What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-08-07 compared with 2025-05-06 · 249 added, 69 removed, 331 unchanged (49% of the section changed)

86 unchanged sentences

Results of Operations

Summary of first quarter 2025 results

Summary of second quarter 2025 results

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

Three Months Ended March 31,

2025 2024 Increase/ (Decrease) Percent Change

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

2025 2024 Increase/ (Decrease) Percent Change 2025 2024 Increase/ (Decrease) Percent Change

Operating revenues $ 1,737,797 $ 1,732,932 $ 4,865 0.3 $ 3,438,194 $ 3,595,841 $ (157,647) (4.4)

1 unchanged sentence

Diluted net income per share 0.64 0.91 (0.27) (29.7) 1.33 2.30 (0.97) (42.2)

The decrease in operating revenues for the three months ended March 31, 2025 was largely driven by decreased operating revenues of $132.8 million at our Macau Operations primarily as a result of lower VIP win as a percentage of turnover and mass market table games win, as well as a decrease in ADR across our properties.

The decrease in net income attributable to Wynn Resorts, Limited for the three months ended March 31, 2025 was primarily due to a decrease in operating revenues at our Macau Operations, partially offset by a decrease in operating expenses.

Financial results for the three months ended March 31, 2025 compared to the three months ended March 31, 2024.

The increase in operating revenues for the three months ended June 30, 2025 was largely driven by increased operating revenues of $10.0 million at our Las Vegas Operations as a result of higher gaming volumes, partially offset by a decrease in operating revenues of $6.4 million at Wynn Interactive following the closure of its digital sports betting and casino gaming business in the third quarter of 2024.

The decrease in net income attributable to Wynn Resorts, Limited for the three months ended June 30, 2025 was primarily attributable to other non-operating income and expenses.

We incurred a foreign currency remeasurement loss of $36.2 million and a loss from change in derivatives fair value of $1.1 million in the three months ended June 30, 2025.

attributable to Wynn Resorts, Limited for the three months ended June 30, 2024, included a foreign currency remeasurement gain of $8.7 million and a gain from change in derivatives fair value of $15.5 million.

Financial results for the three months ended June 30, 2025 compared to the three months ended June 30, 2024.

Operating revenues

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

Three Months Ended March 31,

Three Months Ended June 30,

2025 2024 Increase/ (Decrease) Percent Change

10 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,

2025 2024 Increase/ (Decrease) Percent Change

7 unchanged sentences

$ 1,737,797 $ 1,732,932 $ 4,865 0.3

Casino revenues for the three months ended March 31, 2025 were 61.2% of operating revenues, compared to 60.2% for the same period of 2024.

Non-casino revenues for the three months ended March 31, 2025 were 38.8% of operating revenues, compared to 39.8% for the same period of 2024.

Casino revenues for the three months ended June 30, 2025 were 60.5% of operating revenues, compared to 58.2% for the same period of 2024.

Non-casino revenues for the three months ended June 30, 2025 were 39.5% of operating revenues, compared to 41.8% for the same period of 2024.

Casino revenues

Casino revenues decreased primarily due to lower VIP win as a percentage of turnover and mass market table games win at our Macau Operations, partially offset by an increase in casino revenues from our Las Vegas Operations primarily due to higher slot machine handle.

Casino revenues increased primarily due to higher table drop and slot machine handle at our Las Vegas Operations and higher VIP table games win at Wynn Macau.

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,

2025 2024 Increase/ (Decrease) Percent Change

31 unchanged sentences

Poker rake $ 2,836 $ 3,607 $ (771) (21.4)

Three Months Ended March 31,

Three Months Ended June 30,

2025 2024 Increase/ (Decrease) Percent Change

25 unchanged sentences

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

Three Months Ended March 31,

Three Months Ended June 30,

2025 2024 Increase/ (Decrease) Percent Change

19 unchanged sentences

REVPAR $ 376 $ 407 $ (31) (7.6)

Room revenues decreased $52.9 million, primarily due to lower ADR.

Room revenues during the three months ended March 31, 2024 benefited from higher room rates during the Super Bowl that was held in Las Vegas.

Room revenues decreased $13.5 million, primarily due to lower ADR at our Macau Operations.

Food and beverage revenues decreased $20.3 million, primarily due to decreased covers at our Las Vegas Operations.

The three months ended March 31, 2024 included incremental food and beverage revenue from Super Bowl-related events and from outlets undergoing renovations during the three months ended March 31, 2025.

Entertainment, retail and other revenues decreased $4.2 million, primarily due to a decrease in operating revenues at Wynn Interactive following the closure of its digital sports betting and casino gaming business in the third quarter of 2024.

