Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

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Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


Financial Statements:
Reports of Independent Registered Public Accounting Firm (PCAOB ID: 34)						54
Consolidated Balance Sheets						57
Consolidated Statements of Operations						58
Consolidated Statements of Comprehensive Income						59
Consolidated Statements of Cash Flows						60
Consolidated Statements of Stockholders’ Equity						61
Notes to Consolidated Financial Statements						62

Financial statement schedules have been omitted because they are not applicable, or the required information is included in the consolidated financial statements or the notes thereto.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of MGM Resorts International

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of MGM Resorts International and subsidiaries (the “Company”) as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2024, of the Company and our report dated February 18, 2025, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP

Las Vegas, Nevada

February 18, 2025

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and the Board of Directors of MGM Resorts International

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of MGM Resorts International and subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, cash flows, and stockholders’ equity for each of the three years in the period ended December 31, 2024, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 18, 2025, expressed an unqualified opinion on the Company’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Goodwill – Empire City Reporting Unit — Refer to Note 7 to the financial statements

Critical Audit Matter Description

The Company’s evaluation of goodwill for impairment involves the comparison of the fair value of each reporting unit to its carrying value. The Company used the discounted cash flow model to estimate fair value, which requires management to make significant estimates and assumptions related to expected cash flows and projected financial results, including forecasted revenues and expenses (collectively the “forecast”), as well as the selection of discount rates. Changes in these assumptions could have a significant impact on either the fair value, the amount of any goodwill impairment charge, or both. The goodwill balance for the Empire City Reporting Unit (“Empire City”) was $256 million as of December 31, 2024. The fair value of Empire City exceeded its carrying value by a substantial margin as of the measurement date and, therefore, no impairment was recognized. However, the value of Empire City is dependent upon the Company obtaining a New York commercial gaming license and the timing thereof, as well as other related assumptions that may change throughout the bidding process as additional information becomes known. These assumptions could

change materially as a result of new or additional information and, if they do, could result in an impairment of up to the full amount of Empire City’s goodwill of $256 million.

Given the significant judgments made by management to estimate the fair value of Empire City, performing audit procedures to evaluate the reasonableness of management’s estimates and assumptions related to the forecast as well as the selection of the discount rate, specifically due to the sensitivity of the results of Empire City’s operations to obtaining a New York commercial gaming license and other related assumptions including the scope and timing related to (1) construction, (2) a potential transaction monetizing improvements and any rent associated with such transaction, and (3) incremental cash flows associated with an expanded facility including revenues and expenses, including license payments and gaming taxes, required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the forecast and selection of the discount rate used by management to estimate the fair value of Empire City included the following, among others:

We tested the effectiveness of controls over determining the fair value of Empire City, including those over management’s forecast and the selection of the discount rate.
We evaluated management’s ability to accurately forecast revenues and expenses by comparing actual results to management’s historical forecasts.
We evaluated the assumptions and estimates included in the forecast by:

–Comparing the forecasts, which include assumptions related to the Company obtaining a New York commercial gaming license and the timing thereof and incremental cash flows associated with an expanded facility, to information included in the Company’s communications to the Board of Directors, gaming industry reports, and other publicly available information;

–Evaluating management’s estimated construction costs associated with the expanded facility and comparing the estimates to previous construction projects performed by the Company;

–Evaluating management’s assumptions related to the monetization of improvements and any rent associated with such transaction and comparing the assumptions to market data;

–Comparing the forecasts to historical financial results;

–Conducting inquiries with management; and

–Evaluating whether the forecast was consistent with evidence obtained in other areas of the audit.

With the assistance of our fair value specialists, we evaluated the reasonableness of the discount rate by:

–Testing the market-based source information underlying the determination of the discount rates and the mathematical accuracy of the discount rate calculations; and

–Developing a range of independent estimates and comparing it to the discount rate selected by management.

/s/ Deloitte & Touche LLP

Las Vegas, Nevada

February 18, 2025

We have served as the Company’s auditor since 2002.

MGM RESORTS INTERNATIONAL AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)


	December 31,
	2024		2023
ASSETS
Current assets
Cash and cash equivalents	$	2,415,532	$	2,927,833
Accounts receivable, net	1,071,412		929,135
Inventories	140,559		141,678
Income tax receivable	257,514		141,444
Prepaid expenses and other	478,582		770,503
Total current assets	4,363,599		4,910,593
Property and equipment, net	6,196,159		5,449,544
Investments in and advances to unconsolidated affiliates	380,626		240,803
Goodwill	5,145,004		5,165,694
Other intangible assets, net	1,715,381		1,724,582
Operating lease right-of-use assets, net	23,532,287		24,027,465
Deferred income taxes	39,591		—
Other long-term assets, net	858,980		849,867
	$	42,231,627	$	42,368,548
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts and construction payable	$	412,662	$	461,718
Accrued interest on long-term debt	69,916		60,173
Other accrued liabilities	2,869,105		2,604,177
Total current liabilities	3,351,683		3,126,068
Deferred income taxes	2,811,663		2,860,997
Long-term debt, net	6,362,098		6,343,810
Operating lease liabilities	25,076,139		25,127,464
Other long-term obligations	910,088		542,708
Total liabilities	38,511,671		38,001,047
Commitments and contingencies (Note 12)
Redeemable noncontrolling interests	34,805		33,356
Stockholders’ equity
Common stock, $0.01 par value: authorized 1,000,000,000 shares, issued and outstanding 294,374,189 and 326,550,141 shares	2,944		3,266
Capital in excess of par value	—		—
Retained earnings	3,081,753		3,664,008
Accumulated other comprehensive income (loss)	(61,216)		143,896
Total MGM Resorts International stockholders’ equity	3,023,481		3,811,170
Noncontrolling interests	661,670		522,975
Total stockholders’ equity	3,685,151		4,334,145
	$	42,231,627	$	42,368,548

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

MGM RESORTS INTERNATIONAL AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)


	Year Ended December 31,
	2024		2023		2022
Revenues
Casino	$	8,785,649	$	8,087,917	$	5,734,173
Rooms	3,681,617		3,500,926		3,057,145
Food and beverage	3,078,731		2,891,483		2,604,238
Entertainment, retail and other	1,694,548		1,683,923		1,731,929
	17,240,545		16,164,249		13,127,485
Expenses
Casino	4,958,020		4,316,547		2,746,576
Rooms	1,119,108		1,017,650		937,272
Food and beverage	2,253,031		2,153,795		1,905,625
Entertainment, retail and other	1,063,382		1,065,570		1,063,510
General and administrative	4,825,313		4,700,657		4,226,617
Corporate expense	520,197		512,399		479,118
Preopening and start-up expenses	7,972		415		1,876
Property transactions, net	81,316		(370,513)		(1,036,997)
Gain on REIT transactions, net	—		—		(2,277,747)
Depreciation and amortization	831,097		814,128		3,482,050
	15,659,436		14,210,648		11,527,900
Loss from unconsolidated affiliates	(90,653)		(62,104)		(160,213)
Operating income	1,490,456		1,891,497		1,439,372
Non-operating income (expense)
Interest expense, net of amounts capitalized	(443,230)		(460,293)		(594,954)
Non-operating items from unconsolidated affiliates	(734)		(1,032)		(23,457)
Other, net	70,573		42,591		82,838
	(373,391)		(418,734)		(535,573)
Income before income taxes	1,117,065		1,472,763		903,799
Provision for income taxes	(52,457)		(157,839)		(697,068)
Net income	1,064,608		1,314,924		206,731
Less: Net (income) loss attributable to noncontrolling interests	(318,050)		(172,744)		1,266,362
Net income attributable to MGM Resorts International	$	746,558	$	1,142,180	$	1,473,093

Earnings per share
Basic	$	2.42	$	3.22	$	3.52
Diluted	$	2.40	$	3.19	$	3.49
Weighted average common shares outstanding
Basic	307,408		354,926		409,201
Diluted	310,232		358,627		412,993

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

MGM RESORTS INTERNATIONAL AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)


	Year Ended December 31,
	2024		2023		2022
Net income	$	1,064,608	$	1,314,924	$	206,731
Other comprehensive income, net of tax:
Foreign currency translation	(201,594)		109,278		27,336
Cash flow hedges	—		—		37,692
Other	—		936		—
Other comprehensive income (loss)	(201,594)		110,214		65,028
Comprehensive income	863,014		1,425,138		271,759
Less: Comprehensive (income) loss attributable to noncontrolling interests	(321,568)		(172,562)		1,249,085
Comprehensive income attributable to MGM Resorts International	$	541,446	$	1,252,576	$	1,520,844

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

MGM RESORTS INTERNATIONAL AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)


	Year Ended December 31,
	2024		2023		2022
Cash flows from operating activities
Net income	$	1,064,608	$	1,314,924	$	206,731
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	831,097		814,128		3,482,050
Amortization of debt discounts and issuance costs	27,227		27,844		32,769
Loss on early retirement of debt	7,087		—		—
Provision for credit losses	61,089		48,984		22,738
Stock-based compensation	80,224		73,607		71,296
Property transactions, net	81,316		(370,513)		(1,036,997)
Foreign currency transaction loss (gain)	(128,588)		106,428		19,081
Gain on REIT transactions, net	—		—		(2,277,747)
Noncash lease expense	515,403		516,120		437,603
Other investment losses (gains)	32,237		1,112		(12,430)
Loss from unconsolidated affiliates	91,387		63,136		183,670
Distributions from unconsolidated affiliates	21,929		20,121		37,435
Deferred income taxes	(85,116)		(117,278)		496,189
Change in operating assets and liabilities:
Accounts receivable	(157,662)		(132,288)		(211,687)
Inventories	1,275		(15,524)		(26,627)
Income taxes receivable and payable, net	(132,842)		(58,493)		197,097
Prepaid expenses and other	35,062		(50,875)		(14,424)
Accounts payable and accrued liabilities	(107,395)		410,131		183,839
Other	124,157		39,213		(34,124)
Net cash provided by operating activities	2,362,495		2,690,777		1,756,462
Cash flows from investing activities
Capital expenditures	(1,150,589)		(931,813)		(765,067)
Dispositions of property and equipment	13,179		5,431		112,019
Proceeds from sale of operating resorts	—		460,392		1,054,313
Proceeds from repayment of principal on note receivable	—		152,518		—
Proceeds from real estate transactions	—		—		4,373,820
Acquisitions, net of cash acquired	(113,882)		(122,058)		(1,889,118)
Investments in unconsolidated affiliates	(182,078)		(161,040)		(254,786)
Distributions from unconsolidated affiliates	2,324		8,342		10,361
Investments and other	147,883		(125,947)		(523,361)
Net cash provided by (used in) investing activities	(1,283,163)		(714,175)		2,118,181
Cash flows from financing activities
Net borrowings (repayments) under bank credit facilities – maturities of 90 days or less	104,416		(1,097,306)		1,148,276
Issuance of long-term debt	2,100,000		—		—
Repayment of long-term debt	(2,175,000)		(1,285,600)		(1,070,340)
Debt issuance costs	(38,318)		(21,535)		(1,367)
Dividends paid to common shareholders	—		—		(4,048)
Distributions to noncontrolling interest owners	(188,567)		(177,093)		(210,699)
Repurchases of common stock	(1,357,890)		(2,291,917)		(2,775,217)
Other	(8,922)		(131,180)		(110,907)
Net cash used in financing activities	(1,564,281)		(5,004,631)		(3,024,302)
Effect of exchange rate on cash, cash equivalents, and restricted cash	(26,883)		(19,401)		8,926
Change in cash and cash equivalents classified as assets held for sale	—		25,938		(25,938)
Cash, cash equivalents, and restricted cash
Net change for the period	(511,832)		(3,021,492)		833,329
Balance, beginning of period	3,014,896		6,036,388		5,203,059
Balance, end of period	$	2,503,064	$	3,014,896	$	6,036,388
Supplemental cash flow disclosures
Interest paid, net of amounts capitalized	$	406,260	$	452,160	$	573,629
Federal, state and foreign income taxes paid, net	266,996		344,397		22,955
Non-cash investing and financing activities
MGM Grand Paradise gaming concession intangible asset	$	—	$	226,083	$	—
MGM Grand Paradise gaming concession payment obligation	—		226,083		—

