March 31, 2024 was primarily due to increased operating revenues at our Macau Operations, partially offset by an increase in operating expenses.

Financial results for the three months ended March 31, 2024 compared to the three months ended March 31, 2023.

Net income attributable to Wynn Resorts, Limited 111,943 105,184 6,759 6.4 256,159 117,516 138,643 118.0

Diluted net income per share 0.91 0.84 0.07 8.3 2.30 0.84 1.46 173.8

The increase in operating revenues for the three months ended June 30, 2024 was primarily driven by increases of $79.7 million and $35.7 million from Wynn Palace and Wynn Macau, respectively, resulting from an increase in mass market gaming volumes and covers at our restaurants.

Since the elimination of COVID-19 related protective measures by Macau authorities in January 2023, visitation to Macau and to our Macau Operations has continued to improve, resulting in increased business

volumes at our Macau Operations for the three months ended June 30, 2024.

Operating revenues at our Las Vegas Operations also increased $50.6 million primarily due to increases in ADR and restaurant covers.

The increase in net income attributable to Wynn Resorts, Limited for the three months ended June 30, 2024 was primarily due to increased operating revenues at our Macau Operations and our Las Vegas Operations, partially offset by an increase in operating expenses.

Financial results for the three months ended June 30, 2024 compared to the three months ended June 30, 2023.

Operating revenues

The following table presents our operating revenues (dollars in thousands):

Three Months Ended March 31,

Three Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

9 unchanged sentences

The following table presents our casino and non-casino operating revenues (dollars in thousands):

Three Months Ended March 31,

Three Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

7 unchanged sentences

$ 1,732,932 $ 1,595,822 $ 137,110 8.6

Casino revenues for the three months ended March 31, 2024 were 60.2% of operating revenues, compared to 53.9% for the same period of 2023.

Non-casino revenues for the three months ended March 31, 2024 were 39.8% of operating revenues, compared to 46.1% for the same period of 2023.

Casino revenues for the three months ended June 30, 2024 were 58.2% of operating revenues, compared to 57.2% for the same period of 2023.

Non-casino revenues for the three months ended June 30, 2024 were 41.8% of operating revenues, compared to 42.8% for the same period of 2023.

Casino revenues

Casino revenues increased primarily due to higher gaming volumes at our Macau Operations following the elimination of COVID-19 related protective measures by Macau authorities in January 2023.

Casino revenues increased primarily due to higher mass market volumes at our Macau Operations which continued to benefit from higher visitation following the elimination of COVID-19 related protective measures by Macau authorities in January 2023.

The table below sets forth our casino revenues and associated key operating measures (dollars in thousands, except for win per unit per day):

Three Months Ended March 31,

Three Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

15 unchanged sentences

Slot machine win per unit per day $ 464 $ 517 $ (53) (10.3)

Poker rake $ 736 $ — $ 736 NM

Total casino revenues $ 280,717 $ 242,950 $ 37,767 15.5

14 unchanged sentences

Poker rake $ 3,607 $ 5,376 $ (1,769) (32.9)

Three Months Ended March 31,

Three Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

23 unchanged sentences

Poker rake $ 5,307 $ 5,211 $ 96 1.8

NM - Not meaningful.

Non-casino revenues

The table below sets forth our room revenues and associated key operating measures:

Three Months Ended March 31,

Three Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

19 unchanged sentences

REVPAR $ 407 $ 371 $ 36 9.7

Room revenues increased $54.9 million, primarily due to higher ADR at all of our properties and higher occupancy at our Macau Operations.

Food and beverage revenues increased $34.3 million, primarily due to increased restaurant covers at our Las Vegas Operations and our Macau Operations.

Entertainment, retail and other revenues decreased $4.5 million, primarily due to decreased operating revenues at Wynn Interactive following the closure of WynnBET, Wynn Interactive's digital sports betting and casino gaming business, in certain jurisdictions.

Room revenues increased $28.0 million, primarily due to higher ADR at our Las Vegas Operations.

Food and beverage revenues increased $24.4 million, primarily due to increased restaurant covers and average check amounts at our Las Vegas Operations and our Macau Operations.

Entertainment, retail and other revenues decreased $11.2 million, primarily due to a decrease in operating revenues at Wynn Interactive of $19.5 million following the closure of Wynn Interactive's digital sports betting and casino gaming business in certain jurisdictions, partially offset by a $10.7 million increase in operating revenues from entertainment venue and convention-related sales at our Las Vegas Operations.

Operating expenses

The table below presents operating expenses (dollars in thousands):

Three Months Ended March 31,

Three Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

11 unchanged sentences

NM - Not meaningful.

The increase in total operating expenses was primarily due to increased operating costs associated with higher business volumes at each of our properties, partially offset by decreased entertainment, retail and other expenses related to Wynn Interactive following the closure of WynnBET, Wynn Interactive's digital sports betting and casino gaming business, in certain jurisdictions.

The increase in total operating expenses was primarily due to increased operating costs associated with higher business volumes at our properties, partially offset by decreased entertainment, retail and other expenses related to Wynn Interactive following the closure of WynnBET, Wynn Interactive's digital sports betting and casino gaming business, in certain jurisdictions.