1 unchanged sentence

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

Three Months Ended March 31,

Three Months Ended June 30,

2025 2024 Increase/ (Decrease) Percent Change

5 unchanged sentences

General and administrative 280,815 264,727 16,088 6.1

Provision for credit losses 1,396 87 1,309 NM

Provision for credit losses 3,353 2,429 924 38.0

Pre-opening 11,286 1,558 9,728 624.4

2 unchanged sentences

Total operating expenses $ 1,473,197 $ 1,463,274 $ 9,923 0.7

NM - Not meaningful.

The decrease in total operating expenses was primarily due to lower casino expenses at our Macau Operations driven by a decrease in gaming tax expense and a decrease in depreciation and amortization expense at Encore Boston Harbor.

Casino expenses decreased $29.6 million and $11.0 million at Wynn Macau and Wynn Palace, respectively, which includes decreases of $30.8 million and $12.7 million in gaming tax expense at Wynn Macau and Wynn Palace, respectively, as a result of lower casino revenues.

The increase in total operating expenses was primarily due to higher casino expenses at our Macau Operations driven by an increase in gaming tax expense, partially offset by a decrease in depreciation and amortization expenses at Encore Boston Harbor and decrease in property charges and other expenses at Corporate and other.

Casino expenses increased $7.2 million and $12.8 million at Wynn Macau and Wynn Palace, respectively, which includes increases of $5.3 million and $9.1 million in gaming tax expense at Wynn Macau and Wynn Palace, respectively, as a result of higher casino revenues.

Casino expenses increased $9.3 million at our Las Vegas Operations, primarily due to higher stock-based compensation expense as a result of stock awards granted in connection with the 20th anniversary of the opening of Wynn Las Vegas ("20th Anniversary").

Room expenses increased $5.2 million at our Las Vegas Operations, primarily due to higher stock-based compensation expense as a result of stock awards granted in connection with the 20th Anniversary.

Entertainment, retail and other expenses decreased $4.9 million, primarily due to decreased operating costs related to Wynn Interactive following the closure of its digital sports betting and casino gaming business in the third quarter of 2024.

Depreciation and amortization decreased $17.4 million at Encore Boston Harbor as result of certain furniture, fixtures and equipment assets being fully depreciated five years after the opening of the property in June of 2019.

Property charges and other expenses for the three months ended March 31, 2025 consisted primarily of asset abandonments of $4.8 million at our Macau Operations and contract termination costs of $5.8 million at Encore Boston Harbor.

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 terminations and other expenses of $5.1 million at Corporate and other.

General and administrative expenses increased $16.1 million, primarily due to the one-time cost of the 20th Anniversary celebrations, including higher stock-based compensation expense as a result of stock awards granted in connection with the 20th Anniversary.

Pre-opening expenses increased $5.5 million at Corporate and other, largely as a result of pre-opening costs associated with Wynn Al Marjan Island.

Depreciation and amortization decreased $17.5 million at Encore Boston Harbor as a result of certain furniture, fixtures and equipment assets being fully depreciated five years after the opening of the property in June of 2019.

Property charges and other expenses for the three months ended June 30, 2025 consisted primarily of asset abandonments and disposals of $2.3 million and $1.5 million at our Macau Operations and Corporate and other, respectively, and $6.3 million of contract termination and other costs at our Las Vegas Operations.

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.

Other non-operating income and expenses

Interest expense, net of capitalized interest, decreased $24.8 million due to a decrease in the weighted average debt balance, from $11.92 billion for the three months ended March 31, 2024, to $10.94 billion for the three months ended March 31, 2025, and a decrease in the weighted average interest rate, from 6.11% for the three months ended March 31, 2024, to 5.76% for the three months ended March 31, 2025.

In addition, we capitalized interest of $10.2 million and $3.3 million in the three months ended March 31, 2025 and 2024, respectively.

We recorded interest income of $19.4 million and $40.2 million in the three months ended March 31, 2025 and 2024, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement loss of $8.4 million and $4.7 million for the three months ended March 31, 2025 and 2024, respectively.

Interest expense, net of capitalized interest, decreased $20.0 million due to a decrease in the weighted average debt balance, from $11.43 billion for the three months ended June 30, 2024, to $10.94 billion for the three months ended June 30, 2025, and a decrease in the weighted average interest rate, from 6.10% for the three months ended June 30, 2024, to 5.63% for the three months ended June 30, 2025.

In addition, we capitalized interest of $10.9 million and $2.6 million in the three months ended June 30, 2025 and 2024, respectively.