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

MGM RESORTS INTERNATIONAL AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

For the Years ended December 31, 2024, 2023 and 2022

(In thousands**)**


	Common Stock			Capital in Excess of Par Value		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total MGM Resorts International Stockholders' Equity		Noncontrolling Interests		Total Stockholders' Equity
	Shares	Par Value
Balances, January 1, 2022	453,804	$	4,538	$	1,750,135	$	4,340,588	$	(24,616)	$	6,070,645	$	4,906,121	$	10,976,766
Net income (loss)	—	—		—		1,473,093		—		1,473,093		(1,275,865)		197,228
Currency translation adjustment	—	—		—		—		34,268		34,268		(6,932)		27,336
Cash flow hedges	—	—		—		—		13,483		13,483		24,209		37,692
Stock-based compensation	—	—		65,700		—		—		65,700		5,596		71,296
Issuance of common stock pursuant to stock-based compensation awards	1,688	17		(27,042)		—		—		(27,025)		—		(27,025)
Cash distributions to noncontrolling interest owners	—	—		—		—		—		—		(95,622)		(95,622)
Dividends declared and paid to common shareholders ($0.01 per share)	—	—		—		(4,048)		—		(4,048)		—		(4,048)
Issuance of restricted stock units	—	—		1,941		—		—		1,941		186		2,127
Repurchases of common stock	(76,404)	(764)		(1,759,059)		(1,015,394)		—		(2,775,217)		—		(2,775,217)
Adjustment of redeemable noncontrolling interest to redemption value	—	—		(31,888)		—		—		(31,888)		—		(31,888)
Deconsolidation of MGP	—	—		—		—		11,084		11,084		(3,184,710)		(3,173,626)
Other	—	—		213		—		(720)		(507)		5,611		5,104
Balances, December 31, 2022	379,088	3,791		—		4,794,239		33,499		4,831,529		378,594		5,210,123
Net income	—	—		—		1,142,180		—		1,142,180		172,131		1,314,311
Currency translation adjustment	—	—		—		—		109,461		109,461		(183)		109,278
Stock-based compensation	—	—		70,775		—		—		70,775		2,676		73,451
Issuance of common stock pursuant to stock-based compensation awards	1,787	18		(22,529)		(9,318)		—		(31,829)		—		(31,829)
Distributions to noncontrolling interest owners	—	—		—		—		—		—		(29,566)		(29,566)
Issuance of restricted stock units	—	—		1,701		—		—		1,701		—		1,701
Repurchases of common stock	(54,325)	(543)		(50,332)		(2,263,093)		—		(2,313,968)		—		(2,313,968)
Adjustment of redeemable noncontrolling interest to redemption value	—	—		2,129		—		—		2,129		—		2,129
Other	—	—		(1,744)		—		936		(808)		(677)		(1,485)
Balances, December 31, 2023	326,550	3,266		—		3,664,008		143,896		3,811,170		522,975		4,334,145
Net income	—	—		—		746,558		—		746,558		317,392		1,063,950
Currency translation adjustment	—	—		—		—		(205,112)		(205,112)		3,518		(201,594)
Stock-based compensation	—	—		76,785		—		—		76,785		2,923		79,708
Issuance of common stock pursuant to stock-based compensation awards	1,282	12		(21,631)		—		—		(21,619)		—		(21,619)
Distributions to noncontrolling interest owners	—	—		—		—		—		—		(187,062)		(187,062)
Repurchases of common stock	(33,458)	(334)		(42,062)		(1,328,492)		—		(1,370,888)		—		(1,370,888)
Adjustment of redeemable noncontrolling interest to redemption value	—	—		(2,585)		(321)		—		(2,906)		—		(2,906)
Other	—	—		(10,507)		—		—		(10,507)		1,924		(8,583)
Balances, December 31, 2024	294,374	$	2,944	$	—	$	3,081,753	$	(61,216)	$	3,023,481	$	661,670	$	3,685,151

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

MGM RESORTS INTERNATIONAL AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 — ORGANIZATION

Organization. MGM Resorts International, a Delaware corporation, (together with its consolidated subsidiaries, unless otherwise indicated or unless the context requires otherwise, the “Company”) is a global gaming and entertainment company with domestic and international locations featuring hotels and casinos, convention, dining, and retail offerings, and sports betting and online gaming operations.

As of December 31, 2024, the Company’s domestic casino resorts include the following integrated casino, hotel and entertainment resorts in Las Vegas, Nevada: Aria (including Vdara), Bellagio, The Cosmopolitan of Las Vegas (“The Cosmopolitan”), MGM Grand Las Vegas (including The Signature), Mandalay Bay, Luxor, New York-New York, Park MGM, and Excalibur. The Company also operates MGM Grand Detroit in Detroit, Michigan, MGM National Harbor in Prince George’s County, Maryland, MGM Springfield in Springfield, Massachusetts, Borgata in Atlantic City, New Jersey, Empire City in Yonkers, New York, MGM Northfield Park in Northfield Park, Ohio, and Beau Rivage in Biloxi, Mississippi. Additionally, the Company operates The Park, a dining and entertainment district located between New York-New York and Park MGM. The Company leases the real estate assets of its domestic properties pursuant to triple net lease agreements, as further discussed in Note 11.

The Company has an approximate 56% controlling interest in MGM China Holdings Limited (together with its subsidiaries, “MGM China”), which owns MGM Grand Paradise, S.A. (“MGM Grand Paradise”). MGM Grand Paradise owns and operates MGM Macau and MGM Cotai, two integrated casino, hotel and entertainment resorts in Macau, as well as the related gaming concession and land concessions.

The Company also owns LV Lion Holding Limited (together with its subsidiaries, “LeoVegas”), a consolidated subsidiary that has global online gaming operations headquartered in Sweden and Malta. Additionally, the Company and its venture partner, Entain plc, each have a 50% ownership interest in BetMGM, LLC (“BetMGM North America Venture”), an unconsolidated affiliate, which provides online sports betting and gaming in certain jurisdictions in North America. The Company also has a 50% ownership interest in Osaka IR KK, an unconsolidated affiliate, which is developing an integrated resort in Osaka, Japan.

Reportable segments. The Company has four reportable segments: Las Vegas Strip Resorts, Regional Operations, MGM China, and MGM Digital. See Note 17 for additional information about the Company’s segments.

NOTE 2 — BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Principles of consolidation. The Company evaluates entities for which control is achieved through means other than voting rights to determine if it is the primary beneficiary of a variable interest entity (“VIE”). The Company consolidates its investment in a VIE when it determines that it is its primary beneficiary. Bellagio REIT Venture (as defined in Note 11) and Osaka IR KK are VIEs in which the Company is not the primary beneficiary because it does not have power on its own to direct the activities that could potentially be significant to the ventures and, accordingly, does not consolidate the ventures. The Company may change its original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affect the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary. The Company performs this analysis on an ongoing basis.

For entities determined not to be a VIE, the Company consolidates such entities in which the Company owns 100% of the equity. For entities in which the Company owns less than 100% of the equity interest, the Company consolidates the entity under the voting interest model if it has a controlling financial interest based upon the terms of the respective entities’ ownership agreements, such as MGM China. For these entities, the Company records a noncontrolling interest in the consolidated balance sheets and all intercompany balances and transactions are eliminated in consolidation. If the entity does not qualify for consolidation under the voting interest model and the Company has significant influence over the operating and financial decisions of the entity, the Company generally accounts for the entity under the equity method, such as BetMGM North America Venture, which does not qualify for consolidation as the Company has joint control, given the entity is structured with substantive participating rights whereby both owners participate in the decision making process, which prevents the Company from exerting a controlling financial interest in such entity, as defined in Accounting Standards Codification (“ASC”) 810. For entities over which the Company does not have significant influence, the Company accounts for its equity investment under ASC 321.

Reclassifications. Certain reclassifications have been made to conform the prior period presentation.

Management’s use of estimates. The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America. These principles require the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Fair value measurements. Fair value measurements affect the Company’s accounting and impairment assessments of its long-lived assets, investments in unconsolidated affiliates or equity interests, assets acquired, and liabilities assumed in an acquisition, and goodwill and other intangible assets. Fair value measurements also affect the Company’s accounting for certain of its financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: Level 1 inputs, such as quoted prices in an active market; Level 2 inputs, which are quoted prices for identical or comparable instruments or pricing using observable market data; or Level 3 inputs, which are unobservable inputs. The Company used the following inputs in its fair value measurements:

Level 1 inputs when measuring its equity investments recorded at fair value;
Level 2 inputs for its long-term debt fair value disclosures. See Note 9;
Level 2 inputs for its derivatives;
Level 1 and Level 2 inputs for its debt investments; and
Level 1, Level 2, and Level 3 inputs when assessing the fair value of assets acquired and liabilities assumed in acquisitions. See Note 4.

Equity investments. Fair value is measured based upon trading prices on the applicable securities exchange for equity investments for which the Company has elected the fair value option of ASC 825, and equity investments accounted for under ASC 321 that have a readily determinable fair value. The fair value of these investments was $388 million and $435 million as of December 31, 2024 and 2023, respectively, and is reflected within “Other long-term assets, net” on the consolidated balance sheets. Gains and losses on equity investments are recorded in “Other, net” in the statements of operations. For the year ended December 31, 2024 and December 31, 2023, the Company recorded a net loss on its equity investments of $47 million and $26 million, respectively. For the year ended December 31, 2022, the Company recorded a net gain on its equity investments of $10 million.

Derivatives. The Company uses derivatives that are not designated for hedge accounting. The changes in fair value of these derivatives are recorded within “Other, net” in the statements of operations and within “Other” in operating activities in the statements of cash flows. The balance sheet classification of the derivatives in a current liability position are within “Other accrued liabilities,” a long-term liability position are within “Other long-term obligations,” a current asset position are within “Prepaid expenses and other,” and a long-term asset position are within “Other long-term assets, net.”

As of December 31, 2024, the Company has forward currency exchange contracts to manage its exposure to changes in foreign currency exchange rates. As of December 31, 2024, the fair value of derivatives classified as liabilities were $96 million, with $57 million in current liabilities and $39 million in long-term liabilities. As of December 31, 2023, the fair value of derivatives classified as assets were $10 million, with $1 million in current assets and $9 million in long-term assets, and liabilities of $17 million, with $8 million in current liabilities and $9 million in long-term liabilities.

For the year ended December 31, 2024, the Company recorded a net loss on its derivatives of $116 million.

Debt investments. The Company’s investments in debt securities are classified as trading securities and recorded at fair value. Gains and losses are recorded in “Other, net” in the statements of operations. Debt securities are considered cash equivalents if the criteria for such classification is met or otherwise classified as short-term investments within “Prepaid expenses and other” since the investment of cash is available for current operations.

The following table presents information regarding the Company’s debt investments:


	Fair value level	December 31,
	2024			2023
	(In thousands)
Cash and cash equivalents:
Money market funds	Level 1	$	52,794		$	18,828
Cash and cash equivalents		52,794			18,828
Short-term investments:
U.S. government securities	Level 1	19,075			37,805
U.S. agency securities	Level 2	—			9,804
Corporate bonds	Level 2	171,117			364,926
Asset backed securities	Level 2	9,960			7,170
Short-term investments		200,152			419,705
Total debt investments		$	252,946		$	438,533

Cash and cash equivalents. Cash and cash equivalents consist of cash and highly liquid investments with maturities of 90 days or less at the date of purchase. The fair value of cash and cash equivalents approximates carrying value because of the short maturity of those instruments (Level 1).

Restricted cash. MGM China’s pledged cash of $87 million as of each of December 31, 2024 and 2023, securing the bank guarantees discussed in Note 12 is restricted in use and classified within “Other long-term assets, net.” Such amounts plus “Cash and cash equivalents” on the consolidated balance sheets equal “Cash, cash equivalents, and restricted cash” on the consolidated statements of cash flows as of December 31, 2024 and 2023.

Accounts receivable and credit risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of casino receivables. The Company issues credit following assessments of creditworthiness. At December 31, 2024 and 2023, approximately 50% and 54%, respectively, of the Company’s gross accounts receivable related to casino receivables.

Accounts receivable are typically non-interest bearing and are initially recorded at cost. Accounts are written off when management deems the account to be uncollectible. Recoveries of accounts previously written off are recorded when received. An estimated loss reserve is maintained to reduce the Company’s receivables to their net carrying amount, which approximates fair value. The loss reserve is estimated based on both a specific review of customer accounts as well as historical collection experience and current and expected future economic and business conditions. Management believes that as of December 31, 2024, no significant concentrations of credit risk existed for which a loss reserve had not already been recorded.

Inventories. Inventories consist primarily of food and beverage, retail merchandise and operating supplies, and are stated at the lower of cost or net realizable value. Cost is determined primarily using the average cost method for food and beverage and operating supplies. Cost for retail merchandise is determined using the cost method.

Property and equipment. Property and equipment are stated at cost. A significant amount of the Company’s property and equipment was acquired through business combinations and therefore recognized at fair value at the acquisition date. Gains or losses on dispositions of property and equipment are included in the determination of income or loss. Maintenance costs are expensed as incurred.

Property and equipment are generally depreciated over the following estimated useful lives on a straight-line basis:


Building and improvements						15 to 40 years
Land improvements						10 to 20 years
Furniture and fixtures						3 to 20 years
Equipment						3 to 15 years

The Company evaluates its property and equipment and other long-lived assets for impairment based on its classification as held for sale or to be held and used. Several criteria must be met before an asset is classified as held for sale, including that management with the appropriate authority commits to a plan to sell the asset at a reasonable price in relation to its fair value and is actively seeking a buyer. For assets held for sale, the Company recognizes the asset at the lower of carrying value or fair market value less costs to sell, as estimated based on comparable asset sales, offers received, or a discounted cash flow model. For assets to be held and used, the Company reviews for impairment whenever indicators of impairment exist. The Company then compares the estimated future cash flows of the asset group, on an undiscounted basis, to the carrying value of the asset group. If the undiscounted cash flows exceed the carrying value, no impairment is indicated. If the undiscounted cash flows do not exceed the carrying value, then an impairment charge is recorded based on the fair value of the asset, typically measured using a discounted cash flow model. If an asset is still under development, future cash flows include remaining construction costs. All recognized impairment losses, whether for assets held for sale or assets to be held and used, are recorded as operating expenses.

In connection with the expiration of the MGM Grand Paradise gaming subconcession on December 31, 2022 as further discussed in Note 7, the casino areas of MGM Cotai and MGM Macau reverted, free of charge and without any encumbrances, to the Macau government, which is now the legal owner of the reverted gaming assets. On January 1, 2023 and in connection with the commencement of the gaming concession, the gaming assets were temporarily transferred to MGM Grand Paradise for the duration of the gaming concession in return for annual payments. As the Company will continue to operate the gaming assets in the same manner as under the gaming subconcession, obtain substantially all of the economic benefits, and bear all of the risks arising from the use of assets for the economic life of the assets, the Company will continue to recognize the reverted gaming assets within “Property and equipment” and depreciate the assets over their remaining estimated useful lives.

Capitalized interest. The interest cost associated with major development and construction projects is capitalized and included in the cost of the project. When no debt is incurred specifically for a project, interest is capitalized on amounts expended on the project using the weighted average cost of the Company’s outstanding borrowings. Capitalization of interest ceases when the project is substantially complete, or development activity is suspended for more than a brief period.