Casino expenses increased $43.5 million and $22.5 million at Wynn Palace and Wynn Macau, respectively.

These increases resulted from higher operating costs, including $36.3 million and $17.0 million in incremental gaming tax expense at Wynn Palace and Wynn Macau, respectively, driven by the increase in casino revenues.

Room expenses increased $7.9 million at our Las Vegas Operations as a result of higher payroll and other operational costs, commensurate with the increase in room revenues.

Food and beverage expenses increased $17.9 million and $4.9 million at our Las Vegas Operations and Wynn Palace, respectively.

These increases resulted from higher operating costs related to an increase in food and beverage revenues at our Las Vegas Operations and Wynn Palace, respectively.

Entertainment, retail and other expenses decreased $28.1 million at Corporate and other as a result of decreased marketing and other operational costs relating to Wynn Interactive.

General and administrative expenses increased primarily due to increases of $5.5 million and $2.5 million at Wynn Palace and our Las Vegas Operations, respectively, attributable to payroll and other general and administrative expenses required to support higher business volumes.

Property charges and other expenses for the three months ended March 31, 2024 consisted primarily of asset abandonments of $11.4 million at Wynn Palace and contract termination and other expenses of $5.1 million related to Wynn Interactive.

Property charges and other expenses for the three months ended March 31, 2023 consisted primarily of asset abandonments of $2.2 million at Wynn Palace.

Room expenses increased $6.5 million at our Las Vegas Operations as a result of higher operating costs, commensurate with the increase in room revenues.

Food and beverage expenses increased $11.0 million and $6.0 million at our Las Vegas Operations and Macau Operations, respectively, as a result of higher operating costs related to increases in food and beverage revenues.

Entertainment, retail and other expenses decreased $35.5 million at Corporate and other as a result of decreased operating costs related to Wynn Interactive.

This decrease is partially offset by an increase of $12.8 million at our Las Vegas Operations primarily due to increased entertainment venue and convention-related revenue.

General and administrative expenses increased primarily due to an increase of $9.5 million at our Las Vegas Operations attributable to payroll, marketing-related costs, and other general and administrative expenses.

This increase was partially offset by decreases of $2.9 million and $1.3 million at Encore Boston Harbor and our Macau Operations, respectively.

Property charges and other expenses for the three months ended June 30, 2024 consisted primarily of $61.5 million of expensed project costs related to a discontinued development project, partially offset by a gain of $24.6 million related to the sale of certain Wynn Interactive assets, both included in Corporate and other.

Property charges and other expenses for the three months ended June 30, 2023 consisted primarily of asset abandonments of $6.6 million and $1.1 million at our Las Vegas Operations and Wynn Palace, respectively, as well as contract termination and other expenses of $6.5 million at Wynn Macau.

Other non-operating income and expenses

Interest expense, net of capitalized interest, decreased $5.3 million primarily due to a decrease in the weighted average debt balance, from $12.61 billion for the three months ended March 31, 2023, to $11.92 billion for the three months ended March 31, 2024, the effect of which was partially offset by an increase in the weighted average interest rate from 5.95% for the three months ended March 31, 2023, to 6.11% for the three months ended March 31, 2024.

We recorded interest income of $40.2 million in each of the three months ended March 31, 2024 and 2023, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement loss of $4.7 million and $30.6 million for the three months ended March 31, 2024 and 2023, respectively.

Interest expense, net of capitalized interest, decreased $15.6 million primarily due to a decrease in the weighted average debt balance, from $12.50 billion for the three months ended June 30, 2023, to $11.43 billion for the three months ended June 30, 2024.

We recorded interest income of $34.9 million and $44.1 million in the three months ended June 30, 2024 and 2023, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement gain of $8.7 million and $7.0 million for the three months ended June 30, 2024 and 2023, respectively.

The impact of the exchange rate fluctuation of the Macau pataca, in relation to the U.S.

1 unchanged sentence

dollar denominated debt and other obligations from our Macau-related entities drove the variability between periods.

We recorded a loss of $17.9 million and a gain of $23.0 million for the three months ended March 31, 2024 and 2023, respectively, from change in derivatives fair value, primarily related to the conversion feature of the WML Convertible Bonds.

We recorded a $1.6 million loss on debt financing transactions for the three months ended March 31, 2024, primarily related to the issuance of the 2031 Add-On WRF Senior Notes and the repurchase of the 2025 WLV Senior Notes.

We recorded a $12.2 million loss on debt financing transactions for the three months ended March 31, 2023, primarily related to the issuance of the 2031 WRF Senior Notes and the repurchase of the 2025 WRF Senior Notes.

We recorded an income tax expense of $20.0 million and $1.0 million for the three months ended March 31, 2024 and 2023, respectively, primarily related to our U.S.-based operating profits.

Net income (loss) attributable to noncontrolling interests

Net income attributable to noncontrolling interests was $32.3 million and net loss attributable to noncontrolling interest was $11.2 million for the three months ended March 31, 2024 and 2023, respectively.

These amounts are primarily related to the noncontrolling interests' share of net income (loss) attributable to WML.