We recorded interest income of $15.9 million and $34.9 million in the three months ended June 30, 2025 and 2024, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement loss of $36.2 million and a gain of $8.7 million for the three months ended June 30, 2025 and 2024, 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 $29.5 million for the three months ended March 31, 2025, from change in derivatives fair value, primarily related to the conversion feature of the WML Convertible Bonds and foreign currency swaps.

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

We recorded a loss of $1.1 million for the three months ended June 30, 2025, from change in derivatives fair value, which includes a gain of $6.0 million related to the conversion feature on the WML Convertible Bonds and a loss of $5.3 million related to foreign currency swaps.

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

F or more information on the Company's derivative instruments, refer to Item 1—"Notes to Condensed Consolidated Financial Statements," Note 7, "Derivative Instruments."

We recorded a $1.6 million loss on debt financing transactions in 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 an income tax expense of $11.0 million and $20.0 million for the three months ended March 31, 2025 and 2024, respectively, primarily related to our U.S.-based operating profits.

We recorded a $1.1 million loss on debt financing transactions for the three months ended June 30, 2025, primarily related to the amendment of the WRF credit facility.

We recorded an income tax expense of $10.6 million and $7.9 million for the three months ended June 30, 2025 and 2024, respectively, primarily related to our U.S.-based operating profits.

Net income attributable to noncontrolling interests

We recognized net income attributable to noncontrolling interests of $8.7 million and $32.3 million for the three months ended March 31, 2025 and 2024, respectively.

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

We recognized net income attributable to noncontrolling interests of $10.7 million for the three months ended June 30, 2025, primarily related to the noncontrolling interest's share of net income in the Retail Joint Venture.

We recognized net income attributable to noncontrolling interests of $34.3 million for the three months ended June 30, 2024, primarily related to the noncontrolling interests' share of net income from WML.

Financial results for the six months ended June 30, 2025 compared to the six months ended June 30, 2024.

Operating revenues

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

Six Months Ended June 30,

2025 2024 Increase/ (Decrease) Percent Change

Operating revenues

Macau Operations:

Wynn Palace $ 1,075,570 $ 1,134,950 $ (59,380) (5.2)

Wynn Macau 673,773 749,013 (75,240) (10.0)

Total Macau Operations 1,749,343 1,883,963 (134,620) (7.1)

Las Vegas Operations 1,263,918 1,265,202 (1,284) (0.1)

Encore Boston Harbor 424,933 430,392 (5,459) (1.3)

Corporate and other — 16,284 (16,284) NM

$ 3,438,194 $ 3,595,841 $ (157,647) (4.4)

NM - Not meaningful.

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

Six Months Ended June 30,

2025 2024 Increase/ (Decrease) Percent Change

Operating revenues

Casino revenues $ 2,092,264 $ 2,130,412 $ (38,148) (1.8)

Non-casino revenues:

Rooms 565,574 631,935 (66,361) (10.5)

Food and beverage 510,936 548,342 (37,406) (6.8)

Entertainment, retail and other 269,420 285,152 (15,732) (5.5)

Total non-casino revenues 1,345,930 1,465,429 (119,499) (8.2)

$ 3,438,194 $ 3,595,841 $ (157,647) (4.4)

Casino revenues for the six months ended June 30, 2025 were 60.9% of operating revenues, compared to 59.2% for the same period of 2024.

Non-casino revenues for the six months ended June 30, 2025 were 39.1% of operating revenues, compared to 40.8% for the same period of 2024.

Casino revenues

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

2025 2024 Increase/ (Decrease) Percent Change

Macau Operations:

Total casino revenues $ 892,806 $ 918,745 $ (25,939) (2.8)

Average number of table games 54 58 (4) (6.9)

VIP turnover $ 8,076,093 $ 6,731,100 $ 1,344,993 20.0

VIP table games win $ 221,003 $ 244,712 $ (23,709) (9.7)

VIP win as a % of turnover 2.74 % 3.64 % (0.90)

Table games win per unit per day $ 22,735 $ 23,195 $ (460) (2.0)

Average number of table games 248 244 4 1.6

Table drop $ 3,548,452 $ 3,520,444 $ 28,008 0.8

Table games win $ 833,996 $ 846,732 $ (12,736) (1.5)

Table games win % 23.5 % 24.1 % (0.6)

Table games win per unit per day $ 18,566 $ 19,039 $ (473) (2.5)