Investments in and advances to unconsolidated affiliates. The Company has investments in unconsolidated affiliates accounted for under the equity method. Under the equity method, carrying value is adjusted for the Company’s share of the investees’ earnings and losses, amortization of certain basis differences, as well as contributions to and distributions from these companies. Distributions in excess of equity method earnings are recognized as a return of investment and recorded as investing cash inflows in the consolidated statements of cash flows. The Company classifies operating income and losses as well as gains and impairments related to its investments in unconsolidated affiliates as a component of operating income or loss and classifies non-operating income or losses related to its investments in unconsolidated affiliates as a component of non-operating income or loss, as the Company’s investments in such unconsolidated affiliates are an extension of the Company’s core business operations.

The Company evaluates its investments in unconsolidated affiliates for impairment whenever events or changes in circumstances indicate that the carrying value of its investment may have experienced an other-than-temporary decline in value. If such conditions exist, the Company compares the estimated fair value of the investment to its carrying value to determine if an impairment is indicated and determines whether the impairment is “other-than-temporary” based on its assessment of all relevant factors, including consideration of the Company’s intent and ability to retain its investment. The Company estimates fair value using a discounted cash flow analysis based on estimated future results of the investee and market indicators of terminal year capitalization rates, and a market approach that utilizes business enterprise value multiples based on a range of multiples from the Company’s peer group.

Goodwill and other intangible assets. Goodwill represents the excess of purchase price over fair market value of net assets acquired in business combinations. Indefinite-lived intangibles consist of trademarks and certain of our gaming licenses. Goodwill and indefinite-lived intangible assets must be reviewed for impairment at least annually and between annual test dates in certain circumstances. The Company performs its annual impairment tests in the fourth quarter of each fiscal year. No material impairments were indicated or recorded as a result of the annual impairment review for goodwill and indefinite-lived intangible assets in 2024, 2023, and 2022.

Accounting guidance provides entities the option to perform a qualitative assessment of goodwill and indefinite-lived intangible assets (commonly referred to as “step zero”) in order to determine whether further impairment testing is necessary. In performing the step zero analysis the Company considers macroeconomic conditions, industry and market considerations, current and forecasted financial performance, entity-specific events, and changes in the composition or carrying amount of net assets of reporting units for goodwill. In addition, the Company takes into consideration the amount of excess of fair value over carrying value determined in the last quantitative analysis that was performed, as well as the

period of time that has passed since the last quantitative analysis. If the step zero analysis indicates that it is more likely than not that the fair value is less than its carrying amount, the entity would proceed to a quantitative analysis.

Under the quantitative analysis, goodwill for relevant reporting units is tested for impairment using a discounted cash flow analysis based on the estimated future results of the Company’s reporting units discounted using market discount rates and market indicators of terminal year capitalization rates, and a market approach that utilizes business enterprise value multiples based on a range of multiples from the Company’s peer group. If the fair value of the reporting unit is less than its carrying value, an impairment charge is recognized equal to the difference. Under the quantitative analysis, license rights are tested for impairment using a discounted cash flow approach, and trademarks are tested for impairment using the relief-from-royalty method. If the fair value of an indefinite-lived intangible asset is less than its carrying amount, an impairment loss is recognized equal to the difference.

Other intangible assets that have a finite life, including gaming rights in certain jurisdictions where the nature or extent of the renewal process is uncertain, customer lists, and technology, are amortized on a straight-line basis over their estimated useful lives. The Company reviews the carrying amount of its amortizing intangible assets for possible impairment whenever events or changes in circumstances indicate that their carrying amount may not be recoverable. When testing for impairment, the Company compares the estimated undiscounted cash flows of the asset group to its carrying value. If the estimated undiscounted cash flows exceed the carrying value, no impairments are recorded. If the undiscounted cash flows do not exceed the carrying values, an impairment is recorded.

Note receivable. In February 2023, the secured note receivable related to the sale of Circus Circus Las Vegas and the adjacent land in December 2019 was repaid, prior to maturity, for $170 million, which approximated its carrying value on the date of repayment.

Accounts payable. As of December 31, 2024 and 2023, the Company had accrued $109 million and $84 million, respectively, for purchases of property and equipment within “Accounts and construction payable” on the consolidated balance sheets.

Revenue recognition. The Company’s revenue from contracts with customers consists of casino wagers transactions, hotel room sales, food and beverage transactions, entertainment shows, and retail transactions.

The transaction price for a casino wager is the difference between gaming wins and losses (“net win”). Discounts on markers and commissions rebated to players are recorded as a reduction of casino revenue. The Company accounts for casino revenue on a portfolio basis given the similar characteristics of wagers by recognizing net win per gaming day versus on an individual wager basis.

For casino wager transactions that include other goods and services provided by the Company to gaming patrons on a discretionary basis to incentivize gaming, the Company allocates revenue from the casino wager transaction to the good or service delivered based upon standalone selling price (“SSP”). Discretionary goods and services provided by the Company and supplied by third parties are recognized as an operating expense.

For casino wager transactions that include incentives earned by customers under the Company’s loyalty programs, the Company allocates a portion of net win based upon the SSP of such incentive (less estimated breakage). This allocation is deferred and recognized as revenue when the customer redeems the incentive. When redeemed, revenue is recognized in the department that provides the goods or service. Redemption of loyalty incentives at third-party outlets are deducted from the loyalty liability and amounts owed are paid to the third party, with any discount received recorded as other revenue. After allocating revenue to other goods and services provided as part of casino wager transactions, the Company records the residual amount to casino revenue.

The transaction price of rooms, food and beverage, and retail contracts is the net amount collected from the customer for such goods and services. The transaction price for such contracts is recorded as revenue when the good or service is transferred to the customer over their stay at the hotel or when the delivery is made for the food & beverage and retail & other contracts. Sales and usage-based taxes are excluded from revenues. For some arrangements, the Company acts as an agent in that it arranges for another party to transfer goods and services and the Company is not the controlling entity, which primarily include certain of the Company’s entertainment shows and, in certain jurisdictions, the Company’s arrangement with BetMGM North America Venture for online sports betting and iGaming.

The Company also has other contracts that include multiple goods and services, such as packages that bundle food, beverage, or entertainment offerings with hotel stays and convention services. For such arrangements, the Company allocates revenue to each good or service based on its relative SSP. The Company primarily determines the SSP of rooms,

food and beverage, entertainment, and retail goods and services based on the amount that the Company charges when sold separately in similar circumstances to similar customers.

Contract and Contract-Related Liabilities. There may be a difference between the timing of cash receipts from the customer and the recognition of revenue, resulting in a contract or contract-related liability. The Company generally has three types of liabilities related to contracts with customers: (1) outstanding chip liability, which represents the amounts owed in exchange for gaming chips held by a customer, (2) loyalty program obligations, which represents the deferred allocation of revenue relating to loyalty program incentives earned, and (3) customer advances and other, which is primarily funds deposited by customers before gaming play occurs (“casino front money”) and advance payments on goods and services yet to be provided such as advance ticket sales and deposits on rooms and convention space or for unpaid wagers. These liabilities are generally expected to be recognized as revenue within one year of being purchased, earned, or deposited and are recorded within “Other accrued liabilities” on the consolidated balance sheets.

The following table summarizes the activity related to contract and contract-related liabilities:


	Outstanding Chip Liability				Loyalty Program				Customer Advances and Other
	2024		2023		2024		2023		2024		2023
	(In thousands)
Balance at January 1	$	211,606	$	185,669	$	201,973	$	183,602	$	766,226	$	816,376
Balance at December 31	215,710		211,606		215,005		201,973		825,236		766,226
Increase / (decrease)	$	4,104	$	25,937	$	13,032	$	18,371	$	59,010	$	(50,150)

The January 1, 2023 balances exclude liabilities related to assets held for sale. See Note 4.

Revenue by source. The Company presents the revenue earned disaggregated by the type or nature of the good or service (casino, room, food and beverage, and entertainment, retail and other) and by relevant geographic region within Note 17.

Leases. The Company determines if an arrangement is or contains a lease at inception or modification of the arrangement. An arrangement is or contains a lease if there are identified assets and the right to control the use of an identified asset is conveyed for a period of time in exchange for consideration. Control over the use of the identified asset means the lessee has both the right to obtain substantially all of the economic benefits from the use of the asset and the right to direct the use of the asset.

The Company classifies a lease with terms greater than twelve months as either operating or finance. At commencement, the right-of-use (“ROU”) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term. The initial measurement of ROU assets also includes any prepaid lease payments and are reduced by any previously accrued deferred rent. When available, such as for the Company’s triple net operating leases for which the lessor has provided its implicit rate or provided the assumptions required for the Company to readily determine the rate implicit in the lease, the Company uses the rate implicit in the lease to discount lease payments to present value. However, for most of the Company’s leases, such as its ground subleases and equipment leases, the Company cannot readily determine the implicit rate. Accordingly, the Company uses its incremental borrowing rate to discount the lease payments for such leases based on the information available at the commencement date. Lease terms include options to extend or terminate the lease when it is reasonably certain that such option will be exercised. The Company’s triple net operating leases each contain renewal periods at the Company’s option, each of which are not considered to be reasonably certain of being exercised. Many of the Company’s leases include fixed rental escalation clauses that are factored into the determination of lease payments. For operating leases, lease expense for minimum lease payments is recognized on a straight-line basis over the expected lease term. For finance leases, the ROU asset depreciates on a straight-line basis over the shorter of the lease term or useful life of the ROU asset and the lease liability accretes interest based on the interest method using the discount rate determined at lease commencement. Refer to Note 11 for discussion of leases under which the Company is a lessee.

The Company is a lessor under certain other lease arrangements. Lease revenues earned by the Company from third parties are classified within the line item corresponding to the type or nature of the tenant’s good or service. Lease revenues from third-party tenants include $82 million, $78 million and $72 million recorded within food and beverage revenue for 2024, 2023 and 2022, respectively, and $117 million, $114 million and $118 million recorded within entertainment, retail, and other revenue for the same such periods, respectively. Lease revenues from the rental of hotel rooms are recorded as rooms revenues within the consolidated statements of operations.

Advertising. The Company expenses advertising costs as incurred. Advertising expense that primarily relates to media placement costs and which is generally included in general and administrative expenses, was $384 million, $299 million and $235 million for 2024, 2023 and 2022, respectively.

Corporate expense. Corporate expense represents unallocated payroll, professional fees, and various other expenses not directly related to the Company’s operations.

Preopening and start-up expenses. Preopening and start-up costs are expensed as incurred. Costs classified as preopening and start-up expenses include payroll, outside services, advertising, and other expenses related to new or start-up operations.

Property transactions, net. The Company classifies transactions such as write-downs and impairments, demolition costs, and normal gains and losses on the sale of assets as “Property transactions, net.” See Note 16 for a detailed discussion of these amounts.

Redeemable noncontrolling interest. Noncontrolling interests with redemption features, such as put rights, that are not exclusively in the Company’s control, are considered redeemable noncontrolling interests. Redeemable noncontrolling interests are presented outside of stockholders’ equity within the mezzanine section of the consolidated balance sheets. The interests are initially accounted for at fair value and subsequently adjusted to the greater of the redemption value and carrying value (initial fair value adjusted for attributed net income (loss) and distributions, as applicable). The Company records such adjustments to retained earnings, to the extent available, with any residual amount applied against capital in excess of par value.

During 2023 and 2022, the Company purchased $138 million and $21 million of interests from its redeemable noncontrolling interest parties, respectively.

Earnings per share of common stock. The table below reconciles basic and diluted earnings per share of common stock. Diluted net income attributable to common stockholders includes adjustments for redeemable noncontrolling interests. Diluted weighted-average common and common equivalent shares include adjustments for potential dilution of stock-based awards outstanding under the Company’s stock compensation plan. Antidilutive share-based awards excluded from the diluted earnings per share calculation are not material.


	Year Ended December 31,
	2024		2023		2022
Numerator:	(In thousands)
Net income attributable to MGM Resorts International	$	746,558	$	1,142,180	$	1,473,093
Adjustment related to redeemable noncontrolling interests	(2,906)		2,128		(31,888)
Net income available to common stockholders - basic and diluted	$	743,652	$	1,144,308	$	1,441,205
Denominator:
Weighted-average common shares outstanding - basic	307,408		354,926		409,201
Potential dilution from stock-based awards	2,824		3,701		3,792
Weighted-average common and common equivalent shares - diluted	310,232		358,627		412,993

Currency translation. The Company translates the financial statements of foreign subsidiaries that are not denominated in U.S. dollars. Balance sheet accounts are translated at the exchange rate in effect at each balance sheet date. Income statement accounts are translated at the average rate of exchange prevailing during the period. Translation adjustments resulting from this process are recorded to other comprehensive income (loss). Foreign currency transaction gain or loss from remeasurements are recorded to other non-operating income (expense).

Accumulated other comprehensive income (loss). Comprehensive income (loss) includes net income (loss) and other comprehensive income (loss). Elements of the Company’s accumulated other comprehensive income (loss) are reported in the consolidated statements of stockholders’ equity.

Share repurchases. Shares repurchased pursuant to the Company’s share repurchase plans are retired upon purchase. The cost of the repurchases in excess of the aggregate par value of the shares reduces capital in excess of par value, to the extent available, with any residual cost applied against retained earnings.

Recently adopted accounting standards. In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, “Improvements to Reportable Segment Disclosures,” which requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. The Company adopted ASU 2023-07 for the year ended December 31, 2024. Refer to Note 17 for segment information.

Recently issued accounting standards. In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” which requires public companies, on an annual basis, to provide disclosure of specific categories in the rate reconciliation, as well as disclosure of income taxes paid disaggregated by jurisdiction. The Company plans to adopt ASU 2023-09 for its annual period ending December 31, 2025 and is currently assessing the impact of adoption.