We recorded a gain of $15.5 million and $24.3 million for the three months ended June 30, 2024 and 2023, respectively, from change in derivatives fair value, primarily related to the conversion feature of the WML Convertible Bonds.

We recorded a $3.4 million loss on debt financing transactions for the three months ended June 30, 2023, primarily related to the issuance of the 2031 WRF Senior Notes and the repurchase of the tendered 2025 WRF Senior Notes.

We recorded an income tax expense of $7.9 million and $4.3 million for the three months ended June 30, 2024 and 2023, respectively, primarily related to our U.S.

based operating profits.

Net income attributable to noncontrolling interests

Net income attributable to noncontrolling interests was $34.3 million and $22.7 million for the three months ended June 30, 2024 and 2023, respectively.

These amounts are primarily related to the noncontrolling interests' share of net income attributable to WML.

Financial results for the six months ended June 30, 2024 compared to the six months ended June 30, 2023.

Operating revenues

The following table presents our operating revenues (dollars in thousands):

Six Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

Operating revenues

Macau Operations:

Wynn Palace $ 1,134,950 $ 837,713 $ 297,237 35.5

Wynn Macau 749,013 532,319 216,694 40.7

Total Macau Operations 1,883,963 1,370,032 513,931 37.5

Las Vegas Operations 1,265,202 1,164,836 100,366 8.6

Encore Boston Harbor 430,392 438,238 (7,846) (1.8)

Corporate and other 16,284 46,395 (30,111) (64.9)

$ 3,595,841 $ 3,019,501 $ 576,340 19.1

The following table presents our casino and non-casino operating revenues (dollars in thousands):

Six Months Ended June 30,

2024 2023 Increase/ (Decrease) Percent Change

Operating revenues

Casino revenues $ 2,130,412 $ 1,679,991 $ 450,421 26.8

Non-casino revenues:

Rooms 631,935 549,034 82,901 15.1

Food and beverage 548,342 489,647 58,695 12.0

Entertainment, retail and other 285,152 300,829 (15,677) (5.2)

Total non-casino revenues 1,465,429 1,339,510 125,919 9.4

$ 3,595,841 $ 3,019,501 $ 576,340 19.1

Casino revenues for the six months ended June 30, 2024 were 59.2% of operating revenues, compared to 55.6% for the same period of 2023.

Non-casino revenues for the six months ended June 30, 2024 were 40.8% of operating revenues, compared to 44.4% for the same period of 2023.

Casino revenues

Casino revenues increased primarily due to higher gaming volumes at our Macau Operations which continued to benefit from higher visitation following the elimination of COVID-19 related protective measures by Macau authorities in January 2023.

The table below sets forth our casino revenues and associated key operating measures (dollars in thousands, except for win per unit per day):

Six Months Ended

2024 2023 Increase/ (Decrease) Percent Change

Macau Operations:

Total casino revenues $ 918,745 $ 635,964 $ 282,781 44.5

Average number of table games 58 54 4 7.4

VIP turnover $ 6,731,100 $ 5,335,696 $ 1,395,404 26.2

VIP table games win $ 244,712 $ 191,478 $ 53,234 27.8

VIP win as a % of turnover 3.64 % 3.59 % 0.05

Table games win per unit per day $ 23,195 $ 19,697 $ 3,498 17.8

Average number of table games 244 239 5 2.1

Table drop $ 3,520,444 $ 2,689,146 $ 831,298 30.9

Table games win $ 846,732 $ 566,683 $ 280,049 49.4

Table games win % 24.1 % 21.1 % 3.0

Table games win per unit per day $ 19,039 $ 13,125 $ 5,914 45.1

Average number of slot machines 590 587 3 0.5

Slot machine handle $ 1,238,334 $ 1,126,224 $ 112,110 10.0

Slot machine win $ 56,560 $ 53,008 $ 3,552 6.7

Slot machine win per unit per day $ 527 $ 499 $ 28 5.6

Poker rake $ 736 $ — $ 736 NM

Total casino revenues $ 627,070 $ 419,333 $ 207,737 49.5

Average number of table games 30 50 (20) (40.0)

VIP turnover $ 2,753,760 $ 2,534,496 $ 219,264 8.7

VIP table games win $ 79,379 $ 88,579 $ (9,200) (10.4)

VIP win as a % of turnover 2.88 % 3.49 % (0.61)

Table games win per unit per day $ 14,629 $ 9,808 $ 4,821 49.2

Average number of table games 222 213 9 4.2

Table drop $ 3,286,071 $ 2,213,299 $ 1,072,772 48.5

Table games win $ 607,150 $ 384,831 $ 222,319 57.8

Table games win % 18.5 % 17.4 % 1.1

Table games win per unit per day $ 15,048 $ 9,997 $ 5,051 50.5

Average number of slot machines 600 532 68 12.8

Slot machine handle $ 1,532,202 $ 989,576 $ 542,626 54.8

Slot machine win $ 52,170 $ 31,749 $ 20,421 64.3

Slot machine win per unit per day $ 478 $ 330 $ 148 44.8

Poker rake $ 8,626 $ 9,312 $ (686) (7.4)