Average number of slot machines 638 590 48 8.1

Slot machine handle $ 1,492,685 $ 1,238,334 $ 254,351 20.5

Slot machine win $ 61,838 $ 56,560 $ 5,278 9.3

Slot machine win per unit per day $ 535 $ 527 $ 8 1.5

Total casino revenues $ 568,930 $ 627,070 $ (58,140) (9.3)

Average number of table games 25 30 (5) (16.7)

VIP turnover $ 2,418,782 $ 2,753,760 $ (334,978) (12.2)

VIP table games win $ 49,152 $ 79,379 $ (30,227) (38.1)

VIP win as a % of turnover 2.03 % 2.88 % (0.85)

Table games win per unit per day $ 10,777 $ 14,629 $ (3,852) (26.3)

Average number of table games 226 222 4 1.8

Table drop $ 3,160,641 $ 3,286,071 $ (125,430) (3.8)

Table games win $ 569,385 $ 607,150 $ (37,765) (6.2)

Table games win % 18.0 % 18.5 % (0.5)

Table games win per unit per day $ 13,916 $ 15,048 $ (1,132) (7.5)

Average number of slot machines 740 600 140 23.3

Slot machine handle $ 1,862,499 $ 1,532,202 $ 330,297 21.6

Slot machine win $ 49,560 $ 52,170 $ (2,610) (5.0)

Slot machine win per unit per day $ 370 $ 478 $ (108) (22.6)

Poker rake $ 6,056 $ 8,626 $ (2,570) (29.8)

Six Months Ended

2025 2024 Increase/ (Decrease) Percent Change

Las Vegas Operations:

Total casino revenues $ 309,495 $ 264,837 $ 44,658 16.9

Average number of table games 234 234 — —

Table drop $ 1,201,759 $ 1,140,635 $ 61,124 5.4

Table games win $ 277,036 $ 274,107 $ 2,929 1.1

Table games win % 23.1 % 24.0 % (0.9)

Table games win per unit per day $ 6,538 $ 6,444 $ 94 1.5

Average number of slot machines 1,577 1,608 (31) (1.9)

Slot machine handle $ 3,538,339 $ 3,144,442 $ 393,897 12.5

Slot machine win $ 246,850 $ 209,773 $ 37,077 17.7

Slot machine win per unit per day $ 865 $ 717 $ 148 20.6

Poker rake $ 12,434 $ 12,023 $ 411 3.4

Encore Boston Harbor:

Total casino revenues $ 321,033 $ 319,760 $ 1,273 0.4

Average number of table games 172 184 (12) (6.5)

Table drop $ 678,246 $ 725,668 $ (47,422) (6.5)

Table games win $ 141,898 $ 153,449 $ (11,551) (7.5)

Table games win % 20.9 % 21.1 % (0.2)

Table games win per unit per day $ 4,558 $ 4,576 $ (18) (0.4)

Average number of slot machines 2,718 2,613 105 4.0

Slot machine handle $ 2,722,548 $ 2,823,454 $ (100,906) (3.6)

Slot machine win $ 216,954 $ 210,223 $ 6,731 3.2

Slot machine win per unit per day $ 441 $ 442 $ (1) (0.2)

Poker rake $ 11,072 $ 11,088 $ (16) (0.1)

Non-casino revenues

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

Six Months Ended

2025 2024 Increase/ (Decrease) Percent Change

Macau Operations:

Total room revenues (dollars in thousands) $ 75,096 $ 104,142 $ (29,046) (27.9)

Occupancy 98.5 % 98.9 % (0.4)

ADR $ 227 $ 326 $ (99) (30.4)

REVPAR $ 224 $ 323 $ (99) (30.7)

Total room revenues (dollars in thousands) $ 45,039 $ 52,361 $ (7,322) (14.0)

Occupancy 99.2 % 99.4 % (0.2)

ADR $ 225 $ 260 $ (35) (13.5)

REVPAR $ 223 $ 258 $ (35) (13.6)

Las Vegas Operations:

Total room revenues (dollars in thousands) $ 403,849 $ 429,948 $ (26,099) (6.1)

Occupancy 88.3 % 89.4 % (1.1)

ADR $ 538 $ 563 $ (25) (4.4)

REVPAR $ 475 $ 504 $ (29) (5.8)

Encore Boston Harbor:

Total room revenues (dollars in thousands) $ 41,590 $ 45,484 $ (3,894) (8.6)

Occupancy 90.5 % 93.1 % (2.6)

ADR $ 382 $ 403 $ (21) (5.2)

REVPAR $ 346 $ 375 $ (29) (7.7)

Room revenues decreased $66.4 million due to lower ADR across all of our properties.