In November 2024, the FASB issued ASU 2024-03, “Disaggregation of Income Statement Expenses,” which primarily requires disaggregation of specific expense categories in disclosures within the footnotes on an annual and interim basis. ASU 2024-03 is effective for the Company’s annual period ending December 31, 2027 and interim periods thereafter. Early adoption is permitted. The Company is currently assessing the impact of adoption.

NOTE 3 — ACCOUNTS RECEIVABLE, NET

Accounts receivable, net consisted of the following:


	December 31,
	2024		2023
	(In thousands)
Casino	$	603,307	$	567,766
Hotel	335,128		301,833
Other	268,127		190,012
	1,206,562		1,059,611
Less: Loss reserves	(135,150)		(130,476)
	$	1,071,412	$	929,135

Loss reserves consisted of the following:


	Balance at Beginning of Period		Expected Credit Losses		Write-offs, Net of Recoveries		Balance at End of Period
Loss reserves:	(In thousands)
Year Ended December 31, 2024	$	130,476	$	61,089	$	(56,415)	$	135,150
Year Ended December 31, 2023	113,266		48,984		(31,774)		130,476
Year Ended December 31, 2022	$	128,348	$	22,738	$	(37,820)	$	113,266

NOTE 4 — ACQUISITIONS AND DIVESTITURES

Push Gaming acquisition. On August 31, 2023, LeoVegas acquired 86% of digital gaming developer, Push Gaming Holding Limited (“Push Gaming”) for total consideration of $146 million, which was allocated to $126 million of goodwill and $40 million of amortizable intangible assets.

LeoVegas acquisition. On May 2, 2022, the Company commenced a public offer to the shareholders of LeoVegas to tender 100% of the shares at a price of SEK 61 in cash per share. On September 7, 2022, the Company completed its tender offer and acquired 65% of the outstanding shares of LeoVegas and, at the completion of an extended acceptance period on September 22, 2022, acquired an additional 2% of outstanding shares, for an aggregate cash tender price of $370 million. During the tender offer period, the Company had acquired 31% of outstanding shares in open market purchases that had an acquisition-date fair value of approximately $172 million. As the Company’s previous 31% ownership interest was accounted for at fair value, no gain or loss was recorded upon consolidation. The remaining outstanding shares, with a fair value of approximately $11 million based upon the tender price, were settled by the Company in cash in connection with squeeze-out proceedings during the second quarter of 2023. The aggregate fair value of the acquired equity interests of LeoVegas was determined by the tender price and equaled $556 million, inclusive of

cash settlement of equity awards. The acquisition provided the Company an opportunity to create a scaled global online gaming business.

The operating results for LeoVegas are included in the consolidated statements of operations from the date of acquisition. LeoVegas’s net revenue, operating loss, and net loss for the period from September 7, 2022 through December 31, 2022 were $133 million, $13 million, and $15 million, respectively.

The Cosmopolitan acquisition. On May 17, 2022, the Company acquired 100% of the equity interests in the entities that own the operations of The Cosmopolitan for cash consideration of $1.625 billion plus working capital adjustments for a total purchase price of approximately $1.7 billion. The acquisition expanded the Company’s customer base and provided a greater depth of choices and experiences for guests in Las Vegas.

The operating results for The Cosmopolitan are included in the consolidated statements of operations from the date of acquisition. The Cosmopolitan’s net revenue, operating income, and net income for the period from May 17, 2022 through December 31, 2022 were $783 million, $117 million and $117 million, respectively.

Unaudited pro forma information - The Cosmopolitan acquisition. The following unaudited pro forma consolidated financial information for the Company has been prepared assuming the Company’s acquisition of The Cosmopolitan had occurred as of January 1, 2021. The unaudited pro forma financial information below is not necessarily indicative of either future results of operations or results that might have been achieved had the acquisition been consummated as of the indicated date. Pro forma results of operations for the LeoVegas and Push Gaming acquisitions have not been included because they are not material to the consolidated results of operations.


	Year Ended December 31,
	2022
	(In thousands)
Net revenues	$	13,550,304
Net income attributable to MGM Resorts International	1,487,247

VICI Transaction. Prior to the closing of the VICI Transaction (defined below), MGM Growth Properties LLC (“MGP”) was a consolidated subsidiary of the Company. Substantially all of its assets were owned by and substantially all of its operations were conducted through MGM Growth Properties Operating Partnership LP (“MGP OP”). MGP had two classes of common shares: Class A shares and a single Class B share. The Company owned MGP’s Class B share, through which it held a controlling interest in MGP as it was entitled to an amount of votes representing a majority of the total voting power of MGP’s shares. The Company and MGP each held MGP OP units representing limited partner interests in MGP OP. Immediately prior to the VICI Transaction, the Company owned 41.5% of MGP OP units, and MGP held the remaining 58.5% ownership interest in MGP OP.

Additionally, the Company had leased the real estate assets of The Mirage, Luxor, New York-New York, Park MGM, Excalibur, The Park, Gold Strike Tunica, MGM Grand Detroit, Beau Rivage, Borgata, Empire City, MGM National Harbor, MGM Northfield Park, and MGM Springfield from MGP OP. The Company also leased, and continues to lease, the real estate assets of Mandalay Bay and MGM Grand Las Vegas from subsidiaries of a venture that was 50.1% owned by a subsidiary of MGP OP at the time of the transaction (such venture, the “MGP BREIT Venture”).

On April 29, 2022, VICI Properties, Inc. (“VICI”) acquired MGP in a stock-for-stock transaction (such transaction, the “VICI Transaction”). MGP Class A shareholders received 1.366 shares of newly issued VICI stock in exchange for each MGP Class A share outstanding and the Company received 1.366 units of VICI OP in exchange for each MGP OP unit held by the Company. The fixed exchange ratio represents an agreed upon price of $43 per share of MGP Class A share to the five-day volume weighted average price of VICI stock as of the close of business on July 30, 2021. In connection with the exchange, VICI OP redeemed the majority of the Company’s VICI OP units for cash consideration of $4.4 billion, with the Company retaining an approximate 1% ownership interest in VICI OP that had a fair value of approximately $375 million. MGP’s Class B share that was held by the Company was cancelled. Accordingly, the Company no longer held a controlling interest in MGP and deconsolidated MGP upon the closing of the transactions. Further, the Company entered into an amended and restated master lease with VICI as discussed in Note 11. The Mandalay Bay and MGM Grand Las Vegas lease remained unchanged.

In connection with the transactions, the Company recognized a $2.3 billion gain recorded within “Gain on REIT transactions, net.” The gain reflects the fair value of consideration received of $4.8 billion plus the carrying amount of noncontrolling interest immediately prior to the transactions of $3.2 billion less the net carrying value of the assets and liabilities and accumulated comprehensive income derecognized of $5.7 billion.

The Mirage sale. On December 19, 2022, the Company completed the sale of the operations of The Mirage to an affiliate of Seminole Hard Rock Entertainment, Inc. for cash consideration of $1.075 billion, or $1.1 billion, net of purchase price adjustments and transaction costs. At closing, the master lease between the Company and VICI was amended to remove The Mirage and to reflect a $90 million reduction in annual cash rent. The Company recognized a $1.1 billion gain recorded within “Property transactions, net.” The gain reflects the fair value of consideration received of $1.1 billion less the net carrying value of the assets and liabilities derecognized of $28 million. The operations of The Mirage were not classified as discontinued operations because the Company concluded that the sale was not a strategic shift that had a major effect on the Company’s operations or its financial results and it did not represent a major geographic segment or product line.

Gold Strike Tunica sale. On February 15, 2023, the Company completed the sale of the operations of Gold Strike Tunica to CNE Gaming Holdings, LLC, a subsidiary of Cherokee Nation Business, for cash consideration of $450 million, or $474 million, net of purchase price adjustments and transaction costs. At closing, the master lease between the Company and VICI was amended to remove Gold Strike Tunica and to reflect a $40 million reduction in annual cash rent. The Company recognized a $399 million gain recorded within “Property transactions, net.” The gain reflects the net cash consideration less the net carrying value of the assets and liabilities derecognized of $75 million.

The operations of Gold Strike Tunica were not classified as discontinued operations because the Company concluded that the sale was not a strategic shift that had a major effect on the Company’s operations or its financial results and it did not represent a major geographic segment or product line.

The major classes of assets and liabilities derecognized in connection with the sale in 2023 were as follows:


	Gold Strike Tunica
	(In thousands)
Cash and cash equivalents	$	26,911
Accounts receivable, net	2,466
Inventories	1,087
Prepaid expenses and other	1,522
Property and equipment, net	21,300
Goodwill	40,523
Other intangible assets, net	5,700
Operating lease right-of-use assets, net	507,231
Other long-term assets, net	1,251
Total assets	$	607,991
Accounts payable	$	1,657
Other accrued liabilities	13,778
Operating lease liabilities	516,136
Other long-term obligations	1,707
Total liabilities	$	533,278

NOTE 5 — PROPERTY AND EQUIPMENT, NET

Property and equipment, net consisted of the following:


	December 31,
	2024		2023
	(In thousands)
Land	$	484,338	$	489,710
Building, building improvements, and land improvements	5,150,315		4,910,701
Furniture, fixtures, and equipment	5,300,400		4,633,734
Construction in progress	600,945		506,242
	11,535,998		10,540,387
Less: Accumulated depreciation	(5,644,484)		(5,176,626)
Finance lease ROU assets, net	304,645		85,783
	$	6,196,159	$	5,449,544

NOTE 6 — INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES

Investments in and advances to unconsolidated affiliates were $381 million and $241 million as of December 31, 2024 and 2023, respectively. The Company’s share of losses of BetMGM North America Venture in excess of its equity method investment balance was $89 million and $5 million as of December 31, 2024 and 2023, respectively, which is recorded within “Other current liabilities” on the consolidated balance sheets.

The Company recorded its share of loss from unconsolidated affiliates as follows:


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Loss from unconsolidated affiliates	$	(90,653)	$	(62,104)	$	(160,213)
Non-operating items from unconsolidated affiliates	(734)		(1,032)		(23,457)
	$	(91,387)	$	(63,136)	$	(183,670)

The following table summarizes information related to the Company’s share of operating loss from unconsolidated affiliates:


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
MGP BREIT Venture (through April 29, 2022)	$	—	$	—	$	51,051
BetMGM North America Venture	(110,079)		(90,894)		(234,464)
Other	19,426		28,790		23,200
	$	(90,653)	$	(62,104)	$	(160,213)

In connection with the VICI Transaction in April 2022, the Company deconsolidated MGP, and, accordingly, derecognized the assets and liabilities of MGP, which included MGP OP’s investment in MGP BREIT Venture.

NOTE 7 — GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill and other intangible assets consisted of the following:


	December 31,
	2024		2023
	(In thousands)
Goodwill	$	5,145,004	$	5,165,694

Indefinite-lived intangible assets:
Trademarks	$	749,399	$	759,468
Gaming rights and other	382,065		382,235
Total indefinite-lived intangible assets	1,131,464		1,141,703
Finite-lived intangible assets:
Customer lists	296,600		306,627
Less: Accumulated amortization	(150,715)		(107,082)
	145,885		199,545
Gaming rights	339,248		333,191
Less: Accumulated amortization	(93,151)		(63,086)
	246,097		270,105
Technology and other	270,986		154,469
Less: Accumulated amortization	(79,051)		(41,240)
	191,935		113,229
Total finite-lived intangible assets, net	583,917		582,879
Total other intangible assets, net	$	1,715,381	$	1,724,582

Goodwill. A summary of changes in the Company’s goodwill is as follows:


	2024
	Balance at January 1		Acquisitions		Currency exchange		Balance at December 31
	(In thousands)
Las Vegas Strip Resorts	$	2,707,009	$	—	$	—	$	2,707,009
Regional Operations	660,940		—		—		660,940
MGM China	1,349,356		—		7,269		1,356,625
MGM Digital	448,389		215		(28,174)		420,430
	$	5,165,694	$	215	$	(20,905)	$	5,145,004


	2023
	Balance at January 1		Acquisitions		Currency exchange		Balance at December 31
	(In thousands)
Las Vegas Strip Resorts	$	2,707,009	$	—	$	—	$	2,707,009
Regional Operations	660,940		—		—		660,940
MGM China	1,350,878		—		(1,522)		1,349,356
MGM Digital	310,485		125,612		12,292		448,389
	$	5,029,312	$	125,612	$	10,770	$	5,165,694

Refer to Note 4 for discussion on the Push Gaming acquisition within the MGM Digital segment.

MGM Grand Paradise gaming subconcession and gaming concession. Pursuant to the agreement dated April 19, 2005 between MGM Grand Paradise and SJM Resorts S.A. (formerly Sociedade de Jogos de Macau, S.A.), a gaming subconcession was acquired by MGM Grand Paradise for the right to operate casino games of chance and other casino games for a period commencing on April 20, 2005 through March 31, 2020. Pursuant to the then-existing Macau gaming law, upon reaching the maximum duration foreseen in the law (up to a maximum term of 20 years), the term of the concessions may be extended one or more times by order of the Chief Executive, which period may not exceed, in total, 5 years. In 2019, MGM Grand Paradise’s subconcession term was extended from March 31, 2020 to June 26, 2022, consistent with the expiration of the other concessionaires and subconcessionaires. On June 23, 2022, MGM Grand Paradise entered into an addendum to its subconcession pursuant to which its gaming subconcession was extended to December 31, 2022. In connection with the extension, MGM Grand Paradise paid the Macau government MOP 47 million (approximately $6 million).

In June 2022, new Macau gaming law was enacted under which the existing subconcessions were discontinued and a maximum of six concessions were to be awarded for a term to be specified in the concession contract that may not exceed 10 years and which may be extended by three years under certain exceptional circumstances. The enactment of the new gaming law preceded the public tender for the awarding of new gaming concessions. On December 16, 2022, MGM Grand Paradise was awarded a ten-year concession contract to permit the operation of games of chance or other games in casinos in Macau which commenced on January 1, 2023.