Six Months Ended

2024 2023 Increase/ (Decrease) Percent Change

Las Vegas Operations:

Total casino revenues $ 264,837 $ 292,476 $ (27,639) (9.5)

Average number of table games 234 233 1 0.4

Table drop $ 1,140,635 $ 1,160,447 $ (19,812) (1.7)

Table games win $ 274,107 $ 274,022 $ 85 —

Table games win % 24.0 % 23.6 % 0.4

Table games win per unit per day $ 6,444 $ 6,490 $ (46) (0.7)

Average number of slot machines 1,608 1,660 (52) (3.1)

Slot machine handle $ 3,144,442 $ 3,095,260 $ 49,182 1.6

Slot machine win $ 209,773 $ 210,145 $ (372) (0.2)

Slot machine win per unit per day $ 717 $ 700 $ 17 2.4

Poker rake $ 12,023 $ 10,574 $ 1,449 13.7

Encore Boston Harbor:

Total casino revenues $ 319,760 $ 332,218 $ (12,458) (3.7)

Average number of table games 184 194 (10) (5.2)

Table drop $ 725,668 $ 720,406 $ 5,262 0.7

Table games win $ 153,449 $ 158,615 $ (5,166) (3.3)

Table games win % 21.1 % 22.0 % (0.9)

Table games win per unit per day $ 4,576 $ 4,512 $ 64 1.4

Average number of slot machines 2,613 2,540 73 2.9

Slot machine handle $ 2,823,454 $ 2,596,664 $ 226,790 8.7

Slot machine win $ 210,223 $ 210,799 $ (576) (0.3)

Slot machine win per unit per day $ 442 $ 459 $ (17) (3.7)

Poker rake $ 11,088 $ 10,893 $ 195 1.8

NM - Not meaningful.

Non-casino revenues

The table below sets forth our room revenues and associated key operating measures:

Six Months Ended

2024 2023 Increase/ (Decrease) Percent Change

Macau Operations:

Total room revenues (dollars in thousands) $ 104,142 $ 97,002 $ 7,140 7.4

Occupancy 98.9 % 92.2 % 6.7

ADR $ 326 $ 319 $ 7 2.2

REVPAR $ 323 $ 294 $ 29 9.9

Total room revenues (dollars in thousands) $ 52,361 $ 48,101 $ 4,260 8.9

Occupancy 99.4 % 93.9 % 5.5

ADR $ 260 $ 256 $ 4 1.6

REVPAR $ 258 $ 240 $ 18 7.5

Las Vegas Operations:

Total room revenues (dollars in thousands) $ 429,948 362,874 $ 67,074 18.5

Occupancy 89.4 % 89.7 % (0.3)

ADR $ 563 $ 477 $ 86 18.0

REVPAR $ 504 $ 428 $ 76 17.8

Encore Boston Harbor:

Total room revenues (dollars in thousands) $ 45,484 $ 41,057 $ 4,427 10.8

Occupancy 93.1 % 91.4 % 1.7

ADR $ 403 $ 372 $ 31 8.3

REVPAR $ 375 $ 340 $ 35 10.3

Room revenues increased $82.9 million, primarily due to higher occupancy and ADR at our Macau Operations and higher ADR at our Las Vegas Operations.

Food and beverage revenues increased $58.7 million, primarily due to increased restaurant covers and average check amounts at our Las Vegas Operations and our Macau Operations.

Entertainment, retail and other revenues decreased $15.7 million primarily due to $30.1 million of decreased operating revenues at Wynn Interactive following the closure of Wynn Interactive's digital sports betting and casino gaming business in certain jurisdictions, partially offset by a $13.7 million increase in operating revenues from entertainment venue and convention-related sales at our Las Vegas Operations.

Operating expenses

The table below presents operating expenses (dollars in thousands):

Six Months Ended

2024 2023 Increase/ (Decrease) Percent Change

Operating expenses:

Casino $ 1,289,957 $ 1,017,028 $ 272,929 26.8

Rooms 162,615 146,485 16,130 11.0

Food and beverage 427,164 384,541 42,623 11.1

Entertainment, retail and other 133,953 178,481 (44,528) (24.9)

General and administrative 536,343 517,093 19,250 3.7

Provision for credit losses 2,516 (7,184) 9,700 NM

Pre-opening 3,593 5,955 (2,362) (39.7)

Depreciation and amortization 351,338 338,774 12,564 3.7

Property charges and other 55,763 18,477 37,286 201.8

Total operating expenses $ 2,963,242 $ 2,599,650 $ 363,592 14.0

NM - Not meaningful.

Casino expenses increased $154.6 million and $105.8 million at Wynn Palace and Wynn Macau, respectively.

These increases resulted from higher operating costs, including increases of $138.6 million and $95.6 million in incremental gaming tax expense at Wynn Palace and Wynn Macau, respectively, driven by the increase in casino revenues.

Room expenses increased $14.3 million at our Las Vegas Operations as a result of higher operating costs, commensurate with the increase in room revenues.

Food and beverage expenses increased $29.0 million and $13.3 million at our Las Vegas Operations and our Macau Operations, respectively, as a result of higher operating costs related to increases in food and beverage revenues.