Food and beverage revenues decreased $37.4 million, primarily due to decreased covers at our Las Vegas Operations during the six months ended June 30, 2025.

The six months ended June 30, 2024 included incremental food and beverage revenue from Super Bowl-related events and from outlets undergoing renovations.

Entertainment, retail and other revenues decreased $15.7 million, primarily due to a decrease in operating revenues at Wynn Interactive following the closure of its digital sports betting and casino business in the third quarter of 2024.

Operating expenses

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

Six Months Ended

2025 2024 Increase/ (Decrease) Percent Change

Operating expenses:

Casino $ 1,277,941 $ 1,289,957 $ (12,016) (0.9)

Rooms 170,139 162,615 7,524 4.6

Food and beverage 425,067 427,164 (2,097) (0.5)

Entertainment, retail and other 120,227 133,953 (13,726) (10.2)

General and administrative 556,504 536,343 20,161 3.8

Provision for credit losses 4,749 2,516 2,233 88.8

Pre-opening 16,573 3,593 12,980 361.3

Depreciation and amortization 308,328 351,338 (43,010) (12.2)

Property charges and other 25,477 55,763 (30,286) (54.3)

Total operating expenses $ 2,905,005 $ 2,963,242 $ (58,237) (2.0)

The decrease in total operating expenses was primarily due to decreased operating costs associated with lower business volumes at our properties, a decrease in depreciation and amortization expense at Encore Boston Harbor, and a decrease in property charges and other expenses at Corporate and other.

Casino expenses decreased $22.4 million at Wynn Macau, including a decrease of $25.5 million in gaming tax expense driven by a decrease in casino revenue.

This decrease was partially offset by a $13.7 million increase at our Las Vegas Operations, primarily related to higher stock-based compensation expense as a result of stock awards granted to employees in connection with the 20th Anniversary.

Room expenses increased $6.9 million at our Las Vegas Operations, largely due to payroll and related costs, including higher stock-based compensation expense as a result of stock awards granted to employees in connection with the 20th Anniversary.

Entertainment, retail and other expenses decreased $20.4 million at Corporate and other as a result of decreased operating costs related to Wynn Interactive following the closure of its digital sports betting and casino gaming business in the third quarter of 2024.

General and administrative expenses increased $20.2 million, primarily due to the one-time cost of the 20th Anniversary celebrations, including higher stock-based compensation expense as a result of stock awards granted in connection with the 20th Anniversary.

Pre-opening expense increased $7.3 million at Corporate and other largely due to pre-opening costs associated with Wynn Al Marjan Island.

Depreciation and amortization expenses decreased $34.9 million at Encore Boston Harbor as a result of certain furniture, fixtures, and equipment assets being fully depreciated five years after the opening of the property in June of 2019.

Property charges and other expenses for the six months ended June 30, 2025 consisted primarily of $6.6 million and $5.8 million of contract terminations and other expenses at our Las Vegas Operations and Encore Boston Harbor, respectively, and $7.1 million and $2.6 million of asset abandonments and disposals at our Macau Operations and Corporate and other, respectively.

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 at Corporate and other, partially offset by a gain of $24.6 million related to the sale of certain Wynn Interactive assets, both included in Corporate and other.

Other non-operating income and expenses

Interest expense, net of capitalized interest, decreased $44.8 million primarily due to a decrease in the weighted average debt balance, from $11.68 billion for the six months ended June 30, 2024, to $10.94 billion for the six months ended June 30, 2025, and a decrease in the weighted average interest rate, from 6.11% for the six months ended June 30, 2024, to 5.69% for the six months ended June 30, 2025.

In addition, we capitalized interest of $21.2 million and $5.8 million for the six months ended June 30, 2025 and 2024, respectively.

We recorded interest income of $35.2 million and $75.1 million in the six months ended June 30, 2025 and 2024, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement loss of $44.5 million and a gain of $4.0 million for the six months ended June 30, 2025 and 2024, 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 $30.7 million for the six months ended June 30, 2025, from change in derivatives fair value, which includes a loss of $10.0 million related to the conversion feature on the WML Convertible Bonds and a loss of $14.6 million related to foreign currency swaps.

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

We recorded a $1.1 million loss on debt financing transactions for the six months ended June 30, 2025 related to the amendment of the WRF credit facility.

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

We recorded income tax expense of $21.6 million and $27.9 million for the six months ended June 30, 2025 and 2024, respectively, primarily related to U.S.-based operating profits.

Net income attributable to noncontrolling interests

We recognized net income attributable to noncontrolling interests of $19.4 million for the six months ended June 30, 2025, primarily related to the noncontrolling interest's share of net income in the Retail Joint Venture.