As the enactment of the new Macau gaming law in June 2022 provided for material changes to the legal form of gaming concessions in Macau, including discontinuing and prohibiting gaming subconcessions subsequent to their expiration, and also included material changes to the rights and obligations provided for under the new gaming concessions, the Company determined that the MGM Grand Paradise gaming subconcession and new gaming concession are two separate units of account.

Further, as the material changes in the legal and regulatory environment could have an adverse effect on the value of MGM Grand Paradise’s gaming subconcession, the Company concluded that a triggering event had occurred under ASC 360 in June 2022 for the MGM China asset group. The Company compared the estimated undiscounted cash flows of the asset group to its carrying value and determined that the undiscounted cash flows significantly exceeded the carrying value and, therefore, no impairment was indicated.

Additionally, in June 2022, the Company reassessed the useful life of the gaming subconcession intangible asset and determined that, given the new gaming law and the resulting changes described above, the useful life would no longer be based on the initial term of the MGM Cotai land concession, which ends in January 2038, and that the useful life should be revised to align with the cessation of the subconcession rights that occurred at the end of the contractual term of the gaming subconcession, which ended on December 31, 2022. Accordingly, amortization of the MGM Grand Paradise gaming subconcession was recognized on a straight-line basis over its reduced useful life. The gaming subconcession was fully amortized as of December 31, 2022.

Pursuant to the gaming concession contract, MGM Grand Paradise is required, among other things, to pay a fixed annual premium and an annual variable premium based on the number of gaming tables and machines for the term of the gaming concession. Additionally, in connection with the expiration of the MGM Grand Paradise gaming subconcession on December 31, 2022, the casino areas of MGM Cotai and MGM Macau reverted, free of charge and without any encumbrances, to the Macau government, which became the legal owner of the reverted gaming assets. Upon the commencement of the gaming concession, the gaming assets were temporarily transferred to MGM Grand Paradise for the duration of the concession term in return for annual payments determined by square meters of the reverted casino areas.

Accordingly, upon commencement of the gaming concession contract on January 1, 2023, MGM Grand Paradise recorded an intangible asset, included within “Gaming rights” above, of $226 million for the right to conduct gaming and operate the reverted gaming equipment and gaming areas and a corresponding liability for the in-substance consideration to be paid over the concession term for such rights, which is the unconditional obligation of the fixed and variable annual premiums, as well as the payments relating to the use of the reverted gaming assets. The initial value of the intangible asset and liability were measured as the present value of these payments based upon the approved number of gaming tables and slot machines, estimates of the Macau average price index, and square meters of the reverted casino areas, each as of January 1, 2023. The current portion of $8 million and $7 million was recorded within “Other accrued liabilities” and noncurrent portion of $207 million and $214 million of the remaining liability was recorded within “Other long-term liabilities,” in the consolidated balance sheets as of December 31, 2024 and 2023, respectively. The gaming concession intangible asset is being amortized on a straight-line basis over the ten-year term of the gaming concession contract. The fully amortized gaming subconcession intangible asset was derecognized upon the expiration of the gaming subconcession and corresponding commencement of the gaming concession contract.

Amortization expense. Amortization expense related to intangible assets was $119 million, $103 million and $2.7 billion for 2024, 2023, and 2022, respectively. As of December 31, 2024, estimated future amortization was as follows:


Years ending December 31,	(In thousands)
2025	$	127,933
2026	124,845
2027	107,032
2028	74,147
2029	53,829
Thereafter	96,131
	$	583,917

NOTE 8 — OTHER ACCRUED LIABILITIES

Other accrued liabilities consisted of the following:


	December 31,
	2024		2023
	(In thousands)
Contract and contract-related liabilities:
Outstanding chip liability	$	215,710	$	211,606
Loyalty program obligations	215,005		201,973
Casino front money	324,956		249,877
Advance deposits and ticket sales	271,474		316,345
Unpaid wagers and other	228,806		200,004
Other accrued liabilities:
Payroll and related	580,153		628,158
Taxes, other than income taxes	382,842		390,890
Operating lease liabilities - current (Refer to Note 11)	98,021		74,988
Finance lease liabilities - current (Refer to Note 11)	74,191		9,166
Other	477,947		321,170
	$	2,869,105	$	2,604,177

NOTE 9 — LONG-TERM DEBT

Long-term debt consisted of the following:


	December 31,
	2024		2023
	(In thousands)
MGM China first revolving credit facility	$	477,567	$	371,300
5.375% MGM China senior notes, due 2024	—		750,000
6.75% senior notes, due 2025	—		750,000
5.75% senior notes, due 2025	—		675,000
5.25% MGM China senior notes, due 2025	500,000		500,000
5.875% MGM China senior notes, due 2026	750,000		750,000
4.625% senior notes, due 2026	400,000		400,000
5.5% senior notes, due 2027	675,000		675,000
4.75% MGM China senior notes, due 2027	750,000		750,000
4.75% senior notes, due 2028	750,000		750,000
6.125% senior notes, due 2029	850,000		—
7.125% MGM China senior notes, due 2031	500,000		—
6.5% senior notes, due 2032	750,000		—
7% debentures, due 2036	552		552
	6,403,119		6,371,852
Less: Unamortized discounts and debt issuance costs, net	(41,021)		(28,042)
	$	6,362,098	$	6,343,810

MGM China’s senior notes due within one year of the applicable balance sheet date were classified as long-term as MGM China had both the intent and ability to refinance the notes on a long-term basis.

Interest expense, net consisted of the following:


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Total interest incurred	$	445,660	$	463,175	$	595,692
Interest capitalized	(2,430)		(2,882)		(738)
	$	443,230	$	460,293	$	594,954

Senior secured credit facility. In February 2024, the Company amended its revolving facility to increase the facility to $2.3 billion and extend the maturity date to February 2029. The revolving credit facility bears interest of SOFR plus 1.50% to 2.25% determined by reference to a rent adjusted total net leverage ratio pricing grid. At December 31, 2024, no amounts were drawn.

The Company’s senior secured credit facility is guaranteed by each of the Company’s existing direct and indirect wholly-owned material domestic restricted subsidiaries, subject to certain exclusions. The senior secured credit facility is secured by a pledge of the equity in certain of the Company’s domestic operating properties. Mandatory prepayments will be required upon the occurrence of certain events, including sales of certain assets, subject to certain exceptions. The Company’s senior secured credit facility also contains customary representations and warranties, events of default and positive and negative covenants. The Company was in compliance with its credit facility covenants at December 31, 2024.

MGP OP senior secured credit facility. In April 2022, MGP OP senior secured credit facility was derecognized in connection with the deconsolidation of MGP as a result of the VICI Transaction.

MGP OP was party to interest rate swaps to mitigate the effects of interest rate volatility inherent in its variable rate debt as well as forecasted debt issuances. In March 2022, MGP OP terminated its interest rate swap agreements.

MGM China first revolving credit facility. At December 31, 2024, the MGM China first revolving credit facility consisted of a HK$9.75 billion (approximately $1.3 billion) unsecured revolving credit facility. The MGM China first revolving credit facility bears interest at a fluctuating rate per annum based on Hong Kong Interbank Offered Rate (“HIBOR”) plus 1.625% to 2.75%, as determined by MGM China’s leverage ratio. At December 31, 2024, the weighted average interest rate was 7.55%. In June 2023, MGM China amended its first revolving credit agreement, which extended the maturity date to May 2026.

The MGM China first revolving credit facility contains customary representations and warranties, events of default, and positive, negative and financial covenants, including that MGM China maintains compliance with a maximum leverage ratio and a minimum interest coverage ratio. In connection with the June 2023 amendment, the financial covenants under the MGM China first revolving credit facility are waived through December 31, 2024 and become effective beginning on March 31, 2025. MGM China was in compliance with its applicable MGM China first revolving credit facility covenants at December 31, 2024.

MGM China second revolving credit facility. At December 31, 2024, the MGM China second revolving credit facility consisted of a HK$5.85 billion (approximately $753 million) unsecured revolving credit facility. The option to increase the amount of the facility was partially exercised in August 2023, increasing the facility by HK$205 million (approximately $26 million); in October 2023, increasing the facility by HK$1.17 billion (approximately $151 million); and in December 2023, increasing the facility by HK$100 million (approximately $13 million). The option to increase the amount of the facility was further exercised in May 2024, increasing the facility by HK$1.26 billion (approximately $162 million) to its full capacity of HK$5.85 billion. At December 31, 2024, no amounts were drawn on the MGM China second revolving credit facility.

In June 2023, MGM China amended its second revolving credit agreement, which extended the maturity date to May 2026, increased the amount to which MGM China may upsize the facility, and removed the requirement for the MGM China first revolving credit facility to be fully drawn prior to utilizing the MGM China second revolving credit facility. The MGM China second credit facility bears interest at a fluctuating rate per annum based on HIBOR plus 1.625% to 2.75%, as determined by MGM China’s leverage ratio.

The MGM China second revolving credit facility contains customary representations and warranties, events of default, and positive, negative and financial covenants, including that MGM China maintains compliance with a maximum leverage ratio and a minimum interest coverage ratio. In connection with the June 2023 amendment, the financial covenants under the MGM China second revolving credit facility are waived through December 31, 2024 and become effective beginning on March 31, 2025. MGM China was in compliance with its applicable MGM China second revolving credit facility covenants at December 31, 2024.

LeoVegas revolving credit facility. Upon the Company’s acquisition of LeoVegas, the LeoVegas revolving credit facility consisted of a €40 million revolving facility, which was fully drawn. The LeoVegas revolving credit facility contained a change-of-control provision which required repayment of the facility within 60 days following a change-of-control event. As the Company’s acquisition of LeoVegas triggered the change-of-control provision, the revolving credit facility was fully repaid in November 2022.

Senior notes. In September 2024, the Company issued $850 million in aggregate principal amount of 6.125% notes due 2029. The Company used the net proceeds from the offering to fund the early redemption of its $675 million in aggregate principal amount of 5.75% notes due 2025 at a redemption price of 100.607% in October 2024, with the remainder primarily used for general corporate purposes.

In April 2024, the Company issued $750 million in aggregate principal amount of 6.5% notes due 2032. The Company used the net proceeds from the offering to fund the early redemption of its $750 million in aggregate principal amount of 6.75% notes due 2025 in May 2024.

In March 2023, the Company repaid its $1.25 billion 6% notes due 2023 upon maturity.

In March 2022, the Company repaid its $1.0 billion 7.75% notes due 2022 upon maturity.

MGP OP senior notes. In April 2022, MGP OP senior secured credit facility and the senior notes of MGP OP were derecognized in connection with the deconsolidation of MGP as a result of the VICI Transaction.

MGM China senior notes. In June 2024, MGM China issued $500 million in aggregate principal amount of 7.125% notes due 2031.

In May 2024, MGM China repaid its $750 million in aggregate principal amount of 5.375% notes due 2024.

LeoVegas senior notes. Upon the Company’s acquisition of LeoVegas in 2022, LeoVegas had senior unsecured notes of SEK 700 million (approximately $65 million) in aggregate principal outstanding with an option to increase the issuance to SEK 800 million (approximately $74 million). The senior unsecured notes contained change-of-control provisions which provided for the holders to request that all or a portion of the principal amount held be repurchased at a price of 101%, together with accrued interest, during a period following notice. In connection with the change-of-control provisions, an aggregate of SEK 319 million (approximately $30 million) of senior unsecured notes were repurchased in November and December 2022. In August 2023, LeoVegas repaid its remaining outstanding senior unsecured notes totaling SEK 382 million (approximately $36 million).

Maturities of long-term debt. The maturities of the principal amount of the Company’s long-term debt as of December 31, 2024 were as follows:


Year ending December 31,	(In thousands)
2025	$	500,000
2026	1,627,567
2027	1,425,000
2028	750,000
2029	850,000
Thereafter	1,250,552
	$	6,403,119

Fair value of long-term debt. The estimated fair value of the Company’s long-term debt was $6.3 billion for each of the years ended December 31, 2024 and 2023.

NOTE 10 — INCOME TAXES

The Company recognizes deferred income tax assets, net of applicable reserves, related to net operating losses, tax credit carryforwards and certain temporary differences. The Company recognizes future tax benefits to the extent that realization of such benefit is more likely than not. Otherwise, a valuation allowance is applied.