Entertainment, retail and other expenses decreased $66.7 million at Corporate and other as a result of decreased operating costs related to Wynn Interactive.

This decrease is partially offset by an increase of $17.9 million at our Las Vegas Operations primarily due to entertainment venue and convention-related revenue.

General and administrative expenses increased primarily due to an increase of $11.9 million at our Las Vegas Operations, attributable to payroll, including stock-based compensation, marketing-related costs, and other general and administrative expenses.

In addition, general and administrative expenses increased $9.3 million at Corporate and other, primarily due to an increase in payroll and other general and administrative expenses.

Property charges and other expenses for the six months ended June 30, 2024 consisted primarily of $61.5 million of expensed project costs related to a discontinued development project, partially offset by a gain of $24.6 million related to the sale of certain Wynn Interactive assets, both included in Corporate and other.

Property charges and other expenses for the six months ended June 30, 2023 consisted primarily of asset abandonments of $6.7 million and $3.4 million at our Las Vegas Operations and Wynn Palace, respectively, as well as contract termination and other expenses of $6.5 million at Wynn Macau.

Other non-operating income and expenses

Interest expense, net of capitalized interest, decreased $21.0 million primarily due to a decrease in the weighted average debt balance, from $12.55 billion for the six months ended June 30, 2023, to $11.68 billion for the six months ended June 30, 2024, the effect of which was partially offset by an increase in the weighted average interest rate from 6.02% for the six months ended June 30, 2023, to 6.11% for the six months ended June 30, 2024.

We recorded interest income of $75.1 million and $84.3 million in the six months ended June 30, 2024 and 2023, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement gain of $4.0 million and a loss of $23.7 million for the six months ended June 30, 2024 and 2023, respectively.

The impact of the exchange rate fluctuation of the Macau pataca, in relation to the U.S.

dollar, on the remeasurements of U.S.

dollar denominated debt and other obligations from our Macau-related entities primarily drove the variability between periods.

We recorded a loss of $2.4 million for the six months ended June 30, 2024, from change in derivatives fair value, primarily related to the interest rate collar on the Retail Term Loan .

We recorded a gain of $47.4 million for the six months ended June 30, 2023, from change in derivatives fair value, primarily related to the conversion feature of the WML Convertible Bonds.

We recorded a $1.6 million loss on debt financing transactions for the six months ended June 30, 2024, primarily related to the issuance of the 2031 Add-On WRF Senior Notes and the repurchase of the tendered 2025 WLV Senior Notes.

We recorded a $15.6 million loss on debt financing transactions for the six months ended June 30, 2023, primarily related to the issuance of the 2031 WRF Senior Notes and the repurchase of the early tendered 2025 WRF Senior Notes.

We recorded income tax expense of $27.9 million and $5.3 million for the six months ended June 30, 2024 and 2023, respectively.

Income tax expense in 2024 and 2023 primarily related to U.S.

operating profits.

Net income attributable to noncontrolling interests

Net income attributable to noncontrolling interests was $66.6 million and $11.5 million for the six months ended June 30, 2024 and 2023, respectively.

These amounts are primarily related to the noncontrolling interests' share of net income from WML.

Segment Information

8 unchanged sentences

Unlike net income, Adjusted Property EBITDAR does not include depreciation or interest expense and therefore does not reflect current or future capital expenditures or the cost of capital.

We have significant uses of cash flows, including capital expenditures, triple-net operating lease rent expense related to Encore Boston Harbor, interest payments, debt principal repayments, income taxes and other non-recurring charges, which are not reflected in

Adjusted Property EBITDAR.

Also, our calculation of Adjusted Property EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

The following table summarizes Adjusted Property EBITDAR (dollars in thousands) for Wynn Palace, Wynn Macau, Las Vegas Operations, Encore Boston Harbor, and Corporate and other as reviewed by management and summarized in Item 1—"Notes to Condensed Consolidated Financial Statements," Note 17, "Segment Information." That footnote also presents a reconciliation of Adjusted Property EBITDAR to net income attributable to Wynn Resorts, Limited.

Three Months Ended March 31,

2024 2023 Increase/ (Decrease) Percent Change

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

2024 2023 Increase/ (Decrease) Percent Change 2024 2023 Increase/ (Decrease) Percent Change

Wynn Palace $ 184,459 $ 156,607 $ 27,852 17.8 $ 386,829 $ 267,665 $ 119,164 44.5

2 unchanged sentences

Encore Boston Harbor 62,131 69,104 (6,973) (10.1) 125,266 132,518 (7,252) (5.5)

Corporate and other (2,418) (21,068) 18,650 (88.5)

Adjusted Property EBITDAR at Wynn Palace and Wynn Macau increased $91.3 million and $92.4 million for the three months ended March 31, 2024, respectively, primarily due to an increase in operating revenues of $217.5 million and $181.0 million for the three months ended March 31, 2024, respectively, partially offset by an increase in operating expenses.

Adjusted Property EBITDAR at our Las Vegas Operations increased $14.7 million for the three months ended March 31, 2024, primarily due to an increase in revenues from room and food and beverage operations of $39.0 million and $21.1 million, respectively, partially offset by an increase in operating expenses.