We recognized net income attributable to noncontrolling interests of $66.6 million for the six months ended June 30, 2024, primarily related to the noncontrolling interests' share of net income from WML.

Segment Information

7 unchanged sentences

However, Adjusted Property EBITDAR should not be considered as an alternative to operating income as an indicator of our performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as an alternative to any other measure determined in accordance with GAAP.

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.

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.

1 unchanged sentence

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,

2025 2024 Increase/ (Decrease) Percent Change

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

2025 2024 Increase/ (Decrease) Percent Change 2025 2024 Increase/ (Decrease) Percent Change

Wynn Palace $ 157,206 $ 184,459 $ (27,253) (14.8) $ 319,091 $ 386,829 $ (67,738) (17.5)

2 unchanged sentences

Encore Boston Harbor 63,859 62,131 1,728 2.8 121,313 125,266 (3,953) (3.2)

Corporate and other — (2,418) 2,418 NM

Corporate and other — (1,179) 1,179 NM — (3,597) 3,597 NM

NM - Not meaningful.

Adjusted Property EBITDAR at Wynn Macau and Wynn Palace decreased $47.0 million and $40.5 million, respectively, for the three months ended March 31, 2025 primarily due to a combined decrease in casino revenues of $100.1 million, partially offset by a decrease in gaming tax expense.

Adjusted Property EBITDAR at our Las Vegas Operations decreased $22.9 million for the three months ended March 31, 2025 primarily due to higher operating expenses and a decrease in non-gaming revenues of $37.1 million.

During the three months ended March 31, 2024, our hotel, restaurant, and nightlife operations benefited from higher room rates and incremental food and beverage revenues during the Super Bowl that was held in Las Vegas.

The decrease for the three months ended March 31, 2025 was partially offset by an increase in casino revenues of $25.8 million.

Adjusted Property EBITDAR at Encore Boston Harbor decreased $5.7 million for the three months ended March 31, 2025, primarily due to a decrease in operating revenues of $8.6 million, partially offset by a decrease in operating expenses.

Adjusted Property EBITDAR at Corporate and other increased $2.4 million for the three months ended March 31, 2025 as a result of ceasing our digital sports betting and casino gaming operations in the third quarter of 2024.

Adjusted Property EBITDAR at Wynn Palace decreased $27.3 million for the three months ended June 30, 2025 due to a decrease in operating revenues of $8.4 million primarily related to lower room revenue, coupled with an increase in operating expenses.

Adjusted Property EBITDAR at Wynn Palace decreased $67.7 million for the six months ended June 30, 2025, primarily due to a decrease in operating revenues of $59.4 million attributable to lower VIP win as a percentage of turnover and lower ADR, coupled with higher operating expenses.

Adjusted Property EBITDAR at Wynn Macau increased $0.6 million for the three months ended June 30, 2025 due to a $6.5 million increase in operating revenues, largely attributable to higher casino revenue, partially offset by increased casino expense, inclusive of gaming taxes.

Adjusted Property EBITDAR for the six months ended June 30, 2025 decreased $46.4 million due to a decrease in operating revenues of $75.2 million, largely attributable to lower casino revenue, partially offset by a decrease in casino expense, inclusive of gaming taxes.

Adjusted Property EBITDAR at our Las Vegas Operations increased $4.5 million for the three months ended June 30, 2025, primarily due to increased operating revenues of $10.0 million, partially offset by an increase in operating expenses.

Adjusted Property EBITDAR at our Las Vegas Operations decreased $18.4 million for the six months ended June 30, 2025, primarily due to an increase in operating expenses.

Adjusted Property EBITDAR at Encore Boston Harbor increased $1.7 million for the three months ended June 30, 2025, primarily due to a $3.1 million increase in operating revenues, coupled with a decrease in operating expenses.

Adjusted Property EBITDAR decreased $4.0 million for the six months ended June 30, 2025, primarily due to a decrease in operating revenues of $5.5 million, partially offset by a decrease in operating expenses.

Adjusted Property EBITDAR at Corporate and other decreased $1.2 million and $3.6 million for the three and six months ended June 30, 2025, respectively, as a result of ceasing our digital sports betting and casino gaming operations in the third quarter of 2024.

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 2025 2024

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Investments in unconsolidated affiliates (130,642) (428,964)

Proceeds from maturity of investments — 350,000

Purchase of intangible and other assets (450) (2,614)

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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, 2025, the decrease in cash flows from operating activities was primarily due to decreased revenues across our properties.