The domestic and foreign components of income before income taxes were as follows:


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Domestic operations	$	256,890	$	1,214,888	$	4,251,418
Foreign operations	860,175		257,875		(3,347,619)
	$	1,117,065	$	1,472,763	$	903,799

The components of the provision for income taxes were as follows:


	Year Ended December 31,
	2024		2023		2022
Federal:	(In thousands)
Current	$	126,933	$	259,128	$	206,426
Deferred (excluding separate components)	(22,919)		48,363		678,371
Deferred – valuation allowance change	(9,506)		(153,768)		(5,346)
Other noncurrent	1,458		(10,969)		(18,326)
Provision for federal income taxes	95,966		142,754		861,125
State:
Current	10,477		24,931		10,389
Deferred (excluding separate components)	(3,731)		(11,206)		33,878
Deferred – operating loss carryforward	(880)		12,219		15,442
Deferred – valuation allowance change	3,177		2,140		2,345
Provision for state income taxes	9,043		28,084		62,054
Foreign:
Current	(2,363)		(223)		2,259
Deferred (excluding separate components)	(4,250)		(5,611)		(311,614)
Deferred – operating loss carryforward	(39,769)		57,485		(6,331)
Deferred – valuation allowance change	(6,170)		(64,650)		89,575
Benefit for foreign income taxes	(52,552)		(12,999)		(226,111)
	$	52,457	$	157,839	$	697,068

A reconciliation of the federal income tax statutory rate and the Company’s effective tax rate was as follows:


	Year Ended December 31,
	2024		2023		2022
Federal income tax statutory rate	21.0	%	21.0	%	21.0	%
Noncontrolling interest	(0.2)		(0.1)		(2.4)
Foreign income/losses taxed at other than U.S. statutory rate	(19.5)		(3.6)		53.3
Federal valuation allowance	(0.9)		(10.4)		(0.6)
State taxes, net	0.6		1.5		5.5
General business credits	(1.5)		(1.2)		(1.5)
Incremental U.S. tax on foreign earnings	4.5		2.4		—
Permanent and other items	0.7		1.1		1.8
	4.7	%	10.7	%	77.1	%

The tax-effected components of the Company’s net deferred tax liability were as follows:


	December 31,
	2024		2023
Deferred tax assets – federal and state:	(In thousands)
Net operating loss carryforward	$	14,193	$	13,498
Accruals, reserves and other	66,328		52,854
Lease liabilities	5,750,744		5,703,953
Tax credits	1,008,363		1,788,001
	6,839,628		7,558,306
Less: Valuation allowance	(867,416)		(1,598,291)
	5,972,212		5,960,015
Deferred tax assets – foreign:
Net operating loss carryforward	180,970		141,201
Accruals, reserves and other	6,673		9,266
Property and equipment	37,832		33,944
Lease liabilities	1,488		1,270
	226,963		185,681
Less: Valuation allowance	(173,984)		(180,155)
	52,979		5,526
Total deferred tax assets	$	6,025,191	$	5,965,541
Deferred tax liabilities – federal and state:
Property and equipment	$	(438,455)	$	(389,854)
Investments in unconsolidated affiliates	(583,865)		(584,448)
Investment in equity securities	(2,232,601)		(2,234,754)
ROU assets	(5,283,821)		(5,390,561)
Intangibles	(237,107)		(197,893)
	(8,775,849)		(8,797,510)
Deferred tax liabilities – foreign:
Intangibles	(21,414)		(29,028)
	(21,414)		(29,028)
Total deferred tax liability	(8,797,263)		(8,826,538)
Net deferred tax liability	$	(2,772,072)	$	(2,860,997)

Deferred income tax valuation allowance consisted of the following:


	Balance at Beginning of Period		Increase		Decrease		Balance at End of Period
Deferred income tax valuation allowance:	(In thousands)
Year Ended December 31, 2024	$	1,778,446	$	—	$	(737,046)	$	1,041,400
Year Ended December 31, 2023	2,886,575		—		(1,108,129)		1,778,446
Year Ended December 31, 2022	2,884,262		2,313		—		2,886,575

The Company has recorded a valuation allowance of $855 million on its foreign tax credit (“FTC”) carryover of $1.0 billion as of December 31, 2024, resulting in an FTC net deferred tax asset of approximately $153 million. The FTCs are attributable to the Macau Special Gaming Tax, which is 35% of gross gaming revenue in Macau. The Company believes payment of the Macau Special Gaming Tax qualifies as a tax paid in lieu of an income tax that is creditable against U.S. taxes. While the Company generally does not expect to generate new FTC carryovers after the year ended December 31, 2017, it will be able to utilize its existing FTC carryovers only to the extent it has active foreign source income during the applicable 10-year FTC carryforward period. The Company relies on future U.S.-source operating income in assessing,

future FTC realization during the applicable 10-year FTC carryover period. The FTC carryovers will expire if not utilized as follows: $674 million in 2025; $134 million in 2026; and $200 million in 2027.

The Company’s assessment of the realization of its FTC deferred tax asset is based on available evidence, including assumptions concerning future U.S. operating profits and foreign source income. As a result, significant judgment is required in assessing the possible need for a valuation allowance and changes to such assumptions could result in a material change in the valuation allowance with a corresponding impact on the provision for income taxes in the period including such change.

On January 29, 2024, MGM Grand Paradise was granted an extension of its Complementary Tax Exemption for the period of January 1, 2023 through December 31, 2027. The measurement of Macau deferred tax assets and liabilities as of December 31, 2023 was based on enacted law as of that date and assumed MGM Grand Paradise would pay the complementary tax on gaming profits for all periods beyond December 31, 2022. The impact of the retroactive Complementary Tax Exemption was reversed in 2024.

At December 31, 2024, gross foreign net operating loss carryforwards consisted primarily of a complementary tax exempt net operating loss (“NOL”) carryforward of $1.3 billion at MGM Grand Paradise resulting from non-gaming operations that will expire if not utilized in years 2025 through 2027.

As of December 31, 2024, there is a $174 million valuation allowance on certain foreign deferred tax assets, which relates primarily to MGM Grand Paradise’s NOLs.

The Company has NOLs in some of the states in which it operates that total $234 million as of December 31, 2024, which equates to deferred tax assets of $14 million after federal tax effect and before valuation allowance. The NOL carryforwards in most of the states will expire, if not utilized, between 2025 through 2042. Otherwise, the NOL carryforward can be carried forward indefinitely. The Company has provided a valuation allowance of $12 million on some of its state deferred tax assets for the NOLs described above.

The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was not material at December 31, 2024 and 2023, respectively. The Company recognizes interest and penalties related to unrecognized tax benefits as well as overpayments and underpayment of income taxes in income tax expense, which were not material for each of the periods presented.

The Company files income tax returns in the U.S. federal jurisdiction, various state and local jurisdictions, and foreign jurisdictions. As of December 31, 2024, other than adjustments resulting from the federal and state income tax audits discussed herein, the federal, state, and local tax jurisdictions in which the Company files tax returns generally cannot assess tax with respect to years ended prior to 2020. However, NOLs generated or utilized in earlier years may be subject to adjustment.

The Company’s 2015 through 2019 U.S. consolidated federal income tax returns are currently under examination by the IRS and the examination findings are under review by the Joint Committee on Taxation. Such review and examination are expected to be complete and close during the first half of 2025. The Company anticipates receiving its refund claim without any material adjustments upon resolution of the examination.

In 2024, the Company’s suit initiated against the state of Michigan in 2022 was resolved with no material adjustments. In addition, the state of Michigan cancelled the examination of the Company’s unitary income tax returns filed in the state for tax years 2019 through 2021.

NOTE 11 – LEASES

The Company leases real estate, land underlying certain of its properties, and various equipment under operating and, to a lesser extent, finance lease arrangements.

Real estate assets and land. The Company leases the real estate assets of its domestic properties pursuant to triple net lease agreements, which are classified as operating leases. The triple net structure of the leases requires the Company to pay substantially all costs associated with each property, including real estate taxes, insurance, utilities and routine maintenance (with each lease obligating the Company to spend a specified percentage of net revenues at the properties on capital expenditures), in addition to the annual cash rent. Each of the triple net leases also requires the Company to comply with certain financial covenants, which, if not met, would require the Company to maintain either cash security or one or more letters of credit in favor of the landlord in amounts ranging from six months to two years of rent.

Bellagio lease. The Company leases the real estate assets of Bellagio from a venture in which it has a 5% ownership interest (the “Bellagio REIT Venture”). The Bellagio lease commenced November 15, 2019 and has an initial term of 30 years with two 10-year renewal periods, exercisable at the Company’s option, with a fixed 2% rent escalator for the first 10 years and, thereafter, an escalator equal to the greater of 2% and the CPI increase during the prior year, subject to a cap of 3% during the 11th through 20th years and 4% thereafter. Annual cash rent payments for the lease year that commenced on December 1, 2024 increased to $270 million as a result of the 2% fixed annual escalator.

Mandalay Bay and MGM Grand Las Vegas lease. The Company leases the real estate assets of Mandalay Bay and MGM Grand Las Vegas from subsidiaries of VICI. The Mandalay Bay and MGM Grand Las Vegas lease commenced February 14, 2020 and has an initial term of 30 years with two 10-year renewal periods, exercisable at the Company’s option, with a fixed 2% rent escalator for the first 15 years and, thereafter, an escalator equal to the greater of 2% and the CPI increase during the prior year, subject to a cap of 3%. Annual cash rent payments for the lease year that commenced on February 29, 2024 increased to $316 million as a result of the 2% fixed annual escalator.

Aria and Vdara lease. The Company leases the real estate assets of Aria and Vdara from funds managed by The Blackstone Group, Inc. The Aria and Vdara lease commenced September 28, 2021 and has an initial term of 30 years with three 10-year renewal periods, exercisable at the Company’s option, with a fixed 2% rent escalator for the first 15 years, and thereafter, an escalator equal to the greater of 2% and the CPI increase during the prior year, subject to a cap of 3%. Annual cash rent payments for the lease year that commenced on October 1, 2024 increased to $228 million as a result of the 2% fixed annual escalator.

The VICI lease and ground subleases. The Company leases the real estate assets of Luxor, New York-New York, Park MGM, Excalibur, The Park, MGM Grand Detroit, Beau Rivage, Borgata, Empire City, MGM National Harbor, MGM Northfield Park, and MGM Springfield from VICI. The VICI lease commenced April 29, 2022 and has an initial term of 25 years, with three 10-year renewal periods, exercisable at the Company’s option, with a fixed 2% rent escalator for the first 10 years, and thereafter, an escalator equal to the greater of 2% and the CPI increase during the prior year subject to a cap of 3%. Additionally, the VICI lease provides VICI with a right of first offer with respect to any further gaming development by the Company on the undeveloped land adjacent to Empire City, which VICI may exercise should the Company elect to sell the property. Annual cash rent payments for the first lease year that commenced on April 29, 2022 was $860 million. In December 2022, in connection with the sale of the operations of The Mirage, the VICI lease was amended to remove The Mirage and to reflect a $90 million reduction in annual cash rent, thereby reducing the annual cash rent payments to $770 million. In February 2023, in connection with the sale of the operations of Gold Strike Tunica, the VICI lease was amended to remove Gold Strike Tunica and to reflect a $40 million reduction in annual cash rent, thereby reducing the annual cash rent payments to $730 million. The modifications resulted in reassessment of the lease classification and remeasurement of the VICI lease, with the lease continuing to be accounted for as an operating lease and $1.3 billion of net operating lease ROU and $1.3 billion of lease liabilities allocable to The Mirage were derecognized, and $507 million of net operating lease ROU and $516 million of lease liabilities allocable to Gold Strike Tunica were derecognized (see Note 4). Annual cash rent payments for the lease year that commenced on May 1, 2024 increased to $759 million as a result of the 2% fixed annual escalator.

The Company is also required to pay the rent payments under the ground leases of the Borgata, Beau Rivage, and National Harbor through the term of the VICI lease. The ground subleases of Beau Rivage and National Harbor are classified as operating leases and the ground sublease of Borgata is classified as a finance lease.

The Cosmopolitan lease. The Company leases the real estate assets of The Cosmopolitan from a subsidiary of Blackstone Real Estate Investment Trust, Inc. The Cosmopolitan lease commenced May 17, 2022 and has an initial term of 30 years with three 10-year renewal periods, exercisable at the Company’s option, with a fixed 2% rent escalator for the first 15 years, and thereafter, an escalator equal to the greater of 2% and the CPI increase during the prior year, subject to a cap of 3%. Annual cash rent payments for the lease year that commenced on June 1, 2024 was $208 million.

MGM China land concessions. MGM Grand Paradise has MGM Macau and MGM Cotai land concession contracts with the government of Macau, each with an initial 25-year contract term ending in April 2031 and January 2038, respectively, with a right to renew for further consecutive periods of 10 years, at MGM Grand Paradise’s option. The land leases are classified as operating leases.

Other information: Components of lease costs and other information related to the Company’s leases were:


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Operating lease cost, primarily classified within “General and administrative”(1)	$	2,300,373	$	2,306,640	$	1,986,853

Finance lease costs
Interest expense	$	32,251	$	9,899	$	9,233
Amortization expense	58,845		65,629		76,039
Total finance lease costs	$	91,096	$	75,528	$	85,272

(1)Operating lease cost includes $331 million for each of the years ended December 31, 2024, 2023, and 2022, related to the Bellagio lease, which is held with a related party.


	December 31,
	2024		2023
	(In thousands)
Operating leases
Operating lease ROU assets, net(1)	$	23,532,287	$	24,027,465
Operating lease liabilities - current, classified within “Other accrued liabilities”	$	98,021	$	74,988
Operating lease liabilities - long-term(2)	25,076,139		25,127,464
Total operating lease liabilities	$	25,174,160	$	25,202,452

Finance leases
Finance lease ROU assets, net, classified within “Property and equipment, net”	$	304,645	$	85,783
Finance lease liabilities - current, classified within “Other accrued liabilities”	$	74,191	$	9,166
Finance lease liabilities - long-term, classified within “Other long-term obligations”	243,256		85,391
Total finance lease liabilities	$	317,447	$	94,557

Weighted average remaining lease term (years)
Operating leases	24		25
Finance leases	8		22

Weighted average discount rate (%)
Operating leases	7		7
Finance leases	6		6

(1)As of December 31, 2024 and 2023, operating lease ROU assets, net included $3.4 billion and $3.5 billion related to the Bellagio lease, respectively.

(2)As of December 31, 2024 and 2023, operating lease liabilities – long-term included $3.8 billion related to the Bellagio lease. As of December 31, 2024, operating lease liabilities – current included $3 million related to the Bellagio lease.


	Year Ended December 31,
	2024		2023		2022
Cash paid for amounts included in the measurement of lease liabilities	(In thousands)
Operating cash outflows from operating leases	$	1,833,022	$	1,802,577	$	1,535,637
Operating cash outflows from finance leases	15,939		6,332		6,654
Financing cash outflows from finance leases(1)	54,798		71,611		84,139

ROU assets obtained in exchange for new lease liabilities
Operating leases	$	6,658	$	15,089	$	15,538,208
Finance leases	275,455		3,073		87,856

(1)Included within “Other” within “Cash flows from financing activities” on the consolidated statements of cash flows.