Adjusted Property EBITDAR at Corporate and other increased $18.6 million for the three months ended March 31, 2024, primarily due to a decrease in marketing and promotional expense of $28.1 million related to Wynn Interactive following our decision, announced in August 2023, to close WynnBET, Wynn Interactive's digital sports betting and casino gaming business, in certain jurisdictions.

Corporate and other (1,179) (14,964) 13,785 NM (3,597) (36,032) 32,435 NM

NM - Not meaningful.

Adjusted Property EBITDAR at Wynn Palace and Wynn Macau increased $27.9 million and $6.3 million for the three months ended June 30, 2024, respectively, and $119.2 million and $98.8 million for the six months ended June 30, 2024, respectively, primarily due to an increase in operating revenues of $79.7 million and $35.7 million for the three months ended June 30, 2024, respectively, and $297.2 million and $216.7 million for the six months ended June 30, 2024, respectively, partially offset by an increase in operating expenses.

Adjusted Property EBITDAR at our Las Vegas Operations increased $6.2 million and $20.9 million for the three and six months ended June 30, 2024, respectively, primarily due to an increase in non-casino revenues of $58.9 million and $128.0 million, respectively, partially offset by an increase in operating expenses.

Adjusted Property EBITDAR at Encore Boston Harbor decreased $7.0 million and $7.3 million for the three and six months ended June 30, 2024, respectively, primarily due to a decrease in casino revenues of $13.2 million and $12.5 million, respectively, partially offset by a decrease in operating expenses.

Adjusted Property EBITDAR at Corporate and other increased $13.8 million and $32.4 million for the three and six months ended June 30, 2024, respectively, primarily due to a decrease in marketing and promotional expense of $10.9 million and $26.4 million, respectively, related to Wynn Interactive following our decision, announced in August 2023, to close WynnBET, Wynn Interactive's digital sports betting and casino gaming business, in certain jurisdictions.

Refer to the discussions above regarding the specific details of our results of operations.

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Our cash flows were as follows (in thousands):

Three Months Ended March 31,

Six Months Ended June 30,

Cash Flows - Summary 2024 2023

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Capital expenditures, net of construction payables and retention (191,337) (215,299)

Investments in unconsolidated affiliate (69,928) —

Investment in unconsolidated affiliates (428,964) (31,193)

Purchase of investments — (286,519)

Proceeds from maturity of investments 350,000 —

Purchase of intangible and other assets (2,614) (11,740)

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Other (4,486) (7,773)

Net cash (used in) provided by financing activities (604,363) 121,003

Net cash used in financing activities (895,791) (18,807)

Effect of exchange rate on cash, cash equivalents and restricted cash 195 (2,864)

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Accordingly, operating cash flows will be impacted by changes in operating income and accounts receivable, net.

During the three months ended March 31, 2024, the increase in cash flows from operating activities was primarily due to increased revenues from our Macau Operations and our Las Vegas Operations, which was partially offset by an increase in operating expenses associated with higher business volumes.

During the three months ended March 31, 2023, the increase in cash flows from operating activities was primarily due to increased revenues from our Macau Operations, our Las Vegas Operations, and Encore Boston Harbor, which was partially offset by an increase in operating expenses associated with higher business volumes.

During the six months ended June 30, 2024, the increase in cash flows from operating activities was primarily due to increased revenues from our Macau Operations and our Las Vegas Operations, which was partially offset by an increase in operating expenses associated with higher business volumes.

During the six months ended June 30, 2023, the increase in cash flows from operating activities was primarily due to increased revenues from our Macau Operations, our Las Vegas Operations, and Encore Boston Harbor, which was partially offset by an increase in operating expenses associated with higher business volumes.

Investing Activities

Our investing activities primarily consist of project capital expenditures and maintenance capital expenditures associated with maintaining and continually refining our world-class integrated resort properties.

During the three months ended March 31, 2024, we incurred capital expenditures of $24.7 million at our Las Vegas Operations, $11.8 million at Encore Boston Harbor, $29.5 million at Wynn Palace, and $17.3 million at Wynn Macau primarily related to maintenance capital expenditures, and $14.4 million at Corporate and other primarily related to future development projects.

In addition, during the three months ended March 31, 2024, we made $69.9 million of investments in Island 3 AMI FZ-LLC, an unconsolidated affiliate which is constructing Wynn Al Marjan Island.

During the three months ended March 31, 2023, we incurred capital expenditures of $38.5 million at our Las Vegas Operations, $30.1 million at Encore Boston Harbor, $6.4 million at Wynn Palace, and $3.0 million at Wynn Macau primarily related to maintenance capital expenditures, and $46.5 million at Corporate and other primarily related to future development projects.

During the six months ended June 30, 2024, we incurred capital expenditures of $59.1 million at our Las Vegas Operations, $22.1 million at Encore Boston Harbor, $49.4 million at Wynn Palace, and $28.3 million at Wynn Macau primarily related to maintenance capital expenditures, and $32.4 million at Corporate and other primarily related to future development projects.