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 six months ended June 30, 2025, the decrease in cash flows from operating activities was primarily due to decreased revenues across our properties.

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, 2025, we incurred capital expenditures of $56.2 million at our Las Vegas Operations, $50.1 million at Wynn Palace, $15.5 million at Wynn Macau, and $4.7 million at Encore Boston Harbor primarily related to enhancements at our properties and maintenance capital expenditures, and $33.5 million at Corporate and other primarily related to future development projects.

In addition, during the three months ended March 31, 2025, we invested $58.2 million, including $51.2 million of cash contributions, in the joint venture that is constructing Wynn Al Marjan Island.

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 enhancements at our properties and 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 invested $68.4 million, including $68.0 million of cash contributions, in the joint venture that is constructing Wynn Al Marjan Island.

During the six months ended June 30, 2025, we incurred capital expenditures of $106.1 million at our Las Vegas Operations, $105.4 million at Wynn Palace, $30.2 million at Wynn Macau, and $11.5 million at Encore Boston Harbor, primarily related to enhancements at our properties and maintenance capital expenditures, and $72.0 million at Corporate and other primarily related to future development projects.

In addition, during the six months ended June 30, 2025, we invested $121.1 million, including $109.5 million of cash contributions, in the joint venture that is constructing Wynn Al Marjan Island.

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 invested $429.0 million in the joint venture that is constructing Wynn Al Marjan Island and received proceeds of $300.0 million and $50.0 million upon the maturity of our investments in debt securities and fixed deposits, respectively.

Financing Activities

During the three months ended March 31, 2025, we made a scheduled amortization payment of $10.3 million on the WRF Term Loan, due in 2027.

In addition, during the three months ended March 31, 2025, we repurchased 2,504,560 shares of our common stock for an aggregate cost of $212.0 million, including 2,360,194 shares of our common stock repurchased pursuant to our publicly announced equity repurchase program for an aggregate cost of $200.0 million.

We also made dividend payments of $26.8 million and used cash of $6.3 million for distributions to noncontrolling interest holders of the Retail Joint Venture.

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, 2025 (in thousands):

Proceeds from issuance Repayments and repurchases

WRF Credit Facilities:

WRF Term Loan, due 2027 $ — $ 763,125

WRF Term Loan, due 2030 752,812 —

Total $ 752,812 $ 763,125

In addition, during the six months ended June 30, 2025, we repurchased shares of our common stock for an aggregate cost of $377.6 million, including 4,364,612 shares of our common stock repurchased pursuant to our publicly announced equity repurchase program for an aggregate cost of $358.1 million.

We also made dividend payments of $88.3 million, finance lease payments of $12.7 million, and used cash of $12.3 million for distributions to noncontrolling interest holders of the Retail Joint Venture.

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

WRF 7 1/8% Senior Notes, due 2031 $ 412,000 $ —

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Total $ 412,000 $ 1,129,136

In addition, during the three months ended March 31, 2024, we made dividend payments of $28.0 million and used cash of $5.1 million for distributions to noncontrolling interest holders of the Retail Joint Venture.

In addition, during the six months ended June 30, 2024, we repurchased shares of our common stock for an aggregate cost of $80.8 million, including 741,340 shares of our common stock repurchased pursuant to our publicly announced equity repurchase program for an aggregate cost of $68.0 million.

We also made dividend payments of $70.1 million, finance lease payments of $9.2 million, and used cash of $8.6 million for distributions to noncontrolling interest holders of the Retail Joint Venture.

Capital Resources

The following table summarizes our unrestricted cash and cash equivalents and available revolver borrowing capacity, presented by significant financing entity as of March 31, 2025 (in thousands):

The following table summarizes our unrestricted cash and cash equivalents and available revolver borrowing capacity, presented by significant financing entity as of June 30, 2025 (in thousands):

Total Cash and Cash Equivalents Revolver Borrowing Capacity

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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.

We expect to make estimated project capital expenditures of between $200 million and $250 million during 2025 and between $450 million and $500 million during 2026 related to enhancements at our Macau Operations.

We expect to make maintenance capital expenditures at our Macau Operations of between $70 million and $80 million during 2025.

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.

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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.

The WML Board of Directors has recommended the payment of a final dividend for the year ended December 31, 2024 of HK$0.185 per share on its common stock payable on June 11, 2025 to stockholders of record as of June 2, 2025.

The payment of the final dividend is conditional upon shareholder approval at WML's 2025 Annual General Meeting to be held on May 23, 2025.