Maturities of lease liabilities were as follows:


	Operating Leases		Finance Leases
Year ending December 31,	(In thousands)
2025	$	1,869,121	$	89,936
2026	1,890,132		81,782
2027	1,918,449		81,371
2028	1,945,486		29,445
2029	1,972,177		7,046
Thereafter	46,972,294		121,202
Total future minimum lease payments	56,567,659		410,782
Less: Amount of lease payments representing interest	(31,393,499)		(93,335)
Present value of future minimum lease payments	25,174,160		317,447
Less: Current portion	(98,021)		(74,191)
Long-term portion of lease liabilities	$	25,076,139	$	243,256

NOTE 12 – COMMITMENTS AND CONTINGENCIES

Cybersecurity litigation, claims, and investigations. In September 2023, through unauthorized access to certain of its U.S. systems, third-party criminal actors accessed, for some of the Company’s customers, personal information (including name, contact information (such as phone number, email address and postal address), gender, date of birth and driver’s license numbers). For a limited number of customers, Social Security numbers and passport numbers were also accessed by the criminal actors. The Company has notified individuals impacted by this issue in accordance with federal and state law.

In connection with this cybersecurity issue, the Company became subject to consumer class actions in U.S. federal and state courts. These class actions assert a variety of common law and statutory claims based on allegations that the Company failed to use reasonable security procedures and practices to safeguard customers’ personal information, and seek monetary and statutory damages, injunctive relief and other related relief. The Company reached a settlement for $45 million to resolve the purported civil class action litigation related to the 2023 cybersecurity issue and a 2019 cybersecurity issue, which was paid by insurance carriers into a settlement fund in February 2025. In addition, the Company is the subject of investigations by state and federal regulators, which also could result in monetary fines and other relief. The Company cannot predict the timing or outcome of any of these potential matters, or whether the Company may be subject to additional legal proceedings, claims, regulatory inquiries, investigations, or enforcement actions. While the Company believes it is reasonably possible that it may incur losses associated with the above-described proceedings, it is not possible to estimate the amount of loss or range of loss, if any, that might result from adverse judgments, settlements, or other resolution given the preliminary stage of these proceedings.

Other litigation*.* The Company is a party to various other legal proceedings, most of which relate to routine matters incidental to its business. Management does not believe that the outcome of such proceedings will have a material adverse effect on the Company’s financial position, results of operations or cash flows.

Commitments. MGM Grand Paradise concession contract. Pursuant to the concession contract, MGM Grand Paradise is required to pay (i) a special gaming tax of 35% of gross gaming revenue and a special levy of up to 5% of gross gaming revenue, of which the tax is subject to a minimum annual payment in the form of a special premium in the event the minimum amount is not achieved, (ii) a fixed annual premium, and (iii) a variable premium based on the number of gaming tables and machines. Based upon the approved number of gaming tables and slot machines as of December 31, 2024, the premiums for the above obligations payable to the Macau government are approximately MOP 2.2 billion ($270 million as of December 31, 2024) during each of the next five years ending December 31, 2029, and approximately MOP 6.5 billion ($811 million as of December 31, 2024) in the aggregate thereafter through the expiration of the gaming concession in December 2032.

In addition, MGM Grand Paradise is required to make annual payments in connection with the temporary use of the reverted gaming assets based upon square meters of the reverted casino areas. Such payments will be adjusted with the Macau average price index during the term of the reversion agreement. The annual payment to the Macau government is approximately MOP 45 million ($6 million as of December 31, 2024) during the year ending December 31, 2025, approximately MOP 148 million ($19 million as of December 31, 2024) during each of the following four years ending December 31, 2029, and approximately MOP 445 million ($56 million as of December 31, 2024) in the aggregate thereafter through the term of the reversion agreement, with each annual payment subject to the Macau average price index adjustment.

The minimum required amount of the payments described in (ii) and (iii) above, as well as the payments relating to the use of the reverted gaming assets were accrued as of and at the commencement of the concession contract as an offset to the related intangible asset as further discussed in Note 7. Payments incremental to minimum amounts due or any subsequent changes to the amounts due under such payments are expensed as incurred.

The gaming concession also obligates MGM Grand Paradise to invest in various gaming and non-gaming projects and the development of international tourist markets over the ten-year term of the concession in an initial amount of approximately MOP 16.7 billion ($2.1 billion as of December 31, 2024) of which MOP 15 billion ($1.9 billion as of December 31, 2024) was designated for non-gaming projects. In 2023, the non-gaming commitment increased in accordance with the concession contract as a result of market-wide Macau annual gross gaming revenue exceeding MOP 180 billion and, accordingly, the total gaming and non-gaming project commitment over the ten-year term of the concession increased to MOP 19.7 billion ($2.5 billion as of December 31, 2024), of which MOP 18 billion ($2.2 billion as of December 31, 2024) is designated for non-gaming projects. The projects related to the investment are subject to annual review and Macau government approval and, therefore, the timing and magnitude of the projects comprising the investment are subject to change. MGM Grand Paradise submitted the list of investments and projects it intended to carry out in 2025 to the Macau government in the fourth quarter of 2024, which has been approved by the Macau government.

The gaming law also requires concessionaires to maintain share capital of at least MOP 5 billion (approximately $625 million as of December 31, 2024).

MGM China bank guarantees. In connection with the issuance of the gaming concession in January 2023, bank guarantees were provided to the government of Macau in the amount of MOP 1 billion (approximately $125 million as of December 31, 2024) to warrant the fulfillment of labor liabilities and of damages or losses that may result if there is noncompliance with the concession. The guarantees expire 180 days after the end of the concession term. As of December 31, 2024, MOP 700 million of the bank guarantees (approximately $87 million as of December 31, 2024) were secured by pledged cash.

Bellagio REIT shortfall guarantee. The Company provides a shortfall guarantee of the $3.01 billion principal amount of indebtedness (and any interest accrued and unpaid thereon) of the landlord of Bellagio, Bellagio REIT Venture, which is a VIE and a related party, for which such indebtedness matures in 2029. The terms of the shortfall guarantee provide that after the lenders have exhausted certain remedies to collect on the obligations under the indebtedness, the Company would then be responsible for any shortfall between the value of the collateral, which is the real estate assets of the applicable property owned by the landlord, and the debt obligation. The guarantee is accounted for under ASC 460 at fair value; such value is immaterial.

Osaka IR KK guarantees. The Company provides for guarantees (1) in the amount of 12.65 billion yen (approximately $80 million as of December 31, 2024) for 50% of Osaka IR KK’s obligations to Osaka under various agreements related to the venture’s development of an integrated resort in Osaka, Japan and (2) of an uncapped amount to provide funding to Osaka IR KK, if necessary, for the completion of the construction and full opening of the integrated resort. The guarantees expire when the obligations relating to the full opening of the integrated resort are fulfilled. The guarantees are accounted for under ASC 460 at fair value; such value is immaterial. Additionally, the Company’s ownership interest in Osaka IR KK, which had a carrying value of $274 million as of December 31, 2024, is pledged as collateral for Osaka IR KK’s obligations under its credit agreement.

Osaka IR KK funding commitment. The Company has commitments to fund Osaka IR KK for its proportionate share of the unfinanced portion of Osaka IR KK’s development project, of which an estimated amount of approximately 271 billion yen (approximately $1.7 billion as of December 31, 2024) remains to be funded as of December 31, 2024. The amount and timing of funding is expected to change as a result of inflation and other factors, which change is subject to ongoing negotiations with contractors and other stakeholders. During the years ended December 31, 2024 and 2023, the Company funded 25.2 billion yen (approximately $157 million) and 10.3 billion yen (approximately $69 million), respectively, of the committed amount to Osaka IR KK.

Other guarantees. The Company and its subsidiaries are party to various guarantee contracts in the normal course of business, which are generally supported by letters of credit issued by financial institutions. The Company’s senior credit facility limits the amount of letters of credit that can be issued to $1.35 billion. At December 31, 2024, $25 million in letters of credit were outstanding under the Company’s senior credit facility. The amount of available borrowings under the credit facility is reduced by any outstanding letters of credit.

NOTE 13 — STOCKHOLDERS’ EQUITY

Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss) attributable to MGM Resorts International were as follows:


	Currency Translation Adjustments		Cash Flow Hedges		Other		Total
	(In thousands)
Balances, January 1, 2022	$	(907)	$	(41,634)	$	17,925	$	(24,616)
Other comprehensive income before reclassifications	27,336		30,692		—		58,028
Amounts reclassified to interest expense	—		7,000		—		7,000
Other comprehensive income, net of tax	27,336		37,692		—		65,028
Other changes:
Deconsolidation of MGP	—		28,151		(17,067)		11,084
Other	1,074		—		(1,794)		(720)
Net changes	28,410		65,843		(18,861)		75,392
Other comprehensive (income) loss attributable to noncontrolling interest	6,932		(24,209)		—		(17,277)
Balances, December 31, 2022	34,435		—		(936)		33,499
Other comprehensive income before reclassifications	109,278		—		—		109,278
Amounts reclassified to “Other, net”	—		—		936		936
Other comprehensive income, net of tax	109,278		—		936		110,214
Other comprehensive loss attributable to noncontrolling interest	183		—		—		183
Balances, December 31, 2023	143,896		—		—		143,896
Other comprehensive loss before reclassifications	(201,594)		—		—		(201,594)
Other comprehensive loss, net of tax	(201,594)		—		—		(201,594)
Other comprehensive income attributable to noncontrolling interest	(3,518)		—		—		(3,518)
Balances, December 31, 2024	$	(61,216)	$	—	$	—	$	(61,216)

Noncontrolling interest

The following is a summary of net income attributable to MGM Resorts International and transfers to noncontrolling interest, which shows the effects of changes in the Company’s ownership interest in a subsidiary on the equity attributable to the Company:


	For the Years Ended December 31,
	2024		2023		2022
	(In thousands)
Net income attributable to MGM Resorts International	$	746,558	$	1,142,180	$	1,473,093
Transfers from/(to) noncontrolling interest:
Deconsolidation of MGP	—		—		11,084
Other	—		—		(120)
Net transfers from noncontrolling interest	—		—		10,964
Change from net income attributable to MGM Resorts International and transfers to noncontrolling interest	$	746,558	$	1,142,180	$	1,484,057

Deconsolidation of MGP. On April 29, 2022, the Company completed the VICI Transaction, whereby VICI acquired MGP. In connection with the transaction, the Company no longer holds a controlling interest in MGP and deconsolidated MGP, including the accumulated other comprehensive loss related to MGP.

Other equity activity

MGM Resorts International stock repurchases. In February 2020, the Company announced that the Board of Directors authorized a $3.0 billion stock repurchase plan, in March 2022, the Company announced that the Board of Directors authorized a $2.0 billion stock repurchase plan, in February 2023, the Company announced that the Board of Directors authorized a $2.0 billion stock repurchase plan, and, in November 2023, the Company announced that the Board of Directors authorized a $2.0 billion stock repurchase plan. Under these stock repurchase plans, the Company may repurchase shares from time to time in the open market or in privately negotiated agreements. Repurchases of common stock may also be made under a Rule 10b5-1 plan, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The timing, volume and nature of stock repurchases will be at the sole discretion of management, dependent on market conditions, applicable securities laws, and other factors, and may be suspended or discontinued at any time.

During the year ended December 31, 2022, the Company repurchased approximately 76 million shares of its common stock for an aggregate amount of $2.8 billion, which included the February 2022 repurchase of 4.5 million shares for an aggregate amount of $202.5 million from funds managed by Corvex Management LP, a related party. Repurchased shares were retired. During the year ended December 31, 2022, the Company completed its February 2020 $3.0 billion stock repurchase plan.

During the year ended December 31, 2023, the Company repurchased approximately 54 million shares of its common stock for an aggregate amount of $2.3 billion. Repurchased shares were retired. In connection with these repurchases, the March 2022 $2.0 billion stock repurchase plan was completed.

During the year ended December 31, 2024, the Company repurchased approximately 33 million shares of its common stock for an aggregate amount of $1.4 billion. Repurchased shares were retired. In connection with these repurchases, the February 2023 $2.0 billion stock repurchase plan was completed. As of December 31, 2024 the remaining availability under the November 2023 $2.0 billion stock repurchase plan was $826 million.

Subsequent to December 31, 2024, the Company repurchased approximately 9 million shares of its common stock for an aggregate amount of $307 million, excluding excise tax. Repurchased shares were retired.

NOTE 14 — STOCK-BASED COMPENSATION

MGM Resorts International 2022 Omnibus Incentive Plan. On May 4, 2022, the MGM Resorts 2022 Omnibus Incentive Plan (“2022 Omnibus Plan”) was approved and replaced and superseded the amended and restated MGM Resorts 2005 Omnibus Incentive Plan. The Company’s 2022 Omnibus Plan allows it to grant up to approximately 18 million shares or stock-based awards, such as stock options, stock appreciation rights (“SARs”), restricted stock units (“RSUs”),

performance share units (“PSUs”) and other stock-based awards to eligible directors, officers, employees, and consultants of the Company and its subsidiaries.

As of December 31, 2024, the Company had an aggregate of approximately 14 million shares of common stock available for grant as stock-based awards under the 2022 Omnibus Plan. Additionally, as of December 31, 2024, the Company had approximately 6 million aggregate RSUs and PSUs outstanding, including deferred share units and dividend equivalent units related to RSUs and PSUs.

MGM Growth Properties 2016 Omnibus Incentive Plan; MGM China Share Option Plan and Restricted Stock Unit Plan. The Company’s subsidiaries, MGP and MGM China, each adopted their own equity award plans for the issuance of stock-based awards to each subsidiary’s eligible recipients. Vesting of MGP’s outstanding awards was accelerated as a result of the change of control of MGP related to the VICI Transaction in 2022.