In addition, during the six months ended June 30, 2024, we contributed $429.0 million in cash to Island 3 and received proceeds of $300.0 million and $50.0 million upon the maturity of our investments in debt securities and fixed deposits, respectively.

During the six months ended June 30, 2023, we incurred capital expenditures of $96.1 million at our Las Vegas Operations, $41.3 million at Encore Boston Harbor, $14.1 million at Wynn Palace, and $8.9 million at Wynn Macau primarily related to maintenance capital expenditures, and $55.0 million at Corporate and other primarily related to future development projects.

In addition, during the six months ended June 30, 2023, we purchased $286.5 million in investment securities.

Financing Activities

The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the three months ended March 31, 2024 (in thousands):

The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the six months ended June 30, 2024 (in thousands):

Proceeds from issuance Repayments and repurchases

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Total $ 412,000 $ 1,129,136

The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the three months ended March 31, 2023 (in thousands):

The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the six months ended June 30, 2023 (in thousands):

Proceeds from issuance Repayments and repurchases

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WRF 7 3/4% Senior Notes, due 2025 — 600,000

Wynn Las Vegas 4 1/4% Senior Notes, due 2023 — 500,000

WLV 4 1/4% Senior Notes, due 2023 — 500,000

WLV 5 1/2% Senior Notes, due 2025 — —

WRF Term Loan, due 2024 — 12,500

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Capital Resources

The following table summarizes our unrestricted cash and cash equivalents, investments, and available revolver borrowing capacity, excluding capacity under intercompany loan agreements, presented by significant financing entity as of March 31, 2024 (in thousands):

Total Cash and Cash Equivalents Investments (1)

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Total $ 2,379,415 $ 500,000 $ 1,047,535

(1) Investments consist of investments in United States treasury bills and fixed deposits maturing in less than one year.

(1) Investments consist of investments in fixed deposits maturing in less than one year.

(2) Excluding Wynn Macau, Limited and subsidiaries.

Wynn Macau, Limited and subsidiaries .

WML generates cash from our Macau Operations.

We expect to use this cash to fund working capital and capital expenditure requirements at WML and our Macau Operations, and to service our WML Senior Notes, WM Cayman II Revolver, and WML Convertible Bonds.

WML paid no dividends during 2023 or the three months ended March 31, 2024.

The WML board of directors has recommended the payment of a final dividend of HK$0.075 per share on its common stock, for a total U.S.

WML generates cash from our Macau Operations and may utilize proceeds from the WM Cayman II Revolver to fund working capital requirements as needed.

We expect to use this cash to service our WML Senior Notes, WM Cayman II Revolver, and WML Convertible Bonds, to pay dividends to shareholders of WML (of which we own approximately 72%), and to fund working capital and capital expenditure requirements at WML and our Macau Operations.

In July 2024, the Company repaid approximately $40.0 million of outstanding WM Cayman II Revolver borrowings.

WML is a holding company and, as a result, its ability to pay dividends to WRF is dependent on WML receiving distributions from its subsidiaries.

WML, as guarantor under the WM Cayman II Revolver facility agreement, may be subject to certain restrictions on payments of dividends or distributions to its shareholders, unless certain financial criteria have been satisfied.

The WM Cayman II Revolver facility agreement contains representations, warranties, covenants and events of default customary for similar financings, including, but not limited to, restrictions on indebtedness to be incurred by WM Cayman II or its subsidiaries.

In May 2024, the WML Board of Directors announced an amendment to WML's dividend policy, pursuant to which the WML Board of Directors will meet semiannually to consider the declaration of dividends, and may also meet at any time during the year as the WML Board of Directors deems fit to consider the declaration of special dividends.

On June 19, 2024, WML paid a cash dividend of HK$0.075 per share for a total U.S.

dollar equivalent of approximately $50.4 million in respect of the year ended December 31, 2023.

The payment of the final dividend is conditional upon shareholder approval at WML's 2024 Annual General Meeting to be held on May 30, 2024.

If our portion of cash available for repatriation was repatriated on March 31, 2024, it would be subject to minimal U.S.

Our share of this dividend was $36.0 million.

If our portion of cash available for repatriation was repatriated on June 30, 2024, it would be subject to minimal U.S.

Wynn Resorts Finance, LLC and subsidiaries.

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The 2031 WRF Add-On Senior Notes were issued at a price equal to 103.0% of the principal amount, for net proceeds of approximately $409.5 million.

In February and March 2024, we repurchased $800.0 million aggregate principal amount of our 5 1/2% Senior Notes due 2025 (the "2025 WLV Senior Notes"), which consisted of i) $681.0 million validly tendered notes repurchased at a price equal to 97.2% of the principal amount, plus accrued interest and an early tender premium of $20.3 million and ii) $119.0 million of notes repurchased on a pro-rata basis at a price equal of 100% of the principal amount plus accrued interest under the terms of its indenture.

Included in the $119.0 million repurchase was $3.3 million of 2025 WLV Senior Notes held by Wynn Resorts.

We used the net proceeds from the 2031 WRF Add-On Senior Notes and cash held by WRF, to purchase such validly tendered 2025 WLV Senior Notes and to pay the tender premium and related fees and expenses.