If our portion of cash available for repatriation was repatriated on March 31, 2025, it would be subject to minimal U.S.

On June 11, 2025, WML paid a cash dividend of HK$0.185 per share on its common stock for a total U.S.

dollar equivalent of approximately $124.0 million in respect of the year ended December 31, 2024.

Our share of this dividend was $88.5 million.

In July 2025, WM Cayman II increased borrowing capacity under the WM Cayman II Revolver by an additional aggregate amount of $1.0 billion equivalent through the exercise of an accordion feature under the facility agreement.

As a result, the total committed amount of the WM Cayman II Revolver has increased to $2.5 billion equivalent.

If our portion of cash available for repatriation was repatriated on June 30, 2025, it would be subject to minimal U.S.

Wynn Resorts Finance, LLC and subsidiaries.

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We expect to use this cash to service our WRF Credit Facilities, the WRF Senior Notes, and the Wynn Las Vegas Senior Notes, to pay dividends or distributions to Wynn Resorts, and to fund working capital and capital expenditure requirements as needed.

In light of the present uncertainty regarding tariffs and their potential impact on the cost of materials sourced from overseas, we are currently reassessing the timing, scope and sourcing of certain planned enhancements at Wynn Las Vegas representing approximately $375 million of previously disclosed project capital expenditures.

We expect to make estimated project capital expenditures of between $200 million and $225 million during 2025 and between $375 million and $400 million during 2026 related to enhancements at our Las Vegas Operations.

We expect to make maintenance capital expenditures at our Las Vegas Operations and Encore Boston Harbor of between $90 million and $115 million, on a combined basis, during 2025.

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

The WRF Credit Agreement contains customary negative and financial covenants, including, but not limited to, covenants that restrict WRF's ability to pay dividends or distributions and incur additional indebtedness.

In June 2025, WRF and certain of its subsidiaries entered into an amendment (the "WRF Credit Facility Amendment") to its existing credit agreement.

The WRF Credit Facility Amendment (i) extends the final maturity date with respect to all or a portion of the term loan commitments from September 20, 2027 to June 12, 2030, (ii) extends the termination date with respect to all or a portion of the existing revolving commitments and the maturity date with respect to the corresponding revolving commitments from September 20, 2027 to June 12, 2030 and (iii) allows for $500.0 million of incremental extended revolving commitments with a stated maturity date of June 12, 2030.

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 Wynn Al Marjan Island, and for general corporate purposes.

During the first quarter of 2025, the Company contributed $51.2 million of cash into Island 3, bringing our life-to-date cash contributions to $682.9 million.

During the second quarter of 2025, the Company contributed $58.2 million of cash into Island 3, bringing our life-to-date cash contributions to $741.1 million.

We estimate our remaining 40% pro-rata share of the required equity for the construction of the Wynn Al Marjan Island integrated resort is between $600 million and $675 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 the quarter ended March 31, 2025 and recorded $26.8 million against accumulated deficit.

On May 6, 2025, the Company announced that its Board of Directors declared a cash dividend of $0.25 per share, payable on May 30, 2025 to stockholders of record as of May 16, 2025.

The Company paid a cash dividend of $0.25 per share in each of the quarters ended March 31, 2025 and June 30, 2025 and recorded $26.6 million and $26.1 million in the quarters ended March 31, 2025 and June 30, 2025, respectively, against accumulated deficit.

On August 7, 2025, the Company announced that its Board of Directors declared a cash dividend of $0.25 per share, payable on August 29, 2025 to stockholders of record as of August 18, 2025.

Other Factors Affecting Liquidity

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The repurchase authorization has no expiration date, and the equity repurchase program may be suspended, discontinued or accelerated at any time.

As of March 31, 2025, we had $613.0 million in repurchase authority remaining under the program.

As of June 30, 2025, we had $454.9 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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Contractual Commitments

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, 2024 .

During the six months ended June 30, 2025, 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, 2024 .

As a result of the financing transactions described in our discussion of capital resources above, our long-term debt obligations will decrease by $30.9 million in the remainder of 2025, $31.8 million in 2026, and $652.4 million in 2027 and will increase by $37.6 million in each of 2028 and 2029 and $639.9 million thereafter.

Our annual variable interest payments are expected to decrease by $0.7 million in 2025 and increase by $1.8 million in 2026, $13.5 million in 2027, $42.6 million in 2028, $40.3 million in 2029, and $30.8 million thereafter.

Off Balance Sheet Arrangements

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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, 2024.

There have been no significant changes to these policies for the three months ended March 31, 2025.

There have been no significant changes to these policies for the six months ended June 30, 2025.

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