Stock-based compensation expense. Stock-based compensation expense was recognized as follows:


	Year Ended December 31,
	2024		2023		2022
Stock-based compensation expense:	(In thousands)
Omnibus Plan	$	73,074	$	67,375	$	60,264
MGM Growth Properties Omnibus Incentive Plan	—		—		5,112
MGM China share-based compensation plans	7,150		6,232		5,920
Total stock-based compensation expense	80,224		73,607		71,296
Less: Reimbursed costs	(67)		(21)		—
	80,157		73,586		71,296
Less: Related tax benefit	(17,266)		(15,975)		(14,458)
Stock-based compensation expense, net of tax benefit	$	62,891	$	57,611	$	56,838

NOTE 15 — EMPLOYEE BENEFIT PLANS

Multiemployer benefit plans. The Company currently participates in multiemployer pension plans in which the risks of participating differs from single-employer plans in the following aspects:

a) Assets contributed to the multiemployer plan by one employer may be used to provide benefits to employees of other participating employers;

b) If a participating employer stops contributing to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers;

c) If an entity chooses to stop participating in some of its multiemployer plans, the entity may be required to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability; and

d) If the plan is terminated by withdrawal of all employers and if the value of the non-forfeitable benefits exceeds plan assets and withdrawal liability payments, employers are required by law to make up the insufficient difference.

The Company’s participation in these plans is presented below.


	EIN/Pension	Pension Protection Act Zone Status (2)		FIP/RP	Contributions by the Company (in thousands)(4)						Surcharge	Expiration Dates of Collective Bargaining Agreements
Pension Fund(1)	Plan Number	2023	2022	Status (3)	2024		2023		2022		Imposed
Southern Nevada Culinary and Bartenders Pension Plan	88-6016617/001	Green	Green	No	$	61,630	$	59,172	$	56,235	No	05/31/2025(5); 09/30/2028(5); 09/30/2029(5)
The Legacy Plan of the UNITE HERE Retirement Fund (UHF)	82-0994119/001	Red	Red	Implemented	$	10,448	$	10,113	$	8,650	No	5/31/2026

(1)The Company was listed in the plan’s Form 5500 as providing more than 5% of the total contributions for the plan years 2023 and 2022 for both plans. At the date the financial statements were issued, Form 5500 was not available for the plan year 2024.

(2)The zone status is based on information that the Company received from the plan and is certified by the plan’s actuary. Plans in the red zone are generally less than 65% funded (critical status) and plans in the green zone are at least 80% funded.

(3)Indicates plans for which a Financial Improvement Plan (FIP) or a Rehabilitation Plan (RP) is either pending or has been implemented.

(4)There have been no significant changes that affect the comparability of contributions.

(5)The Company is party to eleven collective bargaining agreements (CBA) that provide for contributions to the Southern Nevada Culinary and Bartenders Pension Plan, which are primarily with the Local Joint Executive Board of Las Vegas, for and on behalf of the Culinary Workers Union

and Bartenders Union. The agreements between Aria, Bellagio, The Cosmopolitan, Mandalay Bay, and MGM Grand Las Vegas are the most significant because more than two-thirds of the Company’s employee participants in this plan are covered by those five agreements.

Multiemployer benefit plans other than pensions. Pursuant to its collective bargaining agreements referenced above, the Company also contributes to UNITE HERE Health (the “Health Fund”), which provides healthcare benefits to its active and retired members. The Company contributed $237 million, $230 million, and $218 million to the Health Fund for the years ended December 31, 2024, 2023, and 2022, respectively.

NOTE 16 — PROPERTY TRANSACTIONS, NET

Property transactions, net consisted of the following:


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Gain on sale of the operations of Gold Strike Tunica	$	—	$	(398,787)	$	—
Gain on sale of the operations of The Mirage	—		—		(1,066,784)
Other property transactions, net	81,316		28,274		29,787
	$	81,316	$	(370,513)	$	(1,036,997)

Refer to Note 4 for discussion on the sale of the operations of Gold Strike Tunica and of The Mirage. Other property transactions, net in 2024, 2023, and 2022 includes miscellaneous asset disposals and write-downs.

NOTE 17 — SEGMENT INFORMATION

The Company’s management views each of its casino properties as an operating segment. Operating segments are aggregated based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate and their management and reporting structure. The Company has aggregated its operating segments into the following reportable segments: Las Vegas Strip Resorts, Regional Operations, MGM China, and MGM Digital. During the fourth quarter of 2024, the Company added MGM Digital as a reportable segment to reflect the Company’s strategic focus on interactive gaming. The corresponding items of segment information for MGM Digital, which were previously included within “Corporate and other”, as applicable, were recast for prior periods.

Las Vegas Strip Resorts. Las Vegas Strip Resorts consists of the following casino resorts in Las Vegas, Nevada: Aria (including Vdara), Bellagio, The Cosmopolitan (upon its acquisition in May 2022), MGM Grand Las Vegas (including The Signature), Mandalay Bay (including W Las Vegas and Four Seasons), The Mirage (until its disposition in December 2022), Luxor, New York-New York (including The Park), Excalibur, and Park MGM (including NoMad Las Vegas).

Regional Operations. Regional Operations consists of the following casino properties: MGM Grand Detroit in Detroit, Michigan; Beau Rivage in Biloxi, Mississippi; Gold Strike Tunica in Tunica, Mississippi (until its disposition in February 2023); Borgata in Atlantic City, New Jersey; MGM National Harbor in Prince George’s County, Maryland; MGM Springfield in Springfield, Massachusetts; Empire City in Yonkers, New York; and MGM Northfield Park in Northfield Park, Ohio.

MGM China. MGM China consists of MGM Macau and MGM Cotai.

MGM Digital. MGM Digital consists of LeoVegas (upon its acquisition in September 2022) and other consolidated subsidiaries that offer interactive gaming.

The Company’s operations related to investments in unconsolidated affiliates, and certain other corporate operations and management services have not been identified as separate reportable segments; therefore, these operations are included in “Corporate and other” in the following segment disclosures to reconcile to consolidated results.

The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer. The CODM uses and monitors budget-to-actual and actual-to-actual results of Segment Adjusted EBITDAR in assessing performance of each segment and deciding where to invest capital.

Segment Adjusted EBITDAR is the Company’s reportable segment GAAP measure, which management utilizes as

the primary profit measure for its reportable segments and underlying operating segments. Segment Adjusted EBITDAR is a measure defined as earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, property transactions, net, triple net lease rent expense, loss from unconsolidated affiliates, and also excludes gain on REIT transactions, net as well as corporate expense and stock compensation expense, which are not allocated to each operating segment, and rent expense related to the master lease with MGP that eliminated in consolidation. Triple net lease rent expense is the expense for rent to landlords under triple net operating leases for its domestic properties, the ground subleases of Beau Rivage and National Harbor, and the land concessions at MGM China.


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Net revenue
Las Vegas Strip Resorts
Casino	$	1,960,146	$	2,127,612	$	2,104,096
Rooms	3,159,497		3,027,668		2,729,715
Food and beverage	2,356,718		2,289,812		2,125,738
Entertainment, retail and other	1,339,752		1,354,054		1,438,823
	8,816,113		8,799,146		8,398,372
Regional Operations
Casino	2,737,778		2,712,205		2,901,072
Rooms	304,322		296,100		284,213
Food and beverage	456,129		440,002		429,188
Entertainment, retail and other	222,093		222,002		201,412
	3,720,322		3,670,309		3,815,885
MGM China
Casino	3,496,697		2,787,837		567,573
Rooms	217,798		177,158		43,216
Food and beverage	265,883		161,669		49,312
Entertainment, retail and other	42,006		26,945		13,492
	4,022,384		3,153,609		673,593
MGM Digital
Casino	552,012		432,146		133,435

Reportable segment net revenues	17,110,831		16,055,210		13,021,285
Corporate and other	129,714		109,039		106,200
	$	17,240,545	$	16,164,249	$	13,127,485


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Expenses
Las Vegas Strip Resorts
Payroll related	$	2,635,565	$	2,517,233	$	2,335,843
Cost of sales	536,807		551,877		512,208
Gaming taxes	232,841		241,943		227,578
Other segment items(1)	2,304,357		2,297,607		2,180,435
	5,709,570		5,608,660		5,256,064
Regional Operations
Payroll related	922,924		879,221		855,309
Cost of sales	166,872		159,670		160,463
Gaming taxes	757,824		735,179		753,494
Other segment items(1)	729,146		763,043		751,989
	2,576,766		2,537,113		2,521,255
MGM China
Payroll related	565,858		473,616		375,037
Cost of sales	96,516		62,453		26,834
Gaming taxes	1,778,032		1,380,976		294,471
Other segment items(1)	494,852		369,675		180,387
	2,935,258		2,286,720		876,729
MGM Digital
Payroll related	87,579		71,929		18,681
Marketing costs	253,227		164,645		48,107
Gaming taxes	125,934		84,064		24,921
Other segment items(2)	162,499		143,932		41,312
	$	629,239	$	464,570	$	133,021

(1) Other segment items primarily include corporate allocations, service provider costs, promotional expense, and other miscellaneous expenses.

(2) Other segment items primarily include third party game provider fees, service provider costs, and other miscellaneous expenses.


	Year Ended December 31,
	2024		2023		2022
	(In thousands)
Segment Adjusted EBITDAR
Las Vegas Strip Resorts	$	3,106,543	$	3,190,486	$	3,142,308
Regional Operations	1,143,556		1,133,196		1,294,630
MGM China	1,087,126		866,889		(203,136)
MGM Digital	(77,227)		(32,424)		414
	5,259,998		5,158,147		4,234,216

Other operating income (expense)
Corporate and other, net	(500,447)		(496,867)		(514,883)
Preopening and start-up expenses	(7,972)		(415)		(1,876)
Property transactions, net	(81,316)		370,513		1,036,997
Depreciation and amortization	(831,097)		(814,128)		(3,482,050)
Gain on REIT transactions, net	—		—		2,277,747
Triple net lease rent expense	(2,258,057)		(2,263,649)		(1,950,566)
Loss from unconsolidated affiliates	(90,653)		(62,104)		(160,213)
Operating income	1,490,456		1,891,497		1,439,372
Non-operating income (expense)
Interest expense, net of amounts capitalized	(443,230)		(460,293)		(594,954)
Non-operating items from unconsolidated affiliates	(734)		(1,032)		(23,457)
Other, net	70,573		42,591		82,838
	(373,391)		(418,734)		(535,573)
Income before income taxes	1,117,065		1,472,763		903,799
Provision for income taxes	(52,457)		(157,839)		(697,068)
Net income	1,064,608		1,314,924		206,731
Less: Net (income) loss attributable to noncontrolling interests	(318,050)		(172,744)		1,266,362
Net income attributable to MGM Resorts International	$	746,558	$	1,142,180	$	1,473,093


	Year Ended December 31,
	2024		2023		2022
Capital expenditures:	(In thousands)
Las Vegas Strip Resorts	$	597,152	$	527,104	$	411,222
Regional Operations	170,490		135,848		190,811
MGM China	148,813		45,331		30,540
MGM Digital	65,849		34,175		7,457
Reportable segment capital expenditures	982,304		742,458		640,030
Corporate and other	168,285		189,355		125,037
	$	1,150,589	$	931,813	$	765,067

Total assets are not allocated to segments for internal reporting or when determining the allocation of resources and, accordingly, are not presented.

Long-lived assets, which includes property and equipment, net and operating and finance lease right-of-use assets, net, presented by geographic region were as follows:


	December 31,
	2024		2023		2022
Long-lived assets:	(In thousands)
United States	$	26,903,773	$	26,698,996	$	26,809,273
China	2,734,513		2,731,397		2,926,619
Other	90,160		46,616		18,965
	$	29,728,446	$	29,477,009	$	29,754,857

Net revenue, for which the country was determined based upon the location of the property or online gaming hub, presented by geographic region was as follows:


	Year Ended December 31,
	2024		2023		2022
Net revenue:	(In thousands)
United States	$	12,664,897	$	12,577,085	$	12,320,411
China	4,020,420		3,153,520		673,655
Other	555,228		433,644		133,419
	$	17,240,545	$	16,164,249	$	13,127,485

NOTE 18 — RELATED PARTY TRANSACTIONS

Prior to the closing of the VICI Transaction, the Company leased the real estate assets of The Mirage, Luxor, New York-New York, Park MGM, Excalibur, The Park, Gold Strike Tunica, MGM Grand Detroit, Beau Rivage, Borgata, Empire City, MGM National Harbor, MGM Northfield Park, and MGM Springfield pursuant to a master lease with MGP.

The annual cash rent payments under the master lease with MGP for the seventh lease year, which commenced on April 1, 2022, increased to $877 million from $873 million, due to the sixth 2% annual base rent escalator that went into effect on April 1, 2022, as the adjusted net revenue to rent ratio on which such escalator was contingent was met, which increased annual cash rent by $16 million, partially offset by the percentage rent reset that went into effect on April 1, 2022, calculated based on the percentage of average actual annual net revenue of the leased properties during the preceding five year period, which decreased annual cash rent by $12 million.

All intercompany transactions, including transactions under the MGP master lease, have been eliminated in the Company’s consolidation of MGP. The public ownership of MGP’s Class A shares was recognized as noncontrolling interests in the Company’s consolidated financial statements.

In April 2022, the Company completed the VICI Transaction, which resulted in the deconsolidation of MGP. Refer to Note 4 for additional information on the VICI Transaction. As part of the transaction, the Company entered into an amended and restated master lease with VICI. Refer to Note 11 for further discussion on the master lease with VICI.

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