In February and March 2024, we repurchased $800.0 million aggregate principal amount of our 5 1/2% Senior Notes due 2025 (the "2025 WLV Senior Notes"), which consisted of i) $681.0 million aggregate principal amount of validly tendered notes repurchased at a price equal to 97.2% of the principal amount, plus accrued interest and an early tender premium of $20.3 million, and ii) $119.0 million aggregate principal amount of notes repurchased on a pro-rata basis at a price equal of 100% of the principal amount plus accrued interest under the terms of its indenture.

Included in the $119.0 million repurchase was $3.3 million aggregate principal amount of 2025 WLV Senior Notes held by Wynn Resorts.

We used the net proceeds from the 2031 WRF Add-On Senior Notes and cash held by WRF to purchase such validly tendered 2025 WLV Senior Notes and to pay the early tender premium and related fees and expenses.

Wynn Resorts, Limited and other subsidiaries.

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We expect to use cash held by Wynn Resorts, Limited and other to service our Retail Term Loan, to fund working capital needs of our subsidiaries, pay dividends, make required capital contributions to the entity which owns the Wynn Al Marjan Island development, and for general corporate purposes.

The Company paid a cash dividend of $0.25 per share in the quarter ended March 31, 2024 and recorded $28.0 million against accumulated deficit.

On May 7, 2024, the Company declared a cash dividend of $0.25 per share, payable on May 31, 2024 to stockholders of record as of May 20, 2024.

During the three months ended June 30, 2024, the Company determined not to proceed with its planned phased development project adjacent to Encore Boston Harbor, and expensed $61.5 million of costs, including $4.7 million of internally allocated overhead, that had been previously capitalized.

During the second quarter of 2024, the Company contributed $356.5 million of cash into Island 3, bringing our life-to-date cash contributions to $514.4 million.

The cash contributed in the quarter was used primarily to fund our pro rata portion of the purchase of approximately 155 acres of land underlying the Wynn Al Marjan Island integrated resort development site, including the remaining 70 acres of land on Island 3 for potential future development (the "Marjan Land Bank").

We estimate our remaining 40% pro-rata share of the required equity is approximately $900 million, inclusive of capitalized interest, fees, and certain improvements on the Island.

Wynn Al Marjan Island is currently expected to open in 2027.

The Company paid a cash dividend of $0.25 per share in each of the quarters ended March 31, 2024 and June 30, 2024 and recorded $28.0 million in each period, against accumulated deficit.

On August 6, 2024, the Company's Board of Directors declared a cash dividend of $0.25 per share on its common stock, payable on August 30, 2024 to stockholders of record as of August 19, 2024.

Other Factors Affecting Liquidity

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Under the equity repurchase program, we may repurchase the Company's outstanding shares from time to time through open market purchases, in privately negotiated transactions, and under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the "Exchange Act").

As of March 31, 2024, we had $433.4 million in repurchase authority remaining under the program.

As of June 30, 2024, we had $365.4 million in repurchase authority remaining under the program.

We have in the past repurchased, and in the future, we may periodically consider repurchasing our outstanding notes for cash.

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There can be no assurances regarding the business prospects with respect to any other opportunity.

Any new development may require us to obtain additional financing.

Any new development may

require us to obtain additional financing.

We may decide to conduct any such development through Wynn Resorts, Limited or through subsidiaries separate from the Las Vegas, Boston or Macau-related entities.

Contractual Commitments

During the three months ended March 31, 2024 , except as described below, there have been no material changes to the contractual obligations previously reported in our Annual Report on Form 10-K for the year ended December 31, 2023 .

During the three months ended March 31, 2024 , our fixed interest rate long-term debt obligations decreased by a net amount of $396.7 million, as a result of $796.7 million in debt repayments in connection with the repurchase of the 2025 WLV Senior Notes , net of $400.0 million in long-term debt issuances in connection with the issuance of the 2031 Add-On Senior Notes, as described above.

As a result, our annual fixed interest payments are expected to decrease $12.5 million for the remainder of 2024 , and increase $21.2 million in 2025, $28.5 million in each of 2026, 2027, and 2028, and $60.6 million thereafter.

During the six months ended June 30, 2024 , except as described below, there have been no material changes to the contractual obligations previously reported in our Annual Report on Form 10-K for the year ended December 31, 2023 .

During the six months ended June 30, 2024 , our fixed interest rate long-term debt obligations decreased by a net amount of $396.7 million, as a result of $796.7 million in debt repayments in connection with the repurchase of the 2025 WLV Senior Notes , net of $400.0 million in long-term debt issuances in connection with the issuance of the 2031 Add-On Senior Notes, as described above.

As a result, our annual fixed interest payments are expected to decrease $12.5 million for 2024 , and increase $21.2 million in 2025, $28.5 million in each of 2026, 2027, and 2028, and $60.6 million thereafter.

Critical Accounting Policies and Estimates

A description of our critical accounting policies is included in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023.

There have been no significant changes to these policies for the three months ended March 31, 2024.

There have been no significant changes to these policies for the six months ended June 30, 2024.

Recently Adopted Accounting Standards and Accounting Standards Issued But Not Yet Adopted

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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